TCR_Public/170101.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, January 1, 2017, Vol. 21, No. 0

                            Headlines

ALLEGRO IV: Moody's Assigns Ba3 Rating on Class E Notes
ALM VII(R): Moody's Assigns Ba3 Rating to Class D-R Notes
AMMC CLO X: Moody's Hikes Class E Notes Rating From Ba2(sf)
BAIN CAPITAL 2016-2: Moody's Assigns Ba3 Rating on Cl. E Notes
BANC OF AMERICA 2005-3: Moody's Lowers Cl. B Certs Rating to C

BAYVIEW OPPORTUNITY 2016-SPL2: Fitch to Rate Class B5 Notes 'Bsf'
BEAR STEARNS 2007-PWR18: Fitch Affirms 'Dsf' Rating on Cl. E Debt
BENEFIT STREET IV: S&P Assigns Prelim. BB Rating on Cl. D-R Notes
BLUEMOUNTAIN CLO 2013-1: S&P Assigns BB Rating on Cl. D-R Notes
CAPITALSOURCE 2006-A: Moody's Hikes Class B Debt Rating to Ba1

CARNOW AUTO 2016-1: S&P Assigns BB Rating on Class D Notes
CATAMARAN CLO 2016-1: Moody's Assigns Ba3(sf) Rating to Cl. D Notes
CCA ONE 3: Fitch Hikes Class 3F Debt Rating to 'BBsf'
CFCRE 2016-C3: Fitch Gives B-sf Ratings on 2 Tranches
CFCRE COMMERCIAL: Fitch Assigns 'B-' Rating on 2 Tranches

CGWF COMMERCIAL 2013-RKWH: S&P Affirms BB- Rating on Cl. E Certs.
CHASE COMMERCIAL 1998-2: Fitch Hikes Class I Certs Rating From BB
CIFC FUNDING 2016-I: Moody's Assigns Ba3(sf) Rating to Cl. E Notes
CITIGROUP COMMERCIAL 2016-P6: Fitch Rates Class F Certs 'B-sf'
COLT 2016-3: Fitch Assigns 'Bsf' Rating on Class B-2 Certs

COMM MORTGAGE 2012-LC4: Moody's Affirms B2 Rating on Class F Notes
COMMERCIAL MORTGAGE 2001-CMLB-1: S&P Hikes Cl. G Debt Rating to BB
CREDIT SUISSE 2016-NXSR: Fitch Assigns BB-sf Ratings on 2 Tranches
CREST CDO 2004-1: Fitch Hikes Ratings on 2 Tranches to BBsf
CSFB 2002-CKP1-: Moody's Affirms C Rating on Cl. L Debt

CWABS INC 2002-S2: Moody's Lowers Rating on Class A-5 Certs to B2
ELM CLO 2014-1: S&P Assigns BB- Rating on Class E-R Notes
FIRST UNION 2001-C1: Moody's Affirms Ca Rating on Cl. J Debt
FORTRESS CREDIT VII: S&P Assigns BB- Rating on Class E Notes
FREDDIE MAC 2016-1: Moody's Gives B2 Rating to Class M-2 Debt

FREDDIE MAC: Moody's Hikes $586MM of STACR 2015-DNA2 Notes
GS MORTGAGE 2007-GG10: Fitch Affirms 'Dsf' Rating on Cl. C Certs
GS MORTGAGE 2011-GC3: Moody's Affirms B2 Rating on Class F Notes
GS MORTGAGE 2014-GC18: Fitch Affirms BBsf Ratings on 2 Tranches
GSMS 2013-GC10: Fitch Rates $16.1MM Class F Debt 'Bsf'

GSR MORTGAGE 2005-5F: Moody's Hikes Cl. 1A-2 Debt Rating From Ba2
HONOR AUTOMOBILE 2016-1: S&P Assigns BB- Rating on Cl. C Notes
JAMESTOWN CLO I: S&P Assigns BB- Rating on Cl. D-R Notes
JP MORGAN 2004-CIBC8: Moody's Affirms C(sf) Rating on 2 Tranches
JP MORGAN 2016-JP4: Fitch Rates Class E Certs 'BB-sf'

KINGSLAND IV: Moody's Affirms Ba1 Rating on $18MM Cl. D Notes
KVK CLO 2016-1: Moody's Rates $17.5MM Class E Notes 'Ba3(sf)'
LB-UBS COMMERCIAL 2005-C7: Fitch Hikes Cl. F Debt Rating to 'Bsf'
LEHMAN XS 2007-15N: Moody's Hikes Ratings on 2 Tranches to Caa2
MERRILL LYNCH 2004-BPC1: Fitch Affirms Bsf Rating on Class D Certs

MERRILL LYNCH 2004-MKB1: Fitch Hikes Cl. M Debt Rating to 'BBsf'
MIDOCEAN CREDIT I: S&P Assigns BB Rating on Class D-R Notes
MIDOCEAN CREDIT VI: Moody's Assigns Ba3 Rating to Class E Notes
MORGAN STANLEY 2003-TOP9: Moody's Hikes Rating on Cl. M Debt to BB
MORGAN STANLEY 2016-C32: Fitch Assigns B- Rating to Class F Debt

MORGAN STANLEY 2016-SNR: S&P Assigns BB+ Rating on Cl. E Certs.
OZLM XV: Moody's Assigns Ba3 Rating to Class D Notes
PALMER SQUARE 2014-1: S&P Assigns Prelim. BB Rating on Cl. D-R Debt
PALMER SQUARE 2016-3: S&P Assigns BB Rating on Class D Notes
PREFERRED TERM XII: Moody's Affirms B3 Rating on 3 Tranches

PRIMA CAPITAL 2016-VI: Moody's Assigns Ba2 Rating to Cl. C Notes
PUTNAM STRUCTURED 2001-1: S&P Raises Rating on 2 Notes to CCC+
REGATTA II FUNDING: S&P Gives Prelim BB- Rating on Cl. D-R Notes
RISERVA CLO: Moody's Assigns Ba3(sf) Rating to Cl. E Notes
SHACKLETON 2015-VII: S&P Assigns Prelim. BB Rating on Cl. E Notes

SLM STUDENT 2013-3: Moody's Hikes Cl. A-3 Debt Rating From Ba1
SOFI MORTGAGE 2016-1: Fitch Assigns Bsf Rating on Class B-5 Certs
SOVEREIGN COMMERCIAL 2007-C1: Fitch Hikes Cl. E Debt Rating to CCC
TCI-CENT CLO 2016-1: Moody's Assigns Ba3(sf) Rating to Cl. D Notes
TOYS R US 2001-31: Moody's Cuts Cl. A-1 Debt Rating to Caa2

UCAT 2005-1: Moody's Cuts Class A Debt to Ba2(sf)
VENTURE CDO VIII: Moody's Affirms Ba1 Rating on Class D Notes
VENTURE XXV: Moody's Assigns Ba2 Rating to Class E Notes
VIBRANT CLO V: Moody's Rates Class E Notes 'Ba3'
VOYA CLO 2016-4: Moody's Assigns Ba3(sf) Rating to 2 Tranches

WACHOVIA BANK 2006-C28: Fitch Hikes Cl. A-J Debt Rating to BBsf
WACHOVIA BANK 2006-C29: S&P Affirms B Rating on Cl. A-J Certs.
WATERFRONT CLO 2007-1: Moody's Affirms Ba3 Rating on Cl. D Notes
WELLS FARGO: Fitch Rates $8.44MM Class G Debt 'B-sf'
WESTWOOD CDO II: Moody's Hikes Class E Notes Rating to Ba1

[*] Moody's Hikes $249.8MM Subprime RMBS Issued 2004-2006
[*] Moody's Hikes $3MM of Subprime RMBS Issued 1999-2000
[*] Moody's Takes Action on $144.6MM of Disaster Loans RMBS
[*] Moody's Takes Action on $637.2MM of Subprime RMBS Issued 2004
[*] S&P Completes Review on 32 Classes From 7 US RMBS Deals

[*] S&P Discontinues 30 'D' Ratings on 30 Classes on 19 CMBS Deals
[] Moody's Hikes $52MM of Prime Jumbo RMBS Issued in 2015
[] Moody's Hikes $59.4MM of Alt-A RMBS Issued in 2004
[] Moody's Upgrades $321.7MM of Subprime RMBS Issued 2005-2006

                            *********

ALLEGRO IV: Moody's Assigns Ba3 Rating on Class E Notes
-------------------------------------------------------
Moody's Investors Service has assigned ratings to five classes of
notes issued by Allegro CLO IV, Ltd. (the "Issuer" or "Allegro IV"
).

Moody's rating action is as follows:

U.S.$288,000,000 Class A Senior Secured Floating Rate Notes due
2029 (the "Class A Notes"), Assigned Aaa (sf)

U.S.$52,650,000 Class B Senior Secured Floating Rate Notes due 2029
(the "Class B Notes"), Assigned Aa2 (sf)

U.S.$24,750,000 Class C Mezzanine Secured Deferrable Floating Rate
Notes due 2029 (the "Class C Notes"), Assigned A2 (sf)

U.S.$27,000,000 Class D Mezzanine Secured Deferrable Floating Rate
Notes due 2029 (the "Class D Notes"), Assigned Baa3 (sf)

U.S.$21,600,000 Class E Junior 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.

Allegro IV is a managed cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 90% of the portfolio must consist
of senior secured loans and eligible investments, and up to 10% of
the portfolio may consist of second lien loans and unsecured loans.
The portfolio is approximately 65% ramped as of the closing date.

AXA Investment Managers, Inc. (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: $450,000,000

Diversity Score: 55

Weighted Average Rating Factor (WARF): 2860

Weighted Average Spread (WAS): 4.00%

Weighted Average Coupon (WAC): 7.00%

Weighted Average Recovery Rate (WARR): 48.0%

Weighted Average Life (WAL): 8 years.

Methodology Underlying the Rating Action:

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

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

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

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

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

Rating Impact in Rating Notches

Class A Notes: 0

Class B Notes: -2

Class C Notes: -2

Class D Notes: -1

Class E Notes: 0

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

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


ALM VII(R): Moody's Assigns Ba3 Rating to Class D-R Notes
---------------------------------------------------------
Moody's Investors Service has assigned ratings to six classes of
notes issued by ALM VII(R), Ltd.:

U.S.$260,000,000 Class A-1-R Senior Secured Floating Rate Notes due
2028 (the "Class A-1-R Notes"), Assigned Aaa (sf)

U.S.$3,950,000 Class A-X Senior Secured Floating Rate Notes due
2028 (the "Class A-X Notes"), Assigned Aaa (sf)

U.S. $43,000,000 Class A-2-R Senior Secured Floating Rate Notes due
2028 (the "Class A-2-R Notes"), Assigned Aa2 (sf)

U.S.$21,000,000 Class B-R Senior Secured Deferrable Floating Rate
Notes due 2028 (the "Class B-R Notes"), Assigned A2 (sf)

U.S.$26,000,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2028 (the "Class C-R Notes"), Assigned Baa3 (sf)

U.S.$19,000,000 Class D-R Secured Deferrable Floating Rate Notes
due 2028 (the "Class D-R Notes"), Assigned Ba3 (sf)

The Class A-1-R Notes, the Class A-X Notes, the Class A-2-R Notes,
the Class B-R Notes, the Class C-R Notes and the Class D-R 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.

The Issuer has issued the Rated Notes as well as one class of
preferred shares in connection with the refinancing of six classes
of secured notes and one class of subordinated notes (together, the
"Original Notes") previously issued on September 12, 2013 (the
"Original Closing Date"). The Issuer used the proceeds from the
issuance of the Rated Notes and preferred shares, along with other
transaction proceeds, to redeem in full the Original Notes.

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: an extension
of the non-call period, reinvestment period, weighted average life
test and stated maturity of the notes, changes to the collateral
quality matrix and a variety of other changes to transaction
features.

ALM VII(R) is a managed cash flow CLO. The issued notes are
collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 90.0% of the portfolio must
consist of senior secured loans and eligible investments, and up to
10.0% of the portfolio may consist of second lien loans and
unsecured loans. The underlying portfolio is 100% ramped as of the
closing date for this refinancing.

Apollo Credit Management (CLO), LLC (the "Manager") 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
4.7 year reinvestment period. After the reinvestment period, the
Manager may reinvest unscheduled principal payments and proceeds
from sales of credit risk assets, subject to certain restrictions.

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 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 the following base-case assumptions:

Performing par and principal proceeds balance: $400,000,000

Diversity Score: 44

Weighted Average Rating Factor (WARF): 2910

Weighted Average Spread (WAS): 3.70%

Weighted Average Coupon (WAC): 7.50%

Weighted Average Recovery Rate (WARR): 49.5%

Weighted Average Life (WAL): 8.5 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 a 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 2910 to 3347)

Rating Impact in Rating Notches

Class A-X Notes: 0

Class A-1-R Notes: -1

Class A-2-R Notes: -2

Class B-R Notes: -2

Class C-R Notes: -1

Class D-R Notes: -1

Percentage Change in WARF -- increase of 30% (from 2910 to 3783)

Rating Impact in Rating Notches

Class A-X Notes: 0

Class A-1-R Notes: -1

Class A-2-R Notes: -3

Class B-R Notes: -4

Class C-R Notes: -2

Class D-R Notes: -1



AMMC CLO X: Moody's Hikes Class E Notes Rating From Ba2(sf)
-----------------------------------------------------------
Moody's Investors Service has upgraded the rating on the following
notes issued by AMMC CLO X, Limited:

U.S. $17,600,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2022 (the "Class E Notes"), Upgraded to Baa2 (sf);
previously on March 22, 2012 Definitive Rating Assigned Ba2 (sf)

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

U.S. $267,600,000 Class A Senior Secured Floating Rate Notes due
2022 (current outstanding balance of $147,742,641.13), Affirmed Aaa
(sf); previously on March 22, 2012 Definitive Rating Assigned Aaa
(sf)

AMMC CLO X, Limited, issued in March 2012, is a collateralized loan
obligation (CLO) backed primarily by a portfolio of senior secured
loans. The transaction's reinvestment period ended in April 2016.

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 April 2016. The Class A
notes have been paid down by approximately 45% or $120 million
since the reinvestment period ended in April 2016. Based on the
trustee's December 2016 report, the OC ratios for the Class A/B,
Class C, Class D and Class E notes are reported at 145.75%,
130.61%, 121.49% and 112.77%, respectively, versus April 2016
levels of 128.55%, 120.02%, 114.53% and 109.01%, respectively.
Moody's notes that as of the December 2016 report, the transaction
holds approximately $48.8 million of principal proceeds which are
expected to be paid to the notes on the January 2017 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. Realization of higher than assumed
recoveries would positively impact the CLO.

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

Moody's Adjusted WARF -- 20% (2305)

Class A: 0

Class E: +3

Moody's Adjusted WARF + 20% (3457)

Class A: 0

Class E: -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 $275.8 million, defaulted par of $3.8
million, a weighted average default probability of 15.97% (implying
a WARF of 2881), a weighted average recovery rate upon default of
51.53%, a diversity score of 50 and a weighted average spread of
3.52% (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.



BAIN CAPITAL 2016-2: Moody's Assigns Ba3 Rating on Cl. E Notes
--------------------------------------------------------------
Moody's Investors Service has assigned ratings to five classes of
notes issued by Bain Capital Credit CLO 2016-2, Limited (the
"Issuer" or "Bain 2016-2").

Moody's rating action is as follows:

U.S.$325,500,000 Class A Senior Secured Floating Rate Notes due
2029 (the "Class A Notes"), Definitive Rating Assigned Aaa (sf)

U.S.$71,400,000 Class B Senior Secured Floating Rate Notes due 2029
(the "Class B Notes"), Definitive Rating Assigned Aa2 (sf)

U.S.$36,200,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2029 (the "Class C Notes"), Definitive Rating Assigned A2
(sf)

U.S.$28,900,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2029 (the "Class D Notes"), Definitive Rating Assigned
Baa3 (sf)

U.S.$21,000,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2029 (the "Class E Notes"), Definitive Rating 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.

Bain 2016-2 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 approximately 76% ramped as
of the closing date.

Bain Capital Credit CLO Advisors, LP (the "Manager"), with Bain
Capital Credit, LP acting as sub-manager (the "Sub-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 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: $525,000,000

Diversity Score: 65

Weighted Average Rating Factor (WARF): 2789

Weighted Average Spread (WAS): 3.90%

Weighted Average Coupon (WAC): 7.00%

Weighted Average Recovery Rate (WARR): 47.0%

Weighted Average Life (WAL): 8.3 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 2789 to 3207)

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 2789 to 3626)

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


BANC OF AMERICA 2005-3: Moody's Lowers Cl. B Certs Rating to C
--------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on eleven
classes and downgraded the ratings on two classes in Banc of
America Commercial Mortgage Inc. Commercial Mortgage Pass-Through
Certificates, Series 2005-3 as follows:

Cl. A-M, Affirmed Ba2 (sf); previously on Feb 5, 2016 Downgraded to
Ba2 (sf)

Cl. A-J, Downgraded to Caa3 (sf); previously on Feb 5, 2016
Downgraded to Caa2 (sf)

Cl. B, Downgraded to C (sf); previously on Feb 5, 2016 Downgraded
to Caa3 (sf)

Cl. C, Affirmed C (sf); previously on Feb 5, 2016 Downgraded to C
(sf)

Cl. D, Affirmed C (sf); previously on Feb 5, 2016 Affirmed C (sf)

Cl. E, Affirmed C (sf); previously on Feb 5, 2016 Affirmed C (sf)

Cl. F, Affirmed C (sf); previously on Feb 5, 2016 Affirmed C (sf)

Cl. G, Affirmed C (sf); previously on Feb 5, 2016 Affirmed C (sf)

Cl. H, Affirmed C (sf); previously on Feb 5, 2016 Affirmed C (sf)

Cl. J, Affirmed C (sf); previously on Feb 5, 2016 Affirmed C (sf)

Cl. K, Affirmed C (sf); previously on Feb 5, 2016 Affirmed C (sf)

Cl. L, Affirmed C (sf); previously on Feb 5, 2016 Affirmed C (sf)

Cl. XC, Affirmed Caa3 (sf); previously on Feb 5, 2016 Downgraded to
Caa3 (sf)

RATINGS RATIONALE

The ratings on Classes A-J and B were downgraded due to higher
anticipated losses from specially serviced loans. As of the
December 2016 remittance statement, approximately 90% of the pool
was in special servicing and real estate owned ("REO") assets
represents approximately 84% of the pool by balance.

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

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

Moody's rating action reflects a base expected loss of 76.7% of the
current balance, compared to 74.5% at Moody's last review. Moody's
base expected loss plus realized losses is now 17.2% of the
original pooled balance, compared to 16.9% at the last review.
Moody's provides a current list of base expected losses for conduit
and fusion CMBS transactions on moodys.com at:

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

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

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

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

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

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 December 12, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 82% to $396 million
from $2.16 billion at securitization. The certificates are
collateralized by 13 mortgage loans ranging in size from less than
1% to 29% of the pool. Only one remaining loan, representing 10% of
the pool is currently performing.

Fourteen loans have been liquidated from the pool, contributing to
a total certificate loss of $67.5 million (for an average loss
severity of 16%). Twelve loans, constituting 90% of the pool, are
currently in special servicing. The largest specially serviced loan
is the Marley Station Loan ($114 million -- 28.9% of the pool),
which is secured by a two-story regional mall located in Glen
Burnie, Maryland. The center is anchored by Sears, J.C. Penney and
Macy's. Boscov's was the fourth anchor, however, the retailer
vacated after the company's bankruptcy. The loan transferred to
special servicing in April 2012 due to imminent monetary default
and became real estate owned (REO) in January 2014. As of October
2016, the mall was 71% occupied (excluding anchor tenants). Moody's
anticipates a significant loss on this loan.

The second largest specially serviced loan is the Fiesta Mall Loan
($83.3 million -- 21% of the pool), which is secured by a 309,000
square foot (SF) portion of a 933,000 SF regional mall located in
Mesa, Arizona. The property's non-collateral anchors are Sears and
Dillard's. Several major tenants have vacated the property,
including Macy's, which closed its store in 2014, and Best Buy,
which closed in late 2016. The loan transferred to special
servicing in February 2013 due to imminent monetary default
relating to tenancy issues and the property has been REO since
September 2013. The market is saturated with five malls located
within a 13 mile radius. Moody's anticipates a significant loss on
this loan.

The third largest specially serviced loan is the FRI Portfolio
($60.1 million -- 15.2%), which was originally secured by two
office buildings, Regions Center located in Nashville, Tennessee
and Concourse Towers located in West Palm Beach, Florida. Regions
Center was sold in September 2013 and the proceeds were applied to
the loan balance and outstanding advances. The remaining collateral
property, Concourse Towers, has been REO since May 2013. Moody's
anticipates a significant loss on this loan.

The remaining nine specially serviced loans are secured by a mix of
property types. Moody's estimates an aggregate $303.6 million loss
for the specially serviced loans (an 85% expected loss on
average).

The only remaining performing loan is the Mercantile West Loan
($40.2 million -- 10.2% of the pool), which is secured by a grocery
anchored retail center located in Ladera Ranch, California. The
center is anchored by a Pavilions grocery store with a lease
through 2019. As of June 2016, the property was 94% leased,
compared to 96% as of year-end 2015. Moody's LTV and stressed DSCR
are 83% and 1.19X, respectively, compared to 93% and 1.06X at the
last review. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.


BAYVIEW OPPORTUNITY 2016-SPL2: Fitch to Rate Class B5 Notes 'Bsf'
-----------------------------------------------------------------
Fitch Ratings expects to rate Bayview Opportunity Master Fund IVb
Trust 2016-SPL2 (BOMFT 2016-SPL2) as:

   -- $142,320,000.00 class A notes 'AAAsf'; Outlook Stable;
   -- $142,320,000.00 class A-IOA notional notes 'AAAsf'; Outlook
      Stable;
   -- $142,320,000.00 class A-IOB notional notes 'AAAsf'; Outlook
      Stable;
   -- $18,455,000.00 class B1 notes 'AAsf'; Outlook Stable;
   -- $18,455,000.00 class B1-IOA notional notes 'AAsf'; Outlook
      Stable;
   -- $18,455,000.00 class B1-IOB notional notes 'AAsf'; Outlook
      Stable;
   -- $5,661,000.00 class B2 notes 'Asf'; Outlook Stable;
   -- $5,661,000.00 class B2-IO notional notes 'Asf'; Outlook
      Stable;
   -- $14,719,000.00 class B3 notes 'BBBsf'; Outlook Stable;
   -- $14,719,000.00 class B3-IOA notional notes 'BBBsf'; Outlook
      Stable;
   -- $14,719,000.00 class B3-IOB notional notes 'BBBsf'; Outlook
      Stable;
   -- $11,662,000.00 class B4 notes 'BBsf'; Outlook Stable;
   -- $11,662,000.00 class B4-IOA notional notes 'BBsf'; Outlook
      Stable;
   -- $11,662,000.00 class B4-IOB notional notes 'BBsf'; Outlook
      Stable;
   -- $9,285,000.00 class B5 notes 'Bsf'; Outlook Stable;

These classes will not be rated by Fitch:

   -- $24,342,818.84 class B6 notes;
   -- $24,342,818.84 class B6-IO notional notes.

The notes are supported by a pool of 4,274 seasoned performing and
re-performing (RPL) loans of which 98% are daily simple interest
mortgage loans totaling $226.44 million, which excludes
$7.3 million in non-interest-bearing deferred principal amounts, as
of the cutoff date.  Distributions of principal and interest and
loss allocations are based on a sequential pay, senior subordinate
structure.

The 'AAAsf' rating on the class A, A-IOA and A-IOB notes reflects
the 37.15% subordination provided by the 8.15% class B1, 2.50%
class B2, 6.50% class B3, 5.15% class B4, 4.10% class B5, and
10.75% class B6 notes.

Fitch's ratings on the class notes reflect the credit attributes of
the underlying collateral, the quality of the servicer (Bayview
Loan Servicing, LLC, rated 'RSS2+'), the representation (rep) and
warranty framework, minimal due diligence findings, and the
sequential pay structure.

                       KEY RATING DRIVERS

Clean Current Loans (Positive): The loans are seasoned
approximately 10 years with roughly 96.4% of the pool paying on
time for the past 24 months and 90.2% current for the past three
years.  In addition, 36.7% of the pool has been modified due to
performance issues, while the remaining loans were either not
modified (35.7%) or had their interest rates reduced due to an
interest rate reduction rider incorporated at origination (27.7%).

Low Property Values (Concern): Based on Fitch's analysis, the
average current property value of the pool is approximately
$93,000, which is much lower than the average of other Fitch-rated
RPL transactions of over $150,000.  Historical data from CoreLogic
Loan Performance indicate that recently observed loss severities
(LS) have been higher for very low property values than that
implied by Fitch's loan loss model.  For this reason, LS floors
were applied to loans with property values below $100,000, which
ranged from 49%-100%, and increased our 'AAAsf' loss expectation by
250 basis points (bps).

Daily Simple Interest Loans (Concern): Approximately 98% of the
pool consists of daily simple interest loans that accrue interest
on a daily basis from the date of the borrower's last payment.
While the monthly payment is fixed, if a borrower pays earlier than
the due date, less of the payment is applied to interest and more
is applied to principal.  If the borrower pays late, more of the
payment is applied to interest and less goes to principal.

Because the bonds pay on a 30/360 day schedule, Fitch analyzed the
risk of a disproportionate number of borrowers paying earlier than
scheduled, which could cause the bonds to become
undercollateralized solely due to the mismatch in application of
payments between the loans and the bonds.  Fitch analyzed pay dates
of the borrowers and found that roughly the same number of
borrowers pay either earlier or later than the due date.  In
addition, close to 60% of the borrowers are on autopay, which
mitigates the payment date risk.  Furthermore, Fitch believes the
excess interest generated by the later pay borrowers that is
available to pay down principal should offset the risk of
undercollateralization.

Portfolio Loans from a Single Originator (Positive): This
transaction consists of a portfolio of loans that Bayview Asset
Management (BAM) purchased from CitiFinancial Credit Company and
its lending subsidiaries (CitiFinancial).  Given that over 95% of
the loans were originated and serviced by a single originator prior
to sale to BAM, Fitch believes that a 24% compliance, data
integrity and pay history sample is sufficient to capture the
potential risk of incomplete files that could accompany portfolios
traded in the secondary market.  A full custodial file and tax
review was conducted on 100% of the pool (tax review result is
still outstanding on approximately 4.5% of the pool), and title
search was conducted on over 96% of the pool.  In addition, BAM,
with the guidance of Bayview Loan Servicing, LLC (BLS; as servicer
and rated 'RSS2+' by Fitch), reconstructed the past four years of
pay histories for 100% of the loans.

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

Sequential-Pay Structure (Positive): The transaction's cash flow is
based on a sequential-pay structure, whereby the subordinate
classes do not receive principal until the senior classes are
repaid in full.  Losses are allocated in reverse-sequential order.
In addition, 40 basis points (bps) from the interest remittance
amount will be used to pay down principal as well as any excess
interest allocation from the loan-level daily interest accrual
calculation.  The provision to re-allocate principal to pay
interest on the 'AAAsf' and 'AAsf' rated notes prior to other
principal distributions, as well as the application of excess
interest to the notes, is highly supportive of timely interest
payments to those classes, in the absence of servicer advancing.

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

Under Fitch's 'Criteria for Rating Caps and Limitations in Global
Structured Finance Transactions,' dated June 2016, it may assign
ratings of up to 'Asf' on notes that incur deferrals if such
deferrals are permitted under terms of the transaction documents,
provided such amounts are fully recovered well in advance of the
legal final maturity under the relevant rating stress.

Tier 1 Representation Framework (Positive): Fitch considers the
transaction's representation, warranty and enforcement (RW&E)
mechanism framework to be consistent with Tier I quality.  The
transaction benefits from life-of-loan representations and
warranties (R&Ws), as well as a backstop by BAM in the event the
sponsor, Bayview Opportunity Master Fund IVb, L.P., is liquidated
or terminated.

Solid Alignment of Interest (Positive): The sponsor, Bayview
Opportunity Master Fund IVb, L.P., will acquire and retain a 5%
vertical interest in each class of the securities to be issued.

In addition, the sponsor will also be the rep provider until at
least July 2021.  If the fund is liquidated or terminated, BAM will
be obligated to provide a remedy for material breaches of R&Ws.

                         CRITERIA APPLICATION

Fitch's analysis incorporated four criteria variations from the
'U.S. RMBS Master Rating Criteria' and the 'U.S. RMBS Seasoned and
Re-performing Loan Criteria' which are described below.

The first variation is the less than 100% TPR due diligence review
for regulatory compliance, data integrity and pay history.  Title
review was conducted on over 96% of the pool and a tax and
custodial file review was conducted on 100% of the pool.  The tax
review results are still to be received on approximately 4.5% of
the pool.  The less than 100% TPR review is consistent with Fitch's
criteria for seasoned performing pools.  However, because Fitch's
criteria states it views pools as seasoned performing if it
consists of loans that have never been modified, a criteria
variation was made.  Without this variation, the pool would have
had 100% compliance, data integrity and pay history TPR review to
achieve a 'AAAsf' rating.  Fitch is comfortable with the reduced
due diligence sample since over 95% of the loans were originated by
a single lender and the sample provided is sufficient to provide a
reliable indication of the operational quality of the lender.

The second variation is the use of Clear Capital's HDI valuation
product as updated property values instead of an automated
valuation model (AVM).  Fitch's criteria allow for the use of an
AVM product as updated values if there are sufficient compensating
factors.  Clear Capital's HDI product is not an AVM but rather an
indexation product.  Clear Capital is a reputable third party
vendor that provides valuation services.

A review of the HDI product's white paper indicates values are
based on a robust data set which goes down to the neighborhood
level and incorporates REO sales.  Fitch believes the HDI product
to be an adequate alternative to an AVM.  The HDI product was only
used for loans that were clean current for the prior 24 months and
had a LTV


BEAR STEARNS 2007-PWR18: Fitch Affirms 'Dsf' Rating on Cl. E Debt
-----------------------------------------------------------------
Fitch Ratings has affirmed all classes of Bear Stearns Commercial
Mortgage Securities Trust series 2007-PWR18.

                        KEY RATING DRIVERS

The affirmations reflect sufficient credit enhancement relative to
pool expected losses.  As of the November 2016 distribution date,
the pool's aggregate principal balance has been reduced by 48% to
$1.3 billion from $2.5 billion at issuance.  Per the servicer
reporting, 12 loans (8.9% of the pool) are defeased.  Interest
shortfalls in the amount of $6.5 million are affecting classes C,
D, E, H, K, L, N and S.

Stable Performance: The overall performance of the collateral pool
has remained stable since Fitch's last rating action.  Fitch
modeled losses of 13.2% on the original pool balance, including
8.1% realized losses to date.  Currently there are no specially
serviced loans in the remaining pool.

Increased Defeasance: Twelve loans (8.9% of pool) are fully
defeased, up from five loans (3%) at Fitch's last rating action.

Loans of Concern: Fitch has designated 21 (29.6% of current pool
balance) Fitch Loans of Concern, including five (22.5%) of the top
15 loans.  The three largest drivers to modeled losses are the
DRA/Colonial Office Portfolio, the Marriott Houston Westchase and
the Trumbull Marriott.

Maturity Concentration: While defeased collateral has increased,
Fitch remains concerned about a number of highly leveraged,
underperforming loans, which may face challenges refinancing.  Of
the pool, 99.6% is scheduled to mature in 2017.  The majority of
the 2017 loan maturities are concentrated during third and fourth
quarters (31% and 67% of pool, respectively).

                        RATING SENSITIVITIES

The Stable Outlooks on classes A-4, A-1A, A-M and AM-A indicate
that ratings are expected to remain stable due to sufficient credit
enhancement and continued paydown.  Downgrades are possible if
underperforming loans further decline or if highly leveraged loans
fail to refinance.  Upgrades are not likely as pool concentration
is expected to increase.  The distressed classes (rated below 'B')
may be subject to further rating actions as losses are realized.

Fitch has affirmed these classes:

   -- $614.1 million class A-4 at 'AAAsf'; Outlook Stable;
   -- $134.8 million class A-1A at 'AAAsf'; Outlook Stable;
   -- $211.6 million class A-M at 'AAsf'; Outlook Stable;
   -- $38.9 million class A-MA at 'AAsf'; Outlook Stable;
   -- $182.5 million class A-J at 'CCCsf'; RE80%;
   -- $33.6 million class A-JA at 'CCCsf'; RE80%;
   -- $25 million class B at' CCsf'; RE0%;
   -- $25 million class C at' CCsf'; RE0%;
   -- $18.8 million class D at 'CCsf'; RE0%;
   -- $13.2 million class E at 'Dsf'; RE0%.

Classes F through Q have been depleted due to realized losses and
are affirmed at 'Dsf' RE 0%.  Classes A-1, A-2, A-3 and A-AB have
paid in full.  Fitch does not rate class S.  Fitch has withdrawn
the ratings assigned to the interest only classes X-1 and X-2 at
the previous review.


BENEFIT STREET IV: S&P Assigns Prelim. BB Rating on Cl. D-R Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to the class
A-1-R, A-2-R, B-R, C-R, and D-R replacement floating-rate notes
from Benefit Street Partners CLO IV Ltd., a collateralized loan
obligation originally issued in 2014 that is managed by Benefit
Street Partners 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.

On the Dec. 22, 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.

Based on provisions in the supplemental indenture:

   -- The replacement class A-1-R, A-2-R, B-R, C-R, and D-R notes
      are expected to be issued at a higher (or the same) spread
      than the original notes.

