TCR_Public/160918.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, September 18, 2016, Vol. 20, No. 261

                            Headlines

ACAS CLO 2013-1: S&P Affirms B Rating on Class F Notes
ARES XL: Moody's Assigns P(Ba3) Rating on Class D Notes
ARES XXV CLO: S&P Assigns BB Rating on Class E-R Notes
ATLAS SENIOR II: S&P Affirms 'BB' Rating on Class E Notes
BANC OF AMERICA 2005-7: Moody's Hikes Cl. 3-A-16 Certs Rating to B3

BANC OF AMERICA 2006-6: Moody's Hikes Class A-J Debt Rating to B1
BANC OF AMERICA 2007-5: Fitch Affirms 'Dsf' Rating on 9 Certs
BANC OF AMERICA 2008-1: S&P Lowers Rating on Cl. F Certs to D
BCC FUNDING XIII: Moody's Assigns P(Ba1) Rating on Class D Notes
BEAR STEARNS 2004-TOP14: S&P Hikes Cl. O Certs Rating to BB+

BEAR STEARNS 2006-PWR12: Moody's Cuts Class X Certs Rating to C
CARLYLE GLOBAL 2012-3: S&P Assigns BB Rating on Cl. D-R Notes
CGBAM COMMERCIAL 2014-HD: S&P Affirms BB- Rating on Cl. E Certs.
CIFC FUNDING 2013-III: S&P Affirms BB Rating on Class D Notes
CREDIT SUISSE 2004-C3: Fitch Affirms 'Dsf' Rating on 7 Classes

CREDIT SUISSE 2006-C4: Moody's Hikes Class A-J Notes Rating to Ba1
CWABS INC 2002-S3: Moody's Lowers Rating on Cl. M-2 Cert. to B1
DBUBS MORTGAGE 2011-LC1: Fitch Affirms B Rating on Cl. G Certs
FIRST INVESTORS 2016-2: S&P Gives Prelim BB Rating on Cl. E Debt
FIRST UNION 1999-C1: Moody's Hikes Class G Debt Rating to 'Caa1'

FREMF 2012-K705: Moody's Affirms Ba3 Rating on Class X2 Debt
GALE FORCE 3: Moody's Affirms Ba1 Rating on Cl. E Notes
GE COMMERCIAL 2006-C1: S&P Lowers Rating on Cl. A-J Certs to D
GE COMMERCIAL 2007-C1: Moody's Affirms Ba3 Rating on 3 Tranches
GMAC COMMERCIAL 1997-C1: Moody's Affirms Caa3 Rating on Cl. X Debt

GREENWICH CAPITAL 2005-GG5: Moody's Affirms Ba1 Cl. A-J Debt Rating
GS MORTGAGE 2007-GG10: Moody's Affirms Caa3 Rating on Cl. A-J Debt
GSAMP TRUST 2003-SEA2: Moody's Lowers Rating on Cl. M-1 Debt to B2
HERTZ VEHICLE II 2015-2: Fitch Affirms BBsf Rating on Cl. D Notes
JP MORGAN 2013-C15: Fitch Assigns 'BBsf' Rating on Class E Debt

JPMBB COMMERCIAL 2014-C23: Moody's Hikes Cl. UH5 Debt Rating to Ba3
KEYCORP STUDENT 2005-A: Fitch Cuts Class II-C Debt Rating to 'Bsf'
LAKESIDE CDO I: Moody's Hikes Rating on Class A-1 Notes to Ba3
LB-UBS COMMERCIAL 2006-C3: S&P Lowers Rating on 4 Certs. to D
MASTR ASSET 2003-4: Moody's Assigns Ba3 Rating on Cl. 30-A-X Bonds

MERRILL LYNCH 2006-C2: S&P Raises Rating on Cl. AJ Certs to BB-
NATIONAL COLLEGIATE 2005-1: Fitch Rates 3 Tranches 'Bsf'
NAVITAS EQUIPMENT 2016-1: Fitch Gives 'BB+sf' Rating on Cl. C Debt
NELNET STUDENT 2008-4: Moody's Lowers Cl. A-4 Debt Rating to Ba1
REALT 2016-2: Fitch to Rate Class G Certs 'Bsf'

STACR 2016-HQA3: Fitch to Rate 2 Tranches 'B+'
UNITED AUTO 2016-2: S&P Assigns Prelim. BB Rating on Cl. E Certs
WACHOVIA BANK 2006-C23: Moody's Hikes Cl. F Debt Rating to Ba1
WACHOVIA BANK 2007-C34: Moody's Hikes Class A-J Debt Rating to Ba2
WELLS FARGO 2016-LC24: Fitch to Rate Class F Certs BB-

[*] S&P Takes Various Rating Actions on 11 RMBS Transactions
[*] S&P Takes Various Rating Actions on 12 RMBS Alt-A Transactions
[*] S&P Takes Various Rating Actions on 18 Subprime Transactions
[] Fitch Maintains Rating Watch Negative on 169 U.S. RMBS Classes

                            *********

ACAS CLO 2013-1: S&P Affirms B Rating on Class F Notes
------------------------------------------------------
S&P Global Ratings affirmed its ratings on the class A, B-1, B-2,
C, D, E, and F notes from ACAS CLO 2013-1 Ltd., a U.S.
collateralized loan obligation (CLO) transaction that closed in
March 2013 and is managed by American Capital Ltd.

The rating actions follow S&P's review of the transaction's
performance using data from the July 2016 trustee report.  The
transaction is scheduled to remain in its reinvestment period until
April 2017.

Since the transaction's effective date, the trustee-reported
collateral portfolio's weighted average life has decreased to 4.4
years from 5.6 years.  This seasoning has decreased the overall
credit risk profile, which, in turn, provided more cushion to some
of the tranche ratings.  In addition, the number of obligors in the
portfolio has increased during this period, which contributed to
the portfolio's increased diversification.

The transaction has experienced an increase in both defaults and
assets rated 'CCC+' and below since the July 2013 effective date
report.  Specifically, the amount of defaulted assets increased to
$1.98 million (0.5% of the aggregate principal balance) as of July
2016, from zero as of the July 2013 effective date report.  The
level of assets rated 'CCC+' and below increased to $13.38 million
(3.35% of the aggregate principal balance) from zero over the same
period.

According to the July 2016 trustee report that S&P used for this
review, the overcollateralization (O/C) ratios for each class have
remained relatively stable since the July 2013 trustee report,
which S&P used for its January 2014 rating affirmations:

   -- The class A/B O/C ratio was 134.00%, up from 133.95%.
   -- The class C O/C ratio was 122.90%, up from 122.87%.
   -- The class D O/C ratio was 115.10%, down from 115.12%.
   -- The class E O/C ratio was 109.30%, down from 109.32%.
   -- The class F O/C ratio was 106.10%, down from 106.13%.

Although S&P's cash flow analysis points to higher ratings for the
class B-1, B-2, C, and D notes, its rating actions considers the
increase in the defaults and decline in the portfolio's credit
quality.  In addition, the ratings reflect additional sensitivity
runs that allowed for volatility in the underlying portfolio given
that the transaction is still in its reinvestment period.

The cash flow results also indicated a lower rating for the class F
notes, but S&P views the overall credit seasoning as an improvement
and also considered the relatively stable O/C ratios that currently
have significant cushion over their minimum requirements.  However,
any increase in defaults and/or par losses could lead to potential
negative rating actions on the class F notes in the future.

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

"Our 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 our criteria, our 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, our 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 our view, that all of the rated
outstanding classes have adequate credit enhancement available at
the rating levels associated with these rating actions," S&P said.

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 will take rating actions as S&P
deems necessary.

RATINGS AFFIRMED

ACAS CLO 2013-1 Ltd.
Class         Rating
A             AAA (sf)
B-1           AA (sf)
B-2           AA (sf)
C             A (sf)
D             BBB (sf)
E             BB (sf)
F             B (sf)


ARES XL: Moody's Assigns P(Ba3) Rating on Class D Notes
-------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to six
classes of notes to be issued by Ares XL CLO Ltd.

Moody's rating action is as follows:

   -- US$364,200,000 Class A-1 Senior Floating Rate Notes due 2027

      (the "Class A-1 Notes"), Assigned (P)Aaa (sf)

   -- US$25,800,000 Class A-2 Senior Floating Rate Notes due 2027
      (the "Class A-2 Notes"), Assigned (P)Aaa (sf)

   -- US$64,800,000 Class A-3 Senior Floating Rate Notes due 2027
      (the "Class A-3 Notes"), Assigned (P)Aa2 (sf)

   -- US$32,400,000 Class B Mezzanine Deferrable Floating Rate
      Notes due 2027 (the "Class B Notes"), Assigned (P)A2 (sf)

   -- US$36,000,000 Class C Mezzanine Deferrable Floating Rate
      Notes due 2027 (the "Class C Notes"), Assigned (P)Baa3 (sf)

   -- US$28,800,000 Class D Mezzanine Deferrable Floating Rate
      Notes due 2027 (the "Class D Notes"), Assigned (P)Ba3 (sf)

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

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

RATINGS RATIONALE

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

Ares XL CLO is a managed cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 96% of the portfolio must consist
of senior secured loans, cash, and eligible investments, and up to
4% of the portfolio may consist of underlying assets that are not
senior secured loans. Moody's said, “We expect the portfolio to
be approximately 85% ramped as of the closing date.”

Ares CLO Management II LLC (the "Manager") will direct the
selection, acquisition and disposition of the assets on behalf of
the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's 4.75 year
reinvestment period. Thereafter, the Manager may reinvest
unscheduled principal payments and proceeds from sales of credit
risk assets, subject to certain restrictions.

In addition to the Rated Notes, the Issuer will issue subordinated
notes.

The transaction incorporates interest and par coverage tests which,
if triggered, divert interest and principal proceeds to pay down
the notes in order of seniority.

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3.2.1
of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in December 2015.

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

   -- Par amount: $600,000,000

   -- Diversity Score: 60

   -- Weighted Average Rating Factor (WARF): 2860

   -- Weighted Average Spread (WAS): 3.85%

   -- Weighted Average Coupon (WAC): 7.00%

   -- Weighted Average Recovery Rate (WARR): 48.50%

   -- Weighted Average Life (WAL): 8 years.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2015.

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

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

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

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

Percentage Change in WARF -- increase of 15% (from 2860 to 3289)

Rating Impact in Rating Notches

   -- Class A-1 Notes: 0

   -- Class A-2 Notes: -1

   -- Class A-3 Notes: -2

   -- Class B Notes: -2

   -- Class C Notes: -1

   -- Class D Notes: 0

Percentage Change in WARF -- increase of 30% (from 2860 to 3718)

Rating Impact in Rating Notches

   -- Class A-1 Notes: 0

   -- Class A-2 Notes: -2

   -- Class A-3 Notes: -3

   -- Class B Notes: -4

   -- Class C Notes: -2

   -- Class D Notes: -1


ARES XXV CLO: S&P Assigns BB Rating on Class E-R Notes
------------------------------------------------------
S&P Global Ratings assigned ratings to the class A-R, B-R, C-R,
D-R, and E-R replacement notes from Ares XXV CLO Ltd., a U.S.
collateralized loan obligation (CLO) transaction managed by Ares
Management LLC.  S&P withdrew its ratings on the transaction's
original class A, B-1, B-2, C, D, and E notes after they were fully
redeemed.

On the Sept. 8, 2016, refinancing date, the proceeds from the
replacement note issuance were used to redeem the original notes,
as outlined in the transaction document provisions.  Therefore, S&P
withdrew the ratings on the transaction's original notes in line
with their full redemption and assigned ratings to the
transaction's replacement notes.  The ratings reflect S&P's opinion
that the credit support available is commensurate with the
associated rating levels.

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

RATINGS ASSIGNED

Ares XXV CLO Ltd.

Replacement class       Rating

A-R                     AAA (sf)
B-R                     AA (sf)
C-R                     A (sf)
D-R                     BBB (sf)
E-R                     BB (sf)

RATINGS WITHDRAWN

Ares XXV CLO Ltd.

Original class               Rating
                        To          From
A                       NR          AAA (sf)
B-1                     NR          AA (sf)
B-2                     NR          AA (sf)
C                       NR          A (sf)
D                       NR          BBB (sf)
E                       NR          BB (sf)

NR--Not rated.


ATLAS SENIOR II: S&P Affirms 'BB' Rating on Class E Notes
---------------------------------------------------------
S&P Global Ratings assigned its ratings to the A-R, B-R, C-R, and
D-R notes from Atlas Senior Loan Fund II Ltd., a U.S.
collateralized loan obligation (CLO) transaction managed by
Crescent Capital Group L.P.  S&P withdrew its ratings on the class
A, B, C, and D notes after they were fully redeemed.  In addition,
S&P affirmed its rating on the class E notes, which were not
refinanced.

On the Sept. 9, 2016, refinancing date, the proceeds from the
replacement note issuances were used to redeem the original notes
as outlined in the transaction document provisions.  Therefore, S&P
withdrew its ratings on the original notes following their full
redemption and assigned ratings to the replacement notes.

The assigned and affirmed ratings reflect S&P's opinion that the
credit support available is commensurate with the associated 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.

RATINGS ASSIGNED

Atlas Senior Loan Fund II Ltd.

Replacement class    Rating
A-R                  AAA (sf)
B-R                  AA+ (sf)
C-R                  A+ (sf)
D-R                  BBB (sf)

RATINGS AFFIRMED
Atlas Senior Loan Fund II Ltd.

                     Rating
Class                      
E                    BB (sf)

RATINGS WITHDRAWN
Atlas Senior Loan Fund II Ltd.

                           Rating
Original class       To              From
A                    NR              AAA (sf)
B                    NR              AA+ (sf)
C                    NR              A+ (sf)
D                    NR              BBB (sf)

NR--Not rated.


BANC OF AMERICA 2005-7: Moody's Hikes Cl. 3-A-16 Certs Rating to B3
-------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of three
tranches backed by Prime Jumbo RMBS loans, issued by Banc of
America Funding Corporation.

Complete rating actions are:

Issuer: Banc of America Funding Corporation, Mortgage Pass-Through
Certificates, Series 2005-7

  Cl. 3-A-7, Upgraded to Baa2 (sf); previously on Nov. 24, 2015,
   Upgraded to Ba1 (sf)
  Cl. 3-A-16, Upgraded to B3 (sf); previously on Aug. 6, 2012,
   Downgraded to Ca (sf)
  Cl. 3-A-17, Upgraded to B3 (sf); previously on Aug. 6, 2012,
   Downgraded to Ca (sf)

                         RATINGS RATIONALE

The actions are a result of the recent performance of the
underlying pool and reflect Moody's updated loss expectation on the
pool.  The action on class 3-A-7 is the result of a change in
principal payments to the bond.  Subsequent to class 3-A-6 paying
off, class 3-A-7 has now begun to receive principal payments which
were previously locked out due to the sequential payment structure.
The actions on classes 3-A-16 and 3-A-17 reflect a buildup in
total enhancement since the last rating action taken in August
2012.  Due to an administrative error, upgrades on these two
classes were not included in the rating actions taken on other
tranches of the transaction on Nov. 24, 2015.  The ratings on
classes 3-A-16 and 3-A-17 have been reviewed and updated based on
recent performance information.

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

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

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 4.9% in August 2016 from 5.1% in
August 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 or other policy or regulatory change can impact the
performance of these transactions.


BANC OF AMERICA 2006-6: Moody's Hikes Class A-J Debt Rating to B1
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on three
classes, affirmed the ratings on eleven classes and downgraded the
rating on one class in Banc of America Commercial Mortgage Inc.
Commercial Mortgage Pass-Through Certificates, Series 2006-6 as
follows:

   -- Cl. A-1A, Affirmed Aaa (sf); previously on Oct 23, 2015
      Affirmed Aaa (sf)

   -- Cl. A-4, Affirmed Aaa (sf); previously on Oct 23, 2015
      Affirmed Aaa (sf)

   -- Cl. A-M, Upgraded to Aa3 (sf); previously on Oct 23, 2015
      Affirmed Baa2 (sf)

   -- Cl. A-J, Upgraded to Ba1 (sf); previously on Oct 23, 2015
      Affirmed B2 (sf)

   -- Cl. B, Upgraded to B1 (sf); previously on Oct 23, 2015
      Affirmed Caa1 (sf)

   -- Cl. C, Affirmed Caa2 (sf); previously on Oct 23, 2015
      Affirmed Caa2 (sf)

   -- Cl. D, Affirmed Caa3 (sf); previously on Oct 23, 2015
      Affirmed Caa3 (sf)

   -- Cl. E, Affirmed Ca (sf); previously on Oct 23, 2015 Affirmed

      Ca (sf)

   -- Cl. F, Affirmed C (sf); previously on Oct 23, 2015 Affirmed
      C (sf)

   -- Cl. G, Affirmed C (sf); previously on Oct 23, 2015 Affirmed
      C (sf)

   -- Cl. H, Affirmed C (sf); previously on Oct 23, 2015 Affirmed
      C (sf)

   -- Cl. J, Affirmed C (sf); previously on Oct 23, 2015 Affirmed
      C (sf)

   -- Cl. K, Affirmed C (sf); previously on Oct 23, 2015 Affirmed
      C (sf)

   -- Cl. L, Affirmed C (sf); previously on Oct 23, 2015 Affirmed
      C (sf)

   -- Cl. XC, Downgraded to B1 (sf); previously on Oct 23, 2015
      Affirmed Ba3 (sf)

RATINGS RATIONALE

The ratings on three P&I classes were upgraded primarily due to an
increase in credit support since Moody's last review, resulting
from paydowns and amortization, as well as Moody's expectation of
additional increases in credit support resulting from the payoff of
loans approaching maturity that are well positioned for refinance.
The pool has paid down by 36% since Moody's last review. In
addition, loans constituting 35% of the pool have either defeased
or have debt yields exceeding 10.0% and are scheduled to mature
within the next six months.

The ratings on Classes 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 nine P&I classes, Classes C through L, were affirmed
because the ratings are consistent with Moody's expected loss.

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

Moody's rating action reflects a base expected loss of 14.0% of the
current balance, compared to 14.2% at Moody's last review. Moody's
base expected loss plus realized losses is now 8.7% of the original
pooled balance, compared to 11.7% at the last review.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:

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

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

The methodologies used in these ratings were "Approach to Rating US
and Canadian Conduit/Fusion CMBS" published in December 2014 and
"Moody's Approach to Rating Large Loan and Single Asset/Single
Borrower CMBS" published in October 2015.

DESCRIPTION OF MODELS USED

Moody's review used the excel-based CMBS Conduit Model, which it
uses for both conduit and fusion transactions. Credit enhancement
levels for conduit loans are driven by property type, Moody's
actual and stressed DSCR, and Moody's property quality grade (which
reflects the capitalization rate Moody's uses to estimate Moody's
value). Moody's fuses the conduit results with the results of its
analysis of investment grade structured credit assessed loans and
any conduit loan that represents 10% or greater of the current pool
balance.

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of ten, compared to 16 at Moody's last review.

When the Herf falls below 20, Moody's uses the excel-based Large
Loan Model and then reconciles and weights the results from the
conduit and large loan models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan-level proceeds
derived from Moody's loan-level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure and property
type. Moody's also further adjusts these aggregated proceeds for
any pooling benefits associated with loan level diversity and other
concentrations and correlations.

DEAL PERFORMANCE

As of the August 10, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 55% to $1.01 billion
from $2.46 billion at securitization. The certificates are
collateralized by 53 mortgage loans ranging in size from less than
1% to 20% of the pool, with the top ten loans constituting 75% of
the pool. Three loans, constituting 3.3% of the pool, have defeased
and are secured by US government securities.

Forty-one loans, constituting 58% 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.

Fifteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $60.3 million (for an average loss
severity of 53%). Seven loans, constituting 32% of the pool, are
currently in special servicing. The largest specially serviced loan
is the Riverchase Galleria Loan ($305.0 million -- 28% of the
pool). The loan was modified in February 2012 into a $215 million A
Note and a $90 million B Note. The A & B Note transferred to
special servicing in July 2016 due to a Capital Event Notice. The
servicer is compiling information required by the loan documents to
process the capital event. Moody's assumed a high default
probability for the B Note component of the loan.

The six specially serviced loans are secured by a mix of property
types. Moody's estimates an aggregate $111 million loss for the
specially serviced loans (85% expected loss on average).

Moody's has assumed a high default probability for five poorly
performing loans, constituting 3% of the pool, and has estimated an
aggregate loss of $5.3 million (a 17% expected loss based on a 50%
probability default) from these troubled loans.

Moody's received full year 2015 operating results for 95% of the
pool, and full or partial year 2016 operating results for 48% of
the pool. Moody's weighted average conduit LTV is 104%, 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 7.2% to the most
recently available net operating income (NOI). Moody's value
reflects a weighted average capitalization rate of 9.0%.

Moody's actual and stressed conduit DSCRs are 1.40X and 0.97X,
respectively, compared to 1.62X and 1.11X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The top three conduit loans represent 37% of the pool balance. The
largest loan is the LNR Warner Center I, II, & III Loan ($174
million -- 16% of the pool), which is secured by a five-building
Class A office complex totaling 808,000 square feet (SF) in
Woodland Hills, California. As of June 2016, the properties were
93% leased, unchanged since year-end 2015 and up from 74% at
year-end 2014. The loan has a maturity date in October 2016 and the
borrower has requested a forbearance and to extend the loan to
April 2017 in order to complete a sale of the property. Moody's LTV
and stressed DSCR are 114% and 0.88X, respectively, compared to
108% and 0.93X at the last review.

The second largest loan is the EZ Storage Portfolio Loan ($150
million -- 14% of the pool), which represents a pari passu interest
in a $300 million loan, is secured by 48 cross-collateralized
cross-defaulted self-storage facilities containing 30,800 storage
units across seven states. As of March 2016, the combined
properties were 87% leased, compared to 88% at year-end 2015. The
loan matures in December 2016 and Moody's LTV and stressed DSCR are
111% and 0.90X, respectively, compared to 121% and 0.87X at the
last review.

The third largest loan is the Impac Center Loan ($78.5 million --
7.1% of the pool), which is secured by a four-building Class A
office campus development in Irvine, California. The complex
amenities include a parking deck, on-site cafeteria and fitness
facility. As of March 2016, the property was 100% leased, compared
to 84% at year-end 2015. The loan matures in December 2016 and
Moody's LTV and stressed DSCR are 97% and 1.04X, respectively,
compared to 98% and 1.02X at the last review.


BANC OF AMERICA 2007-5: Fitch Affirms 'Dsf' Rating on 9 Certs
-------------------------------------------------------------
Fitch Ratings has affirmed all classes of Banc of America
Commercial Mortgage Trust, commercial mortgage pass-through
certificates series 2007-5 (BACM 2007-5).

                        KEY RATING DRIVERS

The affirmations reflect sufficient credit enhancement relative to
Fitch modeled losses and the stable performance of the underlying
collateral since the last rating action.  Fitch modeled losses of
20.5% of the remaining pool; expected losses on the original pool
balance total 18.5%, including $112.8 million (6.1% of the original
pool balance) in realized losses incurred to date.  Fitch has
designated 22 loans (52.5% of the current pool) as Fitch Loans of
Concern, which includes five specially serviced assets (11.3%).

As of the August 2016 distribution date, the pool's aggregate
principal balance has been reduced by 39.7% to $1.12 billion from
$1.86 billion at issuance.  According to servicer reporting, nine
loans (9%) are defeased.  Cumulative interest shortfalls totaling
$15.9 million are currently affecting classes D through J and
classes O through S.

The three largest contributors to Fitch-modeled losses remain the
same since the last rating action.

The largest contributor to Fitch-modeled losses is the Smith Barney
Building loan (8.9% of pool), which is secured by a 10-story,
193,456 square foot (sf) office building located in the La Jolla
submarket of San Diego, CA.  According to the March 2016 rent roll,
the property was 86.7% occupied; however, occupancy has since
declined to approximately 83% when Pricespective, LLC (3.6% of net
rentable area [NRA]) vacated at its March 2016 scheduled lease
expiration.  Additionally, another tenant, R R Donnelley & Sons
Company (3.6%), will be vacating at its November 2016 lease
expiration, which would drop occupancy below 80%.

Although new leases on approximately 15% of the NRA were executed
in 2015, these occupancy gains were offset by Cassidy Turley
downsizing (by nearly 7% of NRA) when its lease expired in February
2015 and StepStone Group (7%) vacating prior to its lease
expiration.  Cassidy Turley renewed and extended its lease on 10%
of the NRA until April 2022.  Upcoming rollover risk includes 13%
in 2016 and 4% in 2017.

The sponsor continues to come out of pocket to cover debt service
shortfalls; a practice the sponsor has consistently performed since
the debt service shortfalls began in 2008.  For the trailing-nine
months ending March 31, 2016, the net operating income debt service
coverage ratio (NOI DSCR) was 0.56x, compared to 0.71x for the
trailing-twelve-month (TTM) June 2015 period, 0.62x (TTM June
2014), 0.35x (TTM June 2013), 0.32x (TTM June 2012), 0.29x (TTM
June 2011), and 1.39x underwritten at issuance.

The next largest contributor to Fitch-modeled losses is the
specially-serviced, Green Oak Village Place loan (5.4%), a 315,094
sf lifestyle center located in Brighton, MI, about 40 miles
northwest of Detroit.  The loan first transferred to special
servicing in January 2009 for imminent default and was subsequently
modified in November 2009.  The borrower re-defaulted on the
modified loan approximately two years later, and the loan was
returned to the special servicer in March 2012.  A foreclosure sale
occurred in October 2014 and the borrower had a six month
redemption period through April 2015, which was mutually extended
to July 2015 to allow for negotiation of a new loan modification.

The loan was modified again in June 2015.  Modification terms
include a principal write-off of approximately $2.6 million, which
restated the loan balance to $60.3 million.  The loan was
bifurcated into a $28 million A-1 note and a $32.3 million A-2 note
and the maturity was extended to June 2016 with a one-year
extension option.  The sponsor injected approximately $2 million of
new capital for tenant improvement and leasing commissions and
funding of reserves and legal/title costs.

According to the May 2016 rent roll, the property was 75% occupied,
compared to 74% in June 2015, 84% at year-end (YE) 2014, 83% at YE
2013, 89% at YE 2012 and 89% at YE 2011.  The prior occupancy
declines have been attributable to Old Navy (5.3% of NRA) vacating
at the end of January 2015, Coldwater Creek (1.9%) vacating in July
2014 ahead of its September 2016 lease expiration, and DEB (2.3%)
closing all its Michigan stores and vacating in March 2015 ahead of
its January 2017 lease expiration.

Lease rollover is spread out over the next few years with 3%
rolling in 2016, 9% in 2017, less than 1% in 2018 and 2% in 2019.
The property's four largest tenants have all recently renewed their
leases, including Dick's Sporting Goods for five years to 2022,
Barnes & Noble for five years to 2022, DSW for 10 years to 2027,
and Ulta Salon, Cosmetics & Fragrances for 10 years to 2026. In
addition, a new 10-year lease with TJMaxx (7% of NRA), which is
expected to open by the end of September 2016, helps to boost
occupancy above 81%.  The special servicer and borrower have agreed
upon terms to modify the loan for a third time, which includes a
two-year maturity date extension and two one-year extension
options.

The third largest contributor to Fitch modeled losses is the
Collier Center loan (12.9%), the largest loan in the pool, which is
secured by the leasehold interest in a 24-story, 567,163 sf office
tower located in downtown Phoenix, AZ.  The property is part of a
mixed-use development that consists of office, retail, and
restaurants.  According to the June 2016 rent roll, the property
was 92% occupied, an improvement from 88% at YE 2015, 79% at YE
2014, 66% at YE 2013, 66% at YE 2012 and 80% at YE 2011.  The drop
in occupancy between 2011 and 2012 was primarily the result of the
second largest tenant at issuance vacating at lease expiration.
However, property occupancy has since improved over the past two
years when two large new leases (17% of the NRA) were executed in
2014, one large new lease (10%) in 2015 and new leases on 6% of the
NRA through the first half of 2016.  Upcoming rollover risk
includes approximately 7% in 2016 and 9% in 2017. The sponsor has
been coming out of pocket to cover the shortfall since 2012.  YE
2015 NOI DSCR was 0.84x, compared to 0.71x in 2014, 0.80x in 2013,
0.94x in 2012 and 1.11x in 2011.

