TCR_Public/161106.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, November 6, 2016, Vol. 20, No. 310

                            Headlines

ACAPULCO FUNDING 2005-1: Moody's Cuts Class A Notes Rating to C
AMMC CLO XI: S&P Assigns Prelim. BB Rating on Cl. E-R Notes
AMMC CLO XI: S&P Withdraws BB- Rating on Class F Notes
ASCENTIUM EQUIPMENT 2016-2: Fitch Rates Class E Notes 'BBsf'
ASCENTIUM EQUIPMENT 2016-2: Moody's Rates Class E Notes 'Ba1'

ATLAS SENIOR VII: S&P Assigns Prelim. BB- Rating on Class E Notes
ATRIUM VIII: S&P Assigns BB Rating on Class E-R Notes
AXIS EQUIPMENT 2016-1: DBRS Finalizes Bsf Rating on Cl. F Notes
BANC OF AMERICA 2004-1: Fitch Affirms Dsf Rating on 5 Cert. Classes
BANC OF AMERICA 2005-5: S&P Lowers Rating on Cl. G Certs to B-

BANC OF AMERICA 2006-1: Moody's Affirms B3 Rating on Cl. E Certs
BANC OF AMERICA 2006-1: S&P Raises Rating on Class D Certs to BB-
BANC OF AMERICA 2007-3: Moody's Affirms B2 Rating on Cl. B Debt
BARINGS CLO 2016-III: Moody's Assigns Ba3 Rating on Cl. D Notes
BEAR STEARNS 2004-PWR5: DBRS Hikes Class M Notes Rating to B(low)

BEAR STEARNS 2006-TOP24: Fitch Affirms 'Dsf' Rating on 12 Certs.
BEAR STEARNS 2007-PWR16: Fitch Lowers Rating on Cl. G Certs to D
BEAR STEARNS 2007-PWR17: S&P Raises Rating on Class B Certs to B+
BNPP IP CLO 2014-II: S&P Affirms BB Rating on Class E Notes
BURNHAM PARK: Moody's Assigns Ba3 Rating on Class E Notes

CALLIDUS DEBT VI: Moody's Affirms Ba3 Rating on Class D Notes
CANTOR COMMERCIAL 2016-C6: Fitch to Rate 2 Tranches 'BB-sf'
CAPITAL AUTO 2015-3: Moody's Affirms Ba1 Rating on Class E Notes
CARLYLE US 2016-4: Moody's Assigns Ba3 Rating on Class D Notes
CATHEDRAL LAKE IV: S&P Assigns BB- Rating on Class E-2 Notes

CD MORTGAGE 2007-CD5: Moody's Affirms Ba2 Rating on Cl. B Certs
CGCMT TRUST 2010-RR2: Moody's Affirms Caa1 Rating on JP-A4B Debt
CIFC FUNDING 2012-III: S&P Affirms BB- Rating on Class B-2L Notes
CITIGROUP 2013-GC17: Fitch Affirms B Rating on Cl. F Certificates
CITIGROUP 2016-C3: Fitch to Rate Class X-E Debt 'BB-sf'

CITIGROUP COMMERCIAL 2016-C3: DBRS Assigns BB Rating on Cl. E Debt
COMM 2016-SAVA: S&P Assigns Prelim. BB+ Rating on Class E Certs
COMM MORTGAGE 2016-667M: S&P Assigns BB Rating on Class E Certs
CONNECTICUT AVENUE 2016-CO6: Fitch Rates Cl. 1M-2A Debt 'BB+sf'
COSMOPOLITAN HOTEL 2016-COSMO: Moody's Rates Class E Debt '(P)Ba3'

CSMC TRUST 2016-MFF: Moody's Gives (P)B2 Rating on Class F Certs
CVP CASCADE I: S&P Puts B Rating on Cl. E Debt on Watch Neg.
CWABS TRUST: Moody's Takes Action on $2BB of RMBS Issued 2005-2006
CWALT INC 2004-18CB: Moody's Hikes Rating on 3 Tranches to Ba1
DLJ COMMERCIAL 1998-CF1: Moody's Affirms Caa2 Rating on Cl. S Debt

FLAGSHIP CREDIT 2016-4: DBRS Finalizes BB Rating on Class E Debt
FLAGSHIP CREDIT 2016-4: S&P Assigns BB Rating on Class E Notes
FLATIRON CLO 2012-1: S&P Affirms 'BB' Rating on Class D Notes
FREDDIE MAC 2016-HQA4: DBRS Finalizes B(sf) Ratings on 3 Tranches
GMAC COMMERCIAL 1998-C2: Moody's Affirms Caa2 Rating on Cl. X Debt

GS MORTGAGE 2006-GG8: Moody's Affirms B3 Rating on Cl. A-J Debt
GS MORTGAGE 2013-GCJ16: DBRS Confirms BB Rating on Class F Debt
HMONG COLLEGE: Moody's Rates Rates $43.5MM School Bonds 'Ba2'
IMSCI 2016-7: DBRS Finalizes BB Rating on Class E Debt
IMSCI 2016-7: Fitch Assigns 'Bsf' Rating on Class G Notes

JASPER CLO: S&P Lowers Rating on 2 Note Classes to 'B+'
JP MORGAN 2014-C25: Fitch Affirms B- Rating on Cl. F Certificates
JP MORGAN 2016-WIKI: S&P Assigns B- Rating on Cl. F Certificates
JPMBB COMMERCIAL 2015-C32: DBRS Confirms BB(low) Rating on E Notes
JPMDB COMMERCIAL 2016-C4: Fitch to Rate Class F Certs 'B-sf'

KVK CLO 2013-2: S&P Affirms BB Rating on Class E Notes
LB-UBS COMMERCIAL 2003-C1: Fitch Affirms D Rating on Cl. S Certs
LOCKWOOD GROVE: Moody's Assigns Ba3 Rating on Cl. E-R Notes
MADISON PARK X: S&P Assigns BB Rating on Class E-R Notes
MERRILL LYNCH 2002: Moody's Affirms Ba3 Rating on Class X-1 Debt

MERRILL LYNCH 2004-KEY2: Moody's Affirms B3 Rating on Cl. E Certs
MERRILL LYNCH 2006-1: Fitch Assigns 'CCCsf' Rating on Cl. L Debt
MSDW MORTGAGE 2000-F1: Fitch Retains Bsf Rating on Class E Debt
NEUBERGER BERMAN XVIII: S&P Gives Prelim BB Rating on Cl. D-R Notes
NORTHSTAR 2016-1: Moody's Assigns Ba3 Rating on Class C Notes

NRZ ADVANCE 2015-ON1: S&P Assigns BB Rating on Cl. E-T2 Notes
OZLM FUNDING II: S&P Assigns BB Rating on Class D-R Notes
PNC MORTGAGE 2001: Moody's Raises Rating on Cl. K Certs to Ba1
PRESTIGE AUTO 2016-2: DBRS Finalizes BB Rating on Class E Debt
PRESTIGE AUTO 2016-2: S&P Assigns BB Rating on Class E Notes

RACE POINT VII: S&P Affirms 'BB-' Rating on Class E Notes
RBSCF TRUST 2009-RR1: Moody's Affirms Ba1 Rating on JPMCC-A3 Debt
RESIDENTIAL REINSURANCE 2016: S&P Rates Cl. 3 Notes "Prelim. B-"
SALOMON BROTHERS 1999-C1: Moody's Affirms Caa3 Rating on Cl. X Debt
SEQUOIA MORTGAGE 2016-3: Moody's Assigns B1 Rating on Cl. B-4 Debt

SHACKLETON I CLO: S&P Affirms BB Rating on Class E Notes
SILVERADO CLO 2006-II: Moody's Raises Rating on Cl. D Debt to Ba1
SLM PRIVATE 2003-A: Fitch Cuts Class B Notes Rating to 'BBsf'
SOUND POINT XIV: Moody's Assigns Ba3 Rating on Class E Notes
STACR 2016-HQA4: Fitch Assigns 'BBsf' Rating on 3 Tranches

TNP TITAN: Sale of San Antonio Property for $7.25M Approved
UNISON GROUND 2013-1: Fitch Affirms BB- Rating on Class B Notes
US CAPITAL II: Moody's Affirms B2 Rating on Class B-1 Notes
VOYA CLO 2016-3: Moody's Assigns Ba3 Rating on Class D Notes
WELLS FARGO 2014-C24: Fitch Affirms BB- Rating on 2 Cert. Classes

WELLS FARGO 2015-NXS4: Fitch Affirms B- Rating on Class G Certs
WESTWOOD CDO I: Moody's Affirms B1 Rating on Class D Notes
WHITEHORSE IX: Moody's Lowers Rating on Class F Notes to B3
ZAIS CLO 5: Moody's Assigns Ba3 Rating on Class D Notes
[*] Moody's Hikes $18.7MM of Subprime RMBS

[*] Moody's Raises Rating on $312.3MM Alt-A RMBS Loans Issued 2004
[*] Moody's Raises Ratings on $461MM of Subprime RMBS
[*] S&P Completes Review of 167 Classes From 14 RMBS Transactions
[*] S&P Completes Review of 41 Classes From 14 RMBS Transactions
[*] S&P Completes Review on 67 Classes From 15 RMBS Deals

[*] S&P Puts Ratings on 27 Tranches From 7 CLOs on Watch Positive

                            *********

ACAPULCO FUNDING 2005-1: Moody's Cuts Class A Notes Rating to C
---------------------------------------------------------------
Moody's Investors Service has downgraded the rating of Class A
issued by ACAPULCO Funding 2005-1. The complete rating action is as
follows:

   Issuer: ACAPULCO Funding 2005-1

   -- Cl. A, Downgraded to C (sf); previously on Jan 22, 2016
      Downgraded to Caa3 (sf)

RATINGS RATIONALE

The downgrade rating action on Class A reflects the minimal
expected bond recoveries on the underlying Class A-1 issued by
Aviation Capital Group (ACG) Trust, Series 2000-1. The recoveries
on the underlying transaction will come primarily from the $7.4MM
reserve account, because there are no remaining aircraft backing
the underlying transaction and the dissolution process of the
underlying trust has already started.

The underlying transaction also has around $7.0 MM in the expense
account, but it is not yet known how much cash from this account
will be ultimately available to the bond holders after funding all
the expenses to the trust during the dissolution process. Even if
all the cash remaining in the both the reserve and the expense
accounts were to be available to the bond holders, recovery on the
underlying Class A-1 will be only 11.5%, expressed as percentage of
the bond's remaining balance, translating to a recovery of 21% on
the Class A of ACAPULCO resecuritization, consistent with the C
rating.

The principal methodology used in this rating was "Moody's Approach
to Rating Resecuritizations" published in February 2014.

Primary source of uncertainty include expenses to the underlying
trust.

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

It is highly unlikely that rating will be upgraded given all
aircraft backing the underlying ACG transaction has been sold and
the underlying trust is in the process of dissolution.




AMMC CLO XI: S&P Assigns Prelim. BB Rating on Cl. E-R Notes
-----------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to the class
A-1-R loans and class A-1-R, A-2-R, B-R, C-R, D-R, and E-R
replacement notes from AMMC CLO XI Ltd., a collateralized loan
obligation (CLO) originally issued in 2012 that is managed by
American Money Management Corp.  The replacement notes will be
issued via a proposed supplemental indenture.

The preliminary ratings reflect S&P's opinion that the credit
support available is commensurate with the associated rating
levels.  The replacement notes are expected to be issued at a lower
cost of funding than the current notes.  The class A-1-R notes are
expected to be unfunded as of the refinancing date, and the balance
may be increased up to $192.40 million upon a conversion of the
class A-1-R loans according to the transaction documents.

On the Oct. 31, 2016, refinancing date, the proceeds from the
issuance of the replacement notes are expected to redeem the
original notes.  At that time, S&P anticipates withdrawing the
ratings on the original notes and assigning ratings to the
replacement notes.  However, if the refinancing doesn't occur, S&P
may affirm the ratings on the original notes and withdraw its
preliminary ratings on the replacement notes.

The replacement notes are being issued via a proposed supplemental
indenture, which, in addition to outlining the terms of these
replacement notes, will also:

   -- Extend the reinvestment period to Oct. 30, 2018, from
      Oct. 30, 2016.
   -- Extend the non-call period to Oct. 30, 2017, from Oct. 29,
      2014.
   -- Extend the weighted average life test to Oct. 17, 2022, from

      April 17, 2020.
   -- Decrease the subordinated management fee to 0.275% from
      0.350%.
   -- Increase the covenant-lite concentration limit to 50.00%
      from 35.00%.
   -- Incorporate the recovery rate methodology and updated
      industry classifications outlined in S&P's August 2016 CLO
      criteria update.

There is no anticipated change to the transaction's legal final
maturity date.

REPLACEMENT AND ORIGINAL NOTE ISSUANCES

Replacement Notes
Class                Amount    Interest        
                   (mil. $)    rate (%)
A-1-R loans         192.40     LIBOR + 1.40        
A-1-R notes           0.00     LIBOR + 1.40        
A-2-R notes          90.00     LIBOR + 1.40        
B-R notes            60.10     LIBOR + 2.05        
C-R notes            22.20     LIBOR + 2.85        
D-R notes            21.00     LIBOR + 4.25        
E-R notes            19.70     LIBOR + 7.25        

Original Notes
Class                Amount    Interest        
                   (mil. $)    rate (%)
A notes             282.40     LIBOR + 1.45        
B notes              60.10     LIBOR + 2.75        
C notes              22.20     LIBOR + 3.65        
D notes              21.00     LIBOR + 5.50        
E notes              16.90     LIBOR + 7.00        
F notes               2.80     LIBOR + 8.00        

S&P's review of this transaction included a cash flow analysis,
based on the portfolio and transaction as reflected in the August
2016 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 or ultimate
principal, or both, to each of the rated tranches.

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

PRELIMINARY RATINGS ASSIGNED

AMMC CLO XI Ltd.
Replacement class         Rating         Amount (mil. $)
A-1-R loans               AAA (sf)                192.40
A-1-R notes(i)            AAA (sf)                  0.00
A-2-R notes               AAA (sf)                 90.00
B-R notes                 AA (sf)                  60.10
C-R notes                 A (sf)                   22.20
D-R notes                 BBB (sf)                 21.00
E-R notes                 BB- (sf)                 19.70

(i)The class A-1-R notes are expected to be unfunded as of the
refinancing date, and the balance may be increased up to $192.40
million upon a conversion of the class A-1-R loans according to the
transaction documents.



AMMC CLO XI: S&P Withdraws BB- Rating on Class F Notes
------------------------------------------------------
S&P Global Ratings assigned its ratings to the class A-1-R loans
and class A-1-R, A-2-R, B-R, C-R, D-R, and E-R replacement notes
from AMMC CLO XI Ltd., a collateralized loan obligation (CLO)
originally issued in 2012 that is managed by American Money
Management Corp.  S&P withdrew its ratings on the original class A,
B, C, D, E, and F notes following payment in full on the
Oct. 31, 2016, refinancing date.

On the Oct. 31, 2016 refinancing date, the proceeds from the class
A-1-R loans and class A-1-R, A-2-R, B-R, C-R, D-R, and E-R
replacement note issuances were used to redeem the original class
A, B, C, D, E, and F notes as outlined in the transaction document
provisions.  Therefore, S&P withdrew its ratings on the original
notes in line with their full redemption, and S&P assigned ratings
to the replacement notes.

The replacement notes are being issued via a supplemental
indenture, which in addition to outlining the terms of the
replacement notes will also:

   -- Extend the reinvestment period to Oct. 30, 2018, from
      Oct. 30, 2016.
   -- Extend the non-call period to Oct. 30, 2017, from Oct. 29,
      2014.
   -- Extend the weighted average life test to Oct. 17, 2022, from

      April 17, 2020.
   -- Decrease the subordinated management fee to 0.275% from
      0.350%.
   -- Increase the covenant-lite concentration limit to 50.00%
      from 35.00%.
   -- Incorporate the recovery rate methodology and updated
      industry classifications outlined in our August 2016 CLO
      criteria update.

There is no anticipated change to the transaction's legal final
maturity date.

S&P's review of this transaction included a cash flow analysis,
based on the portfolio and transaction as reflected in the August
2016 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 or ultimate
principal, or both, to each of the rated tranches.

The assigned 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 notes remain consistent with the credit enhancement
available to support them, and S&P will take rating actions as it
deems necessary.

RATINGS ASSIGNED

AMMC CLO XI Ltd.
Replacement class          Rating        Amount (mil $)
A-1-R loans                AAA (sf)              192.40
A-1-R notes(i)             AAA (sf)                0.00
A-2-R notes                AAA (sf)               90.00
B-R notes                  AA (sf)                60.10
C-R notes                  A (sf)                 22.20
D-R notes                  BBB (sf)               21.00
E-R notes                  BB- (sf)               19.70

(i)The class A-1-R notes are unfunded as of the refinancing date,
and the balance may be increased up to $192.40 million upon a
conversion of the class A-1-R loans according to the transaction
documents.

RATINGS WITHDRAWN

AMMC CLO XI Ltd.
                           Rating
Original class       To              From
A                    NR              AAA (sf)
B                    NR              AA (sf)
C                    NR              A (sf)
D                    NR              BBB (sf)
E                    NR              BB (sf)
F                    NR              BB- (sf)

NR--Not rated.


ASCENTIUM EQUIPMENT 2016-2: Fitch Rates Class E Notes 'BBsf'
------------------------------------------------------------
Fitch Ratings assigns these ratings and Outlooks to the Ascentium
Equipment Receivables 2016-2 Trust (ACER 2016-2) notes:

   -- $62,000,000 class A-1 notes 'F1+sf';
   -- $101,000,000 class A-2 notes 'AAAsf'; Outlook Stable;
   -- $60,007,000 class A-3 notes 'AAAsf'; Outlook Stable;
   -- $18,240,000 class B notes 'AA-sf'; Outlook Stable;
   -- $15,110,000 class C notes 'A-sf'; Outlook Stable;
   -- $7,410,000 class D notes 'BBBsf'; Outlook Stable;
   -- $7,695,000 class E notes 'BBsf'; Outlook Stable.

                        KEY RATING DRIVERS

Diversified Equipment Types: Equipment types are highly diversified
within 2016-2, with the highest concentration being medical
equipment, at 25.2%.  The next two largest concentrations are
titled equipment and display and storage, both at 14.7%.  This
diversification is consistent with Ascentium's managed portfolio.

Weakening Asset Performance: The recent vintages (2012 - 2015)
within Ascentium's managed portfolio are demonstrating a higher
default pace relative to the majority of prior vintages.
Additionally, on a non-substituted basis, more recent ABS
transactions are also experiencing similar weakening trends.
Fitch's base case CGD proxy of 4.40% accounts for the higher
default pace.

Aggressive Managed Portfolio Growth: Ascentium's managed portfolio
has experienced significant growth since inception in mid-2011,
with annual originations increasing at a compound annual growth
rate of 30%, as of year-end 2015.  This has partially contributed
to the aforementioned weaker performance and the volatile default
performance related to certain new industries and/or equipment
types.

Sufficient Credit Enhancement: All classes benefit from a cash
reserve account and overcollateralization (OC).  Total initial hard
credit enhancement (CE) is 23.0%, 16.6%, 11.3%, 8.7% and 6.0% for
the class A, B, C D, and E notes, respectively.  The transaction
includes a 100% turbo feature, which will allow for CE to build as
the transaction amortizes.

Quality of Origination, Underwriting and Servicing: Ascentium 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 Ascentium 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 ACER 2016-2 to increased CNL over the life of the transaction.
Fitch's analysis found that the transaction displays some
sensitivity to increased CNL, showing a potential downgrade of up
two rating categories under Fitch's severe (2.5x base case loss
scenario).

                        DUE DILIGENCE USAGE

Additionally, Fitch was provided with third-party due diligence
information from Deloitte & Touche LLP.  The third-party due
diligence focused on comparing or recalculating certain information
with respect to 100 receivables.  Fitch considered this information
in its analysis and the findings did not have an impact on our
analysis/conclusions.


ASCENTIUM EQUIPMENT 2016-2: Moody's Rates Class E Notes 'Ba1'
-------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to the
notes issued by Ascentium Equipment Receivables 2016-2 Trust (ACER
2016-2). This is the second transaction of the year for Ascentium
Capital LLC (Not rated). The notes are backed by a pool of
small-ticket equipment used for commercial purposes in physician
offices, gas stations, hotels and restaurants, among others.

The complete rating actions are as follows:

Issuer: Ascentium Equipment Receivables 2016-2 Trust

   -- $101,000,000, 1.46%, Class A-2 Notes, Definitive Rating
      Assigned Aaa (sf)

   -- $60,007,000, 1.65%, Class A-3 Notes, Definitive Rating
      Assigned Aaa (sf)

   -- $18,240,000, 2.50%, Class B Notes, Definitive Rating
      Assigned Aa2 (sf)

   -- $15,110,000, 3.26%, Class C Notes, Definitive Rating
      Assigned A1 (sf)

   -- $7,410,000, 4.20%, Class D Notes, Definitive Rating Assigned

      Baa1 (sf)

   -- $7,695,000, 6.79%, Class E Notes, Definitive Rating Assigned

      Ba1 (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 Ascentium as the
servicer.

Moody's median cumulative net loss expectation for the ACER 2016-2
collateral pool is 2.50%. Moody's based its cumulative net loss
expectation for the ACER 2016-2 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
Ascentium Capital LLC 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 and Class E notes
benefit from 23.00%, 16.60%, 11.30%, 8.70% and 6.00%, of hard
credit enhancement respectively. Hard credit enhancement for the
notes consists of a combination of overcollateralization of 4.75%,
a 1.25% fully funded, non-declining reserve account and
subordination, except for the Class E 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 the ratings:

Up

Moody's could upgrade the notes if, given current expectations of
portfolio losses, levels of credit enhancement are consistent with
higher ratings. In sequential pay structures, such as the one in
this transaction, credit enhancement grows as a percentage of the
collateral balance as collections pay down senior notes.
Prepayments and interest collections directed toward note principal
payments will accelerate this build of enhancement. Moody's
expectation of pool losses could decline as a result of a lower
number of obligor defaults or appreciation in the value of the
equipment securing an obligor's promise of payment. Portfolio
losses also depend greatly on the US economy, the market for used
equipment, and changes in servicing practices.

Down

Moody's could downgrade the notes if, given current expectations of
portfolio losses, levels of credit enhancement are consistent with
lower ratings. Credit enhancement could decline if excess spread is
not sufficient to cover losses in a given month. Moody's
expectation of pool losses could rise as a result of a higher
number of obligor defaults or deterioration in the value of the
equipment securing an obligor's promise of payment. Portfolio
losses also depend greatly on the US economy, the market for used
equipment, and poor servicing. Other reasons for
worse-than-expected performance include error on the part of
transaction parties, inadequate transaction governance, and fraud.


ATLAS SENIOR VII: S&P Assigns Prelim. BB- Rating on Class E Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to Atlas Senior
Loan Fund VII Ltd./Atlas Senior Loan Fund VII LLC's $368.50 million
fixed- and floating-rate notes.

The note issuance is a collateralized loan obligation transaction
backed by broadly syndicated speculative-grade senior secured term
loans.

The preliminary ratings are based on information as of Oct. 28,
2016.  Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

The preliminary ratings reflect:

   -- The diversified collateral pool, which consists primarily of

      broadly syndicated speculative-grade senior secured term
      loans that are governed by collateral quality tests.  The
      credit enhancement provided through the subordination of
      cash flows, excess spread, and overcollateralization.

   -- The collateral manager's experienced team, which can affect
      the performance of the rated notes through collateral
      selection, ongoing portfolio management, and trading.  The
      transaction's legal structure, which is expected to be
      bankruptcy remote.

PRELIMINARY RATINGS ASSIGNED

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

Class                   Rating           Amount
                                       (mil. $)
X                       AAA (sf)           2.50
A                       AAA (sf)         248.00
B-1                     AA (sf)           40.00
B-2                     AA (sf)           10.00
C                       A (sf)            29.00
D                       BBB (sf)          20.00
E                       BB- (sf)          19.00
Subordinated notes      NR                42.50

NR--Not rated.


ATRIUM VIII: S&P Assigns BB Rating on Class E-R Notes
-----------------------------------------------------
S&P Global Ratings assigned its ratings to the class A-R, A-L, B-R,
C-R, D-R, and E-R notes and class A loan from Atrium VIII, a U.S.
collateralized loan obligation (CLO) transaction managed by Credit
Suisse Asset Management LLC.  S&P withdrew its ratings on the class
A-1, A-2, B, C, D, and E notes, which were fully redeemed.

On the Oct. 24, 2016, refinancing date, the proceeds from the
issuance of the replacement notes were used to redeem the original
notes as outlined in the transaction documents.  Therefore, S&P
withdrew its ratings on the original notes following their full
redemption, and S&P assigned ratings to the 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 notes remain consistent with the credit enhancement
available to support them, and S&P will take further rating actions
as it deems necessary.

RATINGS ASSIGNED
Atrium VIII/Atrium VIII LLC

Class                 Rating              Amount
                                        (mil. $)
A-R                   AAA (sf)            158.00
A loans(i)            AAA (sf)            160.00
A-L(i)                AAA (sf)              0.00
B-R                   AA (sf)              53.00
C-R                   A (sf)               42.00
D-R                   BBB (sf)             26.00
E-R                   BB (sf)              21.00
Subordinated notes    NR                   56.30

(i)The class A-L notes have a rated principal amount of $160
million, which includes the $160 million rated principal amount of
class A loans.  The aggregate outstanding amount of class A loans
can be converted to class A-L notes, at which point the
corresponding amount of converted class A loans will be canceled.
NR--Not rated.

RATINGS WITHDRAWN
Atrium VIII/Atrium VIII LLC

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

NR--Not rated.



AXIS EQUIPMENT 2016-1: DBRS Finalizes Bsf Rating on Cl. F Notes
---------------------------------------------------------------
DBRS Inc. finalized its provisional ratings on the following
Equipment Contract Backed Notes, Series 2016-1 Notes (the Notes)
issued by Axis Equipment Finance Receivables IV LLC (the Issuer):

   -- $166,411,000, Series 2016-1, Class A Notes rated AAA (sf)

   -- $8,737,000, Series 2016-1, Class B Notes rated AA (sf)

   -- $6,977,000, Series 2016-1, Class C Notes rated A (sf)

   -- $8,822,000, Series 2016-1, Class D Notes rated BBB (sf)

   -- $5,662,000, Series 2016-1, Class E Notes rated BB (sf)

   -- $4,623,000, Series 2016-1, Class F Notes rated B (sf)

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

   -- Form and sufficiency of available credit enhancement and its

      ability to withstand the expected losses under various
      stressed cash flow modeling scenarios.

   -- While the structure allows for approximately three-month
      prefunding period, during which the acquisition by the
      Issuer of new contracts into the collateral pool will be
      permitted, the proposed concentration limits will mitigate
      the risk of material migration in the collateral pool's
      composition or risk profile.

   -- DBRS deems Axis Capital, Inc. (Axis Capital) to be
      acceptable originator and servicer of equipment backed
      leases and loans with a backup servicer. In addition, Wells
      Fargo Bank, National Association, which is an experienced
      servicer of equipment lease backed securitizations, is the
      backup servicer for the transaction.

   -- The Asset Pool primarily consists of essential use equipment

      with obligors accounting for less than 1% of the Asset Pool
      involved in the domestic oil and gas production sector. In
      addition, close to 89% of the Contracts in the collateral
      pool as of the September 30, 2016, were supported by
      personal guaranties with a weighted-average guarantor FICO
      score of 706. The vast majority of titled assets are
      financed under contracts where Axis Capital does not own
      such assets, which mitigates the risk that titled vehicles
      may be entangled in the bankruptcy estate of the originator.


BANC OF AMERICA 2004-1: Fitch Affirms Dsf Rating on 5 Cert. Classes
-------------------------------------------------------------------
Fitch Ratings has affirmed nine classes of Banc of America
Commercial Mortgage Inc. (BACM 2004-1) commercial mortgage
pass-through certificates series 2004-1.

                        KEY RATING DRIVERS

The affirmations reflect the stable performance of the pool since
Fitch's last rating action, including the loss expectation on the
asset in special servicing that is relatively in-line with previous
expectations.  As of the October 2016 distribution date, the pool's
aggregate principal balance has been reduced by 96.9% to $41.2
million from $1.33 billion at issuance.  One loan (1.3% of the
pool) is defeased and one loan is specially serviced (18% of the
pool).  Interest shortfalls are currently affecting classes H
through K.

Stable Collateral: Since the last review there has been little
change in performance metrics of the remaining loans in the pool.
No loans have defeased, liquidated, or paid off and expected losses
remain relatively stable.

Pool Concentration: The pool is highly concentrated with only four
non-defeased loans remaining.  The largest non-defeased loan,
Mercantile East Shopping Center (68.4%), has demonstrated generally
stable performance.  However, the property's largest anchor tenant,
Kohl's, closed its store in June of 2016.  The tenant continues to
pay rent and has a lease expiration in January 2024 with no early
termination options.  Several other tenants at the property have
recently renewed their leases including Staples (5.7% of NRA) and
Bank of America (2% NRA).  The property had a YE 2015 DSCR of 2.01x
and occupancy of 96.4%.  The loan continues to perform, but given
Kohl's store closure, the servicer has placed the loan on its
watchlist.

REO Loan: The second largest asset in the pool, Federal Way Office
Center, is currently real estate owned (REO) and remains in special
servicing.  The property has been REO since November, 2013.  Since
becoming REO, property occupancy has declined from 72% to 36.2% as
of June, 2016.  Year-end (YE) 2015 DSCR was 0.19x and March 2016
YTD DSCR was negative.  The servicer continues stabilization
efforts before marketing the property for sale.

                         RATING SENSITIVITIES

The Rating Outlooks on classes F and G remain Stable.  Downgrades
are possible should performance at the Mercantile East Shopping
Center decline or if losses on the Federal Way Office Center are
higher than expected.  Conversely, upgrades are possible in the
event of substantial paydown, lower than expected losses and/or
stabilization of the dark anchor at the Mercantile East Shopping
Center.

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 classes:

   -- $2.3 million class F at 'AAAsf'; Outlook Stable;
   -- $11.6 million class G at 'BBsf'; Outlook Stable;
   -- $19.9 million class H at 'CCCsf'; RE 100%.
   -- $6.6 million class J at 'Csf'; RE 25%.
   -- $738,775 class K at 'Dsf'; RE 0%;
   -- $0 class L at 'Dsf'; RE 0%;
   -- $0 class M at 'Dsf'; RE 0%;
   -- $0 class N at 'Dsf'; RE 0%;
   -- $0 class O at 'Dsf'; RE 0%.

Classes A-1, A-1A, A-2, A-3, A-4, B, C, D, E and XP certificates
have paid in full.  Fitch does not rate the class P certificates.
Fitch previously withdrew the rating on the interest-only class XC
certificate.


BANC OF AMERICA 2005-5: S&P Lowers Rating on Cl. G Certs to B-
--------------------------------------------------------------
S&P Global Ratings raised its ratings on two classes of commercial
mortgage pass-through certificates from Banc of America Commercial
Mortgage Inc.'s series 2005-5, a U.S. commercial mortgage-backed
securities (CMBS) transaction.  At the same time, S&P lowered its
rating on class H to 'D (sf)' and affirmed its ratings on two other
classes from the same transaction.

S&P's rating actions reflect 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 rating on class D to 'AAA (sf)' from 'A+ (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 respective rating
levels.  The upgrade also follows S&P's views regarding the current
and future performance of the transaction's collateral and
available liquidity support.  Based on S&P's expectations, it do
not believe this class is susceptible to interest shortfalls given
S&P's performance expectations of the remaining loans in the pool.
In addition, S&P raised its rating on class G to 'B- (sf)' from
'CCC (sf)' to reflect its expectation of available liquidity
support, and S&P no longer expects interest shortfalls to impact
this class in the near term.

S&P lowered its rating on class H to 'D (sf)' because S&P expects
the accumulated interest shortfalls to remain outstanding for the
foreseeable future.  According to the Oct. 11, 2016, trustee
remittance report, the current monthly interest shortfalls totaled
$39,008 and resulted primarily from:

   -- Appraisal subordinate entitlement reduction amount totaling
      $19,323;

   -- A modified interest rate reduction amount totaling $16,282;
      and

   -- Special servicing fees totaling $3,404.

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

The affirmations on classes E and F 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 further positive
rating movement on class G and positive rating movements on classes
E and F, S&P's analysis also considered the uncertainty surrounding
the tenancy at the property for the largest loan in the pool,
Fireman's Fund loan ($74.1 million, 62.7% of the pool). The loan is
secured by a 710,330 sq.-ft. office property located in Novato,
Calif.  It is S&P's understanding from the master servicer that the
sole tenant at the property vacated in December 2015 but is
expected to continue making its rental payments until its lease
expiration in November 2018.  In addition, the loan had failed to
refinance at its anticipated repayment date in October 2015.

                        TRANSACTION SUMMARY

As of the Oct. 11, 2016, trustee remittance report, the collateral
pool balance was $118.0 million, which is 6.0% of the pool balance
at issuance.  The pool currently includes six loans, down from 103
loans at issuance.  Two of these loans ($16.3 million, 13.8%) are
with the special servicer, and one ($0.5 million, 0.5%) is
defeased.  The master servicer, KeyBank Real Estate Capital,
reported financial information for all of the remaining nondefeased
loans in the pool, of which 72.0% was partial-or year-end 2015
data, and the remainder was year-end 2014 data.

S&P calculated a 1.18x S&P Global Ratings' weighted average debt
service coverage (DSC) and 78.9% S&P Global Ratings' weighted
average loan-to-value (LTV) ratio using a 7.61% S&P Global Ratings'
weighted average capitalization rate for the remaining loans in the
pool.  The DSC, LTV, and capitalization rate calculations exclude
one of the specially serviced loans ($9.2 million, 7.8%) and one
defeased loan.

To date, the transaction has experienced $70.8 million in principal
losses, or 3.6% of the original pool trust balance.  S&P expects
losses to reach approximately 3.8% 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
one of the two specially serviced loans.  The other specially
serviced loan is in the process of being modified and is expected
to be returned to the master servicer in the near-term.

                       CREDIT CONSIDERATIONS

As of the Oct. 11, 2016, trustee remittance report, two assets in
the pool were with the special servicers, C-III Asset Management
LLC (C-III) and Midland Loan Services Inc.  Details of those two
specially serviced loans are:

   -- Orchard Plaza loan ($9.2 million, 7.8%) is the third-largest

      loan in the pool and has $9.5 million in total exposure.  
      The loan, which has a reported nonperforming matured balloon

      payment status, is secured by an 185,649-sq.-ft. retail
      center in Byron Township, Mich.  The loan was transferred to

      the special servicer on Sept. 4, 2015, due to maturity
      default.  The borrower has agreed to a deed in lieu of
      foreclosure.  The reported DSC and occupancy as of Sept. 30,

      2015, were 0.84x and 72.0%, respectively.  An appraisal
      reduction amount (ARA) of $4.6 million is in effect against
      this asset.  S&P expects a moderate loss (26%-59%) upon this

      asset's eventual resolution.

   -- SunTrust Tower loan ($7.1 million, 6.0%) is the fourth-
      largest loan in the pool and has $7.2 million in total
      exposure.  The loan is secured by a 94,275-sq.-ft. office
      property located in Pensacola, Fla.  The loan was
      transferred to the special servicer on July 1, 2015, due to
      maturity default.  The loan modification is closed and is in

      the process of being booked to the master servicer's system.

      The reported DSC and occupancy as of the six-month ending
      June 30, 2016, were 0.98x and 56.0%, respectively.

   -- An ARA of $1.7 million is in effect against this asset.  
      S&P' analysis considered this modification and potential
      loan workout as well as market data and conditions to assess

      S&P's sustainable cash flow and valuation.

RATINGS LIST

Banc of America Commercial Mortgage Inc.
Commercial mortgage pass-through certificates series 2005-5
                                    Rating
Class             Identifier        To                  From
D                 05947U2X5         AAA (sf)            A+ (sf)
E                 05947U2Z0         BB+ (sf)            BB+ (sf)
F                 05947U3A4         B- (sf)             B- (sf)
G                 05947U3B2         B- (sf)             CCC (sf)
H                 05947U3C0         D (sf)              CCC- (sf)



BANC OF AMERICA 2006-1: Moody's Affirms B3 Rating on Cl. E Certs
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of two classes
and affirmed the ratings on six classes in Banc of America
Commercial Mortgage Inc. Commercial Mortgage Pass-Through
Certificates, Series 2006-1 as:

  Cl. A-J, Affirmed Aaa (sf); previously on March 17, 2016,
   Affirmed Aaa (sf)
  Cl. B, Affirmed Aaa (sf); previously on March 17, 2016, Upgraded

   to Aaa (sf)
  Cl. C, Upgraded to Aa2 (sf); previously on March 17, 2016,
   Upgraded to A1 (sf)
  Cl. D, Upgraded to Baa1 (sf); previously on March 17, 2016,
   Upgraded to Baa3 (sf)
  Cl. E, Affirmed B3 (sf); previously on March 17, 2016, Affirmed
   B3 (sf)
  Cl. F, Affirmed Caa2 (sf); previously on March 17, 2016,
   Affirmed Caa2 (sf)
  Cl. G, Affirmed C (sf); previously on March 17, 2016, Affirmed
   C (sf)
  Cl. XC, Affirmed Caa2 (sf); previously on March 17, 2016,
   Downgraded to Caa2 (sf)

                         RATINGS RATIONALE

The ratings on the P&I Classes C and D were upgraded based
primarily on an increase in credit support resulting from loan
paydown and amortization.  The deal has paid down 22% since Moody's
last review.

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

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

Moody's rating action reflects a base expected loss of 11.2% of the
current balance compared to 14.9% at Moody's last review. Moody's
base expected loss plus realized losses is now 7.0% of the original
pooled balance, compared to 7.1% 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 on October 2015.

                    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 5, compared to 8 at Moody's last review.

Due to the low Herf, Moody's analysis used the excel-based Large
Loan Model 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 Oct. 11, 2016, distribution date, the transaction's
aggregate certificate balance has decreased by 22% to $144 million
from $2.04 billion at securitization.  The certificates are
collateralized by 12 mortgage loans ranging in size from less than
1% to 33% of the pool.  One loan, constituting 6% of the pool, has
defeased and is secured by US government securities.

Three loans, constituting 18% 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-four loans have been liquidated from the pool, contributing
to an aggregate realized loss of $126 million (for an average loss
severity of 34%).

Five loans, constituting 47% of the pool, are currently in special
servicing.  The largest specially serviced loan is the Medical
Mutual Headquarters Loan ($47 million -- 33% of the pool), which is
secured by a historic, 381,000 square foot office property in
downtown Cleveland, Ohio.  The property is 100% leased to Medical
Mutual of Ohio, a health insurer, which uses the property as its
headquarters.  The tenant's lease extends through September 2020.
The loan transferred to special servicing after the loan passed its
scheduled maturity date of Jan. 1, 2016.

The remaining four specially serviced loans are secured by a mix of
property types.  Moody's estimates an aggregate $14 million loss
for the specially serviced loans (21% expected loss on average).

Moody's has assumed a high default probability for one poorly
performing loan, constituting less than 1% of the pool, and has
estimated a modest loss from this troubled loan.

Moody's received full year 2015 operating results for 83% of the
pool, and partial year 2016 operating results for 67% of the pool.
Moody's weighted average conduit LTV is 104%, compared to 106% 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 16.6% to the most recently
available net operating income (NOI).  Moody's value reflects a
weighted average capitalization rate of 9.4%.

Moody's actual and stressed conduit DSCRs are 1.12X and 1.21X,
respectively, compared to 1.10X and 1.14X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service.  Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The top three performing conduit loans represent 42% of the pool
balance.  The largest loan is the Plaza Antonio Loan ($36 million
  -- 25% of the pool), which is secured by a 106,000 square foot
retail center in Rancho Santa Margarita, California.  The property
was 100% leased as of June 2016.  The loan benefits from
amortization.  Moody's LTV and stressed DSCR are 112% and 0.89X,
respectively, compared to 113% and 0.88X at the last review.

The second largest loan is the Mitsuwa Marketplace Loan ($15
million -- 11% of the pool).  The loan is secured by a 57,000
square foot retail property in Torrance, California.  The property
is fully leased to Mitsuwa Market, a Japanese specialty department
store retailer which operates a food market out of the space and
leases a majority of the space to subtenants via the leased
department model.  The loan is on the watchlist due to deferred
maintenance items.  The Mitsuwa lease is set to expire in September
2017.  Moody's LTV and stressed DSCR are 83% and 1.20X,
respectively, compared to 81% and 1.23X at the last review.

The third largest loan is the BJ's Wholesale Club Loan ($9 million

   -- 6% of the pool).  The loan is secured by a 109,000 square
foot retail property in Cutler Ridge, Florida, approximately 20
miles southwest of downtown Miami.  The property is 100% leased to
BJ's Wholesale Club through July 27, 2017.  The loan is currently
on the watchlist for the upcoming lease expiration.  Due to the
single tenant nature, Moody's value incorporates a lit/dark
analysis.  Moody's LTV and stressed DSCR are 120% and 0.88X,
respectively, compared to 115% and 0.92X at the last review.


BANC OF AMERICA 2006-1: S&P Raises Rating on Class D Certs to BB-
-----------------------------------------------------------------
S&P Global Ratings raised its ratings on four classes of commercial
mortgage pass-through certificates from Banc of America Commercial
Mortgage Trust 2006-1, a U.S. commercial mortgage-backed securities
(CMBS) transaction.  In addition, S&P affirmed its ratings on two
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-J, B, C, and D 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 current and future
performance of the transaction's collateral and available liquidity
support.  In addition, S&P considered the potential for additional
interest shortfalls to the classes if an increase in appraisal
reduction amounts (ARAs) results in increased appraisal
subordination entitlement reductions.

The affirmations on the 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 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 further positive
rating movements on classes C and D and positive rating movements
on classes E and F, S&P's analysis also considered the
susceptibility to interest shortfall risk if additional ARAs are
implemented on the specially serviced assets.  For classes E and F,
S&P also considered the range of potential liquidation outcomes
with associated with the Medical Mutual Headquarters loan.

                         TRANSACTION SUMMARY

As of the Oct. 11, 2016, trustee remittance report, the collateral
pool balance was $143.5 million, which is 7.0% of the pool balance
at issuance.  The pool currently includes 11 loans, down from 192
loans at issuance, and one real estate-owned (REO) asset.  Five of
these assets ($67.7 million, 47.1%) are with the special servicer,
one ($8.9 million, 6.2%) is defeased, and three ($25.1 million,
17.5%) are on the master servicer's watchlist.  The master
servicer, KeyBank Real Estate Capital, reported financial
information for all of the nondefeased loans in the pool, of which
55.9% was partial or year-end 2015 data, and the remainder was
year-end 2014 data.

S&P calculated a 1.06x S&P Global Ratings weighted average debt
service coverage (DSC) and 84.8% S&P Global Ratings weighted
average loan-to-value (LTV) ratio using a 7.08% S&P Global Ratings
weighted average capitalization rate.  The DSC, LTV, and
capitalization rate calculations exclude the five specially
serviced assets and one defeased loan.  The top 10 nondefeased
loans have an aggregate outstanding pool trust balance of
$133.5 million (93.0%).  Using adjusted servicer-reported numbers,
S&P calculated an S&P Global Ratings weighted average DSC and LTV
of 1.06x and 85.7%, respectively, for five of the top 10
nondefeased loans.  The remaining loans are specially serviced, of
whichthe top two are discussed below.

To date, the transaction has experienced $125.9 million in
principal losses, or 6.2% of the original pool trust balance. Based
on the low end recovery value that may be realized on the Medical
Mutual Headquarters loan, S&P expects losses to potentially reach
approximately 8.5% 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 Oct. 11, 2016, trustee remittance report, five assets in
the pool are with the special servicer, Torchlight Loan Services
LLC. Details of the two largest specially serviced assets, both of
which are top 10 nondefeased loans, are:

The Medical Mutual Headquarters loan has a balance of $46.6
million, with total reported exposure of $48.5 million.  The loan
is secured by a 381,176-sq.-ft. office property located in
Cleveland, Ohio, was built in 1900, and was renovated in 1990.  The
property is occupied by a single tenant, Medical Mutual of Ohio,
under a lease that expires in September 2020.  The loan was
transferred to the special servicer on Dec. 23, 2015, because of
imminent default due to the borrower's inability to refinance the
loan at its maturity date in January 2016.  The reported DSC and
occupancy as of year-end 2014 were 1.24x and 100.0%, respectively.
While the property is currently occupied by Medical Mutual of Ohio,
uncertainty exists as to whether the tenant will continue to occupy
the space when the lease expires.  As a result, S&P considered the
potential value variances that may be achieved from the loan
resolution in its analysis.