   -- The replacement class A-1-R, A-2-R, B-R, C-R, and D-R notes
      are expected to be issued at floating spreads, replacing the

      current fixed and floating notes.

   -- The stated maturity, reinvestment period, and weighted
      average life test date will be extended by three years.

   -- Of the underlying collateral obligations, 98.71% have credit

      ratings assigned by S&P Global Ratings.

   -- Of the underlying collateral obligations, 95.64% have
      recovery ratings assigned by S&P Global Ratings.

PRELIMINARY RATINGS ASSIGNED

Benefit Street Partners CLO IV Ltd./Benefit Street Partners CLO IV
LLC (Refinancing And Extension)

Class       Preliminary rating   Balance (mil. $)

A-1-R       AAA (sf)             305.00
A-2-R       AA (sf)              65.00
B-R         A (sf)               41.00
C-R         BBB (sf)             27.00
D-R         BB (sf)              22.75
Sub notes   NR                   51.52


BLUEMOUNTAIN CLO 2013-1: S&P Assigns BB Rating on Cl. D-R Notes
---------------------------------------------------------------
S&P Global Ratings assigned its ratings to the class A-1-R, A-2-R,
B-R, C-R, and D-R floating-rate replacement notes from BlueMountain
CLO 2013-1 Ltd., a collateralized loan obligation (CLO) originally
issued in 2013 that is managed by BlueMountain Capital Management
LLC.  S&P withdrew its ratings on the original class A-1, A-2A,
A-2B, B, C, and D notes following payment in full on the Dec. 16,
2016, refinancing date.

On the Dec. 16, 2016, refinancing date, the proceeds from the class
A-1-R, A-2-R, B-R, C-R, and D-R replacement note issuances were
used to redeem the original class A-1, A-2A, A-2B, B, C, and D
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 is assigning ratings to the
replacement notes.

S&P's review of this transaction included a cash flow analysis,
based on the portfolio and transaction as presented to S&P in
connection with this review, 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
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.

The assigned 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 relied in part upon a criteria
interpretation with respect to our May 2014 criteria "CDOs: Mapping
A Third Party's Internal Credit Scoring System To Standard & Poor's
Global Rating Scale," which allows S&P to use a limited number of
public ratings from other Nationally Recognized Statistical Rating
Organizations 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, while 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 rating actions as it
deems necessary.

RATINGS ASSIGNED

BlueMountain CLO 2013-1 Ltd./BlueMountain CLO 2013-1 Inc.
                                   Amount
Replacement class    Rating      (mil. $)
A-1-R                AAA (sf)      310.00
A-2-R                AA (sf)        62.00
B-R                  A (sf)         39.00
C-R                  BBB (sf)       26.00
D-R                  BB (sf)        23.60

RATINGS WITHDRAWN

BlueMountain CLO 2013-1 Ltd./BlueMountain CLO 2013-1 Inc.
                            Rating
Original class          To           From
A-1                     NR           AAA (sf)
A-2A                    NR           AA+ (sf)
A-2B                    NR           AA+ (sf)
B                       NR           A+ (sf)
C                       NR           BBB+ (sf)
D                       NR           BB (sf)

OTHER CLASSES OUTSTANDING

BlueMountain CLO 2013-1 Ltd./BlueMountain CLO 2013-1 Inc.
Class                   Rating
Subordinated notes      NR

NR--Not rated.



CAPITALSOURCE 2006-A: Moody's Hikes Class B Debt Rating to Ba1
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by CapitalSource Real Estate Loan Trust 2006-A.
("CapitalSource 2006-A"):

Cl. B, Upgraded to Ba1 (sf); previously on Jan 20, 2016 Upgraded to
Ba3 (sf)

Cl. C, Upgraded to B3 (sf); previously on Jan 20, 2016 Affirmed
Caa2 (sf)

Cl. D, Upgraded to Caa1 (sf); previously on Jan 20, 2016 Affirmed
Caa3 (sf)

Cl. E, Upgraded to Caa2 (sf); previously on Jan 20, 2016 Affirmed
Caa3 (sf)

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

Cl. H, Downgraded to Ca (sf); previously on Jan 20, 2016 Affirmed
Caa3 (sf)

Cl. J, Downgraded to C (sf); previously on Jan 20, 2016 Affirmed Ca
(sf)

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

Cl. F, Affirmed Caa3 (sf); previously on Jan 20, 2016 Affirmed Caa3
(sf)

Cl. G, Affirmed Caa3 (sf); previously on Jan 20, 2016 Affirmed Caa3
(sf)

RATINGS RATIONALE

Moody's has upgraded the ratings of four classes of notes due to
rapid amortization of the underlying collateral and higher than
anticipated recoveries on high credit risk collateral resulting in
material amortization of senior classes of notes and the improved
weighted average rating factor (WARF) which more than offsets the
worsening weighted average recovery rate (WARR). Moody's has also
downgraded the ratings of two classes of notes due to a $17.0
million in implied losses and lower expected recoveries from
defaulted assets since last review. Moody's has also affirmed the
ratings of two classes because key transaction metrics are
commensurate with the existing ratings. The rating action is the
result of Moody's on-going surveillance of commercial real estate
collateralized debt obligation (CRE CDO and Re-Remic)
transactions.

CapitalSource 2006-A is a cash transaction whose reinvestment
period ended in January 2012. The transaction is backed by a
portfolio of: i) commercial real estate ("CRE") whole loans and
senior participations (97.0% of the collateral pool balance); ii)
asset-backed securities ("ABS") (2.5%); and iii) a CRE b-note
(0.5%). As of the trustee's November 23, 2016 report, the aggregate
note balance of the transaction, including preferred shares, is
$400.0 million, compared to $1.3 billion at issuance, with pay-down
directed to the senior-most classes of notes.

The collateral pool contains three loans totaling $128.3 million
(33.6% of the collateral pool balance) that are listed as defaulted
securities as of the trustee's November 23, 2016 report. While
there have been small realized losses on the underlying collateral
to date, Moody's does expect high losses to occur on these
defaulted securities.

Moody's has identified the following as key indicators of the
expected loss in CRE CLO transactions: the weighted average rating
factor (WARF), the weighted average life (WAL), the weighted
average recovery rate (WARR), and Moody's asset correlation (MAC).
Moody's typically models these as actual parameters for static
deals and as covenants for managed deals.

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has updated its assessments for the collateral it does not
rate. The rating agency modeled a bottom-dollar WARF of 6192,
compared to 7100 at last review. The current distribution of
Moody's rated collateral and assessments for non-Moody's rated
collateral is as follows: Aaa-Aa3 and 3.4% compared to 2.8% at last
review, A1-A3 and 0.2% compared to 2.2% at last review, Baa1-Baa3
and 0.8% compared to 1.2% at last review, Ba1-Ba3 and 2.0% compared
to 2.1% at last review, B1-B3 and 32.6% compared to 0.0% at last
review, Caa1-Ca/C and 61.0% compared to 92.8% at last review.

Moody's modeled a WAL of 2.1 years, compared to 2.0 years at last
review The WAL is based on assumptions about extensions on
underlying collateral.

Moody's modeled a fixed WARR of 36.7%, compared to 44.7% at last
review.

Moody's modeled a MAC of 38.6%, compared to 99.9% at last review.

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 a upgrade or downgrade of the ratings:

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

Moody's Parameter Sensitivities: Changes to any one or more of the
key parameters could have rating implications for some of the rated
notes, although a change in one key parameter assumption could be
offset by a change in one or more of the other key parameter
assumptions. The rated notes are particularly sensitive to changes
in the recovery rates of the underlying collateral and credit
assessments. Reducing the recovery rates of the collateral pool by
10.0% would result in an average modeled rating movement on the
rated notes of zero to three notches downward (e.g., one notch down
implies a ratings movement of Baa3 to Ba1). Increasing the recovery
rate of the collateral pool by 10.0% would result in an average
modeled rating movement on the rated notes of zero to ten notches
upward (e.g., one notch upward implies a ratings movement of Baa3
to Baa2).

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


CARNOW AUTO 2016-1: S&P Assigns BB Rating on Class D Notes
----------------------------------------------------------
S&P Global Ratings assigned ratings to CarNow Auto Receivables
Trust 2016-1's $109.77 million automobile receivables-backed notes
series 2016-1.

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

The ratings reflect:

   -- The availability of approximately 67.9%, 58.4%, 47.5% and
      42.1% credit support for the class A, B, C, and D notes,
      respectively, based on stressed break-even cash flow
      scenarios (including excess spread).  These credit support
      levels provide coverage of more than 2.00x, 1.65x, 1.35x,
      and 1.20x S&P's expected net loss range of 33.00%-34.00% for

      the class A, B, C, and D notes, respectively.

   -- The timely interest and principal payments by S&P's assumed
      legal final maturity dates made under stressed cash flow
      modeling scenarios that are appropriate to the assigned
      ratings.

   -- S&P's expectation that under a moderate, or 'BBB', stress
      scenario, the ratings on the class A, B, C, and D notes
      likely would not decline by more than one rating category
      within the first year, (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 for 'A', 'BBB', and 'BB' rated securities

      under moderate stress conditions.  Under the 'BBB' moderate
      stress, the class D notes would ultimately default.

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

   -- The collateral characteristics of the subprime pool being
      securitized:

   -- The pool is approximately eight months seasoned, and all of
      the loans have an original term of 60 months or less, which
      S&P expects will result in the pool being paid down faster
      relative to many other subprime pools with longer loan terms

      and less seasoning.

   -- The transaction's payment and legal structures.

RATINGS ASSIGNED

CarNow Auto Receivables Trust 2016-1

Class       Rating       Type            Interest        Amount
                                         rate          (mil. $)
A           AA (sf)      Senior          Fixed            57.73
B           A (sf)       Subordinate     Fixed            22.77
C           BBB (sf)     Subordinate     Fixed            21.14
D           BB (sf)      Subordinate     Fixed             8.13


CATAMARAN CLO 2016-1: Moody's Assigns Ba3(sf) Rating to Cl. D Notes
-------------------------------------------------------------------
Moody's Investors Service has assigned a rating to five classes of
notes to be issued by Catamaran CLO 2016-1 Ltd.

Moody's rating action is as follows:

U.S.$256,000,000 Class A-1 Floating Rate Notes due 2029 (the "Class
A-1 Notes"), Assigned Aaa (sf)

U.S.$48,000,000 Class A-2 Floating Rate Notes due 2029 (the "Class
A-2 Notes"), Assigned Aa2 (sf)

U.S.$24,000,000 Class B Deferrable Floating Rate Notes due 2029
(the "Class B Notes"), Assigned A2 (sf)

U.S.$22,000,000 Class C Deferrable Floating Rate Notes due 2029
(the "Class C Notes"), Assigned Baa3 (sf)

U.S.$18,000,000 Class D Deferrable Floating Rate Notes due 2029
(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 and 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.

Catamaran 2016-1 is a managed cash flow CLO. The issued notes will
be collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 92.5% of the portfolio must be
invested in senior secured loans and eligible investments and up to
7.5% of the portfolio may consist of second lien loans, senior
unsecured loans and first-lien last-out loans. The portfolio is
required to be at least 80% ramped as of the closing date.

Trimaran Advisors Management, L.L.C. (the "Manager") will direct
the selection, acquisition and disposition of collateral on behalf
of the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's four year
reinvestment period. Thereafter, purchases are permitted using
principal proceeds from unscheduled principal payments and proceeds
from sales of credit risk obligations, subject to certain
restrictions.

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

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

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

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

Par amount: $400,000,000

Diversity Score: 60

Weighted Average Rating Factor (WARF): 2795

Weighted Average Spread (WAS): 3.95%

Weighted Average Coupon (WAC): 6.50%

Weighted Average Recovery Rate (WARR): 47 %

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 2795 to 3214)

Rating Impact in Rating Notches

Class A-1 Notes: 0

Class A-2 Notes: -2

Class B Notes: -2

Class C Notes: -1

Class D Notes: 0

Percentage Change in WARF -- increase of 30% (from 2795 to 3634)

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



CCA ONE 3: Fitch Hikes Class 3F Debt Rating to 'BBsf'
-----------------------------------------------------
Fitch Ratings has upgraded one and affirmed two classes of
Commercial Capital Access One, Series 3 (CCA One, Series 3)
commercial mortgage pass-through certificates.

                        KEY RATING DRIVERS

The upgrade reflects pay down from amortization and increased
credit enhancement.  As of the November 2016 distribution date, the
pool's aggregate principal balance has been reduced by 96.7% to
$14.3 million from $433.7 million at issuance.  The pool has
experienced $32.2 million (7.4% of the original pool balance) in
realized losses to date.  There are seven loans remaining in the
pool, including one specially serviced loan (14.7% of the pool) and
one Fitch Loan of Concern (13.8% of the pool).  Pay-off of the
specially serviced loan, Island Palms, is imminent with minimal
losses anticipated.

Amortization and Low Leverage: All loans in master servicing are
fully amortizing, most of which have low leverage.  Near-term
pay-off of class 3E is anticipated.

Pool Concentration Risk: Pool concentration remains a concern due
to performance risk from the Berkley Medical Building (13.8% of the
pool), binary risk from a single tenant asset (20.4% of the pool),
and overall quality of the remaining collateral.

Berkley Medical Building: The Fitch Loan of Concern (13.8% of the
pool) is secured by the Berkley Medical Building, a 31,219 sf
suburban medical office property located in Berkley, MI (Detroit
MSA).  The subject has experienced recent occupancy declines as a
result of tenant rollover.  Occupancy may be further affected in
2017 with additional tenant rollover and the subject's location
within a weak market, which could limit the sponsor's ability to
re-tenant the vacant space.  Occupancy declined from 96.9% as of
year-end (YE) 2015 to 77.5% per the September 2016 rent roll.  DSCR
was 1.35x as of YE 2015 and 1.26x as of year-to-date (YTD)
September 2016.  Fitch will continue to monitor.

                      RATING SENSITIVITIES

The rating on Class 3E is expected to remain stable due to pay down
from amortization.  All loans in master servicing are fully
amortizing and performing.  However, the rating of Class 3F has
been capped due to pool concentration, risk from the Berkley
Medical Building's underperformance (13.8% of the pool), binary
risk from a single tenant asset (20.4% of the pool) and overall
quality of the remaining collateral.  Class 3F may be subject to
further rating actions should realized losses be greater than
Fitch's expectations.

Fitch has upgraded this class as indicated:

   -- $10.8 million class 3F to 'BBsf' from 'CCCsf'; assigned
      Outlook Stable;

Fitch has affirmed these classes as indicated:

   -- $974 thousand class 3E at 'Asf'; Outlook Stable.
   -- $2.5 million class 3G at 'Dsf'; RE 90%.

The class 3A-1, 3A-2, 3X, 3B, 3C, and 3D certificates have paid in
full.  Fitch does not rate the class 3H certificates.


CFCRE 2016-C3: Fitch Gives B-sf Ratings on 2 Tranches
-----------------------------------------------------
Fitch Ratings has affirmed 18 classes of Cantor Commercial Real
Estate CFCRE 2016-C3 Mortgage Trust commercial mortgage
pass-through certificates.

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 December 2016 distribution date, the
pool's aggregate principal balance has been reduced by 0.5% to
$699.9 million from $703.6 million at issuance. No loans are
delinquent, in special servicing, or defeased.

Stable Performance: Performance of the pool has been stable since
issuance with no loans delinquent or in special servicing.

High Issuance Fitch Leverage: At issuance, the pool had higher
leverage statistics than other recent Fitch-rated fixed-rate
multiborrower transactions. The pool's Fitch debt service coverage
ratio (DSCR) of 1.12x was lower than the 2015 and 2014 averages of
1.18x and 1.19x, respectively. The pool's Fitch loan to value (LTV)
of 109.5% was higher than the 2015 and 2014 averages of 109.3%.

Limited Amortization: Twelve loans totaling 36.3% of the pool are
full-term interest-only and nine loans representing 24% of the pool
are partial interest only. The pool is scheduled to amortize by
10.5% over the term of the loans, roughly consisted with the 2016
YTD average (10.4%) and lower than the 2014 and 2015 averages of
12.0% and 11.7%, respectively.

High Pool Concentration: The top 10 and top 20 loans comprise 56.2%
and 83.4% of the pool, respectively, higher than 2016 YTD averages
of 54.9% and 77.3%, and 2015 averages of 49.3% and 67.8%.

Quality Collateral at Issuance: The quality of the assets is
considered above average. As a percentage of the inspected
properties, 67.1% received property quality grades of 'B+' or
higher. Four loans (24.8% of the pool) received property quality
grades of 'A-' or higher. No properties received grades below
'B-'.

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.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10
No third-party due diligence was provided or reviewed in relation
to this rating action.

Fitch has affirmed the following ratings:

--$25,399,531 class A-1 at'AAAsf'; Outlook Stable;
--$40,514,000 class A-SB at 'AAAsf'; Outlook Stable;
--$200,000,000 class A-2 at 'AAAsf'; Outlook Stable;
--$222,884,000 class A-3 at 'AAAsf'; Outlook Stable;
--$528,543,000b class X-A at 'AAAsf'; Outlook Stable;
--$36,057,000 class A-M at 'AAAsf'; Outlook Stable;
--$37,815,000 class B at 'AA-sf'; Outlook Stable;
--$37,815,000b class X-B at 'AA-sf'; Outlook Stable;
--$37,816,000 class C at 'A-sf'; Outlook Stable;
--$37,816,000b class X-C at 'A-sf'; Outlook Stable;
--$41,334,000a class D at 'BBB-sf'; Outlook Stable;
--$41,334,000ab class X-D at 'BBB-sf'; Outlook Stable;
--$10,553,000a class E at 'BB+sf'; Outlook Stable;
--$10,553,000ab class X-E at 'BB+sf'; Outlook Stable;
--$8,795,000a class F at 'BB-sf'; Outlook Stable;
--$8,795,000ab class X-F at 'BB-sf'; Outlook Stable;
--$7,915,000a class G at 'B-sf'; Outlook Stable;
--$7,915,000ab class X-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 H certificates or the class X-H
certificates.


CFCRE COMMERCIAL: Fitch Assigns 'B-' Rating on 2 Tranches
---------------------------------------------------------
Fitch Ratings has assigned the following ratings and Rating
Outlooks to CFCRE Commercial Mortgage Trust 2016-C7 commercial
mortgage pass-through certificates:

-- $20,266,000 class A-1 'AAAsf'; Outlook Stable;
-- $28,337,000 class A-SB 'AAAsf'; Outlook Stable;
-- $184,000,000 class A-2 'AAAsf'; Outlook Stable;
-- $224,436,000 class A-3 'AAAsf'; Outlook Stable;
-- $457,039,000a class X-A 'AAAsf'; Outlook Stable;
-- $77,534,000a class X-B 'AA-sf'; Outlook Stable;
-- $42,439,000 class A-M 'AAAsf'; Outlook Stable;
-- $35,095,000 class B 'AA-sf'; Outlook Stable;
-- $32,645,000 class C 'A-sf'; Outlook Stable;
-- $16,323,000ab class X-E 'BB-sf'; Outlook Stable;
-- $7,346,000ab class X-F 'B-sf'; Outlook Stable;
-- $35,094,000b class D 'BBB-sf'; Outlook Stable;
-- $16,323,000b class E 'BB-sf'; Outlook Stable;
-- $7,346,000b class F 'B-sf'; Outlook Stable.

The following classes are not rated:
-- $26,932,725ab class X-G;
-- $26,932,725b class G.

Fitch has withdrawn the expected rating on the interest-only class
X-C and class X-D certificates as they are no longer being
offered.

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

KEY RATING DRIVERS

Fitch Leverage: The transaction has slightly better leverage than
other recent Fitch-rated transactions. The Fitch loan-to-value
(LTV) for the trust of 103% is below the year-to-date (YTD) 2016
average of 105.5%. The Fitch debt service coverage ratio (DSCR) for
the trust of 1.19x is similar to the YTD 2016 average of 1.20x.
Excluding credit opinion loans, the pool's Fitch DSCR and LTV are
1.13x and 110.2%, respectively. Comparatively, the YTD 2016 average
Fitch DSCR and LTV for Fitch-rated deals excluding credit-opinion
and co-op loans are 1.16x and 109.9%.

Above-Average Pool Concentration: The top 10 loans comprise 61.9%
of the pool, which is greater than the recent averages of 54.6% for
YTD 2016 and 49.3% for 2015. Additionally, the loan concentration
index (LCI) and sponsor concentration index (SCI) are 488 and 548,
respectively, greater than the respective YTD 2016 averages of 421
and 494.

Investment-Grade Credit-Opinion Loans: Two loans in the pool,
Hilton Hawaiian Village (8.7% of pool) and Potomac Mills (6.2% of
pool), have investment-grade credit opinions. Hilton Hawaiian
Village has an investment-grade credit opinion of 'BBB-sf*' on a
stand-alone basis. Potomac Mills has an investment-grade credit
opinion of 'BBBsf*' on a stand-alone basis. The two loans have a
weighted average Fitch DSCR and LTV of 1.56x and 62%, respectively.
The proportion of credit-opinion loans in this pool of 14.9% is
well above the YTD 2016 average of 7.7%.

Limited Amortization: Based on the scheduled balance at maturity,
the pool will pay down by only 7.8%, which is below the YTD 2016
average of 10.5%. Twelve loans, representing 50.5% of the pool, are
full-term interest only, and nine loans, representing 15.6% of the
pool, are partial interest only. The remainder of the pool is made
up of 16 balloon loans, representing 33.9% of the pool, with loan
terms of five to 10 years.

RATING SENSITIVITIES
For this transaction, Fitch's net cash flow (NCF) was 17.7% below
the most recent year's net operating income (NOI; for properties
for which a full-year NOI was provided, excluding properties that
were stabilizing during this period). Unanticipated further
declines in property-level NCF could result in higher defaults and
loss severities on defaulted loans and in potential rating actions
on the certificates.

Fitch evaluated the sensitivity of the ratings assigned to CFCRE
2016-C7 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 'Asf' 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.


CGWF COMMERCIAL 2013-RKWH: S&P Affirms BB- Rating on Cl. E Certs.
-----------------------------------------------------------------
S&P Global Ratings raised its ratings on five classes of commercial
mortgage pass-through certificates from CGWF Commercial Mortgage
Trust 2013-RKWH, a U.S. commercial mortgage-backed securities
(CMBS) transaction.  At the same time, S&P affirmed its rating on
one other class from the same transaction.

The rating actions on the principal- and interest-paying
certificate classes follow S&P's analysis of the transaction
primarily using its criteria for rating U.S. and Canadian CMBS
transactions.  S&P's analysis included revaluating the portfolio of
nine full-service, limited-service, and extended-stay hotels
serving as the collateral securing the $145.7 million,
interest-only, floating-rate mortgage loan.  Although the
portfolio's servicer-reported revenue per available room (RevPAR)
and net cash flow (NCF) have improved since issuance, S&P's
analysis also considered the potential for the portfolio's
performance to moderate as supply growth throughout the U.S.
increases and/or if economic conditions should weaken.  S&P also
considered the deal structure and liquidity available to the
trust.

The raised ratings on classes B, C, and D further reflect S&P's
expectation of the available credit enhancement for these classes,
which S&P believes is greater than its most recent estimate of
necessary credit enhancement for the respective rating levels.  The
upgrades also follow S&P's views regarding the collateral's current
and future performance and reduced trust balance.

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

The affirmation on class E reflects subordination and liquidity
that are consistent with the outstanding rating.

S&P's analysis of stand-alone (single-borrower) transactions is
predominantly a recovery-based approach that assumes a loan
default.  Using this approach, S&P's property-level analysis
included a revaluation of the lodging properties that secure the
trust's mortgage loan.  The transaction was originally secured by
16 hotels totaling 2,724 guestrooms; however, in 2015, The
Courtyard Naples (102 rooms) and Sheraton Suites Key West (184
rooms) were released in January and June, respectively.  On
July 14, 2016, the Marriott Wentworth by the Sea Hotel & Spa (161
rooms), Marriott Portland at Sable Oaks (226 rooms), Holiday Inn
Express S. Portland (130 rooms), and Residence Inn Portsmouth (90
rooms) were released, and subsequently on Aug. 23, 2016, the
Holiday Inn Washington College Park (222 rooms) was also released.
The current portfolio of nine hotels (1,609 guestrooms) is located
in coastal markets throughout the eastern U.S., primarily in
Florida (seven properties), and with the remaining two properties
in Massachusetts and New Jersey.  S&P considered the
servicer-reported cash flows and occupancy for the past two years.
S&P then derived its sustainable in-place NCF, which it divided by
a 9.37% weighted average capitalization rate to determine S&P's
expected-case value.  This yielded an overall S&P Global Ratings
loan-to-value (LTV) ratio of 67.4%.

According to the Nov. 15, 2016, trustee remittance report, the
mortgage loan has a $145.7 million trust and whole-loan balance,
down from $295.0 million at issuance.  The mortgage loan had an
initial two-year term, which matured in November 2015, with three
successive one-year extension options.  In November 2015 and
November 2016, the borrower exercised its available extension
options, and the loan, which is now scheduled to mature in November
2017, has one, 12-month extension option remaining.  The loan is
interest only for the entire term and pays a floating-rate of
interest equal to LIBOR plus 2.989% during the entire loan term. As
of November 2016, the borrowers entered into a replacement interest
rate cap agreement, with a 5.44% strike price maturing November
2017.  The interest cap agreement complies with S&P Global Ratings'
counterparty criteria.

In addition to the first-mortgage loan, there are two interest-only
mezzanine loans totaling $51.9 million, down from $105 million (in
the form of a $55.0 million senior mezzanine loan and a $50 million
junior mezzanine loan).  The weighted average interest rate on the
mezzanine loan is LIBOR plus 7.03%.  The mezzanine loans are
coterminous with the mortgage loan.

According to the transaction documents, the borrowers will pay the
special servicing fees, work-out fees, liquidation fees, and costs
and expenses incurred from appraisals and inspections the special
servicer conducts.  To date, the trust has not incurred any
principal losses.

S&P based its analysis partly on a review of the property
portfolio's historical NCF for the years ended Dec. 31, 2015, 2014,
trailing 12 months ended July 31, 2013, and three months ended
March 31, 2016, mainly provided by the master servicer to determine
our opinion of a sustainable cash flow for the lodging properties.
Wells Fargo reported an overall DSC of 4.11x on the trust balance
for the 12 months ended Dec. 31, 2015, and overall occupancy was
69.5% as of March 31, 2016.

RATINGS LIST

CGWF Commercial Mortgage Trust 2013-RKWH
Commercial mortgage pass-through certificates series 2013-RKWH
                                         Rating
Class             Identifier             To            From
X-CP              125401AN9              AAA (sf)      A+ (sf)
B                 125401AE9              AAA (sf)      AA+ (sf)
C                 125401AG4              AAA (sf)      A+ (sf)
D                 125401AJ8              A- (sf)       BBB (sf)
E                 125401AL3              BB- (sf)      BB- (sf)
X-NCP             125401AQ2              AAA (sf)      A+ (sf)


CHASE COMMERCIAL 1998-2: Fitch Hikes Class I Certs Rating From BB
-----------------------------------------------------------------
Fitch Ratings has upgraded one class of Chase Commercial Mortgage
Securities Corp.'s, commercial mortgage pass-through certificates,
series 1998-2.

KEY RATING DRIVERS

The upgrade reflects an increase in defeasance and continued pay
down. As of the December 2016 distribution date, the pool's
aggregate principal balance has been reduced by 98.4% to $19.9
million from $1.3 billion at issuance. The pool has experienced
$10.4 million (0.8% of the original pool balance) in realized
losses to date. A total of 11 loans remain in the pool; five are
defeased (69.6% of the pool) and none are delinquent or specially
serviced loans.

Defeasance: Since the last review, three of the top four loans in
the pool recently defeased, increasing pool defeasance to $13.9
million (69.6% of pool). The three largest defeased loans account
for $12.6 million (63% of pool) and each mature in November 2017.

Pool Concentration Risk: A total of 11 loans remain in the pool and
the non-defeased loans are supported by single tenant and
retail/restaurant assets.

RATING SENSITIVITIES

The rating on Class I is expected to remain stable due to pool
defeasance and pay down from amortization. The three largest
defeased loans mature in November 2017 and all non-defeased loans
are performing. Although unlikely, Class I may be subject to
further rating actions should realized losses be greater than
Fitch's expectations.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10
No third-party due diligence was provided or reviewed in relation
to this rating action.

Fitch has upgraded the following class as indicated:

-- $8.2 million class I upgraded to 'AAAsf' from 'BBsf'; Revise
Outlook to Stable from Positive.

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


CIFC FUNDING 2016-I: Moody's Assigns Ba3(sf) Rating to Cl. E Notes
------------------------------------------------------------------
Moody's Investors Service, has assigned ratings to five classes of
notes issued by CIFC Funding 2016-I, Ltd.

Moody's rating action is as follows:

U.S.$322,500,000 Class A Senior Secured Floating Rate Notes due
2028 (the "Class A Notes"), Assigned Aaa (sf)

U.S.$57,500,000 Class B Senior Secured Floating Rate Notes due 2028
(the "Class B Notes"), Assigned Aa2 (sf)

U.S.$28,000,000 Class C Mezzanine Secured Deferrable Floating Rate
Notes due 2028 (the "Class C Notes"), Assigned A2 (sf)

U.S.$30,000,000 Class D Mezzanine Secured Deferrable Floating Rate
Notes due 2028 (the "Class D Notes"), Assigned Baa3 (sf)

U.S.$22,000,000 Class E Junior Secured Deferrable Floating Rate
Notes due 2028 (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 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.

CIFC 2016-I is a managed cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 90% of the portfolio must consist
of senior secured loans and eligible investments, and up to 10% of
the portfolio may consist of second lien loans and unsecured loans.
The portfolio is approximately 60% ramped as of the closing date.

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

In addition to the Rated Notes, the Issuer issued 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 the following base-case
assumptions:

Par amount: $500,000,000

Diversity Score: 65

Weighted Average Rating Factor (WARF): 2896

Weighted Average Spread (WAS): 3.80%

Weighted Average Coupon (WAC): 7.50%

Weighted Average Recovery Rate (WARR): 48.0%

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 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 2896 to 3330)

Rating Impact in Rating Notches

Class A Notes: 0

Class B Notes: -2

Class C Notes: -2

Class D Notes: -1

Class E Notes: -1

Percentage Change in WARF -- increase of 30% (from 2896 to 3765)

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



CITIGROUP COMMERCIAL 2016-P6: Fitch Rates Class F Certs 'B-sf'
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Fitch rates Citigroup Commercial Mortgage Trust 2016-P6, Commercial
Mortgage Pass-Through Certificates, Series 2016-P6. Fitch has
assigned ratings and Rating Outlooks.

                        KEY RATING DRIVERS

Fitch Leverage: The pool's leverage statistics are slightly worse
than those of other recent Fitch-rated, fixed-rate multiborrower
transactions.  The pool's Fitch debt service coverage ratio (DSCR)
and Fitch loan to value (LTV) of 1.17x and 108.9%, respectively,
are slightly worse than the year-to-date (YTD) 2016 averages of
1.20x and 105.5%.  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.

Diverse Pool: The 10 largest loans comprise 44.9% of the pool,
which is better than the YTD average of 54.5% for other Fitch-rated
multiborrower deals.  The largest loan in the pool is 8 Times
Square & 1460 Broadway at 8.21% of the pool.  The respective loan
concentration index (LCI) and sponsor concentration index (SCI)
scores of 319 and 375 are better than the YTD averages of 421 and
494 for other Fitch-rated multiborrower deals.

Below-Average Amortization: Eleven loans comprising 42.3% of the
pool are full interest-only.  This is worse than the average when
compared to other Fitch-rated U.S. multiborrower deals of 23.3% for
2015 and 32.1% for YTD 2016.  Additionally, there are 19 loans
comprising 28.4% of the pool which are partial interest-only, which
is better than the 2015 and YTD 2016 averages of 43.1% and 34.7%.
Overall, the pool is scheduled to pay down by 8.8% which is worse
than average when compared with the averages of 11.7% for 2015 and
10.5% YTD 2016 for other Fitch-rated U.S. deals.

                       RATING SENSITIVITIES

For this transaction, Fitch's net cash flow (NCF) was 9.32% 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 CGCMT
2016-P6 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.

Fitch assigns ratings and Ratings Outlooks to the transaction as:

   -- $29,657,000 class A-1 'AAAsf'; Outlook Stable;
   -- $126,447,000 class A-2 'AAAsf'; Outlook Stable;
   -- $16,600,000 class A-3 'AAAsf'; Outlook Stable;
   -- $195,000,000 class A-4 'AAAsf'; Outlook Stable;
   -- $228,776,000 class A-5 'AAAsf'; Outlook Stable;
   -- $42,906,000 class A-AB 'AAAsf'; Outlook Stable;
   -- $685,056,000b class X-A 'AAAsf'; Outlook Stable;
   -- $44,529,000b class X-B 'AA-sf'; Outlook Stable;
   -- $45,670,000 class A-S 'AAAsf'; Outlook Stable;
   -- $44,529,000 class B 'AA-sf'; Outlook Stable;
   -- $49,095,000 class C 'A-sf'; Outlook Stable;
   -- $57,088,000a class D 'BBB-sf'; Outlook Stable;
   -- $57,088,000ab class X-D 'BBB-sf'; Outlook Stable;
   -- $26,261,000a class E 'BB-sf'; Outlook Stable;
   -- $11,418,000a class F 'B-sf'; Outlook Stable.

Fitch does not rate these classes:

   -- $10,275,000a class G;
   -- $29,686,704a class H.

