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         T R O U B L E D   C O M P A N Y   R E P O R T E R

              Sunday, March 10, 2019, Vol. 23, No. 68

                            Headlines

AIG CLO 2019-1: S&P Assigns Prelim BB-(sf) Rating on Class E Notes
ALM XIX: S&P Assigns BB-(sf) Rating on D-R Notes on Refinancing
CREDIT SUISSE 2003-C4: Moody's Affirms C Rating on Class A-X Certs
CREDIT SUISSE 2005-C2: S&P Cuts Class A-MFL Certs Rating to D (sf)
DRYDEN 33: S&P Assigns Prelim B- (sf) Rating on Class F-R2 Notes

FREDDIE MAC 2019-1: Fitch to Rate $78.63MM Class M Certs 'B-sf'
GS MORTGAGE 2011-GC3: Moody's Affirms B2 Rating on Class F Certs
KODIAK CDO II: Moody's Hikes Ratings on 2 Tranches to Ba3
MERRILL LYNCH 2005-CKI1: Moody's Hikes Class E Debt Rating to Caa1
ML-CFC COMMERCIAL 2007-6: Moody's Cuts Class B Certs Rating to 'C'

OCTAGON INVESTMENT 41: Moody's Gives (P)Ba3 Rating on Class E Debt
PROSPER MARKETPLACE 2018-1: Fitch Affirms Class C Notes at 'BB-sf'
SEQUOIA MORTGAGE 2017-3: Moody's Hikes Class B-4 Debt Rating to Ba2
SOUND POINT XII: Moody's Rates $35MM Class E-R Notes 'Ba3'
TERWIN MORTGAGE 2004-22SL: Moody's Hikes Class B-2 Debt to 'Ba3'

THL CREDIT 2019-1: S&P Assigns Prelim BB- Rating on Class E Notes
WACHOVIA BANK 2007-C33: Moody's Cuts Class A-J Debt Rating to Caa1
[*] S&P Takes Various Actions on 57 Classes From Five US RMBS Deals
[] S&P Takes Various Actions on 99 Classes From 11 U.S. RMBS Deals

                            *********

AIG CLO 2019-1: S&P Assigns Prelim BB-(sf) Rating on Class E Notes
------------------------------------------------------------------
S&P Global Ratings on March 4 assigned its preliminary ratings to
AIG CLO 2019-1 Ltd.'s floating-rate notes.

The note issuance is a collateralized loan obligation (CLO)
transaction backed by primarily broadly syndicated
speculative-grade (rated 'BB+' and lower) senior secured term loans
that are governed by collateral quality tests.

The preliminary ratings are based on information as of March 4,
2019. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

The preliminary ratings reflect:

-- The diversified collateral pool, which consists primarily of
broadly syndicated speculative-grade (rated 'BB+' and lower) senior
secured term loans that are governed by collateral quality tests.

-- The credit enhancement provided through the subordination of
cash flows, excess spread, and overcollateralization.

-- The collateral manager's experienced team, which can affect the
performance of the rated notes through collateral selection,
ongoing portfolio management, and trading.

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

  PRELIMINARY RATINGS ASSIGNED
  AIG CLO 2019-1 Ltd.
  Class                Rating       Amount (mil. $)  
  A                    AAA (sf)              305.00
  B                    AA (sf)                67.50
  C (deferrable)       A (sf)                 36.25
  D (deferrable)       BBB- (sf)              28.75
  E (deferrable)       BB- (sf)               17.25
  Subordinated notes   NR                     49.90


ALM XIX: S&P Assigns BB-(sf) Rating on D-R Notes on Refinancing
---------------------------------------------------------------
S&P Global Ratings on March 7 assigned its ratings to the class
X-R, A-1a-R, A-2-R, B-R, C-R, and D-R replacement notes from ALM
XIX Ltd./ALM XIX LLC, a collateralized loan obligation (CLO)
originally issued in 2016 and managed by Apollo Credit Management
(CLO) LLC. The replacement notes were issued via a supplemental
indenture. S&P Global Ratings did not rate the original
transaction.

On the March 7, 2019, refinancing date, the proceeds from the
issuance of the class X-R, A-1a-R, A-2-R, B-R, C-R, and D-R
replacement notes were used to redeem the original class A-1, A-2,
B, C, and D notes as outlined in the transaction document
provisions.

"Our 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 our criteria,
our cash flow scenarios applied forward-looking assumptions on the
expected timing and pattern of defaults, and recoveries upon
default, under various interest rate and macroeconomic scenarios,"
S&P said. 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.

"We will continue to review whether, in our view, the ratings
assigned to the notes remain consistent with the credit enhancement
available to support them, and we will take further rating actions
as we deem necessary," S&P said.

  RATINGS ASSIGNED
  ALM XIX Ltd./ALM XIX LLC

  Class                 Rating       Amount mil. $)
  X-R                   AAA (sf)               1.00
  A-1a-R                AAA (sf)             298.50
  A-1b-R                NR                    25.00
  A-2-R                 AA (sf)               21.50
  B-R (deferrable)      A (sf)                48.50
  C-R (deferrable)      BBB- (sf)             23.50
  D-R (deferrable)      BB- (sf)              21.00
  Subordinated notes    NR                    36.35
   NR--Not rated.


CREDIT SUISSE 2003-C4: Moody's Affirms C Rating on Class A-X Certs
------------------------------------------------------------------
Moody's Investors Service has upgraded the rating on one class and
affirmed the rating on one class in Credit Suisse First Boston
Mortgage Securities Corp. Commercial Mortgage Pass-Through
Certificates, Series 2003-C4, as follows:

Cl. L, Upgraded to Baa1 (sf); previously on Feb 9, 2018 Upgraded to
Ba1 (sf)

Cl. A-X*, Affirmed C (sf); previously on Feb 9, 2018 Affirmed C
(sf)

  * Reflects Interest Only Class

RATINGS RATIONALE

The rating on Cl. L was upgraded based primarily on an increase in
credit support resulting from loan paydowns and amortization. The
deal has paid down 82% since Moody's last review and over 99% since
securitization.

The rating on the IO class, Cl. A-X, was affirmed based on the
credit quality of the referenced classes.

Moody's does not anticipate losses from the remaining collateral in
the current environment. However, over the remaining life of the
transaction, losses may emerge from macro stresses to the
environment and changes in collateral performance. Moody's ratings
reflect the potential for future losses under varying levels of
stress. Moody's base expected loss plus realized losses is now 2.8%
of the original pooled balance, the same as at Moody's last review.


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

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

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

Factors that could lead to a downgrade of the ratings include a
decline in the performance of the pool, 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 rating all classes except
interest-only classes was "Moody's Approach to Rating Large Loan
and Single Asset/Single Borrower CMBS" published in July 2017. The
methodologies used in rating the interest-only class were "Moody's
Approach to Rating Large Loan and Single Asset/Single Borrower
CMBS" published in July 2017 and "Moody's Approach to Rating
Structured Finance Interest Only (IO) Securities" published in
February 2019. Please see the list of ratings at the top of this
announcement to identify which classes are interest-only (indicated
by the *).