The 24 Hour Fitness loan has a balance of $7.7 million, with total
reported exposure of $8.2 million.  The loan is secured by a
44,374-sq.-ft. retail property located in Scottsdale, Ariz., built
in 1994.  The loan was transferred to the special servicer on Feb.
8, 201,6 because of imminent maturity default.

The reported DSC and occupancy as of Sept. 30, 2015, were 1.61x and
100.0%, respectively.  S&P expects a moderate loss (26.0%-59.0%)
upon this loan's eventual resolution.

The three remaining assets with the special servicer have each
individual balances that represent less than 4.0% of the total pool
trust balance.  S&P estimated losses for the five specially
serviced assets, arriving at a weighted average loss severity of
68.9%, which took into account the potential value variances that
may be achieved from the resolution of the Medical Mutual
Headquarters loan.

RATINGS LIST

Banc of America Commercial Mortgage Trust 2006-1
Commercial mortgage pass-through certificates series 2006-1
                                       Rating
Class            Identifier            To           From
A-J              05947U7N2             AAA (sf)     BBB (sf)
B                05947U7Q5             AA+ (sf)     BBB- (sf)
C                05947U7R3             BBB- (sf)    BB (sf)
D                05947U7S1             BB- (sf)     B+ (sf)
E                05947U6C7             B (sf)       B (sf)
F                05947U6E3             B- (sf)      B- (sf)


BANC OF AMERICA 2007-3: Moody's Affirms B2 Rating on Cl. B Debt
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on four classes,
downgraded the rating on one class and affirmed the ratings on
twelve classes in Banc of America Commercial Mortgage Trust,
Commercial Pass-Through Certificates, Series 2007-3 as:

  Cl. A-1A, Affirmed Aaa (sf); previously on Dec. 10, 2015,
   Affirmed Aaa (sf)
  Cl. A-4, Affirmed Aaa (sf); previously on Dec. 10, 2015,
   Affirmed Aaa (sf)
  Cl. A-5, Affirmed Aaa (sf); previously on Dec. 10, 2015,
   Affirmed Aaa (sf)
  Cl. A-M, Upgraded to Aa2 (sf); previously on Dec. 10, 2015,
   Upgraded to Aa3 (sf)
  Cl. A-MF, Upgraded to Aa2 (sf); previously on Dec. 10, 2015,
   Upgraded to Aa3 (sf)
  Cl. A-MFL, Upgraded to Aa2 (sf); previously on Dec. 10, 2015,
   Upgraded to Aa3 (sf)
  Cl. A-J, Upgraded to Ba2 (sf); previously on Dec. 10, 2015,
   Upgraded to Ba3 (sf)
  Cl. B, Affirmed B2 (sf); previously on Dec. 10, 2015, Upgraded
   to B2 (sf)
  Cl. C, Affirmed Caa2 (sf); previously on Dec. 10, 2015, Upgraded

   to Caa2 (sf)
  Cl. D, Affirmed Caa3 (sf); previously on Dec. 10, 2015, Upgraded

   to Caa3 (sf)
  Cl. E, Affirmed Ca (sf); previously on Dec. 10, 2015, Affirmed
   Ca (sf)
  Cl. F, Affirmed C (sf); previously on Dec. 10, 2015, Affirmed
   C (sf)
  Cl. G, Affirmed C (sf); previously on Dec. 10, 2015, Affirmed
   C (sf)
  Cl. H, Affirmed C (sf); previously on Dec. 10, 2015, Affirmed
   C (sf)
  Cl. J, Affirmed C (sf); previously on Dec. 10, 2015, Affirmed
   C (sf)
  Cl. K, Affirmed C (sf); previously on Dec. 10, 2015, Affirmed
   C (sf)
  Cl. XW, Downgraded to B1 (sf); previously on Dec. 10, 2015,
   Affirmed Ba3 (sf)

                          RATINGS RATIONALE

The ratings on four P&I classes were upgraded due to an increase in
credit support resulting from loan 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 deal has paid down
16.6% since Moody's last review.

The ratings on three P&I classes, Classes A-1A, A-4 and A-5, were
affirmed due to the transaction's key metrics, including Moody's
loan-to-value (LTV) ratio, Moody's stressed debt service coverage
ratio (DSCR) and the transaction's Herfindahl Index (Herf), are
within acceptable ranges.  The ratings on the remaining nine P&I
classes were affirmed because the ratings are consistent with
Moody's expected loss.

The rating on the IO class, Class XW, 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 9.7% of the
current balance, compared to 6.0% at Moody's last review.  Moody's
base expected loss plus realized losses is now 10.2% 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 methodologies used in these ratings were "Approach to Rating US
and Canadian Conduit/Fusion CMBS" published on December 2014, and
"Moody's Approach to Rating Large Loan and Single Asset/Single
Borrower CMBS" published on 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 14, 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 Oct. 11, 2016, distribution date, the transaction's
aggregate certificate balance has decreased by 46% to
$1.91 billion from $3.52 billion at securitization.  The
certificates are collateralized by 84 mortgage loans ranging in
size from less than 1% to 17% of the pool, with the top ten loans
constituting 66% of the pool.  Eight loans, constituting 3% of the
pool, have defeased and are secured by US government securities.

Twenty-five loans, constituting 19% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans that meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package.  As part of
Moody's ongoing monitoring of a transaction, the agency reviews the
watchlist to assess which loans have material issues that could
affect performance.

Twenty-one loans have been liquidated from the pool, resulting in
an aggregate realized loss of $175.3 million (for an average loss
severity of 27%).  Eight loans, constituting 8% of the pool, are
currently in special servicing.  The specially serviced loans are
secured by a mix of property types.  Moody's estimates an aggregate
$46.8 million loss for the specially serviced loans (30% expected
loss on average).

Moody's has assumed a high default probability for nine poorly
performing loans, constituting 14% of the pool, and has estimated
an aggregate loss of $74 million (a 27% expected loss on average)
from these troubled loans.

Moody's received full year 2015 operating results for 91% of the
pool, and full or partial year 2016 operating results for 84%.
Moody's weighted average conduit LTV is 108%, compared to 107% at
Moody's last review.  Moody's conduit component excludes loans with
credit assessments, defeased and CTL loans, and specially serviced
and troubled loans.  Moody's net cash flow (NCF) reflects a
weighted average haircut of 14% 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 1.52X and 0.98X,
respectively, compared to 1.53X and 0.99X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service.  Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The top three conduit loans represent 36% of the pool balance.  The
largest loan is the Presidential Towers Loan ($325 million -- 17.0%
of the pool), which is secured by four connected 50-story apartment
buildings totaling over 2,300 units, located in the West Loop
submarket of downtown Chicago, Illinois.  As of June 2016, the
property was 93% leased compared to 96% leased at last review. The
property continues to perform well, with strong occupancy levels
coupled with rent growth.  The loan matures in May 2017 and Moody's
LTV and stressed DSCR are 91% and 0.95X, respectively, compared to
94% and 0.92X at the last review.

The second largest loan is the Pacific Shores Building 9 & 10 Loan
($183.75 million -- 9.6% of the pool), which is secured by two
Class A office buildings located in Redwood City, California.
Abbott Laboratories previously occupied the property; however, due
to a spin-off, AbbVie Biotherapeutics Inc. (AbbVie Inc., senior
unsecured rating of Baa2, stable outlook) now occupies 100% of the
building.  AbbVie leases expire in December 2021. Due to the single
tenant exposure, Moody's stressed the value of this property
utilizing a lit/dark analysis.  The loan matures in May 2017 and
Moody's LTV and stressed DSCR are 134% and 0.86X, respectively
compared to 129% and 0.80X at the last review.

The third largest loan is the Hilton Anatole Loan ($175 million --
9.2% of the pool), which represents a pari-passu interest in a $350
million first mortgage.  The property is also encumbered by a $20
million mezzanine loan.  The loan is secured by a 1,606 room full
service hotel located in Dallas, Texas.  Property performance has
been stable over the last three years.  The loan matures in June
2017 and Moody's LTV and stressed DSCR are 110% and 1.08X,
respectively, compared to 104% and 1.14X at the last review.


BARINGS CLO 2016-III: Moody's Assigns Ba3 Rating on Cl. D Notes
---------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to five
classes of notes to be issued by Barings CLO Ltd. 2016-III.

Moody's rating action is:

  $372,000,000 Class A-1 Senior Secured Floating Rate Notes due
   2028, Assigned (P)Aaa (sf)
  $75,000,000 Class A-2 Senior Secured Floating Rate Notes due
   2028, Assigned (P)Aa2 (sf)
  $50,800,000 Class B Senior Secured Deferrable Floating Rate
   Notes due 2028, Assigned (P)A2 (sf)
  $30,000,000 Class C Secured Deferrable Mezzanine Floating Rate
   Notes due 2028, Assigned (P)Baa3 (sf)
  $24,000,000 Class D Secured Deferrable Mezzanine Floating Rate
   Notes due 2028, Assigned (P)Ba3 (sf)

The Class A-1 Notes, the Class A-2 Notes, the Class B Notes, the
Class C Notes, and the Class D Notes are referred to herein 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.

Barings 2016-III is a managed cash flow CLO.  The issued notes will
be collateralized primarily by broadly syndicated first lien senior
secured corporate loans.  At least 92.5% of the portfolio must
consist of senior secured loans and eligible investments
representing principal proceeds, and up to 7.5% of the portfolio
may consist of second lien loans and unsecured loans.  Moody's
expects the portfolio to be approximately 75% ramped as of the
closing date.

Barings LLC 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
five 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 one class of
subordinated notes.

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3.2.1
of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in October 2016.

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

Par amount: $600,000,000
Diversity Score: 65
Weighted Average Rating Factor (WARF): 2700
Weighted Average Spread (WAS): 3.75%
Weighted Average Coupon (WAC): 7.50%
Weighted Average Recovery Rate (WARR): 46.75%
Weighted Average Life (WAL): 8.0 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
October 2016.

Factors That Would Lead to 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 2700 to 3105)
Rating Impact in Rating Notches
Class A-1 Notes: 0
Class A-2 Notes: -1
Class B Notes: -2
Class C Notes: -1
Class D Notes: -1

Percentage Change in WARF -- increase of 30% (from 2700 to 3510)
Rating Impact in Rating Notches
Class A-1 Notes: 0
Class A-2 Notes: -3
Class B Notes: -4
Class C Notes: -2
Class D Notes: -2



BEAR STEARNS 2004-PWR5: DBRS Hikes Class M Notes Rating to B(low)
-----------------------------------------------------------------
DBRS Limited upgraded the ratings on the following classes of
Commercial Mortgage Pass-Through Certificates, Series 2004-PWR5
issued by Bear Stearns Commercial Mortgage Securities Trust
2004-PWR5 (the Trust):

   -- Class J to AAA (sf) from AA (sf)

   -- Class K to AAA (sf) from A (sf)

   -- Class L to A (low) (sf) from BBB (low) (sf)

   -- Class M to B (low) (sf) from CCC (sf)

DBRS has also confirmed the ratings on the following classes:

   -- Class F at AAA (sf)

   -- Class G at AAA (sf)

   -- Class H at AAA (sf)

   -- Class X-1 at AAA (sf)

   -- Class N at C (sf)

All trends are Stable with the exception of Class N, which does not
carry a trend.

The rating upgrades to Class J through Class M reflect the
increased credit support to the bonds as a result of successful
loan repayment, a significant amount of defeasance collateral and
the strong credit metrics of the non-defeased collateral remaining
within the pool. Since issuance, the pool has experienced a
collateral reduction of 94.5%, with only ten of the original 130
loans remaining as at the October 2016 remittance. In the past 12
months, only one specially serviced loan, Campbell Station Shopping
Center (Prospectus ID#95), left the pool, as it was liquidated in
September 2016 without realized losses to the Trust. The two
largest loans, representing 72.5% of the current pool balance, are
fully defeased with the largest non-defeased loan representing 6.5%
of the current pool balance.

Six loans, representing 81.3% of the current pool balance, are
scheduled to mature in 2019, while three loans, representing 13.7%
of the current pool balance, are scheduled to mature in 2024. DBRS
recognizes the propensity for adverse selection over time as the
pool becomes more concentrated; however, the refinance outlook for
the pool overall currently appears to be strong, as the
non-specially serviced and defeased loans are reporting a
weighted-average debt service coverage ratio (DSCR) and debt yield
of 1.93 times (x) and 54.0%, respectively.

As at the October 2016 remittance, there is one loan in special
servicing, representing 5.0% of the pool balance; this REO loan is
highlighted below. The smallest loan in the pool (0.4% of the pool
balance) is on the servicer’s watchlist because of a large tenant
vacating in June 2016, resulting in occupancy of 77.7% at the
property; however, the loan is expected to remain current as the
YE2015 DSCR was 4.96x.

The Pottsburg Plaza loan (Prospectus ID#69; 5.0% of the current
pool balance) is secured by a 35,905-square-foot (sf) neighborhood
retail plaza in Jacksonville, Florida. The loan transferred to
special servicing in May 2014 as a result of maturity default. An
extension and modification request was denied by the servicer, and
the property was foreclosed in August 2015. As at the most recent
servicer update, the property is expected to be listed for sale in
the near term. The July 2016 rent roll showed the property to be
51.7% occupied, with occupancy at the subject ranging between 50%
and 55% over the past five years. Reis reports an average vacancy
rate of 17.3% and an average rental rate of $13.24 per square foot
(psf) for retail properties in the Arlington/Baymeadows submarket
of Jacksonville as at Q2 2016. The largest tenant, Walgreens (39.7%
of the net rentable area), recently renegotiated its rental rate
down to $13.50 psf, compared with $22.07 psf previously, in
conjunction with extending its lease by five years through December
2022. The lower rental rate is a result of declining sales, which
have been declining since 2011. Walgreens’ last reported
full-year sales were $138 psf at YE2014, below the ten-year average
of $150 psf for the location.

A July 2016 management report noted several deferred maintenance
issues at the property, including sewer systems in need of repair,
HVAC that needs to be replaced and significant water intrusion
issues to the stucco, which needs to be waterproofed to avoid
further damage. The most recent appraisal dated June 2016 valued
the property at $2.7 million ($75.19 psf), down from $3.8 million
($104.44 psf) as at July 2015 and $6.2 million at issuance. The
most recent valuation implies a loan-to-value ratio of 149% and is
below the current total loan exposure of approximately $4.4 million
as at October 2016. Given the significant value decline,
historically low occupancy, negative sales trend for Walgreens and
outstanding deferred maintenance concerns, DBRS expects the Trust
will incur a loss with the resolution of the asset.

At issuance, DBRS shadow-rated one loan, New Castle Marketplace
(Prospectus ID#19; 6.3% of the current pool balance), as investment
grade. DBRS has today confirmed that the performance of this
individual loan remains consistent with investment-grade loan
characteristics.

The ratings assigned to Classes L and M materially deviate from the
higher ratings implied by the quantitative model. DBRS considers a
material deviation to be a rating differential of three or more
notches between the assigned rating and the rating implied by the
quantitative model that is a substantial component of a rating
methodology; in this case, the rating reflects the uncertain
loan-level event risk.


BEAR STEARNS 2006-TOP24: Fitch Affirms 'Dsf' Rating on 12 Certs.
----------------------------------------------------------------
Fitch Ratings has affirmed 14 classes of Bear Stearns Commercial
Mortgage Securities Trust commercial mortgage pass-through
certificates series 2006-TOP24 (BSCMT 2006-TOP24).

                        KEY RATING DRIVERS

The affirmations of the transaction's distressed ratings reflect
the pool's significant concentration with only 17 loans remaining;
four of which (61.9% of the pool), including the largest loan in
the pool (55.7%), are specially serviced.  Additionally, five loans
(13.2%) were flagged as Fitch Loans of Concern due to failure to
pay off at maturity or continued deteriorating performance.

As of the October 2016 distribution date, the pool's aggregate
principal balance has been reduced by 92% to $123.3 million from
$1.5 billion at issuance.  One loan (1.4%) is defeased and interest
shortfalls are currently affecting classes B and below.

High Expected Losses: The pool continues to have high expected
losses relative the remaining collateral balance.  Losses on class
A-J remain possible.

Specially Serviced Loans: The specially serviced loans (61.9%)
include the largest loan in the pool.  Dulles Executive Plaza
(55.7%), is secured by a 379,596 sf office property located in
Herndon, VA.  The property is primarily occupied by Lockheed Martin
(rated 'BBB+'/Stable Outlook by Fitch as of Oct. 2016) through two
leases expiring in February 2019 (33%) and November 2021 (50%).
The loan transferred to special servicing in August 2016 due to
imminent maturity default.  The servicer reported occupancy and
debt service coverage ratio DSCR) were 89.6% and 1.12x,
respectively, as of year-end (YE) 2015.

Loans Past Maturity: None of the specially serviced loans paid off
at their respective 2016 scheduled maturity dates.  Four of the
additional five Fitch Loans of Concern (11.3%) also failed to pay
off at maturity dates in August, September and October 2016.

Maturity Concentration: The remaining loans, excluding Fitch Loans
of Concern and those that are specially serviced, mature in 2021
(17.4%), 2026 (4%) and 2036 (3.5%).

                       RATING SENSITIVITIES

Fitch applied additional stresses in its analysis given the pool's
concentration risk.  The distressed ratings reflect the additional
stress and Fitch's expectation of losses.  The potential for
upgrades to class A-J are limited due to the increased
concentration of underperforming loans and the credit quality of
the remaining collateral.  Should recoveries on specially serviced
asset dispositions exceed expectations, future upgrades are
possible.  Downgrades are likely to the distressed classes should
additional losses be realized.

Fitch has affirmed these classes:

   -- $87.7 million class A-J at 'CCCsf'; RE 45%;
   -- $28.8 million class B at 'Csf'; RE 0%;
   -- $6.9 million class C at 'Dsf'; RE 0%;
   -- $0 class D at 'Dsf'; RE 0%;
   -- $0 class E at 'Dsf'; RE 0%;
   -- $0 class F at 'Dsf'; RE 0%;
   -- $0 class G at 'Dsf'; RE 0%;
   -- $0 class H at 'Dsf'; RE 0%;
   -- $0 class J at 'Dsf'; RE 0%;
   -- $0 class K at 'Dsf'; RE 0%;
   -- $0 class L at 'Dsf'; RE 0%;
   -- $0 class M at 'Dsf'; RE 0%;
   -- $0 class N at 'Dsf'; RE 0%;
   -- $0 class O at 'Dsf'; RE 0%.

Classes A-1, A-2, A-3, A-AB, A-4 and A-M were repaid in full. Fitch
does not rate the class P certificates.  Fitch previously withdrew
the ratings on the interest-only class X-1 and X-2 certificates.



BEAR STEARNS 2007-PWR16: Fitch Lowers Rating on Cl. G Certs to D
----------------------------------------------------------------
Fitch Ratings has downgraded one class and affirmed 18 classes of
Bear Stearns Commercial Mortgage Securities Trust (BSCMSI)
commercial mortgage pass-through certificates series 2007-PWR16.

                        KEY RATING DRIVERS

The downgrade of class G reflects realized losses.  The
affirmations reflect continued paydown and overall stable
performance since Fitch's last rating action.  Fitch remains
concerned about a number of highly leveraged loans, which may have
trouble refinancing.  Fitch has applied additional stresses in its
base case analysis to factor in the refinancing risks.  All of the
loans in the pool mature in 2017.  Fitch modeled losses of 15.2% of
the remaining pool; expected losses on the original pool balance
total 14.3%, including $220.5 million (6.7% of the original pool
balance) in realized losses to date.

As of the October 2016 distribution date, the pool's aggregate
principal balance has been reduced by 49.9% to $1.66 billion from
$3.31 billion at issuance.  Per the servicer reporting, nine loans
(3.4% of the pool) are defeased.  Interest shortfalls are currently
affecting classes G through S.

There was a variance from criteria related to class A-M for which
the model output suggested that an upgrade was possible.  Fitch
determined that an upgrade is not warranted at this time as modeled
loss on the remaining pool remains high and the significant
maturity risk that exists with 100% of the pool maturating in 2017.


Highly Leveraged Loans: There are a number of highly leveraged
loans within the pool.  Eleven of the top 15 performing loans have
Fitch loan-to-values (LTVs) above 100%, which may impact the
ability of the loans to refinance at maturity.

2017 Maturities: All of the performing loans within the pool mature
in 2017 exposing the transaction to significant maturity risk.  The
majority of the maturities (90%) occur in the second quarter of
2017.

Specially Serviced Assets: There are six specially serviced assets
representing 4.60% of the pool.  Five of the assets are real estate
owned (REO).  The largest specially serviced asset and second
largest contributor to losses is the North Grand Mall (1.8%), a
297,008 square foot (sf) regional mall located in Ames, IA.  The
loan was transferred to the special servicer in June 2014 for
imminent default.  Anchor tenants at the mall include JCPenney
(31.6% net rentable area [NRA]), which extended their lease for an
additional seven years through March 2020 and Younkers (16.8% NRA),
which expires in 2022.  The third largest tenant, a movie theatre,
closed in 2014.  Sears closed its location at the mall in 2008,
after which its store was demolished and replaced with Kohl's, TJ
Maxx, and Shoe Carnival.  The servicer-reported occupancy at the
property as of August 2016 is 85.0%, a decline from the 92.7%
reported at year-end 2013.  The servicer reports that the property
is under contract with an expected closing in December 2016.  Fitch
expects significant losses on the asset upon disposition.

The second largest specially serviced asset and third largest
contributor to losses is Ashford Oaks, a 190,819 sf suburban
property, located in San Antonio, TX.  The property became REO
after foreclosure was completed in October 2015.  The servicer is
focused on new leases and renewals as well as upgrades to common
areas, restrooms and a security desk.  The property is being
marketed for sale and current occupancy is 55%.

Beacon Seattle & DC Portfolio: The Beacon Seattle & DC Portfolio
remains the largest contributor to modeled losses.  The loan was
initially secured by a portfolio consisting of 16 office
properties, the pledge of the mortgage and the borrower's ownership
interest in one office property, and the pledge of cash flows from
three office properties.  In aggregate, the initial portfolio of 20
properties comprised approximately 9.8 million square feet of
office space.  The loan was transferred to special servicing in
April 2010 for imminent default and was modified in December 2010.
Key modification terms included a five-year extension of the loan
to May 2017, a deleveraging structure that provided for the release
of properties over time, and an interest rate reduction.  The loan
was returned to the master servicer in May 2012 and is performing
under the modified terms.

Per the recent master servicer comments, the borrower is marketing
the four remaining properties in order to liquidate the entire
portfolio by the May 2017 extended maturity date.  As of June 2016,
the portfolio occupancy is 84.4%.

                         RATING SENSITIVITIES

Stable Outlooks on classes A-4, A-1A and A-M reflect their
seniority and sufficient credit enhancement.  Downgrades to the
senior classes are not expected unless there is a material decline
in loan performance or if losses on the specially serviced loans
exceed current expectations.  Upgrades are possible if specially
serviced assets are resolved with better than anticipated
recoveries.  Downgrades to the distressed classes will occur as
losses are realized.

Fitch downgrades this class:

   -- $23.9 million class G to 'Dsf' from 'Csf'; RE 0%.

Fitch affirms these classes and revises the RE as indicated:

   -- $273.4 million class A-J at 'CCCsf'; RE 60%.

Fitch affirms these classes:

   -- $640 million class A-4 at 'AAAsf'; Outlook Stable;
   -- $246.6 million class A-1A at 'AAAsf'; Outlook Stable;
   -- $331.4 million class A-M at 'Asf'; Outlook Stable;
   -- $33.1 million class B at 'CCCsf'; RE 0%;
   -- $33.1 million class C at 'CCCsf'; RE 0%;
   -- $33.1 million class D at 'CCsf'; RE 0%;
   -- $20.7 million class E at 'CCsf'; RE 0%;
   -- $24.9 million class F at 'Csf'; RE 0%;
   -- $0 class H at 'Dsf'; RE 0%;
   -- $0 class J at 'Dsf'; RE 0%;
   -- $0 class K at 'Dsf'; RE 0%;
   -- $0 class L at 'Dsf'; RE 0%;
   -- $0 class M at 'Dsf'; RE 0%;
   -- $0 class N at 'Dsf'; RE 0%;
   -- $0 class O at 'Dsf'; RE 0%;
   -- $0 class P at 'Dsf'; RE 0%;
   -- $0 class Q at 'Dsf'; RE 0%.

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



BEAR STEARNS 2007-PWR17: S&P Raises Rating on Class B Certs to B+
-----------------------------------------------------------------
S&P Global Ratings raised its ratings on six classes of commercial
mortgage pass-through certificates from Bear Stearns Commercial
Mortgage Securities Trust 2007-PWR17, a U.S. commercial
mortgage-backed securities (CMBS) transaction.  In addition, S&P
lowered its ratings on two classes and affirmed its ratings on two
classes from the same transaction.

S&P's rating actions on the principal- and interest-paying
certificates 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 assets in the pool, the transaction's
structure, and the liquidity available to the trust.

S&P raised its ratings on six classes 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 current and future
performance of the transaction's collateral and available liquidity
support.  In addition, S&P raised its ratings to reflect the
reduced trust balance and the increased defeasance.

The downgrades on classes D and E reflect credit support erosion
that S&P anticipates will occur upon the eventual resolution of the
two assets ($31.4 million, 1.6%) with the special servicer, as well
as reduced liquidity support available to these classes because of
ongoing interest shortfalls.  In addition, S&P lowered its rating
on class E to 'D (sf)' because S&P expects the accumulated interest
shortfalls to remain outstanding for the foreseeable future.

According to the Oct. 14, 2016, trustee remittance report, the
current net monthly interest shortfalls totaled $27,187 resulting
primarily from:

   -- Appraisal subordination entitlement reduction of $86,081;

   -- Shortfalls due to rate modification totaling $ 103,043;

   -- Special servicing fees of $6,539; and

   -- Workout fees of $6,343.

This is offset by a one-time recovery of $173,843.

The current interest shortfalls affected classes subordinate to and
including class E.  Class D, which had previously carried
outstanding interest shortfalls, repaid the outstanding shortfalls
in the October payment report.

The affirmation on class C reflects S&P's expectation that the
available credit enhancement for the class will be within its
estimate of the necessary credit enhancement required for the
current rating.  The affirmation also reflects S&P's views
regarding the current and future performance of the transaction's
collateral, the transaction structure, and liquidity support
available to the class.

S&P affirmed its 'AAA (sf)' rating on the class X-1 interest-only
(IO) certificates based on S&P's criteria for rating IO
securities.

                        TRANSACTION SUMMARY

As of the Oct. 14, 2016, trustee remittance report, the collateral
pool balance was $1.98 billion, which is 60.8% of the pool balance
at issuance.  The pool currently includes 185 loans and two real
estate-owned (REO) assets (reflecting crossed loans), down from 264
loans at issuance.  Two of these assets ($31.4 million, 1.6%) are
with the special servicer, 21 ($240.4 million, 12.1%) are defeased,
and 52 ($449.3 million, 22.7%) are on the master servicers'
combined watchlist.  The master servicers, Wells Fargo Bank N.A.
and Prudential Asset Resources, reported financial information for
98.2% of the nondefeased loans in the pool, of which 7.3% was
year-end 2014 data, 90.4% was partial-year or year-end 2015 data,
and the remainder was partial year-end 2016 data.

S&P calculated a 1.34x S&P Global Ratings weighted average debt
service coverage (DSC) and 81.4% 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 two specially serviced
assets, 21 defeased loans, and one ground lease loan.  The top 10
non-defeased loans have an aggregate outstanding pool trust balance
of $792.3 million (40.0%).  Using adjusted servicer-reported
numbers, S&P calculated an S&P Global Ratings weighted average DSC
and LTV of 1.37x and 77.5%, respectively, for the top 10
nondefeased loans.

To date, the transaction has experienced $248.6 million in
principal losses, or 7.6% of the original pool trust balance.  S&P
expects losses to reach approximately 8.2% 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 two specially serviced assets.

                       CREDIT CONSIDERATIONS

As of the Oct. 14, 2016, trustee remittance report, two assets in
the pool were with the special servicer, C-III Asset Management
LLC.  Details of the two specially serviced assets are:

The TJ Maxx REO asset ($17.6 million, 0.9%) has $20.6 million in
total reported exposure.  The asset is a 136,206-sq.-ft. retail
property in Tyngsborough, Mass.  The loan was transferred to the
special servicer on March 6, 2014, when the property lost the
anchor tenant.  The property became REO on July 25, 2014.  A
$13.4 million appraisal reduction amount (ARA) is in effect against
this asset.  S&P expects a significant loss upon this asset's
eventual resolution.

The Montlimar Place REO asset ($13.7 million, 0.7%) has a total
reported exposure of $16.2 million.  The asset is a 173,204-sq.-ft.
office property in Mobile, Ala.  The loan was transferred to the
special servicer on Jan. 18, 2013, because of imminent default.
The property became REO on Aug. 27, 2014.  A $3.7 million ARA is in
effect against this asset.  The reported DSC and occupancy as of
Dec. 31, 2015, were 0.41x and 82.8%, respectively. S&P expects a
moderate loss upon this asset's eventual resolution.

S&P estimated losses for the two specially serviced assets,
arriving at a weighted average loss severity of 58.0%.

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

Bear Stearns Commercial Mortgage Securities Trust 2007-PWR17
Commercial mortgage pass-through certificates 2007-PWR17
                                  Rating
Class            Identifier       To                   From
A-4              07388QAE9        AAA (sf)             AA+ (sf)
A-1A             07388QAF6        AAA (sf)             AA+ (sf)
A-M              07388QAG4        AA (sf)              BBB (sf)
A-J              07388QAH2        BB (sf)              B (sf)
X-1              07388QAJ8        AAA (sf)             AAA (sf)
A-MFL            07388QBU2        AA (sf)              BBB (sf)
B                07388QAL3        B+ (sf)              B- (sf)
C                07388QAN9        B- (sf)              B- (sf)
D                07388QAQ2        CCC- (sf)            B- (sf)
E                07388QAS8        D (sf)               CCC- (sf)


BNPP IP CLO 2014-II: S&P Affirms BB Rating on Class E Notes
-----------------------------------------------------------
S&P Global Ratings assigned a rating of 'AAA sf' to the class A-R
replacement notes from BNPP IP CLO 2014-II Ltd., a U.S.
collateralized loan obligation (CLO) that was originally issued in
2014 and is managed by BNP Paribas Asset Management Inc.  S&P
withdrew its rating on the transaction's original class A notes
following payment in full on the Oct. 21, 2016, refinancing date.
At the same time, S&P affirmed its ratings on the class B, C, D,
and E notes.

On the Oct. 31, 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 rating on the transaction's original class A notes in
line with their full redemption and assigned a rating  of 'AAA sf'
to the transaction's replacement class A-R notes.

S&P's review of this transaction included a cash flow analysis,
based on the portfolio and transaction as reflected in the 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, as well
as 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 ultimate
principal, to each of the rated tranches.

The assigned rating reflect S&P's opinion that the credit support
available is commensurate with the associated rating level.  S&P
will continue to review whether, in its view, the rating assigned
to the notes remains consistent with the credit enhancement
available to support it, and S&P will take rating actions as it
deems necessary.

RATING ASSIGNED

BNPP IP CLO 2014-II Ltd.
Replacement class    Rating         Amount (mil. $)
A-R                  AAA (sf)       222.25

RATING WITHDRAWN

BNPP IP CLO 2014-II Ltd.
                        Rating
Original class      To          From
A                   NR          AAA (sf)

RATINGS AFFIRMED

BNPP IP CLO 2014-II Ltd.
Class          Rating         Amount (mil. $)
B              AA (sf)        40.75
C              A (sf)         25.00
D              BBB (sf)       18.25
E              BB (sf)        16.50

UNAFFECTED CLASS

BNPP IP CLO 2014-II Ltd.
Class                   Rating    Amount (mil. $)
Subordinated notes      NR        37.90

NR--Not rated.



BURNHAM PARK: Moody's Assigns Ba3 Rating on Class E Notes
---------------------------------------------------------
Moody's Investors Service assigned ratings to five classes of notes
issued by Burnham Park CLO, Ltd.

Moody's rating action is as follows:

   -- US$352,000,000 Class A Senior Secured Floating Rate Notes
      due 2029 (the "Class A Notes"), Assigned Aaa (sf)

   -- US$63,250,000 Class B Senior Secured Floating Rate Notes due

      2029 (the "Class B Notes"), Assigned Aa2 (sf)

   -- US$39,050,000 Class C Secured Deferrable Floating Rate Notes

      due 2029 (the "Class C Notes"), Assigned A2 (sf)

   -- US$30,250,000 Class D Secured Deferrable Floating Rate Notes

      due 2029 (the "Class D Notes"), Assigned Baa3 (sf)

   -- US$21,450,000 Class E Secured Deferrable Floating Rate Notes

      due 2029 (the "Class E Notes"), Assigned Ba3 (sf)

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

RATINGS RATIONALE

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

Burnham Park is a managed cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 90% of the portfolio must consist
of senior secured loans (excluding any second lien loans), cash and
eligible investments, and up to 10% of the portfolio may consist of
collateral obligations that are not senior secured loans, cash or
eligible investments. The portfolio is at least 75% ramped as of
the closing date.

GSO / Blackstone Debt Funds Management LLC (the "Manager") will
direct the selection, acquisition and disposition of the assets on
behalf of the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's five 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 two other
classes of notes, including 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 October 2016.

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

   -- Par amount: $550,000,000

   -- Diversity Score: 60

   -- Weighted Average Rating Factor (WARF): 2800

   -- Weighted Average Spread (WAS): 3.75%

   -- Weighted Average Coupon (WAC): 7.50%

   -- Weighted Average Recovery Rate (WARR): 48.0%

   -- Weighted Average Life (WAL): 9 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
October 2016.

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 2800 to 3220)

Rating Impact in Rating Notches

   -- Class A Notes: 0

   -- Class B Notes: -1

   -- Class C Notes: -2

   -- Class D Notes: -1

   -- Class E Notes: 0

Percentage Change in WARF -- increase of 30% (from 2800 to 3640)

Rating Impact in Rating Notches

   -- Class A Notes: -1

   -- Class B Notes: -3

   -- Class C Notes: -4

   -- Class D Notes: -2

   -- Class E Notes: -1


CALLIDUS DEBT VI: Moody's Affirms Ba3 Rating on Class D Notes
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on these notes
issued by Callidus Debt Partners CLO Fund VI, Ltd.:

  $17,500,000 Class B Senior Secured Deferrable Floating Rate
   Notes Due 2021, Upgraded to Aa2 (sf); previously on March 31,
   2016, Upgraded to A1 (sf)
  $20,500,000 Class C Senior Secured Deferrable Floating Rate
   Notes Due 2021, Upgraded to Baa2 (sf); previously on March 31,
   2016, Affirmed Baa3 (sf)

Moody's also affirmed the ratings on these notes:

  $25,000,000 Class A-1D Delayed Draw Senior Secured Floating Rate

   Notes Due 2021 (current outstanding balance of $11,900,799.71),

   Affirmed Aaa (sf); previously on March 31, 2016, Affirmed
   Aaa (sf)

  $279,000,000 Class A-1T Senior Secured Floating Rate Notes Due
   2021 (current outstanding balance of $132,812,919.97), Affirmed

   Aaa (sf); previously on March 31, 2016, Affirmed Aaa (sf)

  $23,000,000 Class A-2 Senior Secured Floating Rate Notes Due
   2021, Affirmed Aaa (sf); previously on March 31, 2016, Upgraded

   to Aaa (sf)

  $13,000,000 Class D Senior Secured Deferrable Floating Rate
   Notes Due 2021, Affirmed Ba3 (sf); previously on March 31,
   2016, Affirmed Ba3 (sf)

Callidus Debt Partners CLO Fund VI, Ltd., issued in September 2007,
is a collateralized loan obligation (CLO) backed primarily by a
portfolio of senior secured loans.  The transaction's reinvestment
period ended in October 2014.

                         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 March 2016.  The Class A-1
notes have collectively been paid down by approximately 25% or
$47.6 million since that time.  Based on the trustee's September
2016 report, the OC ratios for the Class A, Class B, Class C, and
Class D notes are reported at 138.8%, 125.7%, 113.2% and 106.5%,
respectively, versus March 2016 levels of 131.5%, 121.6%, 111.7%
and 106.3%, respectively.  Moody's notes that as of the September
trustee report, the deal holds approximately $32.7 million of
principal proceeds, which are expected to be paid to the Class A-1
notes on the October 2016 payment date.

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
October 2016.

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) Long-dated assets: The presence of assets that mature after
     the CLO's legal maturity date exposes the deal to liquidation

     risk on those assets.  This risk is borne first by investors
     with the lowest priority in the capital structure.  Moody's
     assumes that the terminal value of an asset upon liquidation
     at maturity will be equal to the lower of an assumed
     liquidation value (depending on the extent to which the
     asset's maturity lags that of the liabilities) or the asset's

     current market value.  However, actual long-dated asset
     exposures and prevailing market prices and conditions at the
     CLO's maturity will drive the deal's actual losses, if any,
     from long-dated assets.

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

  8) 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 $5.2 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% (2178)
Class A-1D: 0
Class A-1T: 0
Class A-2: 0
Class B: +1
Class C: +3
Class D: +1

Moody's Adjusted WARF + 20% (3268)
Class A-1D: 0
Class A-1T: 0
Class A-2: 0
Class B: -2
Class C: -1
Class D: -1

Loss and Cash Flow Analysis:
Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in "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 $200.0 million, defaulted par
of $0.3 million, a weighted average default probability of 17.64%
(implying a WARF of 2723), a weighted average recovery rate upon
default of 48.31%, a diversity score of 40 and a weighted average
spread of 3.09%(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.



CANTOR COMMERCIAL 2016-C6: Fitch to Rate 2 Tranches 'BB-sf'
-----------------------------------------------------------
Fitch Ratings has issued a presale report on Cantor Commercial Real
Estate CFCRE 2016-C6 Mortgage Trust Commercial Mortgage
Pass-Through Certificates.

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

   -- $30,937,000 class A-1 'AAAsf'; Outlook Stable;

   -- $33,226,000 class A-SB 'AAAsf'; Outlook Stable;

   -- $220,000,000 class A-2 'AAAsf'; Outlook Stable;

   -- $267,118,000 class A-3 'AAAsf'; Outlook Stable;

   -- $551,281,000b class X-A 'AAAsf'; Outlook Stable;

   -- $98,443,000b class X-B 'AA-sf'; Outlook Stable;

   -- $37,408,000b class X-C 'A-sf'; Outlook Stable;

   -- $59,066,000 class A-M 'AAAsf'; Outlook Stable;

   -- $39,377,000 class B 'AA-sf'; Outlook Stable;

   -- $37,408,000 class C 'A-sf'; Outlook Stable;

   -- $42,331,000ab class X-D 'BBB-sf'; Outlook Stable;

   -- $19,689,000ab class X-E 'BB-sf'; Outlook Stable;

   -- $7,875,000ab class X-F 'B-sf'; Outlook Stable;

   -- $42,331,000a class D 'BBB-sf'; Outlook Stable;

   -- $19,689,000a class E 'BB-sf'; Outlook Stable;

   -- $7,875,000a class F 'B-sf'; Outlook Stable.

The following classes are not expected to be rated:

   -- $30,517,880ab class X-G;

   -- $30,517,880a class G.

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

KEY RATING DRIVERS

Lower Fitch Leverage: The pool's leverage statistics are slightly
better than those of other recent Fitch-rated, fixed-rate
multiborrower transactions. The pool's Fitch DSCR and Fitch LTV of
1.19x and 103.6%, respectively, are slightly better than the YTD
2016 average Fitch DSCR and Fitch LTV of 1.19x and 105.8%,
respectively. The Fitch Stressed DSCR and LTV for the conduit
portion of the pool (net of Investment-Grade Credit-Opinion Loans)
are 1.14x and 112.2%, respectively.

Investment-Grade Credit-Opinion Loans: Two loans representing 17.8%
of the pool have investment-grade credit opinions. Potomac Mills
(8.9% of the pool) received an investment grade credit opinion of
'BBBsf*' on a standalone basis. Vertex Pharmaceuticals HQ (8.9% of
the pool) received an investment grade credit opinion of 'BBB-sf*'
on a standalone basis.

Below-Average Amortization: Eight loans comprising 48.0% of the
pool are full interest-only. This is worse than average when
compared to other Fitch-rated U.S. multiborrower deals of 23.3% for
2015 and 32.4% for YTD 2016. There are 10 loans comprising 15.3% of
the pool which are partial interest-only. This is better than
averages of 43.1% for 2015 and 36.0% YTD 2016 for other Fitch-rated
U.S. deals. Overall, the pool is scheduled to pay down by 8.9%
which is worse than average when compared with the averages of
11.7% for 2015 and 10.3% YTD 2016 for the other Fitch-rated U.S.
deals.

RATING SENSITIVITIES

For this transaction, Fitch's net cash flow (NCF) was 12.63% 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 CFCRE
2016-C6 certificates and found that the transaction displays
average sensitivities 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 'A-sf' could result. In a more
severe scenario, in which NCF declined a further 30% from Fitch's
NCF, a downgrade of the junior 'AAAsf' certificates to 'BBBsf'
could result. The presale report includes a detailed explanation of
additional stresses and sensitivities on page 12.

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

Fitch was provided with due diligence information from KPMG LLP.
The due diligence 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 the findings
did not have an impact on our analysis.


CAPITAL AUTO 2015-3: Moody's Affirms Ba1 Rating on Class E Notes
----------------------------------------------------------------
Moody's Investors Service has upgraded eight securities and
affirmed twenty-four securities from 2014 and 2015 vintage
transactions sponsored by Ally Financial Inc. (Ba3, Stable).

Issuer: Capital Auto Receivables Asset Trust 2014-1

  Class A-3 Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,

   Affirmed Aaa (sf)
  Class A-4 Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,

   Affirmed Aaa (sf)
  Class B Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,
   Affirmed Aaa (sf)
  Class C Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,
   Affirmed Aaa (sf)
  Class D Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,
   Affirmed Aaa (sf)
  Class E Notes, Upgraded to Aaa (sf); previously on Aug. 22,
   2016, Upgraded to Aa1 (sf)

Issuer: Capital Auto Receivables Asset Trust 2014-2

  Class A-3 Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,

   Affirmed Aaa (sf)
  Class A-4 Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,

   Affirmed Aaa (sf)
  Class B Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,
   Affirmed Aaa (sf)
  Class C Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,
   Affirmed Aaa (sf)
  Class D Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,
   Affirmed Aaa (sf)
  Class E Notes, Upgraded to Aaa (sf); previously on Aug. 22,
   2016, Upgraded to Aa1 (sf)

Issuer: Capital Auto Receivables Asset Trust 2014-3

  Class A-3 Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,

   Affirmed Aaa (sf)
  Class A-4 Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,

   Affirmed Aaa (sf)
  Class B Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,
   Affirmed Aaa (sf)
  Class C Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,
   Affirmed Aaa (sf)
  Class D Notes, Upgraded to Aaa (sf); previously on Aug. 22,
   2016, Upgraded to Aa2 (sf)

Issuer: Capital Auto Receivables Asset Trust 2015-1

  Class A-2 Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,

   Affirmed Aaa (sf)
  Class A-3 Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,

   Affirmed Aaa (sf)
  Class A-4 Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,

   Affirmed Aaa (sf)
  Class B Notes, Affirmed Aaa (sf); previously on Aug. 22, 2016,
   Upgraded to Aaa (sf)
  Class C Notes, Upgraded to Aaa (sf); previously on Aug. 22,
   2016, Upgraded to Aa1 (sf)
  Class D Notes, Upgraded to Aa1 (sf); previously on Aug. 22,
   2016, Upgraded to A2 (sf)

Issuer: Capital Auto Receivables Asset Trust 2015-3

  Class A-1A Notes, Affirmed Aaa (sf); previously on Aug. 19,
   2015, Definitive Rating Assigned Aaa (sf)
  Class A-1B Notes, Affirmed Aaa (sf); previously on Aug. 19,
   2015, Assigned Aaa (sf)
  Class A-2 Notes, Affirmed Aaa (sf); previously on Aug. 19, 2015,

   Definitive Rating Assigned Aaa (sf)
  Class A-3 Notes, Affirmed Aaa (sf); previously on Aug. 19, 2015,

   Definitive Rating Assigned Aaa (sf)
  Class A-4 Notes, Affirmed Aaa (sf); previously on Aug. 19, 2015,

   Definitive Rating Assigned Aaa (sf)
  Class B Notes, Upgraded to Aaa (sf); previously on Aug. 19,
   2015, Definitive Rating Assigned Aa1 (sf)
  Class C Notes, Upgraded to Aa2 (sf); previously on Aug. 19,
   2015, Definitive Rating Assigned Aa3 (sf)
  Class D Notes, Upgraded to A1 (sf); previously on Aug. 19, 2015,

   Definitive Rating Assigned A3 (sf)
  Class E Notes, Affirmed Ba1 (sf); previously on Aug. 19, 2015,
   Definitive Rating Assigned Ba1 (sf)

                        RATINGS RATIONALE

The upgrades are a result of the buildup of credit enhancement due
to sequential pay structures and non-declining
overcollateralization and reserve accounts.  The lifetime
cumulative net loss (CNL) expectations for all outstanding
transactions remain unchanged and range between 2.00% and 2.75%.