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


COLT 2016-3: Fitch Assigns 'Bsf' Rating on Class B-2 Certs
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Fitch Ratings has assigned these ratings to COLT 2016-3 Mortgage
Loan Trust:

   -- $129,916,000 class A-1 certificates 'AAAsf'; Outlook Stable;
   -- $26,751,000 class A-2 certificates 'AAsf'; Outlook Stable;
   -- $37,135,000 class A-3 certificates 'Asf'; Outlook Stable;
   -- $9,820,000 class M-1 certificates 'BBBsf'; Outlook Stable;
   -- $7,224,000 class B-1 certificates 'BBsf'; Outlook Stable;
   -- $7,111,000 class B-2 certificates 'Bsf'; Outlook Stable.

Fitch will not be rating these certificates:

   -- $7,788,589 class B-3 certificates.

This is the third Fitch-rated RMBS transaction issued post-crisis
that consists primarily of newly originated, non-prime mortgage
loans.

This is the first COLT transaction with a 'AAAsf' rating.  Over the
past year, Fitch has become more comfortable with the operational
risk of the issuer through extensive due diligence results,
multiple on-site visits and early performance trends.  The rating
also reflects the significant initial credit enhancement and
modified sequential payment priority.

The most notable collateral difference between COLT 2016-3 and COLT
2016-2 (which closed September 2016) is a further increase in the
percentage of loans that are not originated by Caliber Home Loans,
Inc. and that were originated to a bank statement program. Caliber
originated just over 70% of the loans with the remaining split
between Sterling Bank and Trust, FSB (Sterling) at about 22% and
Lendsure Mortgage Corp. at almost 7%.  From a structural
perspective, this transaction has a more conservative cumulative
loss trigger than 2016-2 which redirects all principal to the most
senior bond under Fitch's stresses faster than in the prior deals,
and makes payments to the bonds from total available funds.

Fitch also introduced a favorable change in the model treatment for
the mortgage pool that adjusts default probability based on the
relationship of the loan's property value to the area's median
property value.  This is a variable that is already incorporated
into the Prime model but this is the first time it has been used in
the Alt-A model.  The rating committee applied the adjustment due
to the relatively high property values of the assets.  The average
property value of the assets in this pool is larger than the
average property value in the legacy Prime historical dataset.

                        TRANSACTION SUMMARY

The transaction is collateralized with 62% non-QM mortgages as
defined by the ATR rule while 31% is designated as HPQM and the
remainder either meets the criteria for Safe Harbor QM or ATR does
not apply.

The certificates are supported by a pool of 474 mortgage loans with
credit scores (712) similar to legacy Alt-A collateral. However,
unlike legacy originations, many of the loans were underwritten to
comprehensive Appendix Q documentation standards and 100% due
diligence was performed confirming adherence to the guidelines.
The weighted average loan-to value ratio is roughly 73% and many of
the borrowers have significant liquid reserves. The transaction
also benefits from an alignment of interest as LSRMF Acquisitions
I, LLC (LSRMF) or a majority owned affiliate, will be retaining a
horizontal interest in the transaction equal to not less than 5% of
the aggregate fair market value of all the certificates in the
transaction.

Fitch applied a default penalty to 39% of the pool to account for
borrowers with a mortgage derogatory as recent as two years prior
to obtaining the new mortgage and increased its non-QM loss
severity penalty on lower credit quality loans to account for
potentially greater number of challenges to the ATR Rule.  Fitch
also increased default expectations by 358 basis points at the
'AAAsf' rating category to reflect variances from a full
representation and warranty (R&W) framework.

Initial credit enhancement for the class A-1 certificates of 42.45%
is substantially above Fitch's 'AAAsf' rating stress loss of
24.75%.  The additional initial credit enhancement is primarily
driven by the pro rata principal distribution between the A-1, A-2
and A-3 certificates, which will result in a significant reduction
of the class A-1 subordination over time through principal payments
to the A-2 and A-3.

                         KEY RATING DRIVERS

Non-Prime Credit Quality (concern): The pool's weighted average
credit score of 712 is lower than the weighted average credit score
of 736 for legacy Prime loans.  The pool was analyzed using Fitch's
Alt-A legacy model with positive adjustments made to account for
the improved operational quality for recent originations, due
diligence review, larger property-values and presence of liquid
reserves.  Negative adjustments were made to reflect the inclusion
of borrowers (39%) with recent credit events, increased risk of ATR
challenges and loans with TILA RESPA Integrated Disclosure (TRID)
exceptions.

Bank Statement Loans Included (concern): 112 of the non-QM loans
included in this pool were underwritten to a bank statement program
in accordance with either Sterling's or Lendsure's guidelines,
where a one-month or 24-month (respectively) bank statement was
used to verify income, which is not consistent with Appendix Q
standards and Fitch's view of a full documentation program.  While
employment and assets are fully verified, the limited income
verification resulted in application of a probability of default
(PD) penalty of approximately 1.4x for the bank statement loans.
Additionally, the assumed probability of ATR claims was doubled.

Operational and Data Quality (positive): Fitch reviewed Caliber's,
Sterling's, Lendsure's, and Hudson's origination and acquisition
platforms and found them to have sound underwriting and operational
control environments, reflecting industry improvements following
the financial crisis that are expected to reduce risk related to
misrepresentation and data quality.  All loans in the mortgage pool
were reviewed by a third-party due diligence firm and the results
indicated strong underwriting and property valuation controls.

Alignment of Interests (positive): The transaction benefits from an
alignment of interests between the issuer and investors.  LSRMF
Acquisition I, LLC (LSRMF), as sponsor and securitizer, or an
affiliate will retain a horizontal interest in the transaction
equal to not less than 5% of the aggregate fair market value of all
certificates in the transaction.  As part of its focus on investing
in residential mortgage credit, as of the closing date, LSRMF or an
affiliate, will retain the class B2, B3 and X certificates, which
represent 6.60% of the transaction.  Lastly, for the 347
Caliber-originated loans, the representations and warranties are
provided by Caliber, which is owned by LSRMF affiliates and
therefore, also aligns the interest of the investors with those of
LSRMF to maintain high quality origination standards and sound
performance, as Caliber will be obligated to repurchase loans due
to rep breaches.

Modified Sequential Payment Structure (mixed): The structure
distributes collected principal pro rata among the class A notes
while shutting out the subordinate bonds from principal until all
classes have been reduced to zero.  To the extent that either the
cumulative loss trigger event or the credit enhancement trigger
event occurs in a given period, principal will be distributed
sequentially to the class A1, A2, and A3 bonds until they are
reduced to zero.  The loss and credit enhancement triggers for this
transaction are tighter than in previous COLT deals, which provide
for 100% redirection of principal to class A-1 should losses as a
percentage of the cut-off date balance exceed certain thresholds.

R&W Framework (concern): As originators Caliber, Lendsure, and
Sterling will be providing loan-level representations and
warranties to the trust.  While the reps for this transaction are
substantively consistent with those listed in Fitch's published
criteria and provide a solid alignment of interest, Fitch added 358
bps to the projected defaults at the 'AAAsf' rating category to
reflect the non-investment-grade counterparty risk of the providers
and the lack of an automatic review of defaulted loans. The lack of
an automatic review is mitigated by the ability of holders of 25%
of the total outstanding aggregate class balance to initiate a
review.

Performance Triggers (mixed): Credit enhancement and loan loss
triggers convert principal distribution to a straight sequential
payment priority in the event of poor asset performance.  The loss
triggers in 2016-3 are relatively low (notably lower than 2016-2),
which benefits the most senior classes.  The COLT transactions do
not incorporate a delinquency trigger, which increases the risk
that a delay in loan liquidations will allow performance triggers
to pass longer than they would otherwise.  The initial credit
enhancement of the A-1 class considers a back-loaded loss timing
assumption consistent with delayed losses.  Also, the risk is
mitigated by a lock-out of all principal distribution to the M-1
class and below until the more senior classes are paid in full,
regardless of performance trigger status.

Servicing and Master Servicer (positive): Servicing will be
performed on 78% of the loans by Caliber and on 22% of the loans by
Sterling.  Fitch rates Caliber 'RPS2-' with a Negative Rating
Outlook due to its fast-growing portfolio and regulatory scrutiny
and reviewed Sterling to be acceptable.  Wells Fargo Bank, N.A.
(Wells Fargo), rated 'RMS1' with a Stable Outlook, will act as
master servicer and securities administrator.  Advances required
but not paid by Caliber and Sterling will be paid by Wells Fargo.

                        CRITERIA APPLICATION

A variation was made to Fitch's 'U.S. RMBS Loan Loss Model
Criteria' in regards to treatment of loans with prior credit
events.  Historical data suggests that borrowers with similar
credit scores as those in the pool are nearly 20% more likely to
default on a future mortgage, as compared to all outstanding
borrowers, if they had a prior mortgage related credit event.  This
adjustment was applied to the roughly 39% of the pool that had a
prior mortgage related credit event, resulting in approximately an
8% increase to the pool's probability of default at each rating
category.

Due to the structural features of the transaction, Fitch analyzed
the collateral with a customized version of one of its loss models.
Fitch's Alt-A Loan Loss Model was altered to include three
additional inputs: due diligence percentage, operational quality
and liquid reserves.  These variables were not common in legacy
Alt-A loans and were excluded in the derivation of Fitch's Alt-A
model.  Given the improvement in today's underwriting over legacy
standards, these aspects were taken into consideration and a net
credit was applied to the pool.

A final variation was made as an outside of the model adjustment to
account for the higher than average property values of the mortgage
loans and its impact on the probability of default. Fitch's
analysis showed that loans associated with property values
significantly below the median exhibited higher default rates
relative to those at or above the median value and larger
properties are generally associated with higher income borrowers
who may be less sensitive to income shocks than lower income
borrowers.  Less desirable, low-value properties may also increase
the default risk if the borrower has more difficulty selling the
home.  The average property value for this pool was over $625k and
there is a large distribution of loans with very high property
values relative to those in the Alt-A model's data set.  Because
this variable is not considered in the Alt-A model, PDs are higher
for these loans than what the data suggests.

The aggregate impact of these adjustments resulted in losses
approximately two notches lower than unadjusted legacy Alt-A model
output.

                        RATING SENSITIVITIES

Fitch's analysis incorporates a sensitivity analysis to demonstrate
how the ratings would react to steeper market value declines (MVDs)
than assumed at the MSA level.  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 may be considered in the surveillance of the transaction.
Two sets of sensitivity analyses were conducted at the state and
national levels to assess the effect of higher MVDs for the subject
pool.

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 6.4%.  The analysis indicates that there is some
potential rating migration with higher MVDs, compared with the
model projection.

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


COMM MORTGAGE 2012-LC4: Moody's Affirms B2 Rating on Class F Notes
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Moody's Investors Service has affirmed the ratings on eleven
classes in COMM 2012-LC4 Mortgage Trust as follows:

Cl. A-2, Affirmed Aaa (sf); previously on Feb 5, 2016 Affirmed Aaa
(sf)

Cl. A-3, Affirmed Aaa (sf); previously on Feb 5, 2016 Affirmed Aaa
(sf)

Cl. A-4, Affirmed Aaa (sf); previously on Feb 5, 2016 Affirmed Aaa
(sf)

Cl. A-M, Affirmed Aaa (sf); previously on Feb 5, 2016 Affirmed Aaa
(sf)

Cl. B, Affirmed Aa2 (sf); previously on Feb 5, 2016 Affirmed Aa2
(sf)

Cl. C, Affirmed A2 (sf); previously on Feb 5, 2016 Affirmed A2
(sf)

Cl. D, Affirmed Baa3 (sf); previously on Feb 5, 2016 Affirmed Baa3
(sf)

Cl. E, Affirmed Ba2 (sf); previously on Feb 5, 2016 Affirmed Ba2
(sf)

Cl. F, Affirmed B2 (sf); previously on Feb 5, 2016 Affirmed B2
(sf)

Cl. X-A, Affirmed Aaa (sf); previously on Feb 5, 2016 Affirmed Aaa
(sf)

Cl. X-B, Affirmed Ba3 (sf); previously on Feb 5, 2016 Affirmed Ba3
(sf)

RATINGS RATIONALE

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

The ratings on the IO classes, Classes X-A and X-B, were affirmed
based on the credit performance (or the weighted average rating
factor or WARF) of their referenced classes.

Moody's rating action reflects a base expected loss of 1.6% of the
current balance, compared to 2.0% at Moody's last review. Moody's
base expected loss plus realized losses is now 1.4% of the original
pooled balance, compared to 1.9% at the last review. Moody's
provides a current list of base expected losses for conduit and
fusion CMBS transactions on moodys.com at:

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

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

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

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

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

DESCRIPTION OF MODELS USED

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

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 19, 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 December 12, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 12.4% to $825
million from $941million at securitization. The certificates are
collateralized by 37 mortgage loans ranging in size from less than
1% to 11% of the pool, with the top ten loans constituting 64% of
the pool. Two loans, constituting 11% of the pool, have
investment-grade structured credit assessments.

Six loans, constituting 11% 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 2015 and partial year 2016 operating
results for 97% of the pool. Moody's weighted average conduit LTV
is 82%, compared to 84% at Moody's last review. Moody's conduit
component excludes loans with structured credit assessments,
defeased and CTL loans, and specially serviced and troubled loans.
Moody's net cash flow (NCF) reflects a weighted average haircut of
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 1.58X and 1.31X,
respectively, compared to 1.58X and 1.29X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The largest loan with a structured credit assessment is the Union
Square Retail Loan ($75 million -- 9.1% of the pool), which is
secured by 236,215 square feet (SF) mixed-use building located in
Union Square in Manhattan, New York. The property is 100% leased to
seven tenants, which has been the case since securitization. The
largest tenant is Regal Cinemas which leases 50% of the property's
net rentable area (NRA). Moody's structured credit assessment is
aa1 (sca.pd).

The other loan with a structured credit assessment is the Johnstown
Galleria -- Ground Lease Loan ($13.6 million -- 1.6% of the pool),
which is secured by the fee interest in the land underlying the
Johnstown Galleria, a 711,700 SF regional mall located in
Johnstown, Pennsylvania. Moody's structured credit assessment is
aaa (sca.pd).

The top three conduit loans represent 24% of the pool balance. The
largest loan is the Square One Mall Loan ($93.0 million -- 11.3% of
the pool), which is secured by 541,000 SF portion of a 929,000 SF
super regional mall in Saugus, Massachusetts. The property is
anchored by Macy's (non-collateral), Sears (non-collateral),
Dick's, and Best Buy. The property was 90% leased as of September
2016 compared to 92% as of year-end 2015. Moody's LTV and stressed
DSCR are 68% and 1.47X, respectively, compared to 69% and 1.45X at
the last review.

The second largest loan is the Hartman Portfolio Loan ($48.1
million -- 5.8% of the pool), which was originally secured by
twelve properties totaling 1,638,830 SF of varying use located in
Houston (65% NRA), Dallas (24% NRA), and San Antonio (11% NRA),
Texas. Nine properties are Class B office buildings (1.3 MM SF; 80%
NRA), two retail properties (257,000 SF; 16% NRA) and one
industrial property (73,000 SF; 5% NRA). Performance has improved
every year since securitization. The portfolio was 74% leased as of
September 2016 compared to 77% at last review. The asset is also
encumbered by a $8.5 million B Note, which is held within the trust
and is collateral for Class HP (a non-pooled "rake" class) that is
not rated by Moody's. Moody's LTV and stressed DSCR on the pooled
portion are 74% and 1.43X, respectively, compared to 76% and 1.39X
at the last review.

The third largest loan is the Puerto Rico Retail Portfolio Loan
($54.1 million -- 6.6% of the pool), which is secured by four
anchored retail properties totaling 555,000 SF. The tenants
consists of generally grocery or discount stores and are located
within various towns of Puerto Rico. Portfolio performance has
improved since securitization. The portfolio was 96% leased as of
September 2016, essentially the same as last review. Moody's LTV
and stressed DSCR are 84% and 1.26X, respectively, compared to 85%
and 1.24X at the last review.


COMMERCIAL MORTGAGE 2001-CMLB-1: S&P Hikes Cl. G Debt Rating to BB
------------------------------------------------------------------
S&P Global Ratings raised its ratings on seven classes from
Commercial Mortgage Lease-Backed Securities LLC's series
2001-CMLB-1, a U.S. credit-tenant lease (CTL) transaction.  In
addition, S&P affirmed its ratings on three other classes from the
same transaction, including on the class X interest-only (IO)
certificates.

The upgrades primarily reflect the amortization of the transaction
from the underlying CTL loans and S&P's expectation that the
available credit enhancement for these classes will be greater than
its estimate of the necessary credit enhancement required for the
current ratings.

The rating actions also reflect S&P's analysis of the transaction,
which included a review of the credit characteristics of all of the
remaining loans in the pool, the transaction structure, and the
liquidity available to the trust.  The analysis of CTL loans
reflects the application of S&P's global rating methodology for CTL
transactions.

While available credit enhancement levels may suggest further
positive rating movement on classes C, D, E, F, G, and H, S&P's
analysis also considered the liquidity support available to these
classes.

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

                        TRANSACTION SUMMARY

As of the Nov. 21, 2016, remittance report, the pool consisted of
81 CTL loans ($147.1 million, 83.7%) and 21 ($28.6 million, 16.3%)
defeased loans, down from 116 CTL loans at issuance.  Of the 81 CTL
loans, 28 ($47.7 million, 27.2%) were bondable CTL loans, 18 ($66.0
million, 37.6%) were triple-net lease loans, and 35 ($33.4 million,
18.9%) were double-net lease loans.  The triple- or double-net CTL
loans are supplemented by a lease enhancement policy from either
Lexington Insurance Co. ('A+/Stable') or Chubb Custom Insurance Co.
('AA/Stable').

CTL loans with lease expirations before the loan maturities are
supplemented with a lease extension policy from Columbia Insurance
Co. ('AA+/Stable').  Thirty-four CTL loans ($93.7 million, 53.3%)
in the pool will have a balloon balance at maturity and are
supplemented by residual value insurance from RVI America Insurance
Co. ('BBB/Stable'), Financial Structures Insurance Co. (not rated),
or Chubb Ltd. ('A/Stable').  The remaining 47 CTL loans ($25.6
million,14.6%) are fully amortizing.

Excluding the defeased loans, the largest tenant exposures in the
transaction, with greater than 10% exposure, include Autozone Inc.
(20 loans, $26.2 million, 17.8%) and New Albertson's Inc. (four
loans, $18.2 million, 12.4%).  To date, the transaction has
experienced realized losses totaling $5.5 million resulting from
the liquidation of one asset.

The master servicer, Wells Fargo Commercial Mortgage Servicing,
reported 16 loans ($15.9 million, 9.1%) on the watchlist as of the
November 2016 remittance report.  The largest loan on the watchlist
is J. Sainsbury PLC ($3.5 million; 2.0%), which is secured by a
58,973-sq.-ft. retail property located in Scarborough, Maine.  The
loan is on the watchlist due to deferred maintenance issues.  The
second largest loan on watchlist is Eagle Food Centers Inc. ($3.1
million, 1.8%), which is secured by a 39,410-sq.-ft. retail
property in New Lenox, Ill.  The loan is also on the watchlist due
to deferred maintenance issues.

RATINGS LIST

Commercial Mortgage Lease-Backed Securities LLC
Commercial mortgage lease-backed certificates series 2001-CMLB-1
                                        Rating
Class             Identifier            To           From
A-2               201736AB1             AAA (sf)     AAA (sf)
A-3               201736AC9             AAA (sf)     AAA (sf)
B                 201736AF2             AAA (sf)     AA+ (sf)
C                 201736AG0             AA+ (sf)     AA (sf)
D                 201736AH8             AA (sf)      AA- (sf)
E                 201736AJ4             A (sf)       BBB+ (sf)
F                 201736AK1             BBB (sf)     BB+ (sf)
G                 201736AL9             BB (sf)      BB- (sf)
H                 201736AM7             B (sf)       B- (sf)
X                 201736AE5             AAA (sf)     AAA (sf)


CREDIT SUISSE 2016-NXSR: Fitch Assigns BB-sf Ratings on 2 Tranches
------------------------------------------------------------------
Fitch Ratings has issued final ratings and Ratings Outlooks on the
Credit Suisse Commercial Mortgage Securities Corp. Commercial
Mortgage Pass Through Certificates, Series 2016-NXSR.

KEY RATING DRIVERS

Fitch Leverage: The transaction has similar leverage to other
recent Fitch-rated transactions. The Fitch Loan-to-Value (LTV) for
the trust of 106.8% is slightly higher than the YTD 2016 average of
105.3%. The Fitch DSCR for the trust of 1.23x is slightly higher
than the YTD 2016 average of 1.20x. However, the Fitch leverage is
lower when compared to the YTD 2016 average Fitch DSCR and LTV for
Fitch-rated deals excluding credit-opinion loans at 1.12x and
111.2%. The current transaction does not include any credit-opinion
loans.

Highly Concentrated Pool: The pool size is relatively smaller by
balance and loan count at $606.8 million and 33, respectively. The
top 10 loans comprise 66.2% of the pool, which is greater than the
recent averages of 54.9% for YTD 2016 and 49.3% for 2015.
Additionally, the loan concentration index (LCI) and sponsor
concentration index (SCI) are 561 and 709, respectively, greater
than the respective YTD 2016 averages of 423 and 495.

Limited Amortization: Based on the scheduled balance at maturity,
the pool will pay down by only 9.3%, which is below the YTD 2016
average of 10.5%. Nine loans, representing 47.7% of the pool, are
full-term interest-only (including four loans comprising 21.9% of
the pool which have an anticipated repayment date [ARD] structure
following the interest-only term), and eight loans, representing
10.8% of the pool, are partial interest-only.

RATING SENSITIVITIES
For this transaction, Fitch's net cash flow (NCF) was 8.6% 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 CSMC
2016-NXSR 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 'Asf' could result. In a more
severe scenario, in which NCF declined a further 30% from Fitch's
NCF, a downgrade of the junior 'AAAsf' certificates to 'BBB+sf'
could result.

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

{Fitch was provided with third-party due diligence information from
KPMG LLP. The third-party due diligence information was provided on
Form ABS Due Diligence-15E and focused on a comparison and
re-computation of certain characteristics with respect to each of
the 33 mortgage loans. Fitch considered this information in its
analysis and the findings did not have an impact on the analysis.

Fitch has assigned the following ratings and Ratings Outlooks:

--$22,779,000 class A-1 'AAAsf'; Outlook Stable;
--$85,980,000 class A-2 'AAAsf'; Outlook Stable;
--$65,000,000 class A-3 'AAAsf'; Outlook Stable;
--$224,907,000 class A-4 'AAAsf'; Outlook Stable;
--$26,116,000 class A-SB 'AAAsf'; Outlook Stable;
--$455,124,000(b) class X-A 'AAAsf'; Outlook Stable;
--$30,324,000 class A-S 'AAAsf'; Outlook Stable;
--$455,124,000(c) class V1-A 'AAAsf'; Outlook Stable;
--$40,961,000 class B 'AA-sf'; Outlook Stable;
--$40,961,000(b) class X-B 'AA-sf'; Outlook Stable;
--$40,961,000(c) class V-1B 'AA-sf'; Outlook Stable;
--$31,100,000 class C 'A-sf'; Outlook Stable;
--$31,100,000(c) class V-1C 'A-sf'; Outlook Stable;
--$31,100,000(a) class D 'BBB-sf'; Outlook Stable;
--$31,100,000(a)(c) class V1-D 'BBB-sf'; Outlook Stable;
--$18,963,000(a)(b) class X-E 'BB-sf'; Outlook Stable;
--$6,827,000(a)(b) class X-F 'B-sf'; Outlook Stable;
--$18,963,000(a) class E 'BB-sf'; Outlook Stable;
--$6,827,000(a) class F 'B-sf'; Outlook Stable.

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

These final ratings are based on information provided by the issuer
as of Dec. 21, 2016.

Fitch does not rate the $22,757,039a class NR, $22,757,039ab class
X-NR, $48,547,039ac class V-1E, and $606,832,040ac class V-2
certificates.

The certificates represent the beneficial ownership interest in the
trust, primary assets of which are 33 loans secured by 54
commercial properties having an aggregate principal balance of
approximately $606.8 million as of the cut-off date. The loans were
contributed to the trust by Column Financial, Inc., Natixis Real
Estate Capital LLC, and UBS AG, New York Branch.

Fitch reviewed a comprehensive sample of the transaction's
collateral including site inspections on 76.7% of the properties by
balance, cash flow analysis of 86.6%, and asset summary reviews on
86.6% of the pool.


CREST CDO 2004-1: Fitch Hikes Ratings on 2 Tranches to BBsf
-----------------------------------------------------------
Fitch Ratings has upgraded two and affirmed six classes issued by
Crest CDO 2004-1 Ltd./Corp. (Crest 2004-1).

KEY RATING DRIVERS

The upgrades reflect increased credit enhancement from principal
paydown. Since the last rating action in January 2016, the
transaction has continued to de-leverage with $27.1 million in
paydown; the class D notes have paid-in-full and the class E notes
have received $11.5 million in paydowns. Over this period, 22.9% of
the underlying collateral has been upgraded and 12.1% has been
downgraded a weighted average of 6 and 4.67 notches, respectively.
Currently, 71.9% of the portfolio has a Fitch derived rating below
investment grade and 38.8% has a rating in the 'CCC' category and
below, compared to 77.3% and 33.7%, respectively, at the last
rating action. In addition, it is anticipated that at least four
assets in the pool ($5.6 million) will pay-off in the near term due
to the pay-off of four classes in two underlying transactions. As
of the October 24, 2016 payment date, the most senior class E notes
are current on interest, while all other classes are experiencing
interest shortfalls. Hedge payments expired in October of this year
and the pool has become increasingly concentrated with 19 assets
and 11 obligors remaining.

This transaction was analyzed under the framework described in the
report 'Global Surveillance Criteria for Structured Finance CDOs'
using the Portfolio Credit Model (PCM) for projecting future
default levels for the underlying portfolio. However, while the PCM
output was used as a reference point, due to the concentration of
the pool a look-through analysis of the underlying obligors was the
determining factor in the rating recommendations (see 'Global
Surveillance Criteria for Structured Finance CDOs': Obligor
Concentrations). The look-through analysis included a review of
each asset to determine the collateral coverage for the remaining
liabilities. Based on the analysis, the class E notes pass at or
above the assigned ratings. The ratings reflect these results as
well as the risk of adverse selection as the portfolio continues to
amortize.

For classes F and below, Fitch analyzed each class' sensitivity to
the default of the distressed assets ('CCC' and below). Fitch
recognizes the high probability of default for a number of the
underlying assets and the expected limited recovery upon default.
For this reason, the class F through H notes have been affirmed at
'Csf', indicating that default is inevitable.

The rating of the preferred shares addresses the likelihood that
investors will receive the ultimate return of the aggregate
outstanding rated balance by the legal final maturity date. The
assigned rating for the preferred shares indicates that default is
considered inevitable, as they are undercollateralized.

RATING SENSITIVITIES

The Stable Outlook on the class E notes reflects Fitch's
expectation that the transaction will continue to delever.
Amortization is expected to continue as 30% of the collateral is
either in senior positions in their respective underlying
transactions or is expected to pay-off in the near-term. In
addition to the sensitivities discussed above, negative migration
and defaults beyond those projected by SF PCM and the look-through
analysis as well as increasing concentration of weaker credit
quality assets could lead to further rating actions for the class E
notes. Further upgrades may be limited due to concentration of the
underlying collateral.

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

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

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

--$9,412,082 class E-1 notes to 'BBsf' from 'CCsf'; assigned
Outlook Stable;
--$10,529,231 class E-2 notes to 'BBsf' from 'CCsf'; assigned
Outlook Stable;

Fitch has affirmed the following classes as indicated:

--$7,287,262 class F notes at 'Csf';
--$2,505,011 class G-1 notes at 'Csf';
--$15,360,318 class G-2 notes at 'Csf';
--$9,808,315 class H-1 notes at 'Csf';
--$1,684,018 class H-2 notes at 'Csf';
--$96,412,500 preferred shares notes (Principal Only) at 'Csf'.

Crest 2004-1 is a static collateralized debt obligation (CDO) that
closed on Nov. 18, 2004. The current portfolio consists of 94.8%
commercial mortgage backed securities (CMBS) from the 1999 through
2004 vintages, and 5.2% structured finance CDOs.


CSFB 2002-CKP1-: Moody's Affirms C Rating on Cl. L Debt
-------------------------------------------------------
Moody's Investors Service has affirmed the ratings on two classes
in CSFB Commercial Mortgage Trust 2002-CKP1, Commercial Mortgage
Pass-Through Certificates, Series 2002-CKP1 as follows:

Cl. L, Affirmed C (sf); previously on Apr 14, 2016 Affirmed C (sf)

Cl. A-X, Affirmed Caa3 (sf); previously on Apr 14, 2016 Affirmed
Caa3 (sf)

RATINGS RATIONALE

The rating on the P&I class was affirmed because the ratings are
consistent with Moody's expected loss plus realized losses. Class L
has already experienced a 70.1% realized loss as result of
previously liquidated loans.

The rating on the IO class was affirmed based on the credit
performance of the referenced class.

Moody's rating action reflects a base expected loss plus realized
losses of 6.3% of the original pooled balance, compared to 6.2% 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://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255.

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.

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.

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 one, compared to four at Moody's last review.

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

DEAL PERFORMANCE

As of the December 16, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 99.8% to $1.94
million from $992.9 million at securitization. The certificates are
collateralized by two mortgage loans, one of which constitutes 49%
of the pool and is secured by US government securities.

The one remaining conduit loan, constituting 51% 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.

Thrity-nine loans have been liquidated from the pool, resulting in
an aggregate realized loss of $62.2 million (for an average loss
severity of 40%).

The remaining conduit loan is the Bethel of Gardner Loan ($994,162
-- 51.2% of the pool), which is secured by 36 one-story apartment
units in Gardner, Kansas. The property is comprised of 18
one-bedroom and 18 two-bedroom units. As of September 2016, the
units were 100% leased, up from 94% at yearend 2015. The loan is on
the watchlist for an upcoming maturity date in January 2017.
Moody's LTV and stressed DSCR are 78% and 1.25X, respectively,
compared to 79% and 1.23X at the last review.


CWABS INC 2002-S2: Moody's Lowers Rating on Class A-5 Certs to B2
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of two
tranches from two transactions backed by second-lien RMBS loans.

Complete rating actions are as follows:

Issuer: CWABS, Inc. Asset-Backed Certificates, Series 2002-S2

Cl. A-5, Downgraded to B2 (sf); previously on Mar 16, 2015
Downgraded to Ba1 (sf)

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

Cl. A-5, Downgraded to B1 (sf); previously on Mar 16, 2015
Downgraded to Baa3 (sf)

RATINGS RATIONALE

The downgrades reflect the expectation that the tranches are
unlikely to be paid in full prior to their last scheduled
distribution date in 2017. The actions reflect the recent
performance of the underlying pools and Moody's updated loss
expectations 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 4.6% in November 2016 from 5.0% in
November 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.


ELM CLO 2014-1: 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 replacement notes from Elm CLO 2014-1 Ltd., a
collateralized loan obligation (CLO) originally issued in 2014 that
is managed by Mariner Investment Group LLC.  S&P withdrew its
ratings on the original class A, B-1, B-2, C, D, and E notes
following payment in full on the Dec. 15, 2016, refinancing date.

On the Dec. 15, 2016, refinancing date, the proceeds from class
A-R, B-R, C-R, D-R, and E-R replacement note issuances were used to
redeem the original class A, B-1, B-2, C, D, and E 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 is assigning 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, also:

   -- Recapitalizes the transaction and introduces a four year
      reinvestment period with investment guidelines.

   -- Extends the stated maturity and weighted average life.

   -- Issues the notes at a higher spread than the original notes.

   -- Issues the notes as all floating-rate notes.  Updates to the

      concentration limitations.

   -- Removes the weighted average spread collateral quality test.

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 further rating actions
as it deems necessary.

RATINGS ASSIGNED

Elm CLO 2014-1 Ltd./Elm CLO 2014-1 LLC

Class                     Rating          Amount (mil. $)
A-R                       AAA (sf)                 319.00
B-R                       AA (sf)                   55.25
C-R (deferrable)          A (sf)                    35.25
D-R (deferrable)          BBB (sf)                  28.25
E-R (deferrable)          BB- (sf)                  18.50
Subordinated notes        NR                        45.25

RATINGS WITHDRAWN

Elm CLO 2014-1 Ltd./Elm CLO 2014-1 LLC
Original class            Rating
                    To                From
A                   NR                AAA (sf)
B-1                 NR                AAA (sf)
B-2                 NR                AAA (sf)
C (deferrable)      NR                AA+ (sf)
D (deferrable)      NR                AA- (sf)
E (deferrable)      NR                BBB+ (sf)

NR--Not rated.


FIRST UNION 2001-C1: Moody's Affirms Ca Rating on Cl. J Debt
------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on three classes
in First Union National Bank - Bank of America, N.A. Commercial
Mortgage Pass-Through Certificates Series 2001-C1 as follows:

Cl. J, Affirmed Ca (sf); previously on Feb 26, 2016 Affirmed Ca
(sf)

Cl. IO-I, Affirmed Caa3 (sf); previously on Feb 26, 2016 Affirmed
Caa3 (sf)

Cl. IO-III, Affirmed Caa3 (sf); previously on Feb 26, 2016 Affirmed
Caa3 (sf)

The rating on Class J was affirmed because the rating is consistent
with Moody's expected loss plus realized losses. Class J has
already experienced a 34% loss as a result of previously liquidated
loans.