DEAL PERFORMANCE

As of the February 2019 distribution date, the transaction's
aggregate certificate balance has decreased by 99.8% to $2.64
million from $1.34 billion at securitization. The certificates are
collateralized by two mortgage loans. One loan, constituting 2.5%
of the pool, has defeased and is secured by US government
securities.

Thirty-two loans have been liquidated from the pool, resulting in
an aggregate realized loss of $37.8 million (for an average loss
severity of 25%).

The non-defeased loan is the Pemstar, Inc. Headquarters Loan ($2.6
million -- 97.5% of the pool), which is secured by a 260,000 square
foot office/industrial property located approximately one hour
south of Minneapolis in Rochester, Minnesota. The property is 100%
occupied by Benchmark (Benchmark Electronics acquired Pemstar, Inc.
in 2007) with a lease expiration in 2023. The loan is fully
amortizing and co-terminus with the tenant's lease expiration date.
Due to the single tenant nature of this loan, a lit/dark analysis
was incorporated in the analysis. The loan has amortized 65% since
securitization and Moody's LTV is below 40%.


CREDIT SUISSE 2005-C2: S&P Cuts Class A-MFL Certs Rating to D (sf)
------------------------------------------------------------------
S&P Global Ratings on March 1 lowered its ratings on the A-MFL and
A-MFX commercial mortgage pass-through certificates from Credit
Suisse First Boston Mortgage Securities Corp. series 2005-C2, a
U.S. commercial mortgage-backed securities (CMBS) transaction, to
'D (sf)' from 'BB (sf)'. S&P subsequently withdrew the ratings.

The downgrades to 'D (sf)' reflect principal losses incurred by the
classes due to the liquidation of the specially serviced asset from
the trust, as detailed in the Feb. 15, 2019, trustee remittance
report. The asset, 390 Park Avenue, liquidated at an 85.1% loss
severity on its $80.2 million beginning pooled trust balance.
Consequently, classes A-MFL and A-MFX experienced losses of $2.10
million and $2.12 million of their $9.5 million and $9.6 million
beginning balances, respectively. S&P subsequently withdrew its
ratings on these classes. Class A-J (not rated by S&P Global
Ratings) lost 100% of its $64.2 million beginning balance.

  RATINGS LOWERED

  Credit Suisse First Boston Mortgage Securities Corp.       
  Commercial mortgage pass-through certificates 2005-C2    
                       Rating
  Class            To          From

  A-MFL            D (sf)      BB (sf)
  A-MFX            D (sf)      BB (sf)

  RATINGS WITHDRAWN

  Credit Suisse First Boston Mortgage Securities Corp.
  Commercial mortgage pass-through certificates 2005-C2

                       Rating
  Class            To          From

  A-MFL            NR          D (sf)
  A-MFX            NR          D (sf)

  NR--Not rated.


DRYDEN 33: S&P Assigns Prelim B- (sf) Rating on Class F-R2 Notes
----------------------------------------------------------------
S&P Global Ratings on March 4 assigned its preliminary ratings to
the class A-R2, B-R2, C-R2, D-R2, and E-R2 replacement notes, as
well as the new class F-R2 notes, from Dryden 33 Senior Loan Fund,
a collateralized loan obligation (CLO) originally issued in May
2014 and refinanced November 2016 that is managed by PGIM Inc. The
replacement notes will be issued via a proposed supplemental
indenture.

The preliminary ratings reflect S&P's opinion that the credit
support available is commensurate with the associated rating
levels.

The preliminary ratings are based on information as of March 4,
2019. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

On the March 15, 2019, 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
said it 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, also include the following key changes:

-- The 2019-issued replacement class A-R2, B-R2, C-R2, D-R2, and
E-R2 notes are expected to be issued at a lower spread over
three-month LIBOR than the 2016-issued replacement notes.

-- New class F-R2 notes are expected to be issued at a floating
spread over three-month LIBOR. The class F-R2 notes are rated at a
'B(sf)' rating level, a class of notes that did not exist in the
original closing date capital stack, nor in the post-2016-issued
replacement notes capital stack.

-- The stated maturity will be extended approximately 0.5 years to
April 15, 2029 from Oct. 15, 2028.

-- The reinvestment period will be shortened 0.5 years to April
15, 2021 from Oct. 15, 2021.

-- The non-call period will be extended 1.25 years to April 2020.

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 (see table). In line with
its criteria, S&P's 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.

"We will continue to review whether, in our view, the ratings
assigned to the notes remain consistent with the credit enhancement
available to support them, and we will take further rating actions
as we deem necessary," S&P said.

  PRELIMINARY RATINGS ASSIGNED

  Dryden 33 Senior Loan Fund
  Replacement class         Rating      Amount (mil. $)
  A-R2                      AAA (sf)             630.00
  B-R2                      AA (sf)              113.00
  C-R2 (deferrable)         A (sf)                80.00
  D-R2 (deferrable)         BBB- (sf)             51.00
  E-R2 (deferrable)         BB- (sf)              42.65
  F-R2 (deferrable)         B- (sf)                3.95
  Subordinated notes        NR                    96.70

  NR--Not rated.


FREDDIE MAC 2019-1: Fitch to Rate $78.63MM Class M Certs 'B-sf'
---------------------------------------------------------------
Fitch Ratings expects to rate Freddie Mac's risk-transfer
transaction, Seasoned Credit Risk Transfer Trust Series 2019-1
(SCRT 2019-1) as follows:

  -- $78,630,000 class M certificates 'B-sf'; Outlook Stable.

Fitch will not be rating the following classes:

  -- $154,183,000 class HT exchangeable certificates;

  -- $115,637,000 class HA certificates;

  -- $38,546,000 class HB exchangeable certificates;

  -- $19,273,000 class HV certificates;

  -- $19,273,000 class HZ certificates;

  -- $1,590,781,000 class MT exchangeable certificates;

  -- $1,193,087,000 class MA certificates;

  -- $397,694,000 class MB exchangeable certificates;

  -- $198,847,000 class MV certificates;

  -- $198,847,000 class MZ certificates;

  -- $157,879,000 class M55D certificates;

  -- $157,879,000 class M55E exchangeable certificates;

  -- $157,879,000 class M55G exchangeable certificates;

  -- $28,705,272 class M55I notional exchangeable certificates;

  -- $115,323,997 class B certificates

  -- $1,902,843,000 class A-IO notional certificates;

  -- $193,953,997 class B-IO notional certificates;

  -- $115,323,997 class BX exchangeable certificates;

  -- $115,323,997 class BBIO exchangeable certificates;

  -- $115,323,997 class BXS exchangeable certificates.