All CARAT transactions have the same one-year revolving feature
that allows collateral to be added to the securitized pool during
the first twelve months.  After this initial period, the
transactions amortize.  All transactions included in this rating
action have completed their revolving period.

Below are key performance metrics (as of the October 2016
distribution date) and credit assumptions for the affected
transactions.  Credit assumptions include Moody's expected lifetime
CNL, expressed as a percentage of the original pool balance plus
any additional added receivables, as well as Moody's lifetime
remaining CNL expectation and Moody's Aaa levels, both expressed as
a percentage of the current pool balance.  The Aaa level is the
level of credit enhancement that would be consistent with a Aaa
(sf) rating for the given asset pool.  Performance metrics include
the pool factor, which is the ratio of the current collateral
balance to the original collateral balance at closing; total credit
enhancement, which typically consists of subordination,
overcollateralization, reserve fund; and Excess Spread per annum.

Issuer: Capital Auto Receivables Asset Trust 2014-1

  Lifetime CNL expectation -- 2.75%; prior expectation (August
   2016) - 2.75%
  Lifetime Remaining CNL expectation -- 1.98%
  Aaa (sf) level - 14.00%
  Pool factor -- 23.31%
  Total Hard credit enhancement - Class A 65.04%, Class B 49.52%,
   Class C 37.70%, Class D 25.87%, Class E 15.52%
  Excess Spread per annum -- Approximately 4.3%

Issuer: Capital Auto Receivables Asset Trust 2014-2

  Lifetime CNL expectation -- 2.25%; prior expectation (August
   2016) - 2.25%
  Lifetime Remaining CNL expectation -- 2.44%
  Aaa (sf) level - 14.00%
  Pool factor -- 23.16%
  Total Hard credit enhancement - Class A 62.05%, Class B 48.65%,
   Class C 35.96%, Class D 24.68%, Class E 14.81%
  Excess Spread per annum -- Approximately 4.7%

Issuer: Capital Auto Receivables Asset Trust 2014-3

  Lifetime CNL expectation -- 2.00%; prior expectation (August
   2016) - 2.00%
  Lifetime Remaining CNL expectation -- 2.27%
  Aaa (sf) level - 14.00%
  Pool factor -- 33.27%
  Total Hard credit enhancement - Class A 45.23%, Class B 35.46%,
   Class C 26.21%, Class D 17.99%, Class E 10.79%
  Excess Spread per annum -- Approximately 4.5%

Issuer: Capital Auto Receivables Asset Trust 2015-1

  Lifetime CNL expectation -- 2.75%; prior expectation (August
   2016) - 2.75%
  Lifetime Remaining CNL expectation -- 2.84%
  Aaa (sf) level - 15.00%
  Pool factor -- 46.18%
  Total Hard credit enhancement - Class A 31.76%, Class B 24.57%,
  Class C 17.77%, Class D 11.72%, Class E 4.16%,
  Excess Spread per annum -- Approximately 4.7%

Issuer: Capital Auto Receivables Asset Trust 2015-3

  Lifetime CNL expectation -- 2.75%; original expectation (August
   2015) - 2.75%
  Lifetime Remaining CNL expectation -- 2.66%
  Aaa (sf) level - 16.00%
  Pool factor -- 61.89%
  Total Hard credit enhancement - Class A 21.87%, Class B 16.68%,
   Class C 11.77%, Class D 7.40%, Class E 1.94%,
  Excess Spread per annum -- Approximately 5.4%

                       PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Auto Loan- and Lease-Backed ABS" published in
October 2016.

Up

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

Down

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


CARLYLE US 2016-4: Moody's Assigns Ba3 Rating on Class D Notes
--------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to five
classes of notes to be issued by Carlyle US CLO 2016-4, Ltd.

Moody's rating action is:

  $302,500,000 Class A-1 Senior Secured Floating Rate Notes due
   2027, Assigned (P)Aaa (sf)
  $72,500,000 Class A-2 Senior Secured Floating Rate Notes due
   2027, Assigned (P)Aa2 (sf)
  $38,000,000 Class B Senior Secured Deferrable Floating Rate
   Notes due 2027, Assigned (P)A2 (sf)
  $27,000,000 Class C Mezzanine Secured Deferrable Floating Rate
   Notes due 2027, Assigned (P)Baa3 (sf)
  $20,000,000 Class D Mezzanine Secured Deferrable Floating Rate
   Notes due 2027, Assigned (P)Ba3 (sf)

The Class A-1 Notes, the Class A-2 Notes, the Class B Notes, the
Class C Notes, and the Class D Notes are referred to herein 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.

Carlyle 2016-4 is a managed cash flow CLO.  The issued notes will
be collateralized primarily by broadly syndicated first lien senior
secured corporate loans.  At least 90% of the portfolio must
consist of senior secured loans, cash, and eligible investments,
and up to 10% of the portfolio may consist of second lien loans and
unsecured loans.  Moody's expects the portfolio to be approximately
84% ramped as of the closing date.

Carlyle GMS CLO Management L.L.C. 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 one class of
subordinated notes.

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3.2.1
of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in October 2016.

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

Par amount: $500,000,000
Diversity Score: 60
Weighted Average Rating Factor (WARF): 2800
Weighted Average Spread (WAS): 3.85%
Weighted Average Coupon (WAC): 7.50%
Weighted Average Recovery Rate (WARR): 47.0%
Weighted Average Life (WAL): 8.0 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
October 2016.

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 2800 to 3220)
Rating Impact in Rating Notches
Class A-1 Notes: 0
Class A-2 Notes: -1
Class B Notes: -2
Class C Notes: -1
Class D Notes: 0

Percentage Change in WARF -- increase of 30% (from 2800 to 3640)
Rating Impact in Rating Notches
Class A-1 Notes: 0
Class A-2 Notes: -2
Class B Notes: -4
Class C Notes: -2
Class D Notes: -1




CATHEDRAL LAKE IV: S&P Assigns BB- Rating on Class E-2 Notes
------------------------------------------------------------
S&P Global Ratings assigned its ratings to Cathedral Lake IV
Ltd./Cathedral Lake IV LLC's $368.00 million floating-rate notes.

The note issuance is a collateralized loan obligation transaction
backed by broadly syndicated senior secured term loans.

The ratings reflect:

   -- The diversified collateral pool, which consists primarily of

      broadly syndicated speculative-grade senior secured term
      loans that are governed by collateral quality tests.  The
      credit enhancement provided through the subordination of
      cash flows, excess spread, and overcollateralization.

   -- The collateral manager's experienced team, which can affect
      the performance of the rated notes through collateral
      selection, ongoing portfolio management, and trading.  The
      transaction's legal structure, which is expected to be
      bankruptcy remote.

RATINGS ASSIGNED

Cathedral Lake IV Ltd./Cathedral Lake IV LLC

Class                       Rating                     Amount
                                                     (mil. $)
A                           AAA (sf)                   239.00
B                           AA (sf)                     64.00
C (deferrable)              A (sf)                      25.00
D (deferrable)              BBB (sf)                    21.00
E-1 (deferrable)            BB- (sf)                    10.00
E-2 (deferrable)            BB- (sf)                     9.00
Subordinated notes          NR                          36.15

NR--Not rated.



CD MORTGAGE 2007-CD5: Moody's Affirms Ba2 Rating on Cl. B Certs
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on two classes,
affirmed the ratings on thirteen classes and downgraded the rating
on one class in CD 2007-CD5 Mortgage Trust, Commercial Mortgage
Pass-Through Certificates, Series 2007-CD5 as:

  CL. A-1A, Affirmed Aaa (sf); previously on Dec. 4, 2015,
   Affirmed Aaa (sf)
  CL. A-4, Affirmed Aaa (sf); previously on Dec. 4, 2015, Affirmed

   Aaa (sf)
  CL. AM, Upgraded to Aa1 (sf); previously on Dec. 4, 2015,
   Affirmed Aa2 (sf)
  CL. A-MA, Upgraded to Aa1 (sf); previously on Dec. 4, 2015,
   Affirmed Aa2 (sf)
  CL. AJ, Affirmed Baa3 (sf); previously on Dec. 4, 2015, Affirmed

   Baa3 (sf)
  CL. A-JA, Affirmed Baa3 (sf); previously on Dec. 4, 2015,
   Affirmed Baa3 (sf)
  CL. B, Affirmed Ba2 (sf); previously on Dec. 4, 2015, Affirmed
   Ba2 (sf)
  CL. C, Affirmed B1 (sf); previously on Dec. 4, 2015, Affirmed
   B1 (sf)
  CL. D, Affirmed B2 (sf); previously on Dec. 4, 2015, Affirmed
   B2 (sf)
  CL. E, Affirmed B3 (sf); previously on Dec. 4, 2015, Affirmed
   B3 (sf)
  CL. F, Affirmed Caa1 (sf); previously on Dec. 4, 2015, Affirmed
   Caa1 (sf)
  CL. G, Affirmed Caa2 (sf); previously on Dec. 4, 2015, Affirmed
   Caa2 (sf)
  CL. H, Downgraded to C (sf); previously on Dec. 4, 2015,
   Affirmed Caa3 (sf)
  CL. J, Affirmed C (sf); previously on Dec. 4, 2015, Affirmed
   C (sf)
  CL. K, Affirmed C (sf); previously on Dec. 4, 2015, Affirmed
   C (sf)
  CL. XS, Affirmed Ba3 (sf); previously on Dec. 4, 2015, Affirmed
   Ba3 (sf)

                         RATINGS RATIONALE

The ratings on classes AM and A-MA were upgraded based on an
increase in credit support resulting from loan 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
deal has paid down 7% since Moody's last review.  In addition,
loans constituting 44% of the pool have either defeased or have
debt yields exceeding 10.0% and are scheduled to mature within the
next 12 months.

The ratings on the P&I classes A-1A, A-4, AJ, A-JA and B were
affirmed because the transaction's key metrics, including Moody's
loan-to-value (LTV) ratio, Moody's stressed debt service coverage
ratio (DSCR) and the transaction's Herfindahl Index (Herf), are
within acceptable ranges.  The ratings on seven P&I classes were
affirmed because the ratings are consistent with Moody's expected
loss.

The rating on Class H was downgraded due to higher realized and
anticipated losses from specially serviced and troubled loans.

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

Moody's rating action reflects a base expected loss of 7.0% of the
current balance, compared to 6.5% at Moody's last review.  Moody's
base expected loss plus realized losses is now 9.6% of the original
pooled balance, compared to 9.0% 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 A UPGRADE OR DOWNGRADE OF THE RATINGS
DOWNGRADE

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, compared to 32 at Moody's last review.

                         DEAL PERFORMANCE

As of the Oct. 17, 2016, distribution date, the transaction's
aggregate certificate balance has decreased by 37% to $1.31 billion
from $2.09 billion at securitization.  The certificates are
collateralized by 114 mortgage loans ranging in size from less than
1% to 12% of the pool, with the top ten loans constituting 37% of
the pool.  One loan, constituting 0.3% of the pool, has an
investment-grade structured credit assessments.  Ten loans,
constituting 16% of the pool, have defeased and are secured by US
government securities.

Twenty-nine loans, constituting 12% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans that meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package.  As part of
Moody's ongoing monitoring of a transaction, the agency reviews the
watchlist to assess which loans have material issues that could
affect performance.

Thirty-Two loans have been liquidated from the pool at a loss,
resulting in an aggregate realized loss of $109 million (for an
average loss severity of 43%).  Seven loans, constituting 7% of the
pool, are currently in special servicing.  The largest specially
serviced loan is the Versar Center Office Building Loan ($26.3
million -- 2.0% of the pool), which is secured by a 220,000 square
foot (SF) suburban office building located in Springfield,
Virginia.  The loan transferred to special servicing in October
2014 due to imminent default.  The property was 65% leased as of
March 2016.  The special servicer indicated that they are currently
proceeding with foreclosure.

The second largest specially serviced loan is the Parkway Plaza
Loan ($25.8 million -- 2.0% of the pool), which is secured by a
263,000 SF power retail center located Norman, Oklahoma.  The loan
is structured with a Tenant in Common (TIC) borrower.  The property
was built between 1996 to 1999.  The loan transferred to special
servicing in May 2016 for imminent default.  The property is
currently anchored by Toys R Us, Ross Dress for Less, Bed Bath &
Beyond, Barnes and Noble, and Pet Smart.  As of March 2016, the
property was 82% leased.  The special servicer indicated that they
are moving forward with a Petition for Foreclosure and Motion for
Appointment of receiver which was filed on Sept. 22, 2016.

The remaining five specially serviced loans are secured by a mix of
property types.  Moody's estimates an aggregate $41.0 million loss
for the specially serviced loans (44% expected loss on average).

Moody's has assumed a high default probability for seven poorly
performing loans, constituting 5% of the pool, and has estimated an
aggregate loss of $14.3 million (a 23% expected loss on average)
from these troubled loans.

Moody's received full year 2015 operating results for 83% of the
pool, and partial year 2016 operating results for 64% of the pool.
Moody's weighted average conduit LTV is 97%, the same as 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 9.7%.

Moody's actual and stressed conduit DSCRs are 1.51X and 1.18X,
respectively, compared to 1.50X and 1.21X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service.  Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The loan with a structured credit assessment is the 14144 Ventura
Office Building Loan ($4.5 million -- 0.3% of the pool), which is
secured by a 48,200 SF office property located in Sherman Oaks,
California.  The property was fully leased as of June 2016.  The
loan is interest-only for the entire loan term.  Moody's structured
credit assessment and stressed DSCR are a3 (sca.pd) and 1.76X,
respectively.

The top three conduit loans represent 21% of the pool.  The largest
loan is the USFS Industrial Distribution Portfolio Loan ($157.5
million -- 12.0% of the pool), which is secured by 37
cross-collateralized and cross-defaulted warehouse properties and
an office property located in 25 states.  The loan represents a
pari passu interest in a $472.4 million first mortgage loan.  The
properties are fully leased to US Foodservice, Inc. through July
2027.  Due to the single tenant concentration of these properties,
Moody's incorporated a "lit/dark" analysis.  The loan matures in
August 2017 and Moody's LTV and stressed DSCR are 95% and 1.13X,
respectively, compared to 98% and 1.10X at Moody's last review.

The second largest loan is the 85 Tenth Avenue Loan ($76.0 million

  -- 5.8% of the pool), which is secured by an 11-story building
located in the Chelsea Submarket of Manhattan, New York.  The
tenant mix is mostly office tenants with three restaurants on the
ground floor.  The loan represents a pari passu interest in a
$270.0 million first mortgage loan.  The property was 100% leased
as of June 2016, the same as at last review.  The loan matures in
June 2017 and Moody's LTV and stressed DSCR are 112% and 0.84X,
respectively, the same as at Moody's last review.

The third largest loan is the Quality King Loan ($36.3 million --
2.8% of the pool), which is secured by a 571,410 SF single-story
warehouse-distribution facility located in Bellport, Long Island,
New York.  The subject is fully leased to Quality King Distributors
through September 2027.  The subject was constructed between 2006
and 2007 as the headquarters for Quality King Distributors.  Due to
the single tenant concentration at this property, Moody's
incorporated a "lit/dark" analysis.  The loan matures in December
2017 and Moody's LTV and stressed DSCR are 83% and 1.31X,
respectively, compared to 77% and 1.45X at Moody's last review.


CGCMT TRUST 2010-RR2: Moody's Affirms Caa1 Rating on JP-A4B Debt
----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on these
certificates issued CGCMT 2010-RR2 Trust, Resecuritization
Pass-Through Certificates, Series 2010-RR2:

  Cl. JP-A4A, Affirmed Baa2 (sf); previously on Nov. 20, 2015,
   Affirmed Baa2 (sf)
  Cl. JP-A4B, Affirmed Caa1 (sf); previously on Nov. 20, 2015,
   Affirmed Caa1 (sf)

                         RATINGS RATIONALE

Moody's has affirmed the ratings on the transaction because the key
transaction metrics are commensurate with the existing rating. The
rating action is the result of Moody's on-going surveillance of
commercial real estate resecuritization (CRE Non-Pooled Re-Remic)
transactions.

CGCMT 2010-RR2 is a non-pooled Re-Remic pass through trust
("resecuritization") backed by two ring-fenced commercial mortgage
backed security (CMBS) certificates: 4.0% of the Class A-3 issued
by Credit Suisse Commercial Mortgage Trust Series 2006-C5,
Commercial Mortgage Pass-Through Certificates, Series 2006-C5 (the
"Group I Underlying Security"); and 8.5% of the Class A-4 issued by
J.P. Morgan Chase Commercial Mortgage Securities Trust 2008-C2
Commercial Mortgage Pass-Through Certificates, Series 2008-C2 (the
"Group II Underlying Security").  Both the Group I and Group II
Underlying Securities are backed by fixed-rate mortgage loans
secured by first liens on commercial and multifamily properties.

This review covers the Group II Certificates only.

Moody's has affirmed the rating of the Group II Underlying
Security.  The rating action reflected a cumulative base expected
loss of 12 .5% of the current balance, compared to 15.1% as of the
last review for the underlying transaction.

The Group I Underlying Security has fully amortized.

Updates to key parameters, including the constant default rate
(CDR), the constant prepayment rate (CPR), the weighted average
life (WAL), and the weighted average recovery rate (WARR),
materially reduced the expected loss estimate of certain
re-securitized classes leading to the upgrade.

The Underlying Certificate has a WAL of 0.6 years; assuming a CDR
of 0% and CPR of 0%.  For delinquent loans (30+ days, REO,
foreclosure, bankrupt), Moody's assumes a fixed WARR of 40% and a
fixed WARR of 50% for current loans.  Moody's also ran a
sensitivity analysis on the classes assuming a WARR of 40% for
current loans.  This impacts the modeled rating of the certificates
by 1 to 2 notches downward (e.g., one notch down implies a ratings
movement of Baa3 to Ba1).

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Approach to Rating Resecuritizations" published in February 2014.

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

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

Because the credit quality of the resecuritization depends on that
of the underlying CMBS certificates, whose credit quality in turn
depends on the performance of the underlying commercial mortgage
pool, any change to the rating on the Group II Underlying Security
could lead to a review of the ratings of the Group II
Certificates.

The primary sources of uncertainty in Moody's assumptions are the
extent of growth in the current macroeconomic environment given the
weak recovery and certain commercial real estate property markets.
Commercial real estate property values continue to improve
modestly, along with a rise in investment activity and
stabilization in core property type performance.  Limited new
construction and moderate job growth have aided this improvement.
However, sustained growth will not be possible until investment
increases steadily for a significant period, non-performing
properties are cleared from the pipeline and fears of a euro area
recession abate.


CIFC FUNDING 2012-III: S&P Affirms BB- Rating on Class B-2L Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its ratings to the class A-1R, A-2R,
A-3R, and B-1R replacement notes from CIFC Funding 2012-III Ltd., a
collateralized loan obligation (CLO) originally issued in 2013 that
is managed by CIFC Asset Management LLC.  S&P withdrew its ratings
on the original class A-1L, A-2F, A-2L, A-3F, A-3L, and B-1L notes
following payment in full on the Oct. 31, 2016, refinancing date.
At the same time, S&P affirmed its ratings on the class B-2L and
B-3L notes, which were not part of the refinancing.

On the Oct. 31, 2016, refinancing date, the proceeds from the class
A-1R, A-2R, A-3R, and B-1R replacement note issuances were used to
redeem the original class A-1L, A-2F, A-2L, A-3F, A-3L, and B-1L
notes as outlined in the transaction document provisions.
Therefore, S&P withdrew its ratings on the original notes in line
with their full redemption, and it assigned ratings to the
replacement notes.

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

S&P's review of this transaction included a cash flow analysis,
based on the portfolio and transaction as reflected in the 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 or ultimate
principal, or both, to each of the rated tranches.

The assigned 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 notes remain consistent with the credit enhancement
available to support them, and S&P will take rating actions as it
deems necessary.

RATINGS ASSIGNED

CIFC Funding 2012-III Ltd.

Replacement class          Rating       Amount
                                       (mil. $)
A-1R                       AAA (sf)        320
A-2R                       AA+ (sf)         46
A-3R                       A+ (sf)          41
B-1R                       BBB+ (sf)        23

RATINGS WITHDRAWN

CIFC Funding 2012-III Ltd.
Original class          Rating         Amount
                                      (mil. $)
A-1L                    NR                320
A-2F                    NR                 11
A-2L                    NR                 35
A-3F                    NR                 14
A-3L                    NR                 27
B-1L                    NR                 23

RATINGS AFFIRMED

CIFC Funding 2012-III Ltd.
Original class          Rating        Amount
                                     (mil. $)
B-2L                    BB- (sf)          26
B-3L                    B (sf)            10

NR--Not rated.


CITIGROUP 2013-GC17: Fitch Affirms B Rating on Cl. F Certificates
-----------------------------------------------------------------
Fitch Ratings has affirmed 15 classes of Citigroup Commercial
Mortgage Trust commercial mortgage pass-through certificates,
series 2013-GC17 (CGCMT 2013-GC17).

                        KEY RATING DRIVERS

The affirmations are due to overall stable performance.  The stable
performance reflects no material changes to pool metrics since
issuance, therefore the original rating analysis was considered in
affirming the transaction.  As of the October 2016 distribution
date, the pool's aggregate principal balance has paid down by 2.9%
to $842 million from $867 million at issuance.  Fitch has
designated one loan (0.5%) as a Fitch Loan of Concern.  Minor
interest shortfalls are currently affecting the non-rated class G.


Stable Performance: The transaction's overall performance remains
stable with property level performance generally in-line with
issuance expectations.  As of October 2016, all loans remain
current and no loans have transferred to special servicing since
issuance.  As of year-end (YE) 2015, aggregate pool-level net
operating income (NOI) improved 4.4% from 2014 and was 3.3% lower
than NOI at issuance.

Pool Concentration: Retail properties represent the largest
concentration at 49.1% of the pool, including six of the top 10
loans.  Additionally, upcoming loan maturities consist of 23.2% of
the pool in 2018, with the remaining 76.8% in 2023.

Limited Amortization: The pool is scheduled to amortize by 12.4% of
the initial pool balance prior to maturity.  Nine loans (15.5% of
the pool) are interest-only for the full term.  Additionally, 10.3%
of the current pool consists of loans that still have a partial
interest-only component during their remaining loan term, compared
to 39.9% of the original pool at issuance.

Property Quality: Fitch assigned property quality grades of 'A' or
'A-' to four of the 10 largest loans in the pool, which represent
27.4% of the current pool balance.  Furthermore, property quality
grades of 'B+' or better were assigned to 56.1% of the pool based
on the original balance at issuance.

Investment-Grade Credit Opinion Loan: One of the top 15 loans in
the pool, 22 East 60th (1.9% of the pool), was assigned an
investment-grade credit opinion at issuance.

                       RATING SENSITIVITIES

Rating Outlooks for all classes remain Stable due to increasing
credit enhancement and continued stable performance of the pool.
Fitch does not foresee positive or negative ratings migration until
a material economic or asset level event changes the transaction's
portfolio-level metrics.  Future upgrades are possible if 2018
maturing loans (23.8%) pay off without issue, as credit enhancement
would improve. Downgrades may be possible should overall
performance decline significantly.

Fitch has affirmed these ratings:

   -- $21.1 million class A-1 at 'AAAsf'; Outlook Stable;
   -- $193 million class A-2 at 'AAAsf'; Outlook Stable;
   -- $120 million class A-3 at 'AAAsf'; Outlook Stable;
   -- $192.3 million class A-4 at 'AAAsf'; Outlook Stable;
   -- $55.5 million class A-AB at 'AAAsf'; Outlook Stable;
   -- $69.4 million class A-S* at 'AAAsf'; Outlook Stable;
   -- $54.2 million class B* at 'AA-sf'; Outlook Stable;
   -- $33.6 million class C* at 'A-sf'; Outlook Stable;
   -- $157.2 million class PEZ* at 'A-sf'; Outlook Stable;
   -- $42.3 million class D at 'BBB-sf'; Outlook Stable;
   -- $17.3 million class E at 'BBsf'; Outlook Stable;
   -- $8.7 million class F at 'Bsf'; Outlook Stable;
   -- $661 million class X-A** at 'AAAsf'; Outlook Stable;
   -- $54.2 million class X-B** at 'AA-sf'; Outlook Stable;
   -- $17.3 million class X-C** at 'BBsf'; Outlook Stable.

*The class A-S, B and C certificates may be exchanged for class PEZ
certificates, and class PEZ certificates may be exchanged for the
class A-S, B and C certificates.

**Notional amount and interest-only.

Fitch does not rate the class G and X-D certificates.


CITIGROUP 2016-C3: Fitch to Rate Class X-E Debt 'BB-sf'
-------------------------------------------------------
Fitch Ratings has issued a presale report for Citigroup Commercial
Mortgage Trust 2016-C3 Commercial Mortgage Pass-Through
Certificates.

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

   -- $31,197,000 class A-1 'AAAsf'; Outlook Stable;

   -- $75,370,000 class A-2 'AAAsf'; Outlook Stable;

   -- $180,000,000 class A-3 'AAAsf'; Outlook Stable;

   -- $209,266,000 class A-4 'AAAsf'; Outlook Stable;

   -- $33,711,000 class A-AB 'AAAsf'; Outlook Stable;

   -- $592,900,000b class X-A 'AAAsf'; Outlook Stable;

   -- $40,662,000b class X-B 'AA-sf'; Outlook Stable;

   -- $63,356,000 class A-S 'AAAsf'; Outlook Stable;

   -- $40,662,000 class B 'AA-sf'; Outlook Stable;

   -- $30,259,000 class C 'A-sf'; Outlook Stable;

   -- $39,716,000ab class X-D 'BBB-sf'; Outlook Stable;

   -- $17,021,000ab class X-E 'BB-sf'; Outlook Stable;

   -- $7,565,500ab class X-F 'B-sf'; Outlook Stable;

   -- $39,716,000a class D 'BBB-sf'; Outlook Stable;

   -- $17,021,000a class E 'BB-sf'; Outlook Stable;

   -- $7,565,500a class F 'B-sf'; Outlook Stable.

The following classes are not expected to be rated:

   -- $28,369,189ab class X-G and the $28,369,189a class G.

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

The expected ratings are based on information provided by the
issuer as of Oct. 28, 2016.

The certificates represent the beneficial ownership interest in the
trust, primary assets of which are 44 loans secured by 72
commercial properties having an aggregate principal balance of
$765,492,189 as of the cut-off date. The loans were contributed to
the trust by Citigroup Global Markets Realty Corporation, Barclays
Bank PLC, Rialto Mortgage Finance, LLC, and Cantor Commercial Real
Estate Lending, L.P.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 73.5% of the properties
by balance, cash flow analysis of 88.7%, and asset summary reviews
on 100% of the pool.

KEY RATING DRIVERS

Lower Than Average Fitch Leverage: The Fitch leverage for this
transaction is better than other recent Fitch-rated transactions.
The pool's weighted average (WA) Fitch debt service coverage ratio
(DSCR) of 1.30x is better than both the year-to-date (YTD) 2016
average of 1.19x and the 2015 average of 1.18x. The pool's WA Fitch
loan to value (LTV) of 103.5% is better than the YTD 2016 average
of 105.8% and the 2015 average of 109.3%

Investment-Grade Credit Opinion Loan: The sixth largest loan,
Potomac Mills (4.6% of the pool), has an investment-grade credit
opinion of 'BBBsf*' on a stand-alone basis. Excluding this loan,
the conduit has a Fitch DSCR of 1.29x and Fitch LTV of 105.5%.

High Lodging Exposure: There are 10 loans, representing 20.86% of
the pool, that consist of hotel properties. The largest hotel loan
is Marriott Hilton Head Resort & Spa (4.0% of the pool), which is
the 10th largest loan in the pool. The pool's hotel concentration
is greater than the YTD 2016 average of 17.0%. Hotels have the
highest probability of default in Fitch's multiborrower CMBS
model.

Average Pool Concentration: The top 10 loans in pool make up 48.2%
of the total balance. This is lower than the YTD average of 55.3%
and the 2015 average of 49.3%. The pool's loan concentration index
(LCI) is 428, which is slightly higher than the YTD average of 421.
Sponsor concentration for the pool is higher than average due to
related borrowers. The pool's sponsor concentration index (SCI) is
564, which is greater than the YTD average of 494.

RATING SENSITIVITIES

For this transaction, Fitch's net cash flow (NCF) was 10.6% 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 the
CGCMT 2016-C3 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 'A+sf' could occur. 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 occur.


CITIGROUP COMMERCIAL 2016-C3: DBRS Assigns BB Rating on Cl. E Debt
------------------------------------------------------------------
DBRS, Inc. assigned provisional ratings to the following classes of
Commercial Mortgage Pass-Through Certificates, Series 2016-C3 (the
Certificates) to be issued by Citigroup Commercial Mortgage Trust
2016-C3:

   -- Class A-1 at AAA (sf)

   -- Class A-2 at AAA (sf)

   -- Class A-3 at AAA (sf)

   -- Class A-4 at AAA (sf)

   -- Class A-AB at AAA (sf)

   -- Class A-S at AAA (sf)

   -- Class X-A at AAA (sf)

   -- Class X-B at AAA (sf)

   -- Class X-D at AAA (sf)

   -- Class X-E at AAA (sf)

   -- Class X-F at AAA (sf)

   -- Class X-G at AAA (sf)

   -- Class B at AA (sf)

   -- Class C at A (sf)

   -- Class D at BBB (low) (sf)

   -- Class E at BB (sf)

   -- Class F at B (high) (sf)

All trends are Stable.

Classes X-D, X-E, X-F, X-G, D, E, and F will be privately placed.

The Classes X-A, X-B, X-D, X-E, X-F and X-G balances are notional.
DBRS ratings on interest-only (IO) certificates address the
likelihood of receiving interest based on the notional amount
outstanding. DBRS considers the IO certificates’ positions within
the transaction payment waterfall when determining the appropriate
ratings.

The collateral consists of 44 fixed-rate loans secured by 72
commercial properties, comprising a total transaction balance of
$756,492,190. The transaction has a sequential-pay pass-through
structure. Two loans, representing 8.6% of the pool, were
shadow-rated investment grade by DBRS. Proceeds for the
shadow-rated loans are floored at their respective ratings within
the pool. When 8.6% of the pool has no proceeds assigned below the
rating floor, the resulting pool subordination is diluted or
reduced below that rated floor. The conduit pool was analyzed to
determine the provisional ratings, reflecting the long-term
probability of loan default within the term and its liquidity at
maturity. When the cut-off loan balances were measured against the
DBRS Stabilized Net Cash Flow (NCF) and their respective actual
constants, none of the loans had a DBRS Term Debt Service Coverage
Ratio (DSCR) below 1.15 times (x), a threshold indicative of a
higher likelihood of mid-term default. Additionally, to assess
refinance risk given the current low-interest-rate environment,
DBRS applied its refinance constants to the balloon amounts. This
resulted in 18 loans, representing 44.5% of the pool, having
refinance DSCRs below 1.00x.

Two of the largest eight loans, Potomac Mills and Quantum Park,
exhibit credit characteristics consistent with investment-grade
shadow ratings. The loans represent 8.6% of the pool. Potomac Mills
has credit characteristics consistent with an A (low) shadow
rating, while Quantum Park has credit characteristics consistent
with a BBB (high) shadow rating. Additionally, five of the largest
15 loans that comprise 28.3% of the pool were modeled with strong
sponsorship: Briarwood Mall, 101 Hudson Street, Potomac Mills,
Hill7 and Mills Fleet Farm. The pool exhibits a relatively strong
DBRS Weighted-Average (WA) Term DSCR of 1.95x based on the whole
loan balances, which indicates moderate term default risk.
Twenty-three loans, representing 73.6% of the pool, have a DBRS
Term DSCR in excess of 1.50x. Even when excluding the two
shadow-rated loans, the deal continues to exhibit a healthy DBRS
Term DSCR of 1.83x. None of the loans in the pool are secured by
student or military housing properties, which often exhibit higher
cash flow volatility than traditional multifamily properties.

The transaction has a notable related borrower concentration with a
combined 17 loans, representing 34.7% of the pool, sponsored by
either Simon Property Group, Inc. (Simon); Starwood Capital Group;
Columbia Sussex Corporation; HK Realty; Gregory S. Houge, Bruce H.
Rothman, Laurent A. Opman and Serge Azria; Bruce P. Woodward, James
Alexander McCabe and Steven Dietrich; or Fred D. Grimes, Mark P.
Esbensen and William Wen-Wai Lo. Two loans sponsored by Simon,
accounting for 13.2% of the pool and 38.1% of the related borrower
loan balance, were modeled with strong sponsorship. In total, ten
loans, representing 20.9% of the pool, are secured by hotels,
including four of the largest 15 loans. Hotels have the highest
cash flow volatility of all major property types as their income,
which is derived from daily contracts rather than multi-year
leases, and expenses, which are often mostly fixed, are quite high
as a percentage of revenue. These two factors cause revenue to fall
swiftly during a downturn and cash flow to fall even faster as a
result of high operating leverage. DBRS cash flow volatility for
such hotels, which ultimately determines a loan’s probability of
default (POD), assumes between a 23.6% and 30.0% cash flow decline
for a BBB stress and a 66.8% and 84.9% cash flow decline for a AAA
stress. To further mitigate hotels’ more volatile cash flow, the
loans in the pool secured by hotel properties have a WA DBRS Debt
Yield and WA DBRS Exit Debt Yield of 10.3% and 10.6%, respectively,
which compare favorably with the WA DBRS Debt Yield and DBRS Exit
Debt Yield of 8.8% and 10.1%, respectively, for the non-hotel
properties in the pool.

The DBRS sample included 26 of the 44 loans in the pool. Site
inspections were performed on 45 of the 72 properties in the
portfolio (77.5% of the pool by allocated loan balance). The DBRS
average sample NCF adjustment for the pool was -10.0% and ranged
from -21.7% to -0.2%. Furthermore, the pool is concentrated based
on loan size, with a concentration profile equivalent to that of 23
equal-sized loans. The largest five and ten loans total 35.9% and
56.3% of the pool, respectively. A concentration penalty was
applied given the pool’s lack of diversity, which increases each
loan’s POD. While the transaction is concentrated in the largest
ten loans, two of these loans (Potomac Mills and Quantum Park),
totaling 8.6% of the pool, are shadow-rated at A (low) and BBB
(high), respectively, by DBRS.

The rating assigned to Class F differs from the higher rating
implied by the quantitative model. DBRS considers this difference
to be a material deviation, and in this case, the ratings reflect
the dispersion of loan-level cash flows expected to occur
post-issuance.

The ratings assigned to the Certificates by DBRS are based
exclusively on the credit provided by the transaction structure and
underlying trust assets. All classes will be subject to ongoing
surveillance, which could result in upgrades or downgrades by DBRS
after the date of issuance.


COMM 2016-SAVA: S&P Assigns Prelim. BB+ Rating on Class E Certs
---------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to COMM
2016-SAVA Mortgage Trust's $710 million commercial mortgage
pass-through certificates.

The note issuance is a commercial mortgage-backed securities
transaction backed by a $710 million mortgage loan, secured by a
first lien on the borrowers' fee and leasehold interest in a
portfolio of 155 skilled nursing, assisted living, and independent
living facilities containing 18,870 licensed beds.  The properties
are located in 20 states.

The preliminary ratings are based on information as of Oct. 25,
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 collateral's
historical and projected performance, the sponsor's and managers'
experience, the trustee-provided liquidity, the loan's terms, and
the transaction's structure.

PRELIMINARY RATINGS ASSIGNED

COMM 2016-SAVA Mortgage Trust

Class      Rating           Amount ($)
A          AAA (sf)        317,797,000
X-CP       BBB- (sf)       531,434,000(i)
X-EXT      BBB- (sf)       673,434,000(i)
B          AA- (sf)        127,543,000
C          A- (sf)         113,249,000
D          BBB- (sf)       135,675,000
E          BB+ (sf)         15,736,000

(i) Notional balance.  The class X-CP certificates will reference a
portion of the class A and D certificates and the class B and C
certificates.  The class X-EXT certificates will reference the
class A, B, C, and a portion of the class D certificates.


COMM MORTGAGE 2016-667M: S&P Assigns BB Rating on Class E Certs
---------------------------------------------------------------
S&P Global Ratings assigned ratings to COMM 2016-667M Mortgage
Trust's $214.0 million commercial mortgage pass-through
certificates series 2016-667M.

The note issuance is a commercial mortgage-backed securities
transaction backed by a $214.0 million trust mortgage loan, which
is part of a whole mortgage loan totaling $254.0 million, secured
by a first lien on the borrower's fee interest in 667 Madison
Avenue, a 25-story office building with a total of 273,983 sq. ft.,
located in Midtown Manhattan's Plaza District submarket.

The ratings reflect the collateral's historic and projected
performance, the sponsor's and managers' experience, the
trustee-provided liquidity, the loan's terms, and the transaction's
structure.

RATINGS ASSIGNED

COMM 2016-667M Mortgage Trust

Class     Rating            Amount ($)
A         AAA (sf)         116,665,000
X-A       AAA (sf)      116,665,000(i)
B         AA- (sf)          25,925,000
C         A-(sf)            24,770,000
D         BBB- (sf)         30,523,000
E         BB (sf)           16,117,000

(i)The notional amount of the class X-A certificates will be equal
to the class A certificate balance.



CONNECTICUT AVENUE 2016-CO6: Fitch Rates Cl. 1M-2A Debt 'BB+sf'
---------------------------------------------------------------
Fitch Ratings expects to assign the following ratings and Rating
Outlooks to Fannie Mae's risk transfer transaction, Connecticut
Avenue Securities, series 2016-C06:

   -- $393,343,000 class 1M-1 notes 'BBB-sf'; Outlook Stable;

   -- $188,804,000 class 1M-2A notes 'BB+sf'; Outlook Stable;

   -- $361,875,000 class 1M-2B notes 'B+sf'; Outlook Stable;

   -- $550,679,000 class 1M-2 exchangeable notes 'B+sf'; Outlook
      Stable;

   -- $188,804,000 class 1M-2I exchangeable notional notes
      'BB+sf'; Outlook Stable;

   -- $188,804,000 class 1M-2R exchangeable notes 'BB+sf'; Outlook

      Stable;

   -- $188,804,000 class 1M-2S exchangeable notes 'BB+sf'; Outlook

      Stable;

   -- $188,804,000 class 1M-2T exchangeable notes 'BB+sf'; Outlook

      Stable;

   -- $188,804,000 class 1M-2U exchangeable notes 'BB+sf'; Outlook

      Stable.

The following classes will not be rated by Fitch:

   -- $31,798,710,605 class 1A-H reference tranche;

   -- $20,702,711 class 1M-1H reference tranche;

   -- $9,937,941 class 1M-AH reference tranche;

   -- $19,047,054 class 1M-BH reference tranche;

   -- $80,000,000 class 1B notes;

   -- $251,236,568 class 1B-H reference tranche.

The 'BBB-sf' rating for the 1M-1 note reflects the 2.75%
subordination provided by the 0.60% class 1M-2A note, the 1.15%
class 1M-2B and the 1.00% 1B note, and their corresponding
reference tranches. The notes are general senior unsecured
obligations of Fannie Mae (rated 'AAA'/Outlook Stable) subject to
the credit and principal payment risk of a pool of certain
residential mortgage loans held in various Fannie Mae-guaranteed
MBS.

The reference pool of mortgages will consist of mortgage loans with
LTVs greater than 60% and less than or equal to 80%.

Connecticut Avenue Securities, series 2016-C06 (CAS 2016-C06) is
Fannie Mae's 15th risk transfer transaction 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
Fannie Mae to private investors with respect to a $33.1 billion
pool of mortgage loans currently held in previously issued MBS
guaranteed by Fannie Mae where principal repayment of the notes are
subject to the performance of a reference pool of mortgage loans.
As loans liquidate, are modified or other credit events occur, the
outstanding principal balance of the debt notes will be reduced by
the loan's actual loss severity percentage related to those credit
events.

While the transaction structure simulates the behavior and credit
risk of traditional RMBS mezzanine and subordinate securities,
Fannie Mae will be responsible for making monthly payments of
interest and principal to investors. Because of the counterparty
dependence on Fannie Mae, Fitch's expected rating on the 1M-1,
1M-2A and 1M-2B notes will be based on the lower of: the quality of
the mortgage loan reference pool and credit enhancement (CE)
available through subordination; and Fannie Mae's Issuer Default
Rating. The 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 mortgage loan
pool consists of high quality mortgage loans that were acquired by
Fannie Mae from November 2015 through February 2016. In this
transaction, Fannie Mae has only included one group of loans with
loan-to-value ratios (LTVs) from 60% to 80%. Overall, the reference
pool's collateral characteristics are similar to recent CAS
transactions and reflect the strong credit profile of post-crisis
mortgage originations.

Actual Loss Severities (Neutral): This will be Fannie Mae's seventh
actual loss risk transfer transaction in which losses borne by the
noteholders will not be based on a fixed loss severity (LS)
schedule. The notes in this transaction will experience losses
realized at the time of liquidation or modification, which will
include both lost principal and delinquent or reduced interest.

12.5-Year Hard Maturity (Positive): The 1M-1, 1M-2A, 1M-2B, and 1B
notes benefit from a 12.5-year legal final maturity. As a result,
any collateral losses on the reference pool that occur beyond year
12.5 are borne by Fannie Mae and do not affect the transaction.
Fitch accounted for the 12.5-year window in its default analysis
and applied a reduction to its lifetime default expectations.

Limited Size/Scope of Third-Party Diligence (Neutral): This is the
second transaction in which Fitch received third-party due
diligence on a loan production basis as opposed to a
transaction-specific review. Fitch believes that regular, periodic
third-party reviews (TPRs) conducted on a loan production basis are
sufficient for validating Fannie Mae's quality-control (QC)
processes. The sample selection was limited to a population of
7,309 loans that were previously reviewed as part of Fannie Mae's
post-purchase QC review and met the reference pool's eligibility
criteria. Of those loans, 1,998 were selected for a full review
(credit, property valuation, and compliance) by third-party due
diligence providers. Of the 1,998 loans, 607 were part of this
transaction's reference pool. Fitch views the results of the due
diligence review as consistent with its opinion of Fannie Mae as an
above-average aggregator; as a result, no adjustments were made to
Fitch's loss expectations based on due diligence.

Advantageous Payment Priority (Positive): The 1M-1 class strongly
benefits from the sequential pay structure and stable CE provided
by the more junior 1M-2A, 1M-2B, and 1B classes, which are locked
out from receiving any principal until classes with a more senior
payment priority are paid in full. However, available CE for the
junior classes as a percentage of the outstanding reference pool
increases in tandem with the paydown of the 1M-1 class. Given the
size of the 1M-1 class relative to the combined total of all the
junior classes, together with the sequential pay structure, the
class 1M-1 will de-lever and CE as a percentage will build faster
than in a pro rata payment structure.

Solid Alignment of Interests (Positive): While the transaction is
designed to transfer credit risk to private investors, Fitch
believes that it benefits from a solid alignment of interests.
Fannie Mae will be retaining credit risk in the transaction by
holding the 1A-H senior reference tranches, which have an initial
loss protection of 4.00%, as well as at least 50% of the first loss
1B-H reference tranche, sized at 76 bps. Fannie Mae is also
retaining an approximately 5% vertical slice/interest in the 1M-1,
1M-2A, and 1M-2B tranches.

Receivership Risk Considered (Neutral): Under the Federal Housing
Finance Regulatory Reform Act, the Federal Housing Finance Agency
(FHFA) must place Fannie Mae into receivership if it determines
that Fannie Mae's assets are less than its obligations for more
than 60 days following the deadline of its SEC filing, as well as
for other reasons. As receiver, FHFA could repudiate any contract
entered into by Fannie Mae if it is determined that the termination
of such contract would promote an orderly administration of Fannie
Mae's affairs. Fitch believes that the U.S. government will
continue to support Fannie Mae; this is reflected in Fitch's
current rating of Fannie Mae. However, if, at some point, Fitch
views the support as being reduced and receivership likely, the
ratings of Fannie Mae could be downgraded and the 1M-1, 1M2A, and
1M-2B notes' ratings 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 metropolitan statistical area (MSA) and
national levels. The implied rating sensitivities are only an
indication of some of the potential outcomes and do not consider
other risk factors that the transaction may become exposed to or be
considered in the surveillance of the transaction.