                       RATING SENSITIVITIES

The Stable Rating Outlooks on classes A-4, A-1A and A-M reflect
sufficient credit enhancement and expected continued paydown.
Although credit enhancement on these classes has increased since
the last rating action, a significant percentage of the pool (over
76%) matures in 2017, with the two largest loans having their
sponsors cover debt service.  Class A-M may be subject to negative
rating migration should loans not refinance at maturity as
expected; however, upgrades may also be possible for this class
should credit enhancement increase as paydowns continue without
further significant defaults.  The distressed classes (those rated
below 'Bsf') may be subject to further downgrades as additional
losses are realized.

   USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10

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

Fitch has affirmed these ratings:

   -- $513 million class A-4 at 'AAAsf'; Outlook Stable;
   -- $163.2 million class A-1A at 'AAAsf'; Outlook Stable;
   -- $185.9 million class A-M at 'BBsf'; Outlook Stable;
   -- $139.4 million class A-J at 'CCsf'; RE 25%;
   -- $20.9 million class B at 'CCsf'; RE 0%;
   -- $13.9 million class C at 'CCsf'; RE 0%;
   -- $20.9 million class D at 'Csf'; RE 0%;
   -- $18.6 million class E at 'Csf'; RE 0%;
   -- $11.6 million class F at 'Csf'; RE 0%;
   -- $18.6 million class G at 'Csf'; RE 0%;
   -- $15 million 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%;
   -- $0 class P at 'Dsf'; RE 0%;
   -- $0 class Q at 'Dsf'; RE 0%.

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


BANC OF AMERICA 2008-1: S&P Lowers Rating on Cl. F Certs to D
-------------------------------------------------------------
S&P Global Ratings raised its ratings on four classes of commercial
mortgage pass-through certificates from Banc of America Commercial
Mortgage Trust 2008-1, a U.S. commercial mortgage-backed securities
(CMBS) transaction.  In addition, S&P lowered its rating on one
class and affirmed its ratings on five other classes from the same
transaction.

S&P's rating actions on the certificates 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, A-M, and A-J 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 and available liquidity
support.  The upgrades also reflect the lower trust balance.

S&P lowered its rating on class F to 'D (sf)' because it expects
this class to experience ongoing interest shortfalls as well as
credit erosion from the specially serviced assets in the
transaction.

According to the Aug. 10, 2016, trustee remittance report, the
current monthly interest shortfalls totaled $167,874 and resulted
primarily from:

   -- Appraisal subordinate entitlement reduction amounts totaling

      $80,507;

   -- Modified interest rate reductions totaling $56,131;

   -- Workout fees totaling $10,642; and

   -- Special servicing fees totaling $10,105.

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

The affirmations of the principal and interest certificates reflect
S&P's expectation that the available credit enhancement for these
classes will be within its estimate of the necessary credit
enhancement required for the current ratings.  The affirmations
also reflect S&P's views regarding the collateral's current and
future performance, the transaction structure, and liquidity
support available to the classes.

S&P affirmed its 'AAA (sf)' ratings on the class X-W interest-only
(IO) certificates based on S&P's criteria for rating IO
securities.

                        TRANSACTION SUMMARY

As of the Aug. 10, 2016, trustee remittance report, the collateral
pool balance was $789.5 million, which is 62.2% of the pool balance
at issuance.  The pool currently includes 83 loans and two real
estate owned (REO) assets (reflecting crossed loans), down from 108
loans at issuance.  Five of these assets ($50.5 million, 6.4%) are
with the special servicer, five ($48.6 million, 6.2%) are defeased,
and 28 ($143.9 million, 18.2%) are on the master servicer's
watchlist.  The master servicer, KeyBank Real Estate Capital,
reported financial information for 97.7% of the nondefeased loans
in the pool, of which 93.6% was partial-year 2016 or year-end 2015
data, and the remainder was partial-year 2015 or year-end 2014
data.

S&P calculated a 1.31x S&P Global Ratings weighted average debt
service coverage (DSC) and an 82.0% S&P Global Ratings weighted
average loan-to-value (LTV) ratio using a 7.59% S&P Global Ratings
weighted average capitalization rate.  The DSC, LTV, and
capitalization rate calculations exclude the five specially
serviced assets, five defeased loans, and two subordinate B hope
notes ($10.3 million, 1.3%).  The top 10 nondefeased loans have an
aggregate outstanding pool trust balance of $392.5 million (49.7%).
Using servicer-reported numbers, S&P calculated an S&P Global
Ratings weighted average DSC and LTV of 1.24x and 89.7%,
respectively, for nine of the top 10 nondefeased loans.  The
remaining loan is specially serviced and discussed below.

To date, the transaction has experienced $89.8 million in principal
losses, or 7.1% of the original pool trust balance.  S&P expects
losses to reach approximately 9.3% of the original pool trust
balance in the near term, based on losses incurred to date and
additional losses S&P expects upon the eventual resolution of the
five specially serviced assets.

                       CREDIT CONSIDERATIONS

As of the Aug. 10, 2016, trustee remittance report, five assets
($50.5 million, 6.4%) in the pool were with the special servicer,
CWCapital Asset Management LLC (CWCapital).  Details of the two
largest specially serviced assets, one of which is a top 10
nondefeased loan, are:

   -- The Galleria at Sugarloaf – A and B Notes loan (aggregate
      balance of $18.4 million, 2.3%) is the ninth-largest
      nondefeased loan in the pool and has a total reported
      exposure of $18.4 million.  The loan is secured by a
      145,136-sq.-ft. retail property in Duluth, Ga.  The loan was

      transferred to the special servicer on May 19, 2016, because

      of an imminent capital event.  CWCapital stated that the
      borrower intends to pay off the loan pursuant to the
      waterfall described in the 2014 loan modification.  The
      reported DSC and occupancy as of year-end 2015 were 0.95x
      and 78.0%, respectively.  S&P expects a moderate loss upon
      this loan's eventual resolution.

   -- The 357 South Gulph and 444 Oxford Valley REO asset
      ($17.2 million, 2.2%) has a total reported exposure of
      $20.8 million.  The loan was originally secured by two
      office properties, of which one has been sold.  The
      remaining asset is a 48,100-sq.-ft. property located in King

      of Prussia, Pa.  The loan was transferred to the special
      servicer on June 6, 2012, because of imminent monetary
      default, and the asset became REO Jan. 29, 2014.  CWCapital
      indicated that it plans to stabilize the asset for future
      disposition.  The reported DSC and occupancy as of year-end
      2015 were 0.06x and 77.2%, respectively.  An appraisal
      reduction amount of $14.0 million is in effect against this
      loan.  S&P expects a significant loss upon this asset's
      eventual resolution.

The four remaining assets with the special servicer each have
individual balances that represent less than 1.0% of the total pool
trust balance.  S&P estimated losses for the five specially
serviced assets, arriving at a weighted average loss severity of
55.0%.

With respect to the specially serviced assets noted above, a
moderate loss is 26%-59% and a significant loss is 60% or greater.

RATINGS LIST

Banc of America Commercial Mortgage Trust 2008-1
Commercial mortgage pass-through certificates series 2008-1
                                  Rating
Class            Identifier       To                   From
A-4              05952AAE4        AAA (sf)             AA (sf)
A-1A             05952AAF1        AAA (sf)             AA (sf)
A-M              05952AAG9        A+ (sf)              BBB- (sf)
A-J              05952AAH7        BB (sf)              B+ (sf)
XW               05952AAJ3        AAA (sf)             AAA (sf)
B                05952AAL8        B (sf)               B (sf)
C                05952AAN4        B- (sf)              B- (sf)
D                05952AAQ7        CCC (sf)             CCC (sf)
E                05952AAS3        CCC- (sf)            CCC- (sf)
F                05952AAU8        D (sf)               CCC- (sf)


BCC FUNDING XIII: Moody's Assigns P(Ba1) Rating on Class D Notes
----------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to the
notes to be issued by BCC Funding XIII LLC (BCC 2016-1). This is
the first transaction of the year for Balboa Capital Corporation
(BCC) (Unrated). The notes will be backed by a pool of small-ticket
equipment loans and leases primarily originated by BCC, who is also
the servicer and administrator for the transaction.

The complete rating actions are as follows:

   Issuer: BCC Funding XIII LLC

   -- Equipment Contract Backed Notes, Series 2016 1, Class A-2,
      Assigned (P)Aa2 (sf)

   -- Equipment Contract Backed Notes, Series 2016 1, Class B,
      Assigned (P)A2 (sf)

   -- Equipment Contract Backed Notes, Series 2016 1, Class C,
      Assigned (P)Baa2 (sf)

   -- Equipment Contract Backed Notes, Series 2016 1, Class D,
      Assigned (P)Ba1 (sf)

   -- Equipment Contract Backed Notes, Series 2016 1, Class E,
      Assigned (P)B2 (sf)

   -- Equipment Contract Backed Notes, Series 2016 1, Class F,
      Assigned (P)B3 (sf)

RATINGS RATIONALE

The ratings are based on the quality of the underlying equipment
contracts and its expected performance, the strength of the capital
structure, and the experience and expertise of BCC as the
servicer.

Moody's median cumulative net loss expectation for the BCC 2016-1
collateral pool is 3.50%. Moody's based its cumulative net loss
expectation BCC 2016-1 transaction on an analysis of the credit
quality of the underlying collateral; the historical performance of
similar collateral, including securitization performance and
managed portfolio performance; the ability of BCC to perform the
servicing functions; and current expectations for the macroeconomic
environment during the life of the transaction.

At closing the Class A, Class B, Class C, Class D, Class E, and
Class F notes benefit from 25.25%, 18.60%, 15.20%, 10.75%, 8.05%,
and 5.85% of hard credit enhancement respectively. Hard credit
enhancement for the notes consists of a combination of
overcollateralization of 4.35%, a 1.50% fully funded, non-declining
reserve account and subordination, except for the Class F notes
which do not benefit from subordination. The notes will also
benefit from excess spread.

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 ratings on the notes if levels of credit
protection are greater than necessary to protect investors against
current expectations of loss. Moody's then current expectations of
loss may be better than its original expectations because of lower
frequency of default by the underlying obligors or appreciation in
the value of the equipment that secure the obligor's promise of
payment. As the primary drivers of performance, positive changes in
the US macro economy and the performance of various sectors where
the lessees operate could also affect the ratings.

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
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 and the performance of various
sectors where the lessees operate

Other reasons for worse-than-expected performance include poor
servicing, error on the part of transaction parties, inadequate
transaction governance and fraud.


BEAR STEARNS 2004-TOP14: S&P Hikes Cl. O Certs Rating to BB+
------------------------------------------------------------
S&P Global Ratings raised its ratings on six classes of commercial
mortgage pass-through certificates from Bear Stearns Commercial
Mortgage Securities Trust 2004-TOP14, a U.S. commercial
mortgage-backed securities (CMBS) transaction.

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

S&P raised its ratings on classes J, K, L, M, N, and O 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, as well as the significantly lower trust balance.

While available credit enhancement levels suggest further positive
rating movements on classes K, L, M, N, and O, S&P's analysis also
considered the subordination of the classes within the transaction
as well as the susceptibility to reduced liquidity support,
particularly from three balloon loans ($4.3 million, 22.5%) that
mature in early 2019.  All three loans are secured by retail or
industrial properties in California and have reported low
occupancies or single tenant exposure.

                        TRANSACTION SUMMARY

As of the Aug. 12, 2016, trustee remittance report, the collateral
pool balance was $19.0 million which is 2.1% of the pool balance at
issuance.  The pool currently includes 13 loans (reflecting
cross-collateralized and cross-defaulted loans), down from 107
loans at issuance.  No loans are with the special servicer or
defeased and five ($5.0 million, 26.2%) are on the master
servicer's watchlist.  The master servicer, Wells Fargo Bank N.A.,
reported year-end financial information for 98.2% of the remaining
loans in the pool.

S&P calculated a 1.52x S&P Global Ratings weighted average debt
service coverage and 34.7% S&P Global Ratings weighted average
loan-to-value ratio using a 8.09% S&P Global Ratings weighted
average capitalization rate for the remaining loans.

To date, the transaction has experienced $3.8 million in principal
losses, or 0.4% of the original pool trust balance.

RATINGS LIST

Bear Stearns Commercial Mortgage Securities Trust 2004-TOP14
Commercial mortgage pass-through certificates series 2004-TOP14

                                  Rating              Rating
Class             Identifier      To                  From
J                 07383FB98       AAA (sf)            BBB (sf)
K                 07383FC22       AA+ (sf)            BB (sf)
L                 07383FC30       AA (sf)             B+ (sf)
M                 07383FC48       AA- (sf)            B- (sf)
N                 07383FC55       A+ (sf)             CCC (sf)
O                 07383FC63       BB+ (sf)            CCC- (sf)


BEAR STEARNS 2006-PWR12: Moody's Cuts Class X Certs Rating to C
---------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on two classes
and downgraded the rating on one class in Bear Stearns Commercial
Mortgage Securities Trust, Commercial Pass-Through Certificates,
Series 2006-PWR12 as follows as:

  Cl. D Certificate, Affirmed Caa3 (sf); previously on March 17,
   2016, Affirmed Caa3 (sf)

  Cl. E Certificate, Affirmed C (sf); previously on March 17,
   2016, Affirmed C (sf)

  Cl. X Certificate, Downgraded to C (sf); previously on March 17,

   2016, Downgraded to B3 (sf)

                         RATINGS RATIONALE

The ratings on Classes D and E were affirmed because the ratings
are consistent with Moody's expected loss.

The rating on the IO Class, Class X, was downgraded because it is
not currently, nor expected to receive monthly interest payments.

Moody's rating action reflects a base expected loss of 32.2% of the
current balance, compared to 10.5% at Moody's last review. Moody's
base expected loss plus realized losses is now 7.8% of the original
pooled balance, compared to 8.9% at the last review. Moody's
provides a current list of base expected losses for conduit and
fusion CMBS transactions on moodys.com at:

   http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

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.

              METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in these ratings was "Moody's
Approach to Rating Large Loan and Single Asset/Single Borrower
CMBS" published in October 2015.

Moody's analysis incorporated a loss and recovery approach in
rating the P&I classes in this deal since 75% of the pool is in
special servicing.  In this approach, Moody's determines a
probability of default for each specially serviced loan that it
expects will generate a loss and estimates a loss given default
based on a review of broker's opinions of value (if available),
other information from the special servicer, available market data
and Moody's internal data.  The loss given default for each loan
also takes into consideration repayment of servicer advances to
date, estimated future advances and closing costs.  Translating the
probability of default and loss given default into an expected loss
estimate, Moody's then applies the aggregate loss from specially
serviced loans to the most junior classes and the recovery as a pay
down of principal to the most senior class.

                     DESCRIPTION OF MODELS USED

Moody's analysis used the excel-based Large Loan Model.  The large
loan model derives credit enhancement levels based on an
aggregation of adjusted loan-level proceeds derived from Moody's
loan-level LTV ratios.  Major adjustments to determining proceeds
include leverage, loan structure and property type.  Moody's also
further adjusts these aggregated proceeds for any pooling benefits
associated with loan level diversity and other concentrations and
correlations.

                         DEAL PERFORMANCE

As of the Aug. 11, 2016, distribution date, the transaction's
aggregate certificate balance has decreased by 98% to $39.5 million
from $2.08 billion at securitization.  The certificates are
collateralized by eight mortgage loans.  One loan, constituting
18.9% of the pool, has defeased and is secured by US government
securities.

Thirty loans have been liquidated from the pool, resulting in an
aggregate realized loss of $149.2 million (for an average loss
severity of 52.5%).  Six loans, constituting 75% of the pool, are
currently in special servicing.  The largest specially serviced
loan is the Micron Building Loan ($6.9 million -- 17.7 % of the
pool), which is secured by a single story 70,000 square foot (SF)
office building located in Sacramento, California.  The loan
transferred to special servicing in April 2016 for maturity
default.  As of August 2016, the property was 82% leased.  The
largest tenant, County of Sacramento, recently renewed its lease;
however, it downsized and now comprises 80% of the net rentable
area (NRA).  The special servicer is currently evaluating its
options while pursuing foreclosure.

The second largest loan in special servicing is the Tappahannock
Towne Center Loan ($6.6 million -- 16.7% of the pool), which is
secured by a 114,0000 SF retail center located in Tappahannock,
Virginia.  The loan transferred to special servicing in 2012 due to
imminent payment default.  The borrower was unable to refinance the
loan at maturity after a short-sale fell through.  The property was
82% leased as of March 2016 and the special servicer is pursuing
foreclosure.

The third largest loan in special servicing is the Holiday Inn
Express -- Chesapeake, VA Loan ($6.2 million -- 15.8% of the pool),
which is secured by a 90 unit Holiday Inn Express in Chesapeake
Virginia.  The loan transferred to special servicing in December
2014 due to payment default.  Moody's anticipates a significant
loss on this loan.

Moody's estimates an aggregate $12.7 million loss for specially
serviced loans (56% expected loss on average).

The sole remaining non-defeased and non-specially serviced loan is
the Walgreens Ohio Portfolio Loan ($2.4 million -- 6.1% of the
pool), which is secured by two Walgreen pharmacy stores located in
Akron and Cleveland, Ohio.  Both leases expire in October 2019. The
loan has passed its anticipated repayment date ("ARD") of April
2016.  Due to the single tenant exposure, Moody's stressed the
value of this property utilizing a lit/dark analysis.  Moody's LTV
and stressed DSCR are 52% and 1.86X, respectively, compared to 52%
and 1.80X at the last review.  Moody's stressed DSCR is based on
Moody's NCF and a 9.25% stress rate the agency applied to the loan
balance.


CARLYLE GLOBAL 2012-3: S&P Assigns BB Rating on Cl. D-R Notes
-------------------------------------------------------------
S&P Global Ratings assigned ratings to the class A-1-R, A-2-R,
B-R, C-R, and D-R replacement notes from Carlyle Global Market
Strategies CLO 2012-3 Ltd., a U.S. collateralized loan obligation
(CLO) transaction managed by Carlyle Investment Management LLC.
S&P withdrew its ratings on the transaction's original class A-1,
A-2, B, C, D, and combination securities after they were fully
redeemed.  The combination securities were not part of this
refinancing and were redeemed in full in line with their underlying
components.

On the Sept. 8, 2016 refinancing date, the proceeds from the
replacement note issuance were used to redeem the original notes,
as outlined in the transaction document provisions.  Therefore, S&P
withdrew the ratings on the transaction's original notes in line
with their full redemption and assigned ratings to the
transaction's replacement notes.  The ratings reflect S&P's opinion
that the credit support available is commensurate with the
associated rating levels.

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

RATINGS ASSIGNED

Carlyle Global Market Strategies CLO 2012-3 Ltd.
Replacement class       Rating

A-1-R                   AAA (sf)
A-2-R                   AA+ (sf)
B-R                     A+ (sf)
C-R                     BBB+ (sf)
D-R                     BB (sf)

RATINGS WITHDRAWN

Carlyle Global Market Strategies CLO 2012-3 Ltd.

Original class               Rating
                          To          From
A-1                       NR          AAA (sf)
A-2                       NR          AA+ (sf)
B                         NR          A+ (sf)
C                         NR          BBB+ (sf)
D                         NR          BB (sf)
Combination securities    NR          AA+ (sf)

NR--Not rated.


CGBAM COMMERCIAL 2014-HD: S&P Affirms BB- Rating on Cl. E Certs.
----------------------------------------------------------------
S&P Global Ratings affirmed its ratings on seven classes of
commercial mortgage pass-through certificates from CGBAM Commercial
Mortgage Trust 2014-HD, a U.S. commercial mortgage-backed
securities (CMBS) transaction.

The affirmations on the principal- and interest-paying certificate
classes follow S&P's analysis of the transaction primarily using
its criteria for rating U.S. and Canadian CMBS transactions.  S&P's
analysis included reviewing the two full-service hotel properties
totaling 1,070 rooms in Manhattan and Miami that serve as
collateral securing the $241.4 million floating-rate interest-only
(IO) mortgage loan.  S&P also considered the deal structure and
liquidity available to the trust.

The affirmations further reflect S&P's expectation that the
available credit enhancement for the classes will be within its
estimate of the credit enhancement required for the current ratings
and S&P's views regarding the collateral's current and future
performance.

S&P affirmed its ratings on the class X-CP and X-NCP IO
certificates based on S&P's criteria for rating IO securities, in
which the ratings on the IO securities would not be higher than
that of the lowest rated reference class.  The notional balances of
classes X-CP and X-NCP reference classes A, B, and C.

The analysis of stand-alone (single-borrower) transactions is
predominantly a recovery-based approach that assumes a loan
default.  Using this approach, S&P's property-level analysis
included a revaluation of the 876-room full-service Hudson Hotel in
Manhattan and the 194-room full-service Delano Hotel in Miami that
secure the trust's mortgage loan.

S&P's analysis also considered the volatile collateral performance,
specifically the significant declines in revenue per available room
(RevPAR) and net cash flow (NCF) during the economic downturn in
2009, as well as observed declines in RevPAR and NCF for both
properties as of the trailing 12 months ended March31, 2016.  It is
S&P's understanding from the master servicer that the recent
reported performance declines are due to supply growth and
increased competition.  S&P divided its sustainable in-place NCF by
an 8.50% capitalization rate to determine S&P's expected-case
value.  This yielded an overall 74.7% S&P Global Ratings
loan-to-value ratio on the trust balance.

According to the Aug. 15, 2016, trustee remittance report, the IO
mortgage loan has a $241.4 million trust balance, down from
$257.5 million at issuance.

In addition, there is a subordinate companion loan, as evidenced by
two pari passu promissory notes totaling $39.8 million.  The
borrowers' equity interest in the whole loan secures
$140.6 million of mezzanine debt.  The loan was originally
scheduled to mature on Feb. 9, 2016, and had three one-year
extension options.  The loan's maturity was extended to Feb. 9,
2017, after the borrower exercised one of its extension options and
paid down $16.1 million of the trust balance.

The IO loan pays a floating rate per year equal to LIBOR plus
applicable spreads ranging from 3.02%-4.27% (a weighted average
spread of 3.60% based on the current outstanding trust balance).
According to the transaction documents, the borrowers will pay the
special servicing fees, work-out fees, liquidation fees, and costs
and expenses incurred from appraisals and inspections the special
servicer conducts.  To date, the trust has not incurred any
principal losses.

S&P based its analysis partly on a review of each property's
historical NCF for the trailing 12 months ended March 31, 2016, and
years ended Dec. 31, 2015, 2014, and 2013 that the master servicer
provided to determine S&P's opinion of a sustainable cash flow for
the lodging properties.  The master servicer, Wells Fargo Bank
N.A., reported an overall debt service coverage of 2.82x on the
trust balance for the trailing 12 months ended March 31, 2016.

RATINGS LIST

CGBAM Commercial Mortgage Trust 2014-HD
Commercial mortgage pass-through certificates series 2014-HD
                                   Rating
Class            Identifier        To                   From
A                12528LAA9         AAA (sf)             AAA (sf)
X-CP             12528LAL5         A- (sf)              A- (sf)
B                12528LAC5         AA- (sf)             AA- (sf)
C                12528LAE1         A- (sf)              A- (sf)
D                12528LAG6         BBB- (sf)            BBB- (sf)
E                12528LAJ0         BB- (sf)             BB- (sf)
X-NCP            12528LAP6         A- (sf)              A- (sf)


CIFC FUNDING 2013-III: S&P Affirms BB Rating on Class D Notes
-------------------------------------------------------------
S&P Global Ratings affirmed its ratings on the class A-1A, A-1B,
A-2A, A-2B, B, C, and D notes from CIFC Funding 2013-III Ltd., a
U.S. collateralized loan obligation (CLO) transaction that closed
in September 2013 and is managed by CIFC Asset Management LLC.

The rating actions follow S&P's review of the transaction's
performance using data from the August 2016 trustee report.  The
transaction is scheduled to remain in its reinvestment period until
October 2017.

Since the transaction's effective date, the trustee-reported
collateral portfolio's weighted average life has decreased to 4.61
years from 5.59 years.  This seasoning has decreased the overall
credit risk profile.  In addition, the number of obligors in the
portfolio has increased during this period, to 316 from 158, which
contributed to the portfolio's increased diversification.

The transaction has experienced an increase in both defaults and
assets rated 'CCC+' and below since the November 2013 effective
date report.  Specifically, the amount of defaulted assets
increased to $4.63 million as of August 2016, from none as of the
November 2013 effective date report.  The level of assets rated
'CCC+' and below increased to $22.83 million (5.8% of the aggregate
principal balance) from $4.27 million over the same period.

The increase in defaulted assets, as well as other factors, has
affected the level of credit support available to all tranches, as
seen by the decline in the overcollateralization (O/C) ratios:

   -- The class A O/C ratio was 133.50%, down from 136.35%.
   -- The class B O/C ratio was 121.29%, down from 123.88%.
   -- The class C O/C ratio was 113.34%, down from 115.76%.
   -- The class D O/C ratio was 107.81%, down from 110.11%.

Even with the decline in credit support, all coverage tests are
currently passing and are above the minimum requirements.

On a standalone basis, the cash flow results indicated a lower
rating on the class D notes; however, overall, the increase in
defaulted assets has been largely offset by the decline in the
weighted average life.  Nonetheless, any significant deterioration
in these metrics could negatively affect the deal in the future,
especially the junior tranches.  As such, the affirmed ratings
reflect S&P's belief that the credit support available is
commensurate with the current rating levels.

Although S&P's cash flow analysis indicates higher ratings for the
class A-2A, A-2B, B, and C notes, its rating actions considers
additional sensitivity runs that considered the exposure to
specific distressed industries and allowed for volatility in the
underlying portfolio given that the transaction is still in its
reinvestment period.

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 these rating
actions.

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

RATINGS AFFIRMED

CIFC Funding 2013-III Ltd.

Class        Rating
A-1A         AAA (sf)
A-1B         AAA (sf)
A-2A         AA (sf)
A-2B         AA (sf)
B            A (sf)
C            BBB (sf)
D            BB (sf)


CREDIT SUISSE 2004-C3: Fitch Affirms 'Dsf' Rating on 7 Classes
--------------------------------------------------------------
Fitch Ratings has affirmed 11 classes of Credit Suisse First Boston
Mortgage Securities Corporation's commercial mortgage pass-through
certificates, series 2004-C3.

                          KEY RATING DRIVERS

Although credit enhancement for the classes has increased since
Fitch's last rating action, the affirmations are the result of pool
concentration and adverse selection of the remaining collateral.
The pool is significantly concentrated with only 13 loans
remaining, the majority of which are in special servicing (11
loans, 95% of pool).  The specially serviced loans consist of eight
real-estate owned (REO) assets (89%), two that are classified as in
foreclosure (4.4%), and one non-performing matured balloon loan
(1.5%).

Fitch modeled losses of 63.9% of the remaining pool; expected
losses on the original pool balance total 7.9%, including $90.5
million (5.5% of the original pool balance) in realized losses to
date.

As of the August 2016 distribution date, the pool's aggregate
principal balance has been reduced by 96.3% to $61 million from
$1.64 billion at issuance.  Per servicer reporting, one loan
(0.8%), which matures in February 2024, has been defeased.  The one
remaining non-specially serviced loan (4.4%) has a final maturity
date of June 2019.

The pool is undercollateralized as the aggregate balance of the
certificates is $21.1 million greater than the aggregate collateral
balance.  This disparity of principal balances is due to the
servicer recovering Workout-Delayed Reimbursement Amounts (WODRA)
from the transaction's principal collections, and per the
transaction documents, the subordinate certificates are not written
down.  Fitch is anticipating that the $21.1 million difference will
ultimately result in realized losses.