The 'B-sf' rating for the M certificates reflects the 5.50%
subordination provided by the class B.

SCRT 2019-1 represents Freddie Mac's 10th seasoned credit risk
transfer transaction issued. SCRT 2019-1 consists of three
collateral groups backed by 12,185 seasoned performing and
re-performing mortgages, with a total balance of approximately
$2.096 billion, of which $255.5 million, or 12.2%, was in
non-interest-bearing deferred principal amounts as of the cutoff
date. The three collateral groups represent loans that have
additional interest rate increases outstanding due to the terms of
the modification, and those that are expected to remain fixed for
the remainder of the term. Among the loans that are fixed, the
groups are further distinguished by loans that include a portion of
principal forbearance as well as the interest rate on the loans.
The distribution of principal and interest (P&I) and loss
allocations to the rated note is based on a senior subordinate,
sequential structure.

KEY RATING DRIVERS

Distressed Performance History (Negative): The collateral pool
comprises primarily peak-vintage re-performing loans (RPLs), all of
which have been modified. Roughly, 63% of the pool have been paying
on time for the past 24 months, per the Mortgage Bankers
Association (MBA) methodology, and none of the loans have
experienced a delinquency within the past 12 months. The pool has a
weighted average sustainable loan-to-value ratio (WA sLTV) of
79.9%. The WA model FICO score is 672.

Moderate Operational Risk (Negative): Fitch considers this
transaction to have moderate operational risk. FHLMC has an
established track record in residential mortgage activities and has
an 'Above Average' aggregator assessment from Fitch for newly
originated loans. The 'moderate' risk assessment for this
transaction reflects the relatively small due diligence sample size
for RPL and the diligence results. The due diligence was performed
by a Fitch Tier 1 third-party review (TPR) firm on 11% of the pool
and identified material compliance exceptions for approximately 37%
of the sample. The majority of these exceptions are due to missing
final documentation that prevented conclusive testing of predatory
lending. Loss adjustments were applied to account for loans that
could not be tested; however, it is expected that most of these
loans would not be in violation if the testing could be completed.
The adjustments add 10bps at 'B-sf'.

Interest Payment Risk (Negative): In Fitch's timing scenarios, the
M class incurs temporary shortfalls in the 'B-sf' rating category
but is ultimately repaid prior to maturity of the transaction. The
difference between Fitch's expected loss and the credit enhancement
(CE) on the rated classes is due to the repayment of interest
deferrals. Interest to the rated classes is subordinated to the
senior bonds as well as repayments made to Freddie Mac for prior
payments on the senior classes. Timely payments of interest are
also at potential risk as principal collections on the underlying
loans can only be used to repay interest shortfalls on the rated
classes after the balance of the senior classes are paid off. This
results in an extended period until potential shortfalls are
ultimately repaid in Fitch's stress scenarios.

Representation Framework (Negative): Fitch considers the
representation, warranty and enforcement (RW&E) mechanism construct
for this transaction as weaker than that of other Fitch-rated RPL
deals. The weakness is due to the exclusion of a number of reps
that Fitch views as consistent with a full framework as well as the
limited diligence that may have otherwise acted as a mitigant.
Additionally, Freddie Mac as rep provider will only be obligated to
repurchase a loan, pay an indemnity loss amount or cure the
material breach prior to March 11, 2022. However, Fitch believes
that the defect risk is lower relative to other RPL transactions
because the loans were subject to Freddie Mac's loan-level review
process in place at the time the loan became delinquent. Therefore,
Fitch treated the construct as Tier 3 and increased its 'B-sf'
expected loss expectations by 18bps to account for the weaknesses
in the reps.

Sequential-Pay Structure (Positive): The transaction's cash flow is
similar to that of Freddie Mac's STACR transactions. Once the
initial CE of the senior bonds has reached the target and if all
performance triggers are passing, principal is allocated pro rata
among the senior and subordinate classes with the most senior
subordinate bond receiving the full subordinate share. This
structure is a positive to the rated classes as it results in a
faster paydown and allows them to receive principal earlier than
under a fully sequential structure. However, to the extent any of
the performance triggers are failing, principal is distributed
sequentially to the senior classes until triggers pass.

No Servicer P&I Advances (Mixed): The servicer will not advance
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 loss severities (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 ultimate
payments of interest to the rated classes.

CRITERIA APPLICATION

Fitch analyzed the transaction in accordance with its criteria, as
described in its October 2018 report, "U.S. RMBS Rating Criteria."
This incorporates a review of the aggregator's lending platforms,
as well as an assessment of the transaction's R&W and due diligence
results, which were found to be consistent with the ratings
assigned to the bonds.

RATING SENSITIVITIES

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

This defined stress sensitivity analysis demonstrates how the
ratings would react to steeper MVDs at the national level. The
analysis assumes MVDs of 10.0%, 20.0% and 30.0%, in addition to the
model projected 11.0% at the 'B-sf' level. The analysis indicates
that there is some potential rating migration with higher MVDs,
compared with the model projection.

Fitch also conducted defined rating sensitivities that determine
the stresses to MVDs that would reduce a rating by one full
category, to non-investment grade, and to 'CCCsf'. For example,
additional MVDs of 4% would potentially move the 'B-sf' rated class
down to 'CCCsf' respectively.

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

Fitch was provided with due diligence information from the
third-party diligence provider. The due diligence focused on
regulatory compliance, pay history, the presence of key documents
in the loan file and data integrity on a sample of the loans in the
pool. Additionally, an updated tax and title search was conducted
on all of the loans in the transaction. Fitch received
certifications indicating that the loan-level due diligence was
conducted in accordance with Fitch's published standards. The
certifications also stated that the company performed its work in
accordance with the independence standards, per Fitch's criteria,
and that the due diligence analysts performing the review met
Fitch's criteria of minimum years of experience. Fitch considered
this information in its analysis and based on the findings, Fitch
made the following adjustments:

Fitch made an adjustment on 383 loans that were subject to federal,
state and/or local predatory testing. Two of these loans were
marked as High cost and received a 200% loss severity adjustment.
The remaining loans contained material violations, including an
inability to test for high-cost violations or confirm compliance,
which could expose the trust to potential assignee liability. These
loans were marked as "indeterminate." Typically, the HUD issues are
related to missing the final HUD, illegible HUDs, incomplete HUDs
due to missing pages or only having estimated HUDs where the final
HUD1 was not used to test for high-cost loans. To mitigate this
risk, Fitch assumed a 100% LS for loans in the states that fall
under Freddie Mac's "do not purchase" list of high cost or "high
risk." Six loans were affected by this approach. For the remaining
375 loans, where the properties are not located in the states that
fall under Freddie Mac's do not purchase list, the likelihood of
all loans being high cost is lower. However, Fitch assumes the
trust could potentially incur additional legal expenses. Fitch
increased its LS expectations by 5% for these loans to account for
the risk.