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

Moody's rating action reflects a base expected loss of 3.2% of the
current balance, compared to 13.3% at Moody's last review. Moody's
base expected loss plus realized losses is now 7.5% of the original
pooled balance, essentially the same as at 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.

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 December 16, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 99% to $12.9 million
from $1.3 billion at securitization. The certificates are
collateralized by one remaining mortgage loan.

Thirty-six loans have been liquidated from the pool, resulting in
an aggregate realized loss of $98 million (for an average loss
severity of 43%).

The sole remaining loan is the Palisades Apartments Loan ($12.9
million -- 100% of the pool), which is secured by a 280-unit
multifamily property located in the northwest section of Las Vegas,
Nevada. The loan transferred to special servicing in September 2010
due to maturity default and was modified in December 2012. The
modification included an extension of the maturity date until June
2022 and an interest rate reduction from 8.1% to 4.7%. The loan has
since returned to the master servicer and is performing under the
terms of the modification. As of September 2016, the property was
95% leased, compared to 90% as of December 2015. Reported net
operating income has increased since 2012 due to an increase in
rents and a decrease in expenses. Moody's LTV and stressed DSCR are
105% and 0.98X, respectively, compared to 116% and 0.89X at the
last review.


FORTRESS CREDIT VII: S&P Assigns BB- Rating on Class E Notes
------------------------------------------------------------
S&P Global Ratings assigned its ratings to Fortress Credit
Opportunities VII CLO Ltd./Fortress Credit Opportunities VII CLO
LLC's $552.90 million floating- and fixed-rate notes.

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

The ratings reflect S&P's view of:

   -- The diversified collateral pool, which consists primarily of

      middle market 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.

   -- The rating requirements of Natixis as the class A-1R
      noteholder, as well as rating requirements of any future
      class A-1R noteholders.

RATINGS ASSIGNED

Fortress Credit Opportunities VII CLO Ltd./Fortress Credit
Opportunities VII CLO LLC

Class                     Rating      Amount (mil. $)
A-1R                      AAA (sf)             100.00
A-1T                      AAA (sf)             190.80
A-1F                      AAA (sf)              40.00
B                         AA (sf)               92.00
C                         A- (sf)               63.70
D                         BBB- (sf)             42.00
E                         BB- (sf)              24.40
Subordinated notes        NR                   147.20

NR--Not rated.


FREDDIE MAC 2016-1: Moody's Gives B2 Rating to Class M-2 Debt
-------------------------------------------------------------
Moody's Investors Service, has assigned definitive ratings to two
classes of residential mortgage-backed securities (RMBS) issued by
Freddie Mac Seasoned Credit Risk Transfer Trust, Series 2016-1
(SCRT 2016-1). The ratings range from Baa1 (sf) to B2 (sf).

SCRT 2016-1 is a securitization of 4,064 fixed and step-rate
modified seasoned loans secured by residential properties with an
aggregate outstanding trust balance of $934,267,704. This is the
first Re-Performing Loan (RPL) credit risk transfer deal sponsored
by Freddie Mac. 100% of the mortgage loans were previously modified
and have been current for at least the prior 37 months. The loans
are divided into two groups: Group H and Group M.

Group H is comprised of 2,203 first lien mortgage loans that were
subject to step rate modifications and Group M is comprised of
1,861 first lien mortgage loans that were subject to fixed rate
modifications.

The complete rating actions are as follows:

Issuer: Freddie Mac Seasoned Credit Risk Transfer Trust, Series
2016-1

Cl. M-1, Definitive Rating Assigned Baa1 (sf)

Cl. M-2, Definitive Rating Assigned B2 (sf)

RATINGS RATIONALE

Summary Credit Analysis and Rating Rationale

"We expected losses on Group H and Group M mortgage loans are 8.2%
in our base case scenario. Moody's estimated expected losses using
two approaches -- (1) pool-level approach, and (2) re-performing
loan level analysis. In the pool-level approach, our estimate
losses on the pool by applying our assumptions on expected future
delinquencies, default rates, loss severities and prepayments as
observed from our surveillance of similar collateral as well as
from the Freddie Mac Single Family Loan-Level dataset. In applying
our loss severity assumptions, our accounted for the lack of
principal and interest advancing in this transaction," Moody's
says.

"In the loan level analysis, we applied loan-level baseline
lifetime propensity to default assumptions, and considered the
historical performance of seasoned modified loans with similar
collateral characteristics and payment histories. We then adjusted
this base default propensity up for (1) loans that have the risk of
coupon step-ups and (2) loans with high updated loan to value
ratios (LTVs). To calculate the final expected loss for the pool,
we applied a loan-level loss severity assumption based on the
loans' updated estimated LTVs. We further adjusted the loss
severity assumption upwards for loans in states that give
super-priority status to homeowner association (HOA) liens, to
account for potential risk of HOA liens trumping a mortgage,"
Moody's says.

Moody's final loss estimates also incorporates adjustments for the
strength of the third party due diligence, the servicing framework
and the representations and warranties (R&W) framework of the
transaction.

The methodologies used in these ratings were "Moody's Approach to
Rating Securitisations Backed by Non-Performing and Re-Performing
Loans" published in August 2016 and "US RMBS Surveillance
Methodology" published in November 2013.

Collateral Description

SCRT 2016-1 is a securitization of 4,064 fixed and step-rate
modified seasoned loans which are divided into two groups: Group H
and Group M. Group H is comprised of 2,203 first lien mortgage
loans that were subject to step-rate modifications, and have a
weighted average updated FICO score of 691 and a weighted average
(WA) current Loan-To-Value Ratio (LTV) of 87%. The total unpaid
principal balance of Group H mortgage loans is $537,765,632 which
includes $108,123,800 of non-interest bearing and deferred
principal balance. Moody's loss analysis considered the number of
step-ups that the borrowers have experienced, as well as the
potential payment shock from the remaining step-ups. Group M is
comprised of 1,861 first lien mortgage loans that were subject to
fixed rate modifications, and have a weighted average updated FICO
score of 668 and a weighted average (WA) current Loan-To-Value
Ratio (LTV) of 94%. The total unpaid principal balance of Group M
mortgage loans is $396,502,072 which includes $87,103,839 of
non-interest bearing and deferred principal balance.

Valuation of the related mortgaged properties were obtained through
Freddie Mac's automated valuation model, Home Value Explorer (HVE),
when available. When an HVE value was not available, a Freddie Mac
zip code level price index was used to estimate property value. As
part of the due diligence process, Freddie Mac also obtained
updated BPO and Comparative Market Analysis ("CMA") for a sample of
properties (17 in total). Updated property values obtained through
an AVM may not reflect accurate values of the properties. In
assessing the updated property values, Moody's assessed the
strength of the AVMs and performed additional validation on the
values using home price index projections from Moody's Analytics.

This transaction has a high percentage of deferred balance, which
is the full obligation of the borrower, and it must be paid in full
at the earliest of (i) the sale of property (ii) voluntary payoff
or (iii) final scheduled payment date of the loan. Loans that
default in the future or get modified after the closing date, the
servicer may opt for partial principal forgiveness to the extent
permitted under the servicing agreement, which permits principal
forgiveness only to the extent it creates a 105% marked to market
loan to value (MTMLTV) ratio based on the interest-bearing balance
and current property value, thus, prohibiting additional principal
forgiveness that would create a MTMLTV ratio below 105%. Given that
none of the deferred balances are a result of HAMP principal
reduction amount (PRA) where the deferred amounts could be forgiven
over a period of time, Moody's expect a large percentage of the
amounts to be recovered.

Third Party Review (TPR)

Third party due diligence review was performed on 100% of the loans
for data integrity and title review. However, compliance and pay
history review was performed on sample of 422 loans. The review
procedures were intended to discover certain material discrepancies
and possible material defects in the due diligence sample.

The initial custodial receipt indicates that a portion of the
underlying loans have document exceptions. If upon final
certification by the custodian (120 days after the closing date),
certain document exceptions relating to security instruments and
title policies remain with respect to a mortgage loan, a breach
review of such mortgage loan will be conducted. If the results of
the breach review are determined to result in a material breach of
any such mortgage loans, the seller will be required to cure, pay
the loss indemnification amount or repurchase such mortgage loans.

Representation and Warranties (R&W)

Freddie Mac is providing a discrete set of R&W with respect to the
mortgage loans to the trust and is the only party from which the
trust may seek repurchase of a mortgage loan or an indemnity for a
loss as a result of any material breach that provides for
repurchase or indemnity as a remedy. R&Ws contain knowledge
qualifiers but there is a clawback that neutralizes them.

The R&Ws sunset after 12 months (except for a REMIC R&W which will
not expire). Moody's consider the sunset provision as a weakness in
the R&Ws framework. In addition, certain mortgage loans, as of the
closing date, have existing HOA, tax and municipal liens. To the
extent that any such mortgage loan experiences a loss attributable
to such lien within the first 36 months following the closing date,
Freddie Mac has agreed to indemnify the trust in the amount of the
applicable existing lien. The enforcement mechanism in this
transaction is weak because of the absence of a pre-designated
independent third party breach reviewer. However, it is mitigated
by the strength of the R&W provider(Freddie Mac) as well as the
review mechanism of the R&Ws. Overall, Moody's have not made any
additional adjustment to Moody's expected loss for the R&W
framework.

Transaction Parties

The transaction benefits from a strong servicing arrangement.
Select Portfolio Servicing, Inc. will service 100% of the mortgage
loans. Moody's assess SPS's servicing abilities higher compared to
its peers. Select Portfolio Servicing, Inc., headquartered in Salt
Lake City, Utah, is a third-party servicer specializing in
servicing subprime, Alt-A, sub-performing, non-performing
residential mortgage loans and repossessed real estate. As of June
30, 2016, SPS's servicing portfolio consisted of over 420,000
loans, with an unpaid principal balance of over $84 billion. SPS is
a subsidiary of Credit Suisse (USA), Inc., whose unsecured debt
Moody's rate A1.

Freddie Mac will serve as the Sponsor and Trustee of the Trust.
Wilmington Trust, National Association will function as Trust
Agent. Wells Fargo Bank, N.A. is the Custodian for the Trust and
U.S. Bank National Association will serve as the Securities
Administrator for the Trust.

Alignment of Interest

Unlike Freddie Mac's Structured Agency Credit Risk (STACR) and
Freddie Mac Whole Loan Securities (FWLS) transactions where Freddie
Mac generally retains a portion of the subordinate tranches, in
this transaction, Freddie will not retain any portion of the
subordinate tranches. However, as the guarantor of the senior
certificates, Freddie Mac may be exposed to losses in a severe
stress scenario. This represents a weak alignment of interest
compared to transactions where issuers retain a portion of the
offered certificates and Moody's considered this risk in Moody's
analysis.

Transaction Structure

"SCRT 2016-1 has a two-pool 'Y' structure. This structure has two
pools of collateral, two groups of senior certificates and one
shared group of subordinated certificates. The transaction
allocates scheduled and unscheduled principal pro rata between
senior certificates and subordinate certificates unless step-down
tests are not satisfied. If any one of the step-down performance
test is breached, the senior principal distribution amount will
include all principal payment allocated to the subordinate
certificates. This will delay the paydown and increase the weighted
average life (WAL) of the rated subordinate certificates. Moody's
ran 96 different loss and prepayment scenarios through our cash
flow model to assess the rating implications of our projected loss
levels in these pools. The six loss levels include the expected
losses for the pool and five increasingly stressful loss scenarios
that reflect our loss assumptions for the higher rating levels.
Moody's ran each of these six loss scenarios through 16 different
combinations of four loss timing curves and four prepayment
vectors," Moody's says.

Step-Down Tests/Performance Triggers

There are four performance triggers in the transaction (i) the
minimum credit enhancement test, (ii) the aged securitization test,
(iii) the cumulative loss test and (iv) the delinquency test.

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.


FREDDIE MAC: Moody's Hikes $586MM of STACR 2015-DNA2 Notes
----------------------------------------------------------
Moody's Investors Service has upgraded the ratings of eight
tranches from Structured Agency Credit Risk (STACR) Debt Notes,
Series 2015-DNA2, a securitization designed to provide credit
protection to Freddie Mac against the performance of approximately
$23 billion reference pool of prime first-lien conforming
mortgages. All of the Notes in the transaction are direct,
unsecured obligations of Freddie Mac and as such investors are
exposed to the credit risk of Freddie Mac (currently Aaa Stable).

Issuer: Structured Agency Credit Risk (STACR) Debt Notes, Series
2015-DNA2

Cl. M-2, Upgraded to A3 (sf); previously on Jun 29, 2015 Definitive
Rating Assigned Baa3 (sf)

Cl. M-2F, Upgraded to A3 (sf); previously on Jun 29, 2015
Definitive Rating Assigned Baa3 (sf)

Cl. M-2I, Upgraded to A3 (sf); previously on Jun 29, 2015
Definitive Rating Assigned Baa3 (sf)

Cl. M-3, Upgraded to Ba2 (sf); previously on Jun 29, 2015
Definitive Rating Assigned B1 (sf)

Cl. M-3F, Upgraded to Ba2 (sf); previously on Jun 29, 2015
Definitive Rating Assigned B1 (sf)

Cl. M-3I, Upgraded to Ba2 (sf); previously on Jun 29, 2015
Definitive Rating Assigned B1 (sf)

Cl. M-12, Upgraded to A3 (sf); previously on Jun 29, 2015
Definitive Rating Assigned Baa3 (sf)

Cl. MA, Upgraded to Ba1 (sf); previously on Jun 29, 2015 Definitive
Rating Assigned Ba2 (sf)

RATINGS RATIONALE

The upgrades are primarily due to an increase in credit enhancement
supporting the affected subordinate bonds. The bonds have benefited
from sustained prepayment rates and better than expected
performance. The November 2016 remittance data shows a three month
average conditional prepayment rate (CPR) of 30.79%. The percentage
of loans that are 60-plus days delinquent has been very low, at 16
bps of the original balance as of the November 2016 remittance
report. Additionally, net losses are approximately 0.00075% of the
original pool balance. Class M-2, as the senior-most subordinate
class following the payment in full of Class M-1, also benefits
from the sequential allocation of payments among the subordinate
bonds. As a result, the credit enhancement available to Class M-2
increased to 3.42% in November 2016 from 2.50% at issuance and
credit enhancement available to Class M-3 has increased to 2.05% in
November 2016 from 1.50% at issuance.

The ratings also reflect a reduction in the expected pool loss.
Moody's updated base-case and Aaa-stress loss expectations are
0.75% and 8.50%, respectively.

STACR transactions are designed to provide credit protection to the
Federal Home Loan Mortgage Corporation (Freddie Mac) against the
performance of a reference pool of prime first-lien conforming
mortgages. Unlike a typical RMBS transaction, note holders are not
entitled to receive any cash from the mortgage loans in the
reference pools. Instead, the timing and amount of principal and
interest that Freddie Mac is obligated to pay on the Notes is
linked to the performance of the mortgage loans in the reference
pool.

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

Ratings in the US RMBS sector remain exposed to the high level of
macroeconomic uncertainty, and in particular the unemployment rate.
The unemployment rate fell to 4.6% in November 2016 from 5.0% in
November 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 this transaction.


GS MORTGAGE 2007-GG10: Fitch Affirms 'Dsf' Rating on Cl. C Certs
----------------------------------------------------------------
Fitch Ratings has affirmed 19 classes of GS Mortgage Securities
Trust series 2007-GG10 (GSMSC) commercial mortgage pass-through
certificates series 2007-GG10.

                            KEY RATING DRIVERS

Stable Loss Expectations: The affirmations reflect the
transaction's stable performance since Fitch's last review.  Fitch
modeled losses of 16.8% of the remaining pool; expected losses on
the original pool balance total 22.1%, including $872 million
(11.5% of the original pool balance) in realized losses to date.
Fitch has designated 52 loans (42%) as Fitch Loans of Concern,
which includes 13 specially serviced assets (8%).

Many Highly Leveraged Performing Loans: The pool contains many
loans originated at the previous market peak which may not be able
to refinance at maturity.  While many of these loans have
institutional quality borrowers, many have failed to fully recover
from stressed levels seen during the downturn.  Additionally, the
remaining pool contains 22 loans totaling $581 million which were
modified at some point.  Fifteen of these modified loans were split
into A/B notes structures where Fitch deems the B-notes to have
very slim prospects of recovery.  Six such modified loans (2% of
the pool) have re-defaulted and are now back with the special
servicer.

The largest contributor to expected losses is the Wells Fargo Tower
loan (11%), which is secured by a 1,385,325-sf office tower located
in the Los Angeles, CA, CBD.  Significant lease roll occurred in
2013 when tenants occupying approximately 100,000-sf vacated the
property, driving occupancy down to 85.8%.  As of September 2016
occupancy had fallen further to 83%.  NCF DSCR has consistently
been below 1.0x since 2010.  Upcoming rollover is 12% over the next
year.  The loan matures in April of 2017.

The next largest contributor to expected losses is the 400 Atlantic
Street loan (5.3%), which is secured by a 527,424-sf office
property, located in the Stamford, CT, CBD.  The loan transferred
to the special servicer in October 2014 when American Express (7%
of NRA) vacated at lease expiration.  The second largest tenant
also vacated its space in December 2015.  The largest tenant (51%
of NRA) has vacated the property but continues to pay rent.  The
tenant has indicated that it will not renew its lease which expires
in September 2018.  A sub-tenant occupies approximately 65% of that
space.  The borrower and special servicer were not able to agree on
terms for a modification and the loan transferred back to the
master servicer in June 2016.  As of September 2016 the property
was 73% occupied.

The third largest contributor to expected losses is the TIAA
Rexcorp New Jersey Loan.  The interest-only loan is collateralized
by a portfolio of six office buildings totaling 1,042,000 sf,
located in suburban New Jersey.  The loan transferred to the
special servicer in October 2016 due to imminent maturity default.
Issuance projected cashflows for the portfolio were never achieved
and occupancy has suffered in recent years as several large tenants
vacated.  The servicer is reviewing the file to determine a workout
strategy.

As of the December 2016 distribution date, the pool's aggregate
principal balance has been reduced by 35.6% to $4.75 billion from
$7.56 billion at issuance.  Per the servicer reporting, 19 loans
(16.4% of the pool) are defeased.  Interest shortfalls are
currently affecting classes A-J through C and J through S.  Nearly
all (95.5% of the pool) of the loans mature within the next six
months.

                       RATING SENSITIVITIES

The Rating Outlooks on classes A-4 and A-1A remain Negative due to
the high leverage of the pool overall, many large loans that
struggle with performance issues and 95% of the pool that matures
in the next six months.  These classes could be downgraded if loans
fail to repay at maturity.  Downgrades to distressed classes will
occur as losses make their way up the capital stack, or if
additional loans become specially serviced.  Upgrades are unlikely
absent significant paydown or defeasance.

Fitch affirms these classes:

   -- $3 billion class A-4 at 'Asf'; Outlook Negative;
   -- $318.7 million class A-1A at 'Asf'; Outlook Negative;
   -- $756.3 million class A-M at 'CCCsf'; RE 50%;
   -- $519.9 million class A-J at 'Csf'; RE 0%;
   -- $75.6 million class B at 'Csf'; RE 0%;
   -- $45 million class C at 'Dsf'; RE 0%;

The class A-1, A-2, A-3 and A-AB certificates have paid in full.
Classes D through Q have been reduced to zero balance by realized
losses and are affirmed at 'Dsf', RE 0%.  Fitch does not rate the
class S certificates.  Fitch previously withdrew the rating on the
interest-only class X certificates.


GS MORTGAGE 2011-GC3: Moody's Affirms B2 Rating on Class F Notes
----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on seven classes
in GS Mortgage Securities Trust 2011-GC3 Commercial Mortgage
Pass-Through Certificates, Series 2011-GC3 as follows:

Cl. A-4, Affirmed Aaa (sf); previously on Feb 5, 2016 Affirmed Aaa
(sf)

Cl. B, Affirmed Aa1 (sf); previously on Feb 5, 2016 Upgraded to Aa1
(sf)

Cl. C, Affirmed A1 (sf); previously on Feb 5, 2016 Upgraded to A1
(sf)

Cl. D, Affirmed Baa2 (sf); previously on Feb 5, 2016 Upgraded to
Baa2 (sf)

Cl. E, Affirmed Ba2 (sf); previously on Feb 5, 2016 Affirmed Ba2
(sf)

Cl. F, Affirmed B2 (sf); previously on Feb 5, 2016 Affirmed B2
(sf)

Cl. X, Affirmed Ba3 (sf); previously on Feb 5, 2016 Affirmed Ba3
(sf)

RATINGS RATIONALE

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

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

Moody's rating action reflects a base expected loss of 1.0% of the
current balance, compared to 1.3% at Moody's last review. Moody's
base expected loss plus realized losses is now 0.6% of the original
pooled balance, compared to 0.8% at the last review. Moody's
provides a current list of base expected losses for conduit and
fusion CMBS transactions on moodys.com at
http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255.

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

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

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

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

DESCRIPTION OF MODELS USED

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

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

When the Herf falls below 20, Moody's uses the excel-based Large
Loan Model and then reconciles and weights the results from the
conduit and large loan models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan-level proceeds
derived from Moody's loan-level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, 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 December 12, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 44% to $778 million
from $1.40 billion at securitization. The certificates are
collateralized by 38 mortgage loans ranging in size from less than
1% to 13% of the pool, with the top ten loans constituting 68% of
the pool. Two loans, constituting 8.5% of the pool, have
investment-grade structured credit assessments. Seven loans,
constituting 11% of the pool, have defeased and are secured by US
government securities.

Four loans, constituting 24% of the pool, are on the master
servicer's watchlist. The watchlist includes loans that meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, the agency reviews the
watchlist to assess which loans have material issues that could
affect performance.

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

Moody's received full year 2015 operating results for 100% of the
pool, and partial year 2016 operating results for 98% of the pool.
Moody's weighted average conduit LTV is 74%, compared to 75% at
Moody's last review. Moody's conduit component excludes loans with
structured credit assessments, defeased and CTL loans, and
specially serviced and troubled loans. Moody's net cash flow (NCF)
reflects a weighted average haircut of 13% to the most recently
available net operating income (NOI). Moody's value reflects a
weighted average capitalization rate of 9.5%.

Moody's actual and stressed conduit DSCRs are 1.78X and 1.44X,
respectively, compared to 1.76X and 1.41X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The largest loan with a structured credit assessment is the Oxford
Valley Mall Loan ($63.9 million -- 8.2% of the pool), which
consists of three components - a super-regional mall, a retail
shopping center and a Class B mid-rise office building located in
Middletown Township, Pennsylvania. The office building is freely
releasable under the terms of the loan. Moody's has not attributed
any value to the office component of the collateral since
securitization. As of June 2016, the collateral space was 78%
leased, compared to 83% leased at the last review. Moody's
structured credit assessment and stressed DSCR are a1 (sca.pd) and
1.86X, respectively.

The other loan with a structured credit assessment is the 1090 Park
Avenue Corporation Loan ($2.3 million -- 0.3% of the pool.), which
is secured by a 15-story co-op building located between East 88th
Street and East 89th Street on Park Avenue in Manhattan, New York.
The collateral includes 84 residential units and three medical
office spaces. As of June 2016, the property was 100% occupied,
same as last review and securitization. Moody's structured credit
assessment is aaa (sca.pd).

The top three conduit loans represent 36% of the pool balance. The
largest loan is the Inland / Centro JV Portfolio I Loan ($98.3
million -- 12.6% of the pool), which is secured by a portfolio of
nine anchored retail properties located across seven states. Eight
of the properties are grocery-anchored. As of June 2016, the
weighted average occupancy of the portfolio was 92%, compared to
94% as of September 2015 and 93% as of September 2014. The loan has
amortized approximately 8% since securitization. Moody's LTV and
stressed DSCR are 88% and 1.17X, respectively, compared to 89% and
1.16X at last review.

The second largest loan is the Cape Cod Mall Loan ($92.1 million --
11.8% of the pool), which is secured by a 721,600 SF Simon regional
mall located in Hyannis, Massachusetts (collateral for the loan is
521,900 SF). The mall is anchored by Macy's, Macy's Home and Sears.
The improvements and land for Macy's and Macy's Home are not part
of the collateral. As of June 2016, the property was 94% leased,
compared to 95% as of December 2015. The loan has amortized
approximately 8% since securitization. Moody's LTV and stressed
DSCR are 81% and 1.31X, respectively, compared to 79% and 1.30X at
last review.

The third largest loan is the Inland / Centro JV Portfolio II Loan
($90.0 million -- 11.6% of the pool), which is secured by eight
anchored retail properties located across eight states. Three of
the properties are grocery-anchored. As of September 2016, the
weighted average occupancy of the portfolio was 87%, compared to
88% as of year-end 2015. The loan has amortized approximately 8%
since securitization. Moody's LTV and stressed DSCR are 72% and
1.46X, respectively, the same as at Moody's last review.


GS MORTGAGE 2014-GC18: Fitch Affirms BBsf Ratings on 2 Tranches
---------------------------------------------------------------
Fitch Ratings has affirmed 14 classes of GS Mortgage Securities
Trust 2014-GC18 pass-through certificates.

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 December 2016 distribution date, the pool's aggregate
principal balance has been reduced by 5.2% to $1,055.5 million from
$1,113.6 million at issuance.

Currently, there is one loan (0.3% of the pool) in special
servicing, which is also a Fitch Loan of Concern (FLOC). The loan
is secured by Sullivan Apartments, a 36 unit multifamily property
that is located in Williston, ND. The loan was transferred to the
special servicer in March 2016 due to imminent default. With the
collapse in global oil prices in 2015/2016, the Bakken shale region
experienced significant population declines as businesses closed
oil exploration ventures; as a result apartment occupancies in the
market fell sharply. Property performance remains well below
expectations and the servicer is evaluating workout strategies. In
addition to the specially serviced loan, nine loans (8.2%) are on
the servicer watchlist due to deferred maintenance and lower than
expected performance. Fitch is monitoring the performance of these
loans.

Stable Performance: The overall pool performance since issuance has
been stable and there has been no material change in pool expected
losses. The original rating analysis was considered in affirming
the transaction. Currently there is one loan (0.3%) in special
servicing, but pool impact is limited given the loan's small size
relative to the total pool.

Property Type Concentration: The transaction is concentrated with
retail exposure (41.5% of the pool), including five of the top 10
loans. In addition, two of the five largest loans, The Crossroads
(9%) and Wyoming Valley Mall (7.2%), are collateralized by regional
malls located in secondary markets.

Secondary Markets: Six of the 10 largest loans are collateralized
by properties located in secondary markets, including Portage, MI,
Wilkes-Barre, PA, Toledo, OH, Anchorage, AK and Bangor, ME. The
largest state concentrations are Pennsylvania (16.9%), Michigan
(13%) and Louisiana (12.2%).

Limited amortization: This transaction has limited amortization due
to high interest-only loan concentration; 12.4% of the pool is
full-term interest only and 44.8% is partial interest only.

Property Type Concentration: The transaction has high hotel (22% of
the pool) and multifamily (26%) exposure.

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.

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

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

Fitch has affirmed the following ratings:

--$114.9 million class A-2 at 'AAAsf', Outlook Stable;
--$216.7 million class A-3 at 'AAAsf', Outlook Stable;
--$302 million class A-4 at 'AAAsf', Outlook Stable;
--$87.8 million class A-AB at 'AAAsf', Outlook Stable;
--$68.2 million class A-S at 'AAAsf', Outlook Stable;
--$76.6 million class B at 'AA-sf', Outlook Stable;
--Class PEZ Exchangeable Certificates at 'A-sf', Outlook Stable;
--$44.5 million class C at 'A-sf', Outlook Stable;
--$55.7 million class D at 'BBB-sf', Outlook Stable;
--$22.3 million class E at 'BBsf', Outlook Stable;
--$12.5 million class F at 'Bsf', Outlook Stable;
--Interest-Only class X-A at 'AAAsf'; Outlook Stable;
--Interest-Only class X-B at 'AA-sf'; Outlook Stable;
--Interest-Only class X-C at 'BBsf'; Outlook Stable.

Class A-1 has paid in full. Fitch does not rate the class G or
class X-D certificates.


GSMS 2013-GC10: Fitch Rates $16.1MM Class F Debt 'Bsf'
------------------------------------------------------
Fitch Ratings has affirmed 13 classes of Goldman Sachs Mortgage
Company's GS Mortgage Securities Trust (GSMS) commercial mortgage
pass-through certificates, series 2013-GC10.

KEY RATING DRIVERS

The affirmations reflect generally stable performance of the pool
since issuance. As of the December 2016 distribution date, the
pool's aggregate principal balance has been reduced by 7.5% to
$794.8 million from $859.4 million at issuance. One loan (0.5%) is
currently in special servicing and four loans (5.4%) are fully
defeased. Interest shortfalls are currently affecting the non-rated
class G.

Stable Performance: Overall pool performance remains stable and
generally in-line with issuance expectations. As of year-end (YE)
2015, aggregate pool-level net operating income (NOI) improved 5.8%
from 2014.

Loans of Concern: Fitch has designated 11 loans (20.8% of pool) as
Fitch Loans of Concern, which includes one specially serviced loan
(0.5%). Three of the top 15 loans (14.3%) are Fitch Loans of
Concern due to occupancy declines and/or tenancy concerns.

The largest Loan of Concern (8.3% of pool) is secured by a 323,322
square foot (sf) retail power center in Vacaville, CA. The
property's largest tenant, Sport Chalet, occupied 12.9% of the net
rentable area (NRA) before vacating in May 2016 prior to its
scheduled July 2019 lease expiration. As a result, occupancy fell
to 84.9% as of September 2016 from 96% at year-end (YE) 2015.

The second largest Loan of Concern (4.1% of pool) is secured by a
182,181 sf mixed use property with retail and office space located
in downtown Portland, OR. The property was 100% leased, but 79.4%
occupied as of November 2016, compared to 98.9% at issuance. Career
Education Corporation (CEC) leases 43.8% of the property's NRA
through September 2018; however, 20.6% has been dark since CEC's
Sanford-Brown College closed in 2014. The remaining 23.2% is
operated as the Le Cordon Bleu College for Culinary Arts, which
will close by the end of 2017. The borrower has indicated that CEC
is still meeting all lease obligations and expense reimbursements
on its total space and is expected to continue doing so through its
scheduled lease expiration. Portions of the CEC space have been on
the market for lease, but there are no serious offers or
commitments at this time. Fitch expects the property's net
operating income (NOI) to decline significantly if the CEC space is
not re-leased before the lease terminates in September 2018, as the
tenant accounts for over 56% of the property's total base rental
revenue as of the November 2016 rent roll.

The third largest Loan of Concern (1.9% of pool) is secured by a
200,778 sf suburban office property located in Canonsburg, PA
approximately 20 miles southwest of the Pittsburgh CBD. Property
occupancy declined significantly to 72.5% as of December 2016 from
99.4% as of YE 2015 after the two largest tenants downsized their
respective spaces. Fitch expects property NOI to decline
significantly, as the vacated space previously accounted for
approximately 30% of the subject's total rental revenue. According
to servicer commentary, the business park in which the property is
located has suffered over the past few years due to high vacancy
resulting from the softness of the energy sector.

The specially serviced loan (0.5% of pool) is secured by a
neighborhood shopping center located in Eaton, OH. The center is
anchored by Kroger (20% of NRA through February 2021) and Tractor
Supply Company (33.1% of NRA through October 2021). The loan
transferred to special servicing in November 2015 for imminent
default due to continued noncompliance and unresponsiveness in
setting up the cash management account and remitting excess cash
flow. According to the special servicer, the borrower and their
counsel remain unresponsive as to setting up the cash management
account, despite repeated attempts by local counsel.

Pool Concentrations: The two largest loans, Empire Hotel & Retail
and National Harbor, represent 13.8% and 12.9% of the pool,
respectively. Hotel properties represent 18.2% of the pool and
include two of the top 15 loans, Empire Hotel & Retail and Hyatt
Place-Seattle.

Amortization: One loan (5.3% of pool) is interest-only for the full
term. Additionally, 18.5% of the current pool consists of loans
that still have a partial interest-only component during their
remaining loan term, compared to 31.4% of the original pool at
issuance.

Fitch's Focus Report for GSMS 2013-GC10 is forthcoming, as
additional clarification from the servicer is pending regarding the
commercial space vacancy for the largest loan, Empire Hotel &
Retail (13.8%).

RATING SENSITIVITIES

Rating Outlooks for all classes remain Stable due to stable
performance of the pool and continued paydown. Future upgrades may
occur with improved pool performance and additional paydown or
defeasance. Downgrades, although not likely in the near term, may
be possible should overall performance decline significantly.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10
No third-party due diligence was provided or reviewed in relation
to this rating action.

Fitch has affirmed the following ratings:

--$24.2 million class A-2 at 'AAAsf'; Outlook Stable;
--$21 million class A-3 at 'AAAsf'; Outlook Stable;
--$110 million class A-4 at 'AAAsf'; Outlook Stable;
--$300.5 million class A-5 at 'AAAsf'; Outlook Stable;
--$81.4 million class A-AB at 'AAAsf'; Outlook Stable;
--$54.8 million class A-S at 'AAAsf'; Outlook Stable;
--$591.8 million class X-A* at 'AAAsf'; Outlook Stable;
--$103.1 million class X-B* at 'Asf'; Outlook Stable;
--$63.4 million class B at 'AAsf'; Outlook Stable;
--$39.7 million class C at 'Asf'; Outlook Stable;
--$34.4 million class D at 'BBB-sf'; Outlook Stable;
--$22.6 million class E at 'BB+sf'; Outlook Stable;
--$16.1 million class F at 'Bsf'; Outlook Stable.