The largest contributors to modeled losses have remained the same
since the last rating action.

The largest contributor to modeled losses is the REO Tower at
Northwoods asset (28.2% of pool), an 184,616 square foot (sf)
office property located in Danvers, MA, 20 miles north of Boston.
The loan transferred to special servicing in February 2009 due to
imminent default upon the borrower's request for an extension of
the maturity date.  The asset became REO in May 2013.  The
servicer-reported occupancy was 93% as of March 2016, unchanged
from year-end (YE) 2015.  The largest tenant leases 55% of the
property's net rentable area (NRA) through April 2024.  Extensive
renovations to the building, parking lot, gym, and HVAC systems
were completed in 2013.  The property is scheduled for auction in
the fourth quarter of 2016 (4Q16).

The second largest contributor to modeled losses is the REO
Lighthouse Pointe Apartments asset (17.2%), a 270-unit multifamily
property located in Palm Bay, FL.  The loan transferred to the
special servicer in December 2008 for payment default.  The asset
became REO in December 2012.  The servicer-reported occupancy was
100% as of YE 2015, up slightly from 98% at YE 2014.  According to
servicer commentary, property management has noted water
penetration at the property and the scope of damage is currently
being evaluated.  The loan's debt service coverage ratio (DSCR)
continues to operate below the 1.10x threshold due to high
expenses.  The property is scheduled for auction in 4Q16.

The third largest contributor to modeled losses is the REO Counsel
Square asset (12.5%), an eight-building, 109,146 sf suburban office
complex located in New Port Richey, FL.  The loan transferred to
special servicing in November 2012 due to imminent non-monetary
default.  The asset became REO in October 2013.  The
servicer-reported occupancy at the property was 78% as of YE 2015,
compared to 73% at YE 2014.  Approximately 20% of the net rentable
area (NRA) expires over the next two years, including the third
largest tenant (8.8% of NRA) in June 2018.  The property is
scheduled for auction in 4Q16.

                       RATING SENSITIVITIES

The Stable Outlook for class C reflects the class's seniority in
the capital structure and expected continued paydowns.  Upgrades to
class C are not likely due to adverse selection of the remaining
collateral and the high percentage of specially serviced loans.
Downgrades are possible if expected losses increase significantly.
The distressed classes (those rated below 'Bsf') are subject to
further downgrades as additional losses are realized.

   USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

Fitch has affirmed these ratings as indicated:

   -- $8.7 million class C at 'BBsf'; Outlook Stable;
   -- $28.7 million class D at 'CCsf'; RE 45%;
   -- $16.4 million class E at 'Csf'; RE 0%;
   -- $20.5 million class F at 'Csf'; RE 0%;
   -- $7.8 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 O at 'Dsf'; RE 0%.

The class A-1 through A-5, A-1-A, and B certificates have paid in
full.  Fitch does not rate the class N and P certificates.  Fitch
previously withdrew the ratings on the interest-only class A-X and
A-SP certificates.


CREDIT SUISSE 2006-C4: Moody's Hikes Class A-J Notes Rating to Ba1
------------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on five classes,
upgraded the rating on one class and downgraded the rating on one
class in Credit Suisse Commercial Mortgage Trust, Commercial
Pass-Through Certificates, Series 2006-C4 as follows:

   -- Cl. A-J, Upgraded to Ba1 (sf); previously on Dec 11, 2015
      Affirmed B3 (sf)

   -- Cl. B, Affirmed Caa2 (sf); previously on Dec 11, 2015
      Affirmed Caa2 (sf)

   -- Cl. C, Affirmed Caa3 (sf); previously on Dec 11, 2015
      Affirmed Caa3 (sf)

   -- Cl. D, Affirmed C (sf); previously on Dec 11, 2015
      Downgraded to C (sf)

   -- Cl. E, Affirmed C (sf); previously on Dec 11, 2015 Affirmed
      C (sf)

   -- Cl. A-Y, Affirmed Aaa (sf); previously on Dec 11, 2015
      Affirmed Aaa (sf)

   -- Cl. A-X, Downgraded to Caa3 (sf); previously on Dec 11, 2015

      Affirmed Ba3 (sf)

RATINGS RATIONALE

The rating on Class A-J was upgraded based primarily on an increase
in credit support resulting from loan paydowns and amortization.
The deal has paid down 87% since Moody's last review.

The ratings on Classes B, C, D and E were affirmed because the
ratings are consistent with Moody's expected loss.

The rating on one IO class, Class A-Y, was affirmed based on the
credit performance of its referenced loans.

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

Moody's rating action reflects a base expected loss of 31.3% of the
current balance, compared to 5.2% at Moody's last review. Moody's
base expected loss plus realized losses is now 11.3% of the
original pooled balance, compared to 11.6% at the last review.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:

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

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

The methodologies used in these ratings were "Approach to Rating US
and Canadian Conduit/Fusion CMBS" published in December 2014, and
"Moody's Approach to Rating Large Loan and Single Asset/Single
Borrower CMBS" published in October 2015.

DESCRIPTION OF MODELS USED

Moody's review used the excel-based CMBS Conduit Model, which it
uses for both conduit and fusion transactions. Credit enhancement
levels for conduit loans are driven by property type, Moody's
actual and stressed DSCR, and Moody's property quality grade (which
reflects the capitalization rate Moody's uses to estimate Moody's
value). Moody's fuses the conduit results with the results of its
analysis of investment grade structured credit assessed loans and
any conduit loan that represents 10% or greater of the current pool
balance.

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 12, compared to 21 at Moody's last review.

When the Herf falls below 20, Moody's uses the excel-based Large
Loan Model and then reconciles and weights the results from the
conduit and large loan models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan-level proceeds
derived from Moody's loan-level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure and property
type. Moody's also further adjusts these aggregated proceeds for
any pooling benefits associated with loan level diversity and other
concentrations and correlations.

DEAL PERFORMANCE

As of the August 17, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 91% to $382 million
from $4.3 billion at securitization. The certificates are
collateralized by 42 mortgage loans ranging in size from less than
1% to 16% of the pool, with the top ten loans constituting 76% of
the pool. Ten loans, constituting 3.4% of the pool, have
investment-grade structured credit assessments.

Eighteen loans, constituting 43% 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.

Seventy-seven loans have been liquidated from the pool, resulting
in an aggregate realized loss of $365 million (for an average loss
severity of 45%). Seventeen loans, constituting 50% of the pool,
are currently in special servicing. The largest specially serviced
loan is the Edge at Avenue North ($52.3 million -- 13.7% of the
pool), which is secured by a 799 unit student housing complex
located in Philadelphia, PA. The loan was transferred to special
servicing in April 2016 and was 77% occupied as of December 31,
2015. The loan is current on its payments through August 2016 and
has a maturity date in October 2016.

The remaining 16 specially serviced loans are secured by a mix of
property types. Moody's estimates an aggregate $97.9 million loss
for the specially serviced loans (52% expected loss on average).

Moody's has assumed a high default probability for six poorly
performing loans, constituting 15% of the pool, and has estimated
an aggregate loss of $14.9 million (a 26% expected loss on average)
from these troubled loans.

Moody's received full year 2015 operating results for 94% of the
pool, and full or partial year 2016 operating results for 65% of
the pool. Moody's weighted average conduit LTV is 102%, compared to
95% 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 9.8%.

Moody's actual and stressed conduit DSCRs are 1.40X and 1.11X,
respectively, compared to 1.31X and 1.13X 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 loans with structured credit assessments are secured by 10
residential cooperatives ($13.1 million -- 3.4% of the pool), which
are located in New York City, Long Island, Los Angeles and
Minneapolis. Moody's structured credit assessments for the
cooperative loans are aaa (sca.pd).

The top three performing loans represent 30% of the pool balance.
The largest loan is the 828-850 Madison Avenue Loan ($60.0 million
-- 15.7% of the pool), which is secured by a 17,300 SF retail
property on Manhattan's Upper East Side. As of April 2016, the
property was 100% leased, the same as at last review. The property
is leased to several luxury retailers. Moody's LTV and stressed
DSCR are 100% and 0.86X, respectively, compared to 95% and 0.91X at
last review.

The second largest loan is the East Gateway Center Loan ($37.5
million -- 9.8% of the pool), which is secured by a 231,000 SF, two
building suburban office property built in 2001 and located in
Phoenix, AZ. The property was 87% occupied as of July 2016. The
loan is on the master servicer's watchlist due to low DSCR and an
upcoming maturity date in September 2016. Due to the low DSCR,
Moody's has identified this as a troubled loan.

The third largest loan is the Brainard Place Medical Campus Loan
($15.6 million -- 4.1% of the pool), which is secured by a 116,000
SF, two building medical office property built in 1972 and located
in Lyndhurst, OH. The property was 76% occupied as of March 2016,
compared to 71% at Moody's last review. The loan has passed its
original maturity date in August 2016. Moody's LTV and stressed
DSCR are 124% and 0.91X, respectively.


CWABS INC 2002-S3: Moody's Lowers Rating on Cl. M-2 Cert. to B1
---------------------------------------------------------------
Moody's Investors Service has downgraded the rating of two
tranches
issued from two deals backed by second-lien mortgage loans.

Complete rating actions are:

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

  Cl. M-2, Downgraded to B1 (sf); previously on Nov. 21, 2013,
  Downgraded to Ba3 (sf)

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

  Cl. M-2, Downgraded to B1 (sf); previously on Nov. 21, 2013,
  Upgraded to Ba2 (sf)

                        RATINGS RATIONALE

The actions are a result of the recent performance of the
underlying
pools and reflect Moody's updated loss expectations on the pools.

The ratings downgraded are primarily due to persistent interest
shortfalls that have not been fully reimbursed and the possibility
of
future interest shortfalls.

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

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

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 4.9% in August 2016 from 5.1% in
August
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
or
other policy or regulatory change can impact the performance of
these
transactions.


DBUBS MORTGAGE 2011-LC1: Fitch Affirms B Rating on Cl. G Certs
--------------------------------------------------------------
Fitch Ratings has upgraded three classes and affirmed the remaining
seven classes of DBUBS Mortgage Trust commercial mortgage
pass-through certificates, series 2011-LC1.

                        KEY RATING DRIVERS

The upgrades to classes C, D and E are based on significant
paydown, as 17 loans have repaid from the trust since the last
rating action.  The loans were scheduled to mature in 2016, and
contributed $865 million in principal repayment.  Since issuance,
the pool has paid down 50.3%.  All loans that were originally
structured with five-year terms have now repaid from the trust,
limiting further principal reduction in the near term to scheduled
monthly distributions.  Of the 28 outstanding loans, there are only
three scheduled to mature before 2020.

There were variances to criteria relating to classes D, E, F and G,
where the surveillance criteria would indicate higher ratings.
However, due to pool concentrations further upgrades were not
warranted.  The pool is concentrated by loan size, property type
and sponsor.  The largest 10 loans represent 81.3% of the total
pool balance.  Loans secured by retail properties are the most
prevalent, representing 46.6% of the deal.  The next highest
property concentration is office, accounting for 28.1% of the pool,
and loans representing 29.7% of the pool are secured by
single-tenant properties.  Additionally, 11.2% of the pool shares
common sponsorship.

The largest loan is Kenwood Towne Centre (19.8% of the pool).  It
is secured by one anchor space and the inline space of a 1.2
million square-foot (sf) regional mall in Cincinnati, Ohio.  The
mall is owned and operated by GGP, and is anchored by Dillard's,
Macy's and Nordstrom.  Macy's and Nordstrom are not included as
collateral for the loan.  The YE2015 DSCR was reported to be 2.33x,
up from 2.20x at YE2014.

The second largest loan, 7 Hanover Square (12.5% of the pool), is
secured by a Class A office building in Manhattan's Financial
District.  The property consists of 842,415 sf of office space,
4,251 sf of ground-floor retail space and underground parking for
67 vehicles. Guardian Life, rated 'AAsf' by Fitch, occupies 100% of
the office space on a lease through September 2019.

1200 K Street (11.8% of the pool) is the third largest loan and is
secured by an office building in the East End neighborhood of
Washington, DC.  The property is located one block from Franklin
Square and is within walking distance of the White House and
National Mall.  The government leases 97.8% of the NRA through the
Pension Benefit Guaranty Corporation through December 2018.  The
tenant has been in occupancy of the property since 1993.

                         RATING SENSITIVITIES

Classes C, D and E were previously assigned Positive Outlooks.  In
conjunction with the upgrade of each of these classes, the Outlooks
were revised to Stable.  The Outlook on all of the remaining
classes is also Stable.  While Fitch continues to monitor the
increased credit enhancement, especially to the most junior
classes, upgrades could be limited given the risk associated with
the concentration of single-tenant properties with leases rolling
prior to loan maturity.  The pool has continued to experience
stable performance.  While Fitch does not expect negative ratings
migration, downgrades are possible should a material economic or
asset level event change the transaction's pool-level metrics.

   USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10

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

Fitch has upgraded these classes and revised Outlooks as
indicated:

   -- $81.6 million class C to 'AAsf' from 'Asf', Outlook to
      Stable from Positive;
   -- $49 million class D to 'Asf' from 'BBB+sf', Outlook to
      Stable from Positive;
   -- $90 million class E to 'BBBsf' from 'BBB-sf', Outlook to
      Stable from Positive.

Fitch has affirmed these classes:

   -- $15.1 million class A-1 at 'AAAsf', Outlook Stable;
   -- $182 million class A-2 at 'AAAsf', Outlook Stable;
   -- $459.7 million class A-3 at 'AAAsf', Outlook Stable;
   -- $656.9* million class X-A at 'AAAsf', Outlook Stable;
   -- $70.7 million class B at 'AAAsf', Outlook Stable;
   -- $24.5 million class F at 'BBsf', Outlook Stable;
   -- $40.8 million class G at 'Bsf', Outlook Stable.

*Notional amount and interest only.

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


FIRST INVESTORS 2016-2: S&P Gives Prelim BB Rating on Cl. E Debt
----------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to First
Investors Auto Owner Trust 2016-2's $230 million asset-backed
notes.

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

The preliminary ratings are based on information as of Sept. 7,
2016.  Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

The preliminary ratings reflect:

   -- The availability of approximately 34.9%, 30.6%, 24.2%,
      18.8%, and 15.2% credit support for the class A, B, C, D,
      and E notes, respectively, based on stressed cash flow
      scenarios (including excess spread).  These credit support
      levels provide approximately 3.65x, 3.15x, 2.45x, 1.85x, and

      1.50x coverage of our 9.00%-9.50% expected cumulative net
      loss range for the class A, B, C, D, and E notes,
      respectively.

   -- The timely interest and principal payments made under
      stressed cash flow modeling scenarios that are appropriate
      for the preliminary ratings.

   -- S&P's expectation that under a moderate ('BBB') stress
      scenario, the ratings on the class A and B notes would not
      drop by more than one rating category, and the ratings on
      the class C, D, and E notes would not drop by more than two
      rating categories within the first year.  These potential
      rating movements are consistent with S&P's rating stability
      criteria.

   -- The collateral characteristics of the pool being
      securitized, with direct loans accounting for approximately
      19% of the cut-off pool.  These loans historically have
      lower losses than the indirect-originated loans.  First
      Investors Financial Services Inc.'s (First Investors')
      26-year history of originating and underwriting auto loans,
      15-year history of self-servicing auto loans, and 12 years
      as a third-party servicer, as well as its track record of
      securitizing auto loans since 2000.

   -- First Investors' 13 years of origination static pool data,
      segmented by direct and indirect loans.

   -- Wells Fargo Bank N.A.'s experience as the committed back-up
      servicer.

   -- The transaction's sequential payment structure, which builds

      credit enhancement based on a percentage of receivables as
      the pool amortizes.

PRELIMINARY RATINGS ASSIGNED

First Investors Auto Owner Trust 2016-2

Class    Rating        Type            Interest         Amount
                                       rate        (mil. $)(i)
A-1      AAA (sf)      Senior          Fixed            130.80
A-2      AAA (sf)      Senior          Fixed             44.00
B        AA (sf)       Subordinate     Fixed             11.20
C        A (sf)        Subordinate     Fixed             18.40
D        BBB (sf)      Subordinate     Fixed             15.30
E        BB (sf)       Subordinate     Fixed             10.30

(i)The actual size of the tranches will be determined on the
pricing date.


FIRST UNION 1999-C1: Moody's Hikes Class G Debt Rating to 'Caa1'
----------------------------------------------------------------
Moody's Investors Service has upgraded the rating on one class and
downgraded the rating on one class in First Union Commercial
Mortgage Trust, Commercial Mortgage Pass-Through Certificates,
Series 1999-C1 as follows:

   -- Cl. G Certificate, Upgraded to Caa1 (sf); previously on Jan
      28, 2016 Upgraded to Caa2 (sf)

   -- CL. IO-1 Certificate, Downgraded to Caa3 (sf); previously on

      Jan 28, 2016 Affirmed Caa2 (sf)

RATINGS RATIONALE

The rating on Class G was upgraded upgraded based primarily on an
increase in credit support resulting from loan paydowns and
amortization. The deal has paid down 25% since Moody's last
review.

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

Moody's rating action reflects a base expected loss of 15.2% of the
current balance, compared to 11.5% at Moody's last review. Moody's
base expected loss plus realized losses is now 3.7% of the original
pooled balance, the same as at the last review.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:

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

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

The methodologies used in these ratings were "Moody's Approach to
Rating Large Loan and Single Asset/Single Borrower CMBS" published
in October 2015, and "Commercial Real Estate Finance: Moody's
Approach to Rating Credit Tenant Lease Financings, published in May
2015.

DESCRIPTION OF MODELS USED

Moody's analysis used the excel-based Large Loan Model. The large
loan model derives credit enhancement levels based on an
aggregation of adjusted loan-level proceeds derived from Moody's
loan-level LTV ratios. Major adjustments to determining proceeds
include leverage, loan structure and property type. Moody's also
further adjusts these aggregated proceeds for any pooling benefits
associated with loan level diversity and other concentrations and
correlations.

In evaluating the Credit Tenant Lease (CTL) component, Moody's used
a Gaussian copula model, incorporated in its public CDO rating
model CDOROM to generate a portfolio loss distribution to assess
the ratings.

DEAL PERFORMANCE

As of the August 17, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 97% to $36.4 million
from $1.16 billion at securitization. The certificates are
collateralized by twenty-six mortgage loans ranging in size from
less than 1% to 11% of the pool. Five loans, constituting 28% of
the pool, have defeased and are secured by US government
securities.

One loan, constituting 7% 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.

Thirty loans have been liquidated from the pool, resulting in an
aggregate realized loss of $37.9 million (for an average loss
severity of 30%). One loan, the Comcast Data Center loan ($504.645
-- 1.4% of the pool), is currently in special servicing. The loan
is fully amortizing and is secured by an office property in East
Goshen, Pennsylvania. The property is fully leased to Comcast for
the remainder of the loan tem. The loan transferred to special
servicing in May 2016 for delinquent payments. The loan was brought
current on June 30th 2016.

Moody's received full year 2015 operating results for 100% of the
pool. Moody's weighted average conduit LTV is 59%, compared to 61%
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 16% to the most recently
available net operating income (NOI). Moody's value reflects a
weighted average capitalization rate of 9.1%.

Moody's actual and stressed conduit DSCRs are 1.07X and 1.72X,
respectively, compared to 1.05X and 1.81X 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 only remaining conduit loan is the Ridgewood Apartments Loan
($3 million -- 8.3% of the pool), which is secured by a 160-unit
multifamily property in Carrboro, North Carolina. The property was
90% occupied as of June 2016, improved from 88% at year-end 2015,
and 89% the prior year. The loan is fully amortizing and has paid
down 31% since origination. Moody's LTV and stressed DSCR are 61%
and 1.59X, respectively, compared to 68% and 1.43X at prior
review.

The non-defeased CTL component consists of 19 loans, totaling 62%
of the pool, secured by properties leased to six tenants. The
largest exposure is Rite Aid Corporation ($11.8 million -- 32% of
the pool; senior unsecured rating: B3/Caa1 -- under review for
possible upgrade). Four of the tenants have a Moody's rating and
represent 80% of the CTL component balance. The majority (79%) of
the CTL loans are not fully amortizing. The bottom-dollar weighted
average rating factor (WARF) for this pool is 3883 compared to 3931
at last review. WARF is a measure of the overall quality of a pool
of diverse credits. The bottom-dollar WARF is a measure of the
default probability within the pool.



FREMF 2012-K705: Moody's Affirms Ba3 Rating on Class X2 Debt
------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on six classes
in FREMF 2012-K705 Mortgage Trust, Multifamily Mortgage
Pass-Through Certificates, Series 2012-K705 and affirmed three
classes of Structured Pass-Through Certificates (SPCs), Series K705
issued by Freddie Mac as follows:

   -- Cl. A-1, Affirmed Aaa (sf); previously on Oct 9, 2015
      Affirmed Aaa (sf)

   -- Cl. A-2, Affirmed Aaa (sf); previously on Oct 9, 2015   
      Affirmed Aaa (sf)

   -- Cl. B, Affirmed A2 (sf); previously on Oct 9, 2015 Affirmed
      A2 (sf)

   -- Cl. C, Affirmed Baa2 (sf); previously on Oct 9, 2015
      Affirmed Baa2 (sf)

   -- Cl. X1, Affirmed Aaa (sf); previously on Oct 9, 2015
      Affirmed Aaa (sf)

   -- Cl. X2, Affirmed Ba3 (sf); previously on Oct 9, 2015
      Affirmed Ba3 (sf)

SPC Classes*

   -- Cl. A-1, Affirmed Aaa (sf); previously on Oct 9, 2015
      Affirmed Aaa (sf)

   -- Cl. A-2, Affirmed Aaa (sf); previously on Oct 9, 2015  
      Affirmed Aaa (sf)

   -- Cl. X1, Affirmed Aaa (sf); previously on Oct 9, 2015
      Affirmed Aaa (sf)

*SPC Classes represent a pass-through interest to its associated
CMBS Class. CMBS Class A-1 is a pass-through interest to SPC Class
A-1, CMBS Class A-2 is a pass-through interest to SPC Class A-2,
and CMBS Class X1 is a pass-through interest to SPC Class X1.

RATINGS RATIONALE

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

The ratings on the IO classes were affirmed based on the credit
performance (or the weighted average rating factor) of the
referenced classes.

Moody's rating action reflects a base expected loss of 1.9% of the
current balance, compared to 2.1% at Moody's last review. Moody's
base expected loss plus realized losses is now 1.8% of the original
pooled balance, compared to 2.1% at the last review.

Moody's ratings are without regard to the Freddie Mac guarantee.

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.

METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in these ratings was "Approach to
Rating US and Canadian Conduit/Fusion CMBS" published in December
2014.

DESCRIPTION OF MODELS USED

Moody's review used the excel-based CMBS Conduit Model, which it
uses for both conduit and fusion transactions. Credit enhancement
levels for conduit loans are driven by property type, Moody's
actual and stressed DSCR, and Moody's property quality grade (which
reflects the capitalization rate Moody's uses to estimate Moody's
value). Moody's fuses the conduit results with the results of its
analysis of investment grade structured credit assessed loans and
any conduit loan that represents 10% or greater of the current pool
balance.

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 26, compared to 31 at Moody's last review.

DEAL PERFORMANCE

As of the August 25th, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 5% to $1.17 billion
from $1.22 billion at securitization. The certificates are
collateralized by 70 mortgage loans ranging in size from less than
1% to 10% of the pool, with the top ten loans constituting 38% of
the pool. Twenty-one loans, constituting 18% of the pool, have
defeased and are secured by US government securities.

Four loans, constituting 4% 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. No loans are currently
in special servicing.

Moody's received full year 2015 operating results for 100% of the
pool, and full or partial year 2016 operating results for 27% of
the pool. Moody's weighted average conduit LTV is 91%, compared to
93% at Moody's last review. Moody's conduit component excludes
loans with structured credit assessments, defeased and CTL loans,
and specially serviced and troubled loans. Moody's net cash flow
(NCF) reflects a weighted average haircut of 11% to the most
recently available net operating income (NOI). Moody's value
reflects a weighted average capitalization rate of 8.7%.

Moody's actual and stressed conduit DSCRs are 1.66X and 1.07X,
respectively, compared to 1.55X and 1.05X 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 18% of the pool balance. The
largest loan is The Enclave Loan ($119.8 million -- 10.3% of the
pool), which is secured by a 1,119-unit multifamily complex that
consists of three 19-story apartment buildings, one clubhouse, and
two commercial units. The property was built in 1965 but underwent
significant renovations between 2003 and 2009. As of December 2015,
the property was approximately 96% leased. Moody's LTV and stressed
DSCR are 98% and 0.88X, respectively, the same at Moody's last
review.

The second largest loan is the Crosswinds at Rolling Road Loan
($55.7 million -- 4.8% of the pool), which is secured by an
803-unit multifamily property that consists of 80 two and
three-story townhouse style apartment buildings. As of December
2015 the property was 89% leased, compared to 94% as of December
2014. Moody's LTV and stressed DSCR are 94% and 1.01X, compared to
96% and 0.97X at the last review.

The third largest loan is the Ramblewood Village Loan ($38.7
million -- 3.3% of the pool), which is secured by a 504-unit
multifamily complex comprised of 31 two-story buildings. As of
December 2015, the property was 93% leased, compared to 96% in
December 2013. Performance has increased since securitization and
has remained stable in recent years. Moody's LTV and stressed DSCR
are 87% and 1.06X, respectively, compared to 88% and 1.04X at the
last review.


GALE FORCE 3: Moody's Affirms Ba1 Rating on Cl. E Notes
-------------------------------------------------------
Moody's Investors Service has upgraded the ratings on these notes
issued by Gale Force 3 CLO, Ltd.:

  $27,600,000 Class D Fourth Priority Mezzanine Deferrable
   Floating Rate Notes Due 2021, Upgraded to A1 (sf); previously
   on Oct. 7, 2015, Upgraded to A2 (sf)

Moody's also affirmed the ratings on these notes:

  $300,000,000 Class A-1 First Priority Senior Secured Floating
   Rate Delayed Draw Notes Due 2021 (current outstanding balance
   of $57,550,008.71), Affirmed Aaa (sf); previously on Oct. 7,
   2015, Affirmed Aaa (sf)

  $143,300,000 Class A-2 First Priority Senior Secured Floating
   Rate Term Notes Due 2021 (current outstanding balance of
   $27,489,720.82), Affirmed Aaa (sf); previously on Oct. 7, 2015,

   Affirmed Aaa (sf)

  $32,400,000 Class B-1 Second Priority Senior Secured Floating
   Rate Notes Due 2021, Affirmed Aaa (sf); previously on Oct. 7,
   2015, Affirmed Aaa (sf)

  $12,000,000 Class B-2 Second Priority Senior Secured Fixed Rate
   Notes Due 2021, Affirmed Aaa (sf); previously on Oct. 7, 2015,
   Affirmed Aaa (sf)

  $26,100,000 Class C Third Priority Senior Secured Deferrable
   Floating Rate Notes Due 2021, Affirmed Aaa (sf); previously on
   Oct. 7, 2015, Upgraded to Aaa (sf)

  $21,600,000 Class E Fifth Priority Mezzanine Deferrable Floating

   Rate Notes Due 2021 (current outstanding balance of
   $20,666,828.78), Affirmed Ba1 (sf); previously on Oct. 7, 2015,

   Affirmed Ba1 (sf)

Gale Force 3 CLO, Ltd., issued in March 2007, is a collateralized
loan obligation (CLO) backed primarily by a portfolio of senior
secured loans.  The transaction's reinvestment period ended in
April 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 September 2015.  The Class
A notes have been paid down by approximately 57% or $114.3 million
and the Class E notes have been paid down by approximately 4% or
$0.9 million since then.  Based on the trustee's August 2016
report, the OC ratios for the Class A/B, Class C, Class D and Class
E notes are reported at 168.00%, 140.47%, 119.30% and 107.21%,
respectively, versus September 2015 levels of 139.56%, 126.06%,
114.36% and 106.62%, respectively.  Moody's notes that the Class E
OC ratio has increased in part owing to the diversion of excess
interest to deleverage the Class E notes following the failure of
the interest diversion test.