GS MORTGAGE 2011-GC3: Moody's Affirms B2 Rating on Class F Certs
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on four classes
and affirmed the ratings on three 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 Dec 14, 2017 Affirmed Aaa
(sf)

Cl. B, Upgraded to Aaa (sf); previously on Dec 14, 2017 Affirmed
Aa1 (sf)

Cl. C, Upgraded to Aa2 (sf); previously on Dec 14, 2017 Affirmed A1
(sf)

Cl. D, Upgraded to A3 (sf); previously on Dec 14, 2017 Affirmed
Baa2 (sf)

Cl. E, Upgraded to Baa3 (sf); previously on Dec 14, 2017 Affirmed
Ba2 (sf)

Cl. F, Affirmed B2 (sf); previously on Dec 14, 2017 Affirmed B2
(sf)

Cl. X*, Affirmed B1 (sf); previously on Dec 14, 2017 Affirmed B1
(sf)

  * Reflects Interest Only Classes

RATINGS RATIONALE

The ratings on four principal and interest (P&I) classes were
upgraded due to a significant increase in defeasance (50% of the
current pool balance compared to 9% at the last review).

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

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

Moody's rating action reflects a base expected loss of 0.2% of the
current pooled balance, compared to 1.7% at Moody's last review.
Moody's base expected loss plus realized losses is now 0.1% of the
original pooled balance, compared to 0.9% at the last review.

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

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

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

The methodologies used in ratings all classes except interest-only
class were "Approach to Rating US and Canadian Conduit/Fusion CMBS"
published in July 2017 and "Moody's Approach to Rating Large Loan
and Single Asset/Single Borrower CMBS" published in July 2017. The
methodologies used in rating interest-only class were "Approach to
Rating US and Canadian Conduit/Fusion CMBS" published in July 2017,
"Moody's Approach to Rating Large Loan and Single Asset/Single
Borrower CMBS" published in July 2017, and "Moody's Approach to
Rating Structured Finance Interest Only (IO) Securities" published
in February 2019.

DEAL PERFORMANCE

As of the January 11, 2019 distribution date, the transaction's
aggregate certificate balance has decreased by 49.9% to $701.7
million from $1.4 billion at securitization. The certificates are
collateralized by 35 mortgage loans ranging in size from less than
1% to 13.5% of the pool, with the top ten loans (excluding
defeasance) constituting 46.5% of the pool. Twenty loans,
constituting 50.1% of the pool, have defeased and are secured by US
government securities.

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 6, compared to 12 at Moody's last review.

Two loans, constituting 3.3% of the pool, are on the master
servicer's watchlist. The watchlist includes loans that meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, the agency reviews the
watchlist to assess which loans have material issues that could
affect performance.

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

Moody's received full year 2017 operating results and full or
partial year 2018 operating results for 100.0% of the pool
(excluding specially serviced and defeased loans). Moody's weighted
average conduit LTV is 69%, compared to 76% 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 20% to the most recently available net operating
income (NOI). Moody's value reflects a weighted average
capitalization rate of 9.6%.

Moody's actual and stressed conduit DSCRs are 2.02X and 1.58X,
respectively, compared to 1.74X and 1.43X 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 32.7% of the pool balance.
The largest loan is the Cape Cod Mall Loan ($88.5 million -- 12.6%
of the pool), which is secured by 521,881 square feet (SF) portion
of a 722,000 SF Simon regional mall located in Hyannis,
Massachusetts. 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 September 2018, the collateral space
was 97% leased, compared to 96% leased as of June 2017. The loan
has amortized approximately 12% since securitization. Moody's LTV
and stressed DSCR are 83% and 1.30X, respectively, compared to 85%
and 1.27X at the last review.

The second largest loan is the Whalers Village Loan ($80.0 million
-- 11.4% of the pool), which is secured by a 110,521 SF open-air
lifestyle center located on Maui's Ka'anapali Beach in Lahaina,
Hawaii. As of September 2018, the property was 94% occupied by 78
retail tenants and restaurants. Moody's LTV and stressed DSCR are
55% and 1.71X, respectively, compared to 60% and 1.58X at the last
review.

The third largest loan is the Oxford Valley Mall Loan ($61.0
million -- 8.7% of the pool), which is secured by a super-regional
mall, a retail shopping center and an 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 September 2018, the collateral space was 81%
leased, compared to 82% leased as of June 2017. The loan has
amortized approximately 14% since securitization. Moody's LTV and
stressed DSCR are 76% and 1.53X, respectively.


KODIAK CDO II: Moody's Hikes Ratings on 2 Tranches to Ba3
---------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by Kodiak CDO II, Ltd.:

US$80,000,000 Class A-3 Senior Secured Floating Rate Notes Due
2042, Upgraded to Aa2 (sf); previously on August 17, 2018 Upgraded
to Aa3 (sf)

US$81,000,000 Class B-1 Senior Secured Floating Rate Notes Due
2042, Upgraded to Ba3 (sf); previously on August 17, 2018 Upgraded
to B1 (sf)

US$5,000,000 Class B-2 Senior Secured Fixed/Floating Rate Notes Due
2042, Upgraded to Ba3 (sf); previously on August 17, 2018 Upgraded
to B1 (sf)

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

US$53,000,000 Class A-2 Senior Secured Floating Rate Notes Due 2042
(current balance of 47,231,865), Affirmed Aa1 (sf); previously on
August 17, 2018 Upgraded to Aa1 (sf)

Kodiak CDO II, Ltd., issued in June 2007, is a collateralized debt
obligation (CDO) backed mainly by a portfolio of REIT trust
preferred securities (TruPS), with exposure to bank TruPS,
insurance notes, corporate bonds and structured finance
securities.

RATINGS RATIONALE

The rating actions are primarily a result of the deleveraging of
the Class A-1 and Class A-2 notes, an increase in the transaction's
over-collateralization (OC) ratios, and the improvement in the
credit quality of the underlying portfolio since August 2018.

The Class A-1 notes have paid in full and the Class A-2 notes have
paid down by approximately 10.9% or $5.8 million since August 2018,
using principal proceeds from the redemption of the underlying
assets and the diversion of excess interest proceeds. Based on
Moody's calculations, the OC ratios for the Class A-2, Class A-3
and Class B notes have improved to 645.6%, 239.7% and 143.0%,
respectively, from August 2018 levels of 529.9%, 225.0% and 139.0%,
respectively. The Class A-2 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 deal has also benefited from improvement in the credit quality
of the underlying portfolio. According to Moody's calculations, the
weighted average rating factor (WARF) improved to 3341 from 3548 in
August 2018.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Approach to Rating TruPS CDOs" published in October 2016.