*Notional amount and interest-only.

Class A-1 has repaid in full. Fitch does not rate the class G
certificates.


GSR MORTGAGE 2005-5F: Moody's Hikes Cl. 1A-2 Debt Rating From Ba2
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of two tranches
issued by GSR Mortgage Loan Trust backed by Prime Jumbo RMBS
loans.

Complete rating actions are as follows:

Issuer: GSR Mortgage Loan Trust 2005-5F

Cl. 1A-2, Upgraded to Baa3 (sf); previously on May 22, 2015
Confirmed at Ba2 (sf)

Cl. 8A-2, Upgraded to A3 (sf); previously on May 22, 2015 Confirmed
at Baa1 (sf)

RATINGS RATIONALE

The upgrades of GSR Mortgage Loan Trust 2005-5F Class 8-A-2 and
Class 1-A-2 are primarily due to the strong overall credit
enhancement available to the bonds. The Class 1-A-2 also benefits
from Class 1-A-1 having paid-off, causing the Class 1-A-2 to
receive all payments from its underlying mortgage group. 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 4.6% in November 2016 from 5.0% in
November 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.


HONOR AUTOMOBILE 2016-1: S&P Assigns BB- Rating on Cl. C Notes
--------------------------------------------------------------
S&P Global Ratings assigned its ratings to Honor Automobile Trust
Securitization 2016-1's $100 million automobile receivables-backed
notes.

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

The ratings reflect:

   -- The availability of approximately 44.4%, 34.8%, and 27.5%
      credit support (including excess spread) for the class A, B,

      and C notes, respectively, based on S&P's stressed cash flow

      scenarios.  These credit support levels provide coverage of
      approximately 2.05x, 1.55x, and 1.18x S&P's 20.50%-21.50%
      expected cumulative net loss range for the class A, B, and C

      notes, respectively.

   -- The timely interest and principal payments made to the
      preliminary rated notes by the assumed legal final maturity
      dates under stressed cash flow modeling scenarios that S&P
      believes are appropriate for the assigned ratings.

   -- S&P's expectation that under a moderate ('BBB') stress
      scenario, all else being equal, the ratings on the class A,
      B, and C notes will remain within two rating categories of
      S&P's assigned ratings during the first year.  These
      potential rating movements are consistent with S&P's credit
      stability criteria, which outline the outer bound of credit
      deterioration as a two-category downgrade within the first
      year for 'A (sf)', 'BBB (sf)', and 'BB- (sf)' rated
      securities under moderate stress conditions.

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

   -- The characteristics of the collateral pool securitized in
      this transaction (which has a weighted average seasoning of
      11 months and a weighted average remaining term of 36
      months) and S&P's view of the inherent credit risk in the
      pool, based on the collateral characteristics, historical
      performance, and S&P's forward-looking view of the economy.

   -- The transaction's payment structure, cash flow mechanics,
      and legal structure.

RATINGS ASSIGNED

Honor Automobile Trust Securitization 2016-1  

Class       Rating          Type    Interest     Amount
                                    rate       (mil. $)

A           A (sf)          Sr      Fixed         76.48
B           BBB (sf)        Sub     Fixed         14.66
C           BB- (sf)        Sub     Fixed          8.86


JAMESTOWN CLO I: S&P Assigns BB- Rating on Cl. D-R Notes
--------------------------------------------------------
S&P Global Ratings assigned its ratings to the class A-1R, A-2R,
B-R, C-R, and D-R floating-rate replacement notes from Jamestown
CLO I Ltd., a collateralized loan obligation (CLO) originally
issued in November 2012 that is managed by 3i Debt Management U.S.
LLC.  S&P withdrew its ratings on the original class A-1, A-2, B,
C, and D notes following payment in full on the Dec. 15, 2016,
refinancing date.  In addition, the transaction issued class X
notes on the refinancing date, which are not rated by S&P Global
Ratings.

On the Dec. 15, 2016, refinancing date, the proceeds from the class
A-1R, A-2R, B-R, C-R, and D-R replacement note issuances were used
to redeem the original class A-1, A-2, B, C, and D 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 were issued via a supplemental indenture,
which, in addition to outlining the terms of the replacement notes,
also:

   -- Extended the reinvestment period of the transaction to
      November 2020 from November 2016.

   -- Extended the weighted average life test to May 2025 from May

      2021.

   -- Extended the legal final maturity date of the notes to
      November 2028 from November 2024.

   -- Issued an amortizing class X note, which will be paid its
      principal and interest pari passu with the class A-1R notes
      and is expected to be paid off using interest proceeds in
      the first year of the transaction.

   -- Amended the base management fee and subordinate management
      fee to 0.15% and 0.10%, from 0.20% and 0.30%, respectively.

   -- Adopted the non-model version of the CDO Monitor
      application.

   -- Adopted the recovery rate methodology and S&P industry
      classifications as outlined in S&P's August 2016 corporate
      CDO criteria update.  S&P's review of this transaction
      included a cash flow analysis, based on the portfolio and
      transaction as reflected in the October 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

Jamestown CLO I Ltd.
Replacement class          Rating        Amount (mil $)
A-1R                       AAA (sf)              293.00
A-2R                       AA (sf)                40.50
B-R                        A (sf)                 36.00
C-R                        BBB (sf)               18.00
D-R                        BB- (sf)               24.75
X                          NR                      2.00
Subordinated notes         NR                     54.57

RATINGS WITHDRAWN

Jamestown CLO I Ltd.
                           Rating
Original class       To              From
A-1                  NR              AAA (sf)
A-2                  NR              AA (sf)
B                    NR              A (sf)
C                    NR              BBB (sf)
D                    NR              BB (sf)

NR--Not rated.


JP MORGAN 2004-CIBC8: Moody's Affirms C(sf) Rating on 2 Tranches
----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on two classes
and upgraded the ratings on five classes in J.P. Morgan Chase
Commercial Mortgage Securities Corp. Series 2004-CIBC8 as follows:

Cl. G, Upgraded to A1 (sf); previously on Feb 3, 2016 Upgraded to
A3 (sf)

Cl. H, Upgraded to Ba2 (sf); previously on Feb 3, 2016 Upgraded to
B3 (sf)

Cl. J, Upgraded to B2 (sf); previously on Feb 3, 2016 Upgraded to
Caa3 (sf)

Cl. K, Upgraded to Caa3 (sf); previously on Feb 3, 2016 Affirmed C
(sf)

Cl. L, Affirmed C (sf); previously on Feb 3, 2016 Affirmed C (sf)

Cl. M, Affirmed C (sf); previously on Feb 3, 2016 Affirmed C (sf)

Cl. X-1, Upgraded to Caa2 (sf); previously on Feb 3, 2016
Downgraded to Caa3 (sf)

RATINGS RATIONALE

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

The ratings on the P&I classes G, 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 8% since Moody's
last review.

The rating on the IO Class (Class X-1) was upgraded due to an
increase in the credit performance (or the weighted average rating
factor or WARF) of its referenced classes.

Moody's rating action reflects a base expected loss of 9.5% of the
current balance, compared to 6.5% at Moody's last review. Moody's
base expected loss plus realized losses is now 2.5% of the original
pooled balance, compared to 2.4% at the last review. 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 methodologies used in these ratings were "Approach to
Rating US and Canadian Conduit/Fusion CMBS" published in December
2014, and "Moody's Approach to Rating Large Loan and Single
Asset/Single Borrower CMBS" published in October 2015.

DESCRIPTION OF MODELS USED

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

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

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

DEAL PERFORMANCE

As of the December 12, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 96% to $47 million
from $1.25 billion at securitization. The certificates are
collateralized by 13 mortgage loans ranging in size from less than
1% to 23% of the pool, with the top ten loans constituting 91% of
the pool. One loan, constituting 8% of the pool, has defeased and
is secured by US government securities.

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

Fourteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $27 million (for an average loss
severity of 19%). One loan is currently in special servicing. The
specially serviced loan is the Holualoa Centre East Loan ($5.5
million -- 12% of the pool), which is secured by a 95,000 square
foot (SF) office complex in Tucson, Arizona. The loan transferred
to special servicing in February 2014 due to maturity default, and
became REO in October 2015. The master servicer has recognized a
$3.5 million appraisal reduction on this loan.

Moody's received full year 2015 operating results for 89% of the
pool, and full or partial year 2016 operating results for 89% of
the pool. Moody's weighted average conduit LTV is 42%, compared to
44% at Moody's last review. Moody's conduit component excludes
loans with structured credit assessments, defeased and CTL loans,
and specially serviced and troubled loans. Moody's net cash flow
(NCF) reflects a weighted average haircut of 11% to the most
recently available net operating income (NOI). Moody's value
reflects a weighted average capitalization rate of 9.4%.

Moody's actual and stressed conduit DSCRs are 1.50X and 2.85X,
respectively, compared to 1.55X and 2.64X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The top three conduit loans represent 51% of the pool balance. The
largest loan is the Canyon Park Loan ($10.7 million -- 23% of the
pool), which is secured by an anchored retail center totaling
157,000 SF located in Twin Falls, Idaho. As of September 2016, the
property was 100% leased. Major tenants include Sportsman's
Warehouse, TJ Maxx, Best Buy, Michaels and Old Navy. Moody's LTV
and stressed DSCR are 55% and 1.76X, respectively, compared to 57%
and 1.71X at the last review.

The second largest loan is the Precise Technology, Inc. Loan ($8.7
million -- 18% of the pool), which is secured by a five property
industrial portfolio located in five states (Florida, Illinois,
Indiana, Missouri and Pennsylvania). The portfolio is currently
100% leased to Rexam PLC through October 2023. The loan is fully
amortizing and matures in October 2023. Moody's LTV and stressed
DSCR are 28% and 3.68X, respectively, compared to 30% and 3.41X at
the last review.

The third largest loan is the Koll Business Center Phase IV Loan
($4.8 million -- 10% of the pool), which is secured by an
industrial property located in Las Vegas, Nevada. As of September
2016, the property was 100% leased. The loan is fully amortizing
and matures in January 2023. Moody's LTV and stressed DSCR are 42%
and 2.48X, respectively, compared to 43% and 2.38X at the last
review.


JP MORGAN 2016-JP4: Fitch Rates Class E Certs 'BB-sf'
-----------------------------------------------------
Fitch Ratings has assigned the following ratings to J.P. Morgan
Chase Commercial Mortgage Securities Trust 2016-JP4 commercial
mortgage pass-through certificates:

--$35,667,000 class A-1 'AAAsf'; Outlook Stable;
--$129,067,000 class A-2 'AAAsf'; Outlook Stable;
--$215,000,000 class A-3 'AAAsf'; Outlook Stable;
--$266,136,000 class A-4 'AAAsf'; Outlook Stable;
--$52,478,000 class A-SB 'AAAsf'; Outlook Stable;
--$758,206,000a class X-A 'AAAsf'; Outlook Stable;
--$61,106,000a class X-B 'AA-sf'; Outlook Stable;
--$59,858,000 class A-S 'AAAsf'; Outlook Stable;
--$61,106,000 class B 'AA-sf'; Outlook Stable;
--$49,882,000 class C 'A-sf'; Outlook Stable;
--$105,999,000ab class X-C 'BBB-sf'; Outlook Stable;
--$56,117,000b class D 'BBB-sf'; Outlook Stable;
--$22,447,000b class E 'BB-sf'; Outlook Stable.

The following classes are not rated:

--$17,459,000a class F;
--$32,423,640a class NR.

a) Notional amount and interest only.
b) Privately placed pursuant to Rule 144A.The ratings are based on
information provided by the issuer as of Nov. 29, 2016.

KEY RATING DRIVERS

Lower Fitch Leverage: The pool's leverage statistics are lower than
those of other recent Fitch-rated, fixed-rate multiborrower
transactions. The pool's Fitch debt service coverage ratio (DSCR)
and Fitch loan to value (LTV) of 1.28x and 99.4%, respectively, are
better than the year-to-date (YTD) 2016 average Fitch DSCR and
Fitch LTV of 1.20x and 105.6%, respectively.

Investment-Grade Credit Opinion Loan: Three loans, representing
21.8% of the pool have investment-grade credit opinions. Hilton
Hawaiian Village (9.4%), the largest loan in the pool, has an
investment-grade credit opinion of 'BBB-sf*' on a stand-alone
basis. 9 West 57th (6.3%) has an investment-grade credit opinion of
'AAAsf*' on a stand-alone basis. Moffett Gateway (6%) has an
investment-grade credit opinion of 'BBB-sf*' on a stand-alone
basis.

Highly Concentrated by Loan Size and Property Type: The largest 10
loans account for 56.3% of the pool, which is above the YTD 2016
and 2015 averages of 54.6% and 49.3%, respectively. Combined
retail, office and hotel properties consist of 89% of the
transaction, which is above the YTD 2016 combined total of 74.7%.

RATING SENSITIVITIES
For this transaction, Fitch's net cash flow (NCF) was 10% 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 JPMCC
2016-JP4 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 'A-sf' could
occur.

DUE DILIGENCE USAGE
Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by Ernst & Young 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.

The certificates represent the beneficial ownership interest in the
trust, primary assets of which are 40 loans secured by 72
commercial properties having an aggregate principal balance of
$997,640,641 as of the cut-off date. The loans were contributed to
the trust by JP Morgan Chase Bank, National Association, Starwood
Mortgage Funding VI LLC, Benefit Street Partners CRE Finance LLC,
and Ladder Capital Finance LLC.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 79.5% of the properties
by balance, asset summary reviews on 100% of the pool, and cash
flow analysis of 92.7% of the pool.


KINGSLAND IV: Moody's Affirms Ba1 Rating on $18MM Cl. D Notes
-------------------------------------------------------------
Moody's Investors Service has upgraded the rating on the following
notes issued by Kingsland IV, Ltd.:

U.S. $25,000,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2021, Upgraded to Aa2 (sf); previously on March 14, 2016
Affirmed A1 (sf)

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

U.S. $308,100,000 Class A-l Senior Secured Floating Rate Notes due
2021 (current outstanding balance of $81,027,204), Affirmed Aaa
(sf); previously on March 14, 2016 Affirmed Aaa (sf)

U.S. $60,000,000 Class A-1R Senior Secured Revolving Floating Rate
Notes due 2021 (current outstanding balance of $15,779,397),
Affirmed Aaa (sf); previously on March 14, 2016 Affirmed Aaa (sf)

U.S. $22,900,000 Class B Senior Secured Floating Rate Notes due
2021, Affirmed Aaa (sf); previously on March 14, 2016 Affirmed Aaa
(sf)

U.S. $18,000,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2021, Affirmed Ba1 (sf); previously on March 14, 2016
Affirmed Ba1 (sf)

U.S. $14,900,000 Class E Secured Deferrable Floating Rate Notes due
2021, Affirmed Caa1 (sf); previously on March 14, 2016 Downgraded
to Caa1 (sf)

Kingsland IV, Ltd., issued in February 2007, is a collateralized
loan obligation (CLO) backed primarily by a portfolio of senior
secured loans. The transaction's reinvestment period ended in April
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
notes have been paid down by approximately 45.9% or $82.0 million
since then. Based on the trustee's November 2016 report, the OC
ratios for the Class A/B, Class C, Class D and Class E notes are
reported at 167.11%, 138.24%, 122.95% and 112.63%, respectively,
versus March 2016 levels of 140.39%, 124.90%, 115.72% and 109.07%,
respectively.

Nevertheless, the transaction's exposure to securities that mature
after the notes do (long-dated securities) has increased since
March 2016. Based on the trustee's November 2016 report, long-dated
securities currently make up approximately 32.56% or $64.8 million,
compared to 14.45% or $40.7 million in March 2016. These
investments could expose the notes to market risk in the event of
liquidation when the notes mature. Despite the increase in the OC
ratios of the Class D and E notes, Moody's affirmed the ratings on
the Class D and E notes owing to market risk stemming from the
exposure to these long-dated securities.

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. The deal's
increased exposure owing to amendments to loan agreements extending
maturities continues. In light of the deal's sizable exposure to
long-dated assets, which increases its sensitivity to the
liquidation assumptions in the rating analysis, Moody's ran
scenarios using a range of liquidation value assumptions. However,
actual long-dated asset exposures and prevailing market prices and
conditions at the CLO's maturity will drive the deal's actual
losses, if any, from long-dated assets.

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% (2283)

Class A-1: 0

Class A-1R: 0

Class B: 0

Class C: +1

Class D: +2

Class E: 0

Moody's Adjusted WARF + 20% (3425)

Class A-1: 0

Class A-1R: 0

Class B: 0

Class C: -2

Class D: -1

Class E: -1

Loss and Cash Flow Analysis:

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

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base case,
Moody's analyzed the collateral pool as having a performing par and
principal proceeds balance of $198.7 million, defaulted par of
$6.48 million, a weighted average default probability of 17.89%
(implying a WARF of 2854), a weighted average recovery rate upon
default of 49.96%, a diversity score of 35 and a weighted average
spread of 3.22% (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.


KVK CLO 2016-1: Moody's Rates $17.5MM Class E Notes 'Ba3(sf)'
-------------------------------------------------------------
Moody's Investors Service has assigned ratings to five classes of
notes issued by KVK CLO 2016-1 Ltd. (the "Issuer" or "KVK CLO
2016-1").

Moody's rating action is as follows:

US$218,750,000 Class A Senior Secured Floating Rate Notes due 2029
(the "Class A Notes"), Assigned Aaa (sf)

US$45,500,000 Class B Senior Secured Floating Rate Notes due 2029
(the "Class B Notes"), Assigned Aa1 (sf)

US$22,750,000 Class C Senior Secured Deferrable Floating Rate Notes
due 2029 (the "Class C Notes"), Assigned A2 (sf)

US$17,500,000 Class D Senior Secured Deferrable Floating Rate Notes
due 2029 (the "Class D Notes"), Assigned Baa3 (sf)

US$17,500,000 Class E Senior 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.

KVK CLO 2016-1 is a managed cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 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 approximately 60% ramped as
of the closing date.

KVK Global Strategies 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 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: $350,000,000

Diversity Score: 55

Weighted Average Rating Factor (WARF): 2683

Weighted Average Spread (WAS): 3.90%

Weighted Average Coupon (WAC): 7.00%

Weighted Average Recovery Rate (WARR): 48.0%

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 2683 to 3085)

Rating Impact in Rating Notches

Class A Notes: 0

Class B Notes: -2

Class C Notes: -2

Class D Notes: -1

Class E Notes: 0

Percentage Change in WARF -- increase of 30% (from 2683 to 3488)

Rating Impact in Rating Notches

Class A Notes: 0

Class B Notes: -4

Class C Notes: -3

Class D Notes: -2

Class E Notes: -1


LB-UBS COMMERCIAL 2005-C7: Fitch Hikes Cl. F Debt Rating to 'Bsf'
-----------------------------------------------------------------
Fitch Ratings has upgraded one class and affirmed 12 classes of
LB-UBS Commercial Mortgage Trust (LBUBS) commercial mortgage
pass-through certificates series 2005-C7.

                       KEY RATING DRIVERS

The upgrade and affirmations reflect increased credit enhancement
relative to expected losses.  Fitch's expected losses totalled 6.4%
of the remaining pool; expected losses on the original pool balance
total 5.7%, including $128.9 million (5.5% of the original pool
balance) in realized losses to date.  As of the November 2016
distribution date, the pool's aggregate principal balance has been
reduced 97% to $73.9 million from $2.3 billion at issuance.  There
are currently no defeased loans.  Interest shortfalls are affecting
classes J through T.

Concentrated Pool with Adverse Selection: The pool is highly
concentrated with only six of the original 137 loans remaining in
the transaction.  Aside from the largest loan in the pool, the
other five loans (68% of the pool), secured by retail properties,
carry refinance risk including secondary markets, high submarket
vacancies, and rollover concerns.  All of the loans have remained
current since issuance, with current occupancies between 89% and
100%, and stable debt service coverage ratios (DSCR), per the most
recent servicer reporting.

The largest loan in the pool is the 1166 Avenue of the Americas
loan (31.8%), which is secured by the condominium interests in a
1.7 million sf class A office building located in New York, NY. The
902,232 square feet (sf) of collateral, located on floors 22-32 and
33-44, serve as the corporate headquarters for the loan's sponsor,
Marsh & McLennan Companies, Inc. (rated 'A-'/Outlook Stable).  The
collateral is 100% master leased by the sponsor though October
2035.  The net operating income (NOI) DSCR has remained flat at
1.44x since issuance.  The A-note contributed to the trust is pari
passu with another $241.6 million A-note with respect to the
payment of interest, but it is senior with respect to the payment
of principal.  The mortgage has a maturity date in October 2035,
but the pooled trust note is expected to fully amortize by November
2018.

Amortization and Maturity Concentration: Credit enhancement
continues to increase due to continued loan paydown.  The pool
balance has reduced 24% since the December 2015 remittance,
primarily due to $16.9 million in principal payments over the past
12 months.  All of the remaining loans are currently amortizing.
Based on the November 2016 distribution statement, the pool
received $1.02 million in scheduled principal payments of which the
1166 Avenue of the Americas loan contributed $935,747 (or 91% of
total principal received).  The fully amortizing 1166 Avenue of the
Americas loan is expected to pay in full by November 2018.  The
five remaining retail loans are amortizing balloon with a total
current principal contribution of only $89,000 per month. One
retail loan is scheduled to mature in 2017 (5.7% of the pool), with
the remaining four loan maturities concentrated in 2020 (62.5%).

                        RATING SENSITIVITIES

The Outlook on class D is expected to remain Stable as the class
benefits from increasing credit enhancement and continued
delevering of the transaction through amortization and repayment of
maturing loans.  The Positive Outlook on class E reflects the
possibility for future upgrades due to an expected increase in
credit enhancement from amortization and near term loan maturities.
Downgrades are not likely due to sufficient credit enhancement.

Fitch has upgraded and assigned a Rating Outlook to this class:

   -- $23.5 million class F to 'Bsf' from 'CCCsf'; assigned
      Outlook Stable.

In addition, Fitch has affirmed these classes:

   -- $9.6 million class D at 'AAAsf'; Outlook Stable;
   -- S23.5 million class E at 'BBsf'; Outlook Positive;
   -- $17.3 million class G at 'Dsf'; RE 80%;
   -- $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 P at 'Dsf'; RE 0%;
   -- $0 class Q at 'Dsf'; RE 0%;
   -- $0 class S at 'Dsf'; RE 0%.

The class A-1, A-2, A-3, A-AB, A-4, A-1A, A-M, A-J, B, C, CM-1,
CM-2, CM-3, and CM-4 certificates have paid in full.  Fitch does
not rate the class T certificate.  Fitch previously withdrew the
ratings on the interest-only class X-CP and X-CL certificates.

Fitch also does not rate the SP-1 through SP-7 rake classes, which
are specific to the Station Place I $63 million B-note.  The senior
A-note for Station Place I was part of the pooled portion of the
trust, which has since paid in full.


LEHMAN XS 2007-15N: Moody's Hikes Ratings on 2 Tranches to Caa2
---------------------------------------------------------------
Moody's Investors Service has upgraded ratings of 3 tranches from
one transaction backed by Option ARM RMBS loans, issued by Lehman.

Complete rating actions are as follows:

Issuer: Lehman XS Trust Series 2007-15N

Cl. 1-A1, Upgraded to Caa2 (sf); previously on Oct 22, 2010
Downgraded to Caa3 (sf)

Cl. 1C-A1, Upgraded to Caa1 (sf); previously on Oct 22, 2010
Downgraded to Caa3 (sf)

Cl. 2-A1, Upgraded to Caa2 (sf); previously on Oct 22, 2010
Downgraded to Caa3 (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
the pools. The rating upgrades are a result of the improving loss
performance of the related pools.

The methodology used in rating the interest-only securities was
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in October 2015

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 Nov 2016 from 4.6% in Nov
2015. Moody's forecasts an unemployment central range of 4.5% to
5.5% for the 2016 year. Deviations from this central scenario could
lead to rating actions in the sector.

House prices are another key driver of US RMBS performance. Moody's
expects house prices to continue to rise in 2016. Lower increases
than Moody's expects or decreases could lead to negative rating
actions.

Finally, performance of RMBS continues to remain highly dependent
on servicer procedures. Any change resulting from servicing
transfers or other policy or regulatory change can impact the
performance of these transactions.


MERRILL LYNCH 2004-BPC1: Fitch Affirms Bsf Rating on Class D Certs
------------------------------------------------------------------
Fitch Ratings has affirmed 11 classes of Merrill Lynch Mortgage
Trust, commercial mortgage pass-through certificates, series
2004-BPC1.

KEY RATING DRIVERS
The affirmations are the result of pool concentration and adverse
selection of the remaining collateral.

Fitch modeled losses of 18.7% of the remaining pool; expected
losses on the original pool balance total 6.9%, including $80.1
million (6.4% of the original pool balance) in realized losses to
date. As of the December 2016 distribution date, the pool's
aggregate principal balance has been reduced by 97.5% to $30.8
million from $1.24 billion at issuance. Interest shortfalls are
currently affecting classes F through Q.

Concentrated Pool with Adverse Selection: The pool is highly
concentrated with only four loans remaining, the largest of which
is in special servicing (43.6% of pool) and is scheduled to mature
in September 2017. The remaining non-specially serviced loans
mature in 2019 (two loans, 31.1% of pool) and 2022 (one loan,
25.3%).

Specially Serviced Loan: The Sugarloaf Business Center and
Southwood 75 Business Center loan (43.6%), which is secured by two
suburban office buildings totaling 200,758 square feet located in
Duluth and Jonesboro, GA, was transferred to special servicing in
September 2014 due to maturity default. The borrower was unable to
repay the loan at maturity as the refinancing fell through when the
largest tenant gave notice of plans to vacate the property in
November 2014. The loan has been modified twice; first in October
2015 which granted a one-year maturity extension to September 2016
and second in November 2016 which granted another one-year
extension through September 2017.

As of the November 2016 rent roll, the combined occupancy of the
properties increased to 73.8% from 56.2% in June 2016 due to a
newly executed lease in November 2016 on 17.7% of net rentable area
through February 2022. Additionally, the second largest tenant,
Healthcare Solutions (10.5% of NRA), recently executed a five-year
lease renewal through May 2019.

RATING SENSITIVITIES
The Stable Outlook for class D reflects the class' seniority in the
capital structure and expected continued paydowns. Upgrades to
class D are unlikely until there is an indication that the largest
loan, which is currently specially serviced, will be refinanced.
The distressed classes are subject to further downgrades as
additional losses are realized or if losses exceed Fitch's
expectations.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10
No third-party due diligence was provided or reviewed in relation
to this rating action.

Fitch has affirmed the following ratings as indicated:

--$14.6 million class D at 'Bsf'; Outlook Stable;
--$9.3 million class E at 'CCsf'; RE 100%;
--$6.9 million class F at 'Dsf'; RE 25%;
--$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 P at 'Dsf'; RE 0%.

The class A1 through C certificates have paid in full. Fitch does
not rate the class Q certificates. Fitch previously withdrew the
ratings on the interest-only class XC and XP certificates.


MERRILL LYNCH 2004-MKB1: Fitch Hikes Cl. M Debt Rating to 'BBsf'
----------------------------------------------------------------
Fitch Ratings upgrades three classes and affirms one class of
Merrill Lynch Mortgage Trust (MLMT) 2004-MKB1 commercial mortgage
pass-through certificates.

                        KEY RATING DRIVERS

The upgrades are the result of increasing credit enhancement from
continued paydown, stable performance of the underlying collateral
high percentage of loans structured with full amortization (50.8%),
and greater likelihood of class repayment.  As of the November 2016
distribution date, the pool's aggregate principal balance has been
reduced by 98.84% to $11.3 million from $980 million at issuance.
Fitch modeled losses of 3% of the remaining pool; expected losses
on the original pool balance total 1.6%, including $15.4 million
(1.6% of the original pool balance) in realized losses to date.
Interest shortfalls are currently affecting class Q.

Pool Concentration: The pool is highly concentrated with only five
of the original 72 loans remaining.  The largest remaining loan,
which represents approximately 49% of the pool, faces tenant
rollover concerns in 2018.  Two loans (70.7%) are backed by office
properties and the remaining three loans (29.3%) are backed by
retail properties.  None of the remaining loans are in special
servicing.

Fully Amortizing Loans: Four loans (50.8%) are fully amortizing and
the remaining loan (49.2%) is an ARD loan.

Maturities: Three loans (29.3%) mature in 2019, one loan (21.5%)
matures in 2024 and the remaining loan (49.2%) has anticipated
repayment date (ARD) in 2034.

The largest loan in the pool, Georgetown Medical Plaza (49.2%), is
a 71,031 square foot (sf) office building located in Indianapolis,
IN.  The loan reached its ARD in March 2014, and is being cash
managed and accruing 2% deferred interest.  The loan's final
maturity date is in 2024.  The loan's debt service coverage ratio
(DSCR) was 1.39x as of December 2015 and occupancy has been 100%
since issuance by the sole tenant.  The lease expiration is July
2018.

The second largest loan in the pool (21.5%) is a 20,987 sf office
property in Malibu, CA.  DSCR was 2.09x as of December 2015 and
occupancy was 100% as of October 2016.

                         RATING SENSITIVITIES

The Rating Outlooks are Stable as no rating changes are
anticipated.  Further upgrades will be limited due to the
concentrated nature of the pool.  Downgrades are possible if pool
performance declines significantly.

Fitch upgrades these classes and assigned outlooks as indicated:

   -- $2.3 million class L to 'Asf' from 'BBsf', Outlook Stable;
   -- $4.9 million class M to 'BBsf' from 'CCCsf', Outlook Stable
      assigned;
   -- $2.5 million class N to 'CCCsf' from 'CCsf', RE 100%.

Fitch affirms these classes as indicated:

   -- $1.8 million class P at 'Dsf', RE 100%.

The class A-1, A-2, A-3, A-4, A-1A, B, C, D, E, F, G, H, J and K
certificates have paid in full.  Fitch does not rate the class Q
certificates.  Fitch previously withdrew the ratings on the
interest-only class XC and XP certificates.


MIDOCEAN CREDIT I: S&P Assigns BB Rating on Class D-R Notes
-----------------------------------------------------------
S&P Global Ratings assigned its ratings to the class A-1-R, A-2-R,
B-R, C-R, and D-R replacement notes from MidOcean Credit CLO I, a
collateralized loan obligation (CLO) originally issued in 2013 that
is managed by MidOcean Credit Fund Management L.P.  S&P withdrew
its ratings on the original class A-1, A-2, B, C, and D notes
following payment in full on the Dec. 15, 2016, refinancing date.

On the Dec. 15, 2016, refinancing date, the proceeds from the class
A-1-R, A-2-R, B-R, C-R, and D-R replacement note issuances were
used to redeem the original class A-1, A-2, B, C, and D 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 is assigning ratings to the replacement notes.

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

   -- Extend reinvestment period end and non-call period end by
      three years;

   -- Add a formula-based Standard & Poor's CDO Monitor option;
      and

   -- Update recoveries and S&P Global Ratings' industry
      classifications to reflect the latest criteria.

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

MidOcean Credit CLO I
                                         Amount
Replacement class         Rating        (mil $)
A-1-R                     AAA (sf)        210.5
A-2-R                     AA (sf)         39.00
B-R                       A (sf)          22.00
C-R                       BBB (sf)        13.50
D-R                       BB (sf)         11.40
Subordinated notes        NR              54.52

RATINGS WITHDRAWN

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

NR--Not rated.


MIDOCEAN CREDIT VI: Moody's Assigns Ba3 Rating to Class E Notes
---------------------------------------------------------------
Moody's Investors Service has assigned ratings to five classes of
notes issued by MidOcean Credit CLO VI.

Moody's rating action is as follows:

U.S.$242,000,000 Class A Floating Rate Notes due 2029 (the "Class A
Notes"), Assigned Aaa (sf)

U.S.$58,000,000 Class B Floating Rate Notes due 2029 (the "Class B
Notes"), Assigned Aa2 (sf)

U.S.$26,000,000 Class C Deferrable Floating Rate Notes due 2029
(the "Class C Notes"), Assigned A2 (sf)

U.S.$22,000,000 Class D Deferrable Floating Rate Notes due 2029
(the "Class D Notes"), Assigned Baa3 (sf)

U.S.$20,000,000 Class E 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.

MidOcean VI 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 underlying assets that are
unsecured loans and second lien loans. The portfolio is
approximately 75% ramped as of the closing date.

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

In addition to the Rated Notes, the Issuer has issued income
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): 2780

Weighted Average Spread (WAS): 4.0%

Weighted Average Coupon (WAC): 5.0%

Weighted Average Recovery Rate (WARR): 49.5%

Weighted Average Life (WAL): 8.08 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 2780 to 3197)

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 2780 to 3614)

Rating Impact in Rating Notches

Class A Notes: 0

Class B Notes: -2

Class C Notes: -4

Class D Notes: -2

Class E Notes: -1


MORGAN STANLEY 2003-TOP9: Moody's Hikes Rating on Cl. M Debt to BB
------------------------------------------------------------------
Fitch Ratings has upgraded three classes and affirmed one class of
Morgan Stanley Dean Witter Capital I Trust (MSDWC) commercial
mortgage pass-through certificates, series 2003-Top9.

KEY RATING DRIVERS

The upgrades to classes K, L, and M are the result of increased
credit enhancement from continued amortization and the repayment of
two loans at their maturity dates since last review. Overall, the
pool has exhibited stable performance since Fitch's last ratings
action. The affirmation of class N reflects Fitch's modeled losses
on the pool's only specially serviced loan and the concentrated
nature of the pool with only 11 loans remaining.