This defined stress sensitivity analysis demonstrates how the
ratings would react to steeper MVDs at the national level. The
analysis assumes MDVs of 10%, 20%, and 30%, in addition to the
model-projected 23.6% at the 'BBBsf' level and 18.9% at the 'BBsf'
level. The analysis indicates 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 reduce the
'BBBsf' rated class down one rating category, to non-investment
grade, and to 'CCCsf', respectively.

DUE DILIGENCE USAGE

Fitch was provided with due diligence information from Adfitech,
Inc. The due diligence focused on credit and compliance reviews,
desktop valuation reviews and data integrity. Adfitech examined
selected loan files with respect to the presence or absence of
relevant documents. Fitch received certifications indicating that
the loan-level due diligence was conducted in accordance with
Fitch's published standards. The certifications also stated that
the company performed its work in accordance with the independence
standards, per Fitch's criteria, and that the due diligence
analysts performing the review met Fitch's criteria of minimum
years of experience. Fitch considered this information in its
analysis and the findings did not have an impact on the analysis.

The offering documents for CAS 2016-C06 do not disclose any
representations, warranties, or enforcement mechanisms (RW&Es) that
are available to investors and which relate to the underlying asset
pools. Please see Fitch's Special Report for further information
regarding Fitch's approach to the disclosure of a transaction's
RW&Es as required under SEC Rule 17g-7.




COSMOPOLITAN HOTEL 2016-COSMO: Moody's Rates Class E Debt '(P)Ba3'
------------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to six
classes of CMBS securities, issued by Cosmopolitan Hotel Trust
2016-COSMO, Commercial Mortgage Pass-Through Certificates, Series
2016-COSMO:

  Cl. A, Assigned (P)Aaa (sf)
  Cl. X-CP*, Assigned (P)Ba3 (sf)
  Cl. B, Assigned (P)Aa3 (sf)
  Cl. C, Assigned (P)A3 (sf)
  Cl. D, Assigned (P)Baa3 (sf)
  Cl. E, Assigned (P)Ba3 (sf)
* Reflects interest-only classes

                         RATINGS RATIONALE

The Certificates are collateralized by a single loan backed by a
first lien commercial mortgage related one property, The
Cosmopolitan of Las Vegas.  The ratings are based on the collateral
and the structure of the transaction.

The Property is a full-service, luxury hotel and casino centrally
located in Las Vegas, NV on the Las Vegas Strip.  The Subject
opened in two phases, December 2010 and September 2011, and is one
of the newest properties in the market.  Total construction cost
was approximately $3.8 billion, with the mortgage loan representing
25.5% of construction cost.  The Property features 3,005,
condo-quality rooms and suites situated within two high-rise
towers, a 111,500 SF casino, 30 restaurants, lounges and bars, a
nightclub/dayclub, full-service spa, two fitness centers, a live
theater, 23,500 SF of retail, three outdoor swimming pools, various
public and private spa pools, two tennis courts, business center,
and 250,000 SF of meeting/conference space.  The Property has
consistently achieves some of the highest ADR and RevPAR levels in
Las Vegas due to the location, quality and amenities package.

The Property is centrally located on the Las Vegas Strip between
The Bellagio and MGM's City Center and across the Strip from the
Planet Hollywood Resort & Casino.  The Property maintains direct
frontage on Las Vegas Boulevard and benefits from the pedestrian
traffic on the Strip.

Moody's approach to rating this transaction involved the
application of both our Large Loan and Single Asset/Single Borrower
CMBS methodology and our IO Rating methodology.  The rating
approach for securities backed by a single loan compares the credit
risk inherent in the underlying collateral with the credit
protection offered by the structure.  The structure's credit
enhancement is quantified by the maximum deterioration in property
value that the securities are able to withstand under various
stress scenarios without causing an increase in the expected loss
for various rating levels.  In assigning single borrower ratings,
Moody's also considers a range of qualitative issues as well as the
transaction's structural and legal aspects.

The credit risk of commercial real estate loans is determined
primarily by two factors: 1) the probability of default, which is
largely driven by the DSCR, and 2) and the severity of loss in the
event of default, which is largely driven by the LTV of the
underlying loan.

The first mortgage balance of $1,037,000,000 represents a Moody's
LTV of 90.7%.  The Moody's First Mortgage Actual DSCR is 3.85X and
Moody's First Mortgage Actual Stressed DSCR is 1.39X.

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

Moody's analysis also uses the CMBS IO calculator which references
the following inputs to calculate the proposed IO rating based on
the published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up for
losses for all bonds the IO(s) reference(s) within the transaction;
and IO type corresponding to an IO type as defined in the published
methodology.

Moody's Parameter Sensitivities: If Moody's value of the collateral
used in determining the initial rating were decreased by 5.0%,
13.7%, and 21.7%, the model-indicated rating for the currently
rated (P) Aaa (sf) classes would be (P) Aa1 (sf), (P) Aa2 (sf), and
(P) A1 (sf), respectively.  Parameter Sensitivities are not
intended to measure how the rating of the security might migrate
over time; rather they are designed to provide a quantitative
calculation of how the initial rating might change if key input
parameters used in the initial rating process differed. The
analysis assumes that the deal has not aged.  Parameter
Sensitivities only reflect the ratings impact of each scenario from
a quantitative/model-indicated standpoint.  Qualitative factors are
also taken into consideration in the ratings process, so the actual
ratings that would be assigned in each case could vary from the
information presented in the Parameter Sensitivity analysis.

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

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

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

Moody's ratings address only the credit risks associated with the
transaction. Other non-credit risks have not been addressed and may
have a significant effect on yield to investors.

The ratings do not represent any assessment of (i) the likelihood
or frequency of prepayment on the mortgage loans, (ii) the
allocation of net aggregate prepayment interest shortfalls, (iii)
whether or to what extent prepayment premiums might be received, or
(iv) in the case of any class of interest-only certificates, the
likelihood that the holders thereof might not fully recover their
investment in the event of a rapid rate of prepayment of the
mortgage loans.


CSMC TRUST 2016-MFF: Moody's Gives (P)B2 Rating on Class F Certs
----------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to seven
classes of commercial mortgage backed securities, issued by CSMC
Trust 2016-MFF, Commercial Mortgage Pass-Through Certificates,
Series 2016-MFF:

  Cl. A, Assigned (P)Aaa (sf)
  Cl. X-CP*, Assigned (P)Aaa (sf)
  Cl. B, Assigned (P)Aa3 (sf)
  Cl. C, Assigned (P)A3 (sf)
  Cl. D, Assigned (P)Baa3 (sf)
  Cl. E, Assigned (P)Ba3 (sf)
  Cl. F, Assigned (P)B2 (sf)

* Interest-Only Class

                         RATINGS RATIONALE

CSMC Trust 2016-MFF is a securitization backed by a single floating
rate loan collateralized by a portfolio of 27 standalone retail
properties all occupied under a unitary Master Lease by a Midwest
regional outdoor and lifestyle retailer, Mills Fleet Farm. Moody's
ratings are based on the collateral and the structure of the
transaction.

Moody's approach to rating this transaction involved the
application of both Moody's Single Borrower methodology and our IO
Rating methodology.  The rating approach for securities backed by a
single loan compares the credit risk inherent in the underlying
property or properties with the credit protection offered by the
structure.  The structure's credit enhancement is quantified by the
maximum deterioration in property value that the securities are
able to withstand under various stress scenarios without causing an
increase in the expected loss for various rating levels.  In
assigning single borrower ratings, Moody's also considers a range
of qualitative issues as well as the transaction's structural and
legal aspects.

The credit risk of the loan is determined primarily by two factors:
(1) Moody's assessment of the probability of default, which is
largely driven by the DSCR, and 2) Moody's assessment of the
severity of loss in the event of default, which is largely driven
by the LTV of the underlying loan.

Moody's DSCR is based on its stabilized net cash flow.  The Moody's
Trust First Mortgage DSCR is 2.54X and the Moody's Trust First
Mortgage Stressed DSCR at a 9.25% constant is 1.25X.  The Moody's
LTV ratio for the Trust First Mortgage balance is 98.7%.

The loan is secured by a portfolio which has a property level
Herfindahl score of 23.5.  A loan that is secured by multiple
properties benefits from lower cash flow volatility given pooling.
Excess cash flow from one property can be used to augment another's
cash flow to meet debt service requirements.  Although multiple
property loans also benefit from the pooling of equity from each
underlying property, significant correlations exist due to pooling
within a single property type, especially with respect to
properties exposed to a both single industry and in this instance a
single tenant.

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 review incorporated the use of the excel-based Large Loan
Model, which it uses for single borrower and large loan
multi-borrower transactions.  The large loan model derives credit
enhancement levels based on an aggregation of adjusted loan level
proceeds derived from our MLTV ratios.  Major adjustments to
determining proceeds include leverage, loan structure, and property
type.  These aggregated proceeds are then further adjusted for any
pooling benefits associated with loan level diversity, other
concentrations and correlations.  Moody's analysis also uses the
CMBS IO calculator which references the following inputs to
calculate the proposed IO rating based on the published
methodology: original and current bond ratings and credit
estimates; original and current bond balances grossed up for losses
for all bonds the IO(s) reference(s) within the transaction; and IO
type corresponding to an IO type as defined in the published
methodology.

Moody's Parameter Sensitivities: If Moody's value of the collateral
used in determining the initial rating were decreased by 5%, 13.8%,
or 21.9%, the model-indicated rating for the currently rated (P)Aaa
(sf) class would be Aa1(sf) , Aa3(sf) , or A2(sf) , and currently
rated (P) Aa3 (sf) class would be A2(sf) , Baa1(sf) , or Baa3(sf) ,
respectively.  Parameter Sensitivities are not intended to measure
how the rating of the security might migrate over time; rather they
are designed to provide a quantitative calculation of how the
initial rating might change if key input parameters used in the
initial rating process differed. The analysis assumes that the deal
has not aged.  Parameter Sensitivities only reflect the ratings
impact of each scenario from a quantitative/ model-indicated
standpoint.  Qualitative factors are also taken into consideration
in the ratings process, so the actual ratings that would be
assigned in each case could vary from the information presented in
the Parameter Sensitivity analysis.

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

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

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


CVP CASCADE I: S&P Puts B Rating on Cl. E Debt on Watch Neg.
------------------------------------------------------------
S&P Global Ratings placed its ratings on two tranches from two U.S.
collateralized loan obligation (CLO)transactions on CreditWatch
with negative implications.  The CreditWatch negative placements
follow S&P's recent review of U.S. cash flow CLO transactions.

U.S. corporate speculative-grade downgrades outpaced upgrades 98 to
37 within the third quarter of 2016, and within the last three
quarters in 2016, downgrades have outpaced upgrades by about 3 to
1.  The U.S. trailing 12-month corporate speculative grade default
rate has risen to 5.0% by the end of the third quarter.  CLO
exposures to assets that have experienced negative rating actions
and/or par loss have contributed to the decline in
overcollateralization (O/C) ratios since year-end 2015:

   -- CVP Cascade CLO – 1 Ltd.: The class E O/C ratio was 103.27%

      as of the October 2016 monthly report, down from 104.14% in
      November 2015.

   -- NewMark Capital Funding 2013-1 CLO Ltd.: The class E O/C
      ratio was 106.52% as of the September 2016 monthly report,
      down from 107.87% in December 2015.

The affected transactions also have exposure to assets from
distressed sectors, some of which have a negative rating outlook
and some of which are currently trading at distressed prices.

Despite the high downgrade-to-upgrade ratio so far this year, these
two transactions have experienced an increase in exposure to assets
rated 'BB-' and above during the same time period.  The increase in
'BB' rated assets may benefit the senior and mezzanine CLO notes;
however, the decline in par, the increase in 'CCC' rated and
defaulted buckets, and the decline in weighted average spread puts
strain on the subordinate CLO notes.  The affected tranches are
subordinate within their respective capital structures and are
vulnerable to distressed market conditions and losses from the
underlying collateral.  S&P placed its 'B (sf)' ratings from both
transactions listed above on CreditWatch with negative implications
because S&P believes the credit support available to these notes
may no longer be commensurate with their current ratings.

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

RATINGS PLACED ON WATCH NEGATIVE

CVP Cascade CLO - 1 Ltd.
                       Rating
Class       To                        From
E           B (sf)/Watch Neg         B (sf)

NewMark Capital Funding 2013-1 CLO Ltd.
                       Rating
Class       To                        From
F           B (sf)/Watch Neg         B (sf)


CWABS TRUST: Moody's Takes Action on $2BB of RMBS Issued 2005-2006
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of 53 tranches,
confirmed the rating of 15 tranches, and assigned ratings to 12
tranches from 13 transactions issued by CWABS and backed by
Subprime mortgage loans.

Complete rating actions are as follows:

   Issuer: CWABS Asset-Backed Certificates Trust 2005-12

   -- Cl. M-1, Upgraded to Ba1 (sf); previously on Jul 22, 2016
      Ba3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. M-2, Upgraded to Ba3 (sf); previously on Jul 22, 2016 Ca

      (sf) Placed Under Review for Possible Upgrade

   -- Cl. M-3, Upgraded to B2 (sf); previously on Apr 14, 2010
      Downgraded to C (sf)

   -- Cl. 2-A-3, Upgraded to Aaa (sf); previously on Jul 22, 2016
      A1 (sf) Placed Under Review for Possible Upgrade

   -- Underlying Rating: Upgraded to Aaa (sf); previously on Jul
      22, 2016 A1 (sf) Placed Under Review for Possible Upgrade

   -- Financial Guarantor: MBIA Insurance Corporation (Downgraded
      to Caa1, Outlook Negative on May 20, 2016)

   -- Cl. 2-A-4, Upgraded to Aaa (sf); previously on Jul 22, 2016
      A3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 4-A, Upgraded to Aaa (sf); previously on Jul 22, 2016
      Baa1 (sf) Placed Under Review for Possible Upgrade

   Issuer: CWABS Asset-Backed Certificates Trust 2005-13

   -- Cl. AF-3, Confirmed at Caa2 (sf); previously on Jul 22, 2016

      Caa2 (sf) Placed Under Review for Possible Upgrade

   -- Cl. AF-4, Confirmed at Caa3 (sf); previously on Jul 22, 2016

      Caa3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. AF-5, Confirmed at Caa1 (sf); previously on Jul 22, 2016

      Caa1 (sf) Placed Under Review for Possible Upgrade

   -- Underlying Rating: Confirmed at Caa3 (sf); previously on Jul

      22, 2016 Caa3 (sf) Placed Under Review for Possible Upgrade

   -- Financial Guarantor: MBIA Insurance Corporation (Downgraded
      to Caa1, Outlook Negative on May 20, 2016)

   -- Cl. AF-6, Confirmed at Caa2 (sf); previously on Jul 22, 2016

      Caa2 (sf) Placed Under Review for Possible Upgrade

   -- Cl. MV-1, Upgraded to Ba1 (sf); previously on Apr 14, 2010
      Downgraded to C (sf)

   -- Cl. MV-2, Upgraded to Ca (sf); previously on Apr 14, 2010
      Downgraded to C (sf)

   -- Cl. 2-AV-1, Upgraded to Aa2 (sf); previously on Jul 22, 2016

      Ba3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 3-AV-4, Upgraded to Aa2 (sf); previously on Jul 22, 2016

      B2 (sf) Placed Under Review for Possible Upgrade

   Issuer: CWABS Asset-Backed Certificates Trust 2005-14

   -- Cl. 1-A-1, Upgraded to Aaa (sf); previously on Jul 22, 2016
      A3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 2-A-1, Upgraded to Aaa (sf); previously on Jul 22, 2016
      A2 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 2-A-2, Upgraded to Aaa (sf); previously on Jul 22, 2016
      A3 (sf) Placed Under Review for Possible Upgrade

   -- Underlying Rating: Upgraded to Aaa (sf); previously on Jul
      22, 2016 A3 (sf) Placed Under Review for Possible Upgrade

   -- Financial Guarantor: MBIA Insurance Corporation (Downgraded
      to Caa1, Outlook Negative on May 20, 2016)

   -- Cl. 3-A-3, Upgraded to Aaa (sf); previously on Jul 22, 2016
      A1 (sf) Placed Under Review for Possible Upgrade

   -- Cl. M-1, Upgraded to Ba1 (sf); previously on Jul 22, 2016
      Ba3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. M-2, Upgraded to Ba2 (sf); previously on Jul 22, 2016
      Caa3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. M-3, Upgraded to B1 (sf); previously on Apr 14, 2010
      Downgraded to C (sf)

   -- Cl. M-6, Assigned to C (sf); previously on February 10, 2014

      WR (sf)

   Issuer: CWABS Asset-Backed Certificates Trust 2005-15

   -- Cl. M-1, Upgraded to Ba2 (sf); previously on Jul 22, 2016
      Caa2 (sf) Placed Under Review for Possible Upgrade

   -- Cl. M-2, Upgraded to B1 (sf); previously on Apr 14, 2010
      Downgraded to C (sf)

   -- Cl. 1-AF-4, Confirmed at Baa2 (sf); previously on Jul 22,
      2016 Baa2 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 1-AF-5, Confirmed at A2 (sf); previously on Jul 22, 2016

      A2 (sf) Placed Under Review for Possible Upgrade

   -- Underlying Rating: Confirmed at Baa2 (sf); previously on Jul

      22, 2016 Baa2 (sf) Placed Under Review for Possible Upgrade

   -- Financial Guarantor: Assured Guaranty Municipal Corp
      (Affirmed at A2, Outlook Stable on August 8, 2016)

   -- Cl. 1-AF-6, Confirmed at Baa1 (sf); previously on Jul 22,
      2016 Baa1 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 2-AV-3, Upgraded to A1 (sf); previously on Jul 22, 2016
      Ba3 (sf) Placed Under Review for Possible Upgrade

   Issuer: CWABS Asset-Backed Certificates Trust 2005-16

   -- Cl. MV-1, Upgraded to Ba1 (sf); previously on Jul 22, 2016
      B2 (sf) Placed Under Review for Possible Upgrade

   -- Cl. MV-2, Upgraded to B1 (sf); previously on Apr 14, 2010
      Downgraded to C (sf)

   -- Cl. MV-6, Assigned to C (sf); previously on August 09, 2013
      WR (sf)

   -- Cl. 1-AF, Confirmed at Ca (sf); previously on Jul 22, 2016
      Ca (sf) Placed Under Review for Possible Upgrade

   -- Underlying Rating: Confirmed at Ca (sf); previously on Jul
      22, 2016 Ca (sf) Placed Under Review for Possible Upgrade

   -- Financial Guarantor: Ambac Assurance Corporation (Segregated

      Account - Unrated)

   -- Cl. 2-AF-3, Confirmed at Ca (sf); previously on Jul 22, 2016

      Ca (sf) Placed Under Review for Possible Upgrade

   -- Underlying Rating: Confirmed at Ca (sf); previously on Jul
      22, 2016 Ca (sf) Placed Under Review for Possible Upgrade

   -- Financial Guarantor: Ambac Assurance Corporation (Segregated

      Account - Unrated)

   -- Cl. 2-AF-4, Confirmed at Ca (sf); previously on Jul 22, 2016

      Ca (sf) Placed Under Review for Possible Upgrade

   -- Underlying Rating: Confirmed at Ca (sf); previously on Jul
      22, 2016 Ca (sf) Placed Under Review for Possible Upgrade

   -- Financial Guarantor: Ambac Assurance Corporation (Segregated

      Account - Unrated)

   -- Cl. 2-AF-5, Confirmed at Ca (sf); previously on Jul 22, 2016

      Ca (sf) Placed Under Review for Possible Upgrade

   -- Underlying Rating: Confirmed at Ca (sf); previously on Jul
      22, 2016 Ca (sf) Placed Under Review for Possible Upgrade

   -- Financial Guarantor: Ambac Assurance Corporation (Segregated

      Account - Unrated)

   -- Cl. 3-AV, Upgraded to Aaa (sf); previously on Jul 22, 2016
      Baa2 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 4-AV-4, Upgraded to Aaa (sf); previously on Jul 22, 2016

      Baa2 (sf) Placed Under Review for Possible Upgrade

   Issuer: CWABS Asset-Backed Certificates Trust 2005-17

   -- Cl. MV-1, Upgraded to Ba2 (sf); previously on Jul 22, 2016
      Caa3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. MV-2, Upgraded to Caa2 (sf); previously on Apr 14, 2010
      Downgraded to C (sf)

   -- Cl. MV-5, Assigned to C (sf); previously on January 03, 2014

      WR (sf)

   -- Cl. 1-AF-3, Confirmed at Ca (sf); previously on Jul 22, 2016

      Ca (sf) Placed Under Review for Possible Upgrade

   -- Underlying Rating: Confirmed at Ca (sf); previously on Jul
      22, 2016 Ca (sf) Placed Under Review for Possible Upgrade

   -- Financial Guarantor: Ambac Assurance Corporation (Segregated

      Account - Unrated)

   -- Cl. 1-AF-4, Confirmed at Ca (sf); previously on Jul 22, 2016

      Ca (sf) Placed Under Review for Possible Upgrade

   -- Underlying Rating: Confirmed at Ca (sf); previously on Jul
      22, 2016 Ca (sf) Placed Under Review for Possible Upgrade

   -- Financial Guarantor: Ambac Assurance Corporation (Segregated

      Account - Unrated)

   -- Cl. 1-AF-5, Confirmed at Ca (sf); previously on Jul 22, 2016
  
      Ca (sf) Placed Under Review for Possible Upgrade

   -- Underlying Rating: Confirmed at Ca (sf); previously on Jul
      22, 2016 Ca (sf) Placed Under Review for Possible Upgrade

   -- Financial Guarantor: Ambac Assurance Corporation (Segregated

      Account - Unrated)

   -- Cl. 2-AV, Upgraded to Aa3 (sf); previously on Jul 22, 2016
      Ba2 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 3-AV-1, Upgraded to Aa2 (sf); previously on Jul 22, 2016

      Baa2 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 3-AV-2, Upgraded to Aa3 (sf); previously on Jul 22, 2016

      Ba2 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 4-AV-3, Upgraded to Aaa (sf); previously on Jul 22, 2016

      Baa1 (sf) Placed Under Review for Possible Upgrade

   Issuer: CWABS Asset-Backed Certificates Trust 2005-AB1

   -- Cl. A-3, Upgraded to Aaa (sf); previously on Jul 22, 2016
      Baa1 (sf) Placed Under Review for Possible Upgrade

   -- Cl. M-1, Upgraded to Ba2 (sf); previously on Jul 22, 2016 B3

      (sf) Placed Under Review for Possible Upgrade

   -- Cl. M-2, Upgraded to B1 (sf); previously on Apr 14, 2010
      Downgraded to C (sf)

   -- Cl. M-4, Assigned to C (sf); previously on February 10, 2014

      WR (sf)

   Issuer: CWABS Asset-Backed Certificates Trust 2005-AB2

   -- Cl. M-1, Upgraded to Caa1 (sf); previously on Apr 14, 2010
      Downgraded to C (sf)

   -- Cl. M-2, Assigned to C (sf); previously on April 21, 2014 WR

      (sf)

   -- Cl. 1-A-1, Upgraded to A1 (sf); previously on Jul 22, 2016
      Caa3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 2-A-3, Upgraded to Aaa (sf); previously on Jul 22, 2016
      Baa3 (sf) Placed Under Review for Possible Upgrade

   Issuer: CWABS Asset-Backed Certificates Trust 2005-AB3

   -- Cl. 1-A-1, Upgraded to Ba3 (sf); previously on Jul 22, 2016
      Ca (sf) Placed Under Review for Possible Upgrade

   -- Cl. 2-A-3, Upgraded to Aa2 (sf); previously on Jul 22, 2016
      Ca (sf) Placed Under Review for Possible Upgrade

   -- Cl. M-2, Assigned to C (sf); previously on February 10, 2014

      WR (sf)

   Issuer: CWABS Asset-Backed Certificates Trust 2005-AB5

   -- Cl. 1-A-1, Confirmed at Ca (sf); previously on Jul 22, 2016
      Ca (sf) Placed Under Review for Possible Upgrade

   -- Cl. 2-A-2, Upgraded to Baa3 (sf); previously on Jul 22, 2016

      Caa2 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 2-A-2M, Upgraded to Ca (sf); previously on Apr 14, 2010
      Downgraded to C (sf)

   -- Cl. 2-A-3, Upgraded to Ca (sf); previously on Apr 14, 2010
      Downgraded to C (sf)

   -- Cl. 2-A-3M, Assigned to C (sf); previously on February 12,
      2014 WR (sf)

   Issuer: CWABS Asset-Backed Certificates Trust 2006-2

   -- Cl. M-1, Upgraded to Ba3 (sf); previously on Apr 14, 2010
      Downgraded to C (sf)

   -- Cl. M-3, Assigned to C (sf); previously on February 03, 2015

      WR (sf)

   -- Cl. M-4, Assigned to C (sf); previously on February 10, 2014

      WR (sf)

   -- Cl. 1-A-1, Upgraded to Aaa (sf); previously on Jul 22, 2016
      A3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 2-A-3, Upgraded to A2 (sf); previously on Jul 22, 2016
      B2 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 2-A-4, Upgraded to A2 (sf); previously on Jul 22, 2016
      B1 (sf) Placed Under Review for Possible Upgrade

   Issuer: CWABS Asset-Backed Certificates Trust 2006-3

   -- Cl. M-1, Upgraded to Ba3 (sf); previously on Apr 14, 2010
      Downgraded to C (sf)

   -- Cl. M-3, Assigned to C (sf); previously on June 12, 2015 WR
      (sf)

   -- Cl. M-4, Assigned to C (sf); previously on February 10, 2014

      WR (sf)

   -- Cl. 1-A, Upgraded to Aaa (sf); previously on Jul 22, 2016
      Baa1 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 2-A-3, Upgraded to Aa3 (sf); previously on Jul 22, 2016
      B3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 3-A-2, Upgraded to Aa3 (sf); previously on Jul 22, 2016
      Ba3 (sf) Placed Under Review for Possible Upgrade

   Issuer: CWABS Asset-Backed Certificates Trust 2006-4

   -- Cl. M-1, Upgraded to B2 (sf); previously on Apr 14, 2010
      Downgraded to C (sf)

   -- Cl. M-3, Assigned to C (sf); previously on February 12, 2014

      WR (sf)

   -- Cl. 1-A-1, Upgraded to Aa1 (sf); previously on Jul 22, 2016
      Ba3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 1-A-1M, Upgraded to Aa2 (sf); previously on Jul 22, 2016

      B1 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 2-A-3, Upgraded to A1 (sf); previously on Jul 22, 2016
      Caa1 (sf) Placed Under Review for Possible Upgrade

RATINGS RATIONALE

The rating upgrades are primarily due to receipt of funds from the
CWRMBS settlement and the related increase in total credit
enhancement available to the bonds. Additionally, classes issued by
CWABS Asset-Backed Certificates Trust 2005-AB2 and CWABS
Asset-Backed Certificates Trust 2005-AB3 benefitted from material
improvements in pool performance and pool expected losses.

The rating confirmations are primarily due to the low current
overall levels of credit enhancement available to the bonds despite
settlement funds received by those transactions.

The rating assignments reflect the fact that the prior ratings had
been withdrawn as the tranches were previously written down due to
losses; the tranches have since been partially written back up due
to the settlement proceeds. The assigned ratings reflect their
reinstated balances.

The rating actions conclude the review actions for these
transactions announced on July 22nd, and reflect the recent
performance of the underlying pools and Moody's updated loss
expectation on these pools.

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

Factors that would lead to an upgrade or downgrade of the 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 5.0% in September 2016 from 5.1% in
September 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.


CWALT INC 2004-18CB: Moody's Hikes Rating on 3 Tranches to Ba1
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of nine
tranches, and confirmed the ratings of two tranches, from two
transactions issued by Countrywide Mortgage (CW) backed by Alt-A
RMBS loans. These tranches were placed on review for upgrade on
July 22, 2016, to assess whether they could be positively impacted
by the distribution of funds from the $8.5 billion settlement
reached between Bank of America, N.A., which acquired CW in 2008,
and Bank of New York Mellon as trustee, related to CW's pre-crisis
servicing practices and alleged breaches of representations and
warranties.

Complete rating actions are as follows:

   Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
   2004-18CB

   -- Cl. 1-A-1, Upgraded to Ba1 (sf); previously on Jul 22, 2016
      Ba3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 2-A-7, Upgraded to A1 (sf); previously on Jul 22, 2016
      Baa1 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 2-A-8, Upgraded to Ba1 (sf); previously on Jul 22, 2016
      Ba3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 3-A-1, Upgraded to Baa2 (sf); previously on Jul 22, 2016

      Ba1 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 4-A-1, Upgraded to Ba1 (sf); previously on Jul 22, 2016
      Ba3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 5-A-1, Upgraded to Ba1 (sf); previously on Jul 22, 2016
      B1 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 5-A-2, Upgraded to Ba3 (sf); previously on Jul 22, 2016
      B3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. PO, Upgraded to Ba2 (sf); previously on Jul 22, 2016 Ba3

      (sf) Placed Under Review for Possible Upgrade

   Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
   2004-24CB

   -- Cl. 1-A-1, Confirmed at B3 (sf); previously on Jul 22, 2016
      B3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. 2-A-1, Upgraded to B1 (sf); previously on Jul 22, 2016
      B3 (sf) Placed Under Review for Possible Upgrade

   -- Cl. PO, Confirmed at B3 (sf); previously on Jul 22, 2016 B3
      (sf) Placed Under Review for Possible Upgrade

RATINGS RATIONALE

The rating actions consider the recent performance of the
underlying pools and reflect Moody's updated loss expectation on
these pools together with changes in tranche level credit
enhancement. Certain of the rating actions also reflect corrections
to Moody's modeling.

The rating upgrades primarily reflect the receipt of CW settlement
funds in those transactions. The rating upgrades incorporate the
positive effect of recoveries and reduction of loss on the affected
bonds as well as any increases in credit enhancement related to
recoveries or otherwise, on subordinated bonds.

The rating confirmations primarily reflect losses incurred and
outstanding on the bonds after settlement recoveries, Moody's
updated loss expectation on the bonds and related pools, and bond
specific credit enhancement in the transactions.

Today's actions on CWALT, Inc. Mortgage Pass-Through Certificates,
Series 2004-18CB Classes 1-A-1, 2-A-8, 4-A-1, 5-A-1, 5-A-2, and PO
also reflect corrections to the cash-flow model used by Moody's in
rating this transaction. In prior rating actions, the transaction's
senior prepayment percentage was calculated incorrectly, resulting
in less funds to the senior classes than called for in the
transaction documents. In addition, the distribution of available
funds due to the PO Component Classes and PO deferred amount was
calculated incorrectly, resulting in more funds to the PO deferred
amount and less funds to the PO component classes than called for
in the transaction documents. These errors have now been corrected,
and today's rating actions reflect these changes.

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 5.0% in September 2016 from 5.1% in
September 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.



DLJ COMMERCIAL 1998-CF1: Moody's Affirms Caa2 Rating on Cl. S Debt
------------------------------------------------------------------
Moody's Investors Service has affirmed the rating on one
interest-only class in DLJ Commercial Mortgage Corp., Commercial
Mortgage Pass-Through Certificates, Series 1998-CF1 as:

  Cl. S, Affirmed Caa2 (sf); previously on Dec. 10, 2015, Affirmed

   Caa2 (sf)

                         RATINGS RATIONALE

The rating on the IO class, Class S, was affirmed based on the
credit performance (or the weighted average rating factor or WARF)
of the referenced classes.  The IO class is the only outstanding
Moody's-rated class in this transaction.

Moody's rating action reflects a base expected loss of 0.0% of the
current balance, the same as at Moody's last review.  Moody's does
not anticipate losses from the remaining collateral in the current
environment.  However, over the remaining life of the transaction,
losses may emerge from macro stresses to the environment and
changes in collateral performance.  Moody's ratings reflect the
potential for future losses under varying levels of stress. Moody's
base expected loss plus realized losses is now 1.6% of the original
pooled balance, the same as 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 RATING:

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

             METHODOLOGY UNDERLYING THE RATING ACTION

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

                        DEAL PERFORMANCE

As of the Oct. 17, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 99% to $13 million
from $839 million at securitization.  The certificates are
collateralized by nine mortgage loans ranging in size from less
than 1% to 26% of the pool.  Four loans, constituting 25% of the
pool, have defeased and are secured by US government securities.

There are currently no loans on the watchlist or in special
servicing.

Eleven loans have been liquidated from the pool, resulting in an
aggregate realized loss of $14 million (for an average loss
severity of 23%).

Moody's received full year 2015 operating results for 75% of the
pool, and partial year 2016 operating results for 28% of the pool.
Moody's weighted average conduit LTV is 84%, compared to 81% 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 22% to the most recently
available net operating income (NOI).  Moody's value reflects a
weighted average capitalization rate of 11%.

Moody's actual and stressed conduit DSCRs are 0.98X and 1.80X,
respectively, compared to 1.05X and 1.78X 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 61% of the pool balance.  The
largest loan is the Randall's Store Loan ($3.3 million -- 26% of
the pool), which is secured by a 59,000 square foot retail property
in Sugar Land, Texas.  The property is 100% leased to Randall's, a
grocery store and subsidiary of Safeway, Inc.  The grocery store
lease runs until November 2022.  Moody's LTV and stressed DSCR are
78% and 1.53X, respectively, compared 81% and 1.47X at prior
review.

The second largest loan is the Walgreens - Seattle Loan ($2.2
million -- 18% of the pool), which is secured by a 14,000 square
foot retail property in Seattle, Washington.  The property is 100%
leased to Walgreen Co. through October 2056, however Walgreen's
retains the ability to terminate its lease early beginning in 2016.
Moody's LTV and stressed DSCR are 91% and 1.31X, respectively,
compared to 87% and 1.36X at prior review.

The third largest loan is the Walgreens Retail Building -- Gresham
Loan ($2.2 million -- 17% of the pool), which is secured by a
14,000 square foot retail property in Gresham, Oregon.  The
property is 100% leased to Walgreen Co. through July 2056.  Moody's
LTV and stressed DSCR are 102% and 1.17X, respectively, compared
88% and 1.36X at prior review.


FLAGSHIP CREDIT 2016-4: DBRS Finalizes BB Rating on Class E Debt
----------------------------------------------------------------
DBRS, Inc. finalized its provisional ratings on the following
classes issued by Flagship Credit Auto Trust 2016-4:

   -- $155,570,000 Series 2016-4, Class A-1 at AAA (sf)

   -- $52,590,000 Series 2016-4, Class A-2 at AAA (sf)

   -- $41,980,000 Series 2016-4, Class B at AA (sf)

   -- $43,370,000 Series 2016-4, Class C at A (sf)

   -- $31,750,000 Series 2016-4, Class D at BBB (sf)

   -- $14,740,000 Series 2016-4, Class E at BB (sf)

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

   -- Transaction capital structure, proposed ratings and form and

      sufficiency of available credit enhancement.

   -- Credit enhancement is in the form of overcollateralization
      (OC), subordination, amounts held in the reserve fund and
      excess spread. Credit enhancement levels are sufficient to
      support the DBRS-projected expected cumulative net loss
      assumption under various stress scenarios.

   -- The ability of the transaction to withstand stressed cash
      flow assumptions and repay investors according to the terms
      under which they have invested. For this transaction, the
      rating addresses the payment of timely interest on a monthly

      basis and the payment of principal by the legal final
      maturity date.

   -- The strength of the combined organization after the merger
      of Flagship Credit Acceptance LLC (Flagship or the Company)
      and CarFinance Capital LLC.

   -- DBRS believes the merger of the two companies provides
      synergies that make the combined company more financially
      stable and competitive.

   -- The capabilities of Flagship with regard to originations,
      underwriting and servicing.

   -- DBRS has performed an operational review of Flagship and
      considers the entity to be an acceptable originator and
      servicer of subprime automobile loan contracts with an
      acceptable back-up servicer.

   -- The Flagship senior management team has considerable
      experience and a successful track record within the auto
      finance industry.

   -- DBRS used a proxy analysis in its development of an expected

      loss.

   -- A limited amount of performance data was available for the
      Company's current originations mix.

   -- A combination of Company-provided performance data and
      industry comparable data was used to determine an expected
      loss.

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

Flagship is an independent, full-service automotive financing and
servicing company that provides financing to borrowers who do not
typically have access to prime credit lending terms for the
purchase of late-model vehicles and the refinancing of existing
automotive financings.

The ratings on the Class A-1 and Class A-2 Notes reflect the 42.00%
of initial hard credit enhancement provided by the subordinated
notes in the pool (38.00%), the Reserve Account (2.00%) and OC
(2.00%). The ratings on the Class B, Class C, Class D and Class E
Notes reflect 29.90%, 17.40%, 8.25% and 4.00% of initial hard
credit enhancement, respectively. Additional credit support may be
provided from excess spread available in the structure.


FLAGSHIP CREDIT 2016-4: S&P Assigns BB Rating on Class E Notes
--------------------------------------------------------------
S&P Global Ratings assigned its ratings to Flagship Credit Auto
Trust 2016-4's $340 million auto receivables-backed notes series
2016-4.

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

The ratings reflect S&P's view of:

   -- The availability of approximately 48.17%, 40.26%, 30.94%,
      24.30%, and 20.38% credit support (including excess spread)
      for the class A, B, C, D and E notes, respectively, based on

      stressed cash flow scenarios.  These credit support levels
      provide coverage of approximately 3.55x, 3.10x, 2.40x,
      1.75x, and 1.40x S&P's 11.75%-12.25% expected cumulative net

      loss (CNL) 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
      to the assigned ratings.

   -- The expectation that under a moderate ('BBB') stress
      scenario, all else being equal, S&P's ratings on the class
      A, B, and C notes would remain within one rating category of

      its 'AAA (sf)', 'AA (sf)', and 'A (sf)' ratings within the
      first year and S&P's ratings on the class D and E notes
      would remain within two rating categories of S&P's
      'BBB (sf)' and 'BB (sf)' ratings, respectively, within the
      first year.  This is within the one category rating
      tolerance for S&P's 'AAA' and 'AA' and two-category rating
      tolerance for S&P's 'A', 'BBB', and 'BB' rated securities,
      as outlined in S&P's credit stability criteria.

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

   -- The characteristics of the collateral pool being
      securitized.  The transaction's payment and legal
      structures.

RATINGS ASSIGNED

Flagship Credit Auto Trust 2016-4

Class   Rating       Type              Interest        Amount
                                       rate(i)       (mil. $)

A-1     AAA (sf)     Senior            Fixed           155.57
A-2     AAA (sf)     Senior            Fixed            52.59
B       AA (sf)      Subordinate       Fixed            41.98
C       A (sf)       Subordinate       Fixed            43.37
D       BBB (sf)     Subordinate       Fixed            31.75
E       BB (sf)      Subordinate       Fixed            14.74


FLATIRON CLO 2012-1: S&P Affirms 'BB' Rating on Class D Notes
-------------------------------------------------------------
S&P Global Ratings assigned its ratings to the class A-1-R, A-2-R,
B-R, and C-R notes from Flatiron CLO 2012-1 Ltd., a U.S.
collateralized loan obligation (CLO) transaction managed by New
York Life Investment Management LLC.  S&P withdrew its ratings on
the original class A-1, A-2, B, and C notes following payment in
full on the Oct. 25, 2016, refinancing date.  At the same time, S&P
affirmed its ratings on the class D notes.

On the Oct. 25, 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 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 notes remain consistent with the credit enhancement
available to support them, and S&P will take rating actions as it
deems necessary.

RATINGS ASSIGNED

Flatiron CLO 2012-1 Ltd.
Replacement class    Rating         Amount
                                   (mil. $)
A-1-R                AAA (sf)        267.50
A-2-R                AA+ (sf)         28.00
B-R                  A+ (sf)          36.00
C-R                  BBB (sf)         18.00

RATINGS WITHDRAWN

Flatiron CLO 2012-1 Ltd.
                     Rating
Replacement class  To      From        Amount
                                      (mil. $)
A-1                NR      AAA (sf)    267.50
A-2                NR      AA (sf)      28.00
B                  NR      A (sf)       36.00
C                  NR      BBB (sf)     18.00

RATING AFFIRMED

Flatiron CLO 2012-1 Ltd.
Replacement class    Rating            Amount
                                       (mil. $)
D                    BB (sf)              21.50

NR--Not rated.



FREDDIE MAC 2016-HQA4: DBRS Finalizes B(sf) Ratings on 3 Tranches
-----------------------------------------------------------------
DBRS, Inc. finalized the following provisional ratings on the
Structured Agency Credit Risk Debt Notes, Series 2016-HQA4 (STACR
2016-HQA4 or the Notes) issued by Freddie Mac (the Issuer):

   -- $125.0 million Class M-1 at A (low) (sf)

   -- $125.0 million Class M-2 at BBB (low) (sf)

   -- $125.0 million Class M-2F at BBB (low) (sf)

   -- $125.0 million Class M-2I at BBB (low) (sf)

   -- $105.0 million Class M-3A at B (sf)

   -- $105.0 million Class M-3AF at B (sf)

   -- $105.0 million Class M-3AI at B (sf)

Classes M-2F, M-2I, M-3AF and M-3AI are Modifiable and Combinable
STACR Notes (MAC Notes). Holders of the Class M-2 and Class M-3A
notes can exchange all or part of such classes for the related
classes of MAC Notes and vice versa. Classes M-2I and M-3AI are
interest-only MAC Notes.

The A (low) (sf), BBB (low) (sf) and B (sf) ratings reflect 4.275%,
3.050% and 2.025% of credit enhancement, respectively. Other than
the specified classes above, DBRS does not rate any other classes
in this transaction.

The Notes represent unsecured general obligations of the Issuer.
The Notes are subject to the credit and principal payment risk of a
certain reference pool (the Reference Pool) of residential mortgage
loans held in various Freddie Mac-guaranteed mortgage-backed
securities.

The Reference Pool consists of 60,173 30-year fully amortizing
first-lien fixed-rate mortgage loans underwritten to a full
documentation standard with original loan-to-value (LTV) ratios
greater than 80% and less than or equal to 97%. The majority of the
mortgages in the Reference Pool have active mortgage insurance (MI)
provided by various mortgage companies. For this transaction, any
amount that Freddie Mac reports as being payable under any
effective MI policy will be included in the net liquidation
proceeds irrespective of Freddie Mac's receipt of such amounts from
the related MI company. Payments to the Notes will be determined by
the credit performance of the Reference Pool.

Cash flow from the Reference Pool will not be used to make any
payment to the STACR 2016-HQA4 noteholders; instead, Freddie Mac
will be responsible for making monthly interest payments at the
note rate and periodic principal payments on the Notes in
accordance with the actual principal payments it collects from the
Reference Pool.

STACR 2016-HQA4 is the sixth above-80% LTV transaction in the STACR
series where note writedowns are based on actual realized losses
and not on a predetermined set of loss severities. The maturity
dates for this transaction have been extended to 12.5 years
compared with a 10.0-year maturity in prior STACR transactions with
a predetermined set of loss severities.

The originators for the Reference Pool are Wells Fargo Bank, N.A.
(Wells Fargo, 15.6%), U.S. Bank, N.A. (U.S. Bank, 7.1%), Quicken
Loans, Inc. (Quicken, 5.2%) and various other originators, each
comprising less than 5.0% of the Reference Pool.

The loans in the Reference Pool will be serviced by Wells Fargo
(15.6%), U.S. Bank (8.6%), Quicken (5.2%) and various other
servicers, each comprising less than 5.0% of the Reference Pool.
U.S. Bank National Association will act as the Global Agent.
Freddie Mac will act as the Master Servicer.

DBRS notes the following strengths and challenges for this
transaction:

   Strengths:

   -- Seller (or Lender)/Servicer approval process and quality
      control platform,

   -- Well-diversified Reference Pool,

   -- Strong alignment of interest,

   -- Strong structural protections and

   -- Extensive performance history.

   Challenges:

   -- High LTVs in Reference Pool,

   -- Borrower-Paid Mortgage Insurance termination or
      cancellation,

   -- Unsecured obligation of Freddie Mac,

   -- Representation and warranties framework and

   -- Limited third-party due diligence.


GMAC COMMERCIAL 1998-C2: Moody's Affirms Caa2 Rating on Cl. X Debt
------------------------------------------------------------------
Moody's Investors Service has affirmed the rating of one class of
GMAC Commercial Mortgage Securities Inc., Mortgage Pass-Through
Certificates, Series 1998-C2 as follows:

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

RATINGS RATIONALE

The rating of the IO class, Class X, was affirmed based on the
credit performance (or the weighted average rating factor or WARF)
of its referenced classes The IO class is the only outstanding
Moody's rated class in this transaction.