Nevertheless, the credit quality of the portfolio has deteriorated
September 2015.  Based on the trustee's August 2016 report, the
weighted average rating factor is currently 2489 compared to 2369
in September 2015.

Methodology Used for the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2015.

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

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

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

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

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

     of the collateral can have adverse consequences for CLO
     performance.

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

     current expectations will usually have a positive impact on
     CLO notes, beginning with those with the highest payment
     priority.

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

     than assumed recoveries would positively impact the CLO.

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

  7) Exposure to assets with low credit quality and weak
     liquidity: The presence of assets rated Caa3 with a negative
     outlook, Caa2 or Caa3 on review for downgrade or the worst
     Moody's speculative grade liquidity (SGL) rating, SGL-4,
     exposes the notes to additional risks if these assets
     default.  The historical default rate is higher than average
     for these assets.  Due to the deal's exposure to such assets,

     which constitute around $7.2 million of par, Moody's ran a
     sensitivity case defaulting those assets.

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

Moody's Adjusted WARF -- 20% (2117)
Class A-1: 0
Class A-2: 0
Class B-1: 0
Class B-2: 0
Class C: 0
Class D: +3
Class E: +1

Moody's Adjusted WARF + 20% (3175)
Class A-1: 0
Class A-2: 0
Class B-1: 0
Class B-2: 0
Class C: 0
Class D: -2
Class E: -1

Loss and Cash Flow Analysis:

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

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.  In its base
case, Moody's analyzed the collateral pool as having a performing
par and principal proceeds balance of $217 million, defaulted par
of $4 million, a weighted average default probability of 14.82%
(implying a WARF of 2646) a weighted average recovery rate upon
default of 49.73%, a diversity score of 38 and a weighted average
spread of 2.94% (before accounting for LIBOR floors).

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


GE COMMERCIAL 2006-C1: S&P Lowers Rating on Cl. A-J Certs to D
--------------------------------------------------------------
S&P Global Ratings lowered its rating on the class A-J commercial
mortgage pass-through certificates from GE Commercial Mortgage
Corp. Series 2006-C1 Trust, a U.S. commercial mortgage-backed
securities (CMBS) transaction, to 'D (sf)' from 'BB- (sf)'.

The rating action follows S&P's 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 and the
transaction's structure.  S&P also applied its interest shortfall
methodology to address interest shortfalls affecting the trust.

S&P downgraded class A-Jbecause the class has carried accumulated
interest shortfalls for the past two consecutive months, and S&P
expects it to carry accumulated interest shortfalls for the
foreseeable future.  According to the Aug. 10, 2016, trustee
remittance report, the current monthly interest shortfalls total
$780,655 ($754,792 of which was reported as interest shortfalls and
the remainder was principal shortfalls) and resulted primarily
from:

   -- $744,939 in interest not advanced on the six specially
      serviced assets ($163.1 million, 98.5%), all of which have
      been deemed nonrecoverable; and

   -- Special servicing fees totaling $37,434.

The current interest shortfalls affected classes subordinate to and
including class A-J.

                        TRANSACTION SUMMARY

As of the Aug. 10, 2016, trustee remittance report, the collateral
pool balance was $165.5 million, which is 10.3% of the pool balance
at issuance.  The pool currently includes four loans and three real
estate-owned (REO) assets, down from 141 loans at issuance.  Six of
these assets ($163.1 million, 98.5%) are with the special servicer,
LNR Partners LLC (LNR).  All six of these specially serviced assets
have been deemed nonrecoverable.  The master servicer, Wells Fargo
Bank N.A., reported financial information for 69.4% of the loans in
the pool, of which 95.7% was partial or year-end 2015 data, and the
remaining 4.3% was year-end 2014 data.

S&P calculated a 1.52x S&P Global Ratings' debt service coverage
(DSC) and 64.2% S&P Global Ratings' loan-to-value (LTV) ratio using
an 8.25% S&P Global Ratings' capitalization rate for the sole
nonspecially serviced loan in the pool.  To date, the transaction
has experienced $80.4 million in principal losses, or 5.0% of the
original pool trust balance.  S&P expects losses to reach
approximately 9.4% of the original pool trust balance in the near
term, based on losses incurred to date and additional losses we
expect upon the eventual resolution of the six specially serviced
assets.

                      CREDIT CONSIDERATIONS

As of the Aug. 10, 2016, trustee remittance report, six assets in
the pool were with the special servicer, LNR.  Details of the three
largest specially serviced assets are:

The 33 Washington REO asset ($50.6 million, 30.6%) is the largest
asset in the pool and has a total reported exposure of
$65.2 million.  The property is a 19-story, 410,693-sq.-ft. office
building in Newark, N.J.  The loan was transferred to the special
servicer on Nov. 17, 2011, bcause of monetary default.  The asset
became REO on May 24, 2013. Recent performance data was not
available for the asset, and the property was reported as being
18.0% occupied as of April 20, 2016.  S&P expects a significant
loss upon its eventual resolution.

The James Center REO asset ($50.0 million, 30.2%) is the
second-largest asset in the pool and has a total reported exposure
of $50.4 million.  The senior loan consists of a pari passu
$100.0 million A-1 note securitized in GMAC Commercial Mortgage
Securities Inc. Series 2006-C1 Trust, also a CMBS transaction, and
a $50.0 million A-2 note held in this transaction.  The asset is a
three-building, 974,268-sq.-ft. office property located in downtown
Richmond, Va.  The loan was transferred to the special servicer on
June 27, 2014, because of imminent default.  The asset became REO
on March 15, 2016.  The reported DSC and occupancy as of year-end
2015 were 1.22x and 66.0%, respectively.  S&P expects a minimal
loss upon its eventual resolution.

The Grand Marc at Riverside REO asset ($41.9 million, 25.3%) is the
third-largest asset in the pool and has a total reported exposure
of $42.1 million.  The asset is a 760-bed student housing property
in Riverside, Calif.  The loan was transferred to the special
servicer on June 25, 2013, becasue of imminent default. The asset
became REO on March 4, 2014.  The reported DSC was 1.19x as of
year-end 2015, and reported occupancy was 99.0% as of
March 31, 2016.  S&P expects a minimal loss upon this asset's
eventual resolution.

The three remaining loans with the special servicer each have
individual balances that represent less than 7.0% of the total pool
trust balance.  S&P estimated losses for the six specially serviced
assets, arriving at a weighted average loss severity of 43.3%.

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

GE Commercial Mortgage Corporation, Series 2006-C1 Trust
Commercial mortgage pass-through certificates series 2006-C1
                                         Rating
Class             Identifier             To            From
A-J               36828QSB3              D (sf)        BB- (sf)


GE COMMERCIAL 2007-C1: Moody's Affirms Ba3 Rating on 3 Tranches
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on two classes,
affirmed the ratings on seven classes and downgraded the ratings on
four classes in GE Commercial Mortgage Corporation, Series 2007-C1
Trust, Commercial Mortgage Pass-Through Certificates as follows:

   -- Cl. A-3, Affirmed Aaa (sf); previously on Oct 23, 2015
      Affirmed Aaa (sf)

   -- Cl. A-1A, Upgraded to Aa3 (sf); previously on Oct 23, 2015
      Affirmed A1 (sf)

   -- Cl. A-4, Upgraded to Aa3 (sf); previously on Oct 23, 2015
      Affirmed A1 (sf)

   -- Cl. A-M, Affirmed Ba3 (sf); previously on Oct 23, 2015
      Affirmed Ba3 (sf)

   -- Cl. A-MFL, Affirmed Ba3 (sf); previously on Oct 23, 2015
      Affirmed Ba3 (sf)

   -- Cl. A-MFX, Affirmed Ba3 (sf); previously on Oct 23, 2015
      Affirmed Ba3 (sf)

   -- Cl. A-J, Downgraded to Caa3 (sf); previously on Oct 23, 2015

      Affirmed Caa2 (sf)

   -- Cl. A-JFL, Downgraded to Caa3 (sf); previously on Oct 23,
      2015 Affirmed Caa2 (sf)

   -- Cl. B, Downgraded to C (sf); previously on Oct 23, 2015
      Affirmed Caa3 (sf)

   -- Cl. C, Affirmed C (sf); previously on Oct 23, 2015 Affirmed
      C (sf)

   -- Cl. D, Affirmed C (sf); previously on Oct 23, 2015 Affirmed
      C (sf)

   -- Cl. E, Affirmed C (sf); previously on Oct 23, 2015 Affirmed
      C (sf)

   -- Cl. X-C, Downgraded to B3 (sf); previously on Oct 23, 2015
      Affirmed B2 (sf)

RATINGS RATIONALE

The ratings on two P&I classes were upgraded primarily due to an
increase in credit support since Moody's last review, resulting
from paydowns and amortization, as well as Moody's expectation of
additional increases in credit support resulting from the payoff of
loans approaching maturity that are well positioned for refinance.
The pool has paid down by 5% since Moody's last review. In
addition, loans constituting 31% of the pool have either defeased
or that have debt yields exceeding 10.0% are scheduled to mature
within the next 12 months.

The ratings on four P&I classes, Classes A-3, A-M, A-MFL and AM-FX,
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 Classes C, D
and E were affirmed because the ratings are consistent with Moody's
expected loss.

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

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

Moody's rating action reflects a base expected loss of 15.8% of the
current balance, compared to 12.0% at Moody's last review. Moody's
base expected loss plus realized losses is now 18.1% of the
original pooled balance, compared to 16.3% at the last review.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:

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

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in these ratings was "Approach to
Rating US and Canadian Conduit/Fusion CMBS" published in December
2014.

DESCRIPTION OF MODELS USED

Moody's review used the excel-based CMBS Conduit Model, which it
uses for both conduit and fusion transactions. Credit enhancement
levels for conduit loans are driven by property type, Moody's
actual and stressed DSCR, and Moody's property quality grade (which
reflects the capitalization rate Moody's uses to estimate Moody's
value). Moody's fuses the conduit results with the results of its
analysis of investment grade structured credit assessed loans and
any conduit loan that represents 10% or greater of the current pool
balance.

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 20, compared to a Herf of 23 at Moody's last
review.

DEAL PERFORMANCE

As of the August 10, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 43% to $2.23 billion
from $3.95 billion at securitization. The certificates are
collateralized by 127 mortgage loans ranging in size from less than
1% to 10% of the pool, with the top ten loans constituting 54% of
the pool. Eleven loans, constituting 10% of the pool, have defeased
and are secured by US government securities.

Twenty-seven loans, constituting 21% 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.

Forty-two loans have been liquidated from the pool, resulting in an
aggregate realized loss of $362 million (for an average loss
severity of 45%). Eleven loans, constituting 16% of the pool, are
currently in special servicing. The largest specially serviced loan
is the Skyline Portfolio (A Note: $105.0 million -- 4.7% of the
pool; B Note: $98.4 million -- 4.4% of the pool), which represents
a 30% portion in an aggregate $678 million mortgage loan (a total
$350 million A-Note and $328 million B Note). The loan is secured
by eight cross-collateralized and cross-defaulted office properties
totaling 2.6 million square feet (SF) which are located outside of
Washington, DC in Falls Church, Virginia. A modification closed
effective October 30, 2013. Post-modification, the loan returned to
the master servicer in February 2014. In April 2016 the loan
transferred to special servicing again for imminent monetary
default. The consolidated occupancy as of August 2016 was
approximately 45%. Moody's estimates a severe loss for the
specially serviced loan.

The remaining 10 specially serviced loans are secured by a mix of
property types. Moody's estimates an aggregate $202 million loss
for the specially serviced loans (65% expected loss on average).

Moody's has assumed a high default probability for seven poorly
performing loans, constituting 3% of the pool, and has estimated an
aggregate loss of $29 million (a 47% expected loss on average) from
these troubled loans.

Moody's received full year 2015 operating results for 100% of the
pool and partial year 2016 operating results for 57% of the pool.
Moody's weighted average conduit LTV is 114%, compared to 113% 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 8% to the most recently
available net operating income (NOI). Moody's value reflects a
weighted average capitalization rate of 9%.

Moody's actual and stressed conduit DSCRs are 1.30X and 0.90X,
respectively, compared to 1.67X and 1.10X 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 29% of the pool balance. The
largest loan is the 666 Fifth Avenue Loan (A Note: $225.4 million
-- 10.1% of the pool; B Note: $23.6 million -- 0.5% of the pool),
which represents a portion of a $1.215 billion mortgage loan. In
December 2011, as part of a modification, the original loan was
bifurcated into $1.1 billion A Note and a $115 million B Note. The
B Note interest was reduced to 0%, while the A-Note interest pay
rate was initially reduced to 3%. The current A Note pay rate is
5.0% and the pay rate increases annually until it returns to the
original 6.353%. The property was recapitalized with $110 million
of new equity as part of the modification. The borrower contributed
$30 million, while Vornado contributed $80 million. The loan is
secured by a 1.5 million SF Class A office building located in
Midtown Manhattan, New York. The loan returned to the master
servicer in March 2012 and is performing under the modified terms.
Moody's considers the B Note ($23.6 million) as a troubled loan.
Moody's A-Note LTV and stressed DSCR are 138% and 0.63X,
respectively, the same as at the last review.

The second largest loan is the Wolfchase Galleria Loan ($225.0
million -- 10.1% of the pool), which is secured by a portion of a
1.27 million square foot regional mall in Memphis, Tennessee. The
mall is anchored by Macy's, Dillard's, Sears and J.C. Penney, none
of which are part of the loan collateral. As of March 2016 the mall
was 97% leased compared to 94% in December 2014. Moody's LTV and
stressed DSCR are 123% and 0.73X, respectively, compared to 121%
and 0.74X at the last review.

The third largest loan is the JP Morgan Portfolio ($198.5 million
-- 8.9% of the pool), which is secured by an office property and a
1,905-space parking garage in downtown Phoenix, Arizona and an
office property in downtown Houston, Texas. The collateral is 100%
leased to JPMorgan Chase & Co. through March 2021. Moody's LTV and
stressed DSCR are 134% and 0.71X, respectively, compared to 129%
and 0.73X at the last review.



GMAC COMMERCIAL 1997-C1: Moody's Affirms Caa3 Rating on Cl. X Debt
------------------------------------------------------------------
Moody's Investors Service has affirmed the rating of one class of
GMAC Commercial Mortgage Securities, Inc. 1997-C1 as follows:

   -- Cl. X, Affirmed Caa3 (sf); previously on Sep 24, 2015
      Affirmed Caa3 (sf)

RATINGS RATIONALE

The rating of the IO class, Class X, was affirmed based on the
credit performance of its referenced classes The IO class is the
only outstanding Moody's-rated class in this transaction.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:

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

METHODOLOGY UNDERLYING THE RATING ACTION

The methodologies used in this rating were "Approach to Rating US
and Canadian Conduit/Fusion CMBS" published in December 2014, and
"Moody's Approach to Rating Large Loan and Single Asset/Single
Borrower CMBS" published in October 2015.

DESCRIPTION OF MODELS USED

Moody's review used the excel-based CMBS Conduit Model, which it
uses for both conduit and fusion transactions. Credit enhancement
levels for conduit loans are driven by property type, Moody's
actual and stressed DSCR, and Moody's property quality grade (which
reflects the capitalization rate Moody's uses to estimate Moody's
value). Moody's fuses the conduit results with the results of its
analysis of investment grade structured credit assessed loans and
any conduit loan that represents 10% or greater of the current pool
balance.

Moody's uses a variation of Herf to measure diversity of loan size,
where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 7, compared to 10 at prior review.

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

DEAL PERFORMANCE

As of the September 15, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 98% to $31.8 million
from $1.7 billion at securitization. The Certificates are
collateralized by 12 mortgage loans ranging in size from less than
1% to 10% of the pool, with the top ten loans representing 49% of
the pool. Three loans, representing 51% of the pool have defeased
and are secured by US Government securities.

Five loans, representing 28% of the pool, is on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of our
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Twenty-four loans have been liquidated from the pool, resulting in
an aggregate realized loss of $79 million (61% loss severity on
average). Two loans, representing 15% of the pool, are currently in
special servicing. There are two specially serviced loans that are
secured by multifamily and retail property types. Moody's does not
estimate any losses on these loans.

Moody's was provided with full year 2014 and 2015 financials for
67% of the pool. Moody's weighted average conduit LTV is 35%,
compared to 43% at Moody's prior review. Moody's conduit component
excludes loans with credit assessments, defeased and CTL loans and
specially serviced and troubled loans. Moody's net cash flow (NCF)
reflects a weighted average haircut of 11.6% to the most recently
available net operating income (NOI). Moody's value reflects a
weighted average capitalization rate of 10.1%.

Moody's actual and stressed conduit DSCRs are 1.44X and 3.95X,
respectively, compared to 1.34X and 3.18X at prior 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%
stressed rate applied to the loan balance.

The top three conduit loans represent 25% of the pool balance. The
largest loan is the Morris Heights Apartments Loan ($3.1 million --
9.6% of the pool), which is secured by a 158 unit multi-family
property located in the Bronx, New York. Reported November 2015
occupancy was 97% compared to year-end 2014 occupancy of 100% and
99% as of year-end 2013. The loan is fully amortizing and has paid
down 34% since securitization. Moody's LTV and stressed DSCR are
23% and >4.00X, respectively, compared to 29% and 3.55X at prior
review.

The second largest loan is the Medford Center Loan ($2.6 million --
8.1% of the pool), which is secured by a retail center which is
located in Medford, Wisconsin. The property as of April 2016 was
96% occupied by five tenants. The largest tenant is K-Mart, which
occupies 55% of the GLA with a lease expiration in May 2017.
Moody's LTV and stressed DSCR are 59% and 1.84X, respectively,
compared to 60% and 1.79X at the prior review.

The third largest loan is the CarMax Loan ($2.4 million -- 7.5% of
the pool), which is secured by a single tenant retail store in
Southeast Houston, Texas. The property is 100% occupied by CarMax.
The loan is fully amortizing and has paid down 74% since
securitization. Moody's LTV and stressed DSCR are 45% and 2.67X,
respectively, compared to 56% and 2.11X at the prior review.


GREENWICH CAPITAL 2005-GG5: Moody's Affirms Ba1 Cl. A-J Debt Rating
-------------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on seven classes
in Greenwich Capital Commercial Funding Corp. Commercial Mortgage
Trust, Commercial Mortgage Pass-Through Certificates, Series
2005-GG5 as follows:

   -- Cl. A-J, Affirmed Ba1 (sf); previously on Sep 24, 2015
      Upgraded to Ba1 (sf)

   -- Cl. B, Affirmed Caa3 (sf); previously on Sep 24, 2015
      Affirmed Caa3 (sf)

   -- Cl. C, Affirmed C (sf); previously on Sep 24, 2015 Affirmed
      C (sf)

   -- Cl. D, Affirmed C (sf); previously on Sep 24, 2015 Affirmed
      C (sf)

   -- Cl. E, Affirmed C (sf); previously on Sep 24, 2015 Affirmed
      C (sf)

   -- Cl. F, Affirmed C (sf); previously on Sep 24, 2015 Affirmed
      C (sf)

   -- Cl. XC, Affirmed Caa3 (sf); previously on Sep 24, 2015
      Downgraded to Caa3 (sf)

RATINGS RATIONALE

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

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

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

Moody's rating action reflects a base expected loss of 69.1% of the
current balance, compared to 35.0% at Moody's last review. Moody's
base expected loss plus realized losses is now 11.1% of the
original pooled balance, compared to 12.1% at the last review.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:

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

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in these ratings was "Moody's
Approach to Rating Large Loan and Single Asset/Single Borrower
CMBS" published in October 2015.

Moody's analysis incorporated a loss and recovery approach in
rating the P&I classes in this deal since 87% of the pool is in
special servicing and performing loans only represent 13% of the
pool. In this approach, Moody's determines a probability of default
for each specially serviced loan that it expects will generate a
loss and estimates a loss given default based on a review of
broker's opinions of value (if available), other information from
the special servicer, available market data and Moody's internal
data. The loss given default for each loan also takes into
consideration repayment of servicer advances to date, estimated
future advances and closing costs. Translating the probability of
default and loss given default into an expected loss estimate,
Moody's then applies the aggregate loss from specially serviced
loans to the most junior class(es) and the recovery as a pay down
of principal to the most senior class(es).

DESCRIPTION OF MODELS USED

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 2, compared to 7 at Moody's last review.

Moody's analysis used the excel-based Large Loan Model. The large
loan model derives credit enhancement levels based on an
aggregation of adjusted loan-level proceeds derived from Moody's
loan-level LTV ratios. Major adjustments to determining proceeds
include leverage, loan structure and property type. Moody's also
further adjusts these aggregated proceeds for any pooling benefits
associated with loan level diversity and other concentrations and
correlations.

DEAL PERFORMANCE

As of the August 12th, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 93% to $294 million
from $4.30 billion at securitization. The certificates are
collateralized by 12 mortgage loans ranging in size from less than
1% to 67% of the pool, with the top ten loans constituting 98% of
the pool.

One loan, constituting 7.3% of the pool, is on the master
servicer's watchlist. The watchlist includes loans that meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, the agency reviews the
watchlist to assess which loans have material issues that could
affect performance.

Forty-nine loans have been liquidated from the pool, resulting in
an aggregate realized loss of $272 million (for an average loss
severity of 36%). Nine loans, constituting 87% of the pool, are
currently in special servicing. The largest specially serviced loan
is the Schron Industrial Portfolio ($197.3 million -- 67.0% of the
pool), which is secured by a 2.4 million square feet (SF) portfolio
of 10 industrial real estate owned (REO) properties. Originally a
6.2 million SF portfolio of 36 industrial properties located across
14 U.S. states, the servicer has sold 26 properties of the
portfolio. Moody's analysis considers adverse selection in its
value estimate for the remaining assets in the portfolio.

The other eight specially serviced loans are secured by a mix of
property types. Moody's estimates an aggregate $183.7 million loss
for the specially serviced loans (72% expected loss on average).

Moody's has assumed a high default probability for one poorly
performing loan, constituting 5% of the pool, and has estimated a
severe loss from this troubled loan.

Moody's received full year 2015 operating results for 100% of the
pool, and full or partial year 2016 operating results for 33% of
the pool.

There are only two performing loans remaining in the pool, and the
larger one is the BPG - Dulles North - A note Loan ($21 million --
7.3% of the pool), which is secured by two cross-collateralized and
cross-defaulted hotels located in Loudon County, Virginia. This
loan was transferred to the Special Servicer in September 2009 for
imminent default, and was transferred back to the master servicer
in December 2012. In 2014, the master servicer transferred the loan
back to the special servicer for imminent default. The second
modification closed in December 2014 and included an A/B structure.
The scheduled maturity date was extended five years to September 6,
2016. Moody's LTV and stressed DSCR are 133% and 0.89X,
respectively, compared to 166% and 0.71X at the last review.

The other performing loan is the Kalani Industrial Loan ($2.0
million -- 0.7% of the pool), which is a fully amortizing loan that
has amortized over 78% since securitization.


GS MORTGAGE 2007-GG10: Moody's Affirms Caa3 Rating on Cl. A-J Debt
------------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on five classes
and upgraded the ratings on two classes in GS Mortgage Securities
Trust, Commercial Mortgage Pass-Through Certificates, Series
2007-GG10 as follows:

   -- Cl. A-1A, Upgraded to A2 (sf); previously on Oct 28, 2015
      Affirmed A3 (sf)

   -- Cl. A-4, Upgraded to A2 (sf); previously on Oct 28, 2015
      Affirmed A3 (sf)

   -- Cl. A-J, Affirmed Caa3 (sf); previously on Oct 28, 2015
      Affirmed Caa3 (sf)

   -- Cl. A-M, Affirmed B3 (sf); previously on Oct 28, 2015
      Affirmed B3 (sf)

   -- Cl. B, Affirmed C (sf); previously on Oct 28, 2015 Affirmed
      C (sf)

   -- Cl. C, Affirmed C (sf); previously on Oct 28, 2015 Affirmed
      C (sf)

   -- Cl. X, Affirmed C (sf); previously on Oct 28, 2015 Affirmed
      C (sf)

RATINGS RATIONALE

The ratings on the P&I classes, Classes A-4 and A-1A were upgraded
due to a significant increase in defeasance, to 16.1% of the
current pool balance from 10.4% at the last review 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 1.9% since
Moody's last review and loans constituting 24% of the pool that
have either defeased or have debt yields exceeding 12% and are
scheduled to mature within the next 12 months.

The ratings on the P&I classes, Classes A-J, A-M, B and C were
affirmed because the ratings are consistent with Moody's expected
loss.

The rating on the IO Class, X, was affirmed because it is not, nor
expected to, receive interest payments or prepayment penalties.

Moody's rating action reflects a base expected loss of 14.3% of the
current balance, compared to 16.0% at Moody's last review. Moody's
base expected loss plus realized losses is now 20.9% of the
original pooled balance, compared to 22.3% at the last review.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:

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

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

The methodologies used in these ratings were " Approach to Rating
US and Canadian Conduit/Fusion CMBS" published in December 2014,
and "Moody's Approach to Rating Large Loan and Single Asset/Single
Borrower CMBS" published in October 2015.

Please note that on June 30, 2016, Moody's released a "Request for
Comment" in which it has requested market feedback on potential
clarifications to its methodology for rating IO securities called
"Moody's Approach to Rating Structured Finance Interest-Only
Securities," dated October 20, 2015. If the revised Credit Rating
Methodology is implemented as proposed, we would withdraw the
Credit Rating on Class X as this bond has expected future excess
interest payments of zero and the obligation has in effect matured.
Please refer to Moody's Request for Comment, titled "Interest-Only
(IO) Securities" for further details regarding the implications of
the proposed Credit Rating Methodology revisions on certain Credit
Ratings.

DESCRIPTION OF MODELS USED

Moody's review used the excel-based CMBS Conduit Model, which it
uses for both conduit and fusion transactions. Credit enhancement
levels for conduit loans are driven by property type, Moody's
actual and stressed DSCR, and Moody's property quality grade (which
reflects the capitalization rate Moody's uses to estimate Moody's
value). Moody's fuses the conduit results with the results of its
analysis of investment grade structured credit assessed loans and
any conduit loan that represents 10% or greater of the current pool
balance.

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 16, the same as at Moody's last review.

When the Herf falls below 20, Moody's uses the excel-based Large
Loan Model and then reconciles and weights the results from the
conduit and large loan models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan-level proceeds
derived from Moody's loan-level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type and sponsorship. Moody's also further adjusts these aggregated
proceeds for any pooling benefits associated with loan level
diversity and other concentrations and correlations.

DEAL PERFORMANCE

As of the August 12, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 35% to $4.9 billion
from $7.56 billion at securitization. The certificates are
collateralized by 144 mortgage loans ranging in size from less than
1% to 14% of the pool, with the top ten loans constituting 51% of
the pool. 18 loans, constituting 16% of the pool, have defeased and
are secured by US government securities.

Thirty seven loans, constituting 49% 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.

Forty eight loans have been liquidated from the pool, resulting in
an aggregate realized loss of $882 million (for an average loss
severity of 49%). Fourteen loans, constituting 4% of the pool, are
currently in special servicing. The largest specially serviced loan
is the State House Square loan ($87.6 million -- 1.8% of the pool),
which is secured by the leasehold interest in two class A office
buildings comprising approximately 840,000 SF located in downtown
Hartford, CT. The loan was transferred into special servicing on
April 14, 2016 seeking modification of terms. The property was 92%
occupied as of March 31, 2016.

The remaining 13 specially serviced loans are secured by a mix of
property types. Moody's estimates an aggregate $81.3 million loss
for the specially serviced loans (44% expected loss on average).