As of the November 2016 distribution date, the pool's aggregate
principal balance has been reduced by 98% to $20.6 million from
$1.1 billion at issuance. Per servicer reporting, two loans (1.5%
of the current balance) are fully defeased. There is one specially
serviced loan (44%) and interest shortfalls are currently affecting
class O. Fitch modeled losses of 1.09% on the original balance,
including 0.31% in realized losses to date.

Loan concentration: Eleven loans remain in the transaction, the
largest of which represents 44% of the transaction balance. Seven
of the 11 remaining loans (85%) are collateralized by retail
properties.

Specially Serviced Loan: The largest loan in the pool (44%) was
transferred to the special servicer in August 2016 due to imminent
maturity default. The loan, which is secured by a 121,618 square
foot (sf) retail center located in North Highlands, CA, was
previously modified back in November 2011. The modification
included an increase in the number of interest-only periods,
$500,000 of principal forgiveness, and an extension of the maturity
date to November 2016 from November 2012. As of December 2015, the
servicer reported occupancy of 83% at the property with a net
operating income (NOI) debt service coverage ratio (DSCR) of 0.87x.
The borrower has had difficulty refinancing after the largest
tenant, Raley's Supermarkets (50% of net rentable area, expires
January 2017), indicated they would not renew their lease at the
property. According to the special servicer, the borrower has been
able to get a new tenant to fill the Raley's space without any
interruption in service.

Low Leverage: Nine out of the 11 loans remaining in the pool are
fully amortizing. The weighted average Fitch loan to value (LTV)
for the pool is 23.76% when both the specially serviced and
defeased loans are removed from the calculation.

RATING SENSITIVITIES
The Rating Outlooks on classes K through M remain Stable.
Downgrades are possible if more loans transfer to the special
servicer and or modeled losses are realized. Upgrades are unlikely
given the concentrated nature of the pool. Fitch applied a rating
cap to class L based on the pool's concentration, the collateral
quality of the remaining loans, and the long-dated maturities of
the remaining loans not maturing in 2017.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10
No third-party due diligence was provided or reviewed in relation
to this rating action.

Fitch has upgraded the following ratings:

--$2.4 million class K to 'AAAsf' from 'Asf'; Outlook Stable;
--$5.4 million class L to 'BBBsf' from 'BBsf'; Outlook Stable;
--$2.7 million class M to 'BBsf' from 'Bsf'; Outlook Stable.

Fitch has affirmed the following rating:

--$2.7 million class N at 'CCCsf'; RE 100%

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


MORGAN STANLEY 2016-C32: Fitch Assigns B- Rating to Class F Debt
----------------------------------------------------------------
Fitch Ratings has assigned the following ratings and Rating
Outlooks to the Morgan Stanley Bank of America Merrill Lynch Trust
Series 2016-C32 commercial mortgage pass-through certificates:

-- $36,900,000 class A-1 'AAAsf'; Outlook Stable;
-- $6,800,000 class A-2 'AAAsf'; Outlook Stable;
-- $58,600,000 class A-SB 'AAAsf'; Outlook Stable;
-- $190,000,000 class A-3 'AAAsf'; Outlook Stable;
-- $342,567,000 class A-4 'AAAsf'; Outlook Stable;
-- $634,867,000b class X-A 'AAAsf'; Outlook Stable;
-- $109,968,000b class X-B 'AA-sf'; Outlook Stable;
-- $65,754,000 class A-S 'AAAsf'; Outlook Stable;
-- $44,214,000class B 'AA-sf'; Outlook Stable;
-- $43,080,000 class C 'A-sf'; Outlook Stable;
-- $48,749,000ab class X-D 'BBB-sf'; Outlook Stable;
-- $48,749,000a class D 'BBB-sf'; Outlook Stable;
-- $23,807,000a class E 'BB-sf'; Outlook Stable;
-- $10,203,000a class F 'B-sf'; Outlook Stable.

The following classes are not rated:
-- $36,278,869ab class G 'NR';

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

KEY RATING DRIVERS

Average Fitch Leverage: The pool's leverage statistics are in line
with other recent Fitch-rated, fixed-rate multiborrower
transactions. The pool's Fitch debt service coverage ratio (DSCR)
and Fitch loan to value (LTV) of 1.21x and 103.1% are in line with
the year-to-date (YTD) 2016 average Fitch DSCR and Fitch LTV of
1.20x and 105.6%, respectively.

Investment-Grade Credit-Opinion Loans: Two loans, representing
12.7% of the pool have investment-grade credit opinions. Hilton
Hawaiian Village (6.9%), the largest loan in the pool, has an
investment-grade credit opinion of 'BBB-sf'* on a stand-alone
basis. Potomac Mills (5.7%) has an investment-grade credit opinion
of 'BBBsf'* on a stand-alone basis. The two investment-grade credit
opinion loans have a weighted average Fitch DSCR and Fitch LTV of
1.55x and 62.1%, respectively.

Above-Average Property Quality: Eight loans, representing 36.1% of
the pool and 45.6% of Fitch's sample, were backed by properties
receiving Fitch property quality grades of 'B+' or higher.
Additionally, five loans, representing 23.3% of the pool and 29.5%
of Fitch's sample, were backed by properties receiving Fitch
property quality grades of 'A-' including three in the top 10
(Hilton Hawaiian Village, 191 Peachtree, and FedEx Ground
Portfolio).

RATING SENSITIVITIES

For this transaction, Fitch's net cash flow (NCF) was 11.7% below
the most recent year's net operating income (NOI; for properties
for which a full-year NOI was provided, excluding properties that
were stabilizing during this period). Unanticipated further
declines in property-level NCF could result in higher defaults and
loss severities on defaulted loans and in potential rating actions
on the certificates.

Fitch evaluated the sensitivity of the ratings assigned to MSBAM
2016-C32 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 'Asf' could result. In a more
severe scenario, in which NCF declined a further 30% from Fitch's
NCF, a downgrade of the junior 'AAAsf' certificates to 'BBB+sf'
could result.


MORGAN STANLEY 2016-SNR: S&P Assigns BB+ Rating on Cl. E Certs.
---------------------------------------------------------------
S&P Global Ratings assigned its ratings to Morgan Stanley Capital
Citigroup Trust 2016-SNR's $555.0 million commercial mortgage
pass-through certificates.

The certificate issuance is a commercial mortgage-backed securities
transaction backed by a $555.0 million mortgage loan, secured by a
first lien on the borrowers' fee interest in a portfolio of 64
skilled nursing facilities containing 7,786 licensed beds.  The
properties are located in eight states.

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

RATINGS ASSIGNED

Morgan Stanley Capital Citigroup Trust 2016-SNR

Class      Rating           Amount ($)
A          AAA (sf)        242,000,000
X-NCP      NR            13,500,000(i)
X-CP       NR            76,500,000(i)
B          AA- (sf)         90,000,000
C          A- (sf)          98,800,000
D          BBB- (sf)       104,200,000
E          BB+ (sf)         20,000,000

(i)Notional balance. For the purpose of referencing the
interest-only certificates, the class B has been divided into two
distinct portions.  The class X-NCP certificates will be equal to
the portion balance of the class B portion 1 and the class X-CP
certificates will be equal to the portion balance of the class B
portion 2.
NR--Not rated.



OZLM XV: Moody's Assigns Ba3 Rating to Class D Notes
----------------------------------------------------
Moody's Investors Service has assigned ratings to six classes of
notes issued by OZLM XV, Ltd.

Moody's rating action is as follows:

U.S.$252,000,000 Class A-1 Senior Secured Floating Rate Notes due
2029 (the "Class A-1 Notes"), Assigned Aaa (sf)

U.S.$40,500,000 Class A-2a Senior Secured Floating Rate Notes due
2029 (the "Class A-2a Notes"), Assigned Aa2 (sf)

U.S.$11,500,000 Class A-2b Senior Secured Fixed Rate Notes due 2029
(the "Class A-2b Notes"), Assigned Aa2 (sf)

U.S.$24,000,000 Class B Senior Secured Deferrable Floating Rate
Notes due 2029 (the "Class B Notes"), Assigned A2 (sf)

U.S.$22,000,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2029 (the "Class C Notes"), Assigned Baa3 (sf)

U.S.$18,000,000 Class D Secured Deferrable Floating Rate Notes due
2029 (the "Class D Notes"), Assigned Ba3 (sf)

The Class A-1 Notes, the Class A-2a Notes, the Class A-2b 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 Debt address the expected losses posed
to noteholders. The ratings reflect the risks due to defaults on
the underlying portfolio of assets, the transaction's legal
structure, and the characteristics of the underlying assets.

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

Och-Ziff Loan 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 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 issued subordinated
notes.

The transaction incorporates interest and par coverage tests which,
if triggered, divert interest and principal proceeds to pay down
the notes and loans 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: 60

Weighted Average Rating Factor (WARF): 2930

Weighted Average Spread (WAS): 3.90%

Weighted Average Coupon (WAC): 7.0%

Weighted Average Recovery Rate (WARR): 48.50%

Weighted Average Life (WAL): 8 years.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
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 2930 to 3370)

Rating Impact in Rating Notches

Class A-1 Notes: 0

Class A-2a Notes:-2

Class A-2b Notes: -2

Class B Notes: -2

Class C Notes: -1

Class D Notes: 0

Percentage Change in WARF -- increase of 30% (from 2930 to 3809)

Rating Impact in Rating Notches

Class A-1 Notes: -1

Class A-2a Notes: -3

Class A-2b Notes: -3

Class B Notes: -4

Class C Notes: -2

Class D Notes: -1


PALMER SQUARE 2014-1: S&P Assigns Prelim. BB Rating on Cl. D-R Debt
-------------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to the class
A-1-R, A-2-R, B-R, C-R, and D-R replacement notes from Palmer
Square CLO 2014-1 Ltd./Palmer Square CLO 2014-1 LLC, a
collateralized loan obligation (CLO) originally issued in June 2014
that is managed by Palmer Square Capital Management 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.

On the Jan. 17, 2017 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 amended
indenture, which, in addition to outlining the terms of the
replacement notes, will also incorporate these:

   -- The replacement class A-1-R, A-2-R, B-R, C-R, and D-R notes
      are expected to be issued at a higher spread than the
      original notes.

   -- All replacement class notes are expected to be issued at a
      floating spread, replacing the current floating spread.

   -- The stated maturity will be extended by five years, the
      reinvestment period end date will be extended to January
      2019, and the weighted average life test will be extended to

      six years from the refinancing date.

   -- The indenture was amended to incorporate an option by the
      manager to use the formula-based S&P CDO Monitor.

   -- It also incorporated updated S&P Global Ratings industry
      classifications, recoveries, and country groupings for the
      purposes of recoveries.

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

Palmer Square CLO 2014-1 Ltd./Palmer Square CLO 2014-1 LLC
Replacement class         Rating      Amount (mil. $)
A-1-R                     AAA (sf)             260.00
A-2-R                     AA (sf)               44.00
B-R                       A (sf)                28.15
C-R                       BBB (sf)              19.80
D-R                       BB (sf)               16.20
Subordinated notes        NR                    44.75

NR--Not rated.


PALMER SQUARE 2016-3: S&P Assigns BB Rating on Class D Notes
------------------------------------------------------------
S&P Global Ratings assigned its ratings to Palmer Square Loan
Funding 2016-3 Ltd./Palmer Square Loan Funding 2016-3 LLC's $232.50
million floating-rate notes.

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

The ratings reflect:

   -- The diversified collateral pool, which consists primarily of

      broadly syndicated speculative-grade senior secured term
      loans.  The credit enhancement provided through the
      subordination of cash flows, excess spread, and
      overcollateralization.

   -- The collateral servicer's experienced management team.

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

RATINGS ASSIGNED

Palmer Square Loan Funding 2016-3 Ltd.

Class                 Rating          Amount
                                    (mil. $)
A-1                   AAA (sf)       170.000
A-2                   AA (sf)         23.000
B (deferrable)        A (sf)          21.125
C (deferrable)        BBB (sf)         9.550
D (deferrable)        BB (sf)          8.825
Subordinated notes    NR              20.400

NR--Not rated.


PREFERRED TERM XII: Moody's Affirms B3 Rating on 3 Tranches
-----------------------------------------------------------
Moody's Investors Service has upgraded the rating on the following
notes issued by Preferred Term Securities XII, Ltd.:

US$442,400,000 Floating Rate Class A-1 Senior Notes Due December
24, 2033 (current balance of $119,674,573), Upgraded to Aaa (sf);
previously on August 4, 2014 Confirmed at Aa1 (sf)

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

US$64,000,000 Floating Rate Class A-2 Senior Notes Due December 24,
2033, Affirmed Aa1 (sf); previously on August 4, 2014 Upgraded to
Aa1 (sf)

US$10,000,000 Fixed/Floating Rate Class A-3 Senior Notes Due
December 24, 2033, Affirmed Aa1 (sf); previously on August 4, 2014
Upgraded to Aa1 (sf)

US$17,000,000 Fixed/Floating Rate Class A-4 Senior Notes Due
December 24, 2033 Affirmed Aa1 (sf); previously on August 4, 2014
Upgraded to Aa1 (sf)

US$204,400,000 Floating Rate Class B-1 Mezzanine Notes Due December
24, 2033, Affirmed B3 (sf); previously on August 4, 2014 Upgraded
to B3 (sf)

US$20,500,000 Fixed/Floating Rate Class B-2 Mezzanine Notes Due
December 24, 2033, Affirmed B3 (sf); previously on August 4, 2014
Upgraded to B3 (sf)

US$37,700,000 Fixed/Floating Rate Class B-3 Mezzanine Notes Due
December 24, 2033), Affirmed B3 (sf); previously on August 4, 2014
Upgraded to B3 (sf).

Preferred Term Securities XII, Ltd., issued in December 2003, is a
collateralized debt obligation backed by a portfolio of bank trust
preferred securities (TruPS).

RATINGS RATIONALE

The rating upgrade is primarily a result of the deleveraging of the
Class A-1 notes, an increase in the transaction's
over-collateralization ratios, and the resumption of interest
payments on previously deferring assets since June 2016.

The Class A-1 notes have paid down by approximately 31.5% or $55.0
million since June 2016, using principal proceeds from the
redemption of the underlying assets and the diversion of excess
interest proceeds. In addition, Moody's gave full par credit in its
analysis to four deferring assets that meet certain criteria,
totaling $19.5 million in par. Based on Moody's calculations, the
Class A-1 OC ratio has improved to 351.4% compared to 265.6% in
June 2016. 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 has having a performing par and (after treating
deferring securities as performing if they meet certain criteria)
of $420.5 million, defaulted/deferring par of $110.6 million, a
weighted average default probability of 5.52% (implying a WARF of
572), and a weighted average recovery rate upon default of 10.0%.
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 RiskCalcā„¢ 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(TM) 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(TM) cash
flow model. CDOROM(TM) is available on www.moodys.com under
Products and Solutions -- Analytical models, upon receipt of a
signed free license agreement.

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(TM), 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 364)

Class A-1: 0

Class A-2: +1

Class A-3: +1

Class A-4: +1

Class B-1: +3

Class B-2: +3

Class B-3: +3

Assuming a two-notch downgrade to assets with below-investment
grade ratings or rating estimates (WARF of 849)

Class A-1: 0

Class A-2: 0

Class A-3: 0

Class A-4: 0

Class B-1: 0

Class B-2: 0

Class B-3: 0


PRIMA CAPITAL 2016-VI: Moody's Assigns Ba2 Rating to Cl. C Notes
----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following ratings to the notes issued by Prima Capital CRE
Securitization 2016-VI Ltd.:

Cl. A, Assigned Aaa (sf)

Cl. B, Assigned Aa3 (sf)

Cl. C, Assigned Ba2 (sf)

RATINGS RATIONALE

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

Prima Capital CRE Securitization 2016-VI Ltd. is a static cash flow
commercial real estate collateralized debt obligation (CRE CDO).
The issued notes are collateralized by a pool of 21 collateral
interests (19 obligors) in the form of: i) single asset/single
borrower commercial real estate bonds (CMBS), primarily secured by
industrial and office properties (71.9% of the initial pool
balance); ii) mezzanine interests in commercial real estate,
secured by office and retail properties (21.1%); iii) whole loans
on commercial real estate, secured by retail and multifamily
properties (3.7%); and iv) real estate investment trust (REIT)
bonds, primarily backed by retail properties (3.3%). Approximately
22.3% of the collateral assets are currently rated by Moody's and
the other 77.7% of the collateral assets were provided an
assessment of credit. The transaction does not have a reinvestment
option nor a ramp option, and all of the assets are closed as of
the closing date. The portfolio par amount is $301,305,011 with a
weighted average coupon of 4.27%. There is one floating rate asset
(3.7% of the portfolio balance) with a weighted average spread of
4.25% over 1-month LIBOR.

The transaction incorporates both par value and interest coverage
tests at each of the Moody's rated notes. If one or more is
triggered, they act to divert interest and principal proceeds to
pay down their respective senior classes of Note(s). Prima Mortgage
Investment Trust, LLC, Prima Mortgage Investment Trust, LLC Grantor
Trust Series A, and San Francisco City and County Employees'
Retirement System are collateral sellers of all the assets in the
pool. Prima Capital Advisors LLC will act as trust advisor pursuant
to the indenture and will perform certain reporting duties for the
benefit of the noteholders. As the transaction is static,
unscheduled principal payments and sale proceeds of credit risk and
defaulted assets will be used to pay down the notes per the
transaction waterfall.

Moody's has identified the following as key indicators of the
expected loss in CRE CDO transactions: the weighted average rating
factor (WARF), the weighted average life (WAL), the weighted
average recovery rate (WARR), and Moody's asset correlation (MAC).
Moody's typically models these as actual parameters for static
deals and as covenants for managed deals.

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed assessments for all of the collateral
Moody's does not rate. Moody's modeled a WARF of 1506.

Moody's modeled to a WAL of 6.9 years as of the closing date.

Moody's modeled a fixed WARR of 32.9%.

Moody's modeled a MAC of 32.0% corresponding to a pair-wise
correlation of 32.7%.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Approach to Rating SF CDOs" published in October 2016. Please see
the Rating Methodologies page on www.moodys.com for a copy of this
methodology.

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

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

Moody's Parameter Sensitivities: Changes 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 1658 (approx. 10% change),
would result in no rating movement on the rated notes. Stressing
the portfolio WARF to 1855 (approx. 23% change), would result in
the average modeled rating movement on the rated notes of 0 to 1
notches downward (eg. 1 notch downward implies Baa3 to Ba1).

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.


PUTNAM STRUCTURED 2001-1: S&P Raises Rating on 2 Notes to CCC+
--------------------------------------------------------------
S&P Global Ratings raised its ratings on the class C-1 and C-2
notes from Putnam Structured Product CDO 2001-1 Ltd., a cash flow
collateralized debt obligation (CDO) of asset-backed securities
(ABS) transaction, to 'CCC+ (sf)' from 'CCC- (sf)'.

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

Since S&P's February 2014 rating actions, the class A-1, A-2, and B
notes have been paid down in full, and the class C-1 and C-2 notes
are currently being paid down.  The class C-1 and C-2 notes' lower
balance improved their credit support and allows them to now pass
the top obligor test at the 'CCC' category level (which they were
failing at the time of S&P's last review).  The notes do not pass
the top obligor test at the 'B' category, however.  The upgrades
also factor in the quality of the remaining assets in the portfolio
currently backing the notes.

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

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


REGATTA II FUNDING: S&P Gives Prelim BB- Rating on Cl. D-R Notes
----------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to the class
A-1-R, A-2-R, B-R, C-R, and D-R replacement notes from Regatta II
Funding L.P./Regatta II Funding LLC, a collateralized loan
obligation (CLO) originally issued in A-1, A-2, B, C, and D that is
managed by Napier Park Global Capital (U.S.) L.P.  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.

On the Dec. 21, 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 the
replacement notes, will also incorporate these changes:

   -- The stated maturity, reinvestment period, and non-call
      period will each be extended by four years.  The weighted
      average life test will also be extended.

   -- On the Dec. 21, 2016, refinancing date, up to $185,000 may
      be transferred out of the principal account to cover
      expenses.

   -- The balance of the class A-1-R and A-2-R notes includes
      additional issuances of $4.5 million and $3.7 million,
      respectively, which together represent the additional
      issuance of the class A-R notes to be deposited in the
      principal account on the refinancing date.

   -- On Dec. 23, 2016, designated purchase date, the additional
      class A-R issuance held in the principal account will be
      used to purchase $4.0 million of the designated class B-R
      notes and $2.0 million of the designated class D-R notes,
      reducing the outstanding principal balance of the class B-R
      and D-R notes to $28.0 million and $17.5 million,
      respectively.

   -- The outstanding balances of the class A-1-R, A-2-R, and C-R
      notes are unaffected immediately after the designated
      purchase date.

   -- The cumulative balance of the new proposed notes immediately

      after the designated purchase date will be greater than the
      cumulative balance of the original notes being refinanced,
      while the target par balance remains unchanged, resulting in

      decreased overcollateralization ratios.

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

Regatta II Funding L.P./Regatta II Funding LLC
Replacement class         Rating      Amount (mil. $)
A-1-R                     AAA (sf)             261.00
A-2-R                     AA (sf)               46.70
B-R                       A (sf)                32.00
C-R                       BBB (sf)              20.00
D-R                       BB- (sf)              19.50
L.P. certificates         NR                    70.00

NR--Not rated.



RISERVA CLO: Moody's Assigns Ba3(sf) Rating to Cl. E Notes
----------------------------------------------------------
Moody's Investors Service has assigned ratings to seven classes of
notes issued by Riserva CLO, Ltd. (the "Issuer" or "Riserva CLO").

Moody's rating action is as follows:

U.S.$384,000,000 Class A Senior Secured Floating Rate Notes due
2028 (the "Class A Notes"), Definitive Rating Assigned Aaa (sf)

U.S.$51,000,000 Class B-1 Senior Secured Floating Rate Notes due
2028 (the "Class B-1 Notes"), Definitive Rating Assigned Aa2 (sf)

U.S.$21,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2028
(the "Class B-2 Notes"), Definitive Rating Assigned Aa2 (sf)

U.S.$28,500,000 Class C-1 Deferrable Mezzanine Secured Floating
Rate Notes due 2028 (the "Class C-1 Notes"), Definitive Rating
Assigned A2 (sf)

U.S.$7,500,000 Class C-2 Deferrable Mezzanine Secured Fixed Rate
Notes due 2028 (the "Class C-2 Notes"), Definitive Rating Assigned
A2 (sf)

U.S.$33,000,000 Class D Deferrable Mezzanine Secured Floating Rate
Notes due 2028 (the "Class D Notes"), Definitive Rating Assigned
Baa3 (sf)

U.S.$27,000,000 Class E Deferrable Junior Secured Floating Rate
Notes due 2028 (the "Class E Notes"), Definitive Rating Assigned
Ba3 (sf)

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

Riserva CLO is a managed cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 95% of the portfolio must consist
of senior secured loans and eligible investments that are principal
proceeds, and up to 5% of the portfolio may consist of second lien
loans, senior unsecured loans and first lien last out loans. The
portfolio is approximately 90% ramped as of the closing date.

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

In addition to the Rated Notes, the Issuer issued 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 the following base-case
assumptions:

Par amount: $600,000,000

Diversity Score: 55

Weighted Average Rating Factor (WARF): 2775

Weighted Average Spread (WAS): 3.90%

Weighted Average Coupon (WAC): 6.50%

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 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 2775 to 3191)

Rating Impact in Rating Notches

Class A Notes: 0

Class B-1 Notes: -2

Class B-2 Notes: -2

Class C-1 Notes: -2

Class C-2 Notes: -2

Class D Notes: -1

Class E Notes: 0

Percentage Change in WARF -- increase of 30% (from 2775 to 3608)

Rating Impact in Rating Notches

Class A Notes: -1

Class B-1 Notes: -3

Class B-2 Notes: -3

Class C-1 Notes: -4

Class C-2 Notes: -4

Class D Notes: -2

Class E Notes: -1



SHACKLETON 2015-VII: S&P Assigns Prelim. BB Rating on Cl. E Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to the class
A-R, B-R, and C-R notes from Shackleton 2015-VII CLO Ltd., a U.S.
collateralized loan obligation (CLO) that was originally issued in
2015 and is managed by Alcentra NY LLC.  S&P do not expect the
refinancing to have any impact on the outstanding ratings on the
class D and E notes.

The preliminary ratings reflect S&P's opinion that the credit
support available is commensurate with the associated rating
levels.  The replacement notes will be issued via a proposed
supplemental indenture.  The replacement notes are expected to be
issued at a lower spread over LIBOR than the original notes.

On the Dec. 22, 2016, refinancing date, the proceeds from the
replacement note issuance 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.

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 will take rating actions as S&P deems
necessary.

PRELIMINARY RATINGS ASSIGNED

Shackleton 2015-VII CLO Ltd.

Replacement class    Rating            Amount (mil. $)
A-R                  AAA (sf)                   320.00
B-R                  AA (sf)                     57.50
C-R                  A (sf)                      35.00

OTHER OUTSTANDING RATINGS

Class                Rating            Amount (mil. $)
D                    BBB (sf)                    24.75
E                    BB (sf)                     23.75


SLM STUDENT 2013-3: Moody's Hikes Cl. A-3 Debt Rating From Ba1
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of four tranches
and affirmed the ratings of two tranches in four transactions
administered by Navient. The securitizations are backed by student
loans originated under the Federal Family Education Loan Program
(FFELP) that are guaranteed by the US government for a minimum of
97% of defaulted principal and accrued interest.

The complete rating actions are as follow:

Issuer: Navient Student Loan Trust 2014-8

Floating Rate Class A-3 Notes, Upgraded to Aaa (sf); previously on
Sep 16, 2016 Downgraded to A1 (sf)

Issuer: SLM Student Loan Trust 2012-5

Class B, Affirmed A1 (sf); previously on Nov 1, 2016 Downgraded to
A1 (sf)

Issuer: SLM Student Loan Trust 2013-1

Class A-3, Upgraded to Aaa (sf); previously on Nov 1, 2016
Downgraded to Ba1 (sf)

Class B, Affirmed A1 (sf); previously on May 5, 2014 Affirmed A1
(sf)

Issuer: SLM Student Loan Trust 2013-3

Class A-3, Upgraded to Aaa (sf); previously on Sep 16, 2016
Downgraded to Ba1 (sf)

Class B, Upgraded to Aa1 (sf); previously on Sep 16, 2016
Downgraded to A1 (sf)

RATINGS RATIONALE

Today's actions are prompted by Navient's extension of the legal
final maturity date of the notes. Navient amended deal documents to
extend the legal final maturity dates by between 18 and 33 years.
The extension of the legal maturity date mitigates the risk arising
from low payment rates on the underlying securitized pools of
student loans. While extension of legal maturity reduces the risk
of technical default at maturity, it does not eliminate the risk of
insufficient collateral cash flows to pay off the bonds in full.
The ratings affirmation of the Cl. B notes of SLM Student loan
Trust 2012-5 and SLM Student Loan Trust 2013-1 reflect that the
expected loss on these bonds at their updated legal final maturity
dates did not decrease materially as a result of maturity
extension.

Moody's derives the expected loss of each tranche by running its
standard 28 cash flow scenarios and using the weights associated
with each scenario. The upgrades and affirmations are primarily a
result of Moody's analysis indicating that the expected losses of
the tranches across Moody's cash flow scenarios are consistent with
the expected loss benchmarks in Moody's idealized loss tables for
the ratings assigned in today's actions.

The principal methodology used in these ratings was "Moody's
Approach to Rating Securities Backed by FFELP Student Loans"
published in August 2016.

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

Up

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

Down

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


SOFI MORTGAGE 2016-1: Fitch Assigns Bsf Rating on Class B-5 Certs
-----------------------------------------------------------------
Fitch Ratings has assigned the following ratings to SoFi Mortgage
Trust 2016-1 (SFPMT 2016-1):

--$123,952,000 class 1A-1 exchangeable certificates 'AAAsf';
Outlook Stable;
--$123,952,000 class 1A-2 exchangeable certificates 'AAAsf';
Outlook Stable;
--$112,144,000 class 1A-3 exchangeable certificates 'AAAsf';
Outlook Stable;
--$112,144,000class 1A-4 exchangeable certificates 'AAAsf';
Outlook Stable;
--$84,108,000 class 1A-5 exchangeable certificates 'AAAsf';
Outlook Stable;
--$84,108,000class 1A-6 certificates 'AAAsf'; Outlook Stable;
--$28,036,000 class 1A-7 exchangeable certificates 'AAAsf';
Outlook Stable;
--$28,036,000 class 1A-8 exchangeable certificates 'AAAsf';
Outlook Stable;
--$11,808,000 class 1A-M exchangeable certificates 'AAAsf';
Outlook Stable;
--$11,808,000 class 1A-MF certificates 'AAAsf'; Outlook Stable;

--$34,626,000 class 2A-1 exchangeable certificates 'AAAsf';
Outlook Stable;
--$34,626,000 class 2A-2 exchangeable certificates 'AAAsf';
Outlook Stable;
--$31,328,000 class 2A-3 exchangeable certificates 'AAAsf';
Outlook Stable;
--$31,328,000 class 2A-4 exchangeable certificates 'AAAsf';
Outlook Stable;
--$23,496,000 class 2A-5 exchangeable certificates 'AAAsf';
Outlook Stable;
--$23,496,000 class 2A-6 certificates 'AAAsf'; Outlook Stable;
--$7,832,000 class 2A-7 exchangeable certificates 'AAAsf'; Outlook
Stable;
--$7,832,000 class 2A-8 exchangeable certificates 'AAAsf'; Outlook
Stable;
--$3,298,000 class 2A-M exchangeable certificates 'AAAsf'; Outlook
Stable;
--$3,298,000 class 2A-MF certificates 'AAAsf'; Outlook Stable;
--$15,106,000 class A-M exchangeable certificates 'AAAsf'; Outlook
Stable;

--$123,952,000 class 1A-2X notional exchangeable certificates
'AAAsf'; Outlook Stable;
--$112,144,000 class 1A-4X notional exchangeable certificates
'AAAsf'; Outlook Stable;

--$84,108,000 class 1A-6X notional certificates 'AAAsf'; Outlook
Stable;
--$28,036,000 class 1A-8X notional certificates 'AAAsf'; Outlook
Stable;
--$11,808,000 class 1A-MI notional certificates 'AAAsf'; Outlook
Stable;

--$34,626,000 class 2A-2X notional exchangeable certificates
'AAAsf'; Outlook Stable;
--$31,328,000 class 2A-4X notional exchangeable certificates
'AAAsf'; Outlook Stable;
--$23,496,000class 2A-6X notional certificates 'AAAsf'; Outlook
Stable;
--$7,832,000 class 2A-8X notional certificates 'AAAsf'; Outlook
Stable;
--$3,298,000 class 2A-MI notional certificates 'AAAsf'; Outlook
Stable;

--$3,967,000 class B-1 certificates 'AAsf'; Outlook Stable;
--$2,363,000 class B-2 certificates 'Asf'; Outlook Stable;
--$1,182,000 class B-3 certificates 'BBBsf'; Outlook Stable;
--$928,000 class B-4 certificates 'BBsf'; Outlook Stable;
--$760,000 class B-5 certificates 'Bsf'; Outlook Stable.

Fitch will not be rating the following certificates:

--$1,012,946 class B-6 certificates.

KEY RATING DRIVERS

High-Quality Mortgage Pool (Positive): The collateral attributes of
the pool are among the strongest of those securitized and rated by
Fitch. The collateral pool consists of high-quality 15- and 30-year
fully amortizing loans to borrowers with strong credit profiles,
low leverage and adequate liquid reserves. The pool has a weighted
average (WA) FICO score of 777 and an original combined
loan-to-value (CLTV) ratio of 56.5%.

Geographically Concentrated Pool (Concern): The pool has a
relatively low number of loans (270) and is heavily concentrated in
California (78%). Concentration penalties and adjustments based on
deterministic tests resulted in roughly a 2.0x increase to the
mortgage pool loss assumptions.

New Lender (Neutral): SoFi is an online financial services provider
that began mortgage loan originations in 2014. Applications are
sourced exclusively through its online retail platform using a
proprietary automated underwriting system (AUS) imbedded into the
company's website. While originally rooted as a marketplace or
peer-to-peer lender, SoFi's funding strategy has evolved to more
traditional sources and is currently not materially different from
many other mortgage originators. Based on a satisfactory
operational assessment and a 100% due diligence review, Fitch
believes industry historical data can be used as a reliable proxy
to analyze the credit risk of the pool.

Earthquake Risk (Concern): The pool has a high concentration of
borrowers in areas that are susceptible to large-scale earthquakes.
The U.S. Geological Survey estimates the chance of a 6.7 magnitude
(or greater) earthquake occurring within the next 10 years to be
roughly 15% for the area within 50 kilometers of the most
concentrated zip code in the pool. Based on the historical
experience of loans affected by the Northridge earthquake in 1994,
Fitch believes investment grade classes will likely be protected
against a similarly sized earthquake due to increased credit
enhancement and the unusually strong credit quality of the
borrowers.

Solid Due Diligence Results (Positive): Loan-level due diligence
reviews were conducted on 100% of the pool in accordance with
Fitch's criteria. Roughly 15% of the loans received an 'A' grade,
and the remainder were graded 'B'. The 123 loans were assigned a
grade 'B' due to nonmaterial credit findings, such as initial
applications with missing/incorrect detail and mortgage history
exceptions. All of these loans contained compensating factors such
as large reserves, low LTV, low DTIs and high FICOs. In Fitch's
view, the results of the diligence indicate acceptable controls and
adherence to underwriting guidelines.