Moody's rating action reflects a base expected loss of 6.0% of the
current balance, compared to 5.8% at Moody's last review. Moody's
base expected loss plus realized losses is now 2.6% of the original
pooled balance, unchanged from the last review.

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

The methodologies used in these ratings were "Moody's Approach to
Rating Large Loan and Single Asset/Single Borrower CMBS " published
in October 2015, and "Moody's Approach to Rating Credit Tenant
Lease and Comparable Lease Financings" published in October 2016.

DESCRIPTION OF MODELS USED

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 5, the same as at prior review.

Due to the low Herf, Moody's used the excel-based Large Loan Model
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. These aggregated proceeds are
then further adjusted for any pooling benefits associated with loan
level diversity, other concentrations and correlations.

Moody's currently uses a Gaussian copula model, incorporated in its
CDO rating model CDOROM, to generate a portfolio loss distribution
to assess the ratings for a pool of CTL ratings.

DEAL PERFORMANCE

As of the October 17, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 98% to $55 million
from $2.53 billion at securitization. The Certificates are
collateralized by 37 mortgage loans ranging in size from less than
1% to 30% of the pool, with the top ten loans representing 58% of
the pool. Nine loans, representing 32% of the pool have defeased
and are secured by US Government securities.

Six loans, representing 41% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Forty-four loans have been liquidated from the pool, resulting in
an aggregate realized loss of $63 million (36% loss severity on
average). Two loans, representing 3% of the pool, are currently in
special servicing. The specially serviced loans are secured by a
mix of property types. Moody's estimates a small loss for the
specially serviced loans.

Moody's has assumed a high default probability for one poorly
performing loan representing 3% of the pool. The loan is a B Hope
Note associated with the Georgetown Plaza Shopping Center. Moody's
has estimated a full loss for the B Note. The collateral and the A
Note are discussed in further detail below.

Moody's was provided with full year 2015 and full or partial year
2016 operating results for 88% and 69% of the pool, respectively.
Moody's weighted average conduit LTV is 60% compared to 51% 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 9.1% to the most recently available net
operating income (NOI). Moody's value reflects a weighted average
capitalization rate of 10.2%.

Moody's actual and stressed conduit DSCRs are 1.12X and 2.74X,
respectively, compared to 1.91X and 2.63X 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 41% of the pool balance. The
largest loan is the D'Amato Portfolio Loan ($16 million -- 30% of
the pool), which is secured by 37 industrial and retail properties
in Milford, Connecticut and Westerly, Rhode Island totaling 720,000
square feet. The properties were 94% leased as of June 2016, up
from 90% the prior year. Moody's LTV and stressed DSCR are 55% and
2.00X, respectively, compared to 60% and 1.85X at prior review.

The second largest loan is the Georgetown Plaza Shopping Center --
A note Loan ($4 million -- 6% of the pool), which is secured by a
110,000 square foot retail property in Indianapolis, Indiana.
Following a stint in special servicing, the loan was modified in
March 2015 to include an A/B note split, a change from amortizing
to interest-only, and the loan maturity was extended to July 2017.
The B Note was identified as a troubled loan above. The property
was 79% leased as of June 2016, compared to 68% leased the prior
year. Moody's LTV and stressed DSCR for the A Note are 162% and
0.73X, respectively, compared to 163% and 0.73X at prior review.

The third largest loan is the Columbus Georgia Apartments Loan ($3
million -- 5% of the pool), which is secured by four multifamily
properties totaling 280 units, located in Columbus, Georgia. The
property occupancies ranged from 88% to 100% as of June 2016. The
loan is fully amortizing. Moody's LTV and stressed DSCR are 36% and
3.02X, respectively, compared to 44% and 2.43X at prior review.

The CTL component consists of ten loans, totaling 10% of the pool,
secured by properties leased to seven tenants. The largest
exposures are CVS Health ($3 million -- 6% of the pool; senior
unsecured rating: Baa1 -- stable outlook) and Walgreen Co.
($839,000 -- 1.5% of the pool; senior unsecured rating: Baa2 --
ratings under review for possible downgrade). The bottom-dollar
weighted average rating factor (WARF) for this pool is 1,843
compared to 2,126 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.



GS MORTGAGE 2006-GG8: Moody's Affirms B3 Rating on Cl. A-J Debt
---------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on three classes
and downgraded the ratings on four classes in GS Mortgage
Securities Corporation II, Commercial Mortgage Pass-Through
Certificates, Series 2006-GG8 as:

  Cl. A-M, Affirmed A1 (sf); previously on Nov. 6, 2015, Upgraded
   to A1 (sf)

  Cl. A-J, Affirmed B3 (sf); previously on Nov. 6, 2015, Affirmed
   B3 (sf)

  Cl. B, Downgraded to Caa3 (sf); previously on Nov. 6, 2015,
   Affirmed Caa1 (sf)

  Cl. C, Downgraded to C (sf); previously on Nov. 6, 2015,
   Affirmed Caa2 (sf)

  Cl. D, Downgraded to C (sf); previously on Nov. 6, 2015,
   Affirmed Caa3 (sf)

  Cl. E, Affirmed C (sf); previously on Nov. 6, 2015, Affirmed
   C (sf)

  Cl. X, Downgraded to Caa3 (sf); previously on Nov. 6, 2015,
   Affirmed B1 (sf)

                         RATINGS RATIONALE

The ratings on Classes A-M and A-J were affirmed because the
transaction's key metrics, including Moody's loan-to-value (LTV)
ratio, Moody's stressed debt service coverage ratio (DSCR) and the
transaction's Herfindahl Index (Herf), are within acceptable
ranges.  The rating on Class E was affirmed because the ratings are
consistent with Moody's expected loss.

The ratings on the Classes B, C and D 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) 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 32.8% of the
current balance, compared to 9.2% at Moody's last review. Moody's
base expected loss plus realized losses is now 13.7% of the
original pooled balance, compared to 13.4% 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 on October 2015.

Moody's analysis incorporated a loss and recovery approach in
rating the P&I classes in this deal since, as of the October
remittance statement, 74% of the pool is in special servicing and
Moody's has identified eight additional troubled loans representing
19% of the pool.  In this approach, Moody's determines a
probability of default for each specially serviced and troubled
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 and troubled loans to the most junior
classes and the recovery as a pay down of principal to the most
senior classes.

                     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 Oct. 13, 2016, distribution date, the transaction's
aggregate certificate balance has decreased by 87% to $569 million
from $4.24 billion at securitization.  The certificates are
collateralized by 13 mortgage loans ranging in size from less than
1% to 29% of the pool.  All of the remaining loans are either in
special servicing or have already passed their initial loan
maturity date.

Eight loans, constituting 25% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans that meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package.  As part of
Moody's ongoing monitoring of a transaction, the agency reviews the
watchlist to assess which loans have material issues that could
affect performance.

Forty-three loans have been liquidated from the pool, resulting in
an aggregate realized loss of $395 million (for an average loss
severity of 57%).  Four loans, constituting 74% of the pool, are
currently in special servicing.  The largest specially serviced
loan is the CA Headquarters Loan ($165.6 million -- 29% of the
pool).  The loan is secured by a single-tenant, 778,000 square foot
(SF) office property in Islandia, New York.  The property is 100%
leased to CA, Inc. through Aug. 15, 2021 on a bondable lease. The
loan transferred to special servicing in August 2016 due to
impending maturing and the borrower being unable to secure
financing due to the single tenancy issue.  The loan was extended
for 60 days in order to allow time to negotiate a longer term
extension to allow the borrower time to resolve tenancy issues and
secure refinancing.  Moody's incorporated a lit/dark analysis in
determining the value for the loan collateral to account for the
single tenant exposure.

The remaining three specially serviced loans are secured by a mix
of property types.  Moody's estimates an aggregate $162.8 million
loss for the specially serviced loans (39% expected loss on
average).

Moody's has assumed a high default probability for eight poorly
performing loans, constituting 19% of the pool, and has estimated
an aggregate loss of $24 million (a 22% expected loss on average)
from these troubled loans.

Moody's received full year 2015 operating results for 90% of the
pool, and full or partial year 2016 operating results for 83% of
the pool.

As of the October 2016 remittance statement, the top three
non-specially serviced loans represent 12% of the pool balance.
The largest loan is the Sherwood Regional Mall Loan ($37.7 million
-- 7% of the pool), which is secured by a 268,670 SF portion of a
509,060 SF regional mall located in Stockton, CA.  The mall is
anchored by a Dick's Sporting Goods, Petco, and Ulta Cosmetics &
Salon, and is shadow anchored by a Macy's, Best Buy, and HomeGoods.
The loan had an original maturity date in September 2016 and has
since entered into a forbearance agreement.  As of June 2016, the
collateral was 68% occupied, compared to 83% at year-end 2015.
There is another large, regional mall directly across the street
from the subject that shares approximately 6% of the subject's NRA
in common tenants.  Moody's LTV and stressed DSCR are 113% and
1.00X, respectively, compared to 107% and 0.96X at the last
review.

The second largest loan is the Algonquin Center Loan
($28.6 million -- 5% of the pool), which is secured by a 206,884 SF
community center shadow anchored by Target, and anchored by Kohl's,
HomeGoods and Michael's located in Algonquin, IL.  As of June 2016,
the property was 93% leased, the same as at Moody's last review.
The loan transferred to special servicing on
Oct. 12, 2016 due to maturity default, however, this was not yet
reflected in the October 2016 remittance statement.  Moody's has
identified this as a troubled loan.

The third largest loan is the El Dorado Hills Town Center Loan
($21.3 million -- 4% of the pool), which is secured by a 88,184 SF
anchored retail center located in El Dorado, CA.  The property is
anchored by a Regal Cinemas with a lease extending through 2025. As
of June 2016, the property was 94% occupied, the same as at
year-end 2015 and up from 90% at year-end 2014.  The loan had an
original maturity date in October 2016 and has since entered into a
forbearance agreement.  Moody's has identified this as a troubled
loan.


GS MORTGAGE 2013-GCJ16: DBRS Confirms BB Rating on Class F Debt
---------------------------------------------------------------
DBRS Limited confirmed all classes of Commercial Mortgage
Pass-Through Certificates, Series 2013-GCJ16 issued by GS Mortgage
Securities Trust 2013-GCJ16 as follows:

   -- Class A-1 at AAA (sf)

   -- Class A-2 at AAA (sf)

   -- Class A-3 at AAA (sf)

   -- Class A-4 at AAA (sf)

   -- Class A-AB at AAA (sf)

   -- Class A-S at AAA (sf)
  
   -- Class X-A at AAA (sf)

   -- Class X-B at AAA (sf)

   -- Class X-C at AAA (sf)

   -- Class B at AA (low) (sf)

   -- Class C at A (low) (sf)

   -- Class PEZ at A (low) (sf)

   -- Class D at BBB (low) (sf)

   -- Class F at BB (low) (sf)

   -- Class G at B (low) (sf)

The trends on the Classes B, C and PEZ Certificates have been
changed to Positive from Stable. The trends on the remaining
classes remain Stable. The Classes A-S, B and C Certificates may be
exchanged for the Class PEZ Certificates (and vice versa). DBRS
does not rate the first loss piece, Class H.

The rating confirmations and trend changes reflect the overall
stable performance of the transaction, which has experienced a
collateral reduction of 4.3% since closing as a result of scheduled
loan amortization and the unscheduled repayment of one loan in May
2016. At issuance, the pool consisted of 77 fixed-rate loans
secured by 134 commercial and multifamily properties. As at the
October 2016 remittance, 76 loans remain in the pool with an
aggregate outstanding principal balance of $1,040.1 million. Two
loans, representing 6.9% of the total pool balance, are fully
defeased, including the third-largest loan. As at the most recent
year-end reporting, the pool reported a weighted-average (WA) debt
service coverage ratio (DSCR) of 1.65 times (x) and a WA debt yield
of 11.2%. At issuance, the DBRS WA DSCR and debt yield for the pool
were 1.41x and 9.4%, respectively. As at YE2015 financials, the top
15 loans reported a WA DSCR of 1.62x and a WA net cash flow
increase of 13.4% over the DBRS underwritten cash flows.

As at the October 2016 remittance, there are no loans in special
servicing and nine loans on the servicer's watchlist, representing
12.0% of the current pool balance. Of those loans, six have been
flagged for deferred maintenance concerns generally minor in
nature, while one loan is being monitored for an upcoming rollover
concern that is currently being addressed by the borrower. The
remaining two loans, representing 2.2% of the pool balance, are
being monitored for performance-related concerns and are
highlighted below. Additionally, the largest loan in the pool is
highlighted.

The Miracle Mile Shops loan (Prospectus ID#2; 6.7% of the current
pool balance) is secured by a 448,835-square-foot (sf) Class A
super-regional mall located in Las Vegas at the base of the Planet
Hollywood Resort & Casino. The subject loan has a trust balance of
$70.0 million along with $510.0 million of additional debt spread
across five pari passu companion pieces securitized in five other
commercial mortgage-backed security transactions. The whole loan is
interest only for another 22 months. As at the June 2016 rent roll,
the property was 95.7% occupied with an average base rental rate of
$95.07 per square foot (psf) compared with 98.1% and $85.10 psf,
respectively, at issuance; however, three tenants have since taken
occupancy, including an H&M expansion, increasing occupancy to
98.0%, which is in line with issuance. Upcoming rollover is
granular, with 25 tenants representing 13.8% of the net rentable
area (NRA) having leases that expire within 12 months; the largest,
Cheeseburger Las Vegas (3.5% of the NRA), has reported a
year-over-year sales decline of 13.8% to $184 psf as at the
trailing 12 months ended May 2016. The two largest tenants, V
Theater and Saxe Theater, reported sales declines of 5.5% (to $425
psf) and 10.1% (to $389 psf), respectively, over the same period.
Total sales for comparable in-line tenants under 10,000 sf have
declined by 4.8% year over year to $804 psf compared with $818 psf
at issuance. The loan reported an amortizing YE2015 DSCR of 1.15x,
which is in line with the DBRS underwritten DSCR and slightly
improved over the YE2014 figure of 1.12x. Increases in effective
gross income through Q2 2016 have resulted in an annualized DSCR of
1.24x. Despite the recent declines in sales, loan performance is
expected to remain stable as the occupancy rate remains strong and
rental rates at the mall continue growing.

The McAllister Plaza loan (Prospectus ID#15; 1.7% of the current
pool balance) is secured by a 190,223 sf Class A office building
located in San Antonio, Texas, adjacent to the San Antonio
International Airport. The loan was added to the servicer's
watchlist because of a decline in occupancy. According to the July
2016 rent roll, the property was 75.1% occupied with an average
base rental rate of $24.09 psf compared with 93.3% and $22.63 psf,
respectively, at issuance. The largest tenant at the property is
Traveler's Insurance, which leases 22.0% of the NRA through October
2018 at $24.30 psf. The decline in occupancy is a result of the
second-largest tenant at issuance vacating the property in August
2014, with its former space remaining vacant since; however, that
space will be occupied once again in November 2016 when two new
tenants (8.2% of the NRA each) will take occupancy, with their
respective leases running through May 2023 and April 2027. Their
initial rental rates are $22.00 psf and $21.50 psf, respectively,
with gradual rent bumps through their respective loan terms, which
is comparable with the $22.50 psf paid by the previous tenant.
Additionally, the tenants were given rent-free periods of four and
six months, respectively. However, the current second-largest
tenant, BP Exploration & Production (8.6% of the NRA), is confirmed
to be vacating its space at lease expiration in December 2016,
which will result in a net occupancy increase of 7.7% to 82.8% by
YE2016. The expected corresponding vacancy rate is similar to the
vacancy and availability rates of 13.2% and 17.8%, respectively,
for similar Class A office properties within a 2-mile radius of the
subject, according to CoStar. The loan reported a YE2015 DSCR of
1.21x, a decline from the DBRS underwritten DSCR of 1.32x, driven
by the decrease in occupancy at the subject since issuance. While
Q2 2016 annualized financials reported a further decreased DSCR of
1.12x, performance is expected to improve once the recently signed
tenants are in occupancy and are paying full, unabated rent.

The 215 Ohio Street loan (Prospectus ID#52; 0.5% of the current
pool balance) is secured by a 47,780 sf Class B office property in
the River North submarket of Chicago. The property has been on the
servicer's watchlist since May 2015 because of a low DSCR of 0.63x
at YE2014 as a result of the largest tenant at the time vacating
the property in mid-2014. While that space was re-tenanted and the
property was fully occupied again in early 2015, occupancy once
again decreased to 85.0% when another tenant vacated upon lease
expiration in September of that year, resulting in a YE2015 DSCR of
0.80x. According to Q2 2016 reporting, the annualized DSCR remains
at 0.80x. The River North submarket of Chicago remains healthy with
average office vacancy and availability rates of 6.8% and 9.9%,
respectively, according to CoStar. According to the borrower, they
are optimistic about reaching full occupancy again by the end of Q1
2017 given the leasing momentum in the submarket. The property
continues to be actively marketed by the property manager, Foresite
Realty Partners.

At issuance, DBRS assigned an investment-grade shadow rating to The
Gate at Manhasset loan (Prospectus ID#4; 5.5% of the current pool
balance). While collateral occupancy remains strong at 98.8% and
the loan reported a YE2015 DSCR of 1.99x (an improvement over the
DBRS underwritten DSCR of 1.81x), tenant sales at the mall have
dropped significantly since issuance. Anchor tenant Crate & Barrel
(C&B; 36.7% of the NRA) reported trailing-12-month sales of $301
psf as at June 2016, representing a 15.5% decline from issuance.
Major tenants Gap, Urban Outfitters and Abercrombie & Fitch
registered larger declines of 33.8%, 40.2% and 33.7%, respectively,
over the same period. While property cash flow is not affected
directly as tenants do not pay percentage rents, these continuous
sales declines have resulted in elevated tenant occupancy cost
levels. Additionally, the three largest tenants, C&B, Gap and Urban
Outfitters, collectively occupying 61.6% of the NRA, have lease
maturities in January 2022, creating rollover risk concern prior to
loan maturity in November 2023. As a result, DBRS has today removed
the previously assigned shadow rating for this loan.

The ratings assigned to the Classes B, C, D, F, G and PEZ
Certificates materially deviate from the higher ratings implied by
the quantitative model. DBRS considers a material deviation to be a
rating differential of three or more notches between the assigned
rating and the rating implied by the quantitative model that is a
substantial component of a rating methodology; in this case, the
rating reflects the sustainability of loan performance trends not
demonstrated, as well as a higher than average concentration of
retail properties within the collateral pool. The improvement in
performance of the underlying collateral to date is reflected with
the aforementioned trend changes to bonds higher in the capital
structure.

Notes: All figures are in U.S. dollars unless otherwise noted.



HMONG COLLEGE: Moody's Rates Rates $43.5MM School Bonds 'Ba2'
-------------------------------------------------------------
Issue: Charter School Lease Revenue Bonds (Hmong College Prep
Academy Project) Tax-Exempt Series 2016A; Rating: Ba2; Rating Type:
Underlying LT; Sale Amount: $43,030,000; Expected Sale Date:
11/01/2016; Rating Description: Revenue: Other;

Issue: Charter School Lease Revenue Bonds (Hmong College Prep
Academy Project) Taxable Series 2016B; Rating: Ba2; Rating Type:
Underlying LT; Sale Amount: $555,000; Expected Sale Date:
11/01/2016; Rating Description: Revenue: Other;

Issue: Charter School Lease Revenue Bonds Series 2012A; Rating:
Ba2; Rating Type: Underlying LT; Sale Amount: $17,050,000; Expected
Sale Date: 10/11/2012; Rating Description: Revenue: Other;

Issue: Charter School Lease Revenue Bonds Series 2012B; Rating:
Ba2; Rating Type: Underlying LT; Sale Amount: $555,000; Expected
Sale Date: 10/11/2012; Rating Description: Revenue: Other;

Summary Rating Rationale

Moody's Investors Service has assigned a Ba2 rating to Hmong
College Prep Academy (MN) (HCPA) $43.0 million Charter School Lease
Revenue Bonds (Hmong College Prep Academy Project) Tax-Exempt
Series 2016A and $555,000 Charter School Lease Revenue Bonds (Hmong
College Prep Academy Project) Taxable Series 2016B. In addition,
Moody's assigned a rating of Ba2 to the $17.5 million outstanding
Charter School Lease Revenue Bonds Tax-Exempt Series 2012A and
Taxable Series 2012B. The Series 2016 bonds will be issued through
the Housing and Redevelopment Authority of the City of St. Paul,
Minnesota. The Ba2 incorporates HCPA's sizeable scale, good
competitive profile, history of charter renewals, and steady
student demand. These strengths are offset by a highly leveraged
debt position relative to cash and operating revenues, somewhat
aggressive enrollment projections, short renewal period and
relatively new relationship with current authorizer and average
debt service coverage. Additional credit considerations include a
mortgage lien on all facilities and a 1.25 times pro forma debt
service coverage covenant.

Rating Outlook

The stable outlook reflects expectations of continued market
strength and maintenance of adequate debt service coverage levels.
The stable outlook is also contingent on the ability to achieve
projected enrollment necessary to meet future debt service needs.

Factors that Could Lead to an Upgrade

   -- Significant improvement in financial operations that exceed
      projections resulting in sustained improvement in debt
      service coverage and liquidity

   -- Timely completion of expansion project combined with
      exceeding enrollment projections

Factors that Could Lead to a Downgrade

   -- Deterioration in the school's available cash and coverage of

      debt service by net revenues

   -- Inability to meet enrollment projections

   -- Increased borrowing resulting in further leveraging of per-
      pupil revenues

Legal Security

The 2016 bonds will be secured by a revenue pledge of per-pupil
revenues. Additional security is provide by a first lien mortgage
on the school's 112,274 square foot facility and a Debt Service
Reserve Fund (DSRF) funded at $2.7 million. Additionally, under the
bond documents the school covenants a minimum debt service coverage
of 1.0 times historical coverage (1.25 times pro forma) and a
liquidity minimum of 30 days cash on hand. Lastly, the school must
maintain a net income available for debt service of one times debt
service or the majority bondholder may declare an event of default.
The 2012A bonds include the additional security of a separate
(DSRF) provided by the Charter School Financing Parternship in the
amount of $1.2 million held in trust.

Use of Proceeds

The Series 2016A Revenue Bonds will refinance the school's
outstanding Series 2006 Charter Lease Revenue Bonds ($7.3 million)
for a net present value savings of approximately $1.3 million and
provide $37.5 million for an expansion of the existing classroom,
parking, and recreational facilities. The Series 2016B bonds will
cover the cost of issuance. The Series 2012A and 2012B bonds were
issued to build the new high school addition to the existing
facility.

Obligor Profile

Hmong College Prep Academy was founded and authorized in 2003 and
commenced operations in 2004. HCPA serves a K-12 population in one
school facility with a total student enrollment of 1,450 in
2016-2017.


IMSCI 2016-7: DBRS Finalizes BB Rating on Class E Debt
------------------------------------------------------
DBRS Limited finalized the provisional ratings on the following
classes of Commercial Mortgage Pass-Through Certificates, Series
2016-7 issued by Institutional Mortgage Securities Canada Inc.
(IMSCI), Series 2016-7.

   -- Class A-1 at AAA (sf)

   -- Class A-2 at AAA (sf)

   -- Class B at AA (sf)

   -- Class C at A (sf)

   -- Class D at BBB (sf)

   -- Class E at BBB (low) (sf)

   -- Class F at BB (sf)

   -- Class G at B (sf)

   -- Class X at AAA (sf)

Class X is notional. DBRS ratings on interest-only (IO)
certificates address the likelihood of receiving interest based on
the notional amount outstanding. DBRS considers the IO
certificates’ position within the transaction payment waterfall
when determining the appropriate rating.

The collateral for the transaction consists of 38 fixed-rate loans
secured by 60 properties. All loans in the transaction amortize for
the entire term and 65.9% of the pool by loan balance amortizes on
schedules that are 25 years or less, while 34.1% of the pool by
loan balance will amortize on schedules that are between 25 years
and 30 years. Seventeen loans (27.4% of the pool by loan balance)
were modelled with Strong sponsor strength, and 12 loans (38.0% of
the pool by loan balance) were considered to have meaningful
recourse to the respective sponsor; all else being equal, recourse
loans typically have lower probability of default and were modelled
as such.

The conduit pool was analyzed to determine the provisional ratings,
reflecting the long-term probability of loan default within the
term and its liquidity at maturity. When the cut-off loan balances
were measured against the DBRS Stabilized net cash flow and its
respective actual constants, DBRS did not identify any loans, based
on the trust A-note balances, as having a debt service coverage
ratio (DSCR) below 1.15 times (x), which is a threshold indicative
of a higher likelihood of mid-term default. In addition, to assess
refinance risk given the current low interest rate environment,
DBRS applied its refinance constants to the balloon amounts,
resulting in 32.6% of the pool, based on the trust A-note balance,
having refinance DSCRs below 1.00x. The DBRS weighted-average (WA)
Term DSCR and Going-in Debt Yield, based on the trust A-note
balances, are 1.47x and 9.2%, respectively. The DBRS WA refinance
DSCR and Exit Debt Yield, based on the trust A-note balances, are
1.22x and 12.0%, respectively.

DBRS sampled 29 loans, representing 85.9% of the pool by loan
balance, and site inspections were performed on 47 properties,
representing 85.5% of the pool by loan allocated balance. Of the
sampled loans, three loans, representing 10.6% of the pool balance,
were considered to be of Above Average property quality.

The rating assigned to Class G materially deviates from the higher
rating implied by the quantitative model. DBRS considers a material
deviation to be a rating differential of three or more notches
between the assigned rating and the rating implied by the
quantitative model that is a substantial component of a rating
methodology; in this case, the assigned rating reflects expected
dispersion of loan-level cash flows post issuance and qualitative
loan-level factors that are not precisely captured in the
quantitative model, specifically sponsor concentrations within the
transaction.

The ratings that DBRS assigned to the Certificates are based
exclusively on the credit provided by the transaction structure and
underlying trust assets. All classes will be subject to ongoing
surveillance, which could result in upgrades or downgrades by DBRS
after the date of issuance.


IMSCI 2016-7: Fitch Assigns 'Bsf' Rating on Class G Notes
---------------------------------------------------------
Fitch Ratings has assigned the following ratings and Ratings
Outlooks to Institutional Mortgage Securities Canada Inc.'s (IMSCI)
Commercial Mortgage Pass-Through Certificates, Series 2016-7:

   -- $187,994,000 class A-1 'AAAsf'; Outlook Stable;

   -- $117,230,000 class A-2 'AAAsf'; Outlook Stable;

   -- $8,809,000 class B 'AAsf'; Outlook Stable;

   -- $9,690,000 class C 'Asf'; Outlook Stable;

   -- $9,690,000 class D 'BBBsf'; Outlook Stable;

   -- $3,523,000 class E 'BBB-sf'; Outlook Stable;

   -- $4,845,000 class F 'BBsf'; Outlook Stable;

   -- $3,964,000 class G 'Bsf'; Outlook Stable.

All currencies are in Canadian dollars (CAD).

Fitch did not rate the $352,352,065 (notional balance)
interest-only class X nor the non-offered $6,607,065 class H
certificates.

The certificates represent the beneficial ownership interest in the
trust, primary assets of which are 38 loans secured by 60
commercial properties having an aggregate principal balance of
$352,352,065 as of the cut-off date. The loans were originated or
acquired by IMC Limited Partnership, Trez Commercial Finance
Limited Partnership, and Royal Bank of Canada.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 76.9% of the properties
by balance and asset summary reviews and cash flow analysis of 100%
of the pool.

KEY RATING DRIVERS

Lower Fitch Leverage: The transaction has better leverage than
other recent Fitch-rated Canadian multiborrower deals. The pool's
Fitch debt service coverage ratio (DSCR) of 1.19x is above the 2015
through 2016 year-to-date (YTD) average of 1.16x. The pool's Fitch
loan to value (LTV) of 102.9% is below the 2015 through 2016 YTD
average of 105.1%.

Significant Amortization: The pool's weighted average remaining
amortization term is 25.4 years, which represents faster
amortization than U.S. conduit loans. There are no partial or full
interest-only loans. The pool's maturity balance represents a
paydown of 22.6% of the closing balance, which represents less
paydown than the 2015 through 2016 YTD Canadian average of 25.2%,
but significantly more paydown than the 2016 YTD U.S. multiborrower
average of 10.3%.

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.

Loan with Recourse: Of the pool, 64.4% has full or partial recourse
to the loan's non-SPE borrower and/or loan sponsor, which is less
than the 2015 through 2016 YTD Canadian transaction average of
75.8%. In Fitch's analysis, the probability of default (PD) is
reduced for loans with recourse.

RATING SENSITIVITIES

For this transaction, Fitch's net cash flow (NCF) was 13.5% 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). The following rating
sensitivities describe how the ratings would react to further NCF
declines below Fitch's NCF. The implied rating sensitivities are
only indicative of some of the potential outcomes and do not
consider other risk factors to which the transaction is exposed.
Stressing additional risk factors may result in different outcomes.
Furthermore, the implied ratings, after the further NCF stresses
are applied, are more akin to what the ratings would be at deal
issuance had those further stressed NCFs been in place at that
time.

Fitch evaluated the sensitivity of the ratings assigned to IMSCI
2016-7 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 'AA-sf' could result. In a more severe
scenario, where NCF declined a further 30% from Fitch's NCF, a
downgrade of the senior 'AAAsf' certificates to 'A-sf ' could
result. The presale report includes a detailed explanation of
additional stresses and sensitivities on page 10.

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 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.


JASPER CLO: S&P Lowers Rating on 2 Note Classes to 'B+'
-------------------------------------------------------
S&P Global Ratings lowered its ratings on the class D-1 and D-2
notes from Jasper CLO Ltd., a U.S. collateralized loan obligation
(CLO) managed by Highland Capital Management L.P.  At the same
time, S&P removed these ratings from CreditWatch, where it had
placed them with negative implications on Aug. 22, 2016.  S&P also
affirmed its rating on the class C notes from the same
transaction.

The rating actions follow S&P's review of the transaction's
performance using data from the Sept. 30, 2016, trustee report.

The lowered rating reflects deteriorated overall credit quality of
the underlying portfolio and an increase in concentration of
long-dated assets (assets that mature after the legal final
maturity of the deal).  The percentage of "non-performing"
obligations held in the portfolio has increased to 47.67% of the
aggregate principal balance of underlying portfolio as of the
September 2016 trustee report from 26.34% as of the July 2015
trustee report that S&P used in its last rating action.  The
trustee also reported an increase in the concentration of assets
that mature after the legal final maturity of the deal.  As a
percentage of the performing portfolio, long-dated assets increased
to approximately 27.68% from 19.86% over the same time period,
although the notional amount decreased to $11.36 million from
$23.18 million. These assets could expose the Class D-1 and D-2
notes to market value risk at the tranches' maturity.

Despite the increased risk in the portfolio, S&P did notice that
the transaction witnessed a significant increase in the
overcollateralization (O/C) levels due to pay downs.  According to
the Sept. 30, 2016, trustee report that S&P used for this review,
the O/C ratios for each class have increased since the July 2015
trustee report that S&P used in its last rating action.

   -- The class C O/C ratio was 235.56%, up from 134.39%.
   -- The class D O/C ratio was 126.74%, up from 112.07%.

The affirmed rating reflects adequate credit support at the current
rating levels, though any further deterioration in the credit
support available to the notes could results in further ratings
changes.

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 take rating actions as S&P deems
necessary.

RATINGS LOWERED AND REMOVED FROM CREDITWATCH

Jasper CLO Ltd
              
               Rating
Class     To           From
D-1       B+ (sf)      BB+ (sf)/Watch Neg
D-2       B+ (sf)      BB+ (sf)/Watch Neg

RATING AFFIRMED

Jasper CLO Ltd

Class                Rating
C                    A+ (sf)


JP MORGAN 2014-C25: Fitch Affirms B- Rating on Cl. F Certificates
-----------------------------------------------------------------
Fitch Ratings has affirmed 19 classes of J.P. Morgan Chase
Commercial Mortgage Securities Trust (JPMBB) commercial mortgage
pass-through certificates series 2014-C25.

                          KEY RATING DRIVERS

The affirmations are based on the stable performance of the
underlying collateral pool.  The stable performance reflects no
material changes to pool metrics since issuance, therefore the
original rating analysis was considered in affirming the
transaction.  As of the October 2016 distribution date, the pool's
aggregate principal balance has been reduced by 0.8% to $1.184
billion from $1.194 billion at issuance.  The pool has experienced
no realized losses to date, and there are no interest shortfalls
currently affecting the pool.  There are currently no delinquent or
specially serviced loans; and no loans are defeased.  The Fitch
debt service coverage ratio (DSCR) and loan to value (LTV) at
issuance were 1.18x and 103.7%, respectively.

Stable Performance With No Material Changes: All loans in the pool
are current as of the October 2016 remittance with property level
performance generally in line with issuance expectations with no
material changes to pool metrics.

Limited Amortization: The pool is scheduled to amortize by 10.6% of
the initial pool balance prior to maturity.  Eight loans (24.8%)
are full term interest-only while an additional 31 loans (54.8%)
have a partial interest-only period.  There has been very limited
improvement in credit enhancement (CE) given the high IO
concentration.  The CE for each bond level remains consistent with
issuance levels.

Investment-Grade Credit Opinion Loan: The third largest loan in the
pool, Grapevine Mills (6.2% of the pool), was assigned an
investment grade credit opinion at issuance.  The loan is
collateralized by a 1.6 million-sf regional shopping center located
in Grapevine, TX.

                       RATING SENSITIVITIES

The Rating Outlooks on all classes remain Stable.  Fitch does not
foresee positive or negative ratings migration until a material
economic or asset-level event changes the transaction's overall
portfolio-level metrics.

Fitch has affirmed these ratings:

   -- $28.5 million class A-1 at 'AAAsf'; Outlook Stable;
   -- $109.5 million class A-2 at 'AAAsf'; Outlook Stable;
   -- $14.4 million class A-3 at 'AAAsf'; Outlook Stable;
   -- $190 million class A-4A1 at 'AAAsf'; Outlook Stable;
   -- $85 million class A-4A2 at 'AAAsf'; Outlook Stable;
   -- $307.9 million class A-5 at 'AAAsf'; Outlook Stable;
   -- $84.2 million a class A-SB at 'AAAsf'; Outlook Stable;
   -- $90.3 million class A-S at 'AAAsf'; Outlook Stable;
   -- $51.8 million a class B at 'AA-sf'; Outlook Stable;
   -- $42.9 million a class C at 'A-sf'; Outlook Stable;
   -- $185 million a class EC at 'A-sf'; Outlook Stable;
   -- $78.5 million class D at 'BBB-sf'; Outlook Stable;
   -- $28.1 million class E at 'BB-sf'; Outlook Stable;
   -- $11.8 million class F at 'B-sf'; Outlook Stable;
   -- $915.4 million * class X-A at 'AAAsf'; Outlook Stable;
   -- $51.8 million * class X-B 'AA-sf'; Outlook Stable;
   -- $78.5 million * class X-D at 'BBB-sf'; Outlook Stable;
   -- $28.1 million class X-E at 'BB-sf'; Outlook Stable;
   -- $11.8 million class X-F at 'B-sf'; Outlook Stable.

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

The rating on the interest only class X-C was previously withdrawn.
Fitch does not rate the $51.8 million interest only class X-NR, or
the $51.8 class NR.  Fitch also does not rate the $10 million rake
class BNB, which will only receive distributions from, and will
only incur losses with respect to, the non-pooled component of the
BankNote Building mortgage loan.


JP MORGAN 2016-WIKI: S&P Assigns B- Rating on Cl. F Certificates
----------------------------------------------------------------
S&P Global Ratings assigned its ratings to J.P. Morgan Chase
Commercial Mortgage Securities Trust 2016-WIKI's $400 million
commercial mortgage pass-through certificates series 2016-WIKI.

The issuance is a CMBS transaction backed by one fixed-rate
commercial mortgage loan totaling $400 million, secured by a
first-mortgage lien on the borrowers' leasehold interest in the
1,230-room Hyatt Regency-Waikiki Beach Resort & Spa.

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

RATINGS ASSIGNED

J.P. Morgan Chase Commercial Mortgage Securities Trust 2016-WIKI

Class       Rating                Amount ($)

A           AAA (sf)             138,800,000
X-A         AAA (sf)           138,800,000(i)
X-B         A- (sf)             84,100,000(i)
B           AA- (sf)              48,200,000
C           A- (sf)               35,900,000
D           BBB- (sf)             47,400,000
E           BB- (sf)              68,600,000
F           B- (sf)               61,100,000

Note: The certificates will be issued to qualified institutional
buyers according to Rule 144A of the Securities Act of 1933.
(i)Notional balance.  The notional amount of the class X-A
certificates will be reduced by the aggregate amount of principal
distributions and realized losses allocated to class A
certificates. The notional amount of the class X-B certificates
will be reduced by the aggregate amount of principal distributions
and realized losses allocated to the class B and C certificates.



JPMBB COMMERCIAL 2015-C32: DBRS Confirms BB(low) Rating on E Notes
------------------------------------------------------------------
DBRS Limited confirmed the ratings on the following classes of
Commercial Mortgage Pass-Through Certificates, Series 2015-C32
issued by JPMBB Commercial Mortgage Securities Trust 2015-C32:

   -- Class A-1 at AAA (sf)

   -- Class A-2 at AAA (sf)

   -- Class A-3 at AAA (sf)

   -- Class A-4 at AAA (sf)

   -- Class A-5 at AAA (sf)

   -- Class A-SB at AAA (sf)

   -- Class A-S at AAA (sf)

   -- Class X-A at AAA (sf)

   -- Class X-B at AAA (sf)

   -- Class X-C at AAA (sf)

   -- Class X-D at AAA (sf)

   -- Class B at AA (low) (sf)

   -- Class EC at A (low) (sf)

   -- Class C at A (low) (sf)

   -- Class D at BBB (low) (sf)

   -- Class E at BB (low) (sf)

   -- Class F at B (sf)

   -- Class G at B (low) (sf)

All trends are Stable. DBRS does not rate the first loss piece,
Class NR. The Class A-S, Class B and Class C certificates may be
exchanged for the Class EC certificates (and vice versa).

The rating confirmations reflect the overall performance of the
transaction that has remained in line with DBRS's expectations
since issuance in October 2015. The collateral consists of 89 loans
secured by 273 properties. As of the September 2016 remittance, the
pool has experienced a collateral reduction of 1.1% since issuance
as a result of loan amortization with all of the original 89 loans
remaining in the pool. The transaction reported a weighted-average
(WA) debt service coverage ratio (DSCR) and a WA debt yield of 1.38
times (x) and 9.1%, respectively, with 96.3% of the current pool
reporting partial-year 2016 financials. At issuance, the pool
reported a WA DSCR and debt yield of 1.31x and 8.3%, respectively.
At issuance, DBRS shadow-rated the U-Haul Portfolio loan
(Prospectus ID#5, 4.1% of the current pool balance) as investment
grade. DBRS has today confirmed that the performance of the loan
remains consistent with investment-grade loan characteristics.

As of the September 2016 remittance, there are no loans in special
servicing and two loans on the servicer's watchlist, representing
2.2% of the current pool balance. One loan, Prospectus ID#19 –
Residence Inn – Clifton Park, was flagged for a low Q2 2016 DSCR,
as a result of volatile cash flows driven by seasonality spikes.
The second loan, Prospectus ID#40 – Hawthorne Townhomes – was
flagged for deferred maintenance. Two loans in the top 15 are
discussed below.

The Palmer House Retail Shops loan (Prospectus ID#3, 5.5% of the
current pool balance) is secured by a 135,000 square foot (sf)
mixed-use retail and office property in downtown Chicago. The
collateral comprises the retail, parking lot and a portion of
office space within the Palmer House Hotel. The sponsor, Thor
Equities LLC, is also the owner and operator of the hotel and spent
$170 million renovating the hotel, of which $35.7 million was
allocated to the collateral since acquiring the property in 2005.
Occupancy at the property has been consistent with issuance,
reported at 94.3% as of the June 2016 rent roll. The second largest
tenant, A'Gaci, occupies 13.9% of the net rentable area (NRA) and
exercised its early termination option in 2016; however, the tenant
rescinded and amended its lease to a month-to-month term, paying
only percentage rent of 9.0% of its gross revenue. The tenant
originally paid a rental rate of $63.51 per square foot (psf) prior
to its lease amendment. Overall, the property reported an average
rental rate of $36.43 psf and vacancy rate of 5.7%, which is
in-line with retail properties located within a 0.2-mile radius
from the subject. According to CoStar, the five-year average rental
rate was $31.04 triple net, with the current vacancy rate and
availability rate at 10.6% and 13.8%, respectively. The servicer
advised that a cash flow sweep was triggered when A'Gaci failed to
renew its lease 18 months prior to its lease expiration and the
current balance of the reserve is approximately $467,000 as of the
September 2016 reserve report. In addition, at closing, $430,000
was funded into a tenant improvement/leasing commission reserve, of
which $280,000 or $15 psf, is available for A'Gaci’s space.
According to Q1 2016 financials, the DSCR was 1.33x, which is above
the DBRS underwritten DSCR of 1.16x. DBRS does not anticipate the
borrower will have difficulties leasing up A'Gaci's space and with
the additional benefit of the cash management account and A'Gaci's
reserve, DBRS expects the subject's performance to remain stable.

The Gateway Business Park loan (Prospectus ID#4, 4.9% of the
current pool balance) is secured by two Class B office complexes
with a combined 514,000 sf of space, located in Mount Laurel, New
Jersey. As of the June 2016 rent roll, the property was 81.7%
occupied, similar to the in-place occupancy at issuance. The second
largest tenant, Jacob's Engineer Group Inc. (Jacob's), formerly
occupied 40,115 sf of space (7.8% of NRA) but reduced its footprint
to 25,629 sf (5.0% of NRA) at a reduced rental rate of $12.50 psf
until 2021, compared to its original rental rate of $13.78 psf.
According to CoStar, Class B office properties in the North
Burlington County submarket reported an average rental rate of
$16.27 psf, vacancy rate of 10.7% and availability rate of 16.4%.
In comparison, the subject's average rental rate as of the June
2016 rent roll was $12.25 psf and the expected vacancy rate will
rise to 21.1% with the downsizing of Jacob's space. Although the Q1
2016 DSCR of 1.65x is above the DBRS underwritten DSCR of 1.20x,
performance is expected to decline given the increase in vacancy
and the reduced rental rate paid by Jacob's. As such, this loan was
modeled with a stressed cash flow.

The ratings assigned to Classes E, F and G differ from the higher
rating implied by the quantitative model. DBRS considers these
differences to be a material deviation, and, in this case, the
sustainability of loan performance trends were not demonstrated and
as such, was reflected in the ratings.


JPMDB COMMERCIAL 2016-C4: Fitch to Rate Class F Certs 'B-sf'
------------------------------------------------------------
Fitch Ratings has issued a presale report for JPMDB Commercial
Mortgage Securities Trust 2016-C4 Commercial Mortgage Pass-Through
Certificates.

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

   -- $38,299,000 class A-1 'AAAsf'; Outlook Stable;
   -- $300,000,000 class A-2 'AAAsf'; Outlook Stable;
   -- $381,323,000 class A-3 'AAAsf'; Outlook Stable;
   -- $67,443,000 class A-SB 'AAAsf'; Outlook Stable;
   -- $879,826,000b class X-A 'AAAsf'; Outlook Stable;
   -- $61,841,000b class X-B 'AA-sf'; Outlook Stable;
   -- $92,761,000 class A-S 'AAAsf'; Outlook Stable;
   -- $61,841,000 class B 'AA-sf'; Outlook Stable;
   -- $47,786,000 class C 'A-sf'; Outlook Stable;
   -- $101,194,000ab class X-C 'BBB-sf'; Outlook Stable;
   -- $53,408,000a class D 'BBB-sf'; Outlook Stable;
   -- $22,487,000a class E 'BB-sf'; Outlook Stable;
   -- $11,244,000a class F 'B-sf'; Outlook Stable.

These classes are not expected to be rated:

   -- $47,786,756a class NR.

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

The expected ratings are based on information provided by the
issuer as of Oct. 21, 2016.

The certificates represent the beneficial ownership interest in the
trust, primary assets of which are 36 loans secured by 42
commercial properties having an aggregate principal balance of
$1,124,378,757 as of the cut-off date.  The loans were contributed
to the trust by JPMorgan Chase Bank, National Association and
German American Capital Corporation.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 79.6% of the properties
by balance, cash flow analysis of 90.9%, and asset summary reviews
on 100% of the pool.