Moody's has assumed a high default probability for 17 poorly
performing loans, constituting 28% of the pool, and has estimated
an aggregate loss of $403 million (a 29% expected loss based on a
51% probability default) from these troubled loans.

Moody's received full year 2015 operating results for 97% of the
pool, and full or partial year 2016 operating results for 75% of
the pool. Moody's weighted average conduit LTV is 116%, compared to
120% 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 8.3% to the most
recently available net operating income (NOI). Moody's value
reflects a weighted average capitalization rate of 9%.

Moody's actual and stressed conduit DSCRs are 1.41X and 0.91X,
respectively, compared to 1.29X and 0.87X 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 loans represent 31% of the pool balance.
The largest loan is the Shorenstein Portland Portfolio ($697
million -- 14% of the pool), which is secured by a portfolio of 16
office properties in and around Portland, OR. The portfolio is
occupied by a diverse roster of tenants, with the average lease
covering just 4,000 SF. The loan is on the watchlist following
several years of declining DSCR, after the leases for a number of
tenants expired in recent years and renewed at lower base rents.
There are strong signs that financial performance is recovering:
portfolio occupancy was 89% as of March 2016, up from 82% as of
year-end 2014 and 74% as of year-end 2011. The loan is interest
only for the entire term, and matures in 2017. Moody's LTV and
stressed DSCR are 140% and 0.69X, respectively, the same as at
Moody's last review.

The second largest loan is the Wells Fargo Tower Loan ($550 million
-- 11% of the pool), which is secured by a 1.4 million SF office
skyscraper in downtown Los Angeles, CA. The loan transferred to
special servicing in April 2011 for imminent default, and was
returned to the master servicer in June 2011 after the borrower
made timely debt service payments. The property was 84% leased as
of March 2016, compared to 82% at March 2015, 83% at year-end 2013,
87% at year-end 2012 and 93% at year-end 2011. Wells Fargo signed a
new lease, extending its tenancy at the property for ten years
through June 2023. The loan sponsor is Brookfield Properties. The
loan has been below break-even for several years. Moody's has
identified this as a troubled loan.

The third largest loan is the TIAA RexCorp New Jersey Portfolio
($270 million -- 6% of the pool), which is secured by a
six-building portfolio of Class A suburban office property in the
northern New Jersey towns of Madison, Morristown, and Short Hills.
Tenants include Dun & Bradstreet, Pfizer, Quest Diagnostics, and
Prudential. Portfolio occupancy was 82% as of year-end 2015, the
same as at Moody's last review and up from 80% at June 2014 and 77%
as of year-end 2012. Moody's has identified this as a troubled
loan.


GSAMP TRUST 2003-SEA2: Moody's Lowers Rating on Cl. M-1 Debt to B2
------------------------------------------------------------------
Moody's Investors Service has downgraded the rating of one tranche
from the transaction GSAMP 2003-SEA2 backed by "scratch and dent"
RMBS loans.

Complete rating action is:

Issuer: GSAMP Trust 2003-SEA2
  Cl. M-1, Downgraded to B2 (sf); previously on May 19, 2016,
   Downgraded to B1 (sf)

                         RATINGS RATIONALE

The rating downgrade of Class M-1 is primarily due to recent
interest shortfalls which are unlikely to be reimbursed.  The
action is a result of the recent performance of the underlying pool
and reflects Moody's updated loss expectation on the pool.

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

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

Ratings in the US RMBS sector remain exposed to the high level of
macroeconomic uncertainty, and in particular the unemployment rate.
The unemployment rate fell to 4.9% in August 2016 from 5.1% in
August 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 or other policy or regulatory change can impact the
performance of these transactions.


HERTZ VEHICLE II 2015-2: Fitch Affirms BBsf Rating on Cl. D Notes
-----------------------------------------------------------------
Fitch Ratings has affirmed the following notes issued by Hertz
Vehicle Financing II LP (HVF II) as a result of its annual review
of the trust:

   HVF II, Series 2015-2

   -- $189,475,000 Class A notes at 'AAAsf'; Outlook Stable;

   -- $46,209,000 Class B notes at 'Asf'; Outlook Stable;

   -- $14,316,000 Class C notes at 'BBBsf'; Outlook Stable;

   -- $15,111,000 Class D notes at 'BBsf'; Outlook Stable.

   HVF II, Series 2015-3

   -- $265,265,000 Class A notes at 'AAAsf'; Outlook Stable;

   -- $64,692,000 Class B notes at 'Asf'; Outlook Stable;

   -- $20,043,000 Class C notes at 'BBBsf'; Outlook Stable;

   -- $21,156,000 Class D notes at 'BBsf'; Outlook Stable.

   HVF II, Series 2016-1

   -- $332,902,000 Class A notes at 'AAAsf'; Outlook Stable;

   -- $81,187,000 Class B notes at 'Asf'; Outlook Stable;

   -- $25,152,000 Class C notes at 'BBBsf'; Outlook Stable;

   -- $26,549,000 Class D notes at 'BBsf'; Outlook Stable.

   HVF II, Series 2016-2

   -- $425,000,000 Class A notes at 'AAAsf'; Outlook Stable;

   -- $103,648,000 Class B notes at 'Asf'; Outlook Stable;

   -- $32,111,000 Class C notes at 'BBBsf'; Outlook Stable;

   -- $33,894,000 Class D notes at 'BBsf'; Outlook Stable.

   HVF II, Series 2016-3

   -- $299,979,000 Class A notes at 'AAAsf'; Outlook Stable;

   -- $77,116,000 Class B notes at 'Asf'; Outlook Stable;

   -- $22,905,000 Class C notes at 'BBBsf'; Outlook Stable;

   -- $24,177,000 Class D notes at 'BBsf'; Outlook Stable.

   HVF II, Series 2016-4

   -- $299,979,000 Class A notes at 'AAAsf'; Outlook Stable;

   -- $77,116,000 Class B notes at 'Asf'; Outlook Stable;

   -- $22,905,000 Class C notes at 'BBBsf'; Outlook Stable;

   -- $24,177,000 Class D notes at 'BBsf'; Outlook Stable.

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 Dollar Thrifty'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 PV
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
Long-Term Issuer Default Rating (IDR) of Fiat Chrysler Automobiles
NV (FCA), the largest PV OEM in HVF II currently, at 'BB-' in
October 2015, and upgraded the IDR of GM (third largest PV OEM) 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 (NPV) 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
for all class of notes in each series cover or are within range of
Fitch's maximum and minimum expected loss (EL) levels for all
classes under the current 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, while 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

In the initial analyses for all series, Fitch assumed longer
periods for the bankruptcy/liquidation timing scenario and also
considered a scenario whereby the disposition stresses were moved
to the higher end of the range. Finally, Fitch considered a
scenario in which both scenarios were combined, which would produce
the highest amount of stress for the notes. The notes showed
heavier sensitivity to the combined scenarios and could see
downgrades of one to two categories.


JP MORGAN 2013-C15: Fitch Assigns 'BBsf' Rating on Class E Debt
---------------------------------------------------------------
Fitch Ratings has affirmed 15 classes of J.P. Morgan Chase
Commercial Mortgage Securities Trust (JPMBB) commercial mortgage
pass-through certificates series 2013-C15.

KEY RATING DRIVERS

The affirmations reflect the overall stable performance of the
underlying collateral. As of the August 2016 distribution date, the
pool's aggregate principal balance has been reduced by 12.7% to
$1.04 billion from $1.19 billion at issuance. Approximately 46% of
the pool is either partial-term or full-term interest only. Two
loans (2%) were designated as Fitch Loans of Concern and no loans
have been in special servicing since issuance. There is notable
retail and office exposure within the transaction; 32% of the pool
is secured by retail properties and 31.6% is secured by office
properties. Since Fitch's last rating action the largest loan in
the pool, Veritas Multifamily Portfolio, paid off with yield
maintenance.

The largest loan (10.6% of the pool) is secured by the Miracle Mile
Shops, a 448,835 square foot (sf) retail mall located along Las
Vegas Boulevard, at the base of the Planet Hollywood Resort &
Casino, in Las Vegas, NV. The location is a high foot traffic area
along the Las Vegas Strip and includes tenants such as V Theatre,
Planet Hollywood and H&M. The loan has an additional five pari
passu notes for total debt outstanding on the Miracle Mile Shops of
$580 million. The collateral is performing in line with
underwritten expectations with occupancy of 98% (as of March 2016)
and a year-end (YE) 2015 NOI DSCR of 1.45x. The trailing 12 month
in-line sales as of February 2016 are $842 per square foot (psf)
compared to $868 psf in June 2013.

The second largest loan (9.6% of the pool) is secured by 1615 L
Street, a 417,383-sf office building located in downtown
Washington, D.C., four blocks from the White House. The property is
13 stories, was built in 1984 and extensively renovated in 2009.
The property features a renovated six-story marble lobby,
full-service fitness center, common area event space, roof-top
patio and dining area, 24-hour security, a restaurant, and a
287-space below-grade parking garage. Occupancy as of March 31,
2016 was 96%. The servicer-reported NOI DSCR as of YE 2015 was
1.53x compared to 1.24x as of YE 2014. The loan was previously on
the servicer watchlist and has been removed as the DSCR stabilized
due to rent concessions burning off. The full term interest-only
loan has an additional $34.25 million in pari passu debt for total
debt outstanding on the property of $134.25 million.

The Marriott Spring Hill Suites Vernal (0.91% of the pool) is a
Fitch Loan of Concern. The loan is secured by a 97 room, limited
service hotel located in Vernal, UT that was built in 2009. The
property is located in the Uintah Basin which is a source of oil
and gas production. Due to the price of crude oil declining
significantly since 2014 the area is experiencing a reduction in
the number of active drilling rigs. The hotel has suffered a large
drop in occupancy due to a loss in the corporate segment, which
declined over 40% in 2015. The servicer-reported NOI DSCR as of YE
2015 dropped to 0.81x compared to 1.67x as of YE 2014. As of the
March 2016 STAR Report the trailing 12 month occupancy, ADR, RevPAR
declined by 25.3%, 12.6%, and 34.7% respectively.

RATING SENSITIVITIES

The Rating Outlook for all classes remains Stable. Due to the
recent issuance of the transaction and its stable performance,
Fitch does not foresee positive or negative ratings migration until
a material economic or asset-level event changes the transaction's
portfolio-level metrics.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10

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

Fitch has affirmed the following ratings:

   -- $216.3 million class A-2 at 'AAAsf'; Outlook Stable;

   -- $21.4 million class A-3 at 'AAAsf'; Outlook Stable;

   -- $110 million class A-4 at 'AAAsf'; Outlook Stable;

   -- $206.9 million class A-5 at 'AAAsf'; Outlook Stable;

   -- $67.7 million class A-SB at 'AAAsf'; Outlook Stable;

   -- $60.7 million class A-2FL at 'AAAsf'; Outlook Stable;

   -- $ class A-2FX at 'AAAsf'; Outlook Stable;

   -- $93.9 million class A-S at 'AAAsf'; Outlook Stable;

   -- $76 million class B at 'AA-sf'; Outlook Stable;

   -- $44.7 million class C at 'A-sf'; Outlook Stable;

   -- $59.6 million class D at 'BBB-sf'; Outlook Stable;

   -- $23.9 million class E at 'BBsf'; Outlook Stable;

   -- $11.9 million class F at 'Bsf'; Outlook Stable;

   -- $777 million class X-A at 'AAAsf'; Outlook Stable;

   -- $76 million class X-B at 'AA-sf'; Outlook Stable.

The class A-1 certificates have paid in full. Fitch does not rate
the class NR or the interest-only class X-C certificates.


JPMBB COMMERCIAL 2014-C23: Moody's Hikes Cl. UH5 Debt Rating to Ba3
-------------------------------------------------------------------
Moody's Investors Service has upgraded one class and affirmed the
ratings on 11 classes in JPMBB Commercial Mortgage Securities Trust
2014-C23 as:

  Cl. A-1, Affirmed Aaa (sf); previously on Sept. 10, 2015,
   Affirmed Aaa (sf)
  Cl. A-2, Affirmed Aaa (sf); previously on Sept. 10, 2015,
   Affirmed Aaa (sf)
  Cl. A-3, Affirmed Aaa (sf); previously on Sept. 10, 2015,
   Affirmed Aaa (sf)
  Cl. A-4, Affirmed Aaa (sf); previously on Sept. 10, 2015,
   Affirmed Aaa (sf)
  Cl. A-5, Affirmed Aaa (sf); previously on Sept, 10, 2015,
   Affirmed Aaa (sf)
  Cl. A-SB, Affirmed Aaa (sf); previously on Sept. 10, 2015,
   Affirmed Aaa (sf)
  Cl. A-S, Affirmed Aa1 (sf); previously on Sept. 10, 2015,
   Affirmed Aa1 (sf)
  Cl. B, Affirmed Aa3 (sf); previously on Sept. 10, 2015, Affirmed

   Aa3 (sf)
  Cl. C, Affirmed A3 (sf); previously on Sept. 10, 2015, Affirmed
   A3 (sf)
  Cl. EC, Affirmed A1 (sf); previously on Sept. 10, 2015, Affirmed

   A1 (sf)
  Cl. UH5*, Upgraded to Ba3 (sf); previously on Sept. 10, 2015,
   Affirmed B1 (sf)
  Cl. X-A, Affirmed Aa1 (sf); previously on Sept. 10, 2015,
   Affirmed Aa1 (sf)

*Reflects Loan Specific Class (U-Haul Portfolio 5)

                        RATINGS RATIONALE

The ratings on the nine P&I classes, Classes A-1 through C, were
affirmed because the transaction's key metrics, including Moody's
loan-to-value (LTV) ratio, Moody's stressed debt service coverage
ratio (DSCR) and the transaction's Herfindahl Index (Herf), are
within acceptable ranges.

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

The rating on the exchangeable class, Class EC, was affirmed based
on the credit performance of its exchangeable classes.

The rating on the non-pooled rake class, Class UH5, was upgraded
based on improvement in the loan's key metrics, including Moody's
loan-to-value (LTV) ratio and Moody's stressed debt service
coverage ratio (DSCR), as a result of paydowns from loan
amortization.  The rake class is supported by the subordinate debt
associated with the U-Haul Self Storage Portfolio Loan.

Moody's rating action reflects a base expected loss of 4.4% of the
current balance, compared to 4.6% at Moody's last review.  Moody's
base expected loss plus realized losses is now 4.3% of the original
pooled balance, compared to 4.6% at the last review. Moody's
provides a current list of base expected losses for conduit and
fusion CMBS transactions on moodys.com at:

   http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

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.

METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in these ratings was "Approach to
Rating US and Canadian Conduit/Fusion CMBS" published in December
2014.

                     DESCRIPTION OF MODELS USED

Moody's review used the excel-based CMBS Conduit Model, which it
uses for both conduit and fusion transactions.  Credit enhancement
levels for conduit loans are driven by property type, Moody's
actual and stressed DSCR, and Moody's property quality grade (which
reflects the capitalization rate Moody's uses to estimate Moody's
value).  Moody's fuses the conduit results with the results of its
analysis of investment grade structured credit assessed loans and
any conduit loan that represents 10% or greater of the current pool
balance.

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 27, the same as at Moody's last review.

                       DEAL PERFORMANCE

As of the Aug. 17, 2016, distribution date, the transaction's
aggregate pooled certificate balance has decreased by 1.0% to
$1.342 billion from $1.355 billion at securitization. The pooled
certificates are collateralized by 65 mortgage loans ranging in
size from less than 1% to 8% of the pool, with the top ten loans
constituting 51% of the pool.  There are no loans with
investment-grade structured credit assessments or that have
defeased.

Six loans, constituting 8% 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 there are two loans
in special servicing, representing $9.9 million (less than 1% of
the pool).  Both loans are secured by a Microtel Inn and Suites
hotel.  One Hotel is located in St. Clairsville, Ohio and the other
in Triadelphia, West Virginia.  Both loans transferred to special
servicing in July 2016 due to payment default.  The special
servicer is reviewing both loans to determine the workout strategy
going forward.

Moody's received full year 2015 operating results for 100% of the
pool and partial year 2016 operating results for 85% of the pool.
Moody's weighted average conduit LTV is 111%, compared to 113% at
last review.  Moody's conduit component excludes loans with
structured credit assessments, defeased and CTL loans, and
specially serviced and troubled loans.  Moody's net cash flow (NCF)
reflects a weighted average haircut of 11.7% 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 1.57X and 0.95X,
respectively, compared to 1.56X and 0.92X at 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 23% of the pool balance.  The
largest loan is the 17 State Street Loan ($105.0 Million -- 7.8% of
the pool), which represents a pari passu portion of a $180.0
million mortgage loan.  The loan is secured by a 42-story, Class-A
office tower located in downtown New York, New York.  The tower
contains 560,210 square feet (SF) of net rentable area and
floor-to-ceiling windows overlooking both Battery Park and the New
York Harbor.  As of June 2016, the property was 97% leased,
compared to 91% at last review.  Moody's LTV and stressed DSCR are
119% and 0.79X, respectively, the same as at last review.

The second largest loan is the Columbus Square Portfolio ($103.8
million -- 7.7% of the pool), which represents a pari passu portion
of a $400.0 million mortgage loan.  The loan is secured by five
mixed-use buildings containing approximately 500,000 SF and located
on the Upper West Side neighborhood of New York, NY.  The property
contains 31 condominium units at 775, 795, 805, 808 Columbus Avenue
and 801 Amsterdam Avenue.  The retail component, which contains
approximately 276,000 SF is anchored by a Whole Foods, TJ Maxx, and
Michaels.  All buildings were built between 2007 through 2008.  As
of March 2016, the property was 96% leased, essentially the same as
at last review.  Moody's LTV and stressed DSCR are 130% and 0.67X,
respectively, the same as at same as at last review.

The third largest loan is the Wyvernwood Apartments Loan ($103.0
million -- 7.7% of the pool).  The loan is secured by a Class C
residential property with the improvements developed in phases
during 1938 and 1965.  The collateral structures primarily consists
of 151 two-story apartment buildings situated on approximately 61
acres of land.  Amenities include fully equipped kitchens, computer
lab, laundry facilities, open landscaped grounds and a playground.
As of March 2016, the property was 99% leased, the same as at last
review.  Moody's LTV and stressed DSCR are 120% and 0.79X,
respectively, the same as at last review.


KEYCORP STUDENT 2005-A: Fitch Cuts Class II-C Debt Rating to 'Bsf'
------------------------------------------------------------------
Fitch Ratings upgrades the rating of the class II-A-4 notes,
affirms class II-B and downgrades class II-C notes of KeyCorp
Student Loan Trust 2005-A (Group II). The Rating Outlook for class
II-A is revised to Stable from positive and II-B is Stable, while
class II-C remains Negative.

The upgrade of class II-A-4 is based on a sufficient loss coverage
multiple commensurate with a 'AAAsf' rating. The class II-A-4
parity level has increased to 302.1%.

The downgrade of class II-C is due to an insufficient loss coverage
multiple to maintain its current rating of 'BBsf'. Additionally, it
is unlikely the current reported parity of 101% will increase,
since the trust has reached it cash release level.

KEY RATING DRIVERS

Collateral Quality: The trust is collateralized by approximately
$171 million private student loans as of June 2016. The loans were
originated primarily by KeyBank, NA. The projected remaining
defaults are expected to range between 16%-20% as a percentage of
current principal balance. A recovery rate of 10% was applied which
was determined to be appropriate based on data provided by the
issuer.

Credit Enhancement (CE): CE is provided by overcollateralization,
excess spread and subordination for the class A and B notes.
Additionally, the trust can receive excess from its bifurcated KSLT
2005-A Group I pool. As of the June 2016 distribution, the reported
total parity without including funds in the reserve account is
101%, which is also the target release level. Fitch gives credit to
the reserve balance and calculated the class A, B and C parity
ratios as 302.1%, 132.4%, and 104.5% respectively.

Liquidity Support: Liquidity support for the trust is provided by a
debt service reserve fund which is currently at $6 million,
representing approximately 3.5% of the outstanding pool balance.

Servicing Capabilities: Day-to-day servicing is provided by
KeyBank, NA (master servicer), Pennsylvania Higher Education
Assistance Agency (sub-servicer), and Great Lakes Educational Loan
Services, Inc. (sub-servicer). Fitch believes the servicing
operations are acceptable servicers of student loans due to their
long history.

CRITERIA VARIATIONS

Under the 'Counterparty Criteria for Structured Finance and Covered
Bonds', dated Sept. 1, 2016, Fitch looks to its own ratings in
analyzing counterparty risk and assessing a counterparty's
creditworthiness. The definition of the permitted investment for
this deal allows possibility of using investments that do not meet
Fitch's criteria, this represents a criteria variation. Since the
only available funds to invest in are those held in the Collection
Account, and the funds can only be invested for a short duration of
three months given the payment frequency of the notes, Fitch does
not believe such variation has a measurable impact upon the ratings
assigned.

RATING SENSITIVITIES

As Fitch's base case default proxy is derived primarily from
historical collateral performance, actual performance may differ
from the expected performance, resulting in higher loss levels than
the base case. This will result in a decline in CE and remaining
loss coverage levels available to the bonds and may make certain
bond ratings susceptible to potential negative rating actions,
depending on the extent of the decline in coverage. Fitch will
continue to monitor the performance of the trust.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10

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

Fitch takes the following rating actions:

   KeyCorp Student Loan Trust 2005-A (Group II)

   -- Class II-A-4 upgraded to 'AAAsf' from 'AAsf'; revised
      Outlook to Stable from Positive;

   -- Class II-B affirmed at 'BBBsf'; Outlook Stable;

   -- Class II-C downgraded to 'Bsf' from 'BBsf'; Outlook
      Negative.


LAKESIDE CDO I: Moody's Hikes Rating on Class A-1 Notes to Ba3
--------------------------------------------------------------
Moody's Investors Service has upgraded the rating on notes issued
by Lakeside CDO I Ltd.:

  $624,000,000 Class A-1 First Priority Senior Secured Floating
   Rate Notes (current outstanding balance of $64,261,954.87),
   Upgraded to Ba3 (sf); previously on June 18, 2015, Upgraded to
   Caa1 (sf)

Lakeside CDO I, LTD., issued in December 2003, is a collateralized
debt obligation backed primarily by a portfolio of RMBS and CDOs
originated in 2003 and 2004.

                       RATINGS RATIONALE

The rating action is primarily due to the deleveraging of the
senior notes and an increase in the transaction's
over-collateralization ratios since September 2015.  The Class A-1
notes have paid down by approximately $27.9 million or 30.3%, since
that time.  Based on Moody's calculation, the
over-collateralization ratio for the Class A-1 is currently 148.7%
versus 131.4% in September 2015.  The paydown of the Class A-1
notes is partially the result of interest and principal collections
from certain assets treated as defaulted by the trustee in amounts
materially exceeding expectations.

The deal has also benefited from an improvement in the credit
quality of the underlying portfolio since September 2015.  Based on
Moody's calculation, the weighted average rating factor is
currently 618, compared to 808 in September 2015.

Methodology Underlying the Rating Action

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

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

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

  1) Macroeconomic uncertainty: Primary causes of uncertainty
     about assumptions are the extent of any deterioration in
     either consumer or commercial credit conditions and in the
     residential real estate property markets.  The residential
     real estate property market's uncertainties include housing
     prices; the pace of residential mortgage foreclosures, loan
     modifications and refinancing; the unemployment rate; and
     interest rates.

  2) Deleveraging: One source of uncertainty in this transaction
     is whether deleveraging from principal proceeds, recoveries
     from defaulted assets, and excess interest proceeds will
     continue and at what pace.  Faster than expected deleveraging

     could have a significantly positive impact on the notes'
     ratings.

  3) Recovery of defaulted assets: The amount of recoveries
     received from defaulted assets reported by the trustee and
     those that Moody's assumes as having defaulted as well as the

     timing of these recoveries create additional uncertainty.
     Moody's analyzed defaulted assets assuming limited
     recoveries, and therefore, realization of any recoveries
     exceeding Moody's expectation in the future would positively
     impact the notes' ratings.

Loss and Cash Flow Analysis

Moody's applies a Monte Carlo simulation framework in Moody's
CDOROM to model the loss distribution for SF CDOs.  The simulated
defaults and recoveries for each of the Monte Carlo scenarios
define the reference pool's loss distribution. Moody's then uses
the loss distribution as an input in the CDOEdge cash flow model.

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

Ba1 and below ratings notched up by two rating notches (355):
Class A-1: +1
Class A-2: 0
Class B: 0

Ba1 and below ratings notched down by two notches (936):
Class A-1: -1
Class A-2: 0
Class B: 0


LB-UBS COMMERCIAL 2006-C3: S&P Lowers Rating on 4 Certs. to D
-------------------------------------------------------------
S&P Global Ratings affirmed its ratings on three classes of
commercial mortgage pass-through certificates from LB-UBS
Commercial Mortgage Trust 2006-C3, a U.S. commercial
mortgage-backed securities (CMBS) transaction.  In addition, S&P
lowered its ratings on five other classes from the same transaction
and removed three of the lowered ratings from CreditWatch with
negative implications.

S&P's rating actions on the certificates 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.

The downgrades on classes E and F reflect credit support erosion
that S&P anticipates will occur upon the eventual resolution of the
six assets ($86.2 million, 91.6%) with the special servicer
(discussed below).  They also reflect reduced liquidity support
available to these classes because of ongoing interest shortfalls
and expected future appraisal subordination entitlement reductions.
In addition, S&P lowered its rating on class F to
'D (sf)' because S&P expects the accumulated interest shortfalls to
remain outstanding for the foreseeable future.  Class F has
accumulated interest shortfalls outstanding for seven months.

S&P also lowered its ratings on classes NBT2, NBT3, and NBT4 to
'D (sf)' because S&P expects the accumulated interest shortfalls,
which have been outstanding for seven consecutive months, to remain
outstanding for the foreseeable future.  The performance of all
three classes depends upon the Northborough Tower real estate-owned
(REO) asset.  The REO asset is a 206,553-sq.-ft. office property
located in Houston, Texas.  The property is 99% economically
occupied by a tenant that has vacated the property but continues to
perform under a lease that expires in April 2018. The special
servicer, C-III Asset Management LLC (C-III), has engaged
Transwestern Co. to market the property for sale.  S&P previously
anticipated the asset resolution to occur by
th end of September 2016.

According to the Aug. 17, 2016, trustee remittance report, the
current monthly interest shortfalls to the pooled certificates
total $60,615 and resulted primarily from:

   -- Appraisal subordinate entitlement reduction amounts totaling

      $41,000; and

   -- Special servicing fees totaling $19,608

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

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 current and
future performance of the transaction's collateral, the transaction
structure, and liquidity support available to the classes.

While available credit enhancement levels suggest positive rating
movements on classes B and C, our analysis also considered the
susceptibility to reduced liquidity support from the six specially
serviced assets ($86.2 million, 91.6%).

                       TRANSACTION SUMMARY

As of the Aug. 17, 2016, trustee remittance report, the collateral
pool balance was $94.1 million (this excludes the nonpooled balance
of the Northborough Tower REO asset), which is 5.5% of the pool
balance at issuance.  The pool currently includes six loans and one
REO asset, down from 118 loans at issuance.  Six of these assets
($86.2 million, 91.6%) are with the special servicer; one ($7.9
million, 8.4%) is on the master servicer's watchlist.  The master
servicer, Wells Fargo Bank N.A., reported financial information for
100% of the loans in the pool, of which 90.1% was year-end 2015
data, and the remainder was partial-year 2015 data.

For the sole performing loan in the pool, S&P calculated a 0.44x
S&P Global Ratings' weighted average debt service coverage (DSC)
and 220% S&P Global Ratings' weighted average loan-to-value ratio
using a 7.50% S&P Global Ratings' weighted average capitalization
rate.