Tier I Representation and Warranty Framework (Neutral): Fitch
considers the transaction's representation, warranty and
enforcement (RW&E) mechanism framework to be consistent with Tier I
quality. While transactions with a framework identified by Fitch as
Tier I may benefit from a reduction to PD to reflect lower default
risk due to strong repurchase framework, no credit is being applied
to the transaction due to the financial opinion of the originator
as rep provider.

Straightforward Deal Structure (Positive): The mortgage cash flow
and loss allocation are based on a senior-subordinate,
shifting-interest Y structure with full cross collateralization,
whereby the subordinate classes receive only scheduled principal
and are locked out from receiving unscheduled principal or
prepayments for five years. The lockout feature helps maintain
subordination for a longer period should losses occur later in the
life of the deal. The applicable credit support percentage feature
redirects subordinate principal to classes of higher seniority if
specified credit enhancement (CE) levels are not maintained.

High CE Floor (Positive): To mitigate tail risk, which arises as
the pool seasons and fewer loans are outstanding, a subordination
floor of 2.25% of the original balance will be maintained for the
certificates. The 2.25% floor is one of the larger floors, on a
percentage basis, seen in recent Fitch-rated transactions.
Additionally, there is no early stepdown test that might allow
principal prepayments to subordinate bondholders earlier than the
five-year lockout schedule.

CRITERIA APPLICATION
The transaction was analyzed with a variation to the standard loss
assumptions described in Fitch's 'U.S. RMBS Loan Loss Model
Criteria' report. While the loan attributes included in this pool
are well represented by the historical dataset that was used to
regress the U.S. RMBS Loan Loss model, the pool is
disproportionately concentrated with loans having superior credit
attributes where the model's data set is more widely distributed
across the credit spectrum. As a result, the model output may be
slightly underestimating the default probability for these loans.
To account for this risk, the loss assumptions floored the
loan-level model output default probability at 5% at 'AAAsf' down
to 1% at 'BBsf' and no floor at 'Bsf'. The result of this variation
likely resulted in loss assumptions two notches higher than what
would have been the case from model only output.

RATING SENSITIVITIES
Fitch's analysis incorporates a sensitivity analysis to demonstrate
how the ratings would react to steeper market value declines (MVDs)
than assumed at the MSA level. 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 may be considered in the surveillance of the transaction.
Three sets of sensitivity analyses were conducted at the state and
national levels to assess the effect of higher MVDs for the subject
pool.

This defined stress sensitivity analysis demonstrates how the
ratings would react to steeper MVDs at the national level. The
analysis assumes market value declines of 10%, 20% and 30%, in
addition to the model-projected 6.9%. The analysis indicates that
there is some potential rating migration with higher MVDs, compared
with the model projection.

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

Fitch's stress and rating sensitivity analysis are discussed in its
presale report released today 'SoFi Mortgage Trust 2016-1',
available at 'www.fitchratings.com' or by clicking on the link.

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 Clayton Holdings LLC (Clayton). The third-party due
diligence described in Form 15E focused on a compliance review,
credit review and valuation review. The due diligence companies
performed a review on 100% of the loans. Fitch considered this
information in its analysis and it did not have an effect on
Fitch's analysis or conclusions. Fitch believes the overall results
of the review generally reflected strong underwriting controls.


SOVEREIGN COMMERCIAL 2007-C1: Fitch Hikes Cl. E Debt Rating to CCC
------------------------------------------------------------------
Fitch Ratings has upgraded one and affirmed eight classes of
Sovereign Commercial Mortgage Securities Trust commercial mortgage
pass-through certificates series 2007-C1.

                         KEY RATING DRIVERS

The affirmation of class D at 'BBsf' reflects the pool's generally
stable performance since Fitch's rating action; The rating was
capped as a result of the pool's significant concentrations and
adverse selection.  The upgrade of class E to 'CCCsf' from 'CCsf'
is due to greater likelihood of class repayment.

Loan Concentration: Only 16 loans of the original 261 remain in the
pool, most of which (14 loans representing 53% of the pool) are
located in New York City.  In addition, 12 loans (29.2%) are
secured by multifamily properties or mixed-use properties with a
multifamily component.

Loans of Concern: Fitch has identified eight loans (61.6%) as Fitch
Loans of Concern, including the two (32%) specially serviced
assets.  The largest asset in the pool (45%) is secured by a
106,981 SF office building in Dublin, OH.  The property is fully
vacant after Pacer Global Logistics, the former single tenant,
vacated at their March 2016 lease expiration.  The loan has been a
REO asset since August 2016.

Non-tradition Loan Structures: The loans securitized in this
transaction do not have characteristics consistent with typical
CMBS loans.  The loans in this trust lack up-front or ongoing
escrows, special purpose entity (SPE) provisions, and standard
nonrecourse carveouts.  The ratings take this weaker structure into
account.

Loan Amortization: Class D will continue to benefit from
amortization and continued paydown.  Approximately 17.4% of the
remaining collateral is comprised of fully amortizing loans.

Loan maturity: 59.6% of the pool expires in December 2016,
including the two specially serviced assets (53%); 26.7% in 2018;
7.5% in 2019; 1.5% in 2020, and 4.7% in 2021.

As of the November 2016 distribution date, the pool's aggregate
principal balance has been reduced by 97.7% to $23.3 million from
$1.01 billion at issuance.  Interest shortfalls in the amount of
$0.9 million are affecting classes G through N.

                       RATING SENSITIVITIES

The Stable Outlook on class D reflects the increasing credit
enhancement and expected continued pay down to the class.  Due to
the concentrations and the risk of adverse selection of the pool,
future upgrades are unlikely.  Class E may be upgraded in the
future should the two specially serviced loans resolve with better
than expected losses.  Class F would be downgraded to 'Dsf' should
losses incur.

Fitch has upgraded this class:

   -- $10.1 million class E to 'CCCsf' from 'CCsf; RE 100%.

Fitch has affirmed these classes:

   -- $3.9 million class D at 'BBsf'; Outlook Stable;
   -- $7.6 million class F at 'Csf'; RE 0%;
   -- $1.7 million class G at 'Dsf'; RE 0%;
   -- $0 class H at 'Dsf'; RE 0%;
   -- $0 class J at 'Dsf'; RE 0%;
   -- $0 class K at 'Dsf'; RE 0%;
   -- $0 class L at 'Dsf'; RE 0%;
   -- $0 class M at 'Dsf'; RE 0%;

The class A-1, A-2, A1-A, A-2, A-J, B and C certificates have paid
in full.  Fitch does not rate the class N certificates.  Fitch
previously withdrew the rating on the interest-only class X
certificates.


TCI-CENT CLO 2016-1: Moody's Assigns Ba3(sf) Rating to Cl. D Notes
------------------------------------------------------------------
Moody's Investors Service, has assigned ratings to five classes of
notes issued by TCI-Cent CLO 2016-1 Ltd.

Moody's rating action is as follows:

U.S.$320,000,000 Class A-1 Senior Secured Floating Rate Notes due
2029 (the "Class A-1 Notes"), Assigned Aaa (sf)

U.S.$60,000,000 Class A-2 Senior Secured Floating Rate Notes due
2029 (the "Class A-2 Notes"), Assigned Aa2 (sf)

U.S.$32,500,000 Class B Senior Secured Deferrable Floating Rate
Notes due 2029 (the "Class B Notes"), Assigned A2 (sf)

U.S.$27,500,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2029 (the "Class C Notes"), Assigned Baa3 (sf)

U.S.$20,000,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2029 (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 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.

TCI-Cent 2016-1 is a managed cash flow CLO. The issued notes will
be collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 90% of the portfolio must consist
of senior secured loans (including participations), and up to 10%
of the portfolio may consist of non-senior secured loans. The
portfolio is approximately 80% ramped as of the closing date.

TCI Capital Management LLC (the "Manager") will direct the
selection, acquisition and disposition of the assets on behalf of
the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's 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 issued three classes 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 the following base-case
assumptions:

Par amount: $500,000,000

Diversity Score: 60

Weighted Average Rating Factor (WARF): 2700

Weighted Average Spread (WAS): 3.80%

Weighted Average Coupon (WAC): 7.50%

Weighted Average Recovery Rate (WARR): 47.0%

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 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: -2

Class B Notes: -2

Class C Notes: -1

Class D Notes: 0

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

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



TOYS R US 2001-31: Moody's Cuts Cl. A-1 Debt Rating to Caa2
-----------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of the following certificates issued by Corporate Backed
Trust Certificates, Toys "R" Us Debenture-Backed Series 2001-31:

US $13,090,000 Class A-1 Certificates due September 1, 2021,
Downgraded to Caa2; previously on Oct 2, 2014 Downgraded to Caa1

US $13,090,000 000 Notional Amount of 1.00% Interest-Only Class A-2
Certificates due September 1, 2021, Downgraded to Caa2; previously
on Oct 2, 2014 Downgraded to Caa1

RATINGS RATIONALE

The rating actions are a result of the change in the rating of the
8.75% Debentures due September 1, 2021 issued by Toys "R" Us, Inc.
(the "Underlying Securities"), which was downgraded to Caa2 on
December 19, 2016. The transaction is a structured note whose
ratings are based on the rating of the Underlying Securities and
the legal structure of the transaction.

Methodology Underlying the Rating Action

The principal methodology used in these ratings was "Moody's
Approach to Rating Repackaged Securities" published in June 2015.

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

The ratings will be sensitive to any change in the rating of the
8.75% Debentures due September 1, 2021 issued by Toys "R" Us, Inc.

REGULATORY DISCLOSURES

For further specification of Moody's key rating assumptions and
sensitivity analysis, see the sections Methodology Assumptions and
Sensitivity to Assumptions of the disclosure form.

Moody's did not use any stress scenario simulations in its
analysis.

For ratings issued on a program, series or category/class of debt,
this announcement provides certain regulatory disclosures in
relation to each rating of a subsequently issued bond or note of
the same series or category/class of debt or pursuant to a program
for which the ratings are derived exclusively from existing ratings
in accordance with Moody's rating practices. For ratings issued on
a support provider, this announcement provides certain regulatory
disclosures in relation to the credit rating action on the support
provider and in relation to each particular credit rating action
for securities that derive their credit ratings from the support
provider's credit rating. For provisional ratings, this
announcement provides certain regulatory disclosures in relation to
the provisional rating assigned, and in relation to a definitive
rating that may be assigned subsequent to the final issuance of the
debt, in each case where the transaction structure and terms have
not changed prior to the assignment of the definitive rating in a
manner that would have affected the rating.

For any affected securities or rated entities receiving direct
credit support from the primary entity(ies) of this credit rating
action, and whose ratings may change as a result of this credit
rating action, the associated regulatory disclosures will be those
of the guarantor entity. Exceptions to this approach exist for the
following disclosures, if applicable to jurisdiction: Ancillary
Services, Disclosure to rated entity, Disclosure from rated
entity.



UCAT 2005-1: Moody's Cuts Class A Debt to Ba2(sf)
-------------------------------------------------
Moody's Investors Service has downgraded the ratings of Classes A,
B-1-A, B-1-B issued by UCAT 2005-1 (together, the UCAT Notes). The
complete rating actions are as follows:

Issuer: UCAT 2005-1

Cl. A, Downgraded to Ba2 (sf); previously on Jan 22, 2016
Downgraded to Baa3 (sf)

Cl. B-1-A, Downgraded to Ca (sf); previously on Jan 22, 2016
Downgraded to Caa2 (sf)

Cl. B-1-B, Downgraded to C (sf); previously on Jan 22, 2016
Downgraded to Ca (sf)

RATINGS RATIONALE

The downgrade rating actions on the UCAT Notes reflect decline in
expected bond recoveries on the underlying Class A-1 and A-2 Notes
issued by Lease Investment Flight Trust (LIFT), Series 2001-1 Notes
(the underlying LIFT Notes).

The underlying LIFT Notes' recoveries would be around 52%, using
the lower of the mean or median of the most recent appraisal values
as of April 2016 and the reserve account as a rough proxy for
principal paydown. Moody's adjusted the most recent appraisal
values down by 10% per annum depreciation in order to calculate the
bond recoveries mentioned above.

Based on the appraisal values associated with the underlying LIFT
aircraft, classes A, B-1-A, B-1-B issued by UCAT 2005-1 would
recover around 100%, 69%, and 0% respectively of their notes
outstanding. However, sales from the LIFT portfolio in 2016 have
realized aircraft sale prices lower than the appraisal values, and
recoveries on the LIFT and UCAT Notes are likely to be lower.

Interest and principal payments on the underlying LIFT Notes are
allocated to pay UCAT's Class A Interest, Class A principal, Class
B-1-A principal and Class B-1-B principal, sequentially in that
order. Interest payments on the underlying LIFT Notes are greater
than interest payments due to the UCAT Notes, and the resulting
excess spread is applied as principal to pay down the UCAT Notes.

The principal methodology used in these ratings was "Moody's
Approach To Pooled Aircraft-Backed Securitization" published in
March 1999.

Primary sources of uncertainty include the global economic
environment, aircraft lease income generating ability, aircraft
maintenance, other expenses to the trust, and valuation for the
aircraft backing the underlying transaction.

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

Changes to underlying lease rates or aircraft values that differ
from historical and current trends.


VENTURE CDO VIII: Moody's Affirms Ba1 Rating on Class D Notes
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by Venture VIII CDO, Limited:

   -- US $50,000,000 Class C Deferrable Mezzanine Notes Due 2021,
      Upgraded to A1 (sf); previously on June 28, 2016 Affirmed A2

      (sf)

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

   -- US $106,250,000 Class A-1A Senior Revolving Notes Due 2021
      (current balance of $51,090,922.34), Affirmed Aaa (sf);
      previously on June 28, 2016 Affirmed Aaa (sf)

   -- US $4,500,000 Class A-1B Senior Notes Due 2021, Affirmed Aaa

      (sf); previously on June 28, 2016 Affirmed Aaa (sf)

   -- US $429,075,000 Class A-2A Senior Notes Due 2021 (current
      balance of $191,629,489.64), Affirmed Aaa (sf); previously
      on June 28, 2016 Affirmed Aaa (sf)

   -- US $47,675,000 Class A-2B Senior Notes Due 2021, Affirmed
      Aaa (sf); previously on June 28, 2016 Affirmed Aaa (sf)

   -- US $50,000,000 Class A-3 Senior Notes Due 2021 (current
      balance of $25,097,481.89), Affirmed Aaa (sf); previously on

      June 28, 2016 Affirmed Aaa (sf)

   -- US $46,500,000 Class B Senior Notes Due 2021, Affirmed Aaa
      (sf); previously on June 28, 2016 Affirmed Aaa (sf)

   -- US $32,500,000 Class D Deferrable Mezzanine Notes Due 2021,
      Affirmed Ba1 (sf); previously on June 28, 2016 Downgraded to

      Ba1 (sf)

   -- US $24,000,000 Class E Deferrable Junior Notes Due 2021,
      Affirmed B1 (sf); previously on June 28, 2016 Downgraded to
      B1 (sf)

Venture VIII CDO, Limited, issued in June 2007, is a collateralized
loan obligation (CLO) backed primarily by a portfolio of senior
secured loans. The transaction's reinvestment period ended in July
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. Since that
time, the Class A-1A notes have been paid down by approximately
23.0% or $15.3 million, the Class A-2A notes have been paid down by
approximately 25.5% or $65.7 million, and the Class A-3 notes have
been paid down by approximately 21.6% or $6.9 million. Based on the
trustee's November 2016 report, the OC ratios for the Class A/B,
Class C, Class D and Class E notes are reported at 136.65%,
120.24%, 111.54% and 105.88%, respectively, versus June 2016 levels
of 129.49%, 116.65%, 109.59% and 104.90%, respectively.

Notwithstanding the deleveraging, based on Moody's calculations,
the proportion of the assets with a Moody's default probability
rating of Caa1 or below, which include adjustments for ratings with
a negative outlook and ratings on review for downgrade, has
increased to 23.6% of the portfolio, compared to 18.9% in June
2016.

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:

   -- 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.

   -- 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.

   -- 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.

   -- 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.

   -- 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.

   -- 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.

   -- Exposure to credit estimates: The deal contains a small
      number of securities whose default probabilities Moody's has

      assessed through credit estimates. Moody's normally updates
      such estimates at least once annually, but if such updates
      do not occur, the transaction could be negatively affected
      by any default probability adjustments Moody's assumes in
      lieu of updated credit estimates.

   -- 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 $8.2 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% (2600)

   -- Class A-1A: 0

   -- Class A-1B: 0

   -- Class A-2A: 0

   -- Class A-2B: 0

   -- Class A-3: 0

   -- Class B: 0
   
   -- Class C: +2

   -- Class D: +2

   -- Class E: +1

   Moody's Adjusted WARF + 20% (3900)

   -- Class A-1A: 0

   -- Class A-1B: 0

   -- Class A-2A: 0

   -- Class A-2B: 0

   -- Class A-3: 0

   -- Class B: 0

   -- Class C: -2

   -- Class D: -1

   -- Class E: -1

Loss and Cash Flow Analysis:

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

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base case,
Moody's analyzed the collateral pool as having a performing par and
principal proceeds balance of $490.0 million, defaulted par of
$31.5 million, a weighted average default probability of 18.86%
(implying a WARF of 3249), a weighted average recovery rate upon
default of 48.46%, a diversity score of 82 and a weighted average
spread of 3.96% (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.


VENTURE XXV: Moody's Assigns Ba2 Rating to Class E Notes
--------------------------------------------------------
Moody's Investors Service has assigned ratings to eight classes of
notes issued by Venture XXV CLO, Limited.

Moody's rating action is as follows:

U.S.$369,000,000 Class A-1 Senior Secured Floating Rate Notes due
2029 (the "Class A-1 Notes"), Definitive Rating Assigned Aaa (sf)

U.S.$15,000,000 Class A-F Senior Secured Fixed Rate Notes due 2029
(the "Class A-F Notes"), Definitive Rating Assigned Aaa (sf)

U.S.$68,500,000 Class B Senior Secured Floating Rate Notes due 2029
(the "Class B Notes"), Definitive Rating Assigned Aa2 (sf)

U.S.$15,000,000 Class C-1 Mezzanine Secured Deferrable Floating
Rate Notes due 2029 (the "Class C-1 Notes"), Definitive Rating
Assigned A2 (sf)

U.S.$24,500,000 Class C-F Mezzanine Secured Deferrable Fixed Rate
Notes due 2029 (the "Class C-F Notes"), Definitive Rating Assigned
A2 (sf)

U.S.$12,000,000 Class D-1 Mezzanine Secured Deferrable Floating
Rate Notes due 2029 (the "Class D-1 Notes"), Definitive Rating
Assigned Baa1 (sf)

U.S.$18,750,000 Class D-2 Mezzanine Secured Deferrable Floating
Rate Notes due 2029 (the "Class D-2 Notes"), Definitive Rating
Assigned Baa3 (sf)

U.S.$29,250,000 Class E Junior Secured Deferrable Floating Rate
Notes due 2029 (the "Class E Notes"), Definitive Rating Assigned
Ba2 (sf)

The Class A-1 Notes, the Class A-F Notes, the Class B Notes, the
Class C-1 Notes, the Class C-F Notes, the Class D-1 Notes, the
Class D-2 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.

Venture XXV is a managed cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 90% of the portfolio must consist
of senior secured loans, cash, and eligible investments, and up to
10% of the portfolio may consist of second lien loans and unsecured
loans. The portfolio is approximately83% ramped as of the closing
date.

MJX Asset Management 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 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: $600,000,000

Diversity Score: 70

Weighted Average Rating Factor (WARF): 2750

Weighted Average Spread (WAS): 4.00%

Weighted Average Coupon (WAC): 7.00%

Weighted Average Recovery Rate (WARR): 46.5%

Weighted Average Life (WAL): 8 years.

Methodology Underlying the Rating Action:

The principal methodology used in 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-F Notes: 0

Class B Notes: -1

Class C-1 Notes: -2

Class C-F Notes: -2

Class D-1 Notes: -2

Class D-2 Notes: -1

Class E Notes: -1

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

Rating Impact in Rating Notches

Class A-1 Notes: -1

Class A-F Notes: -1

Class B Notes: -3

Class C-1 Notes: -4

Class C-F Notes: -4

Class D-1 Notes: -3

Class D-2 Notes: -2

Class E Notes: -2



VIBRANT CLO V: Moody's Rates Class E Notes 'Ba3'
------------------------------------------------
Moody's Investors Service has assigned ratings to five classes of
notes issued by Vibrant CLO V, Ltd.

Moody's rating action is as follows:

U.S.$288,000,000 Class A Senior Secured Floating Rate Notes due
2029 (the "Class A Notes"), Assigned Aaa (sf)

U.S.$51,750,000 Class B Senior Secured Floating Rate Notes due 2029
(the "Class B Notes"), Assigned Aa2 (sf)

U.S.$27,000,000 Class C Secured Deferrable Floating Rate Notes due
2029 (the "Class C Notes"), Assigned A2 (sf)

U.S.$24,750,000 Class D Secured Deferrable Floating Rate Notes due
2029 (the "Class D Notes"), Assigned Baa3 (sf)

U.S.$22,500,000 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.

Vibrant V 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 approximately 80% ramped as of
the closing date.

DFG Investment Advisers, Inc. (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-and-a-half-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: $450,000,000

Diversity Score: 55

Weighted Average Rating Factor (WARF): 2713

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 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 2713 to 3120)

Rating Impact in Rating Notches

Class A Notes: 0

Class B Notes: -1

Class C Notes: -2

Class D Notes: -1

Class E Notes: -1

Percentage Change in WARF -- increase of 30% (from 2713 to 3527)

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


VOYA CLO 2016-4: Moody's Assigns Ba3(sf) Rating to 2 Tranches
-------------------------------------------------------------
Moody's Investors Service has assigned ratings to seven classes of
notes issued by Voya CLO 2016-4, Ltd. (the "Issuer" or "Voya CLO
2016-4").

Moody's rating action is as follows:

US$448,000,000 Class A Senior Secured Floating Rate Notes due 2029
(the "Class A Notes"), Assigned Aaa (sf)

US$52,000,000 Class B-1 Senior Secured Floating Rate Notes due 2029
(the "Class B-1 Notes"), Assigned Aa1 (sf)

US$32,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2029
(the "Class B-2 Notes"), Assigned Aa1 (sf)

US$49,000,000 Class C Mezzanine Secured Deferrable Floating Rate
Notes due 2029 (the "Class C Notes"), Assigned A2 (sf)

US$35,000,000 Class D Mezzanine Secured Deferrable Floating Rate
Notes due 2029 (the "Class D Notes"), Assigned Baa3 (sf)

US$14,000,000 Class E-1 Junior Secured Deferrable Floating Rate
Notes due 2029 (the "Class E-1 Notes"), Assigned Ba3 (sf)

US$14,000,000 Class E-2 Junior Secured Deferrable Floating Rate
Notes due 2029 (the "Class E-2 Notes"), Assigned Ba3 (sf)

The Class A Notes, the Class B-1 Notes, the Class B-2 Notes, the
Class C Notes, the Class D Notes, the Class E-1 Notes and the Class
E-2 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 2016-4 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 underlying assets that are
unsecured loans and second lien loans. The portfolio is
approximately 80% 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 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 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: $700,000,000

Diversity Score: 65

Weighted Average Rating Factor (WARF): 2655

Weighted Average Spread (WAS): 3.80%

Weighted Average Coupon (WAC): 6.50%

Weighted Average Recovery Rate (WARR): 47.5%

Weighted Average Life (WAL): 8.5 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 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 2655 to 3053)

Rating Impact in Rating Notches

Class A Notes: 0

Class B-1 Notes: -2

Class B-2 Notes: -2

Class C Notes: -2

Class D Notes: -1

Class E-1 Notes: 0

Class E-2 Notes: 0

Percentage Change in WARF -- increase of 30% (from 2655 to 3452)

Rating Impact in Rating Notches

Class A Notes: 0

Class B-1 Notes: -3

Class B-2 Notes: -3

Class C Notes: -3

Class D Notes: -2

Class E-1 Notes: -1

Class E-2 Notes: -1



WACHOVIA BANK 2006-C28: Fitch Hikes Cl. A-J Debt Rating to BBsf
---------------------------------------------------------------
Fitch Ratings has upgraded two classes and affirmed 13 classes of
Wachovia Bank Commercial Mortgage Trust (WBCMT 2006-C28) commercial
mortgage pass-through certificates series 2006-C28.

KEY RATING DRIVERS

The upgrades reflect the increase in credit enhancement due to
significant paydown and the positive resolution of the Gas Company
Tower loan since Fitch's last rating action. Since February 2016
the pool has paid down $1.66 billion (46% of the original pool
balance), of which 28 loans totaling $334.8 million paid in full as
of the October 2016 remittance date. Affirmations of the distressed
classes reflect the concentrated nature of the pool coupled with
adverse selection.

Fitch modeled losses of 27.4% of the remaining pool; expected
losses on the original pool balance total 10.8%, including $273
million (7.6% of the original pool balance) in realized losses to
date. As of the December 2016 distribution date, the pool's
aggregate principal balance has been reduced by 88% to $422 million
from $3.6 billion at issuance. Interest shortfalls are currently
affecting classes D through F.

Pool Concentration: The transaction is concentrated with 22 of the
original 210 loans remaining in the transaction. The largest five
loans in the transaction represent 70% of the pool balance.
Additionally, office properties comprise 61% of the pool. The
remaining non-specially serviced loans in the pool are facing
refinance challenges approaching maturity.

High Concentration of Specially Serviced Loans: Twelve loans
representing 76% of the pool are in special servicing, four of
which (23%) are REO or in foreclosure. The remaining eight loans
(52%) are categorized as non-performing matured loans unable to
refinance at their recent maturities.

Modification of the Largest Loan: The largest loan in the pool,
500-512 Seventh Avenue, was modified in December 2016. Terms of the
modification include an 18-month maturity extension with a
six-month extension option in exchange for a substantial
contribution to leasing and capital reserves.

Refinance and Timing Uncertainty: The ultimate resolution of loan
workouts and timing of disposition remains uncertain. This directly
affects the repayment of the senior class which relies heavily upon
proceeds from the disposition of assets in special servicing. The
largest REO asset has a long projected stabilization timeline prior
to disposition and several non-performing matured loans have
limited refinance prospects.

RATING SENSITIVITIES

The Stable Outlook reflects sufficient credit enhancement and
continued delevering of the transaction through amortization and
repayment of disposed loans. Downgrades are possible should
performance of loans deteriorate resulting in higher losses.
Distressed classes may be subject to downgrades as losses are
realized.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10
No third-party due diligence was provided or reviewed in relation
to this rating action.

Fitch has upgraded the following class and assigned Outlooks as
indicated:

--$247 million class A-J to 'BBsf' from 'CCCsf'; Outlook Stable;
--$22.5 million class B to 'CCCsf' from 'CCsf'; RE 100%.

Fitch has affirmed the following classes and assigned REs as
indicated:

--$58.4 million class C at 'Csf'; RE 90%;
--$31.5 million class D at 'Csf'; RE 0%;
--$49.4 million class E at 'Csf'; RE 0%;
--$13.3 million class F at 'Dsf'; RE 0%;
--$0 class G at 'Dsf'; RE 0%;
--$0 class H at 'Dsf'; RE 0%;
--$0 class J at 'Dsf'; RE 0%;
--$0 class K at 'Dsf'; RE 0%;
--$0 class L at 'Dsf'; RE 0%;
--$0 class M at 'Dsf'; RE 0%;
--$0 class N at 'Dsf'; RE 0%;
--$0 class O at 'Dsf'; RE 0%;
--$0 class P at 'Dsf'; RE 0%.

The class A-1, A-2, A-3, A-4, A-1A, A-PB, A-4FL, and A-M
certificates have paid in full. Fitch previously withdrew the
rating on the interest-only class IO certificates. Fitch does not
rate the class Q and FS certificates.


WACHOVIA BANK 2006-C29: S&P Affirms B Rating on Cl. A-J Certs.
--------------------------------------------------------------
S&P Global Ratings raised its rating on one class of commercial
mortgage pass-through certificates from Wachovia Bank Commercial
Mortgage Trust's series 2006-C29, a U.S. commercial mortgage-backed
securities (CMBS) transaction.  At the same time, S&P affirmed its
ratings on three other classes from the same transaction.

S&P's rating actions on the certificates follow its analysis of the
transaction, primarily using its criteria for rating U.S. and
Canadian CMBS transactions, which included a review of the credit
characteristics and performance of the remaining assets in the
pool, the transaction's structure, and the liquidity available to
the trust.  The raised rating also reflects S&P's 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, S&P's views regarding
the current and future performance of the transaction's collateral,
and reduction in the trust balance.

The affirmations on the three 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 positive rating
movements on classes A-J, B, and C, our analysis also considered
the current interest shortfalls impacting these classes and their
susceptibility to future interest shortfalls if additional
specially serviced assets are deemed non-recoverable.

Classes A-J, B, and C have experienced two-to-four months of
conservative interest shortfalls.

                          TRANSACTION SUMMARY

As of the Nov. 18, 2016, trustee remittance report, the collateral
pool balance was $590.6 million, which is 17.5% of the pool balance
at issuance.  The liability pool balance was
$598.3 million, reflecting an under-collateralization of about $7.7
million.  The pool currently includes 23 loans and eight real
estate-owned (REO) assets (reflecting crossed-collateralized and
cross-defaulted loans), down from 142 loans at issuance.  Eleven of
these assets ($192.1 million, 32.5%) are with the special servicer,
two ($24.3 million, 4.1%) are defeased, and 16 ($309.7 million,
52.4%) are on the master servicer's watchlist.  The master
servicer, Wells Fargo Bank N.A., reported financial information for
84.9% of the nondefeased loans in the pool, of which 18.8% was
partial-year 2016 data, 81.0% was year-end 2015 data, and the
remainder was year-end 2014 data.

S&P calculated a 1.36x S&P Global Ratings' weighted average debt
service coverage (DSC) and 109.4% S&P Global Ratings' weighted
average loan-to-value (LTV) ratio using a 7.52% S&P Global Ratings'
weighted average capitalization rate.  The DSC, LTV, and
capitalization rate calculations exclude the specially serviced
assets, the defeased loans, one additional subordinate B hope note
($60.0 million, 10.2%), and one loan ($21.0, 3.6%) that was
transferred to the special servicer due to maturity default after
the November 2016 remittance report.  The top 10 nondefeased assets
have an aggregate outstanding pool trust balance of
$416.9 million (70.6%). Using adjusted servicer-reported numbers,
S&P calculated an S&P Global Ratings' weighted average DSC and LTV
of 1.58x and 116.3%, respectively, for four of the top 10
nondefeased loans.  The remaining assets are specially serviced or
have been deemed as credit-impaired due to recent default and are
discussed below.

To date, the transaction has experienced $113.7 million in
principal losses, or 3.4% of the original pool trust balance.  S&P
expects losses to reach approximately 6.2% 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 11 specially serviced assets and one credit-impaired loan.

                      CREDIT CONSIDERATIONS

As of the Nov. 18, 2016, trustee remittance reports, 11 assets
(reflecting crossed-collateralized and cross-defaulted loans) in
the pool were with the special servicer, LNR Partners LLC (LNR).
Details of the two largest specially serviced assets, both of which
is a top 10 nondefeased loan, are:

   -- The New Market Pool REO asset ($34.8 million, 5.9%), the
      third-largest asset in the pool, has a total reported
      exposure of $52.1 million.  The asset comprises of six
      suburban office properties totaling 469,667 sq. ft. located
      in Marietta, Ga.  The loan was transferred to special
      servicing on Dec. 23, 2010, due to imminent default.  The
      asset became REO on Dec. 4, 2013.  The reported occupancy as

      of March 31, 2016, was about 76.0%.  An appraisal reduction
      amount (ARA) of $6.2 million is in effect against this
      asset, which has been deemed non-recoverable by the master
      servicer.  S&P expects a minimal loss (less than 25%) upon
      this asset's eventual resolution.

   -- The Gateway Chula Vista II REO asset ($31.9 million, 5.4%),
      the fourth-largest asset in the pool, has a total reported
      exposure of $42.2 million.  The asset is a 129,315 sq.-ft.
      suburban office, built in 2005, located in Chula Vista,
      Calif.  The loan was transferred to special servicing on
      Oct. 14, 2010, due to payment default.  The asset became REO

      on May 3, 2013.  The reported DSC and occupancy as of
      June 30, 2016, were 0.21x and 68.0%, respectively.  An ARA
      of $17.5 million is in effect against this asset, which has
      been deemed non-recoverable by the master servicer.  S&P
      expects a moderate loss, which is 26%-59%, upon the asset's
      eventual resolution.

The remaining assets with the special servicer each have individual
balances that represent less than 5.3% of the total pool trust
balance.  S&P estimated losses for the specially serviced assets
and the credit-impaired loan, arriving at a weighted-average loss
severity of 44.0%.