                         KEY RATING DRIVERS

Fitch Leverage is Below 2016 YTD Average: The pool has lower
leverage than other Fitch-rated multiborrower transactions.  The
pool's Fitch DSCR and LTV for the trust are 1.23x and 102.4%,
respectively, while the 2016 YTD averages are 1.19x and 105.8%.
Excluding credit-opinion loans, the pool's Fitch DSCR and LTV are
1.16x and 113.2%, respectively.

High Percentage of Investment-Grade Credit Opinion Loans: Four
loans in the pool, representing 20.2%, have investment-grade credit
opinions, well above the 2016 YTD average of 7.4%.  The two largest
loans in the pool, 9 West 57th Street (7.1%) and 10 Hudson Yards
(7.1%), have investment-grade credit opinions of 'AAAsf'* and
'BBBsf'*, respectively, on a stand-alone basis.  Moffett Gateway
(3.8%), the ninth largest loan in the pool, has an investment-grade
credit opinion of 'BBB-sf'* on a stand-alone basis.  Furthermore,
Westfield San Francisco Centre (2.1%) has an investment-grade
credit opinion of 'Asf'* on a stand-alone basis. The implied credit
enhancement levels for the conduit portion of the transaction of
'AAAsf' and 'BBB-sf' are 26.750% and 9.125%, respectively.

Concentrated Pool by Loan Size: The 10 largest loans account for
51.9% of the pool by balance, compared to the 2016 YTD average of
54.7%.  The pool's loan concentration index (LCI) is 398, which is
lower than the 2016 YTD average of 421.

                        RATING SENSITIVITIES

For this transaction, Fitch's net cash flow (NCF) was 8.1% 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 JPMDB
2016-C4 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 'A+sf' could occur.  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 occur.


KVK CLO 2013-2: S&P Affirms BB Rating on Class E Notes
------------------------------------------------------
S&P Global Ratings affirmed its ratings on the class A, B, C, D,
and E notes from KVK CLO 2013-2 Ltd., a U.S. collateralized loan
obligation (CLO) transaction that closed in November 2013 and is
managed by Kramer Van Kirk Credit Strategies L.P.

The rating actions follow S&P's review of the transaction's
performance using data from the September 2016 trustee report.  The
transaction is scheduled to remain in its reinvestment period until
January 2018.

Since the transaction's effective date, the trustee-reported
collateral portfolio's weighted average life has decreased to 4.36
years from 5.75 years.  This seasoning has decreased the overall
credit risk profile, which, in turn, provided more cushion to 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 January 2014 effective date
report.  Specifically, the amount of defaulted assets increased to
$2.75 million (0.7% of the aggregate principal balance) as of
September 2016, from zero as of the January 2014 effective date
report.  The level of assets rated 'CCC+' and below increased to
$31.53 million (7.9% of the aggregate principal balance) from $7.00
million over the same period.

According to the September 2016 trustee report, which S&P used for
this review, the overcollateralization (O/C) ratios for each class
have exhibited mild declines since the January 2014 trustee report,
which S&P used for its March 2014 rating affirmations:

   -- The class A/B O/C ratio was 132.77%, down from 134.35%.
   -- The class C O/C ratio was 118.32%, down from 119.73%.
   -- The class D O/C ratio was 111.51%, down from 112.85%.
   -- The class E O/C ratio was 106.19%, down from 107.45%.

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

Although S&P's cash flow analysis indicates higher ratings for the
class B, C, and D 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.

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

S&P's review of this transaction included a cash flow analysis,
based on the portfolio and transaction as reflected in the
aforementioned trustee report, to estimate future performance.  In
line with S&P's criteria, its cash flow scenarios applied
forward-looking assumptions on the expected timing and pattern of
defaults, and recoveries upon default, under various interest rate
and macroeconomic scenarios.  In addition, S&P's analysis
considered the transaction's ability to pay timely interest 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 it deems
necessary.

RATINGS AFFIRMED
KVK CLO 2013-2 Ltd.
Class         Rating
A             AAA (sf)
B             AA (sf)
C             A (sf)
D             BBB (sf)
E             BB (sf)



LB-UBS COMMERCIAL 2003-C1: Fitch Affirms D Rating on Cl. S Certs
----------------------------------------------------------------
Fitch Ratings has affirmed five classes of LB-UBS Commercial
Mortgage Trust commercial mortgage pass-through certificates series
2003-C1.

                          KEY RATING DRIVERS

The affirmations reflect the pool's concentration with only five
loans remaining and potential performance volatility stemming from
increased vacancy at the property securing the second largest loan
(40.9% of the current balance).  As of the October distribution
date, the pool's aggregate principal balance has been reduced by
97.9% to $28.4 million from $1.4 billion at issuance.  Interest
shortfalls are currently affecting classes Q thru T.

Large Tenant Departure: The second largest loan (40.9%) in the pool
is secured by a 100,283 sf retail center located in Fort Worth, TX.
Per servicer reporting, the property was 90% occupied as of
year-end (YE) 2015 with a net operating income (NOI) debt service
coverage ratio (DSCR) of 1.55x.  Upon their lease expiration in
July 2016, Staples (17.5% of net rentable area) vacated their space
at the property.  Additionally, leases on 19.8% of the net rentable
area (NRA) are scheduled to expire in 2017.  According the
servicer, the borrower is currently working to lease up the vacant
Staples space.  Fitch will continue to monitor the loan for leasing
updates and further performance deterioration.

Property Type and Geographic Concentrations: All five loans
remaining in the pool are secured by retail properties.  The two
largest loans in the pool (85.7%) are secured by properties in the
Dallas/Fort Worth MSA.

Single-Tenant Risk: Three of the remaining loans (14.2%) are all
secured by single-tenant retail properties located in Compton, CA,
Hackettstown, NJ and Franklin, NH.  All are fully-occupied by Rite
Aid (currently rated 'B' by Fitch) through triple-net (NNN) leases.
The leases with Rite Aid are all set to expire before the loans
mature in August 2021.  The Rite Aid at the property located in
Hackettstown, NJ (4.4%) closed April 2014 and is currently being
sublet to the Salvation Army.  Per servicer reporting, the borrower
on the property in Compton, CA (6.2%) did not make full tax
payments on the property and the master servicer was forced to
advance $46,761.81 on their behalf.  Attempts to contact the
borrower have gone unanswered and the master servicer has indicated
that tax escrow accounts may be sprung to collect for the shortage
and for future tax payments.  All of the subject loans are
fully-amortizing.

                       RATING SENSITIVITIES

The Rating Outlooks on all classes remain Stable.  Further upgrades
are unlikely until there is an indication that the two largest
loans in the pool will be refinanced.  Downgrades are not likely as
the loans benefit from amortization.

Fitch has affirmed these ratings:

   -- $4.3 million class M at 'AAAsf'; Outlook Stable;
   -- $6.9 million class N at 'BBBsf'; Outlook Stable;
   -- $10.3 million class P at 'BBsf'; Outlook Stable;
   -- $5.1 million class Q at 'Bsf'; Outlook Stable;
   -- $1.8 million class S at 'Dsf'; RE 0%.

The class A-1, A-2, A-3, A-4, A-1B, B, C, D, E, F, G, H, J, K, L,
and XCP certificates have all paid in full.  Fitch does not rate
the class T certificates.  Fitch previously withdrew the rating on
the interest-only class XCL certificates.


LOCKWOOD GROVE: Moody's Assigns Ba3 Rating on Cl. E-R Notes
-----------------------------------------------------------
Moody's Investors Service has assigned ratings to five classes of
notes issued by Lockwood Grove CLO, Ltd.:

  $255,000,000 Class A-1-R Senior Secured Floating Rate Notes due
   2025, Assigned Aaa (sf)

  $47,750,000 Class B-R Senior Secured Floating Rate Notes due
   2025, Assigned Aa1 (sf)

  $23,750,000 Class C-R Senior Secured Deferrable Floating Rate
   Notes due 2025, Assigned A2 (sf)

  $21,000,000 Class D-R Senior Secured Deferrable Floating Rate
   Notes due 2025, Assigned Baa3 (sf)

  $20,000,000 Class E-R Senior Secured Deferrable Floating Rate
   Notes due 2025, Assigned Ba3 (sf)

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

                         RATINGS RATIONALE

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

The Issuer has issued the Refinancing Notes in connection with the
refinancing of the Class A-1 Senior Secured Floating Rate Notes Due
2024, Class B Senior Secured Floating Rate Notes Due 2024, Class C
Senior Secured Deferrable Floating Rate Notes Due 2024, Class D
Senior Secured Deferrable Floating Rate Notes Due 2024, and Class E
Senior Secured Deferrable Floating Rate Notes Due 2024
(collectively, the "Original Notes"), originally issued on
Dec. 23, 2014, (the "Original Closing Date").  The Issuer used the
proceeds from the issuance of the Refinancing Notes to redeem in
full the Original Notes that were refinanced.  On the Original
Closing Date, the Issuer also issued one class of subordinated
notes, which will remain outstanding.

In addition to changes to the capital structure described above and
to the coupons of the notes, key modifications to the CLO that
occurred in connection with the refinancing include: extensions of
the non-call period, reinvestment period, weighted average life
test and stated maturity of the notes, changes to the definitions
of "Effective Date" and "Target Initial Par Condition" and certain
related provisions to reflect the establishment of a new Effective
Date, which is to occur no later than Dec. 22, 2016.

Lockwood Grove is a managed cash flow CLO. The issued notes are
collateralized primarily by broadly syndicated first lien senior
secured corporate loans.  At least 95.0% of the portfolio must
consist of senior secured loans, cash, and eligible investments,
and up to 5.0% of the portfolio may consist of second lien loans
and unsecured loans.  The underlying portfolio is at least 90%
ramped as of the refinancing closing date.

Tall Tree Investment Management, LLC manages the CLO. It directs
the selection, acquisition, and disposition of collateral on behalf
of the Issuer and may engage in trading activity, including
discretionary trading during the transaction's reinvestment period.
After the reinvestment period, which ends in January 2018, the
Manager is prohibited from any reinvestments.

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 October 2016.

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.  For modeling
purposes, Moody's used these base-case assumptions:

Par amount: $397,500,000
Diversity Score: 70
Weighted Average Rating Factor (WARF): 2942
Weighted Average Spread (WAS): 3.90%
Weighted Average Recovery Rate (WARR): 48.5%
Weighted Average Life (WAL): 5.5 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
October 2016.

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

The performance of the Refinancing Notes is subject to uncertainty.
The performance of the Refinancing 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 Refinancing 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 Refinancing 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 Refinancing
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 2942 to 3383)
Rating Impact in Rating Notches
Class A-1-R Notes: 0
Class B-R Notes: -2
Class C-R Notes: -1
Class D-R Notes: -1
Class E-R Notes: -1

Percentage Change in WARF -- increase of 30% (from 2942 to 3825)
Rating Impact in Rating Notches
Class A-1-R Notes: 0
Class B-R Notes: -3
Class C-R Notes: -3
Class D-R Notes: -1
Class E-R Notes: -1


MADISON PARK X: S&P Assigns BB Rating on Class E-R Notes
--------------------------------------------------------
S&P Global Ratings assigned its ratings to the class A-R, B-R, C-R,
D-R, and E-R notes from Madison Park Funding X Ltd., a U.S.
collateralized loan obligation (CLO) transaction managed by Credit
Suisse Asset Management LLC.  S&P withdrew its ratings on the
original class A-1a, A-2b, A-2, B-1, B-2, C, D, and E notes
following their payment in full on the Oct. 27, 2016, refinancing
date.

On the Oct. 27, 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 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 notes remain consistent with the credit enhancement
available to support them, and S&P will take rating actions as it
deems necessary.

RATINGS ASSIGNED

Madison Park Funding X Ltd.
Replacement class    Rating     Amount (mil. $)
A-R                  AAA (sf)            488.25
B-R                  AA+ (sf)             88.50
C-R                  A+ (sf)              59.25
D-R                  BBB+ (sf)            39.50
E-R                  BB (sf)              37.50

RATINGS WITHDRAWN

Madison Park Funding X Ltd.

                    Rating
Refinancing class   To    From            Amount
                                         (mil. $)
A-1a                NR    AAA (sf)         300.00
A-1b                NR    AAA (sf)          15.75
A-2                 NR    AAA (sf)         172.50
B-1                 NR    AA+ (sf)          58.50
B-2                 NR    AA+ (sf)          30.00
C                   NR    A+ (sf)           59.25
D                   NR    BBB (sf)          39.50
E                   NR    BB (sf)           37.50

NR--Not rated.


MERRILL LYNCH 2002: Moody's Affirms Ba3 Rating on Class X-1 Debt
----------------------------------------------------------------
Moody's Investors Service has upgrade the ratings on three classes
and affirmed the ratings on three classes in Merrill Lynch
Financial Assets Inc. Commercial Mortgage Pass-Through
Certificates, Series 2002-Canada 8 as:

  Cl. G, Affirmed Aaa (sf); previously on Feb. 5, 2016, Upgraded
   to Aaa (sf)

  Cl. H, Upgraded to Aaa (sf); previously on Feb. 5, 2016,
   Upgraded to Aa2 (sf)

  Cl. J, Upgraded to Aa2 (sf); previously on Feb. 5, 2016,
   Upgraded to A3 (sf)

  Cl. K, Upgraded to A2 (sf); previously on Feb. 5, 2016, Upgraded

   to Baa3 (sf)

  Cl. X-1, Affirmed Ba3 (sf); previously on Feb. 5, 2016, Affirmed

   Ba3 (sf)

  Cl. X-2, Affirmed Ba3 (sf); previously on Feb. 5, 2016, Affirmed

   Ba3 (sf)

                       RATINGS RATIONALE

The ratings on the P&I classes, H, J, and K, were upgraded based
primarily on an increase in credit support resulting from loan
paydowns and amortization.  The deal has paid down 22% since
Moody's last review.

The rating on the Class G 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 IO classes, X-1 and X-2, 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 1.1 % of the
current balance, compared to 1.0% at Moody's last review. Moody's
base expected loss plus realized losses is now 0.04 % of the
original pooled balance, compared to 0.05 % 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 on December 2014, and
"Moody's Approach to Rating Large Loan and Single Asset/Single
Borrower CMBS" published on 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 10, as compared to 8 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 Oct. 12, 2016, distribution date, the transaction's
aggregate certificate balance has decreased by 96% to $17.8 million
from $468.3 million at securitization.  The certificates are
collateralized by 19 mortgage loans ranging in size from less than
2% to over 15% of the pool, with the top ten loans constituting
71.5% of the pool.  Four loans, constituting 20% of the pool, have
defeased and are secured by Canadian government securities.

Three loans, constituting 17% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans that meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package.  As part of
Moody's ongoing monitoring of a transaction, the agency reviews the
watchlist to assess which loans have material issues that could
affect performance.

Moody's received full year 2014 and 2015 operating results for 100%
of the pool.  Moody's weighted average conduit LTV is 31%, compared
to 25% 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 8.4% 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 1.49X and 5.49X,
respectively, compared to 1.61X and 5.22X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service.  Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The top three conduit loans represent 36% of the pool balance.  The
largest loan is the Edmonton Industrial Portfolio Loan (Prospectus
IDs: 29 and 44) ($2.7 million -- 15.3% of the pool), which is
secured by two cross-collateralized and cross-defaulted industrial
properties located in Edmonton, Alberta.  The properties total over
183,000 square feet (SF) and are 100% leased to the sole tenant
Purolator.  The tenant's leases both expire in March 2020.  The
loan is fully amortizing and is full recourse to the sponsor.  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 23% and >4.00X, respectively, compared to 27% and 3.71X
at the last review.

The second largest loan is the CLA-ASC-741024 Loan (Prospectus ID:
23) ($2.1 million -- 12% of the pool), which is secured by a 73,550
SF anchored retail/office strip center located in Ancaster,
Ontario.  The property was 100% leased as of March 2016, compared
to 92% in March 2015.  Performance dropped as base rent decreased
and expenses remained relatively flat; however, performance is
expected to rebound as a number of tenants signed leases in 2015.
The loan is fully amortizing and is recourse to the borrower.
Moody's LTV and stressed DSCR are 17% and >4.00X, respectively,
compared to 19% and >4.00X at the last review.

The third largest loan is the CLA-MFAM-758861 Loan (Prospectus ID:
39) ($1.6 million -- 9.0% of the pool), which is secured by a
88-unit multifamily property located in Toronto, Ontario.  As of
December 2015, the property was 100% leased, unchanged from the
prior year.  Performance dropped in 2015 due to an increase in
repair and maintenance expenses.  Moody's LTV and stressed DSCR are
28% and 3.70X, respectively, compared to 31% and 3.58X at the last
review.


MERRILL LYNCH 2004-KEY2: Moody's Affirms B3 Rating on Cl. E Certs
-----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on five classes
and downgraded the ratings on one class in Merrill Lynch Mortgage
Trust, Commercial Mortgage Pass-Through Certificates, Series
2004-KEY2 as:

  Cl. D, Affirmed A3 (sf); previously on Dec. 10, 2015, Upgraded
   to A3 (sf)
  Cl. E, Affirmed B3 (sf); previously on Dec. 10, 2015, Affirmed
   B3 (sf)
  Cl. F, Downgraded to Caa3 (sf); previously on Dec. 10, 2015,
   Affirmed Caa2 (sf)
  Cl. G, Affirmed C (sf); previously on Dec. 10, 2015, Affirmed
   C (sf)
  Cl. H, Affirmed C (sf); previously on Dec. 10, 2015, Affirmed
   C (sf)
  Cl. XC, Affirmed Caa3 (sf); previously on Dec. 10, 2015,
   Affirmed Caa3 (sf)

                            RATINGS RATIONALE

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

The rating on Class F was downgraded due to anticipated losses from
specially serviced loans.  All three specially serviced loans have
already become real estate owned (REO).

The rating on the IO Class, Class XC, was affirmed based on the
credit performance of its referenced classes.

Moody's rating action reflects a base expected loss of 40.1% of the
current balance, compared to 44.4% at Moody's last review. Moody's
base expected loss plus realized losses is now 7.1% of the original
pooled balance, compared to 7.3% 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 68% 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 classes.

                     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.

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 5, compared to 6 at Moody's last review.

                          DEAL PERFORMANCE

As of the Oct. 12, 2016, distribution date, the transaction's
aggregate pooled certificate balance has decreased by 94% to
$65.2 million from $1.11 billion at securitization.  The
certificates are collateralized by 14 mortgage loans ranging in
size from less than 1% to 26% of the pool.  Three loans,
constituting 5% of the pool, have defeased and are secured by US
government securities.

Three loans, constituting 10% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans that meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package.  As part of
Moody's ongoing monitoring of a transaction, the agency reviews the
watchlist to assess which loans have material issues that could
affect performance.

Twenty loans have been liquidated from the pool, resulting in an
aggregate realized loss of approximately $52.7 million (for an
average loss severity of 36%).  Three loans, constituting 68% of
the pool, are currently in special servicing.  The largest
specially serviced loan is the Castaic Village Shopping Center Loan
($16.8 million -- 25.7% of the pool), which is secured by a 123,000
square foot (SF) shopping center located in Castaic, California.
The loan transferred to special servicing in November 2010 due to
imminent payment default due to insufficient cash flow issues and a
deed-in-lieu was subsequently completed in April 2012.  The
property became REO in April 2012.  As of August 2016 the property
was 57% leased compared to 84% leased at Moody's last review.  The
special servicer indicated that the property is currently under
contract for sale and closing is anticipated to occur by the end of
October 2016.

The second largest specially serviced loan is the West River
Shopping Center Loan ($16.1 million -- 24.8% of the pool), which is
secured by a 291,300 SF retail shopping center located in
Farmington Hills, Michigan.  The loan transferred to special
servicing in May 2012 due to imminent payment default.  The largest
tenants at the property include Target Corporation, Encore Theater
Partners and Dunham's.  As of July 2016 the property was 69%
leased.  A foreclosure sale was completed in November 2013 and the
property became REO in April 2014.

The third largest specially serviced loan is The Grove Shopping
Center Loan ($11.1 million -- 17.1% of the pool), which is secured
by a 204,800 SF retail shopping center located in Downers Grove,
Illinois.  The loan transferred to special servicing in April 2014
due to imminent maturity default.  As of August 2016, the property
was 61% leased compared to 59% at last review.  Two tenants,
representing approximately 18% of the NRA vacated in 2014 and the
Borrower was unable to refinance at loan maturity.  Foreclosure
occurred through a sheriff sale on in November 2015 and the
property became REO in December 2015.

Moody's estimates an aggregate $26.1 million loss for the specially
serviced loans (59% expected loss on average).

Moody's received full year 2015 operating results for 98% of the
pool, and partial year 2016 operating results for 71% of the pool.
Moody's weighted average conduit LTV is 54%, essentially the same
as 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 10.7% 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 1.41X and 2.29X,
respectively, compared to 1.43X and 2.21X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The top three conduit loans represent 17% of the pool balance.  The
largest loan is the Windhaven SC Loan ($4.2 million -- 6.4% of the
pool), which is secured by a 66,700 SF retail property located in
Plano, Texas.  As of July 2016, the property was 78% leased with a
future lease signed, which will bring occupancy to 93% leased
compared to 98% at last review.  The loan is fully amortizing and
matures in August 2024.  Moody's LTV and stressed DSCR are 41% and
2.38X respectively, compared to 38% and 2.56X at the last review.

The second largest loan is the Quarry Creek Loan ($3.9 million --
6.0% of the pool), which is secured by a 29,700 SF retail property
located in Oceanside, California.  The property was 100% leased as
of June 2016 and has been above 95% occupied since securitization.
The largest tenant at the property is PetSmart (74% of the net
rentable area; lease expiration in June 2019).  Moody's LTV and
stressed DSCR are 73% and 1.34X respectively, compared to 82% and
1.18X at the last review.

The third largest loan is the Deerbrook Apartments Loan
($2.9 million -- 4.4% of the pool), which is secured by a 161 unit
garden style multifamily property located in Knob Noster, Missouri.
As of March 2016, the property was 88% leased compared to 90%
leased of June 2015.  The property is also encumbered by a $410,000
B-Note that supports the non-pooled or "rake" bond, Class DA (which
is not rated by Moody's).  The Moody's LTV and stressed DSCR on the
pooled portion are 59% and 1.57X respectively, compared to 57% and
1.63X at last review.


MERRILL LYNCH 2006-1: Fitch Assigns 'CCCsf' Rating on Cl. L Debt
----------------------------------------------------------------
Fitch Ratings has affirmed the two remaining classes of Merrill
Lynch Floating Trust pass-through certificates, series 2006-1. The
affirmations of the distressed ratings are due to continued credit
risk associated with the outstanding loan.

KEY RATING DRIVERS

The affirmations of the distressed ratings are based on the ongoing
litigation as well as recent property valuations, dated July 2015,
which remain stable from the last values received. As of the
October 2016 remittance, the pool has paid down by 98% since
issuance. The one remaining loan, The Royal Holiday Portfolio, is
secured by six full-service hotels in Mexico. The properties are
located within five distinct tourist markets, including Cancun,
Cozumel, Ixtapa, Acapulco, and San Jose del Cabo.

The loan has been in special servicing since February 2010 after
the borrower amended certain operating leases without lender
approval. Limited information has been provided on the performance
of the hotels, and given ongoing litigation between the borrower
and lender as well as the rising workout fees, the ratings have
been capped at 'CCC'. Additionally, the collateral's international
location complicates the workout, as both the U.S. and Mexican
legal systems are involved in the proceedings. These challenges
affecting the workout have led to a long resolution horizon.

RATING SENSITIVITIES

Based on the uncertainty as to the outcome and timing of the
litigation's resolution, the ratings are expected to remain
distressed. Fitch does not foresee a positive or negative rating
migration until there is progression in the litigation.
Additionally, the Royal Holiday Portfolio workout is complicated by
its international location (Mexico), as the resolution involves
deliberation through the legal systems of both the U.S. and
Mexico.

DUE DILIGENCE USAGE

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

Fitch affirms the following classes:

   -- $17.9 million class L at 'CCCsf'; RE 100%;

   -- $47.1 million class M at 'Dsf'; RE 90%.


MSDW MORTGAGE 2000-F1: Fitch Retains Bsf Rating on Class E Debt
---------------------------------------------------------------
In Fitch Ratings' opinion, the change in a primary special servicer
for the MSDW Mortgage Capital Owner Trust, Series 2000-F1
transaction is not expected to impact its ratings. The current
ratings are as follows:

   -- Class C 'Asf'; Outlook Stable;

   -- Class D 'BBBsf'; Outlook Stable;

   -- Class E 'Bsf; Outlook Stable;

   -- Class F 'CCsf'/RE 100%; and

   -- Class G 'Csf'/RE 100%.

Fitch does not believe there will be any rating impact as a result
of GE Capital Franchise Finance Corporation's resignation as Pool B
Primary Special Servicer for MSDW Mortgage Capital Owner Trust,
Series 2000-F1, and The Bank of New York Mellon's subsequent
assumption of that role. Wells Fargo Bank, National Association
will remain as the Master Servicer to the transaction. These
entities meet Fitch's expectations as described in Fitch's Criteria
'Counterparty Criteria for Structured Finance and Covered Bonds'
dated Sept. 1, 2016. As such, Fitch does not anticipate any rating
impact on the outstanding notes.




NEUBERGER BERMAN XVIII: S&P Gives Prelim BB Rating on Cl. D-R Notes
-------------------------------------------------------------------
Neuberger Berman CLO XVIII Ltd. is a $513.125 million broadly
syndicated loan collateralized loan obligation (CLO) managed by
Neuberger Berman Fixed Income LLC.  This is a proposed refinancing
of its December 2014 transaction.

After analyzing the changes to the transaction, S&P assigned
preliminary ratings to the replacement class A-1-R, A-2-R, B-R,
C-R, and D-R notes.  The original class A-1, A-2, B, C, and D notes
are expected to be fully redeemed with the proceeds from the
issuance of the replacement notes on the Nov. 14, 2016, refinancing
date.  On the refinancing date, S&P anticipates withdrawing the
ratings on the original notes and assigning ratings to the new
notes.  However, if the refinancing doesn't occur, S&P may affirm
the ratings on the original notes and withdraw its preliminary
ratings on the replacement notes.

Based on provisions in the supplemental indenture:

   -- The replacement class A-1-R, A-2-R, and B-R notes are
      expected to be issued at a lower spread than the respective
      original notes.

   -- The replacement class C-R and D-R notes are expected to be
      issued at a higher spread than the respective original
      notes.

   -- The stated maturity/reinvestment period/non-call period will

      each be extended by two years.

   -- 98.81% of the underlying collateral obligations have credit
      ratings assigned by S&P Global Ratings.

   -- 93.68% of the underlying collateral obligations have
      recovery ratings issued by S&P Global Ratings.

PRELIMINARY RATINGS ASSIGNED

Class      Prelim rtg     Balance (mil. $)
A-1-R      AAA(sf)                 307.50
A-2-R      AA(sf)                   65.00
B-R        A(sf)                    37.00
C-R        BBB(sf)                 30.00
D-R        BB(sf)                  20.00
Sub        NR                      53.35

NR--Not rated.



NORTHSTAR 2016-1: Moody's Assigns Ba3 Rating on Class C Notes
-------------------------------------------------------------
Moody's Investors Service announced that it has assigned these
provisional ratings to the notes to be issued by NorthStar 2016-1:

  Cl. A, Assigned (P)Aaa (sf)
  Cl. B, Assigned (P)Baa3 (sf)
  Cl. C, Assigned (P)Ba3 (sf)

                         RATINGS RATIONALE

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.

Moody's provisional ratings of the Class A, Class B and Class C
notes address the expected loss posed to noteholders.  The
provisional ratings reflect the risks due to defaults on the
underlying portfolio of loans, the transaction's legal structure,
and the characteristics of the underlying assets.

NorthStar 2016-1 is a static cash flow commercial real estate
collateralized loan obligation (CRE CLO).  The issued notes are
collateralized by a pool of 13 commercial real estate loan
interests, with $284.2 million in total par amount (including $13.8
million of future funding related to five loan interests and senior
particpations to be held in a trust controlled reserve at closing),
in the form of whole loans and senior participations on 13
properties.  The portfolio consists of 100% of floating rate
obligtions with a weighted average spread of 4.748%.  The
transaction does not have a reinvestment option nor a ramp option,
and all of the assets will be fully identified as of the
transaction closing date.

The transaction is expected to close on or about Nov. 9, 2016.

NorthStar Income II Administration Agent, LLC, a Delaware limited
liability company and an affiliate of NorthStar Income II, will
administer the CRE CLO.  This is the administration agent's fifth
CRE CLO.  Wells Fargo Bank, National Association will act as
servicer, and NS Servicing II, LLC will act as special servicer for
the life of the transaction.

Moody's has identified the following parameters as key indicators
of the expected loss within CRE CLO transactions: weighted average
rating factor (WARF), weighted average life (WAL), weighted average
recovery rate (WARR), and Moody's asset correlation (MAC). These
parameters are typically modeled as actual parameters for static
deals and as covenants for managed deals.

WARF is a primary measure of the credit quality of a CRE CLO pool.
We have completed credit assessments for all of the collateral.
Moody's modeled a WARF of 4554.
Moody's modeled to a WAL of 3.9 years as of the closing date.
Moody's modeled a fixed WARR of 56.8%.

Moody's modeled a MAC of 34.1% corresponding to a pair-wise
correlation of 35%.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Approach to Rating SF CDOs" published in October 2016.

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

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

Moody's Parameter Sensitivities: Changes in any one or combination
of the key parameters may have rating implications on certain
classes of rated notes.  However, in many instances, a change in
key parameter assumptions in certain stress scenarios may be offset
by a change in one or more of the other key parameters. Rated notes
are particularly sensitive to changes in rating factor assumptions
of the underlying collateral.  Holding all other key parameters
static, stressing the portfolio WARF to 5087 (approx. 12% change)
would result in no rating movement on the rated notes (e.g. one
notch down implies and a rating movement of Baa3 to Ba1).
Stressing the portfolio WARF to 5572 (approx. 22% change) would
result in no rating movement on the rated notes.

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment given the weak pace of
recovery and certain commercial real estate property markets.
Commercial real estate property values are continuing to move in a
positive direction along with a rise in investment activity and
stabilization in core property type performance.  Limited new
construction, moderate job growth and the decreased cost of debt
and equity capital have aided this improvement.  However, a
consistent upward trend will not be evident until the volume of
investment activity steadily increases for a significant period
across markets, additional non-performing properties are cleared
from the pipeline, and fears of a Euro area recession recide.


NRZ ADVANCE 2015-ON1: S&P Assigns BB Rating on Cl. E-T2 Notes
-------------------------------------------------------------
S&P Global Ratings assigned its ratings to NRZ Advance Receivables
Trust 2015-ON1's $500 million advance receivables-backed notes
series 2016-T2 and $400 million advance receivables-backed notes
series 2016-T3.

The note issuance is a servicer advance transaction backed by
servicer advance and accrued and unpaid servicing fee
reimbursements.

The ratings reflect:

   -- The strong likelihood of reimbursement of servicer advance
      receivables given the priority of such reimbursement
      payments;

   -- The transaction's revolving period, during which collections

      or draws on the outstanding variable funding note (VFN) may
      be used to fund additional advance receivables, and the
      specified eligibility requirements, collateral value
      exclusions, credit enhancement test (the collateral test),
      and amortization triggers intended to maintain pool quality
      and credit enhancement during this period;

   -- The transaction's use of predetermined, rating category-
      specific advance rates for each receivable type in the pool
      that discount the receivables, which are non-interest
      bearing, to satisfy the interest obligations on the notes,
      as well as provide for dynamic overcollateralization;

   -- The projected timing of reimbursements of the servicer
      advance receivables, which, in the 'AAA', 'AA', and 'A'
      scenarios, reflects S&P's assumption that the servicer would

      be replaced, while in the 'BBB' and 'BB' scenarios, reflects

      the servicer's historical reimbursement experience;

   -- The credit enhancement in the form of overcollateralization,

      subordination, and the series reserve accounts;

   -- The timely interest and full principal payments made under
      S&P's stressed cash flow modeling scenarios consistent with
      the assigned ratings; and

   -- The transaction's sequential turbo payment structure that
      applies during any full amortization period.

RATINGS ASSIGNED

NRZ Advance Receivables Trust 2015-ON1 (Series 2016-T2 and
2016-T3)

Class   Rating      Type        Interest     Amount
                                rate (%)   (mil. $)

Series 2016-T2
A-T2    AAA (sf)    Term note   2.5751      410.955
B-T2    AA (sf)     Term note   3.0199       14.272
C-T2    A (sf)      Term note   3.5131       16.379
D-T2    BBB (sf)    Term note   4.0053       52.730
E-T2    BB (sf)     Term note   5.5737        5.664

Series 2016-T3
A-T3    AAA (sf)    Term note   2.8332      319.000
B-T3    AA (sf)     Term note   3.3731       12.600
C-T3    A (sf)      Term note   3.8657       15.400
D-T3    BBB (sf)    Term note   4.3572       46.800
E-T3    BB (sf)     Term note   5.9721        6.200


OZLM FUNDING II: S&P Assigns BB Rating on Class D-R Notes
---------------------------------------------------------
S&P Global Ratings assigned its ratings to the class A-1-R, A-2a-R,
A-2b-R, B-R, C-R, and D-R replacement notes from OZLM Funding II
Ltd., a U.S. collateralized loan obligation (CLO) transaction
managed by Och-Ziff Loan Management L.P.  S&P withdrew its ratings
on the transaction's original class A-1, A-2, B, C, and D notes
after they were fully redeemed.

On the Oct. 31, 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's review of the transaction also relied in part upon a criteria
interpretation with respect to "CDOs: Mapping A Third Party's
Internal Credit Scoring System To Standard & Poor's Global Rating
Scale," published May 8, 2014, which allows S&P to use a limited
number of public ratings from other nationally recognized
statistical rating organizations (NRSROs) for the purposes of
assessing the credit quality of assets not rated by S&P Global
Ratings.  The criteria provide specific guidance for treatment of
corporate assets not rated by S&P Global Ratings, and the
interpretation outlines treatment of securitized assets.

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

RATINGS ASSIGNED

OZLM Funding II Ltd./OZLM Funding II LLC
                                   Amount
Replacement class    Rating      (mil. $)
A-1-R                AAA (sf)      336.50
A-2a-R               AA+ (sf)       52.90
A-2b-R               AA+ (sf)       10.00
B-R                  A+ (sf)        45.80
C-R                  BBB (sf)       26.50
D-R                  BB (sf)        26.80

RATINGS WITHDRAWN
                  Rating
Class           To       From           Amount
                                      (mil. $)
A-1             NR       AAA (sf)       336.50
A-2             NR       AA+ (sf)        62.90
B               NR       A+ (sf)         45.80
C               NR       BBB (sf)        26.50
D               NR       BB (sf)         26.80

NR--Not rated.


PNC MORTGAGE 2001: Moody's Raises Rating on Cl. K Certs to Ba1
--------------------------------------------------------------
Moody's Investors Service has upgraded the rating of one class and
affirmed the ratings of three classes in PNC Mortgage Acceptance
Corp. Commercial Mortgage Pass-Through Certificates, Series
2001-C1ass as:

  Cl. K, Upgraded to Ba1 (sf); previously on Nov. 13, 2015,
   Upgraded to B1 (sf)
  Cl. L, Affirmed C (sf); previously on Nov. 13, 2015, Affirmed
   C (sf)
  Cl. X, Affirmed Caa3 (sf); previously on Nov. 13, 2015, Affirmed

   Caa3 (sf)
  Cl. X-1, Affirmed Caa3 (sf); previously on Nov. 13, 2015,
   Affirmed Caa3 (sf)

                         RATINGS RATIONALE

The rating on Class K was upgraded based primarily on an increase
in credit support resulting from loan paydowns and amortization.
The deal has paid down 47% since Moody's last review.

The ratings on Class L was affirmed because the rating is
consistent with Moody's expected plus realized loss.  Class L has
already experienced a 54% realized loss as result of previously
liquidated loans.

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

Moody's rating action reflects a base expected loss of 0% of the
current balance compared to 10% at Moody's last review.  Moody's
does not anticipate losses from the remaining collateral in the
current environment.  However, over the remaining life of the
transaction, losses may emerge from macro stresses to the
environment and changes in collateral performance.  Moody's ratings
reflect the potential for future losses under such conditions.
Moody's base expected loss plus realized losses is now 3.3% of the
original pooled balance, compared to 3.4% 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 on October 2015.

                    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 1, compared to 2 at Moody's last review.

Due to the low Herf, Moody's analysis used the excel-based Large
Loan Model 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 Oct. 12, 2016, distribution date, the transaction's
aggregate certificate balance has decreased by over 99% to
$4.7 million from $881.6 million at securitization.  The
certificates are collateralized by two mortgage loans, neither of
which is defeased.

The larger loan, constituting 81% 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.

Sixteen loans have been liquidated from the pool, contributing to
an aggregate realized loss of $29 million (for an average loss
severity of 29%).

The largest remaining loan is the Barry Towne Center -- Phase II
Loan ($3.8 million -- 81% of the pool), which is secured by a
138,000 square foot retail property located in Kansas City,
Missouri.  The retail center featured several national retail
tenants at securitization, however, only one tenant now remains at
the property and occupies approximately 22% of the net rentable
area (NRA).  The property has suffered from low occupancy for
several years.  The property is cash-flow negative following the
January 2016 lease expiration of a former dark tenant, which had
continued to pay rent after vacating the property in 2014.  The
property is located across the street from a regional mall which
largely ceased operations in 2014 but is slated for redevelopment.
The loan is fully amortizing and has amortized 60% since
securitization.  Moody's LTV and stressed DSCR are 138% and 0.78X,
respectively, compared to 128% and 0.80X at prior review.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stress rate the
agency applied to the loan balance.

The other remaining loan is the Metro North Plaza & Commons Loan
($884,250 -- 19% of the pool).  The loan is secured by a 49,000
square foot shopping center located in Kansas City, Missouri, and
in the same retail node as the collateral for the first loan
mentioned above.  The property was 100% leased as of June 2016. The
loan is fully amortizing and has amortized 62% since
securitization.  Moody's LTV and stressed DSCR are 29% and
>4.00X, respectively, compared to 30% and 3.93X at the last
review.



PRESTIGE AUTO 2016-2: DBRS Finalizes BB Rating on Class E Debt
--------------------------------------------------------------
DBRS, Inc. finalized its provisional ratings on the following
classes issued by Prestige Auto Receivables Trust 2016-2:

   -- $54,000,000 Class A-1 rated R-1 (high) (sf)

   -- $129,310,000 Class A-2 rated AAA (sf)

   -- $32,820,000 Class A-3 rated AAA (sf)

   -- $33,250,000 Class B rated AA (sf)

   -- $48,030,000 Class C rated A (sf)

   -- $37,870,000 Class D rated BBB (sf)

   -- $8,320,000 Class E rated BB (sf)

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

   -- Transaction capital structure, proposed ratings and form and

      sufficiency of available credit enhancement.

   -- Credit enhancement is in the form of overcollateralization,
      subordination, amounts held in the reserve fund and excess
      spread. Credit enhancement levels are sufficient to support
      the DBRS projected expected cumulative net loss assumption
      under various stress scenarios.

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

   -- The transaction parties' capabilities with regard to
      originations, underwriting and servicing.

   -- DBRS has performed an operational review of Prestige
      Financial Services, Inc. (Prestige), and considers the
      entity to be an acceptable originator and servicer of
      subprime automobile loan receivables with an acceptable
      backup servicer.

   -- The Prestige management team has extensive experience.
      Prestige has been lending to the subprime auto sector since
      1994 and has considerable experience lending to Chapter 7
      and 13 obligors.

   -- The credit quality of the collateral and performance of
      Prestige's auto loan portfolio.

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

This is the 18th transaction Prestige has issued in the
asset-backed securities (ABS) term or conduit market since 1996.
All of the term ABS transactions issued between 2001 and 2007 were
wrapped by a monoline insurer, while all of the term ABS
transactions issued since 2009 have been senior-subordinate
transactions. All of the transactions, except for the PART 2013-1,
2014-1, 2015-1 and 2016-1 term securitizations, have paid off in
full without experiencing an Event of Default.

Initial Class A credit enhancement of 42.50% includes a reserve
account (1.00% of the initial aggregate principal balance, funded
at inception and non-declining), overcollateralization (OC) of
7.00% of the initial pool balance and subordination of 34.50%.
Initial Class B credit enhancement of 33.50% includes the 1.00%
reserve account, OC of 7.00% and subordination of 25.50%. Initial
Class C credit enhancement of 20.50% includes the 1.00% reserve
account, OC of 7.00% and subordination of 12.50%. Initial Class D
credit enhancement of 10.25% includes the 1.00% reserve account, OC
of 7.00% and subordination of 2.25%. Initial Class E credit
enhancement of 8.00% is from the reserve account of 1.00% and OC of
7.00%.


PRESTIGE AUTO 2016-2: S&P Assigns BB Rating on Class E Notes
------------------------------------------------------------
S&P Global Ratings assigned its ratings to Prestige Auto
Receivables Trust 2016-2's $343.6 million automobile
receivables-backed notes series 2016-2.

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

The ratings reflect:

   -- The availability of approximately 49.0%, 43.5%, 34.7%,
      24.8%, and 21.5% of credit support for the class A, B, C, D,

      and E notes, respectively (based on stressed cash flow
      scenarios, including excess spread), which provides coverage

      of more than 3.50x, 3.00x, 2.30x, 1.75x, and 1.50x S&P's
      13.00%-13.75% expected cumulative net loss range for the
      class A, B, C, D, and E notes, respectively.  These credit
      support levels are commensurate with the assigned
      'AAA (sf)', 'AA (sf)', 'A (sf)', 'BBB (sf)', and 'BB (sf)'
      ratings on the class A, B, C, D, and E notes.

   -- S&P's expectation that under a moderate, or 'BBB', stress
      scenario, its ratings on the class A, B, C, D, and E notes
      would not decline by more than one rating category (all else

      being equal).  These potential rating movements are
      consistent with S&P's credit stability criteria, which
      outline the outer bound of credit deterioration equal to a
      one-category downgrade within the first year for 'AAA' and
      'AA' rated securities and a two-category downgrade within
      the first year for 'A' through 'BB' rated securities under
      moderate stress conditions.

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

   -- The timely interest and ultimate principal payments made
      under the stressed cash flow modeling scenarios, which are
      consistent with the assigned ratings.

   -- The collateral characteristics of the securitized pool of
      subprime auto loans.

   -- Prestige Financial Services Inc.'s securitization
      performance history since 2001.

   -- The transaction's payment and legal structures.

RATINGS ASSIGNED

Prestige Auto Receivables Trust 2016-2

Class   Rating     Type         Interest   Amount    Legal final
                                rate (%)   (mil. $)   maturity
A-1     A-1+ (sf)   Senior           0.90    54.00   Nov. 15, 2017
A-2     AAA (sf)    Senior           1.46   129.31   July 15, 2020
A-3     AAA (sf)    Senior           1.76    32.82   Jan. 15, 2021
B       AA (sf)     Subordinate      2.19    33.25   Nov. 15, 2022
C       A (sf)      Subordinate      2.88    48.03   Nov. 15, 2022
D       BBB (sf)    Subordinate      3.91    37.87   Nov. 15, 2022
E       BB (sf)     Subordinate      5.73     8.32   Aug. 15, 2023



RACE POINT VII: S&P Affirms 'BB-' Rating on Class E Notes
---------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to the class
A-R, B-R, and C-R floating-rate replacement notes from Race Point
VII CLO Ltd., a collateralized loan obligation (CLO) originally
issued in 2012 that is managed by Sankaty Advisors LLC.  The
replacement notes will be issued via a proposed supplemental
indenture.

The preliminary ratings reflect S&P's opinion that the credit
support available is commensurate with the associated rating
levels.  The replacement notes are expected to be issued at a lower
spread over LIBOR than the respective original classes. Apart from
the changes to the spreads on the replacement notes, there are no
other changes to the original deal terms.

On the Nov. 8, 2016, refinancing date, the proceeds from the
issuance of the replacement notes are expected to redeem the
original class A, B, and C notes.  At that time, S&P anticipates
withdrawing the ratings on the original class A, B, and C notes and
assigning ratings to the replacement notes.  However, if the
refinancing doesn't occur, S&P may affirm the ratings on the
original notes and withdraw its preliminary ratings.