The Credit Ratings on the notes issued by Kodiak CDO II, Ltd. were
assigned in accordance with Moody's existing Methodology entitled
"Moody's Approach to Rating TruPS CDOs" dated October 7, 2016.
Please note that on November 14, 2018, Moody's released a Request
for Comment, in which it has requested market feedback on potential
revisions to its Methodology for TruPS CDOs. If the revised
Methodology is implemented as proposed, Moody's does not expect the
changes to affect the Credit Ratings on notes issued by Kodiak CDO
II, Ltd.

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:

1) Macroeconomic uncertainty: TruPS CDOs performance could be
negatively affected by uncertainty about credit conditions in the
general economy.

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) Exposure to non-publicly rated assets: The deal contains a large
number of securities whose default probability Moody's assesses
through credit scores derived using RiskCalc or credit estimates.
Because these are not public ratings, they are subject to
additional uncertainties.

Moody's obtained a loss distribution for this CDO's portfolio by
simulating defaults using Moody's CDOROM, which used Moody's
assumptions for asset correlations and fixed recoveries in a Monte
Carlo simulation framework. Moody's then used the resulting loss
distribution, together with structural features of the CDO, as an
input in its CDOEdge cash flow model.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, and weighted average recovery rate,
are based on its methodology and could differ from the trustee's
reported numbers. In its base case, Moody's analyzed the underlying
collateral pool as having a performing par of $304.9 million,
defaulted par of $79.2 million, a weighted average default
probability of 48.03% (implying a WARF of 3341), and a weighted
average recovery rate upon default of 13.6%.

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.

The portfolio of this CDO contains mainly TruPS issued by REIT
companies that Moody's does not rate publicly. To evaluate the
credit quality of REIT TruPS that do not have public ratings,
Moody's REIT group assesses their credit quality using the REIT
firms' annual financials.


MERRILL LYNCH 2005-CKI1: Moody's Hikes Class E Debt Rating to Caa1
------------------------------------------------------------------
Moody's Investors Service has upgraded the rating on one class and
affirmed the rating on one class in Merrill Lynch Mortgage Trust
2005-CKI1 as follows:

Cl. E, Upgraded to Caa1 (sf); previously on Feb 8, 2018 Affirmed
Caa3 (sf)

Cl. F, Affirmed C (sf); previously on Feb 8, 2018 Affirmed C (sf)

RATINGS RATIONALE

The rating on Cl. E was upgraded due to paydowns as a result of
principal recoveries of the recently liquidated loan and the
continued amortization of the largest remaining loan in the pool.

The rating on Cl. F was affirmed due to Moody's expected plus
realized losses. Cl. F has already experienced a 65% loss based on
previously liquidated loans.

Moody's rating action reflects a base expected loss of 26.8% of the
current pooled balance, compared to 50.5% at Moody's last review.
Moody's base expected loss plus realized losses is now 6.7% of the
original pooled balance, compared to 6.8% at the last review.

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

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

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

Factors that could lead to a downgrade of the ratings include a
decline in the performance of the pool, 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 July 2017.

DEAL PERFORMANCE

As of the February 14, 2019 distribution date, the transaction's
aggregate certificate balance has decreased by 98% to $49.2 million
from $3.07 billion at securitization. The certificates are
collateralized by four mortgage loans.

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

Thirty-one loans have been liquidated from the pool, contributing
to an aggregate realized loss of $193.9 million (for an average
loss severity of 38%). Two loans, constituting 34% of the pool, are
currently in special servicing. The largest specially serviced loan
is the Orchard Hardware Plaza Loan ($13.3 million -- 27.1% of the
pool), which is secured by a 146,000 SF retail center in Rancho
Cucamonga, California. The loan transferred to special servicing in
September 2012, following a drop in occupancy from 93% to 57% in
2011. As of December 2018, the property was 96% leased compared to
94% in November 2017. The loan is now real estate owned (REO).

The second largest specially serviced loan is the Waterfall Plaza
Loan ($3.2 million -- 6.5% of the pool), which is secured by a
43,000 SF unanchored retail property in Waterford, Michigan. The
loan transferred to special servicing in August 2015 due to
maturity default. As of December 2018, the property was 77% leased,
compared to 69% in 2017. The loan is now REO.

Moody's has also assumed a high default probability for one poorly
performing loan, constituting 25% of the pool, and has estimated an
aggregate loss of $13.2 million (a 46% expected loss on average)
from the troubled loan and specially serviced loans.

The largest performing loan is the 901 South Central Expressway
Loan ($20.4 million -- 41.5% of the pool), which is secured by two
adjacent office properties totaling 517,000 SF, located in
Richardson, Texas. The buildings are 100% leased to Blue Cross Blue
Shield through December 31, 2020, which has subleased its space to
Fossil. The loan maturity date of January 2021 is within one month
of the tenant's lease expiration date and Moody's used a "lit/dark"
approach to account for the single-tenant risk of the property. The
loan has amortized 36% since securitization.

The second largest conduit loan is the Green Valley Technical Plaza
33 Loan ($12.3 million -- 25.0% of the pool), which is secured by a
108,000 SF suburban office property in Fairfield, California. As of
June 2018, the property was only 46% leased to two tenants, the
same as at last review. The loan had an anticipated repayment date
(ARD) in October 2015 and has a final maturity in October 2035. The
loan is currently on the master servicer's watchlist due to the
lower occupancy and DSCR and Moody's has identified this a troubled
loan.


ML-CFC COMMERCIAL 2007-6: Moody's Cuts Class B Certs Rating to 'C'
------------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on four classes
and downgraded the ratings on two classes in ML-CFC Commercial
Mortgage Trust 2007-6, Commercial Mortgage Pass-Through
Certificates, Series 2007:

Cl. AM, Affirmed Ba1 (sf); previously on Dec 1, 2017 Affirmed Ba1
(sf)

Cl. AJ, Downgraded to Ca (sf); previously on Dec 1, 2017 Affirmed
Caa2 (sf)

Cl. B, Downgraded to C (sf); previously on Dec 1, 2017 Affirmed
Caa3 (sf)

Cl. C, Affirmed C (sf); previously on Dec 1, 2017 Affirmed C (sf)

Cl. D, Affirmed C (sf); previously on Dec 1, 2017 Affirmed C (sf)

Cl. X*, Affirmed Ca (sf); previously on Dec 1, 2017 Affirmed Ca
(sf)

  * Reflects interest-only classes

RATINGS RATIONALE

The rating on Cl. AM was affirmed because the transaction's key
metrics, including Moody's loan-to-value (LTV) ratio and Moody's
stressed debt service coverage ratio (DSCR). The ratings on Cl. C
and Cl. D were affirmed because the ratings are consistent with
Moody's expected loss.

The ratings on Cl. AJ and Cl. B were downgraded due to anticipated
losses from specially serviced loans. Loans representing 99% of the
pool are currently in special servicing. Additionally, realized
losses have increased by $118 million since Moody's last review due
to loan liquidations.