RATINGS LIST

Wachovia Bank Commercial Mortgage Trust
Commercial mortgage pass-through certificates series 2006-C29

                                Rating
Class             Identifier    To             From
A-M               92978PAH2     AAA (sf)       BBB- (sf)
A-J               92978PAJ8     B (sf)         B (sf)
B                 92978PAK5     B- (sf)        B- (sf)
C                 92978PAL3     CCC (sf)       CCC (sf)


WATERFRONT CLO 2007-1: Moody's Affirms Ba3 Rating on Cl. D Notes
----------------------------------------------------------------
Moody's Investors Service has upgraded the rating on the following
notes issued by Waterfront CLO 2007-1, Ltd.:

US$19,000,000 Class B Deferrable Floating Rate Notes Due 2020,
Upgraded to Aa3 (sf); previously on October 13, 2015 Upgraded to A1
(sf)

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

US$195,000,000 Class A-1 Floating Rate Notes Due 2020 (current
outstanding balance of $7,147,813), Affirmed Aaa (sf); previously
on October 13, 2015 Affirmed Aaa (sf)

US$32,000,000 Class A-2 Floating Rate Notes Due 2020, Affirmed Aaa
(sf); previously on October 13, 2015 Affirmed Aaa (sf)

US$9,500,000 Class A-3 Floating Rate Notes Due 2020, Affirmed Aaa
(sf); previously on October 13, 2015 Affirmed Aaa (sf)

US$11,500,000 Class C Deferrable Floating Rate Notes Due 2020,
Affirmed Ba1 (sf); previously on October 13, 2015 Affirmed Ba1
(sf)

US$10,500,000 Class D Deferrable Floating Rate Notes Due 2020,
Affirmed Ba3 (sf); previously on October 13, 2015 Affirmed Ba3
(sf)

Waterfront CLO 2007-1, Ltd., issued in August 2007, is a
collateralized loan obligation (CLO) backed primarily by a
portfolio of senior secured loans, with some exposure to
second-lien loans and bonds. 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 May 2016. The Class A-1
notes have been paid down by 76.3% or $23.0 million since then.
Based on the trustee's December 2016 report, the OC ratios for the
Class A, B, C, and D notes are reported at 199.23%, 143.27%,
122.46% and 108.11%, respectively, versus May 2016 levels of
169.43%, 133.90%, 118.82% and 107.75%, respectively.

Notwithstanding the benefits of deleveraging, the transaction's
exposure to securities that mature after the notes do (long-dated
securities) has increased since May 2016. Based on trustee's
December 2016 report, long-dated securities currently make up
approximately 27.2% or $28.7 million, compared to 16.56% or $21.4
million in May 2016. These investments could expose the notes to
market risk in the event of liquidation when the notes mature.
Despite the increase in the OC ratios of the Class C and D notes,
Moody's affirmed the ratings on the Class C and D notes owing to
market risk stemming from the exposure to these long-dated
securities.

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. The deal's
increased exposure owing to amendments to loan agreements extending
maturities continues. In light of the deal's sizable exposure to
long-dated assets, which increases its sensitivity to the
liquidation assumptions in the rating analysis, Moody's ran
scenarios using a range of liquidation value assumptions. However,
actual long-dated asset exposures and prevailing market prices and
conditions at the CLO's maturity will drive the deal's actual
losses, if any, from long-dated assets.

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% (2658)

Class A-1: 0

Class A-2: 0

Class A-3: 0

Class B: +1

Class C: +2

Class D: +2

Moody's Adjusted WARF + 20% (3988)

Class A-1: 0

Class A-2: 0

Class A-3: 0

Class B: -2

Class C: -1

Class D: 0


WELLS FARGO: Fitch Rates $8.44MM Class G Debt 'B-sf'
----------------------------------------------------
Fitch Ratings has issued final ratings and Ratings Outlooks on the
Wells Fargo Commercial Mortgage Trust 2016-C37 commercial mortgage
pass-through certificates.

KEY RATING DRIVERS

Fitch Leverage: The transaction has slightly better leverage than
other recent Fitch-rated transactions. The Fitch LTV for the trust
of 103.4% is below the YTD 2016 average of 105.5%. The Fitch DSCR
for the trust of 1.21x is similar to the YTD 2016 average of 1.20x.
Excluding credit-opinion loans, the pool's Fitch DSCR and LTV are
1.16x and 108.9%, respectively. Comparatively, the YTD 2016 average
Fitch DSCR and LTV for Fitch-rated deals excluding credit-opinion
and co-op loans are 1.16x and 109.9%, respectively.

Above-Average Amortization: The pool is scheduled to amortize by
12.2% of the initial pool balance prior to maturity, which is above
the 2016 YTD average of 10.5%. Six loans (25.6% of the pool) are
full-term, interest-only, and 18 loans (30.0%) are partial
interest-only. The remaining 39 loans (44.4% of the pool) are
amortizing balloon or anticipated repayment date (ARD) loans with
initial terms of five to 10 years.

Investment-Grade Credit-Opinion Loans: Two loans in the pool,
Hilton Hawaiian Village (7.0% of the pool) and Potomac Mills
(4.8%), have investment-grade credit opinions. Hilton Hawaiian
Village has an investment-grade credit opinion of 'BBB-sf*' on a
stand-alone basis and Potomac Mills an investment-grade credit
opinion of 'BBBsf*' on a stand-alone basis. The two loans have a
weighted average Fitch DSCR and LTV of 1.57x and 62.0%,
respectively. The proportion of credit-opinion loans in this pool
of 11.8% is above the YTD 2016 average of 7.7%.

RATING SENSITIVITIES

For this transaction, Fitch's net cash flow (NCF) was 18.1% 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 WFCM
2016-C37 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 'Asf' 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.

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

Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by Deloitte & Touche, 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 our analysis or conclusions.

Fitch has assigned the following ratings and Ratings Outlooks:

--$35,482,000 class A-1 'AAAsf'; Outlook Stable;
--$105,724,000 class A-2 'AAAsf'; Outlook Stable;
--$28,449,000 class A-3 'AAAsf'; Outlook Stable;
--$120,000,000 class A-4 'AAAsf'; Outlook Stable;
--$188,138,000 class A-5 'AAAsf'; Outlook Stable;
--$47,561,000 class A-SB 'AAAsf'; Outlook Stable;
--$58,165,000 class A-S 'AAAsf'; Outlook Stable;
--$525,354,000a class X-A 'AAAsf'; Outlook Stable;
--$96,628,000a class X-B 'AA-sf'; Outlook Stable;
--$38,463,000 class B 'AA-sf'; Outlook Stable;
--$34,711,000 class C 'A-sf'; Outlook Stable;
--$37,525,000ab class X-D 'BBB-sf'; Outlook Stable;
--$17,825,000ab class X-EF 'BB-sf'; Outlook Stable;
--$8,443,000ab class X-G 'B-sf'; Outlook Stable;
--$37,525,000b class D 'BBB-sf'; Outlook Stable;
--$10,320,000b class E 'BB+sf'; Outlook Stable;
--$7,505,000b class F 'BB-sf'; Outlook Stable;
--$8,443,000b class G 'B-sf'; Outlook Stable.

Fitch does not rate the following classes:

--$7,505,000ab class X-H;
--$22,515,779ab class X-J;
--$7,505,000b class H;
--$22,515,779b class J.

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

These final ratings are based on information provided by the issuer
as of Nov. 29, 2016.

The certificates represent the beneficial ownership interest in the
trust, primary assets of which are 63 loans secured by 141
commercial properties having an aggregate principal balance of
$750,506,780 as of the cut-off date. The loans were contributed to
the trust by Barclays Bank PLC, Ladder Capital Finance LLC, Wells
Fargo Bank, National Association, Rialto Mortgage Finance, LLC,
Silverpeak Real Estate Finance LLC, and C-III Commercial Mortgage
LLC.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 68.4% of the properties
by balance and asset summary reviews and cash flow analysis of
78.6% of the pool.


WESTWOOD CDO II: Moody's Hikes Class E Notes Rating to Ba1
----------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by Westwood CDO II, Ltd.:

U.S. $19,250,000 Class C Deferrable Floating Rate Notes due 2022,
Upgraded to Aaa (sf); previously on July 14, 2016 Upgraded to Aa1
(sf)

U.S. $17,500,000 Class D Deferrable Floating Rate Notes due 2022,
Upgraded to Aa3 (sf); previously on July 14, 2016 Upgraded to A3
(sf)

U.S. $14,000,000 Class E Deferrable Floating Rate Notes due 2022
(current outstanding balance of $13,366,433.27), Upgraded to Ba1
(sf); previously on July 14, 2016 Affirmed Ba2 (sf)

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

U.S. $237,825,000 Class A-1 Floating Rate Notes due 2022 (current
outstanding balance of $24,094,458.09), Affirmed Aaa (sf);
previously on July 14, 2016 Affirmed Aaa (sf)

U.S. $26,425,000 Class A-2 Floating Rate Notes due 2022, Affirmed
Aaa (sf); previously on July 14, 2016 Affirmed Aaa (sf)

U.S. $8,750,000 Class B Floating Rate Notes due 2022, Affirmed Aaa
(sf); previously on July 14, 2016 Affirmed Aaa (sf)

Westwood CDO II, Ltd., issued in April 2007, is a collateralized
loan obligation (CLO) backed primarily by a portfolio of senior
secured loans and CLO tranches. The transaction's reinvestment
period ended in April 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 July 2016. The Class A-1
notes have been paid down by approximately 72.9% or $64.8 million
since July 2016. Based on Moody's calculations, the OC ratios for
the Class A, Class B, Class C, Class D and Class E notes are
236.30%, 201.41%, 152.03%, 124.33% and 109.13%, respectively,
versus July 2016 levels of 171.33%, 157.23%, 133.13%, 116.85% and
106.87%, respectively.

Nevertheless, the credit quality of the portfolio has deteriorated
since July 2016. Based on Moody's calculations, the weighted
average rating factor is currently 2517 compared to 2392 in July
2016.

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) 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 $0.3 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% (2014)

Class A-1: 0

Class A-2: 0

Class B: 0

Class C: 0

Class D: +2

Class E: +1

Moody's Adjusted WARF + 20% (3020)

Class A-1: 0

Class A-2: 0

Class B: 0

Class C: 0

Class D: -2

Class E: -1



[*] Moody's Hikes $249.8MM Subprime RMBS Issued 2004-2006
---------------------------------------------------------
Moody's Investors Service has upgraded the ratings of 7 tranches
from 3 transactions issued by various issuers, backed by subprime
mortgage loans.

Complete rating actions are as follows:

Issuer: GSAMP Trust 2006-HE7

Cl. A-1 Certificate, Upgraded to Baa3 (sf); previously on Feb 17,
2016 Upgraded to B1 (sf)

Cl. A-2D Certificate, Upgraded to Baa3 (sf); previously on Feb 17,
2016 Upgraded to B1 (sf)

Issuer: Long Beach Mortgage Loan Trust 2006-WL1

Cl. I-A1 Certificate, Upgraded to A3 (sf); previously on Feb 17,
2016 Upgraded to Ba1 (sf)

Cl. I-A3 Certificate, Upgraded to A3 (sf); previously on Feb 17,
2016 Upgraded to Ba2 (sf)

Cl. II-A3 Certificate, Upgraded to A3 (sf); previously on Feb 17,
2016 Upgraded to Ba1 (sf)

Cl. II-A4 Certificate, Upgraded to Baa1 (sf); previously on Feb 17,
2016 Upgraded to Ba2 (sf)

Issuer: NovaStar Mortgage Funding Trust, Series 2004-2

Cl. M-2 Certificate, Upgraded to Aa1 (sf); previously on Feb 18,
2016 Upgraded to Aa3 (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 4.6% in November 2016 from 5.0% in
November 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 Hikes $3MM of Subprime RMBS Issued 1999-2000
--------------------------------------------------------
Moody's Investors Service has upgraded the ratings of three
tranches from two transactions issued by various issuers, and
backed by subprime mortgage loans.

Complete rating actions are as follows:

Issuer: Asset Backed Securities Corporation Home Equity Loan Trust
1999-LB1

A-3A, Upgraded to Baa1 (sf); previously on Jan 26, 2016 Upgraded to
Baa3 (sf)

A-5A, Upgraded to Baa1 (sf); previously on Jan 26, 2016 Upgraded to
Baa3 (sf)

Issuer: DLJ ABS Trust Series 2000-7

Cl. A-1, Upgraded to Ba3 (sf); previously on Jan 19, 2016
Downgraded to B3 (sf)

Underlying Rating: Upgraded to Ba3 (sf); previously on Mar 7, 2011
Downgraded to B3 (sf)

Financial Guarantor: MBIA Insurance Corporation (Downgraded to
Caa1, Outlook Developing on Dec 02, 2016)

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 methodologies used in these ratings were "US RMBS
Surveillance Methodology" published in November 2013, and "Rating
Transactions Based on the Credit Substitution Approach: Letter of
Credit-backed, Insured and Guaranteed Debts" published in December
2015.

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

Ratings in the US RMBS sector remain exposed to the high level of
macroeconomic uncertainty, and in particular the unemployment rate.
The unemployment rate fell to 4.6% in November 2016 from 5.0% in
November 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 Takes Action on $144.6MM of Disaster Loans RMBS
-----------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 12 tranches
from three transactions issued by Structured Asset Securities
Corporation. The collateral backing these transactions consists of
loans originated by the Small Business Administration to borrowers
who have experienced property losses in disasters recognized by the
United States federal government. The loans are primarily backed by
single-family homes but are also backed by commercial properties,
manufactured homes, multi-family homes, townhomes, land and
developed lots, and prefabricated homes. The vast majority of these
loans are junior liens.

Complete rating actions are as follows:

Issuer: Structured Asset Securities Corp. Pass-Through
Certificates, Series 2002-AL1

Cl. APO, Downgraded to B1 (sf); previously on Jul 25, 2016 Assigned
Ba2 (sf)

Cl. A2, Downgraded to B1 (sf); previously on Jul 25, 2016 Assigned
Ba2 (sf)

Cl. A3, Downgraded to B1 (sf); previously on Jul 25, 2016 Assigned
Ba2 (sf)

Cl. B1, Downgraded to Caa1 (sf); previously on Jan 26, 2016
Downgraded to B3 (sf)

Cl. B2, Downgraded to Caa2 (sf); previously on Jan 26, 2016
Downgraded to Caa1 (sf)

Issuer: Structured Asset Securities Corporation Assistance Loan
Trust 2003-AL1

Cl. APO, Downgraded to Ba2 (sf); previously on Jan 26, 2016
Downgraded to Baa3 (sf)

Cl. A, Downgraded to Ba1 (sf); previously on Jan 26, 2016
Downgraded to Baa2 (sf)

Cl. B1, Downgraded to B3 (sf); previously on Jan 26, 2016
Downgraded to Ba3 (sf)

Cl. B2, Downgraded to Ca (sf); previously on Jan 26, 2016
Downgraded to Caa3 (sf)

Issuer: Structured Asset Securities Corporation Assistance Loan
Trust 2003-AL2

Cl. A, Downgraded to Ba3 (sf); previously on May 30, 2012
Downgraded to Ba1 (sf)

Cl. APO, Downgraded to B1 (sf); previously on May 30, 2012
Downgraded to Ba2 (sf)

Cl. B1, Downgraded to Ca (sf); previously on Jan 26, 2016
Downgraded to Caa1 (sf)

RATINGS RATIONALE

The rating actions are a result of the recent performance of the
collateral and reflect Moody's updated loss expectations on these
pools. The ratings downgraded are primarily due to the
deterioration of credit enhancement resulting from realized losses
and amortization of the subordinate tranches since principal is
allocated pro-rata to all bonds.

The principal methodology used in these ratings was "US RMBS
Surveillance Methodology" published in November 2013.
Factors that would lead to an upgrade or downgrade of the ratings:

Ratings in the US RMBS sector remain exposed to the high level of
macroeconomic uncertainty, and in particular the unemployment rate.
The unemployment rate fell to 4.6% in November 2016 from 5.0% in
November 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 2015. Lower increases
than Moody's expects or decreases could lead to negative rating
actions.

Finally, performance of RMBS continues to remain highly dependent
on servicer procedures. Any change resulting from servicing
transfers or other policy or regulatory change can impact the
performance of these transactions.


[*] Moody's Takes Action on $637.2MM of Subprime RMBS Issued 2004
-----------------------------------------------------------------
Moody's Investors Service, has upgraded the ratings of 19 tranches
and confirmed the rating of 14 tranches from 4 transactions issued
by CWABS, backed by Subprime mortgage loans.

Complete rating actions are as follows:

Issuer: CWABS, Inc. Asset-Backed Certificates, Series 2004-1

Cl. M-1, Upgraded to Baa3 (sf); previously on Jul 22, 2016 Ba1 (sf)
Placed Under Review for Possible Upgrade

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

Cl. M-3, Upgraded to Ba1 (sf); previously on Jul 22, 2016 Caa1 (sf)
Placed Under Review for Possible Upgrade

Cl. M-4, Upgraded to Ba3 (sf); previously on Jul 22, 2016 Caa2 (sf)
Placed Under Review for Possible Upgrade

Cl. M-5, Upgraded to B2 (sf); previously on Apr 16, 2012 Downgraded
to C (sf)

Cl. M-6, Upgraded to Caa1 (sf); previously on Apr 16, 2012
Downgraded to C (sf)

Cl. M-7, Upgraded to Caa3 (sf); previously on Apr 16, 2012
Downgraded to C (sf)

Cl. 1-A, Confirmed at Aa2 (sf); previously on Jul 22, 2016 Aa2 (sf)
Placed Under Review for Possible Upgrade

Issuer: CWABS, Inc. Asset-Backed Certificates, Series 2004-5

Cl. A, Confirmed at A2 (sf); previously on Jul 22, 2016 A2 (sf)
Placed Under Review for Possible Upgrade

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

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

Cl. M-3, Upgraded to Caa1 (sf); previously on Jul 22, 2016 Caa3
(sf) Placed Under Review for Possible Upgrade

Cl. M-4, Upgraded to Caa2 (sf); previously on Apr 16, 2012
Downgraded to C (sf)

Cl. 1-A, Confirmed at A2 (sf); previously on Jul 22, 2016 A2 (sf)
Placed Under Review for Possible Upgrade

Cl. 2-A, Confirmed at A2 (sf); previously on Jul 22, 2016 A2 (sf)
Placed Under Review for Possible Upgrade

Cl. 3-A, Upgraded to Aa2 (sf); previously on Jul 22, 2016 A2 (sf)
Placed Under Review for Possible Upgrade

Issuer: CWABS, Inc. Asset-Backed Certificates, Series 2004-6

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

Cl. M-1, Confirmed at Baa3 (sf); previously on Jul 22, 2016 Baa3
(sf) Placed Under Review for Possible Upgrade

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

Cl. M-3, Upgraded to Ba3 (sf); previously on Jul 22, 2016 B1 (sf)
Placed Under Review for Possible Upgrade

Cl. M-4, Upgraded to B2 (sf); previously on Jul 22, 2016 B3 (sf)
Placed Under Review for Possible Upgrade

Cl. M-5, Upgraded to Caa1 (sf); previously on Jul 22, 2016 Caa2
(sf) Placed Under Review for Possible Upgrade

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

Cl. M-7, Confirmed at Ca (sf); previously on Jul 22, 2016 Ca (sf)
Placed Under Review for Possible Upgrade

Cl. M-8, Confirmed at Ca (sf); previously on Jul 22, 2016 Ca (sf)
Placed Under Review for Possible Upgrade

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

Cl. 1-A-2, Confirmed at Baa1 (sf); previously on Jul 22, 2016 Baa1
(sf) Placed Under Review for Possible Upgrade

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

Cl. 2-A-4, Confirmed at Aa3 (sf); previously on Jul 22, 2016 Aa3
(sf) Placed Under Review for Possible Upgrade

Cl. 2-A-5, Confirmed at Aa3 (sf); previously on Jul 22, 2016 Aa3
(sf) Placed Under Review for Possible Upgrade

Issuer: CWABS, Inc., Asset-Backed Certificates, Series 2004-ECC2

Cl. M-2, Upgraded to Ba1 (sf); previously on Jul 22, 2016 B1 (sf)
Placed Under Review for Possible Upgrade

Cl. M-3, Upgraded to B3 (sf); previously on Jul 22, 2016 Caa1 (sf)
Placed Under Review for Possible Upgrade

Cl. M-4, Upgraded to Caa1 (sf); previously on Jul 22, 2016 Caa2
(sf) Placed Under Review for Possible Upgrade

RATINGS RATIONALE

The rating confirmations are primarily due to overall level of
credit enhancement available to the bonds. The rating upgrades are
primarily due to receipt of funds from the CWRMBS settlement and
the related total credit enhancement available to the bonds.

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 4.6% in November 2016 from 5.0% in
November 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 on 32 Classes From 7 US RMBS Deals
-----------------------------------------------------------
S&P Global Ratings completed its review of 32 classes from seven
U.S. residential mortgage-backed securities (RMBS) transactions and
one U.S. RMBS re-REMIC transaction issued between 2001 and 2005.
The review yielded nine upgrades, seven downgrades, and 16
affirmations.

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/delinquency trends;
   -- Increased credit support relative to S&P's projected losses;

      and/or
   -- The class' expected short duration.

S&P raised its rating on class A-6 from RALI Series 2003-QR24 Trust
to 'BBB+ (sf)' from 'BB+ (sf)' due to the class' expected short
duration.  The upgrade reflects that class A-6 recently started to
receive principal payments in August 2016, and S&P expects the
class to be paid down within the next 12 months.

The upgrades on classes IA-1 and IM-1 from Salomon Mortgage Loan
Trust Series 2001-CB4 reflect an increase in credit support as well
as a decrease in S&P's projected losses.  S&P raised its rating on
Salomon Mortgage Loan Trust Series 2001-CB4 class IA-1 to 'AA (sf)'
from 'BBB+ (sf)' and S&P's rating on class IM-1 to 'BB+ (sf)' from
'B (sf)'.  Credit support has strengthened for these classes, and
S&P has decreased its projected losses because there have been
fewer reported delinquencies during the most recent performance
periods compared to those reported during the previous review
dates.  Since S&P's last review, credit support on class IA-1
increased to 47.8% in November 2016 from 40% in May 2015 and
increased on class IM-1 to 27.41% from 23.9%.  Severe delinquencies
decreased to 19.07% as of November 2016 compared to 22.11% a year
ago.

The upgrades on class M-2 from Bear Stearns Asset Backed Securities
I Trust 2004-HE11 and on class M-3 from Truman Capital Mortgage
Loan Trust 2004-2A4 reflect an increase in credit support and the
classes' ability to withstand a higher level of projected losses
than previously anticipated.  S&P raised its rating on class M-2
from Bear Stearns Asset Backed Securities I Trust 2004-HE11 to 'BB
(sf)' from 'B- (sf)'.  Credit support increased to 50.51% in
November 2016 from 42.1% in November 2014.  S&P raised its rating
on class M-3 from Truman Capital Mortgage Loan Trust 2004-2A4 to
'BBB+ (sf)' from 'BB+(sf)'.  Credit support increased to 32.10% in
November 2016 from 26.17% in November 2014.

S&P raised its ratings on class IM-2 from Salomon Mortgage Loan
Trust Series 2001-CB4 to 'B+ (sf)' from 'CCC (sf)' and on class
IB-1 from Salomon Mortgage Loan Trust Series 2001-CB4 to 'B (sf)'
from 'CCC (sf)' because S&P believes these classes are no longer
vulnerable to default.  S&P also raised its rating on class B from
Bear Stearns Asset Backed Securities Trust 2003-2 to 'CCC (sf)'
from 'CC (sf)' because S&P believes this class is no longer
virtually certain to default, primarily owing to the improved
performance of the collateral backing this transaction.

DOWNGRADES

The downgrades include three ratings that were lowered three or
more notches.  S&P lowered its ratings on two classes to
speculative grade ('BB+' or lower) from investment grade ('BBB-' or
higher).  Another three of the lowered ratings remained at an
investment-grade level, while the remaining two 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
one or more of these:

   -- Deteriorated credit performance trends;
   -- Erosion of credit support;
   -- Tail risk; and/or
   -- Reduced interest payments over time due to loan
      modifications or other credit-related events.

Loan Modifications And Imputed Promises

When a class of securities is paid interest that is constrained by
referencing the weighted average coupon (WAC) of the supported
collateral pool and the interest owed to that class is reduced
because of loan modifications, S&P imputes an amount of interest
owed to that class of securities by applying "Methodology For
Incorporating Loan Modification And Extraordinary Expenses Into
U.S. RMBS Ratings," April 17, 2015, and "Principles For Rating Debt
Issues Based On Imputed Promises," Dec. 19, 2014.  Based on S&P's
criteria, it applies a maximum potential rating (MPR) to those
classes of securities that are affected by reduced interest
payments over time due to loan modifications.  If S&P applies an
MPR cap to a particular class, the resulting rating may be lower
than if S&P had solely considered that class' paid interest based
on the applicable WAC.

S&P lowered its rating on class AF-5 from Ameriquest Mortgage
Securities Inc.'s series 2003-11 to 'CCC (sf)' from 'A (sf)'.  This
downgrade reflects the application of S&P's imputed promises
criteria, which resulted in an MPR lower than the previous rating
on the class.  The class factor of 46.79% of the original balance
and increase in coupon rate of 50 basis points are contributing to
this MPR.

Tail Risk

Salomon Mortgage Loan Trust Series 2001-CB4 is 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 this transaction by conducting a
loan-level analysis that assesses this risk, as set forth in S&P's
tail risk criteria.  Consequently, S&P lowered its rating on class
IIB-1 from Salomon Mortgage Loan Trust Series 2001-CB4 to 'B+ (sf)'
from 'BBB (sf)' to reflect the application of S&P's tail risk
criteria.

AFFIRMATIONS

The affirmations of ratings in the 'AAA' through 'B' rating
categories reflect S&P's opinion that its projected credit support
on these classes remained relatively consistent with S&P's 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;
   -- Historical interest shortfalls;
   -- Tail risk; and/or
   -- Low priority in principal payments.

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 S&P's '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.

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 4.9 % in 2016, dipping to
      4.6% in 2017;

   -- Real GDP growth of 1.6 % for 2016 and 2.4% in 2017;

   -- The inflation rate will be 2.2% in both 2016 and 2017; and

   -- The 30-year fixed mortgage rate will average about 3.6 % in
      2016, rising to 4.1% in 2017.

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:

   -- The unemployment rate will remain at 4.9% for 2016 and inch
      up to 5.0% in 2017;

   -- Downward pressure causes GDP growth to fall to 1.5 % in 2016

      and to 1.4% in 2017;

   -- 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 and 2017, 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/2ia0c0k



[*] S&P Discontinues 30 'D' Ratings on 30 Classes on 19 CMBS Deals
------------------------------------------------------------------
S&P Global Ratings discontinued its 'D (sf)' ratings on 30 classes
from 19 U.S. commercial mortgage-backed securities (CMBS)
transactions.

S&P discontinued these ratings according to its surveillance and
withdrawal policy.  S&P had previously lowered the ratings to
'D (sf)' on these classes because of principal losses and/or
accumulated interest shortfalls that S&P believed would remain
outstanding for an extended period of time.  S&P views a subsequent
upgrade to a rating higher than 'D (sf)' to be unlikely under the
relevant criteria for the classes within this review.

A list of the Affected Ratings is available at:

                   http://bit.ly/2iCk2CA



[] Moody's Hikes $52MM of Prime Jumbo RMBS Issued in 2015
---------------------------------------------------------
Moody's Investors Service has upgraded the ratings of twelve
tranches backed by Prime Jumbo RMBS loans, issued by various
issuers.

Complete rating actions are as follows:

Issuer: J.P. Morgan Mortgage Trust 2015-4

Cl. B-1 Certificate, Upgraded to Aa2 (sf); previously on Jul 29,
2015 Definitive Rating Assigned Aa3 (sf)

Cl. B-2 Certificate, Upgraded to A1 (sf); previously on Jul 29,
2015 Definitive Rating Assigned A2 (sf)

Cl. B-3 Certificate, Upgraded to Baa1 (sf); previously on Jul 29,
2015 Definitive Rating Assigned Baa2 (sf)

Cl. B-4 Certificate, Upgraded to Ba1 (sf); previously on Jul 29,
2015 Definitive Rating Assigned Ba2 (sf)

Issuer: Sequoia Mortgage Trust 2015-3

Cl. B-1 Certificate, Upgraded to Aa3 (sf); previously on Jun 25,
2015 Definitive Rating Assigned A1 (sf)

Cl. B-2 Certificate, Upgraded to A2 (sf); previously on Jun 25,
2015 Definitive Rating Assigned Baa1 (sf)

Cl. B-3 Certificate, Upgraded to Baa2 (sf); previously on Jun 25,
2015 Definitive Rating Assigned Ba1 (sf)

Cl. B-4 Certificate, Upgraded to Ba3 (sf); previously on Jun 25,
2015 Definitive Rating Assigned B1 (sf)

Issuer: WinWater Mortgage Loan Trust 2015-A

Cl. B-1 Certificate, Upgraded to Aa2 (sf); previously on Jun 1,
2015 Definitive Rating Assigned Aa3 (sf)

Cl. B-2 Certificate, Upgraded to Aa3 (sf); previously on Jun 1,
2015 Definitive Rating Assigned A1 (sf)

Cl. B-3 Certificate, Upgraded to A1 (sf); previously on Jun 1, 2015
Definitive Rating Assigned A3 (sf)

Cl. B-4 Certificate, Upgraded to Baa1 (sf); previously on Jun 1,
2015 Definitive Rating Assigned Baa3 (sf)

RATINGS RATIONALE

The ratings upgraded are primarily due to an increase in credit
enhancement available to the bonds and a reduction in our expected
pool losses. The actions are also a result of the recent
performance of the underlying pools which have displayed very low
levels of serious delinquencies and reflect Moody's updated default
projections on the pools.

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

Ratings in the US RMBS sector remain exposed to the high level of
macroeconomic uncertainty, and in particular the unemployment rate.
The unemployment rate fell to 4.6% in November 2016 from 5.0% in
November 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 Hikes $59.4MM of Alt-A RMBS Issued in 2004
-----------------------------------------------------
Moody's Investors Service has upgraded the ratings of eight
tranches from two transactions, backed by Alt-A RMBS loans, issued
by multiple issuers.

Complete rating actions are as follows:

Issuer: American Home Mortgage Investment Trust 2004-2

Cl. II-A Notes, Upgraded to A3 (sf); previously on Jan 29, 2016
Upgraded to Baa2 (sf)

Cl. III-A Notes, Upgraded to A3 (sf); previously on Jan 29, 2016
Upgraded to Baa2 (sf)

Cl. V-A Notes, Upgraded to A1 (sf); previously on Jan 29, 2016
Upgraded to A3 (sf)

Cl. IV-A-6 Notes, Upgraded to Aa3 (sf); previously on Jan 29, 2016
Upgraded to A2 (sf)

Issuer: IndyMac INDX Mortgage Loan Trust 2004-AR9

Cl. 5-M-1 Certificate, Upgraded to Caa1 (sf); previously on May 30,
2014 Upgraded to Ca (sf)

Cl. 5-A-1 Certificate, Upgraded to Baa3 (sf); previously on May 30,
2014 Upgraded to Ba1 (sf)

Cl. 5-A-2 Certificate, Upgraded to Baa3 (sf); previously on May 30,
2014 Upgraded to Ba1 (sf)

Cl. 5-A-3 Certificate, Upgraded to Ba1 (sf); previously on May 30,
2014 Upgraded to Ba3 (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
the pools. The rating upgrades are a result of the improving
performance of the related pools and an increase in credit
enhancement available to the bonds.

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

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

Ratings in the US RMBS sector remain exposed to the high level of
macroeconomic uncertainty, and in particular the unemployment rate.
The unemployment rate fell to 4.6% in November 2016 from 5.0% in
November 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 Upgrades $321.7MM of Subprime RMBS Issued 2005-2006
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of 12 tranches
from 6 transactions issued by various issuers, and backed by
subprime mortgage loans.

Complete rating actions are as follows:

Issuer: Fieldstone Mortgage Investment Trust, 2005-3

Cl. M1 Certificate, Upgraded to Ca (sf); previously on Aug 6, 2010
Downgraded to C (sf)

Issuer: Fremont Home Loan Trust 2005-B

Cl. M3 Certificate, Upgraded to Aaa (sf); previously on Feb 8, 2016
Upgraded to Aa2 (sf)

Cl. M4 Certificate, Upgraded to Aa1 (sf); previously on Feb 8, 2016
Upgraded to A1 (sf)

Cl. M5 Certificate, Upgraded to Baa1 (sf); previously on Feb 8,
2016 Upgraded to B2 (sf)

Issuer: Fremont Home Loan Trust 2005-E

Cl. 1-A-1 Certificate, Upgraded to Aa2 (sf); previously on Feb 8,
2016 Upgraded to A2 (sf)

Cl. 2-A-3 Certificate, Upgraded to A1 (sf); previously on Feb 8,
2016 Upgraded to Ba1 (sf)

Cl. 2-A-4 Certificate, Upgraded to Baa1 (sf); previously on Feb 8,
2016 Upgraded to Ba3 (sf)

Issuer: Fremont Home Loan Trust 2006-1

Cl. I-A-1 Certificate, Upgraded to Ba1 (sf); previously on Jul 21,
2014 Upgraded to Ba2 (sf)

Issuer: Fremont Home Loan Trust 2006-2

Cl. I-A-1 Certificate, Upgraded to Aa3 (sf); previously on Feb 8,
2016 Upgraded to Baa1 (sf)

Issuer: J.P. Morgan Mortgage Acquisition Corp. 2005-FRE1

Cl. AI Certificate, Upgraded to Aa2 (sf); previously on Feb 8, 2016
Upgraded to A1 (sf)

Cl. AII-V-2 Certificate, Upgraded to Aa3 (sf); previously on Feb 8,
2016 Upgraded to A2 (sf)

Cl. AII-V-3 Certificate, Upgraded to A2 (sf); previously on Feb 8,
2016 Upgraded to Baa1 (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 4.6% in November 2016 from 5.0% in
November 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.


                            *********

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