CASH FLOW ANALYSIS RESULTS
Current date after proposed refinancing

Class     Amount   Interest         BDR     SDR   Cushion
        (mil. $)   rate (%)         (%)     (%)       (%)
A-R      381.00    LIBOR + 1.20   66.66   58.93      7.73
B-R       72.00    LIBOR + 1.75   62.86   51.76     11.11
C-R       45.00    LIBOR + 2.65   52.60   45.88      6.73
D         30.00    LIBOR + 4.25   45.26   40.54      4.72
E         28.50    LIBOR + 5.00   32.88   31.94      0.94

Current date before proposed refinancing

Class     Amount   Interest         BDR     SDR   Cushion
        (mil. $)   rate (%)         (%)     (%)       (%)
A        381.00    LIBOR + 1.42   65.62   58.93      6.68
B         72.00    LIBOR + 2.25   61.69   51.76      9.94
C         45.00    LIBOR + 3.00   51.02   45.88      5.15
D         30.00    LIBOR + 4.25   43.43   40.54      2.89
E         28.50    LIBOR + 5.00   33.08   30.10      2.98

Previous review in June 2016

Class     Amount   Interest         BDR     SDR   Cushion
        (mil. $)   rate (%)         (%)     (%)       (%)
A         381.00   LIBOR + 1.42  66.29    59.41      6.88
B          72.00   LIBOR + 2.25  62.42    52.18     10.24
C          45.00   LIBOR + 3.00  51.64    46.21      5.43
D          30.00   LIBOR + 4.25  44.17    40.76      3.41
E          28.50   LIBOR + 5.00  34.76    32.05      2.71

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

The original class D and E notes are not being refinanced.  S&P
does not expect the changes to affect these classes.

S&P's review of this transaction included a cash flow analysis,
based on the portfolio and transaction as reflected in the
September 2016 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 or
ultimate principal, or both, to each of the rated tranches.

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

PRELIMINARY RATINGS ASSIGNED

Race Point VII CLO Ltd.
Class          Rating         Amount (mil. $)
A-R            AAA (sf)                381.00
B-R            AA (sf)                  72.00
C-R            A (sf)                   45.00

OTHER OUTSTANDING RATINGS

Race Point VII CLO Ltd.
Class         Rating
D             BBB (sf)
E             BB- (sf)


RBSCF TRUST 2009-RR1: Moody's Affirms Ba1 Rating on JPMCC-A3 Debt
-----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on these
certificates issued by RBSCF Trust, Pass-Through Certificates,
Series 2009-RR1:

  Cl. JPMCC-A, Affirmed Baa2 (sf); previously on Nov. 20, 2015,
   Affirmed Baa2 (sf)
  Cl. JPMCC-A1*, Affirmed A2 (sf); previously on Nov. 20, 2015,
   Affirmed A2 (sf)
  Cl. JPMCC-A2*, Affirmed A2 (sf); previously on Nov. 20, 2015,
   Affirmed A2 (sf)
  Cl. JPMCC-A3*, Affirmed Ba1 (sf); previously on Nov. 20, 2015,
   Affirmed Ba1 (sf)
  Cl. JPMCC-A4*, Affirmed A2 (sf); previously on Nov. 20, 2015,
   Affirmed A2 (sf)
  Cl. JPMCC-A5*, Affirmed Baa3 (sf); previously on Nov. 20, 2015,
   Affirmed Baa3 (sf)

*Exchangeable Classes

                        RATINGS RATIONALE

Moody's has affirmed the ratings on the transaction because the key
transaction metrics are commensurate with the existing rating. The
rating action is the result of Moody's on-going surveillance of
commercial real estate resecuritization (CRE Non-Pooled Re-Remic)
transactions.

RBSCF 2009-RR1 is a non-pooled Re-Remic pass through trust
initially backed by two ring-fenced commercial mortgage backed
security (CMBS) certificates: 25.7% of the Class A-3 issued by
Credit Suisse Commercial Mortgage Trust Series 2007-C4 Commercial
Mortgage Pass-Through Certificates, Series 2007-C4 (the "Underlying
CSMC Securities"); and 15.6% of the Class A-4 issued by J.P. Morgan
Chase Commercial Mortgage Securities Trust 2008-C2 Commercial
Mortgage Pass-Through Certificates, Series 2008-C2 (the "Underlying
JPMCC Securities").  Both the Group CSMC certificates and the Group
JPMCC certificates are backed by fixed-rate mortgage loans secured
by first liens on commercial and multifamily properties.

This review covers the Group JPMCC Certificates only.

Moody's has affirmed the rating of the Underlying JPMCC Securities.
The rating action reflected a cumulative base expected loss of 12
.5% of the current balance, compared to 15.1% as of the last review
for the underlying transaction.

The Underlying CSMC Securities have fully amortized.

Updates to key parameters, including the constant default rate
(CDR), the constant prepayment rate (CPR), the weighted average
life (WAL), and the weighted average recovery rate (WARR),
materially reduced the expected loss estimate of certain
re-securitized classes leading to the upgrade.

The Underlying Certificate has a WAL of 0.6 years; assuming a CDR
of 0% and CPR of 0%.  For delinquent loans (30+ days, REO,
foreclosure, bankrupt), Moody's assumes a fixed WARR of 40% and a
fixed WARR of 50% for current loans.  Moody's also ran a
sensitivity analysis on the classes assuming a WARR of 40% for
current loans.  This impacts the modeled rating of the certificates
by 0 to 3 notches downward (e.g., one notch down implies a ratings
movement of Baa3 to Ba1).

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Approach to Rating Resecuritizations" published in February 2014.

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

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

Because the credit quality of the resecuritization depends on that
of the underlying CMBS certificates, whose credit quality in turn
depends on the performance of the underlying commercial mortgage
pool, any change to the rating on the Underlying JPMCC Securities
could lead to a review of the ratings of the Group JPMCC
Certificates.

The primary sources of uncertainty in Moody's assumptions are the
extent of growth in the current macroeconomic environment given the
weak recovery and certain commercial real estate property markets.
Commercial real estate property values continue to improve
modestly, along with a rise in investment activity and
stabilization in core property type performance.  Limited new
construction and moderate job growth have aided this improvement.
However, sustained growth will not be possible until investment
increases steadily for a significant period, non-performing
properties are cleared from the pipeline and fears of a euro area
recession abate.


RESIDENTIAL REINSURANCE 2016: S&P Rates Cl. 3 Notes "Prelim. B-"
----------------------------------------------------------------
S&P Global Ratings said that it has assigned its preliminary
'B-(sf)' and 'B(sf)' ratings to the Series 2016-II class 3 and 4
notes, respectively, to be issued by Residential Reinsurance 2016
Ltd.  The notes cover losses in all 50 states and the District of
Columbia from tropical cyclones (including flood coverage for
renters policies), earthquakes (including fire following), severe
thunderstorms, winter storms, wildfires, volcanic eruption,
meteorite impact, and other perils on a per occurrence basis.

S&P bases its preliminary ratings on the lowest of: the
natural-catastrophe (nat-cat) risk factor, 'b-' for class 3 and 'b'
class 4; S&P's rating on the assets in the Regulation 114 trust
accounts ('AAAm') for each class of notes; and S&P's ratings on the
ceding insurer--the various operating companies in the United
Services Automobile Assn. (collectively, USAA; AA+/Stable/--).

This issuance also has a variable reset. Beginning with the initial
reset in June 2017, the attachment probability and expected loss
can be reset to maximum of 5.62% and 3.41%, respectively, for the
class 3 notes; and 3.63% and 2.03%, respectively, for the class 4
notes.  S&P used this maximum attachment probability to determine
the nat-cat risk factor for the remaining risk periods.

Without taking into account the impact of the variable reset, the
nat-cat risk factor would have been 'bb-' for the class 4 notes,
while the nat cat risk factor for the class 3 notes would still be
'b-'.

RATINGS LIST

New Rating

Residential Reinsurance 2016 Ltd.
Series 2016-II sr secured class 3 notes         B-(sf) prelim
Series 2016-II sr secured class 4 notes         B(sf) prelim



SALOMON BROTHERS 1999-C1: Moody's Affirms Caa3 Rating on Cl. X Debt
-------------------------------------------------------------------
Moody's Investors Service has affirmed the rating of one interest
only class of Salomon Brothers Mortgage Securities VII, Inc.,
Commercial Mortgage Pass-Through, Series 1999-C1 as:

  Cl. X, Affirmed Caa3 (sf); previously on Dec. 4, 2015, Affirmed
   Caa3 (sf)

                         RATINGS RATIONALE

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

Moody's rating action reflects a base expected loss of 32.8% of the
current balance, compared to 15.4% at Moody's last review. Moody's
base expected loss plus realized losses is now 2.7% of the original
pooled balance, the same as 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 RATING:

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

              METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in this rating was "Moody's Approach
to Rating 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 100% 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 and from
specially serviced loans to the most junior class 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 Oct. 18, 2016, distribution date, the transaction's
aggregate certificate balance has decreased by 99.8% to $1.75
million from $734.9 million at securitization.  The certificates
are collateralized by two mortgage loans, both of which are in
special servicing.

Fifteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $19.4 million (for an average loss
severity of 51%).

The largest loan remaining in the pool is The Cannon Building Loan
($1.09 million -- 62.2% of the pool), which is secured by an
extended stay hotel containing ground level retail and commercial
space.  The property is located in Troy, New York.  The building
has a historical designation and was constructed in approximately
1845.  The loan transferred to the special servicer in 2008 due to
payment default and became REO in November 2015.

The other remaining loan is the Breighton Apartments Loan
($0.66 million -- 37.8% of the pool), which is secured by a 96-unit
garden apartment complex located in Oklahoma City, Oklahoma. The
property was built in 1935 and renovated in 1996.  The loan
transferred to special servicing in June 2016 for imminent monetary
default.  As of March 2016, the property was 92% leased, up
slightly from 91% at year-end 2015 and down from 98% in 2014.


SEQUOIA MORTGAGE 2016-3: Moody's Assigns B1 Rating on Cl. B-4 Debt
------------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to the
classes of residential mortgage-backed securities (RMBS) issued by
Sequoia Mortgage Trust (SEMT) 2016-3.  The certificates are backed
by one pool of prime quality, first-lien mortgage loans.  The
assets of the trust consist of 465 fully amortizing, fixed rate
mortgage loans, all of which have an original term to maturity of
30 years.  The borrowers in the pool have high FICO scores,
significant equity in their properties and liquid cash reserves.

The complete rating actions are:

Issuer: SEQUOIA MORTGAGE TRUST 2016-3

  Cl. A-1, Definitive Rating Assigned Aaa (sf)
  Cl. A-2, Definitive Rating Assigned Aaa (sf)
  Cl. A-3, Definitive Rating Assigned Aaa (sf)
  Cl. A-4, Definitive Rating Assigned Aaa (sf)
  Cl. A-5, Definitive Rating Assigned Aaa (sf)
  Cl. A-6, Definitive Rating Assigned Aaa (sf)
  Cl. A-7, Definitive Rating Assigned Aaa (sf)
  Cl. A-8, Definitive Rating Assigned Aaa (sf)
  Cl. A-9, Definitive Rating Assigned Aaa (sf)
  Cl. A-10, Definitive Rating Assigned Aaa (sf)
  Cl. A-11, Definitive Rating Assigned Aaa (sf)
  Cl. A-12, Definitive Rating Assigned Aaa (sf)
  Cl. A-13, Definitive Rating Assigned Aaa (sf)
  Cl. A-14, Definitive Rating Assigned Aaa (sf)
  Cl. A-15, Definitive Rating Assigned Aaa (sf)
  Cl. A-16, Definitive Rating Assigned Aaa (sf)
  Cl. A-17, Definitive Rating Assigned Aaa (sf)
  Cl. A-18, Definitive Rating Assigned Aaa (sf)
  Cl. A-19, Definitive Rating Assigned Aa1 (sf)
  Cl. A-20, Definitive Rating Assigned Aa1 (sf)
  Cl. A-21, Definitive Rating Assigned Aa1 (sf)
  Cl. A-22, Definitive Rating Assigned Aaa (sf)
  Cl. A-23, Definitive Rating Assigned Aaa (sf)
  Cl. A-24, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO1, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO2, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO3, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO4, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO5, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO6, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO7, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO8, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO9, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO10, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO11, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO12, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO13, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO14, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO15, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO16, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO17, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO18, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO19, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO20, Definitive Rating Assigned Aa1 (sf)
  Cl. A-IO21, Definitive Rating Assigned Aa1 (sf)
  Cl. A-IO22, Definitive Rating Assigned Aa1 (sf)
  Cl. A-IO23, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO24, Definitive Rating Assigned Aaa (sf)
  Cl. A-IO25, Definitive Rating Assigned Aaa (sf)
  Cl. B-1, Definitive Rating Assigned A1 (sf)
  Cl. B-2, Definitive Rating Assigned Baa1 (sf)
  Cl. B-4, Definitive Rating Assigned B1 (sf)
  Cl. B-3, Definitive Rating Assigned Ba1 (sf)

                        RATINGS RATIONALE

Summary Credit Analysis

Moody's expected cumulative net loss on the aggregate pool is 0.40%
in a base scenario and reaches 4.40% at a stress level consistent
with the Aaa ratings.

The Aaa MILAN CE, inclusive of concentration adjustments, for this
pool is 4.56%.  Loan-level adjustments included: adjustments to
borrower probability of default for higher and lower borrower DTIs,
borrowers with multiple mortgaged properties, self-employed
borrowers, origination channels and at a pool level, for the
default risk of HOA properties in super lien states.  The
adjustment to our Aaa stress loss above the model output also
includes adjustments related to aggregator and originators
assessments.  The MILAN model is based on stressed trajectories of
HPA, unemployment rates and interest rates, at a monthly frequency
over a ten year period.  The model combines loan-level
characteristics with economic drivers to determine the probability
of default for each loan, and hence for a portfolio as a whole.
Severity is also calculated on a loan-level basis.  The pool loss
level is then adjusted for borrower, zip code, and MSA level
concentrations.

Collateral Description

The SEMT 2016-3 transaction is a securitization of 465 first lien
residential mortgage loans, with an aggregate unpaid principal
balance of $343,156,644.  There are 140 originators in the
transaction. 10.2% of the mortgage loans by outstanding principal
balance were originated by First Republic Bank and 7.3% of the
mortgage loans by outstanding principal balance were purchased by
RRAC from FHLB Chicago.  The mortgage loans purchased by RRAC from
FHLB Chicago were originated by various participating financial
institution investors.  None of the originators other than First
Republic Bank represents for more than 5.0% of the principal
balance of the loans in the pool.  The loan-level review
encompassed credit underwriting, property value and regulatory
compliance.  In addition, Redwood has agreed to backstop the rep
and warranty repurchase obligation of all originators other than
First Republic Bank (10.2% of the outstanding principal balance of
the loans).

The loans were all aggregated by Redwood Residential Acquisition
Corporation (Redwood), which Moody's has assessed as an Above
Average aggregator of prime jumbo residential mortgages.  There
have been no losses on Redwood-aggregated transactions that closed
in 2010 and later, and delinquencies to date have also been very
low.

Structural considerations

Similar to recent rated Sequoia transactions, in this transaction,
Redwood is adding a feature prohibiting the servicer, or securities
administrator, from advancing principal and interest to loans that
are 120 days or more delinquent.  These loans on which principal
and interest advances are not made are called the Stop Advance
Mortgage Loans ("SAML").  The balance of the SAML will be removed
from the principal and interest distribution amounts calculations.
Moody's views the SAML concept as something that strengthens the
integrity of senior and subordination relationships in the
structure.  Yet, in certain scenarios the SAML concept, as
implemented in this transaction, can lead to a reduction in
interest payment to certain tranches even when more subordinated
tranches are outstanding.  The senior/subordination relationship
between tranches is strengthened as the removal SAML in the
calculation of the senior percentage amount, directs more principal
to the senior bonds and less to the subordinate bonds. Further,
this feature limits the amount of servicer advances that could
increase the loss severity on the liquidated loans and preserves
the subordination amount for the most senior bonds.  On the other
hand, this feature can cause a reduction in the interest
distribution amount paid to the bonds; and if that were to happen
such a reduction in interest payment is unlikely to be recovered.
The final ratings on the bonds, which are expected loss ratings,
take into consideration our expected losses on the collateral and
the potential reduction in interest distributions to the bonds.
Furthermore, the likelihood that in particular the subordinate
tranches could potentially permanently lose some interest as a
result of this feature was considered.

Tail Risk & Subordination Floor

The transaction cash flows follow a shifting interest structure
that allows subordinated bonds to receive principal payments under
certain defined scenarios.  Because a shifting interest structure
allows subordinated bonds to pay down over time as the loan pool
shrinks, senior bonds are exposed to increased performance
volatility, known as tail risk.  The transaction provides for a
subordination floor of 1.65% of the closing pool balance, which
mitigates tail risk by protecting the senior bonds from eroding
credit enhancement over time.

Third-party Review and Reps & Warranties

Third party due diligence firms verified the accuracy of the
loan-level information the sponsor provided Moody's.

One TPR firm reviewed 100% of the mortgage loans for credit,
property valuation, compliance and data integrity.  Two other TPR
firms reviewed a sample of mortgage loans for property valuation
and data integrity.  The custodian reviewed the mortgage files and
did not find any exceptions.

The third party review found that the majority of reviewed loans
were compliant with Redwood's underwriting guidelines and had no
valuation or regulatory defects.  Most of the loans that were not
compliant with Redwood's underwriting guidelines had strong
compensating factors.

Although the TPR report identified compliance-related exceptions,
including exceptions related to the TILA-RESPA Integrated
Disclosure (TRID) rule, we did not believe these to be material
because either the sponsor or originator corrected the errors or
the errors are of a type that would not likely lead to damages or
losses for the RMBS trust.

The originators and the seller have provided unambiguous
representations and warranties (R&Ws) including an unqualified
fraud R&W.  There is provision for binding arbitration in the event
of dispute between investors and the R&W provider concerning R&W
breaches.

Trustee & Master Servicer

The transaction trustee is Wilmington Trust, National Association.
The paying agent and cash management functions will be performed by
Citibank, N.A. and the custodian functions will be performed by
Wells Fargo, N.A., rather than the trustee.  In addition,
CitiMortgage, as Master Servicer, is responsible for servicer
oversight, and termination of servicers and for the appointment of
successor servicers.  In addition, CitiMortgage is committed to act
as successor if no other successor servicer can be found.

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

Down

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

Up

Levels of credit protection that are higher than necessary to
protect investors against current expectations of loss could drive
the ratings up.  Losses could decline from Moody's original
expectations as a result of a lower number of obligor defaults or
appreciation in the value of the mortgaged property securing an
obligor's promise of payment.  Transaction performance also depends
greatly on the US macro economy and housing market.

Methodology

The principal methodology used in these ratings was "Moody's
Approach to Rating US Prime RMBS" published in February 2015.

Significant weight was put on judgment taking into account the
results of the modeling tools as well as the aggregate impact of
the third-party review and the quality of the servicers and
originators.



SHACKLETON I CLO: S&P Affirms BB Rating on Class E Notes
--------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to the class
A-R, B-1-R, B-2-R, C-R, and D-R replacement notes from Shackleton I
CLO Ltd., a collateralized loan obligation (CLO) originally issued
in 2012 that is managed by Alcentra NY LLC.  The replacement notes
will be issued via a proposed supplemental indenture.  The class E
notes are not being refinanced, and S&P do not expect the ratings
on these classes to be affected.

The preliminary ratings reflect S&P's opinion that the credit
support available is commensurate with the associated rating
levels.  The replacement notes are expected to be issued at a lower
coupon or spread over LIBOR than for the original notes

On the Nov. 14, 2016, refinancing date, the proceeds from the
issuance of the replacement notes are expected to redeem the
original notes.  At that time, S&P anticipates withdrawing the
ratings on the original notes and assigning ratings to the
replacement notes.  However, if the refinancing doesn't occur, S&P
may affirm the ratings on the original notes and withdraw its
preliminary ratings on the replacement notes.

The replacement notes are able to support higher ratings than the
current notes in part because the transaction has ended its
reinvestment period and because the supplemental indenture lowers
the funding cost.  As such, S&P assigned preliminary ratings
consistent with the credit support available.

S&P's review of this transaction included a cash flow analysis,
based on the portfolio and transaction as reflected in the 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 or ultimate
principal, or both, to each of the rated tranches.

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

PRELIMINARY RATINGS ASSIGNED

Shackleton I CLO Ltd.
Replacement class         Rating      Amount (mil. $)
A-R                       AAA (sf)          203.07(i)
B-1-R                     AA+ (sf)              17.00
B-2-R                     AA+ (sf)              25.00
C-R                       AA- (sf)              24.00
D-R                       BBB+ (sf)             21.00

OTHER OUTSTANDING RATINGS

Shackleton I CLO Ltd.
Class                   Rating
E                       BB (sf)
Income notes            NR

(i) The balance of the class A-R replacement notes is reduced to
factor in the anticipated paydowns that will occur before the
closing date.  
NR--Not rated.




SILVERADO CLO 2006-II: Moody's Raises Rating on Cl. D Debt to Ba1
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on these notes
issued by Silverado CLO 2006-II Limited:

  $20,750,000 Class B Senior Secured Deferrable Floating Rate
   Notes due 2020, Upgraded to Aaa (sf); previously on Oct. 26,
   2015, Upgraded to Aa1 (sf)

  $17,500,000 Class C Senior Secured Deferrable Floating Rate
   Notes due 2020, Upgraded to A1 (sf); previously on Oct. 26,
   2015, Upgraded to A3 (sf)

  $12,250,000 Class D Secured Deferrable Floating Rate Notes due
   2020, Upgraded Ba1 (sf); previously on Oct. 26, 2015, Affirmed
   Ba2 (sf)

Moody's also affirmed the ratings on these notes:

  $107,250,000 Class A-1 Senior Secured Floating Rate Notes due
   2020 (current outstanding balance $16,409,617), Affirmed
   Aaa (sf); previously on Oct. 26, 2015, Affirmed Aaa (sf)

  $135,000,000 Class A-1-S Senior Secured Floating Rate Notes due
   2020 (current outstanding balance $7,950,513), Affirmed
   Aaa (sf); previously on Oct. 26, 2015, Affirmed Aaa (sf)

  $15,000,000 Class A-1-J Senior Secured Floating Rate Notes due
   2020, Affirmed Aaa (sf); previously on Oct. 26, 2015, Affirmed
   Aaa (sf)

  $16,000,000 Class A-2 Senior Secured Floating Rate Notes due
   2020, Affirmed Aaa (sf); previously on Oct. 26, 2015, Affirmed
   Aaa (sf)

Silverado CLO 2006-II Limited, issued in October 2006, is a
collateralized loan obligation (CLO) backed primarily by a
portfolio of senior secured loans.  The transaction's reinvestment
period ended in October 2013.

                         RATINGS RATIONALE

These rating actions are primarily a result of deleveraging of the
senior notes and an increase in the transaction's
over-collateralization (OC) ratios since October 2015.  The Class
A1 and Class A1-S notes have been paid down collectively by
approximately 78.5% or $88.9 million since that time.  Based on the
trustee's October 2016 report, which precedes the October 2016
payment date, the OC ratios for the Class A, Class B, Class C, and
Class D notes are reported at 176.35%, 140.10%, 119.40% and
108.21%, respectively, versus October 2015 levels of 138.26%,
122.78%, 112.19% and 105.80%, respectively.

Nevertheless, the credit quality of the portfolio has deteriorated
since the October 2015.  Based on the trustee's October 2016
report, the weighted average rating factor (WARF) is currently 2588
compared to 2242 in October 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
October 2016.

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) Long-dated assets: The presence of assets that mature after
     the CLO's legal maturity date exposes the deal to liquidation

     risk on those assets.  This risk is borne first by investors
     with the lowest priority in the capital structure.  Moody's
     assumes that the terminal value of an asset upon liquidation
     at maturity will be equal to the lower of an assumed
     liquidation value (depending on the extent to which the
     asset's maturity lags that of the liabilities) or the asset's

     current market value.  However, actual long-dated asset
     exposures and prevailing market prices and conditions at the
     CLO's maturity will drive the deal's actual losses, if any,
     from long-dated assets.

  7) Exposure to 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 $5.5 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% (2206)
Class A-1: 0
Class A-1-S: 0
Class A-1-J: 0
Class A-2: 0
Class B: +1
Class C: +3
Class D: +1

Moody's Adjusted WARF + 20% (3310)
Class A-1: 0
Class A-1-S: 0
Class A-1-J: 0
Class A-2: 0
Class B: 0
Class C: -1
Class D: -1

Loss and Cash Flow Analysis:
Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in "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 $115.6 million, defaulted par
of $4.0 million, a weighted average default probability of 14.81%
(implying a WARF of 2758), a weighted average recovery rate upon
default of 51.26%, a diversity score of 31 and a weighted average
spread of 3.08% (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.  In each case, historical and market
performance and the collateral manager's latitude for trading the
collateral are also factors.


SLM PRIVATE 2003-A: Fitch Cuts Class B Notes Rating to 'BBsf'
-------------------------------------------------------------
Fitch Ratings has downgraded the senior class A notes and
subordinate class B notes issued by SLM Private Credit Student Loan
Trust 2003-A. The junior subordinate class C notes ratings were
affirmed, and the recovery estimate (RE) was revised to 25% from
15%. The Outlook has been revised to Stable from Negative for the
senior and subordinate notes.

Fitch takes the following rating actions:

   -- Class A-2 downgraded to 'BBBsf' from 'Asf'; Outlook revised
      to Stable from Negative;

   -- Class A-3 downgraded to 'BBBsf' from 'Asf'; Outlook revised
      to Stable from Negative;

   -- Class A-4 downgraded to 'BBBsf' from 'Asf';Outlook revised
      to Stable from Negative;

   -- Class B downgraded to 'BBsf' from 'BBBsf'; Outlook revised
      to Stable from Negative;

   -- Class C affirmed at 'CCCsf', RE revised to 25% from 15%.

The downgrades are due to Fitch's revised lower recovery estimate
and reduced loss coverage multiples for the senior class A and
subordinate class B notes.

KEY RATING DRIVERS

Collateral Quality: The trust is collateralized by approximately
$210.2 million of private student loans originated by Navient Corp.
under the Signature Education Loan Program, LAWLOANS program,
MBALoans program, and MEDLOANS program. The projected remaining
defaults are expected to range between 8% and 10%. A recovery rate
of 13% was applied which was determined to be appropriate based on
data provided by the issuer.

Credit Enhancement (CE): CE is provided by a combination of
overcollateralization, excess spread and the class A and B notes
benefits from subordination. As of the Sept. 15, 2016 distribution,
the senior parity, subordinate parity and total parity ratios are
119.1%, 112.6% and 96.8% respectively, which are comparable to
118.84%, 112.39% and 97.54% relative parity ratios reported last
year.

Liquidity Support Liquidity support is provided by a reserve
account sized at approximately $2.5 million.

Servicing Capabilities: Day-to-day servicing is provided by Navient
Solutions Inc., which has demonstrated satisfactory servicing
capabilities.

Recovery Estimate Percentage for Class C notes: The Recovery
Estimate (RE) percentage was revised to 25% from 15% on the Class C
notes based on the projected remaining defaults that the class note
may have to absorb.

Under Fitch's 'Counterparty Criteria for Structured Finance and
Covered Bonds', dated June 18, 2016, Fitch looks to its own ratings
in analysing counterparty risk and assessing a counterparty's
creditworthiness. The definition of permitted investments for this
deal allows for the possibility of using investments not rated by
Fitch, which represents a criteria variation. Fitch doesn't believe
such variation has a measurable impact on the ratings assigned.

Under Fitch's 'Counterparty Criteria for Structured Finance and
Covered Bonds', dated July 18, 2016, the transaction's swap
documents do not address the replacement of the swap counterparty
when the swap terminates prior to the bonds legal maturity, which
represents a criteria variation. Given the transaction's basis risk
swaps which will expire in March 2018, Fitch considers the
counterparty exposure to be immaterial; therefore, Fitch doesn't
believe it has a measurable impact on 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. Fitch will
continue to monitor the performance of the trust.


SOUND POINT XIV: Moody's Assigns Ba3 Rating on Class E Notes
------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to six
classes of notes to be issued by Sound Point CLO XIV, Ltd.

Moody's rating action is:

  $451,500,000 Class A Senior Secured Floating Rate Notes due
   2029, Assigned (P)Aaa (sf)
  $55,500,000 Class B-1 Senior Secured Floating Rate Notes due
   2029, Assigned (P)Aa2 (sf)
  $25,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2029,
   Assigned (P)Aa2 (sf)
  $42,000,000 Class C Mezzanine Secured Deferrable Floating Rate
   Notes due 2029, Assigned (P)A2 (sf)
  $35,000,000 Class D Mezzanine Secured Deferrable Floating Rate
   Notes due 2029, Assigned (P)Baa3 (sf)
  $35,000,000 Class E Junior Secured Deferrable Floating Rate
   Notes due 2029, Assigned (P)Ba3 (sf)

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

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.

Sound Point CLO XIV is a managed cash flow CLO.  The issued notes
will be collateralized primarily by broadly syndicated first lien
senior secured corporate loans.  At least 92.5% of the portfolio
must consist of senior secured loans, cash, and eligible
investments, and up to 7.5% of the portfolio may consist of second
lien loans, unsecured loans and first-lien last-out loans.  Moody's
expects the portfolio to be approximately 60% ramped as of the
closing date.

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

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

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3.2.1
of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in October 2016.

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

Par amount: $700,000,000
Diversity Score: 55
Weighted Average Rating Factor (WARF): 2650
Weighted Average Spread (WAS): 3.90%
Weighted Average Coupon (WAC): 4.00%
Weighted Average Recovery Rate (WARR): 47.0%
Weighted Average Life (WAL): 8 years.

Methodology Underlying the Rating Action:

The prinicpal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
October 2016.

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 2650 to 3048)
Rating Impact in Rating Notches
Class A Notes: 0
Class B-1 Notes: -1
Class B-2 Notes: -1
Class C Notes: -1
Class D Notes: -1
Class E Notes: 0

Percentage Change in WARF -- increase of 30% (from 2650 to 3445)
Rating Impact in Rating Notches
Class A Notes: -1
Class B-1 Notes: -3
Class B-2 Notes: -3
Class C Notes: -3
Class D Notes: -1
Class E Notes: -1


STACR 2016-HQA4: Fitch Assigns 'BBsf' Rating on 3 Tranches
----------------------------------------------------------
Fitch Ratings has assigned ratings to Freddie Mac's risk-transfer
transaction, Structured Agency Credit Risk Debt Notes Series
2016-HQA4 (STACR 2016-HQA4) as follows:

   -- $125,000,000 class M-1 notes 'BBBsf'; Outlook Stable;

   -- $125,000,000 class M-2 notes 'BBB-sf'; Outlook Stable;

   -- $125,000,000 class M-2F exchangeable notes 'BBB-sf'; Outlook

      Stable;

   -- $125,000,000 class M-2I notional exchangeable notes 'BBB-
      sf'; Outlook Stable;

   -- $105,000,000 class M-3A notes 'BBsf'; Outlook Stable;

   -- $105,000,000 class M-3AF exchangeable notes 'BBsf'; Outlook
      Stable;

   -- $105,000,000 class M-3AI notional exchangeable notes 'BBsf';

      Outlook Stable;

   -- $105,000,000 class M-3B notes 'Bsf'; Outlook Stable;

   -- $210,000,000 class M-3 exchangeable notes 'Bsf'; Outlook
      Stable.

The following classes will not be rated by Fitch:

   -- $13,085,068,855 class A-H reference tranche;

   -- $44,621,263 class M-1H reference tranche;

   -- $44,621,263 class M-2H reference tranche;

   -- $36,927,995 class M-3AH reference tranche;

   -- $36,927,996 class M-3BH reference tranche;

   -- $18,000,000 class B notes;

   -- $120,466,337 class B-H reference tranche.

The 'BBBsf' rating for the M-1 notes reflects the 4.27%
subordination provided by the 1.23% class M-2 notes, the 1.02%
class M-3A notes, the 1.03% class M-3B and the 1.00% class B notes.
The 'BBB-sf' rating for the M-2 notes reflects the 3.05%
subordination provided by the 1.02% class M-3A notes, the 1.03%
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-HQA4 represents Freddie Mac's 13th risk transfer
transaction applying actual loan loss severity (LS) 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 $13.85 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 60,173 30-year, fixed-rate fully amortizing loans totalling
$13.85 billion with strong credit profiles and low leverage,
acquired by Freddie Mac between Jan. 1, 2016 and March 31, 2016.
The pool has a weighted average (WA) original combined
loan-to-value (CLTV) of 91.8%, WA debt-to-income (DTI) ratio of
35.7% and credit score of 746. Third-party, loan-level due
diligence was conducted on approximately 40% of Freddie Mac's
random quality control sample of 2,135 loans (the sample represents
about 1.4% of the total reference pool). Fitch believes the results
of the review generally indicate strong underwriting controls.

Mortgage Insurance Guaranteed by Freddie Mac (Positive): 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%.

Increased LTV (Concern): Starting with this transaction, Freddie
Mac has increased its LTV parameter on its greater than 80% LTV
credit risk transfer transactions to include loans with LTVs up to
97% from 95%. Fitch believes the increase in credit risk to the
overall pool is modest due to the relatively small size of the
loans included. Approximately 1.4% of the pool has an original LTV
greater than 95%.

Actual Loss Severities (Neutral): This will be Freddie Mac's sixth
actual loss risk transfer transaction in which losses borne by the
noteholders will not be based on a fixed 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 M-1 class strongly
benefits from the sequential pay structure and stable CE provided
by the more junior M-2, M-3A, M-3B and B classes, which are locked
out from receiving any principal until classes with a more senior
payment priority are paid in full. However, available CE for the
junior classes as a percentage of the outstanding reference pool
increases in tandem with the paydown of the M-1 class. Given the
size of the M-1 class relative to the combined total of all the
junior classes, together with the sequential pay structure, the
class M-1 will de-lever and CE as a percentage will build faster
than in a pro rata payment structure.

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 26%
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 GSE's 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 32.7% at the 'AAsf' level, 27.9% at the 'Asf' level
and 23.1% at the 'BBBsf' level. The analysis indicates 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.

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

Fitch was provided with due diligence information from the
third-party diligence provider. The due diligence focused on credit
and compliance reviews, desktop valuation reviews and data
integrity. The third-party diligence provider examined selected
loan files with respect to the presence or absence of relevant
documents. Fitch received certifications indicating that the
loan-level due diligence was conducted in accordance with Fitch's
published standards. The certifications also stated that the
company performed its work in accordance with the independence
standards, per Fitch's criteria, and that the due diligence
analysts performing the review met Fitch's criteria of minimum
years of experience.


TNP TITAN: Sale of San Antonio Property for $7.25M Approved
-----------------------------------------------------------
Judge Ronald B. King of the U.S. Bankruptcy Court for the Western
District of Texas authorized TNP Titan Plaza Fund, LLC, to sell
commercial real estate located at 2700 NE Loop 410 and 8200 Perrin
Beitel, San Antonio, Texas, to Brockwell Investments, LLC, for
$7,250,000.

The Debtor may assume and assign the tenant leases to Brockwell,
and is authorized to enter into the Brockwell PSA and proceed to
consummate the sale of the real property to Brockwell.

Upon closing of the sale, the Debtor is authorized to pay any and
all closing costs, any outstanding amounts owed for real property
taxes, the allowed claims of all secured creditors and any cure
amount owed under the assigned tenant leases that has been
established by Order of the Court.

Any party wishing to object to the cure amount set forth on Exhibit
3 of the Motion must file with the Court by Nov. 4, 2016.

A properly filed objection to the cure amount will reserve such
objecting party's rights against the Debtor only with respect to
the assumption and assignment of the unexpired lease at issue
and/or objection to accompanying cure amount, as set forth in the
objection.

Any objection to the proposed assumption and assignment of an
unexpired lease or cure amount that remains unresolved will be
heard by the Court on Nov. 14, 2016 at 10:00 a.m.

The ad valorem taxes for year 2016 pertaining to the subject
properties will be prorated in accordance with the Agreement for
Purchase and Sale of Real Property and the ad valorem tax liens
will attach to said proceeds and that the closing agent will pay
all ad valorem tax debt owed incident to the subject properties
immediately upon closing and prior to any disbursement of proceeds
to any other person or entity.

The sale of the subject properties close after Dec. 31, 2016, the
ad valorem taxes for year 2017 pertaining to the subject property
will be prorated in accordance with the Agreement for Purchase and
Sale of Real Property and will become the responsibility of the
Purchaser and the 2017 ad valorem tax lien will be retained against
the subject property until said taxes are paid in full.

                         About TNP Titan

Headquartered in San Antonio, Texas, TNP Titan Plaza Fund, LLC,
owns and leases commercial real estate located at 2700 NE Loop 410
and 8200 Perrin Beitel, San Antonio, Texas 78218.  It conducts no
other business operations besides the management and leasing of
the Real Property.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. W.D.
Tex. Case No. 16-50780) on April 4, 2016, estimating its assets at
between $1 million and $10 million and liabilities at between $1
million and $10 million.  The petition was signed by Anthony W.
Thompson, CEO of managing member.

Judge Craig A. Gargotta presides over the case.

Thomas Rice, Esq., at Pulman, Cappuccio, Pullen, Benson & Jones,
LLP, serves as the Debtor's counsel.


UNISON GROUND 2013-1: Fitch Affirms BB- Rating on Class B Notes
---------------------------------------------------------------
Fitch Ratings has affirmed Unison Ground Lease Funding, LLC secured
cellular site revenue notes, series 2013-1 and 2013-2 as:

   -- $98,000,000 class 2013-1 A at 'Asf'; Outlook Stable;
   -- $31,000,000 class 2013-1 B at 'BB-sf'; Outlook Stable;
   -- $13,600,000 class 2013-2 A at 'Asf'; Outlook Stable;
   -- $4,400,000 class 2013-2 B at 'BB-sf'; Outlook Stable.

The certificates represent beneficial ownership interest in the
trust, primary assets of which are 1,006 cellular sites securing
one fixed-rate loan.  As of the October 2016 distribution date, the
aggregate principal balance of the notes remains unchanged at $147
million since issuance.  The notes are interest only for the entire
seven-year period.

The ownership interest in the cellular sites consists of perpetual
easements, long-term easements, prepaid leases, and fee interests
in land, rooftops, or other structures on which site space is
allocated for placement of tower and wireless communication
equipment.  Thus, unlike typical cell tower securitizations in
which the towers serve as collateral, the collateral for this
securitization generally consists of easements and the revenue
stream from the payments the owner of the tower and/or tenants of
the site pay to MelTel Land Funding LLC.

                       KEY RATING DRIVERS

The affirmations are due to stable performance and continued cash
flow growth since issuance.  The Stable Outlooks reflect the
limited prospect for upgrades given the provision to issue
additional notes.

As part of its review, Fitch analyzed the collateral data and site
information provided by the issuer, MelTel Land Funding LLC.  As of
Oct. 15, 2016, aggregate revenue increased 12.2% since issuance to
$20.3 million.  The Fitch stressed debt service coverage ratio
(DSCR) increased from 1.24x at issuance to 1.32x as a result of the
increase in net cash flow.

The ownership interests in the sites consist of 48.4% of revenue in
perpetual easements and 47.2% in limited term easements.  The
limited term easements are generally long term with an average
remaining term in excess of 40 years.

                        RATING SENSITIVITIES

The classes are expected to remain stable based on continued cash
flow growth due to annual rent escalations and automatic renewal
clauses resulting in higher debt service coverage ratios since
issuance.  The ratings have been capped at 'A' due to the
specialized nature of the collateral and the potential for changes
in technology to affect long-term demand for wireless tower space.


US CAPITAL II: Moody's Affirms B2 Rating on Class B-1 Notes
-----------------------------------------------------------
Moody's Investors Service has upgraded the rating on these notes
issued by U.S. Capital Funding II, Ltd.:

  $171,000,000 Class A-1 Floating Rate Senior Notes Due 2034
   (current outstanding balance of $33,588,043.56), Upgraded to
   Aaa (sf); previously on April 7, 2015, Upgraded to Aa1 (sf)

Moody's also affirmed the ratings on these notes:

  $33,500,000 Class A-2 Floating Rate Senior Notes Due 2034,
   Affirmed A1 (sf); previously on April 7, 2015, Upgraded to
   A1 (sf)

  $70,000,000 Class B-1 Floating Rate Senior Subordinate Notes Due

   2034, Affirmed B2 (sf); previously on April 7, 2015, Upgraded
   to B2 (sf)

  $40,000,000 Class B-2 Fixed/Floating Rate Senior Subordinate
   Notes Due 2034, Affirmed B2 (sf); previously on April 7, 2015,
   Upgraded to B2 (sf)

  Capital Funding II, Ltd., issued in June 2004, is a
   collateralized debt obligation backed by a portfolio of bank
   trust preferred securities (TruPS).

                         RATINGS RATIONALE

The rating actions are primarily a result of the deleveraging of
the Class A-1 notes and an increase in the transaction's
over-collateralization (OC) ratios since December 2015.

The Class A-1 notes have been paid down by approximately 17.9% or
$13.0 million since December 2015, using principal proceeds from
the redemption of the underlying assets and the diversion of excess
interest proceeds.  Based on Moody's calculations, the OC ratios
for the Class A-1, Class A-2, and B-2 notes have improved to
549.3%, 275.0%, and 104.2%, respectively, from December 2015 levels
of 412.1%, 239.7%, and 101.0%, respectively.  The Class A-1 notes
will continue to benefit from the diversion of excess interest and
the use of proceeds from redemptions of any assets in the
collateral pool.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, and weighted average recovery rate,
are based on its methodology and could differ from the trustee's
reported numbers.  In its base case, Moody's analyzed the
underlying collateral pool as having a performing par (after
treating deferring securities as performing if they meet certain
criteria) of $184.5 million, defaulted and deferring par of $26.0
million, a weighted average default probability of 7.9% (implying a
WARF of 731), and a weighted average recovery rate upon default of
10%.  In addition to the quantitative factors Moody's explicitly
models, qualitative factors are part of rating committee
considerations.  Moody's considers the structural protections in
the transaction, the risk of an event of default, recent deal
performance under current market conditions, the legal environment
and specific documentation features.  All information available to
rating committees, including macroeconomic forecasts, inputs from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.

Methodology Underlying the Rating Action

The principal methodology used in these ratings was "Moody's
Approach to Rating TruPS CDOs," published in October 2016.

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, as described below:

1) Macroeconomic uncertainty: TruPS CDOs performance could be
    negatively affected by uncertainty about credit conditions in
    the general economy.  Moody's has a stable outlook on the US
    banking sector.

  2) Portfolio credit risk: Credit performance of the assets
     collateralizing the transaction that is better than Moody's
     current expectations could have a positive impact on the
     transaction's performance.  Conversely, asset credit
     performance weaker than Moody's current expectations could
     have adverse consequences on the transaction's performance.

  3) Deleveraging: One source of uncertainty in this transaction
     is whether deleveraging from unscheduled principal proceeds
     and excess interest proceeds will continue and at what pace.
     Note repayments that are faster than Moody's current
     expectations could have a positive impact on the notes'
     ratings, beginning with the notes with the highest payment
     priority.

  4) Resumption of interest payments by deferring assets: A number

     of banks have resumed making interest payments on their
     TruPS.  The timing and amount of deferral cures could have
     significant positive impact on the transaction's over-
     collateralization ratios and the ratings on the notes.

  5) Exposure to non-publicly rated assets: The deal contains a
     large number of securities whose default probability Moody's
     assesses through credit scores derived using RiskCalc or
     credit estimates.  Because these are not public ratings, they

     are subject to additional uncertainties.

Loss and Cash Flow Analysis:

Moody's applied a Monte Carlo simulation framework in Moody's
CDOROM to model the loss distribution for TruPS CDOs.  The
simulated defaults and recoveries for each of the Monte Carlo
scenarios defined the reference pool's loss distribution.  Moody's
then used the loss distribution as an input in its CDOEdge cash
flow model.

The portfolio of this CDO contains mainly TruPS issued by small to
medium sized U.S. community banks that Moody's does not rate
publicly.  To evaluate the credit quality of bank TruPS that do not
have public ratings, Moody's uses RiskCalc, an econometric model
developed by Moody's Analytics, to derive credit scores. Moody's
evaluation of the credit risk of most of the bank obligors in the
pool relies on the latest FDIC financial data.

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):

Assuming a two-notch upgrade to assets with below-investment grade
ratings or rating estimates (WARF of 457)
Class A-1: 0
Class A-2: +1
Class B-1: +1
Class B-2: +1

Assuming a two-notch downgrade to assets with below-investment
grade ratings or rating estimates (WARF of 1128)
Class A-1: 0
Class A-2: -1
Class B-1: -2
Class B-2: -2



VOYA CLO 2016-3: Moody's Assigns Ba3 Rating on Class D Notes
------------------------------------------------------------
Moody's Investors Service has assigned ratings to five classes of
notes issued by Voya CLO 2016-3, Ltd. (the "Issuer" or "Voya CLO
2016-3").