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

Moody's rating action reflects a base expected loss of 51.0% of the
current pooled balance, compared to 50.8% at Moody's last review.
Moody's base expected loss plus realized losses is now 16.0% of the
original pooled balance, compared to 15.9% at the last review.

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

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

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in rating all classes except
interest-only classes was "Moody's Approach to Rating Large Loan
and Single Asset/Single Borrower CMBS" published in July 2017. The
methodologies used in rating interest-only classes were "Moody's
Approach to Rating Large Loan and Single Asset/Single Borrower
CMBS" published in July 2017 and "Moody's Approach to Rating
Structured Finance Interest Only (IO) Securities" published in
February 2019. Please see the list of ratings at the top of this
announcement to identify which classes are interest-only (indicated
by the *).

Moody's analysis incorporated a loss and recovery approach in
rating the P&I classes in this deal since 98.6% of the pool is in
special servicing. In this approach, Moody's determines a
probability of default for each specially serviced and troubled
loan that it expects will generate a loss and estimates a loss
given default based on a review of broker's opinions of value (if
available), other information from the special servicer, available
market data and Moody's internal data. The loss given default for
each loan also takes into consideration repayment of servicer
advances to date, estimated future advances and closing costs.
Translating the probability of default and loss given default into
an expected loss estimate, Moody's then applies the aggregate loss
from specially to the most junior classes and the recovery as a pay
down of principal to the most senior classes.

DEAL PERFORMANCE

As of the February 14, 2019 distribution date, the transaction's
aggregate certificate balance has decreased by 85.5% to $311.7
million from $2.15 billion at securitization. The certificates are
collateralized by four mortgage loans.

Thirty-two loans have been liquidated from the pool, contributing
to an aggregate realized loss of $184.8 million (for an average
loss severity of 57.8%). Three loans, constituting 98.6% of the
pool, are currently in special servicing. The largest specially
serviced exposure consists of two loans, the MSKP Retail Portfolio
- A - A-1 note ($129.5 million -- 41.6% of the pool) and the MSKP
Retail Portfolio - A - A-2 note ($93.1 million; 29.9% of the pool).
The loans are secured by eight retail properties located throughout
four separate markets in Florida. The properties range in size from
64,000 to 230,000 square feet (SF) and total approximately 1.28
million SF. The loan transferred to special servicing in March 2011
due to imminent monetary default and a loan modification was
executed in March 2012. Terms of the modification included a
bifurcation of the original loan into a $130.3 million A-1 Note and
$93.1 million subordinate A-2 Note along with a maturity date
extension of two years to March 2019. The subordinate A-2 Note has
a 0% pay rate and has created ongoing interest shortfalls to the
trust. The loan had been performing under the terms of the
modification but transferred back to special servicing in January
2019 due to an imminent Capital Event Trigger. As of September
2018, the portfolio was 85% leased compared to 78% leased in
September 2016.

The other specially serviced loan is the Blackpoint Puerto Rico
Retail ($84.7 million -- 27.2% of the pool), which is secured by
six retail properties located throughout Puerto Rico. The
properties range in size from 53,000 to 306,000 SF and total
approximately 855,000 SF. The loan transferred to special servicing
in February 2012 due to imminent maturity default due to the
inability to pay off the loan at maturity. The special servicer has
been advised that that the properties sustained damage from the
2017 hurricane, however, the Borrower has not provided updated
financial information since 2016. The special servicer is pursuing
foreclosure and indicated a considerable amount of litigation is
currently ongoing.

The sole performing loan, Riverside Corporate Center, represents
1.4% of the pool balance. The loan is secured by an approximately
75,000 SF flex industrial warehouse located in Belcamp, Maryland,
32 miles northeast of downtown Baltimore. As of June 2018, the
property was 92% leased, up from 77% as of November 2017. Moody's
LTV and stressed DSCR are 100% and 1.00X, respectively.


OCTAGON INVESTMENT 41: Moody's Gives (P)Ba3 Rating on Class E Debt
------------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to five
classes of notes to be issued by Octagon Investment Partners 41,
Ltd.

Moody's rating action is as follows:

US$300,000,000 Class A-1 Senior Secured Floating Rate Notes due
2031 (the "Class A-1 Notes"), Assigned (P)Aaa (sf)

US$46,400,000 Class B Senior Secured Floating Rate Notes due 2031
(the "Class B Notes"), Assigned (P)Aa2 (sf)

US$25,600,000 Class C Secured Deferrable Floating Rate Notes due
2031 (the "Class C Notes"), Assigned (P)A2 (sf)

US$31,600,000 Class D Secured Deferrable Floating Rate Notes due
2031 (the "Class D Notes"), Assigned (P)Baa3 (sf)

US$29,500,000 Class E Secured Deferrable Floating Rate Notes due
2031 (the "Class E Notes"), Assigned (P)Ba3 (sf)

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

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

RATINGS RATIONALE

As described in Moody's methodology, the rating analysis considers
the risks associated with the CLO's portfolio and structure. In
addition to quantitative assessments of credit risks such as
default and recovery risk of the underlying assets and their impact
on the rated tranche, Moody's analysis also considers other various
qualitative factors such as legal and documentation features as
well as the role and performance of service providers such as the
collateral manager.

Octagon 41 is a managed cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated senior secured
corporate loans. At least 90.0% of the portfolio must consist of
first lien senior secured loans and eligible investments, and up to
10.0% of the portfolio may consist of second lien loans and
unsecured loans. Moody's expects the portfolio to be approximately
80% ramped as of the closing date.

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

In addition to the Rated Notes, the Issuer will issue one other
class of secured notes and 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 August 2017.

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

Par amount: $500,000,000

Diversity Score: 60

Weighted Average Rating Factor (WARF): 2880

Weighted Average Spread (WAS): 3.45%

Weighted Average Coupon (WAC): 7.50%

Weighted Average Recovery Rate (WARR): 46.50%

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
August 2017.

The Credit Rating for Octagon Investment Partners 41, Ltd. were
assigned in accordance with Moody's existing Methodology entitled
"Moody's Global Approach to Rating Collateralized Loan
Obligations," dated August 31, 2017. Please note that on November
14, 2018, Moody's released a Request for Comment, in which it has
requested market feedback on potential revisions to its Methodology
for Collateralized Loan Obligations. If the revised Methodology is
implemented as proposed, Moody's does not expect the changes to
affect the Credit Rating on Octagon Investment Partners 41, Ltd.

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.


PROSPER MARKETPLACE 2018-1: Fitch Affirms Class C Notes at 'BB-sf'
------------------------------------------------------------------
Fitch Ratings has affirmed the ratings on the following notes,
which are backed by marketplace loans originated via the Prosper
platform:

Prosper Marketplace Issuance Trust, Series 2018-1 (PMIT 2018-1)

  -- Class A at 'A-sf'; Outlook Stable;

  -- Class B at 'BBB-sf'; Outlook Stable;

  -- Class C at 'BB-sf'; Outlook Stable.