To date, the transaction has experienced $138.5 million in
principal losses, or 8.2% of the original pool trust balance.  S&P
expects losses to reach approximately 9.9% of the original pool
trust balance in the near term, based on losses incurred to date
and additional losses S&P expects upon the eventual resolution of
the six specially serviced assets.

                       CREDIT CONSIDERATIONS

As of the Aug. 17, 2016, trustee remittance reports, six assets in
the pool were with C-III. Details of the two largest specially
serviced assets are:

The 1 Allen Bradley Drive loan ($52.7 million, 56.0%) is the
largest loan in the pool and has a total reported exposure of $53.0
million.  The loan is secured by an office property totaling
462,000 sq. ft. and is located in Mayfield Heights, Ohio.  The loan
was transferred to the special servicer on March 14, 2016, because
of maturity default. C-III stated that it is evaluating its
options.  The loan is current in payment status as of August 2016.
The reported DSC and occupancy as of year-end 2015 were 1.30x and
100%, respectively.  There is no appraisal reduction amount (ARA)
in effect against the loan.  S&P expects a moderate loss upon this
loan's eventual resolution.

The 950 Herndon Parkway loan ($17.2 million, 18.2%) has a total
reported exposure of $17.7 million.  The loan is secured by an
office property totaling 91,920 sq. ft. and is located in Herndon,
Va.  The loan was transferred to special servicer on Jan. 27, 2016,
because of maturity default.  C-III stated that it is pursuing
foreclosure.  The reported DSC and occupancy as of year-end 2015
were 0.76x and 81.5%, respectively.  There is no ARA in effect
against the loan.  S&P expects a moderate loss upon this loan's
eventual resolution.

The four remaining assets with the special servicer each have
individual balances that represent less than 9.0% of the total pool
trust balance.  S&P estimated losses for the six specially serviced
assets, arriving at a weighted-average loss severity of 34.6%.

With respect to the specially serviced assets noted above, a
moderate loss is 26%-59%.

RATINGS LIST

LB-UBS Commercial Mortgage Trust 2006-C3
Commercial mortgage pass through certificates series 2006-C3

                                   Rating
Class    Identifier          To                From
B        52108MFW8           B (sf)            B (sf)
C        52108MFX6           B- (sf)           B- (sf)
D        52108MFY4           B- (sf)           B- (sf)
E        52108MFZ1           CCC (sf)          B- (sf)
F        52108MGA5           D (sf)            CCC- (sf)
NBT-2    52108MGW7           D (sf)            BBB- (sf)/Watch Neg
NBT-3    52108MGX5           D (sf)            CCC- (sf)/Watch Neg
NBT-4    52108MGY3           D (sf)            CCC- (sf)/Watch Neg


MASTR ASSET 2003-4: Moody's Assigns Ba3 Rating on Cl. 30-A-X Bonds
------------------------------------------------------------------
Moody's Investors Service has issued new ratings on certain bonds
from MASTR Asset Securitization Trust 2003-4, backed by Prime Jumbo
RMBS loans.  Previously, ratings on these bonds had been mistakenly
withdrawn.

Complete rating actions are:

Issuer: MASTR Asset Securitization Trust 2003-4

  Cl. PO, Assigned to Baa1 (sf); previously on Aug. 18, 2016,
   Withdrawn (sf)
  Cl. 6-A-3, Assigned to Baa1 (sf); previously on Aug. 18, 2016,
   Withdrawn (sf)
  Cl. 6-A-9, Assigned to Baa1 (sf); previously on Aug. 18, 2016,
   Withdrawn (sf)
  Cl. 6-A-10, Assigned to Baa1 (sf); previously on Aug. 18, 2016,
   Withdrawn (sf)
  Cl. 6-A-11, Assigned to Baa1 (sf); previously on Aug. 18, 2016,
   Withdrawn (sf)
  Cl. 6-A-16, Assigned to Baa1 (sf); previously on Aug. 18, 2016,
   Withdrawn (sf)
  Cl. 6-A-17, Assigned to Baa3 (sf); previously on Aug. 18, 2016,
   Withdrawn (sf)
  Cl. 6-B-3, Assigned to Ca (sf); previously on Aug. 18, 2016,
   Withdrawn (sf)
  Cl. 30-A-X, Assigned to Ba3 (sf); previously on Aug. 18, 2016,
   Withdrawn (sf)

                        RATINGS RATIONALE

On Aug. 18, 2016, the ratings previously assigned to group six of
this transaction were mistakenly withdrawn due to an administrative
error.  As a result, new ratings are being issued for group six.
The actions also reflect the recent performance of the underlying
pool and Moody's updated loss expectation on the pool.

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

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

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 4.9% in August 2016 from 5.1% in
August 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 or other policy or regulatory change can impact the
performance of these transactions.


MERRILL LYNCH 2006-C2: S&P Raises Rating on Cl. AJ Certs to BB-
---------------------------------------------------------------
S&P Global Ratings raised its rating on the class A-J commercial
mortgage pass-through certificates from Merrill Lynch Mortgage
Trust 2006-C2, a U.S. commercial mortgage-backed securities (CMBS)
transaction.  At the same time, S&P affirmed its rating on class B
from the same transaction.

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

S&P raised its rating on class A-J to 'BB- (sf)' from 'B (sf)' to
reflect its expectation of the available credit enhancement for
this class, which S&P believes is greater than its most recent
estimate of necessary credit enhancement for the rating level.  The
upgrade also reflects S&P's views regarding the current and future
performance of the transaction's collateral, the available
liquidity support, and the significant reduction in the trust
balance.

While available credit enhancement suggests further positive rating
movement on class A-J, our analysis also considered the
certificates' susceptibility to reduced liquidity support from the
eight specially serviced loans ($32.8 million, 50.8%).

The affirmation of the 'CCC (sf)' rating on class B, which has
carried accumulated interest shortfalls for the past five
consecutive months, reflects S&P's belief that the class is
susceptible to ongoing interest shortfalls due to the eight
specially serviced loans.  As of the Aug. 30, 2016, revised trustee
remittance report, the trust experienced net interest shortfalls of
$99,364, primarily reflecting: $51,616 in workout fees, $48,807 in
interest deferred on modified loans, and $4,461 in net special
servicing fees.

                        TRANSACTION SUMMARY

As of the Aug. 30, 2016, revised trustee remittance report, the
collateral pool balance was $64.5 million, which is 4.2% of the
pool balance at issuance.

The pool currently includes 12 loans (reflecting crossed loans),
down from 121 loans at issuance.  Eight of these loans are with the
special servicer (including one loan that was transferred after the
release of the August 2016 trustee remittance report), and one loan
($9.1 million, 14.1%) is on the master servicers' combined
watchlist.  The master servicers, Wells Fargo Bank N.A. and
Prudential Asset Resources, reported financial information for
84.4% of the loans in the pool, all of which was either
partial-year or year-end 2015 data.

Excluding the eight specially serviced assets and two subordinate B
hope notes ($8.8 million, 13.6%), we calculated a 1.18x S&P Global
Ratings' weighted average debt service coverage (DSC) and 56.7% S&P
Global Ratings' weighted average loan-to-value (LTV) ratio using a
7.63% S&P Global Ratings' weighted average capitalization rate for
the performing loans in the transaction.

To date, the transaction has experienced $147.3 million in
principal losses, or 9.6% of the original pool trust balance.  S&P
expects losses to reach approximately 10.0% of the original pool
trust balance in the near term, based on losses incurred to date
and additional losses S&P expects upon the eventual resolution of
the specially serviced loans.

                       CREDIT CONSIDERATIONS

As of the Aug. 30, 2016, revised trustee remittance report, eight
loans in the pool were with the special servicer, C-III Asset
Management LLC (C-III).  Details of the two largest specially
serviced loans are:

   -- Windmill Lakes ($7.8 million, 12.1%) is the third-largest
      loan in the pool and has a reported total exposure of
      $7.9 million.  The loan is secured by a 70,949-sq.-ft retail

      property in Batavia, Ill.  The loan was transferred to C-III

      in July 2016 due to maturity default.  The reported DSC and
      occupancy as of year-end 2015 were 1.04x and 94.8%,
      respectively.  S&P expects a minimal loss upon this loan's
      eventual resolution.

   -- The SSA - Roseville, CA loan ($5.5 million, 8.6%) has a
      reported total exposure of $5.6 million.  The loan is
      secured by a 24,500-sq.-ft. suburban office in Roseville,
      Calif.  The loan was transferred to C-III in July 2016 due
      to maturity default.  The reported DSC and occupancy as of
      year-end 2015 were 2.12x and 100.0%, respectively.  S&P
      expects a minimal loss upon this loan's eventual resolution.

The six remaining assets with the special servicer each have
individual balances that represent less than 8.5% of the total pool
trust balance.  S&P estimated losses for the eight specially
serviced assets, arriving at a weighted-average loss severity of
21.3%.

With respect to the specially serviced assets noted above, a
minimal loss is less than 25%.

RATINGS LIST

Merrill Lynch Mortgage Trust 2006-C2
Commercial mortgage pass-through certificates series 2006-C2
                                   Rating
Class             Identifier       To                  From
AJ                59022KAG0        BB- (sf)            B (sf)
B                 59022KAH8        CCC (sf)            CCC (sf)


NATIONAL COLLEGIATE 2005-1: Fitch Rates 3 Tranches 'Bsf'
--------------------------------------------------------
Fitch Ratings affirms all notes issued by National Collegiate
Student Loan Trust 2005-1, National Collegiate Student Loan Trust
2005-2 and National Collegiate Student Loan Trust 2005-3.

KEY RATING DRIVERS

Collateral Quality: All trusts are collateralized by private
student loans originated by First Marblehead Corporation. At deal
inception all loans were guaranteed by The Education Resources
Institute (TERI), but no credit was given to the TERI guaranty
since TERI filed for bankruptcy on April 7, 2008. The remaining
defaults for all trusts is projected to be 20-25% of the current
balance, and recoveries are conservatively estimated to be 25%
based on historical levels indicated in the distribution report.

Credit Enhancement: The trusts are under-collateralized as total
parity is less than 100%. Senior notes benefit from subordination
provided by the junior notes.

Liquidity Support: Liquidity support for the notes is provided by a
reserve account for each trust.

Servicing Capabilities: Pennsylvania Higher Education Assistance
Agency services between 96%-100% of each portfolio. Xerox Education
Services, Great Lakes Educational Loan Services Inc., and Firstmark
Services LLC service the remaining loans. Fitch believes all four
servicers are acceptable servicers of private student loans based
on their long servicing histories.

Criteria Variations:
Under the Counterparty Criteria for Structured Finance and Covered
Bonds, dated July 18, 2016, Fitch looks to its own ratings in
analyzing counterparty risk and assessing a counterparty's
creditworthiness. The definition of the permitted investment for
this deal allows possibility of using investments that do not meet
Fitch's criteria, this represents a criteria variation. Fitch
doesn't believes such variation have a measurable impact upon the
ratings assigned.

RATING SENSITIVITIES

As Fitch's base case default proxy is derived primarily from
historical collateral performance, actual performance may differ
from the expected performance, resulting in higher loss levels than
the base case. This will result in a decline in CE and remaining
loss coverage levels available to the notes and may make certain
note ratings susceptible to potential negative rating actions,
depending on the extent of the decline in coverage.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10

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

Fitch has affirmed the following ratings:

   National Collegiate Student Loan Trust 2005-1

   -- Class A-4 at 'Bsf'; Outlook Negative;

   -- Class A-5-1 at 'Bsf'; Outlook Negative;

   -- Class A-5-2 at 'Bsf'; Outlook Negative;

   -- Class B at 'Csf'; RE 0%;

   -- Class C at 'Csf'; RE 0%.

   National Collegiate Student Loan Trust 2005-2

   -- Class A-4 at 'Csf'; RE 80%;

   -- Class A-5-1 at 'Csf'; RE 80%;

   -- Class A-5-2 at 'Csf'; RE 80%;

   -- Class B at 'Csf'; RE 0%;

   -- Class C at 'Csf'; RE 0%.

   National Collegiate Student Loan Trust 2005-3

   -- Class A-4 at 'CCsf'; RE 85%;

   -- Class A-5-1 at 'CCsf'; RE 85%;

   -- Class A-5-2 at 'CCsf'; RE 85%;

   -- Class B at 'Csf'; RE 0%;

   -- Class C at 'Csf'; RE 0%.


NAVITAS EQUIPMENT 2016-1: Fitch Gives 'BB+sf' Rating on Cl. C Debt
------------------------------------------------------------------
Fitch Ratings expects to assign the following ratings and Rating
Outlooks to the Navitas Equipment Receivables LLC, Series 2016-1
notes:

   -- $60,100,000 class A-1 asset-backed notes 'NRsf';

   -- $108,138,000 class A-2 asset-backed notes 'Asf'; Outlook
      Stable;

   -- $25,214,000 class B asset-backed notes 'BBBsf'; Outlook
      Stable;

   -- $6,251,000 class C asset-backed notes 'BB+sf'; Outlook
      Stable;

   -- $3,178,000 class D asset-backed notes 'B+sf'; Outlook
      Stable.

KEY RATING DRIVERS

Ratings Capped at 'Asf': The ratings for 2016-1 are capped at 'Asf'
given that this is the first Navitas ABS transaction rated by
Fitch, a relatively limited operating history of managed portfolio
performance through a full economic cycle, and no paid in full
(PIF) ABS transactions.

Diversified Equipment Types: Equipment types are highly diversified
within 2016-1, with the highest concentration being titled
equipment (primarily trucks) at 13.98%. The next two largest
concentrations are Industrial and Medical Laser at 8.60% and 6.39%,
respectively. This diversification is consistent with Navitas'
managed portfolio.

Prefunding Account: The 2016-1 transaction includes a prefunding
account sized to 20% of the total collateral balance. As this
introduces uncertainty regarding the final makeup of the collateral
pool, a prefunding stress was incorporated into Fitch's CGD proxy
derivation.

Improving but Limited Asset Performance: Despite limited
performance data, Navitas' managed static performance has improved
in recent years. As such, Fitch reflected the use of proxy data
from comparable small-ticket equipment originators in the
derivation of its CGD proxy, which is 3.60% after incorporating the
prefunding stress mentioned above.

Sufficient Credit Enhancement: All classes benefit from a cash
reserve account and overcollateralization (OC). Total initial hard
credit enhancement (CE) is 21.85%, 9.95%, 7.00% and 5.50% for the
class A, B, C and D notes, respectively.

Quality of Origination, Underwriting and Servicing: Navitas has
demonstrated adequate abilities as originator, underwriter and
servicer as evidenced by historical delinquency and loss
performance of securitized trusts and the managed portfolio.

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

RATING SENSITIVITIES

Unanticipated increases in the frequency of defaults and loss
severity on defaulted receivables could produce CNL levels higher
than the base case and could result in potential rating actions on
the notes. Fitch evaluated the sensitivity of the ratings assigned
to Navitas Equipment Receivables LLC, Series 2016-1 to increased
CNL over the life of the transaction. Fitch's analysis found that
the transaction displays varying sensitivity to increased CNL for
different classes. The class A notes display little to no
sensitivity under Fitch's severe (2.5x base case) loss scenario and
would likely retain their initial ratings. The class B notes
display increased sensitivity under Fitch's sever loss scenario,
and would likely be downgraded into the 'Bsf' category. The class C
and D notes display the most sensitivity to Fitch's sever loss
scenario, which would likely result in them being downgraded into a
distressed rating category.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10

Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by KPMG LLP. The third-party due diligence described in
Form 15E focused on comparing or recalculating certain information
with respect to 150 receivables.


NELNET STUDENT 2008-4: Moody's Lowers Cl. A-4 Debt Rating to Ba1
----------------------------------------------------------------
Moody's Investors Service has confirmed the ratings of five classes
of notes, upgraded the ratings of six classes of notes, and
downgraded the ratings of nine classes of notes issued in 12
student loan securitizations sponsored by Nelnet, Inc.  The
securitizations are backed by student loans originated under the
Federal Family Education Loan Program (FFELP) that are guaranteed
by US government for a minimum of 97% of defaulted principal and
accrued interest.

Complete rating actions are:

Issuer: Nelnet Student Loan Trust 2004-3
  Cl. B, Upgraded to Aaa (sf); previously on June 14, 2016,
   Aa1 (sf) Placed Under Review for Possible Upgrade

Issuer: Nelnet Student Loan Trust 2004-4
  Cl. B, Upgraded to Aaa (sf); previously on June 14, 2016,
   Aa1 (sf) Placed Under Review for Possible Upgrade

Issuer: Nelnet Student Loan Trust 2005-1
  Cl. A-5, Confirmed at Aaa (sf); previously on June 14, 2016,
   Aaa (sf) Placed Under Review for Possible Downgrade
  Cl. B, Upgraded to Aaa (sf); previously on June 14, 2016,
   Aa1 (sf) Placed Under Review for Possible Upgrade

Issuer: Nelnet Student Loan Trust 2005-2
  Cl. B, Upgraded to Aaa (sf); previously on June 14, 2016,
   Aa1 (sf) Placed Under Review for Possible Upgrade

Issuer: Nelnet Student Loan Trust 2005-3
  Cl. B, Upgraded to Aaa (sf); previously on June 14, 2016,
   Aa1 (sf) Placed Under Review for Possible Upgrade

Issuer: Nelnet Student Loan Trust 2006-1

  Cl. A-6, Downgraded to A2 (sf); previously on June 14, 2016,
   Aaa (sf) Placed Under Review for Possible Downgrade
  Cl. B, Downgraded to A2 (sf); previously on June 14, 2016,
   Aa1 (sf) Placed Under Review for Possible Downgrade

Issuer: Nelnet Student Loan Trust 2006-3
  Cl. A-4, Confirmed at Aaa (sf); previously on June 14, 2016,
   Aaa (sf) Placed Under Review for Possible Downgrade
  Cl. A-5, Confirmed at Aaa (sf); previously on June 14, 2016,
   Aaa (sf) Placed Under Review for Possible Downgrade
  Cl. A-6, Confirmed at Aaa (sf); previously on June 14, 2016,
   Aaa (sf) Placed Under Review for Possible Downgrade
  Cl. B, Upgraded to Aaa (sf); previously on June 14, 2016,
   Aa1 (sf) Placed Under Review Direction Uncertain

Issuer: Nelnet Student Loan Trust 2008-2
  Cl. A-4, Downgraded to Aa1 (sf); previously on June 14, 2016,
   Aaa (sf) Placed Under Review for Possible Downgrade

Issuer: Nelnet Student Loan Trust 2008-3
  Cl. A-4, Downgraded to Baa3 (sf); previously on June 22, 2015,
   Aaa (sf) Placed Under Review for Possible Downgrade

Issuer: Nelnet Student Loan Trust 2008-4
  Cl. A-4, Downgraded to Ba1 (sf); previously on June 22, 2015,
   Aaa (sf) Placed Under Review for Possible Downgrade
  Cl. B, Confirmed at Ba2 (sf); previously on June 14, 2016,
   Ba2 (sf) Placed Under Review Direction Uncertain

Issuer: Nelnet Student Loan Trust 2012-3
  Class A Notes, Downgraded to Aa1 (sf); previously on June 14,
   2016, Aaa (sf) Placed Under Review for Possible Downgrade
  Class B Notes, Downgraded to A1 (sf); previously on June 14,
   2016, Aa1 (sf) Placed Under Review for Possible Downgrade

Issuer: Nelnet Student Loan Trust 2014-2
  Class A-3 Notes, Downgraded to A1 (sf); previously on June 14,
   2016, Aaa (sf) Placed Under Review for Possible Downgrade
  Class B Notes, Downgraded to A1 (sf); previously on June 14,
   2016, Aa1 (sf) Placed Under Review for Possible Downgrade

                         RATINGS RATIONALE

The downgrades are a result of Moody's analysis indicating that the
tranches will not pay off by final maturity dates in either some or
all of Moody's 28 cash flow scenarios, thus causing the tranches to
incur expected losses that are higher than the expected loss
benchmarks set in Moody's idealized loss tables for the current
ratings.  The low payment rates on the underlying securitized pools
of FFELP student loans are driven primarily by persistently high
levels of loans to borrowers in non-standard payment plans,
including deferment, forbearance and Income-Based Repayment (IBR),
as well as by the relatively low rates of voluntary prepayments.

The upgrades and confirmations are primarily a result of Moody's
analysis indicating that the tranches are likely to either
successfully pay off by maturity dates, or that their expected
losses across Moody's cash flow scenarios are respectively either
lower or consistent with the expected loss benchmarks in Moody's
idealized loss tables for the current tranche ratings.

In these rating actions Moody's also considered transaction
structure features that might protect the deals from default as a
result of the tranches not fully amortizing by their maturity
dates.  One of such features includes Nelnet's ability to
optionally call the notes on the earlier of a specified date or the
10% pool factor (i.e., when the balance of the collateral pool
declines to 10% of the initial pool balance).  Nelnet's consistent
exercise of this option in the past demonstrates its willingness
and ability to support the transactions and making sure the
tranches do not default at maturity.  Another feature includes the
requirement that the Indenture trustee initiates a sale of the
underlying student loan pools if Nelnet does not notify it of its
intent to call the bonds.  The sale of the student loan pools will
take place only if the proceeds will be sufficient to pay off all
outstanding notes.

The principal methodology used in these ratings was "Moody's
Approach to Rating Securities Backed by FFELP Student Loans"
published in August 2016. Please see the Ratings Methodologies page
on www.moodys.com for a copy of this methodology.

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

Up
Moody's could upgrade the ratings if the paydown speed of the loan
pool increases as a result of declining borrower usage of
deferment, forbearance and IBR, increasing voluntary prepayment
rates, or prepayments with proceeds from sponsor repurchases of
student loan collateral. Moody's could also upgrade the rating
owing to a build-up in credit enhancement.

Down

Moody's could downgrade the ratings if the paydown speed of the
loan pool declines as a result of low voluntary prepayments, and
high deferment, forbearance and IBR rates, which would threaten
full repayment of the classes by their final maturity dates.  In
addition, because the US Department of Education guarantees at
least 97% of principal and accrued interest on defaulted loans,
Moody's could downgrade the ratings of the notes if it were to
downgrade the rating on the United States government.


REALT 2016-2: Fitch to Rate Class G Certs 'Bsf'
-----------------------------------------------
Fitch Ratings has issued a presale report for Real Estate Asset
Liquidity Trust's (REAL-T) commercial mortgage pass-through
certificates series 2016-2.

                         KEY RATING DRIVERS

Fitch Leverage: The pool has a Fitch debt service coverage ratio
(DSCR) and loan-to-value (LTV) of 1.13x and 105.1%, respectively,
which is slightly better than the REAL-T 2016-1 metrics of 1.12x
and 110%, but slightly worse than the 2015 through 2016 YTD
Canadian transaction average DSCR and LTV of 1.16x and 105.1%.

Less Concentrated Pool: The pool's loan concentration index (LCI)
score of 329 and the top 10 concentration of 44.2% (including
crossed loans) represent better diversity than recent Canadian
transactions; the 2015 through 2016 YTD Canadian transaction
average LCI was 374 and top 10 concentration was 53.5%.  The pool's
sponsor concentration index (SCI) score of 679 represents
significant sponsor concentration.  The largest sponsor is the
Skyline Group of Companies, which is the sponsor of eight loans
representing 18% of the pool.

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

Retirement and Hospitality Concentration: The pool has higher
concentration of retirement and hotel property types (21.6%), which
generally tend to exhibit more cash flow volatility over time and,
therefore, have higher default probabilities in Fitch's multi
borrower model.  The 2015 through 2016 YTD Canadian average
concentration of these property types was 13%.

Strong Collateral Quality: The collateral quality of the portfolio
is better than typical Canadian transactions, with six properties
(21.4% of the pool) receiving grades of 'A-' or better, including
the #1 loan, Villagia Retirement Homes (7.1%), and the #9 loan, The
Opus Hotel (3.3%).

                      RATING SENSITIVITIES

For this transaction, Fitch's net cash flow (NCF) was 13.3% 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 in potential rating actions
on the certificates.

Fitch evaluated the sensitivity of the ratings assigned to REAL-T
2016-2 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 senior
'AAAsf' certificates to 'Asf' could result.  In a more severe
scenario, in which NCF declined a further 30% from Fitch's NCF, a
downgrade of the senior 'AAAsf' certificates to 'BBB+sf' could
result.  

   USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10

Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by Deloitte LLP.  The third-party due diligence described
in Form 15E focused on a comparison and re-computation of certain
characteristics with respect to each of the mortgage loans.  Fitch
considered this information in its analysis and it did not have an
impact on Fitch's analysis or conclusions.

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

   -- $141,625,000 class A-1 'AAAsf'; Outlook Stable;
   -- $219,791,000 class A-2 'AAAsf'; Outlook Stable;
   -- $10,537,000 class B 'AAsf'; Outlook Stable;
   -- $13,171,000 class C 'Asf'; Outlook Stable;
   -- $13,171,000 class D 'BBBsf'; Outlook Stable;
   -- $5,269,000 class E 'BBB-sf'; Outlook Stable;
   -- $4,741,000 class F 'BBsf'; Outlook Stable;
   -- $4,742,000 class G 'Bsf'; Outlook Stable;

All currencies are in Canadian dollars (CAD).

Fitch does not expect to rate the $421,477,036 (notional balance)
interest-only class X or the non-offered $8,430,036 class H
certificates.


STACR 2016-HQA3: Fitch to Rate 2 Tranches 'B+'
----------------------------------------------
Fitch Ratings expects to rate Freddie Mac's risk-transfer
transaction, Structured Agency Credit Risk Debt Notes Series
2016-HQA3 (STACR 2016-HQA3) as follows:

   -- $143,000,000 class M-1 notes 'BBBsf'; Outlook Stable;
   -- $148,500,000 class M-2 notes 'BBB-sf'; Outlook Stable;
   -- $148,500,000 class M-2F exchangeable notes 'BBB-sf'; Outlook

      Stable;
   -- $148,500,000 class M-2I notional exchangeable notes
      'BBB-sf'; Outlook Stable;
   -- $101,750,000 class M-3A notes 'BBsf'; Outlook Stable;
   -- $101,750,000 class M-3AF exchangeable notes 'BBsf'; Outlook
      Stable;
   -- $101,750,000 class M-3AI notional exchangeable notes 'BBsf';

      Outlook Stable;
   -- $101,750,000 class M-3B notes 'B+sf'; Outlook Stable;
   -- $203,500,000 class M-3 exchangeable notes 'B+sf'; Outlook
      Stable.

These classes will not be rated by Fitch:

   -- $14,845,386,255 class A-H reference tranche;
   -- $61,222,244 class M-1H reference tranche;
   -- $63,576,947 class M-2H reference tranche;
   -- $43,561,982 class M-3AH reference tranche;
   -- $43,561,982 class M-3BH reference tranche;
   -- $87,123,964 class M-3H reference tranche;
   -- $20,000,000 class B notes;
   -- $137,094,034 class B-H reference tranche.

The 'BBBsf' rating for the M-1 notes reflects the 4.20%
subordination provided by the 1.35% class M-2 notes, the 0.93%
class M-3A notes, the 0.93% class M-3B and the 1.00% class B notes.
The 'BBB-sf' rating for the M-2 notes reflects the 2.85%
subordination provided by the 0.93% class M-3A notes, the 0.93%
class M-3B notes and the 1.00% class B notes.  The notes are
general unsecured obligations of Freddie Mac ('AAA'/Outlook Stable)
subject to the credit and principal payment risk of a pool of
certain residential mortgage loans held in various Freddie
Mac-guaranteed MBS.

STACR 2016-HQA3 represents Freddie Mac's fifth risk transfer
transaction applying actual loan loss severity to a reference pool
of over 80% and less than 95% loan-to-value (LTV) loans issued as
part of the Federal Housing Finance Agency's Conservatorship
Strategic Plan for 2013-2017 for each of the government-sponsored
enterprises (GSEs) to demonstrate the viability of multiple types
of risk-transfer transactions involving single-family mortgages.