Moody's rating action is as follows:

   -- US$372,000,000 Class A-1 Senior Secured Floating Rate Notes
      due 2027 (the "Class A-1 Notes"), Assigned Aaa (sf)

   -- US$84,000,000 Class A-2 Senior Secured Floating Rate Notes
      due 2027 (the "Class A-2 Notes"), Assigned Aa2 (sf)

   -- US$36,000,000 Class B Mezzanine Secured Deferrable Floating
      Rate Notes due 2027 (the "Class B Notes"), Assigned A2 (sf)

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

   -- US$24,000,000 Class D Junior Secured Deferrable Floating
      Rate Notes due 2027 (the "Class D Notes"), Assigned Ba3 (sf)

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

RATINGS RATIONALE

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

Voya CLO 2016-3 is a managed cash flow CLO. The issued notes will
be collateralized primarily by broadly syndicated first lien senior
secured corporate loans. Subject to a cov-lite matrix, 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 unsecured loans and second lien loans.
The portfolio is approximately 95% ramped as of the closing date.

Voya Alternative Asset Management LLC (the "Manager") will direct
the selection, acquisition and disposition of the assets on behalf
of the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's 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 has issued subordinated
notes.

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3.2.1
of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in October 2016.

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

   -- Par amount: $600,000,000

   -- Diversity Score: 65

   -- Weighted Average Rating Factor (WARF): 2750

   -- Weighted Average Spread (WAS): 3.85%

   -- Weighted Average Coupon (WAC): 7.50%

   -- Weighted Average Recovery Rate (WARR): 47.0%

   -- 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
October 2016.

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 2750 to 3163)

Rating Impact in Rating Notches

   -- Class A-1 Notes: 0

   -- Class A-2 Notes: -1

   -- Class B Notes: -1

   -- Class C Notes: -1

   -- Class D Notes: 0

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

Rating Impact in Rating Notches

   -- Class A-1 Notes: 0

   -- Class A-2 Notes: -2

   -- Class B Notes: -3

   -- Class C Notes: -2

   -- Class D Notes: -1


WELLS FARGO 2014-C24: Fitch Affirms BB- Rating on 2 Cert. Classes
-----------------------------------------------------------------
Fitch Ratings has affirmed 16 classes of Wells Fargo Commercial
Mortgage Securities, Inc.'s WFRBS Commercial Mortgage Trust Series
2014-C24 commercial mortgage pass-through certificates.

                         KEY RATING DRIVERS

The affirmations are due to generally overall stable performance.
The stable performance reflects no material changes to pool metrics
since issuance, therefore the original rating analysis was
considered in affirming the transaction.  As of the October 2016
distribution date, the pool's aggregate principal balance has been
reduced by 0.7% to $1.22 billion from $1.23 billion at issuance. No
loans have been defeased, and interest shortfalls are currently
affecting class G.

Overall Stable Performance: The transaction's overall performance
remains stable and continues to be in-line with issuance
expectations.  However, one loan (0.3%) was transferred to the
special servicer in August 2016 for payment default.

Limited Amortization: The pool is scheduled to amortize by only
9.3% of the initial pool balance prior to maturity.  Approximately
38.5% of the pool is full term interest only, 41.6% of the pool is
partial interest only and 19.9% of the pool consists of amortizing
balloon loans.

Specially Serviced Loan: Currently, there is one specially serviced
loan (0.3%).  The loan transferred to special servicing in August
2016 for imminent monetary default due to the declining oil and gas
economy which has significantly impacted the Bakken market and has
resulted in approximately a 50% decline in occupancy and rents at
the property.

Lower Loan Concentration: Loan concentration is lower than that of
other recent transactions.  The largest loan represents 9.6% of the
pool, and the top 10 loans represent 46.5%.

High Retail and Florida Concentrations: Twenty-one loans (40.8%)
are secured by retail properties.  Fourteen loans (22.5%),
including two top 10 loans, are located in Florida.

Investment-Grade Credit Opinion Loan: The largest loan in the pool,
the St. Johns Town Center pooled note representing 9.6% of the
pool, was assigned a Fitch credit opinion of 'AA-'sf on a
stand-alone basis at issuance.

                      RATING SENSITIVITIES

The Rating Outlooks on all classes remain Stable.  Fitch does not
foresee positive or negative ratings migration until a material
economic or asset-level event changes the transaction's overall
portfolio-level metrics.

Fitch has affirmed these ratings:

WFRBS 2014-C24

   -- $25 million class A-1 at 'AAAsf'; Outlook Stable;
   -- $55.3 million class A-2 at 'AAAsf'; Outlook Stable;
   -- $86.3 million class A-3 at 'AAAsf'; Outlook Stable;
   -- $240 million class A-4 at 'AAAsf'; Outlook Stable;
   -- $286.3 million class A-5 at 'AAAsf'; Outlook Stable;
   -- $59.2 million class A-SB at 'AAAsf'; Outlook Stable;
   -- $99.2 million class A-S* at 'AAAsf'; Outlook Stable;
   -- Interest-only X-A class at 'AAAsf'; Outlook Stable;
   -- $44.9 million class B* at 'AA-sf'; Outlook Stable;
   -- $32.6 million class C* at 'A-sf'; Outlook Stable;
   -- $176.7 class PEX* at 'A-sf'; Outlook Stable;
   -- $72 million class D at 'BBB-sf'; Outlook Stable;
   -- Interest-only class X-C at 'BB-sf; Outlook Stable:
   -- $25.8 million class E at 'BB-sf'; Outlook Stable;
   -- Interest-only class X-D at 'B-sf'; Outlook Stable;
   -- $10.9 million class F at 'B-sf'; Outlook Stable.

*The class A-S, class B and class C certificates may be exchanged
for class PEX certificates, and class PEX certificates may be
exchanged for the class A-S, class B and class C certificates.

Fitch does not rate the class X-B, X-E, G, SJ-A, SJ-B, SJ-C and
SJ-D certificates.


WELLS FARGO 2015-NXS4: Fitch Affirms B- Rating on Class G Certs
---------------------------------------------------------------
Fitch Ratings has affirmed 18 classes of Wells Fargo Commercial
Mortgage Trust Pass-Through Certificates series 2015-NXS4.

                        KEY RATING DRIVERS

The affirmations are based on the stable performance of the
underlying collateral and no material changes to the pools metrics
since issuance.  As of the October 2016 distribution date, the
pool's aggregate principal balance has been reduced by 0.41% to
$771.3 million from $774.5 million at issuance.  The pool has
experienced no realized losses to date, and there are currently no
delinquent or specially serviced loans; and no loans are defeased.
The Fitch debt service coverage ratio (DSCR) and loan to value
(LTV) for the pool at issuance were 1.22x and 107.4%,
respectively.

Stable Performance With No Material Changes: All loans in the pool
are current as of the October 2016 remittance with property level
performance in line with issuance expectations.  There are no
material changes to pool metrics.

High Fitch Leverage at Issuance: The transaction has higher
leverage than other Fitch-rated transactions of the same vintage.
The pool's Fitch debt service coverage ratio (DSCR) of 1.15x is
below both the 2015 and 2014 vintage averages of 1.18x and 1.19x,
respectively.  The pool's Fitch loan to value (LTV) of 111.6% is
above both the 2015 vintage average of 109.3% and the 2014 vintage
average of 106.2%.

Below-Average Amortization: The pool is scheduled to amortize by
9.8% of the initial pool balance prior to maturity, less than the
2015 and 2014 vintage averages of 11.7% and 12%, respectively. Nine
loans (31.4%) are full-term interest only, 24 loans (37.5%) are
partial interest only and one loan (0.2%) is fully amortizing. The
remaining 28 loans (30.9%) are amortizing balloon loans with terms
of five to 10 years.

Single-Tenant Properties: The pool consists of 13 (21.9%)
single-tenanted properties, including collateral for the two
largest loans; One Court Square and Keurig Green Mountain.  One
Court Square (9%) is located in Long Island City and is 100%
occupied by Citibank, N.A. (parent rating of 'A'); Keurig Green
Mountain (6.5%) is a newly built property in suburban Boston and is
100% occupied by Keurig Green Mountain, Inc.

Hotel Concentration: Loans collateralized by hotel properties
comprise 18.9% of the pool, including the pool's third largest
loan, Renaissance Phoenix Downtown (6.3% of the pool).  The pool's
hotel concentration is greater than the 2015 and 2014 vintage
averages of 17% and 14.2%, respectively.  Hotel properties
demonstrate more volatility than other property types and,
therefore, have higher default probabilities.

Pari Passu Loans: Four loans comprising 22.4% of the pool are part
of a pari passu loan combination and have companion notes in other
transactions: One Park Square (9.0%), Keurig Green Mountain (6.5%),
CityPlace I (4.4%) and Yosemite Resorts (2.4%).

                        RATING SENSITIVITIES

The Rating Outlooks remain Stable for all classes due to stable
performance of the pool since issuance.  Fitch does not foresee
positive or negative ratings migration until a material economic or
asset level event changes the transaction's portfolio-level
metrics.

Fitch has affirmed these ratings:

   -- $20,354,196 class A-1 at 'AAAsf'; Outlook Stable;
   -- $66,792,000 class A-2A at 'AAAsf'; Outlook Stable;
   -- $66,792,000 class A-2B at 'AAAsf'; Outlook Stable;
   -- $100,000,000 class A-3 at 'AAAsf'; Outlook Stable;
   -- $238,283,000 class A-4 at 'AAAsf'; Outlook Stable;
   -- $46,743,000 class A-SB at 'AAAsf'; Outlook Stable;
   -- $40,659,000 class A-S at 'AAAsf'; Outlook Stable;
   -- $579,623,196b class X-A at 'AAAsf'; Outlook Stable;
   -- $44,532,000b class X-B at 'AA-sf'; Outlook Stable;
   -- $44,532,000 class B at 'AA-sf'; Outlook Stable;
   -- $37,756,000 class C at 'A-sf'; Outlook Stable;
   -- $44,532,000b class X-D at 'BBB-sf'; Outlook Stable;
   -- $25,170,000 class D at 'BBBsf'; Outlook Stable;
   -- $19,361,000ab class X-F at 'BB-sf'; Outlook Stable;
   -- $8,713,000ab class X-G at 'B-sf'; Outlook Stable;
   -- $19,362,000a class E at 'BBB-sf'; Outlook Stable;
   -- $19,361,000a class F at 'BB-sf'; Outlook Stable;
   -- $8,713,000a class G at 'B-sf'; Outlook Stable.

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

Fitch does not rate the class X-H and class H certificates.


WESTWOOD CDO I: Moody's Affirms B1 Rating on Class D Notes
----------------------------------------------------------
Moody's Investors Service has upgraded the ratings on these notes
issued by Westwood CDO I, Ltd.:

  $30,000,000 Class B Senior Secured Deferrable Floating Rate
   Notes Due March 25, 2021, Upgraded to Aaa (sf); previously on
   June 2, 2016, Upgraded to Aa3 (sf)

  $16,600,000 Class C-1 Senior Secured Deferrable Floating Rate
   Notes Due March 25, 2021, Upgraded to Baa2 (sf); previously on
   June 2, 2016, Affirmed Baa3 (sf)

  $4,400,000 Class C-2 Senior Secured Deferrable Fixed Rate Notes
   Due March 25, 2021, Upgraded to Baa2 (sf); previously on
   June 2, 2016, Affirmed Baa3 (sf)

Moody's also affirmed the ratings on these notes:

  $342,000,000 Class A-1 Senior Secured Floating Rate Notes Due
   March 25, 2021, (current outstanding balance of $84,898,047),
   Affirmed Aaa (sf); previously on June 2, 2016, Affirmed
   Aaa (sf)

  $22,500,000 Class A-2 Senior Secured Floating Rate Notes Due
   March 25, 2021, Affirmed Aaa (sf); previously on June 2, 2016,
   Affirmed Aaa (sf)

  $13,500,000 Class D Secured Deferrable Floating Rate Notes Due
   March 25, 2021, Affirmed B1 (sf); previously on June 2, 2016,
   Downgraded to B1 (sf)

Westwood CDO I, Ltd. issued in January 2007, is a collateralized
loan obligation (CLO) backed primarily by a portfolio of senior
secured loans.  The transaction's reinvestment period ended in
March 2014.

                        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 June 2016.  The Class A-1
notes have been paid down by approximately 55% or $104.9 million
then.  Based on Moody's calculation, the OC ratios for the Class A,
Class B, Class C and Class D notes are currently 169.4%, 132.4%,
114.9% and 105.8%, respectively, versus June 2016 levels of 136.2%,
119.4%, 109.8% and 104.5%, respectively.

The portfolio includes a number of investments in securities that
mature after the notes do.  Based on the trustee's September 2016
report, securities that mature after the notes do currently make up
approximately 2.63% of the portfolio.  These investments could
expose the notes to market risk in the event of liquidation when
the notes mature.

Methodology Used for the Rating Action

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
October 2016.

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) Long-dated assets: The presence of assets that mature after
     the CLO's legal maturity date exposes the deal to liquidation

     risk on those assets.  This risk is borne first by investors
     with the lowest priority in the capital structure.  Moody's
     assumes that the terminal value of an asset upon liquidation
     at maturity will be equal to the lower of an assumed
     liquidation value (depending on the extent to which the
     asset's maturity lags that of the liabilities) or the asset's

     current market value.  Moody's ran scenarios using a range of

     liquidation value assumptions.  However, actual long-dated
     asset exposures and prevailing market prices and conditions
     at the CLO's maturity will drive the deal's actual losses, if

     any, from long-dated assets.

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

Moody's Adjusted WARF -- 20% (2154)
Class A-1: 0
Class A-2: 0
Class B: +1
Class C-1: +2
Class C-2: +2
Class D: +1

Moody's Adjusted WARF + 20% (3230)
Class A-1: 0
Class A-2: 0
Class B: -1
Class C-1: -2
Class C-2: -2
Class D: -2

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 $180.3 million, defaulted par
of $4.8 million, a weighted average default probability of 14.99%
(implying a WARF of 2692), a weighted average recovery rate upon
default of 50.09%. a diversity score of 39 and a weighted average
spread of 3.20% (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.



WHITEHORSE IX: Moody's Lowers Rating on Class F Notes to B3
-----------------------------------------------------------
Moody's Investors Service has downgraded the rating on these notes
issued by WhiteHorse IX, Ltd.:

  $8,250,000 Class F Junior Secured Deferrable Floating Rate Notes

   Due July 15, 2026, Downgraded to B3 (sf); previously on
   July 31, 2014, Definitive Rating Assigned B2 (sf)

Moody's also affirmed the ratings on these notes:

  $252,000,000 Class A Senior Secured Floating Rate Notes Due
   July 15, 2026, Affirmed Aaa (sf); previously on July 31, 2014,
   Definitive Rating Assigned Aaa (sf)

  $32,500,000 Class B-1 Senior Secured Floating Rate Notes Due
   July 15, 2026, Affirmed Aa2 (sf); previously on July 31, 2014,
   Definitive Rating Assigned Aa2 (sf)

  $20,000,000 Class B-2 Senior Secured Fixed Rate Notes Due
   July 15, 2026, Affirmed Aa2 (sf); previously on July 31, 2014,
   Definitive Rating Assigned Aa2 (sf)

  $22,750,000 Class C Mezzanine Secured Deferrable Floating Rate
   Notes Due July 15, 2026, Affirmed A2 (sf); previously on
   July 31, 2014, Definitive Rating Assigned A2 (sf)

  $24,250,000 Class D Mezzanine Secured Deferrable Floating Rate
   Notes Due July 15, 2026, Affirmed Baa3 (sf); previously on
   July 31, 2014, Definitive Rating Assigned Baa3 (sf)

  $19,500,000 Class E Junior Secured Deferrable Floating Rate
   Notes Due July 15, 2026, Affirmed Ba3 (sf); previously on
   July 31, 2014, Definitive Rating Assigned Ba3 (sf)

WhiteHorse IX, Ltd., issued in July 2014, is a collateralized loan
obligation (CLO) backed primarily by a portfolio of senior secured
loans.  The transaction's reinvestment period will end in July
2018.

                        RATINGS RATIONALE

The rating downgrade on the Class F notes reflects the credit
deterioration in the underlying CLO portfolio and increased
expected losses on the notes since the beginning of the year.  The
credit deterioration is primarily due to an increased exposure to
(1) securities reported as defaulted by the trustee or those
assumed to be defaulted by Moody's, (2) securities with a Corporate
Family Rating (CFR) of (or assessed to have a CFR equivalent to)
Caa1 or lower, and (3) securities from obligors with Moody's
weakest Speculative Grade Liquidity (SGL) Rating of SGL-4.
Defaulted securities and securities assumed to be defaulted by
Moody's currently total $8.5 million.  Furthermore, based on
Moody's calculations, assets with a CFR of (or assessed to have a
CFR equivalent to) Caa1 or lower or those assigned an SGL-4 rating
-- some of which are trading at distressed prices -- currently
represent approximately 21.5% of the collateral portfolio.  Large
exposures to Caa-rated assets or defaults could cause an
overcollateralization (OC) test breach and lead to interest
deferrals on the CLO notes.

Based on the trustee's Oct. 25, 2016, report, the transaction has a
portfolio weighted average rating factor (WARF) of 3305 compared to
a covenant of 3208.  The WARF has deteriorated by approximately 300
points since January 2016, and the transaction has reported
breaching its WARF covenant since April 2016.  Additionally, the
transaction's OC ratios have decreased since January 2016.  Based
on the trustee's October 2016 report, the overcollateralization
(OC) ratios for Class A/B, C, D, E, and F notes are reported at
129.22%, 120.24%, 111.94%, 106.06%, and 103.75%, respectively,
versus, January 2016 levels of 130.04%, 121.00%, 112.65%, 106.73%,
and 104.41%.

Moody's notes that this transaction has above-average exposure to
obligors in the Energy -- Oil & Gas industry (7.0%) and Metals &
Mining industry (3.1%).  Additionally, the transaction has a
material exposure to certain obligors outside of the above
industries but whose business profitability or access to capital
and liquidity have deteriorated in relation with challenging energy
and commodity market conditions.  CLOs with material exposures to
obligors in the energy- and commodity-related industries
potentially face greater risk of defaults and potential trading
losses.

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
October 2016.

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

     CLO.

  5) Other collateral quality metrics: Reinvestment is allowed and

     the manager has the ability to negatively affect the
     collateral quality metrics' existing buffers against the
     covenant levels, which could negatively affect the
     transaction.

  6) Weighted Average Spread (WAS): This transaction has a
     significant exposure to loans with LIBOR floors, and the
     inclusion of LIBOR floors in its determination of compliance
     with its WAS test can create additional ratings volatility.

  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 $5.7 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% (2630)
Class A: +0
Class B-1: +2
Class B-2: +2
Class C: +3
Class D: +2
Class E: +1
Class F: +3
Moody's Adjusted WARF + 20% (3944)
Class A: +0
Class B-1: -2
Class B-2: -2
Class C: -2
Class D: -1
Class E: -1
Class F: -2

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 $392.0 million, defaulted par
of $8.5 million, a weighted average default probability of 26.04%
(implying a WARF of 3287), a weighted average recovery rate upon
default of 47.99%, a diversity score of 61 and a weighted average
spread of 4.30% (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.  In each case, historical and market
performance and the collateral manager's latitude for trading the
collateral are also factors.


ZAIS CLO 5: Moody's Assigns Ba3 Rating on Class D Notes
-------------------------------------------------------
Moody's Investors Service has assigned ratings to five classes of
notes issued by ZAIS CLO 5, Limited.

Moody's rating action is as follows:

   -- US$260,000,000 Class A-1 Senior Secured Floating Rate Notes
      due 2028 (the "Class A-1 Notes"), Definitive Rating Assigned

      Aaa (sf)

   -- US$42,800,000 Class A-2 Senior Secured Floating Rate Notes
      due 2028 (the "Class A-2 Notes"), Definitive Rating Assigned

      Aa2 (sf)

   -- US$25,200,000 Class B Senior Secured Deferrable Floating
      Rate Notes due 2028 (the "Class B Notes"), Definitive Rating

      Assigned A2 (sf)

   -- US$21,600,000 Class C Senior Secured Deferrable Floating
      Rate Notes due 2028 (the "Class C Notes"), Definitive Rating
  
      Assigned Baa3 (sf)

   -- US$18,400,000 Class D Secured Deferrable Floating Rate Notes

      due 2028 (the "Class D Notes"), Definitive Rating Assigned
      Ba3 (sf)

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

RATINGS RATIONALE

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

ZAIS CLO 5 is a managed cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 92.5% of the portfolio must
consist of senior secured loans, cash, and eligible investments,
and up to 7.5% of the portfolio may consist of second lien loans
and unsecured loans. The portfolio is required to be at least 87.5%
ramped as of the closing date.

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

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3.2.1
of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in October 2016.

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

   -- Par amount: $400,000,000

   -- Diversity Score: 55

   -- Weighted Average Rating Factor (WARF): 2615

   -- Weighted Average Spread (WAS): 4.10%

   -- Weighted Average Coupon (WAC): 7.50%

   -- Weighted Average Recovery Rate (WARR): 45.0%

   -- Weighted Average Life (WAL): 8.0 years.

Methodology Underlying the Rating Action:

The prinicpal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
October 2016.

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 2615 to 3007)

Rating Impact in Rating Notches

   -- Class A-1 Notes: 0

   -- Class A-2 Notes: -1

   -- Class B Notes: -2

   -- Class C Notes: -1

   -- Class D Notes: 0

Percentage Change in WARF -- increase of 30% (from 2615 to 3400)

Rating Impact in Rating Notches

   -- Class A-1 Notes: -1

   -- Class A-2 Notes: -3

   -- Class B Notes: -4

   -- Class C Notes: -2

   -- Class D Notes: -1


[*] Moody's Hikes $18.7MM of Subprime RMBS
------------------------------------------
Moody's Investors Service has upgraded the ratings of four tranches
issued by three transactions backed by Subprime RMBS loans.

Complete rating actions are:

Issuer: Ameriquest Mortgage Securities Inc., Series 2002-3

  Cl. M-3, Upgraded to Ba2 (sf); previously on Dec. 30, 2015,
   Upgraded to B1 (sf)

Issuer: Ameriquest Mortgage Securities Inc., Series 2004-R6

  Cl. A-1, Upgraded to Aaa (sf); previously on Dec. 30, 2015,
   Upgraded to Aa2 (sf)
  Underlying Rating: Upgraded to Aaa (sf); previously on Dec. 30,
   2015 Upgraded to Aa2 (sf)
  Financial Guarantor: Syncora Guarantee Inc. (Insured Rating
   Withdrawn Nov 08, 2012)

Issuer: Bear Stearns Asset-Backed Securities Trust 2002-1

  Cl. B, Upgraded to Caa1 (sf); previously on Feb. 23, 2015,
   Upgraded to Ca (sf)
  Cl. M-2, Upgraded to B1 (sf); previously on Dec. 7, 2015,
   Upgraded to B3 (sf)

                         RATINGS RATIONALE

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

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

Factors that would lead to an upgrade or downgrade of the 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 5.0% in September 2016 from 5.1% in
September 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.


[*] Moody's Raises Rating on $312.3MM Alt-A RMBS Loans Issued 2004
------------------------------------------------------------------
Moody's Investors Service has upgraded the rating of 33 tranches
from six transactions, backed by Alt-A RMBS loans, issued by
multiple issuers.

Complete rating actions are:

Issuer: Bear Stearns ARM Trust 2004-12

  Cl. I-A-1, Upgraded to B2 (sf); previously on April 17, 2012,
   Downgraded to Caa1 (sf)
  Cl. II-A-1, Upgraded to B1 (sf); previously on April 17, 2012,
   Downgraded to B3 (sf)
  Cl. II-A-2, Upgraded to B1 (sf); previously on April 17, 2012,
   Downgraded to B3 (sf)
  Cl. II-A-3, Upgraded to B1 (sf); previously on April 17, 2012,
   Downgraded to B3 (sf)
  Cl. III-A-1, Upgraded to B1 (sf); previously on April 17, 2012,
   Downgraded to Caa1 (sf)
  Cl. IV-A-1, Upgraded to B1 (sf); previously on April 17, 2012,
   Downgraded to B2 (sf)

Issuer: CSFB Adjustable Rate Mortgage Trust 2004-2

  Cl. 1-A-1, Upgraded to Ba1 (sf); previously on July 16, 2012,
   Downgraded to Ba3 (sf)
  Cl. 2-A-1, Upgraded to Baa3 (sf); previously on June 25, 2013,
   Downgraded to Ba2 (sf)
  Cl. 2-A-2, Upgraded to Baa3 (sf); previously on July 16, 2012,
   Downgraded to Ba2 (sf)
  Cl. 2-A-X, Upgraded to Baa3 (sf); previously on June 25, 2013,
   Downgraded to Ba2 (sf)
  Cl. 3-A-1, Upgraded to Ba1 (sf); previously on July 16, 2012,
   Downgraded to Ba3 (sf)
  Cl. 3-A-X, Upgraded to Ba1 (sf); previously on July 16, 2012,
   Downgraded to Ba3 (sf)
  Cl. 4-A-1, Upgraded to Baa3 (sf); previously on July 16, 2012,
   Downgraded to Ba2 (sf)
  Cl. 4-A-3, Upgraded to Baa3 (sf); previously on July 16, 2012,
   Downgraded to Ba2 (sf)
  Cl. 4-A-X, Upgraded to Baa3 (sf); previously on July 16, 2012,
   Downgraded to Ba2 (sf)
  Cl. 5-A-1, Upgraded to Baa3 (sf); previously on July 16, 2012,
   Downgraded to Ba2 (sf)
  Cl. 6-A-1, Upgraded to Baa3 (sf); previously on July 16, 2012,
   Downgraded to Ba2 (sf)
  Cl. 7-M-1, Upgraded to A3 (sf); previously on Dec. 14, 2015,
   Upgraded to Baa3 (sf)

Issuer: Deutsche Mortgage Securities, Inc. Mortgage Loan Trust,
Series 2004-5

  Cl. A-4A, Upgraded to Ba3 (sf); previously on March 3, 2011,
   Downgraded to B3 (sf)
  Cl. A-4B, Upgraded to Ba3 (sf); previously on March 3, 2011,
   Downgraded to B3 (sf)
  Cl. A-5B, Upgraded to Ba1 (sf); previously on March 3, 2011,
   Downgraded to Ba3 (sf)

Issuer: GSAA Home Equity Trust 2004-11

  Cl. 1A1, Upgraded to Aa1 (sf); previously on Dec. 22, 2015,
   Upgraded to A1 (sf)
  Cl. 2A1, Upgraded to Aa1 (sf); previously on Dec. 22, 2015,
   Upgraded to Aa3 (sf)
  Cl. 2A2, Upgraded to Aa1 (sf); previously on Dec. 22, 2015,
   Upgraded to Aa3 (sf)
  Cl. 2A3, Upgraded to Aa3 (sf); previously on Dec. 22, 2015,
   Upgraded to A1 (sf)
  Cl. M-1, Upgraded to Ba3 (sf); previously on Dec. 22, 2015,
   Upgraded to B2 (sf)
  Cl. M-2, Upgraded to Ca (sf); previously on March 15, 2011,
   Downgraded to C (sf)

Issuer: HomeBanc Mortgage Trust 2004-2

  Cl. A-1, Upgraded to Ba1 (sf); previously on Aug. 27, 2013,
   Confirmed at Ba3 (sf)
  Cl. A-2, Upgraded to B3 (sf); previously on Aug. 27, 2013,
   Confirmed at Caa1 (sf)

Issuer: RALI Series 2004-QA2 Trust

  Cl. A-I, Upgraded to Aa1 (sf); previously on Dec. 18, 2015,
   Upgraded to A1 (sf)
  Cl. A-II, Upgraded to Aa1 (sf); previously on Dec. 18, 2015,
   Upgraded to A1 (sf)
  Cl. M-1, Upgraded to Baa2 (sf); previously on Dec. 18, 2015,
   Upgraded to Ba2 (sf)
  Cl. M-3, Upgraded to Caa3 (sf); previously on March 30, 2011,
   Downgraded to C (sf)

                         RATINGS RATIONALE

The rating actions are a result of the recent performance of the
underlying pools and reflect Moody's updated loss expectation on
these pools.  The rating upgrades are primarily due to the stable
or improved collateral performance of the underlying pools and the
increase in credit enhancement available to the bonds.  The rating
upgrades on Deutsche Mortgage Securities, Inc. Mortgage Loan Trust,
Series 2004-5 and HomeBanc Mortgage Trust 2004-2 are solely due to
the improved collateral performance of the transactions' underlying
pools.  The rating upgrade on Class IV-A-1 from Bear Stearns ARM
Trust 2004-12 is solely due to the increase in credit enhancement
available to the bond.

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 5.0% in September 2016 from 5.1% in
September 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.



[*] Moody's Raises Ratings on $461MM of Subprime RMBS
-----------------------------------------------------
Moody's Investors Service has upgraded the ratings of 14 tranches
from five transactions issued by various issuers backed by Subprime
mortgage loans.

Complete rating actions are:

Issuer: Bear Stearns Asset Backed Securities I Trust 2005-AQ2

  Cl. A-3 Certificate, Upgraded to Aa1 (sf); previously on Dec. 7,

   2015, Upgraded to A2 (sf)
  Cl. M-1 Certificate, Upgraded to B3 (sf); previously on Dec. 7,
   2015, Upgraded to Caa2 (sf)

Issuer: CSFB Home Equity Asset Trust 2005-7

  Cl. 2-A-4 Certificate, Upgraded to Aaa (sf); previously on
   Dec. 7, 2015, Upgraded to Aa2 (sf)
  Cl. M-1 Certificate, Upgraded to A1 (sf); previously on Dec. 7,
   2015, Upgraded to A3 (sf)
  Cl. M-2 Certificate, Upgraded to Caa3 (sf); previously on May 5,

   2010, Downgraded to C (sf)

Issuer: CSFB Home Equity Asset Trust 2006-3

  Cl. 1-A-1 Certificate, Upgraded to Aa1 (sf); previously on
   Dec. 7, 2015, Upgraded to A1 (sf)
  Cl. 2-A-4 Certificate, Upgraded to Aa1 (sf); previously on
   Dec. 7, 2015, Upgraded to A1 (sf0
  Cl. M-1 Certificate, Upgraded to Baa3 (sf); previously on
   Dec. 7, 2015, Upgraded to B1 (sf)

Issuer: Merrill Lynch Mortgage Investors, Inc. 2005-WMC2

  Cl. M-3 Certificate, Upgraded to Aaa (sf); previously on
   Dec. 22, 2015, Upgraded to Aa2 (sf)
  Cl. M-4 Certificate, Upgraded to Aa2 (sf); previously on
   Dec. 22, 2015, Upgraded to A3 (sf)
  Cl. M-5 Certificate, Upgraded to Ba3 (sf); previously on
   Dec. 22, 2015, Upgraded to B1 (sf)

Issuer: Structured Asset Investment Loan Trust 2005-9

  Cl. A1 Certificate, Upgraded to Aa2 (sf); previously on Dec. 11,

   2015, Upgraded to A2 (sf)
  Cl. A3 Certificate, Upgraded to A1 (sf); previously on Dec. 11,
   2015, Upgraded to Baa1 (sf)
  Cl. M1 Certificate, Upgraded to B1 (sf); previously on Dec. 11,
   2015, Upgraded to Caa1 (sf)

                         RATINGS RATIONALE

The upgrades are a result of total credit enhancement available to
the bonds.  The actions reflect the recent performance of the
underlying pools and Moody's updated loss expectations on the
pools.

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 5.0% in September 2016 from 5.1% in
September 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.


[*] S&P Completes Review of 167 Classes From 14 RMBS Transactions
-----------------------------------------------------------------
S&P Global Ratings completed its review of 167 classes from 14 U.S.
residential mortgage-backed securities (RMBS) transactions issued
between 2001 and 2005.  The review yielded 22 upgrades, 13
downgrades, 121 affirmations, eight withdrawals, and three
discontinuances.  The transactions in this review are backed by a
mix of fixed- and adjustable-rate prime jumbo mortgage loans, which
are secured primarily by first liens on one- to four-family
residential properties.

For insured obligations where S&P maintains a rating on the bond
insurer that is lower than what S&P would rate the class without
bond insurance, or 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 on the underlying obligation, without
considering the potential credit enhancement from the bond
insurance.

Of the classes reviewed, classes IIA3 and IIIA3 from Citigroup
Mortgage Loan Trust Inc.'s series 2003-1 are insured by MBIA
Insurance Corp., which has an S&P Global Ratings credit rating of
'CCC'.

Some of the rating actions reflect the application of S&P's
interest-only (IO) criteria, which provide that S&P will maintain
the current ratings on an IO class until all of the classes that
the IO security references are either lowered to below 'AA-' or
have been retired--at which time S&P would withdraw the ratings.
The ratings on each of these classes have been affected by recent
rating actions on the reference classes upon which their notional
balances are based.

A criteria interpretation for the above-mentioned criteria was
issued to clarify that when the criteria state "we will maintain
the current ratings," it means that we will maintain active
surveillance of these IO classes using the methodology applied
prior to the release of this criteria.

                             ANALYSIS

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

S&P raised its ratings on 22 classes from four transactions based
on one or more of these:

   -- Improved collateral performance/delinquency trends;
   -- Increased credit support relative to our projected losses;
   -- Expected short duration; and/or
   -- Increased  constant prepayment rates.

Of the raised ratings in this review, six moved from speculative
grade ('BB+' or lower) to investment grade ('BBB-' or higher).  In
addition, seven remained at investment grade, and the remaining
nine ratings were already speculative grade before the rating
actions.

                             DOWNGRADES

The downgrades include nine ratings that were lowered three or more
notches.  S&P lowered its ratings on five classes to speculative
grade from investment grade.  The remaining eight 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;
   -- Decreased credit enhancement available to the classes;
   -- An increase in delinquencies; and/or
   -- Tail risk.

The downgrades on class 1-A-24 from Bank of America Mortgage
Securities Inc.'s 2004-3 and class A-4 from Citigroup Mortgage Loan
Trust's series 2004-UST1 reflect the increase in S&P's projected
losses and its belief that the projected credit support for the
affected classes will be insufficient to cover the projected losses
S&P applied at the previous rating levels.  The increase in S&P's
projected losses is due to higher reported delinquencies during the
most recent performance periods compared to those reported during
the previous review dates.  Since S&P's last full review, severe
delinquencies increased for Bank of America Mortgage Securities
Inc.'s series 2004-3 to 3.68%% at September 2016 from 2.04% at May
2016, and increased for Citigroup Mortgage Loan Trust's series
2004-UST1 to 5.27% at September 2016 from 1.14% at March 2015.

The downgrades on classes 2-A-9 and A-PO from Bank of America
Mortgage Securities Inc.'s series 2004-3 and on class V-A-6 from
Credit Suisse First Boston Mortgage Securities Corp.'s series
2005-2 reflect the impact of the passing of the payment allocation
triggers, allowing principal payments to be made to more
subordinate classes and eroding projected credit support for the
affected senior classes.

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, and
lowered the ratings on eight classes to reflect the application of
S&P's tail risk criteria.  S&P lowered the ratings on class A from
First Republic Mortgage Loan Trust 2001-FRB1 to 'BB+ (sf)' from
'BBB+ (sf)', on class B-1 to 'B+ (sf)' from 'BB+ (sf)', on class
B-2 to 'B- (sf)' from 'B+ (sf)', on class II-A-1 from Bear Stearns
ARM Trust 2003-6 to 'B+ (sf)' from 'BB+ (sf)', and on four classes
from First Horizon Mortgage Pass-Through Trust 2004-AR3 to
'BB+ (sf)' from 'BBB+ (sf)'.

                            AFFIRMATIONS

S&P affirmed its ratings on 93 classes in the 'AAA' through 'B'
rating categories.  These affirmations reflect S&P's opinion that
its projected credit support on these classes remained relatively
consistent with its prior projections and is sufficient to cover
its 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 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;
   -- Tail risk; and/or
   -- Shifting pay/no enhancement floor.

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," published 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 seven classes from CHL Mortgage
Pass-Through Trust 2002-18 because the related pool has a small
number of loans remaining.  Once a pool has declined to a de
minimis amount, S&P believes there is a high degree of credit
instability that is incompatible with any rating level.

S&P withdrew its rating on class 30-IO from Bank of America
Mortgage Securities Inc.'s series 2004-3 according to S&P's IO
criteria, which state that it will maintain the rating on an IO
class until the ratings on all of the classes that the IO security
references, in the determination of its notional balance, are
either lowered below 'AA-' or have been retired.  The rating on the
referenced class 1-A-26 is being withdrawn because the class met
its principal obligation.

                          DISCONTINUANCES

S&P discontinued its ratings on class 1-A-26 from Bank of America
Mortgage Securities Inc.'s series 2004-3, and classes 1-A-6 and
1-A-10 from Credit Suisse First Boston Mortgage Securities Corp.'s
2005-2, which were paid in full 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 1.5% 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 1.4% 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 3.6% 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/2f7vXT8



[*] S&P Completes Review of 41 Classes From 14 RMBS Transactions
----------------------------------------------------------------
S&P Global Ratings completed its review of 41 classes from 14 U.S.
residential mortgage-backed securities (RMBS) transactions issued
between 2002 and 2006.  The review yielded 21 upgrades, 18
affirmations, and two discontinuances.

                              ANALYSIS

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 six 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;
   -- Increased credit support relative to our projected losses;
   -- The class' expected short duration; and/or
   -- Decreased delinquencies.

Of the 21 ratings we raised in this review, four moved from
speculative grade ('BB+' or lower) to investment grade ('BBB-' or
higher).  The other 17 ratings S&P raised remain at
speculative-grade levels; nine of these ratings moved from 'CCC
(sf)' to
'B- (sf)' or higher, reflecting S&P's belief that its projected
credit support will be sufficient to cover its 'B-' expected losses
for these classes.

                           AFFIRMATIONS

The affirmations of nine ratings in the 'AAA' through 'B' rating
categories reflect S&P's opinion that its projected credit support
on these classes remained relatively consistent with its prior
projections and is sufficient to cover S&P's 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 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;
   -- Historical interest shortfalls;
   -- Tail risk;
   -- Low priority in principal payments; 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 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.

                          DISCONTINUANCES

S&P discontinued its ratings on two classes that were paid in full
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 1.5% 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 1.4% 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 3.6% 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/2eVS67x



[*] S&P Completes Review on 67 Classes From 15 RMBS Deals
---------------------------------------------------------
S&P Global Ratings completed its review of 67 classes from 15 U.S.
residential mortgage-backed securities (RMBS) transactions issued
between 1998 and 2008.  The review yielded 24 upgrades, six
downgrades, and 37 affirmations.  All of these transactions are
backed by subprime mortgage loan collateral.

                            ANALYSIS

Analytical Considerations

S&P considers multiple factors when deciding whether to raise,
lower, or affirm ratings, as well as 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 14 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 the:

   -- Improved collateral performance/delinquency trends;
   -- Increased credit support relative to our projected losses;
      and/or
   -- The classes' expected short duration.

S&P raised its ratings on four classes from 'CCC (sf)' because it
believes that these classes are no longer vulnerable to default.
S&P also raised one rating to 'CCC (sf)' from 'CC (sf)' because it
believes that this class is no longer virtually certain to default,
primarily owing to the improved performance of the collateral
backing this transaction.  However, the 'CCC (sf)' rating reflects
S&P's belief that our projected credit support will remain
insufficient to cover its projected losses for this class and that
the class is therefore still vulnerable to defaulting.

                             DOWNGRADES

The six downgrades include one rating that was lowered three or
more notches.  Of the six downgrades, one rating remained at an
investment-grade level, while the remaining five downgraded classes
already had speculative-grade ratings.  The downgrades reflect
S&P's belief that its 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 and/or decreased credit
support.

Interest Shortfalls

S&P lowered its ratings on classes M-1 and M-2 from Saxon Asset
Securities Trust 2002-3 to 'D (sf)' from 'BB+ (sf)' and 'CCC (sf)',
respectively, and on classes AV-1 and M-1 from Saxon Asset
Securities Trust 2002-1 to 'AA+ (sf)' and 'BB- (sf)' from
'AAA (sf)' and 'BB+ (sf)', respectively.  These downgrades were
based on S&P's assessment of interest shortfalls to the affected
classes during recent remittance periods and the application of
S&P's interest shortfall criteria, which designate a maximum
potential rating (MPR) to these classes.

For those classes that capitalize interest on the unpaid shortfall
amounts, S&P projected the transaction's cash flows to assess the
likelihood of the interest shortfalls' reimbursement under various
rating scenarios.  The resulting ratings reflect the application of
our criteria based on those projections.

                           AFFIRMATIONS

The affirmations of ratings in the 'AAA' through 'B' rating
categories reflect S&P's opinion that our projected credit support
on these classes remained relatively consistent with its prior
projections and is sufficient to cover S&P's 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 to account for this uncertainty and promote ratings
stability.  In general, these classes have insufficient
subordination, insufficient overcollateralization, both
insufficient subordination and overcollateralization, or a low
priority in principal payments, any of which limits any potential
upgrade.

In addition, some of the transactions have failed their cumulative
loss triggers, resulting in sequential payments of principal to the
classes.  This will prolong the duration of time until certain
subordinate classes get paid, possibly exposing them to back-end
losses.  Therefore, S&P affirmed its ratings on these subordinate
classes even though these classes may have passed at higher rating
scenarios.

                         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 1.5% 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 housing
fundamentals overall as positive, it believes the fundamentals of
RMBS 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 became
stressed in line with S&P Global Ratings' downside forecast, S&P
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 1.4% 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 3.6% 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/2eBW6JK



[*] S&P Puts Ratings on 27 Tranches From 7 CLOs on Watch Positive
-----------------------------------------------------------------
S&P Global Ratings placed its ratings on 27 tranches from seven
U.S. collateralized loan obligation (CLO) transactions on
CreditWatch with positive implications.  The CreditWatch positive
placements follow S&P's surveillance review of U.S. cash flow
collateralized debt obligation (CDO) transactions.  The affected
tranches had an original issuance amount of $571.25 billion.

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

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

Year of issuance    No. of deals
2006                           2
2008                           1
2011                           2
2012                           2

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

RATINGS PLACED ON WATCH POSITIVE

Aberdeen Loan Funding Ltd.
                     Rating
Class       To                    From
C           A+ (sf)/Watch Pos     A+ (sf)
D           BB+ (sf)/Watch Pos    BB+ (sf)
E           B+ (sf)/Watch Pos     B+ (sf)

Ocean Trails CLO I
                     Rating
Class       To                    From
B           AA+ (sf)/Watch Pos    AA+ (sf)
C           A- (sf)/Watch Pos     A- (sf)
D           B+ (sf)/Watch Pos     B+ (sf)
Class I     A+p (sf)/Watch Pos(i) A+p (sf)(i)
combo

Silverado CLO 2006-II Ltd.
                     Rating
Class       To                    From
A-2         AA+ (sf)/Watch Pos    AA+ (sf)
B           AA- (sf)/Watch Pos    AA- (sf)
C           BBB+ (sf)/Watch Pos   BBB+ (sf)
D           BB- (sf)/Watch Pos    BB- (sf)

ACAS CLO 2012-1 Ltd.
                     Rating
Class       To                    From
B-R         AA (sf)/Watch Pos     AA (sf)
C-R         A (sf)/Watch Pos      A (sf)
D-R         BBB (sf)/Watch Pos    BBB (sf)
E           BB- (sf)/Watch Pos    BB- (sf)

Race Point VI CLO Ltd.
                     Rating
Class       To                    From
B-R         AA (sf)/Watch Pos     AA (sf)
C-R         A (sf)/Watch Pos      A (sf)
D-R         BBB (sf)/Watch Pos    BBB (sf)
E           BB (sf)/Watch Pos     BB (sf)

Atrium VII
                     Rating
Class       To                    From
B-R         AA (sf)/Watch Pos     AA (sf)
C-R         A (sf)/Watch Pos      A (sf)
D-R         BBB (sf)/Watch Pos    BBB (sf)
E-R         BB+ (sf)/Watch Pos    BB+ (sf)
F-R         BB (sf)/Watch Pos     BB (sf)

BlueMountain CLO 2011-1 Ltd.
                     Rating
Class       To                    From
C           AA (sf)/Watch Pos     AA (sf)
D           A- (sf)/Watch Pos     A- (sf)
E           BB+ (sf)/Watch Pos    BB+ (sf)

(i)The 'p' subscript indicates that the rating addresses only the
principal portion of the obligation.



                            *********

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