The class D notes are not rated by Fitch.

The affirmations reflect growth in hard credit enhancement (CE)
available to the class A, B and C notes since closing. Fitch
increased its lifetime gross default expectation slightly to 17%,
up from 16.25% at closing. Although the cash flow model implies
slightly higher ratings for the class A and B notes, Fitch has
affirmed the notes at their current ratings. In addition to
concerns over performance of the 2017 originations, Fitch is taking
a cautious approach to unsecured consumer credit, particularly at
the non-prime level, given its view that the credit cycle is in its
late stages.

KEY RATING DRIVERS

Stable Collateral Quality: PMIT 2018-1 currently has a weighted
average (WA) original FICO score of 718, including 17.7% of
non-prime borrowers with original FICO scores below 680, consistent
with the pool at closing.

Asset Performance near Expectations: Fitch revised its gross
default assumption for life of the collateral to 17.0%, which
translates to 20.3% of the current pool, to reflect the slightly
higher than expected defaults observed to date. Fitch assumes a
base case recovery rate of 7.0%. At the 'Asf' level, a default
multiple of 3.3x and a recovery haircut of 30% are applied.

Increasing Credit Enhancement: Hard CE for PMIT 2018-1 has grown
since close to 72.4% from 45.1% for the class A notes, to 47.2%
from 29.1% for the class B notes and to 29.4% from 17.75% for the
class C notes. While subordination available to the class A, B and
C notes will grow as the transaction pays down,
overcollateralization (OC) has reached its target release level of
13.25%, and will not grow until it hits its floor of 2% of the
initial balance, which occurs at 15.1% pool factor.

Rating Cap at 'Asf': Fitch placed a rating cap on the notes at
'Asf', primarily due to the sector's untested performance
throughout a full economic cycle. History for unsecured installment
loans originated via online platforms such as Prosper's thus far
only encompasses a benign macro environment. Further, the
underlying consumer loans are likely at or near the bottom of
repayment priority for consumers, since repayment does not provide
the consumer ongoing utility as auto loans, credit cards and cell
phone plans do. The cap does not currently constrain the ratings.

Adequate Servicing Capabilities: Prosper will service the pool of
loans and Citibank N.A., the named backup, has committed to a
transfer period of 30 business days. Systems & Services
Technologies, Inc. (SST), the sub-backup servicer, will be
responsible for the operations in the event of a servicer
transition. Fitch considers all parties to be adequate servicers
for this pool based on prior experience and capabilities.

RATING SENSITIVITIES

Unanticipated increases in the frequency of defaults could produce
loss levels higher than the base case and would likely result in
declines of CE and remaining loss coverage levels available to the
investments. Decreased CE may make certain ratings on the
investments susceptible to potential negative rating actions,
depending on the extent of the decline in coverage.

Rating sensitivities provide greater insight into the model-implied
sensitivities the transaction faces when one or two risk factors
are stressed while holding others equal. The modeling process first
uses the estimation and stress of a base case loss assumption to
reflect asset performance in a stressed environment. Second,
structural protection was analyzed with Fitch's proprietary cash
flow model. The results should only be considered as one potential
outcome as the transaction is exposed to multiple risk factors that
are all dynamic variables.

  -- Default increase 10%: class A 'A-sf'; class B 'BBB-sf'; class
C 'B+sf';

  -- Default increase 25%: class A 'BBB+sf'; class B 'BB+sf'; class
C 'Bsf';

  -- Default increase 50%: class A 'BBBsf'; class B 'BBsf'; class C
'CCCsf';

  -- Recoveries decrease to 0%: class A 'A-sf'; class B 'BBB-sf';
class C 'BB-sf'.


SEQUOIA MORTGAGE 2017-3: Moody's Hikes Class B-4 Debt Rating to Ba2
-------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of eight
tranches from two transactions issued by Sequoia Mortgage Trust.
The transactions are backed by Prime Jumbo RMBS loans.

Sequoia Mortgage Trust 2017-3 (SEMT 2017-3) and Sequoia Mortgage
Trust 2017-5 (SEMT 2017-5) are backed by pools of prime quality,
fixed rate, first-lien mortgage loans. The loans were sourced from
multiple originators and acquired by Redwood Residential
Acquisition Corporation and conform to Redwood Residential
Acquisition Corporation's underwriting guidelines. CitiMortgage,
Inc. is the master servicer of the loans in these transactions.
Shellpoint Mortgage Servicing, First Republic Bank and Cenlar FSB
are the primary servicers.

The complete rating actions are as follows:

Issuer: Sequoia Mortgage Trust 2017-3

Cl. B-1, Upgraded to Aa3 (sf); previously on Mar 27, 2017
Definitive Rating Assigned A1 (sf)

Cl. B-2, Upgraded to A2 (sf); previously on Mar 27, 2017 Definitive
Rating Assigned Baa1 (sf)

Cl. B-3, Upgraded to Baa2 (sf); previously on Mar 27, 2017
Definitive Rating Assigned Ba1 (sf)

Cl. B-4, Upgraded to Ba2 (sf); previously on Mar 27, 2017
Definitive Rating Assigned B2 (sf)

Issuer: Sequoia Mortgage Trust 2017-5

Cl. B-1, Upgraded to Aa2 (sf); previously on Jul 28, 2017
Definitive Rating Assigned Aa3 (sf)

Cl. B-2, Upgraded to A2 (sf); previously on Jul 28, 2017 Definitive
Rating Assigned A3 (sf)

Cl. B-3, Upgraded to Baa2 (sf); previously on Jul 28, 2017
Definitive Rating Assigned Baa3 (sf)

Cl. B-4, Upgraded to Ba2 (sf); previously on Jul 28, 2017
Definitive Rating Assigned Ba3 (sf)

RATINGS RATIONALE

The rating upgrades are primarily due to an increase in credit
enhancement available to the bonds and a decrease in Moody's
projected pool losses. The actions reflect the recent strong
performance of the underlying pools with minimal, if any, serious
delinquencies to date. As of February 2019, the percentage of loans
60 days or more delinquent as a percentage of original balance was
0% for both transactions.

Although prepayments have slowed down in recent months for
collateral backing the transactions, the pool factors have reduced
79.6% and 87.8% for SEMT 2017-3 and SEMT 2017-5, respectively, as a
result of high prepayments historically.

The transaction cash flows follow a shifting interest structure
that allows subordinated bonds to receive principal payments under
certain defined scenarios. Because a shifting interest structure
allows subordinated bonds to pay down over time as the loan pool
shrinks, senior bonds are exposed to increased performance
volatility as fewer loans remain in pool ("tail risk"). The
transactions provide for a credit enhancement floor to the senior
bonds which mitigates tail risk by protecting the senior bonds from
eroding credit enhancement over time.