The objective of the transaction is to transfer credit risk from
Freddie Mac to private investors with respect to a $15.7 billion
pool of mortgage loans currently held in previously issued MBS
guaranteed by Freddie Mac where principal repayment of the notes is
subject to the performance of a reference pool of mortgage loans.
As loans liquidate or other credit events occur, the outstanding
principal balance of the debt notes will be reduced by the actual
loan's loss severity (LS) percentage related to those credit
events, which includes borrower's delinquent interest.

While the transaction structure simulates the behavior and credit
risk of traditional RMBS senior-subordinate securities, Freddie Mac
will be responsible for making monthly payments of interest and
principal to investors.  Because of the counterparty dependence on
Freddie Mac, Fitch's expected rating on the M-1, M-2, M-2F, M-2I,
M-3A, M-3AF, M-3AI, M-3B and M-3 notes will be based on the lower
of: the quality of the mortgage loan reference pool and credit
enhancement (CE) available through subordination, and Freddie Mac's
Issuer Default Rating.  The M-1, M-2, M-3A, M-3B and B notes will
be issued as uncapped LIBOR-based floaters and will carry a
12.5-year legal final maturity.

                        KEY RATING DRIVERS

High-Quality Mortgage Pool (Positive): The reference pool consists
of 68,900 30-year, fixed-rate fully amortizing loans totaling
$15.709 billion with strong credit profiles and low leverage,
acquired by Freddie Mac between Oct. 1, 2015, and Dec. 31, 2015.
The pool has a weighted average (WA) original combined LTV (CLTV)
of 91.8%, WA debt-to-income (DTI) ratio of 35.3% and credit score
of 748.  Third-party, loan-level due diligence was conducted on
approximately 31% of Freddie Mac's quality control sample of 2,731
loans (the sample represents about 1.2% of the total reference
pool).  Fitch believes the results of the review generally indicate
strong underwriting controls.

Mortgage Insurance Guaranteed by Freddie Mac: 99.9% of the loans
are covered either by borrower-paid mortgage insurance (BPMI) or
lender-paid MI (LPMI).  Loans without MI coverage are either
originated in New York, where the appraised value was used to
determine that the LTV was below 81%, or the loans were part of the
HomeSteps Financing program.

Freddie Mac will guarantee the MI coverage amount, which will
typically be the MI coverage percentage multiplied by the sum of
the unpaid principal balance as of the date of the default, up to
36 months of delinquent interest, taxes and maintenance expenses.
While the Freddie Mac guarantee allows for credit to be given to
MI, Fitch applied a haircut to the amount of BPMI available due to
the automatic termination provision as required by the Homeowners
Protection Act, when the loan balance is first scheduled to reach
78%.

Actual Loss Severities (Neutral): This will be Freddie Mac's fifth
actual loss risk transfer transaction in which losses borne by the
noteholders will not be based on a fixed loss severity (LS)
schedule on loans with LTVs of over 80%.  The notes in this
transaction will experience losses realized at the time of
liquidation, which will include both principal and delinquent
interest.

12.5-Year Hard Maturity (Positive): M-1, M-2, M-3A, M-3B and B
notes benefit from a 12.5-year legal final maturity.  Thus, any
credit events on the reference pool that occur beyond year 12.5 are
borne by Freddie Mac and do not affect the transaction.  In
addition, credit events that occur prior to maturity with losses
realized from liquidations that occur after the final maturity date
will not be passed through to noteholders.  This feature more
closely aligns the risk of loss to that of the 10-year, fixed LS
STACRs where losses were passed through when a credit event
occurred, i.e. loans became 180 days delinquent with no
consideration for liquidation timelines.  Fitch accounted for the
12.5-year maturity in its analysis and applied a reduction to its
lifetime default expectations.  The credit ranged from 8% at the
'Asf' rating category to 12% at the 'BBsf' rating category.

Solid Lender Review and Acquisition Processes (Positive): Fitch
found that Freddie Mac has a well-established and disciplined
process in place for the purchase of loans and views its lender
approval and oversight processes for minimizing counterparty risk
and ensuring sound loan quality acquisitions as positive.  Loan
quality control (QC) review processes are thorough and indicate a
tight control environment that limits origination risk.  Fitch has
determined Freddie Mac to be an above-average aggregator for its
2013 and later product.  The lower risk was accounted for by Fitch
by applying a lower default estimate for the reference pool.

Advantageous Payment Priority (Positive): The payment priority of
the M-1 class will result in a shorter life and more stable CE than
mezzanine classes in private-label (PL) RMBS, providing a relative
credit advantage.  Unlike PL mezzanine RMBS, which often do not
receive a full pro-rata share of the pool's unscheduled principal
payment until year 10, the M-1 class can receive a full pro-rata
share of unscheduled principal immediately as long as a minimum CE
level is maintained, the cumulative net loss is within a certain
threshold and the delinquency test is within a certain threshold.
Additionally, unlike PL mezzanine classes, which lose subordination
over time due to scheduled principal payments to more junior
classes, the M-2, M-3A, M-3B and B classes will not receive any
scheduled or unscheduled principal allocations until the M-1 class
is paid in full.  The B class will not receive any scheduled or
unscheduled principal allocations until the M-3B class is paid in
full.

Solid Alignment of Interests (Positive): While the transaction is
designed to transfer credit risk to private investors, Fitch
believes the transaction benefits from solid alignment of
interests.  Freddie Mac will retain credit risk in the transaction
by holding the senior reference tranche A-H, which has 5.50% of
loss protection, as well as a minimum of 50% of the first-loss B
tranche.  Initially, Freddie Mac will retain an approximately 30%
vertical slice/interest in the M-1, M-2, M-3A and M-3B tranches.

Receivership Risk Considered (Neutral): Under the Federal Housing
Finance Regulatory Reform Act, the Federal Housing Finance Agency
(FHFA) must place Freddie Mac into receivership if it determines
that the government-sponsored enterprise's (GSE) assets are less
than its obligations for longer than 60 days following the deadline
of its SEC filing.  As receiver, FHFA could repudiate any contract
entered into by Freddie Mac if it is determined that such action
would promote an orderly administration of the GSE's affairs.
Fitch believes that the U.S. government will continue to support
Freddie Mac, as reflected in its current rating of the GSE.
However, if at some point, Fitch views the support as being reduced
and receivership likely, the rating of Freddie Mac could be
downgraded, and ratings on M-1, M-2, M-3A and M-3B notes, along
with their corresponding MAC notes, could be affected.

                        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 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.

This defined stress sensitivity analysis demonstrates how the
ratings would react to steeper MVDs at the national level.  The
analysis assumes MVDs of 10%, 20% and 30%, in addition to the model
projected 32.8% at the 'AAsf' level, 28.1% at the 'Asf' level and
23.3% at the 'BBBsf' level.  The analysis indicated that there is
some potential rating migration with higher MVDs, compared with the
model projection.

Fitch also conducted defined rating sensitivities which determine
the stresses to MVDs that would reduce a rating by one full
category, to non-investment grade, and to 'CCCsf'.  For example,
additional MVDs of 11%, 11% and 35% would potentially move the
'BBBsf' rated class down one rating category, to non-investment
grade, to 'CCCsf', respectively.


UNITED AUTO 2016-2: S&P Assigns Prelim. BB Rating on Cl. E Certs
----------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to United Auto
Credit Securitization Trust 2016-2's $150.415 million automobile
receivables-backed notes series 2016-2.

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

The preliminary ratings are based on information as of Sept. 8,
2016.  Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

The preliminary ratings reflect S&P's view of:

   -- The availability of approximately 58.5%, 50.9%, 42.0%,
      32.6%, and 27.02% credit support for the class A, B, C, D,
      and E notes, respectively, based on stressed break-even cash

      flow scenarios (including excess spread).  These credit
      support levels provide coverage of approximately 2.90x,
      2.50x, 2.05x, 1.55x, and 1.27x our expected net loss range
      of 19.50%-20.50% for the class A, B, C, D, and E notes,
      respectively.

   -- The likelihood of timely interest and principal payments by
      the assumed legal final maturity dates under stressed cash
      flow modeling scenarios that are appropriate for the
      assigned preliminary ratings.

   -- S&P's expectation that under a moderate ('BBB') stress
      scenario, the ratings on the class A, B, and C notes would
      not decline by more than one rating category and the rating
      on the class D notes would not decline by more than two
      rating categories.  Under this scenario, the preliminary
      'BB (sf)' rated class E notes would not decline by more than

      two rating categories in the first year, but would
      ultimately default in a 'BBB' stress scenario, as expected.
      These potential rating movements are consistent with S&P's
      credit stability criteria, which outline the outer bound of
      credit deterioration as a one-category downgrade within the
      first year for 'AAA' and 'AA' rated securities, a two-
      category downgrade within the first year for 'A' through
      'BB' rated securities under moderate stress conditions, and
      default for 'BB' rated securities over a three-year period.

   -- The credit enhancement in the form of subordination,
      overcollateralization, a reserve account, and excess spread.

   -- The collateral characteristics of the subprime pool being
      securitized.  It is approximately two-and-a-half months
      seasoned, with a weighted average original term of
      approximately 40 months and an average remaining term of
      about 37 months.  As a result, S&P expects the pool will pay

      down more quickly than many other subprime pools with longer

      weighted average original and remaining terms.

   -- S&P's analysis of five years of static pool data following
      the credit crisis and after United Auto Credit Corp. (UACC)
      centralized its operations and shifted toward shorter loan
      terms.  S&P also reviewed the performance of UACC's three
      outstanding securitizations, as well as its seven
      securitizations from 2004 to 2007.  UACC's 20-plus-year
      history of originating, underwriting, and servicing subprime

      auto loans.

   -- The transaction's payment and legal structures.

PRELIMINARY RATINGS ASSIGNED

United Auto Credit Securitization Trust 2016-2

Class      Rating       Type           Interest           Amount
                                       rate          (mil. $)(i)
A          AAA (sf)     Senior         Fixed              79.290
B          AA (sf)      Subordinate    Fixed              18.380
C          A (sf)       Subordinate    Fixed              18.710
D          BBB (sf)     Subordinate    Fixed              20.020
E          BB (sf)      Subordinate    Fixed              14.015

(i)The actual size of these tranches will be determined on the
pricing date.


WACHOVIA BANK 2006-C23: Moody's Hikes Cl. F Debt Rating to Ba1
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on two classes
and affirmed the ratings on seven classes in Wachovia Bank
Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2006-C23 as:

  Cl. E, Upgraded to A1 (sf); previously on April 7, 2016,
   Upgraded to Baa2 (sf)
  Cl. F, Upgraded to Ba1 (sf); previously on April 7, 2016,
   Upgraded to Ba2 (sf)
  Cl. G, Affirmed B2 (sf); previously on April 7, 2016, Affirmed
   B2 (sf)
  Cl. H, Affirmed Caa1 (sf); previously on April 7, 2016, Affirmed

   Caa1 (sf)
  Cl. J, Affirmed Caa3 (sf); previously on April 7, 2016, Affirmed

   Caa3 (sf)
  Cl. K, Affirmed C (sf); previously on April 7, 2016, Affirmed
   C (sf)
  Cl. L, Affirmed C (sf); previously on April 7, 2016, Affirmed
   C (sf)
  Cl. M, Affirmed C (sf); previously on April 7, 2016, Affirmed
   C (sf)
  Cl. X-C, Affirmed Caa3 (sf); previously on April 7, 2016,
   Downgraded to Caa3 (sf)

                         RATINGS RATIONALE

The ratings on Classes E and F were upgraded based primarily on an
increase in credit support resulting from loan paydowns and
amortization as well as lower than anticipated realized losses from
liquidated loans.  The deal has paid down 8% since Moody's last
review.

The ratings on Classes G, H, J, K, L and M, were affirmed because
the ratings are consistent with Moody's expected loss.

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

Moody's rating action reflects a base expected loss of 53.1% of the
current balance, compared to 68.5% at Moody's last review. Moody's
base expected loss plus realized losses is now 6.4% of the original
pooled balance, compared to 7.5% at the last review. Moody's
provides a current list of base expected losses for conduit and
fusion CMBS transactions on moodys.com at:

  http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

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.

               METHODOLOGY UNDERLYING THE RATING ACTION

The methodologies used in these ratings were " Approach to Rating
US and Canadian Conduit/Fusion CMBS" published in December 2014,
and "Moody's Approach to Rating Large Loan and Single Asset/Single
Borrower CMBS" published in October 2015.

Moody's analysis incorporated a loss and recovery approach in
rating the P&I classes in this deal since 83% of the pool is in
special servicing and performing conduit loans only represent 17%
of the pool.  In this approach, Moody's determines a probability of
default for each specially serviced loan that it expects will
generate a loss and estimates a loss given default based on a
review of broker's opinions of value (if available), other
information from the special servicer, available market data and
Moody's internal data.  The loss given default for each loan also
takes into consideration repayment of servicer advances to date,
estimated future advances and closing costs.  Translating the
probability of default and loss given default into an expected loss
estimate, Moody's then applies the aggregate loss from specially
serviced loans to the most junior class(es) and the recovery as a
pay down of principal to the most senior class(es).

                     DESCRIPTION OF MODELS USED

Moody's review used the excel-based CMBS Conduit Model, which it
uses for both conduit and fusion transactions.  Credit enhancement
levels for conduit loans are driven by property type, Moody's
actual and stressed DSCR, and Moody's property quality grade (which
reflects the capitalization rate Moody's uses to estimate Moody's
value).  Moody's fuses the conduit results with the results of its
analysis of investment grade structured credit assessed loans and
any conduit loan that represents 10% or greater of the current pool
balance.

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 12, compared to 14 at Moody's last review.

When the Herf falls below 20, Moody's uses the excel-based Large
Loan Model and then reconciles and weights the results from the
conduit and large loan models in formulating a rating
recommendation.  The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan-level proceeds
derived from Moody's loan-level LTV ratios.  Major adjustments to
determining proceeds include leverage, loan structure and property
type.  Moody's also further adjusts these aggregated proceeds for
any pooling benefits associated with loan level diversity and other
concentrations and correlations.

                         DEAL PERFORMANCE

As of the Aug. 17, 2016, distribution date, the transaction's
aggregate certificate balance has decreased by 92% to
$286.3 million from $4.2 billion at securitization.  The
certificates are collateralized by twenty-two mortgage loans with
an aggregate pooled balance of $263.3 million.  The deal is
currently under-collateralized by approximately $23 million as a
result of previously modified loans and loans that have been deemed
non-recoverable.  The mortgage loans range in size from less than
1% to 15.1% of the pool, with the top ten loans constituting 81.5%
of the pool.

Five loans, constituting 7.6% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans that meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package.  As part of
Moody's ongoing monitoring of a transaction, the agency reviews the
watchlist to assess which loans have material issues that could
affect performance.

Twenty-four loans have been liquidated from the pool, resulting in
an aggregate realized loss of $129.7 million (for an average loss
severity of 54.9%).  Twelve loans, constituting 83% of the pool,
are currently in special servicing.  The largest specially serviced
loan is the TownMall of Westminster Loan
($39.7 million -- 15.1% of the pool), which is secured by a 444,100
SF enclosed regional mall in Westminster, Maryland.  The mall was
built in 1987 and is anchored by Belk, Dick's Sporting Goods, Sears
and Boscov's (which is not part of the collateral). The loan
transferred to special servicing in June 2015 due to imminent
monetary default.  As of May 2016 the total mall was 82% leased;
however, inline space was only approximately 51% leased. The master
servicer has recognized a $21 million appraisal reduction on this
loan.

The second largest specially serviced loan is the Marriott
Renaissance -- Philadelphia, PA Loan ($33.1 million -- 12.6% of the
pool), which is secured by a 349 room full service hotel located
near the Philadelphia airport.  The RevPAR index has remained
between 75% and 80% since 2013.  Performance has been stable over
the past two years.

The third largest specially serviced loan is the 100 Motor Parkway
Loan ($28.7 million -- 10.9% of the pool), which is secured by a
191,000 SF office property located in Hauppauge, New York.  The
loan transferred to special servicing effective Dec. 21, 2015, and
failed to pay off at maturity on Jan. 11, 2016.  As of June 2016,
the property was 66% leased, down from 72% in January 2016.

The remaining nine specially serviced loans are secured by a mix of
property types.  Moody's estimates an aggregate $116.3 million loss
for the specially serviced loans (53% expected loss on average).
In addition, Moody's has assumed an additional loss of $23 million
to the certificate balance due to the transaction's
under-collateralization.

Moody's received full year 2015 operating results for 100% of the
pool, and partial year 2016 operating results for 50% of the pool.
Moody's weighted average conduit LTV is 85%, unchanged from 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 20% to the most recently
available net operating income (NOI).  Moody's value reflects a
weighted average capitalization rate of 9.6%.

Moody's actual and stressed conduit DSCRs are 1.34X and 1.25X,
respectively, compared to 1.40X and 1.30X 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 10.1% of the pool balance.
The largest loan is the Walgreens Pool 1 Loan ($11.7 million --
4.5% of the pool), which is secured by three cross-collateralized
and cross-defaulted loans secured by properties located in
Michigan.  All three properties are 100% leased to Walgreens
through 2020.  At two of the portfolio store locations, Rite-Aid is
in close proximity.  The loan had an anticipated repayment date of
January 2016. Due to the single tenant exposure, Moody's stressed
the value of the property utilizing a lit/dark analysis. Moody's
LTV and stressed DSCR are 116% and 0.82X, respectively, compared to
102% and 0.93X at the last review.

The second largest loan is the Walgreens Pool 2 Loan
($8.2 million -- 3.1% of the pool), which is secured by two
cross-collateralized and cross-defaulted loans secured by two
properties located in Michigan.  Both properties are leased to
Walgreens through 2021.  Due to the single tenant exposure, Moody's
stressed the value of the property utilizing a lit/dark analysis.
Moody's LTV and stressed DSCR are 115% and 0.83X, respectively,
compared to 103% and 0.93X at the last review.

The third largest loan is the Arbutus Business Center Loan
($6.7 million -- 2.6% of the pool), which is secured by an
industrial property located in Arbutus, Maryland, located
approximately six miles southwest of Baltimore, Maryland.  As of
August 2016, the property was 97% leased, compared to 99% in
December 2015.  Moody's LTV and stressed DSCR are 66% and 1.44X,
respectively, compared to 55% and 1.74X at the last review.


WACHOVIA BANK 2007-C34: Moody's Hikes Class A-J Debt Rating to Ba2
------------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on seventeen
classes and upgraded the ratings on three classes in Wachovia Bank
Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2007-C34 as follows:

   -- Cl. A-1A, Affirmed Aaa (sf); previously on Oct 8, 2015
      Affirmed Aaa (sf)

   -- Cl. A-3, Affirmed Aaa (sf); previously on Oct 8, 2015
      Affirmed Aaa (sf)

   -- Cl. A-M, Upgraded to Aa3 (sf); previously on Oct 8, 2015
      Affirmed A2 (sf)

   -- Cl. A-J, Upgraded to Ba2 (sf); previously on Oct 8, 2015
      Affirmed B1 (sf)

   -- Cl. B, Upgraded to B1 (sf); previously on Oct 8, 2015
      Affirmed B2 (sf)

   -- Cl. C, Affirmed B3 (sf); previously on Oct 8, 2015 Affirmed
      B3 (sf)

   -- Cl. D, Affirmed Caa2 (sf); previously on Oct 8, 2015
      Affirmed Caa2 (sf)

   -- Cl. E, Affirmed Caa3 (sf); previously on Oct 8, 2015
      Affirmed Caa3 (sf)

   -- Cl. F, Affirmed Ca (sf); previously on Oct 8, 2015 Affirmed
      Ca (sf)

   -- Cl. G, Affirmed C (sf); previously on Oct 8, 2015 Affirmed C

      (sf)

   -- Cl. H, Affirmed C (sf); previously on Oct 8, 2015 Affirmed C

      (sf)

   -- Cl. J, Affirmed C (sf); previously on Oct 8, 2015 Affirmed C

      (sf)

   -- Cl. K, Affirmed C (sf); previously on Oct 8, 2015 Affirmed C

      (sf)

   -- Cl. L, Affirmed C (sf); previously on Oct 8, 2015 Affirmed C

      (sf)

   -- Cl. M, Affirmed C (sf); previously on Oct 8, 2015 Affirmed C

      (sf)

   -- Cl. N, Affirmed C (sf); previously on Oct 8, 2015 Affirmed C

      (sf)

   -- Cl. O, Affirmed C (sf); previously on Oct 8, 2015 Affirmed C

      (sf)

   -- Cl. P, Affirmed C (sf); previously on Oct 8, 2015 Affirmed C

      (sf)

   -- Cl. Q, Affirmed C (sf); previously on Oct 8, 2015 Affirmed C

      (sf)

   -- Cl. IO, Affirmed Ba3 (sf); previously on Oct 8, 2015
      Affirmed Ba3 (sf)

RATINGS RATIONALE

The ratings on three P&I classes, classes A-M, A-J and B, were
upgraded primarily due to 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 3% since Moody's last review and loans
constituting 37% of the pool that have either defeased or have debt
yields exceeding 12.0% and are scheduled to mature within the next
24 months.

The ratings on Classes A-3 and A-1A, 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 fourteen P&I classes, classes C through Q,
were affirmed because the ratings are consistent with Moody's
expected loss.

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

Moody's rating action reflects a base expected loss of 12.2% of the
current balance, compared to 15.0% at Moody's last review. Moody's
base expected loss plus realized losses is now 11.1% of the
original pooled balance, compared to 13.4% at the last review.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:

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

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in these ratings was "Approach to
Rating US and Canadian Conduit/Fusion CMBS" published in December
2014.

DESCRIPTION OF MODELS USED

Moody's review used the excel-based CMBS Conduit Model, which it
uses for both conduit and fusion transactions. Credit enhancement
levels for conduit loans are driven by property type, Moody's
actual and stressed DSCR, and Moody's property quality grade (which
reflects the capitalization rate Moody's uses to estimate Moody's
value). Moody's fuses the conduit results with the results of its
analysis of investment grade structured credit assessed loans and
any conduit loan that represents 10% or greater of the current pool
balance.

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 23, compared to 25 at Moody's last review.

DEAL PERFORMANCE

As of the August 17, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 25.5% to $1.1
billion from $1.5 billion at securitization. The certificates are
collateralized by 96 mortgage loans ranging in size from less than
1% to 13.6% of the pool, with the top ten loans constituting 43% of
the pool. There are no loans that have an investment-grade
structured credit assessment. Eight loans, constituting 9.5% of the
pool, have defeased and are secured by US government securities.

Eighteen loans, constituting 14.3% of the pool, are on the master
servicer's watchlist. The watchlist includes loans that meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, the agency reviews the
watchlist to assess which loans have material issues that could
affect performance.

Eight loans have been liquidated from the pool, resulting in an
aggregate realized loss of $29.9 million (for an average loss
severity of 28.8%). Eleven loans, constituting 20.4% of the pool,
are currently in special servicing. The largest specially serviced
loan is the Sheraton Park Hotel Loan ($65.0 million -- 5.9% of the
pool), which is secured by a 486-room full-service hotel in
Anaheim, California located adjacent to Anaheim Convention Center
and within easy walking-distance to Disneyland theme park. The loan
transferred to special servicing in February 2012 due to imminent
monetary default and became real estate owned (REO) in June 2013.
The property underwent renovations throughout 2014. The special
servicer indicated that the resolution strategy is to continue to
stabilize the asset and to sell it by the fourth quarter of 2017.

The remaining ten specially serviced loans are secured by a mix of
property types. Moody's estimates an aggregate $103.7 million loss
for the specially serviced loans (46% expected loss on average).

Moody's has assumed a high default probability for six poorly
performing loans, constituting 9.8% of the pool, and has estimated
an aggregate loss of $16.2 million (a 15% expected loss based on a
50% probability default) from these troubled loans.

Moody's received full year 2015 operating results for 88% of the
pool, and full or partial year 2016 operating results for 58% of
the pool. Moody's weighted average conduit LTV is 94.3%, compared
to 97.3% at Moody's last review. Moody's conduit component excludes
loans with structured credit assessments, defeased and CTL loans,
and specially serviced and troubled loans. Moody's net cash flow
(NCF) reflects a weighted average haircut of 10.8% to the most
recently available net operating income (NOI). Moody's value
reflects a weighted average capitalization rate of 9.7%.

Moody's actual and stressed conduit DSCRs are 1.49X and 1.25X,
respectively, compared to 1.58X and 1.34X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The top three conduit loans represent 13.6% of the pool balance.
The largest loan is the Ashford Hospitality Pool 5 Loan ($149.4
million -- 13.6% of the pool), which is secured by a portfolio of
five hotels, including three Marriott-flagged hotels in New Jersey,
Texas, and North Carolina, a Sheraton-flagged hotel in
Pennsylvania, and an Embassy Suites-flagged hotel in Arizona.
Financial performance has improved since last review with an
increase in occupancy and revenue per available room (RevPAR).
Occupancy and RevPAR for the trailing twelve months ending June
2016 were 73.97% and $111.51, compared to the occupancy and RevPar
for the trailing twelve months ending August 2015 of 70% and $108.
Moody's was informed that the current borrowers for the Ashford
Hospitality Pool 5 loan have elected to defease the loan with US
Government Securities and on August 19, 2016 disseminated the
following press release:
https://www.moodys.com/research/Moodys-WBCMT-2007-C34-Ratings-Unaffected-by-Proposed-Defeasance-of--PR_353897

The second largest loan is the Integrated Health Campus Loan ($55.2
million -- 5.0% of the pool), which is secured by a 302,000 square
foot (SF) medical office property located in the
Allentown-Bethlehem, Pennsylvania area. As per the March 2016 rent
roll the property was 91.8% occupied, compared to 100% leased as of
June 2015. Moody's LTV and stressed DSCR are 105.9% and 0.92X,
respectively, compared to 108.8% and 0.89X at the last review.

The third largest loan is a retail and industrial portfolio loan,
originally known as the Cole REIT Portfolio Loan ($46.6 million --
4.2% of the pool), which is secured by a 512,000 square foot (SF)
portfolio of fourteen cross-collateralized and cross-defaulted
loans secured by fourteen single-tenant properties across eleven
states. Spirit Realty is now the sponsor after merging with Cole
Credit Property Trust II in July 2013. The largest tenant is Sam's
Club (135,000 SF; 26% NRA) occupying one location in Anderson,
South Carolina. The second largest tenant is Wal-Mart (93,000 SF;
18% NRA) occupying two locations in New London, Wisconsin and
Spencer, Indiana. The third largest tenant is Ashley Furniture
(75,000 SF; 15% NRA) occupying one location in Amarillo, Texas. The
portfolio was 100% leased as of March 2016, the same as in June
2015. Moody's LTV and stressed DSCR are 118% and 0.86X,
respectively, compared to 115.9% and 0.89X at the last review.


WELLS FARGO 2016-LC24: Fitch to Rate Class F Certs BB-
------------------------------------------------------
Fitch Ratings has issued a presale report on the Wells Fargo
Commercial Mortgage Trust 2016-LC24 Pass-Through Certificates,
series 2016-LC24.

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

   -- $41,394,000 class A-1 'AAAsf'; Outlook Stable;
   -- $55,655,000 class A-2 'AAAsf'; Outlook Stable;
   -- $275,000,000 class A-3 'AAAsf'; Outlook Stable;
   -- $290,568,000 class A-4 'AAAsf'; Outlook Stable;
   -- $69,133,000 class A-SB 'AAAsf'; Outlook Stable;
   -- $94,083,000 class A-S 'AAAsf'; Outlook Stable;
   -- $731,750,000b class X-A 'AAAsf'; Outlook Stable;
   -- $186,858,000b class X-B 'A-sf'; Outlook Stable;
   -- $48,347,000 class B 'AA-sf'; Outlook Stable;
   -- $44,428,000 class C 'A-sf'; Outlook Stable;
   -- $49,655,000ab class X-D 'BBB-sf'; Outlook Stable;
   -- $23,520,000ab class X-EF 'BB-sf'; Outlook Stable;
   -- $49,655,000a class D 'BBB-sf'; Outlook Stable;
   -- $13,067,000a class E 'BB+sf'; Outlook Stable;
   -- $10,453,000a class F 'BB-sf'; Outlook Stable.

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

These expected ratings are based on information provided by the
issuer as of Sept. 6, 2016.  Fitch does not expect to rate the
$10,454,000 class X-G, $10,453,000 class X-H, $32,668,263 class
X-I, $10,454,000 class G, $10,453,000 class H and $32,668,263 class
I certificates.

The certificates represent the beneficial ownership interest in the
trust, primary assets of which are 91 loans secured by 128
commercial properties having an aggregate principal balance of
approximately $1.05 billion as of the cut-off date.  The loans were
contributed to the trust by Wells Fargo Bank, National Association,
Ladder Capital Finance LLC, Rialto Mortgage Finance, LLC and
National Cooperative Bank, N.A.

Fitch reviewed a comprehensive sample of the transaction's
collateral including site inspections on 72.4% of the properties by
balance, cash flow analysis of 77.5%, and asset summary reviews on
77.5% of the pool.

                         KEY RATING DRIVERS

Better Than Average Fitch Leverage: The transaction has overall
lower leverage than other recent Fitch-rated transactions.  The
pool's weighted average (WA) Fitch debt service coverage ratio
(DSCR) of 1.33x is better than both the YTD 2016 average of 1.16x
and the 2015 average of 1.18x.  The pool's WA Fitch loan-to-value
(LTV) of 103.9% is better than both the YTD 2016 average of 106.5%
and the 2015 average of 109.3%.  However, excluding the credit
opinion loan and the co-op collateral, the Fitch DSCR falls to
1.13x and the Fitch LTV increases to 110.3%.

Co-Op Collateral: The pool contains 14 loans (6.2%) secured by
multifamily co-ops.  All but one of the co-ops in this transaction
are located within the greater New York City metro area with one in
Washington D.C.  The average Fitch DSCR and Fitch LTV of the co-op
loans in this transaction are 4.20x and 33.96%, respectively.

Investment-Grade Credit Opinion Loan: The sixth largest loan, The
Shops at Crystals (3.3% of the pool) has an investment-grade credit
opinion of 'BBB+sf*' on a stand-alone basis.  Excluding this loan,
the conduit has a Fitch DSCR of 1.33x and Fitch LTV of 105.4%.

                       RATING SENSITIVITIES

For this transaction, Fitch's net cash flow (NCF) was 16.7% 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 in potential rating actions
on the certificates.

Fitch evaluated the sensitivity of the ratings assigned to WFCM
2016-LC24 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.


[*] S&P Takes Various Rating Actions on 11 RMBS Transactions
------------------------------------------------------------
S&P Global Ratings, on Sept. 8, 2016, completed its review of 123
classes from 11 U.S. residential mortgage-backed securities (RMBS)
transactions issued between 1998 and 2008.  The review yielded 31
upgrades, 23 downgrades, 67 affirmations, and two withdrawals.  The
transactions in this review are backed by a mix of fixed- and
adjustable-rate prime jumbo and/or subprime mortgage loans, which
are secured primarily by first liens on one- to four-family
residential properties.

With respect to insured obligations, where the bond insurer is not
rated, S&P relied solely on the underlying collateral's credit
quality and the transaction structure to derive the rating on the
class.  As discussed in S&P's criteria, "The Interaction Of Bond
Insurance And Credit Ratings," published Aug. 24, 2009, the rating
on a bond-insured obligation will be the higher of the rating on
the bond insurer and the rating of the underlying obligation,
without considering the potential credit enhancement from the bond
insurance.

Of the classes reviewed, class A-6 and A-7 from UCFC Loan Trust
1998-C were insured by a rated insurance provider when the deal was
originated, but S&P Global Ratings has since withdrawn the rating
on the insurance provider of these classes.

                    ANALYTICAL CONSIDERATIONS

S&P incorporates various considerations into its decisions to
raise, lower, or affirm ratings when reviewing the indicative
ratings suggested by S&P's projected cash flows.  These
considerations are based on transaction-specific performance or
structural characteristics (or both) and their potential effects on
certain classes.

                           UPGRADES

The upgrades include 19 ratings that were raised three or more
notches.  S&P's projected credit support for these classes is
sufficient to cover its projected losses for these rating levels.
The upgrades reflect one or more of these:

   -- Improved collateral performance/delinquency trends; and/or
   -- The class' expected short duration.

S&P raised its rating on class 1-A1 from Lehman Mortgage Trust
2008-6 to 'A+ (sf)' from 'BB+ (sf)'.  The upgrade was due to recent
favorable collateral performance trends and S&P's expectation that
the class will pay down in a short period of time.  The class'
expected short duration is based on its related group one
sequential payment priority and amount of principal being allocated
to the class every month.

                            DOWNGRADES

The downgrades include 13 ratings that were lowered three or more
notches.  Thirteen of the lowered ratings remained at an
investment-grade level, while the remaining 10 downgraded classes
already had speculative-grade ratings.  The downgrades reflect
S&P's belief that our projected credit support for the affected
classes will be insufficient to cover our projected losses for the
related transactions at a higher rating.  The downgrades reflect
one or more of these:

   -- Deteriorated credit performance trends;
   -- Decreased credit enhancement available to the classes;
      and/or
   -- Tail risk.

Tail Risk

Some of the transactions in this review are backed by a small
remaining pool of mortgage loans.  S&P believes that pools with
fewer than 100 loans remaining create an increased risk of credit
instability because a liquidation and subsequent loss on one loan,
or a small number of loans, at the tail end of a transaction's life
may have a disproportionate impact on a given RMBS tranche's
remaining credit support.  S&P refers to this as "tail risk."

S&P addressed the tail risk on the classes in this review by
conducting a loan-level analysis that assesses this risk, as set
forth in S&P's tail risk criteria.  S&P lowered the ratings on five
classes from Banc of America Funding 2004-3 Trust to
'B- (sf)' from 'B+ (sf)', which reflects the application of S&P's
tail risk criteria.

                             AFFIRMATIONS

The affirmations of ratings in the 'AAA' through 'B' rating
categories reflect S&P's opinion that its projected credit support
for these classes remains relatively consistent with S&P's prior
projections and is sufficient to cover our projected losses for
those rating scenarios.

For certain transactions, S&P considered specific performance
characteristics that, in its view, could add volatility to its loss
assumptions and, in turn, to the ratings suggested by S&P's cash
flow projections.  When S&P's model recommended an upgrade, it
either limited the extent of our upgrade or affirmed its ratings on
those classes to account for this uncertainty and promote ratings
stability.  In general, these classes have one or more of these
characteristics that limit any potential upgrade:

   -- Insufficient subordination;
   -- Delinquency trends;
   -- Historical interest shortfalls;
   -- Low priority in principal payments;
   -- Significant growth in observed loss severities; and/or
   -- Tail risk.

In addition, some of the transactions have failed their delinquency
triggers, resulting in reduced--or a complete stop of--unscheduled
principal payments to their subordinate classes. However, these
transactions allow for unscheduled principal payments to resume to
the subordinate classes if the delinquency triggers begin passing
again.  This would result in eroding the credit support available
for the more senior classes.  Therefore, S&P affirmed its ratings
on certain classes in these transactions even though these classes
may have passed at higher rating scenarios.

The ratings affirmed at 'CCC (sf)' or 'CC (sf)' reflect S&P's
belief that its projected credit support will remain insufficient
to cover its 'B' expected case projected losses for these classes.
Pursuant to "Criteria For Assigning 'CCC+', 'CCC', 'CCC-', And 'CC'
Ratings," Oct. 1, 2012, the 'CCC (sf)' affirmations reflect S&P's
view that these classes are still vulnerable to defaulting, and the
'CC (sf)' affirmations reflect S&P's view that these classes remain
virtually certain to default.

                            WITHDRAWALS

S&P withdrew its ratings on classes A-6 and A-7 from UCFC Loan
Trust 1998-C because they are insured by a bond insurer that we no
longer rate.  The withdrawals reflect the absence of relevant
information regarding the insurer's creditworthiness needed to
maintain a rating on these classes.  To date, the insurer has made
payments to bondholders to cover principal and/or interest losses
that would otherwise have been absorbed by these classes.  However,
because the rating on each of these classes depends solely on
whether the insurer continues to make payments when required, S&P
do not have the relevant information to make such a determination.

                         ECONOMIC OUTLOOK

When determining a U.S. RMBS collateral pool's relative credit
quality, S&P's loss expectations stem, to a certain extent, from
its view of how the loans will behave under various economic
conditions.  S&P Global Ratings' baseline macroeconomic outlook
assumptions for variables that it believes could affect residential
mortgage performance are:

   -- An overall unemployment rate of 4.8% in 2016;
   -- Real GDP growth of 2.0% for 2016;
   -- The inflation rate will be 2.2% in 2016; and
   -- The 30-year fixed mortgage rate will average about 3.7% in
      2016.

S&P's outlook for RMBS is stable.  Although S&P views overall
housing fundamentals positively, it believes RMBS fundamentals
still hinge on additional factors, such as the ultimate fate of
modified loans, the propensity of servicers to advance on
delinquent loans, and liquidation timelines.

Under S&P's baseline economic assumptions, it expects RMBS
collateral quality to improve.  However, if the U.S. economy were
to become stressed in line with S&P Global Ratings' downside
forecast, it believes that U.S. RMBS credit quality would weaken.
S&P's downside scenario reflects these key assumptions:

   -- Total unemployment will tick up to 4.9% for 2016;
   -- Downward pressure causes GDP growth to fall to 1.8% in 2016;
   -- Home price momentum slows as potential buyers are not able
      to purchase property; and
   -- While the 30-year fixed mortgage rate remains a low 3.7% in
      2016, limited access to credit and pressure on home prices
      will largely prevent consumers from capitalizing on these
      rates.

A list of the Affected Ratings is available at:

              http://bit.ly/2cEMI97



[*] S&P Takes Various Rating Actions on 12 RMBS Alt-A Transactions
------------------------------------------------------------------
S&P Global Ratings, on Sept. 8, 2016, completed its review of 121
classes from 12 U.S. residential mortgage-backed securities (RMBS)
transactions issued between 2002 and 2007.  The review yielded 15
downgrades, 98 affirmations, two withdrawals and six
discontinuances.  The transactions in this review are backed by a
mix of fixed- and adjustable-rate Alternative-A mortgage loans,
which are secured primarily by first liens on one- to four-family
residential properties.

With respect to insured obligations, where the bond insurer is not
rated, S&P relied solely on the underlying collateral's credit
quality and the transaction structure to derive the rating on the
class.  As discussed in S&P's criteria, "The Interaction Of Bond
Insurance And Credit Ratings," published Aug. 24, 2009, the rating
on a bond-insured obligation will be the higher of the rating on
the bond insurer and the rating of the underlying obligation,
without considering the potential credit enhancement from the bond
insurance.

The reviewed transactions have three classes that were insured by a
rated insurance provider when the deal was originated, but S&P
Global Ratings has since withdrawn its rating on the insurance
provider of those classes.

                    ANALYTICAL CONSIDERATIONS

S&P incorporates various considerations into its decisions to
raise, lower, or affirm ratings when reviewing the indicative
ratings suggested by S&P's projected cash flows.  These
considerations are based on transaction-specific performance or
structural characteristics (or both) and their potential effects on
certain classes.

                           DOWNGRADES

The 15 downgrades include eight ratings that were lowered three or
more notches.  S&P lowered its ratings on five classes to
speculative grade ('BB+' or lower) from investment grade ('BBB-' or
higher).  Another four of the lowered ratings remained at an
investment-grade level, while the remaining six downgraded classes
already had speculative-grade ratings.  The downgrades reflect
S&P's belief that our projected credit support for the affected
classes will be insufficient to cover its projected losses for the
related transactions at a higher rating.  The downgrades reflect
one or more of these:

   -- Deteriorated credit performance trends, and
   -- Tail risk.

The downgrades on seven classes from five transactions listed below
reflect the increase in our projected losses due to higher reported
delinquencies during the most recent performance periods when
compared to those reported during the previous review dates:

   -- S&P lowered its rating on Credit Suisse First Boston
      Mortgage Securities Corp. 2002-26 class IV-A-1 to
      'BBB- (sf)' from 'A+ (sf)', as the total delinquencies
      increased to 53.67% at July 2016 from 13.79% at October
      2015.  S&P also lowered its rating on class IV-P, a
      principal-only (PO) strip class from the same transaction.
      PO strip classes receive principal primarily from discount
      loans within the related transaction.  The credit risk of
      this type of class, in S&P's view, is typically commensurate

      with the credit risk of the lowest-rated senior class in the

      transaction structure, which, in this case, is class IV-A-1
      ('BBB- (sf)');

   -- S&P lowered its rating on Alternative Loan Trust 2003-20CB
      class 1-A-1 to 'BB+ (sf)' from 'BBB+ (sf)', as the total
      delinquencies increased to 13.12% at July 2016 from 9.40% at

      April 2015;

   -- S&P lowered its rating on PPT Asset-Backed Certificates
      Series 2004-1 class A to 'BBB- (sf)' from 'A (sf)', as the
      total delinquencies increased to 13.98% at August 2016 from
      11.87% at September 2014;

   -- S&P lowered its rating on Adjustable Rate Mortgage Trust
      2005-10 classes 6-A-1 and 6-A-2 to 'B (sf)' from 'BB (sf)',
      as the total delinquencies increased to 22.52% at July 2016
      from 14.80% at September 2015; and

   -- S&P lowered its rating on CSMC Mortgage Backed Trust 2007-5
      class 9-A-2 to 'CCC (sf)' from 'BB- (sf)', as the total
      delinquencies increased to 13.79% at July 2016 from 0.65% at

      September 2015.

Tail Risk

Credit Suisse First Boston Mortgage Securities Corp. 2002-26 and
Banc of America Funding 2007-3 Trust are backed by a small
remaining pool of mortgage loans.  S&P believes that pools with
less than 100 loans remaining create an increased risk of credit
instability, because a liquidation and subsequent loss on one loan,
or a small number of loans, at the tail end of a transaction's life
may have a disproportionate impact on a given RMBS tranche's
remaining credit support.  S&P refers to this as "tail risk."

S&P addressed the tail risk on the classes in this review by
conducting a loan-level analysis that assesses this risk, as set
forth in S&P's tail risk criteria.  S&P lowered its ratings on
Credit Suisse First Boston Mortgage Securities Corp. 2002-26 class
IV-B-1 to 'B- (sf)' from 'B+ (sf)' and on Banc of America Funding
2007-3 Trust class 3-A-3 to 'B- (sf)' from 'BB+ (sf)' to reflect
the application of S&P's tail risk criteria.

                            AFFIRMATIONS

The affirmations of ratings in the 'AAA' through 'B' rating
categories reflect S&P's opinion that its projected credit support
on these classes remains relatively consistent with its prior
projections and is sufficient to cover our projected losses for
those rating scenarios.

For certain transactions, S&P considered specific performance
characteristics that, in its view, could add volatility to its loss
assumptions and, in turn, to the ratings suggested by S&P's cash
flow projections.  When S&P's model recommended an upgrade, it
either limited the extent of S&P's upgrade or affirmed its ratings
on those classes to account for this uncertainty and promote
ratings stability. In general, these classes have one or more of
these characteristics that limit any potential upgrade:

   -- Insufficient subordination, overcollateralization, or both;
   -- Delinquency trends; and/or
   -- Historical interest shortfalls.

In addition, some of the transactions have failed their delinquency
triggers, resulting in reduced--or a complete stop of--unscheduled
principal payments to their subordinate classes. However, these
transactions allow for unscheduled principal payments to resume to
the subordinate classes if the delinquency triggers begin passing
again.  This would result in an erosion of the credit support
available for the more senior classes. Therefore, S&P affirmed its
ratings on certain classes in these transactions even though these
classes may have passed at higher rating scenarios.

The ratings affirmed at 'CCC (sf)' or 'CC (sf)' reflect S&P's
belief that its projected credit support will remain insufficient
to cover its 'B' expected-case projected losses for these classes.
Pursuant to "Criteria For Assigning 'CCC+', 'CCC', 'CCC-', And 'CC'
Ratings," Oct. 1, 2012, the 'CCC (sf)' affirmations reflect S&P's
view that these classes are still vulnerable to defaulting, and the
'CC (sf)' affirmations reflect our view that these classes
remain virtually certain to default.

                            WITHDRAWALS

S&P withdrew its ratings on the interest-only Bear Stearns Alt-A
Trust 2003-6 classes I-X-A-1 and I-X-A-2 because they are not
entitled to any future payments as per the transaction documents.

                          DISCONTINUANCES

S&P discontinued its ratings on Banc of America Alternative Loan
Trust 2003-2 classes B3, B4, and B5 and on Alternative Loan Trust
2003-13T1 classes A9, B3 and B4, as these transactions were
redeemed during recent remittance periods.

                         ECONOMIC OUTLOOK

When determining a U.S. RMBS collateral pool's relative credit
quality, S&P's loss expectations stem, to a certain extent, from
its view of how the loans will behave under various economic
conditions.  S&P Global Ratings' baseline macroeconomic outlook
assumptions for variables that it believes could affect residential
mortgage performance are:

   -- An overall unemployment rate of 4.8% in 2016;
   -- Real GDP growth of 2.0% for 2016;
   -- An inflation rate of 2.2% in 2016; and
   -- An average 30-year fixed mortgage rate of about 3.7% in
      2016.

S&P's outlook for RMBS is stable.  Although S&P views overall
housing fundamentals positively, it believes RMBS fundamentals
still hinge on additional factors, such as the ultimate fate of
modified loans, the propensity of servicers to advance on
delinquent loans, and liquidation timelines.

Under S&P's baseline economic assumptions, it expects RMBS
collateral quality to improve.  However, if the U.S. economy were
to become stressed in line with S&P Global Ratings' downside
forecast, it believes that U.S. RMBS credit quality would weaken.
S&P's downside scenario reflects these key assumptions:

   -- Total unemployment will tick up to 4.9% for 2016;
   -- Downward pressure will cause GDP growth to fall to 1.8% in
      2016;
   -- Home price momentum will slow as potential buyers are not
      able to purchase property; and
   -- While the 30-year fixed mortgage rate remains a low 3.7% in
      2016, limited access to credit and pressure on home prices
      will largely prevent consumers from capitalizing on these
      rates.

A list of the Affected Ratings is available at:

                http://bit.ly/2cgWPUL



[*] S&P Takes Various Rating Actions on 18 Subprime Transactions
----------------------------------------------------------------
S&P Global Ratings, on Sept. 7, 2016, completed its review of 98
classes from 18 U.S. residential mortgage-backed securities (RMBS)
transactions issued between 2001 and 2006.  The review yielded 33
upgrades, six downgrades, and 59 affirmations.

The transactions in this review are backed by a mix of fixed- and
adjustable-rate subprime mortgage loans, which are secured
primarily by first liens on one- to four-family residential
properties.

With respect to insured obligations, where the bond insurer is not
rated, S&P relied solely on the underlying collateral's credit
quality and the transaction structure to derive the rating on the
class.

Of the classes reviewed, the following class was insured by a rated
insurance provider when the deal was originated, but S&P Global
Ratings has since withdrawn the rating on the insurance provider of
this class:

   -- Citigroup Mortgage Loan Trust Inc., Series 2003-HE3 class A
      ('A (sf)'), insured by Ambac Assurance Corp.

                     ANALYTICAL CONSIDERATIONS

S&P incorporates various considerations into its decisions to
raise, lower, or affirm ratings when reviewing the indicative
ratings suggested by S&P's projected cash flows.  These
considerations are based on transaction-specific performance or
structural characteristics (or both) and their potential effects on
certain classes.

                           UPGRADES

The upgrades include five ratings that were raised three or more
notches.  S&P's projected credit support for the affected classes
is sufficient to cover its projected losses for these rating
levels.  The upgrades reflect one or more of these:

   -- Improved collateral performance/delinquency trends; and/or
   -- Increased credit support relative to our projected losses.

The upgrade on class M-2 from ACE Securities Corp. Home Equity Loan
Trust, Series 2004-RM1 reflects a decrease in S&P's projected
losses and its belief that its projected credit support for the
affected class will be sufficient to cover its revised projections
at the current rating level.  S&P has decreased its projected
losses because there have been fewer reported delinquencies during
the most recent performance periods compared to those reported
during the previous review dates.  Loss severities decreased to
18.51% at August 2016 from 81.46% at September 2013, and severe
delinquencies decreased to 1.84% at August 2016 from 14.88% at
September 2013.

S&P raised its ratings on these classes from 'CCC (sf)' because it
believes these classes are no longer vulnerable to default:

   -- Classes M-2 and M-3 from ABFC 2003-OPT1 Trust;
   -- Class M-1 from ABFC 2004-OPT4 Trust;
   -- Classes M-2, M-3, and M-4 from ACE Securities Corp. Home
      Equity Loan Trust, Series 2004-RM1;
   -- Classes A-1A and A-2C from ACE Securities Corp. Home Equity
      Loan Trust, Series 2006-OP1; and
   -- Class M-2 from Citigroup Mortgage Loan Trust Inc., Series
      2003-HE3.

S&P also raised these ratings from 'CC (sf)' because it believes
these classes are no longer virtually certain to default, primarily
owing to the improved performance of the collateral backing this
transaction:

   -- Class M-3 from ABFC 2004-OPT4 Trust;
   -- Classes M-5 and M-6 from ACE Securities Corp. Home Equity
      Loan Trust, Series 2004-OP1;
   -- Classes M-5 and B-1 from ACE Securities Corp. Home Equity
      Loan Trust, Series 2004-RM1;
   -- Class M-6 from Ameriquest Mortgage Securities Inc., Series
      2003-12;
   -- Classes M-6 and M-7 from Argent Securities Inc., Series
      2004-W6;
   -- Classes M-4, M-5, and M-6 from Bear Stearns Asset Backed
      Securities Trust 2004-HE2;
   -- Classes M-4, M-5, and M-6 from Bear Stearns Asset Backed
      Securities I Trust 2004-HE5;
   -- Classes M-3 and M-4 from Citigroup Mortgage Loan Trust Inc.,

      Series 2003-HE3; and
   -- Class M-7 from CWABS Asset Backed Certificates Trust 2004-
      ECC2.

However, those ratings raised to 'CCC (sf)' indicate that S&P
believes that its projected credit support will remain insufficient
to cover its projected losses for these classes and that the
classes are still vulnerable to defaulting.

                            DOWNGRADES

S&P lowered six ratings, with four remaining at an investment-grade
level ('BBB-' or higher), while the other two downgraded classes
already had speculative-grade ratings ('BB+' or lower). The
downgrades reflect S&P's belief that our projected credit support
for the affected classes will be insufficient to cover its
projected losses for the related transactions at a higher rating.
The downgrades reflect deteriorated credit performance trends.

The downgrade on class M-1 from Argent Securities Inc., Series
2003-W5 reflects the increase in S&P's projected loss and its
belief that the projected credit support for the affected class
will be insufficient to cover the projected losses S&P applied at
the previous rating levels.  The increase in S&P's projected loss
is due to higher reported delinquencies during the most recent
performance periods when compared to those reported during the
previous review dates.  Severe delinquencies increased to 11.9% at
August 2016 from 10.8% at September 2013.

The downgrade on class M-1 from Bear Stearns Asset Backed
Securities I Trust 2004-HE5 reflects the impact of the passing of
the payment allocation triggers, allowing principal payments to be
made to more subordinate classes, which erodes the projected credit
support for this class.

                           AFFIRMATIONS

The affirmations of ratings in the 'AAA' through 'B' categories
reflect S&P's opinion that its projected credit support on these
classes remains relatively consistent with its prior projections
and is sufficient to cover our projected losses for those rating
scenarios.

For certain transactions, S&P considered specific performance
characteristics that, in its view, could add volatility to its loss
assumptions and, in turn, to the ratings suggested by S&P's cash
flow projections.  When S&P's model recommended an upgrade, it
either limited the extent of its upgrade or affirmed its ratings on
those classes for this uncertainty and promote ratings stability.
In general, these classes have one or more of these characteristics
that limit any potential upgrade:

   -- Insufficient subordination, overcollateralization, or both;
   -- A trend of delinquencies; and/or
   -- Significant growth in observed loss severities.

In addition, some of the transactions have failed their delinquency
triggers, resulting in reduced--or a complete stop
of--unscheduled principal payments to their subordinate classes.
However, these transactions allow for unscheduled principal
payments to resume to the subordinate classes if the delinquency
triggers begin passing again.  This would result in an erosion of
the credit support available for the more senior classes.
Therefore, S&P affirmed its ratings on certain classes in these
transactions even though these classes may have passed at higher
rating scenarios.

The ratings affirmed at 'CCC (sf)' or 'CC (sf)' reflect S&P's
belief that its projected credit support will remain insufficient
to cover its 'B' expected-case projected losses for these classes.


                         ECONOMIC OUTLOOK

When determining a U.S. RMBS collateral pool's relative credit
quality, S&P's loss expectations stem, to a certain extent, from
its view of how the loans will behave under various economic
conditions.  S&P Global Ratings' baseline macroeconomic outlook
assumptions for variables that it believes could affect residential
mortgage performance are:

   -- An overall unemployment rate of 4.8% in 2016;
   -- Real GDP growth of 2.0% for 2016;
   -- An inflation rate of 2.2% in 2016; and
   -- An average 30-year fixed mortgage rate of about 3.7% in
      2016.

S&P's outlook for RMBS is stable.  Although S&P views overall
housing fundamentals positively, it believes RMBS fundamentals
still hinges on additional factors, such as the ultimate fate of
modified loans, the propensity of servicers to advance on
delinquent loans, and liquidation timelines.

Under S&P's baseline economic assumptions, it expects RMBS
collateral quality to improve.  However, if the U.S. economy were
to become stressed in line with S&P Global Ratings' downside
forecast, it believes that U.S. RMBS credit quality would weaken.
S&P's downside scenario reflects these key assumptions:

   -- Total unemployment will tick up to 4.9% for 2016;
   -- Downward pressure will cause GDP growth to fall to 1.8% in
      2016;
   -- Home price momentum will slow as potential buyers are not
      able to purchase property; and
   -- While the 30-year fixed mortgage rate remains a low 3.7% in
      2016, limited access to credit and pressure on home prices
      will largely prevent consumers from capitalizing on these
      rates.

A list of the Affected Ratings is available at:

                 http://bit.ly/2cq5bnl



[] Fitch Maintains Rating Watch Negative on 169 U.S. RMBS Classes
-----------------------------------------------------------------
Fitch Ratings maintains 169 classes from 82 prime jumbo U.S. RMBS
transactions issued before 2009 on Rating Watch Negative.

KEY RATING DRIVERS

The prime jumbo classes initially were placed on Rating Watch
Negative in September 2015, pending the annual review of Fitch's
U.S. RMBS Loan Loss Model and subsequently maintained in March
2016. The U.S. RMBS Loan Loss Model has since been finalized and
the Rating Watch is expected to be resolved in the coming weeks.
Classes on rating watch will be analysed with the updated model for
potential rating and recovery estimate implications.

RATING SENSITIVITIES

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

In addition to increasing mortgage pool losses at each rating
category to reflect increasingly stressful economic scenarios,
Fitch analyzes various loss-timing, prepayment, loan modification,
servicer advancing, and interest rate scenarios as part of the cash
flow analysis. Each class is analyzed with 43 different
combinations of loss, prepayment and interest rate projections.

Classes currently rated below 'Bsf' are at-risk to default at some
point in the future. As default becomes more imminent, bonds
currently rated 'CCCsf' and 'CCsf' will migrate towards 'Csf' and
eventually 'Dsf'.

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

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10

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


                            *********

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

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
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Don't be fooled.  Assets, for example, reported at historical cost
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than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
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Each Friday's edition of the TCR includes a review about a book of
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Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

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

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

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