Moody's updated loss expectations on the pools incorporate, amongst
other factors, its assessment of the representations and warranties
frameworks of the transactions, the due diligence findings of the
third party reviews received at the time of issuance, and the
strength of the transactions' originators and servicers.

The principal methodology used in these ratings was "Moody's
Approach to Rating US Prime RMBS" published in November 2018.

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.

Finally, performances 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.


SOUND POINT XII: Moody's Rates $35MM Class E-R Notes 'Ba3'
----------------------------------------------------------
Moody's Investors Service has assigned ratings to five classes of
CLO refinancing notes issued by Sound Point CLO XII, Ltd.

Moody's rating action is as follows:

US$451,500,000 Class A-R Senior Secured Floating Rate Notes due
2028 (the "Class A-R Notes"), Assigned Aaa (sf)

US$80,500,000 Class B-R Senior Secured Floating Rate Notes due 2028
(the "Class B-R Notes"), Assigned Aa2 (sf)

US$42,000,000 Class C-R Mezzanine Secured Deferrable Floating Rate
Notes due 2028 (the "Class C-R Notes"), Assigned A2 (sf)

US$35,000,000 Class D-R Mezzanine Secured Deferrable Floating Rate
Notes due 2028 (the "Class D-R Notes"), Assigned Baa3 (sf)

US$35,000,000 Class E-R Junior Secured Deferrable Floating Rate
Notes due 2028 (the "Class E-R Notes"), Assigned Ba3 (sf)

The Issuer is a managed cash flow collateralized loan obligation
(CLO). The issued notes are collateralized primarily by a portfolio
of broadly syndicated senior secured corporate loans.

Sound Point Capital Management, LP manages the CLO. It directs the
selection, acquisition, and disposition of collateral on behalf of
the Issuer.

RATINGS RATIONALE

As described in Moody's methodology, the ratings analysis considers
the risks associated with the CLO's portfolio and structure. In
addition to quantitative assessments of credit risks such as
default and recovery risk of the underlying assets and their impact
on the rated tranches, Moody's analysis also considers other
various qualitative factors such as legal and documentation
features as well as the role and performance of service providers
such as the collateral manager.

The Issuer has issued the Refinancing Notes on March 1, 2019 in
connection with the refinancing of all classes of secured notes
previously issued on August 16, 2016. On the Refinancing Date, the
Issuer used proceeds from the issuance of the Refinancing Notes to
redeem in full the Refinanced Original Notes. On the Original
Closing Date, the issuer also issued one class of subordinated
notes that remains outstanding.

In addition to the issuance of the Refinancing Notes, a variety of
other changes to transaction features will occur in connection with
the refinancing. These include: extensions of the non-call period
and changes to certain collateral quality tests.

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 August 2017.

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: $700,000,000

Diversity Score: 77

Weighted Average Rating Factor (WARF): 2747

Weighted Average Spread (WAS): 3.66%

Weighted Average Coupon (WAC): 4.00%

Weighted Average Recovery Rate (WARR): 47.36%

Weighted Average Life (WAL): 5.96 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
August 2017.

The Credit Ratings for Sound Point CLO XII, Ltd. were assigned in
accordance with Moody's existing Methodology titled "Moody's Global
Approach to Rating Collateralized Loan Obligations," dated August
31, 2017. Please note that on November 14, 2018, Moody's released a
Request for Comment, in which it has requested market feedback on
potential revisions to its Methodology for Collateralized Loan
Obligations. If the revised Methodology is implemented as proposed,
Moody's does not expect the changes to affect the Credit Ratings on
Sound Point CLO XII, Ltd.

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

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


TERWIN MORTGAGE 2004-22SL: Moody's Hikes Class B-2 Debt to 'Ba3'
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of five tranches
from four transactions, backed by Second Lien loans, issued by
multiple issuers.

Complete rating actions are as follows:

Issuer: Merrill Lynch Mortgage Investors Trust Series 2004-SL2

Cl. B-2, Upgraded to A1 (sf); previously on May 3, 2018 Upgraded to
Baa1 (sf)

Issuer: Nomura Asset Acceptance Corporation, Alternative Loan
Trust, Series 2005-S1

Cl. M-2, Upgraded to Baa3 (sf); previously on May 3, 2018 Upgraded
to Ba1 (sf)

Issuer: SACO I Trust 2005-WM3

Cl. A-1, Upgraded to B1 (sf); previously on Aug 4, 2016 Upgraded to
B3 (sf)

Cl. A-3, Upgraded to B1 (sf); previously on Aug 4, 2016 Upgraded to
B3 (sf)

Issuer: Terwin Mortgage Trust 2004-22SL

Cl. B-2, Upgraded to Ba3 (sf); previously on May 3, 2018 Upgraded
to B3 (sf)

RATINGS RATIONALE

The rating upgrades are primarily due to an improvement in the pool
performance and credit enhancement available to the bonds. The
rating actions reflect the recent performance and Moody's updated
loss expectations on the underlying pools.

The principal methodology used in these ratings was "US RMBS
Surveillance Methodology" published in February 2019.

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 4.0% in January 2019 from 4.1% in
January 2018. Moody's forecasts an unemployment central range of
3.5% to 4.5% for the 2019 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 2019. 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.


THL CREDIT 2019-1: S&P Assigns Prelim BB- Rating on Class E Notes
-----------------------------------------------------------------
S&P Global Ratings on March 1 assigned its preliminary ratings to
THL Credit Wind River 2019-1 CLO Ltd./THL Credit Wind River 2019-1
CLO LLC's floating-rate notes.

The note issuance is a collateralized loan obligation (CLO)
transaction backed by at least 90.0% senior secured loans, with a
minimum of 90.0% of the loan issuers required to be based in the
U.S. or Canada.

The preliminary ratings are based on information as of March 1,
2019. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

The preliminary ratings reflect:

-- The diversified collateral pool;

-- 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; and

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

  PRELIMINARY RATINGS ASSIGNED
  THL Credit Wind River 2019-1 CLO Ltd./THL Credit Wind River
  2019-1 CLO LLC
  Class                Rating       Amount (mil. $)
  A-1                  AAA (sf)              298.50
  A-2                  NR                     21.50
  B                    AA (sf)                60.00
  C (deferrable)       A (sf)                 30.00
  D (deferrable)       BBB- (sf)              30.00
  E (deferrable)       BB- (sf)               17.25
  Subordinated notes   NR                     47.40

  NR--Not rated.


WACHOVIA BANK 2007-C33: Moody's Cuts Class A-J Debt Rating to Caa1
------------------------------------------------------------------
Moody's Investors Service has downgraded the ratings on three
classes and affirmed the ratings on four classes in Wachovia Bank
Commercial Mortgage Trust Series 2007-C33 as follows:

Cl. A-J, Downgraded to Caa1 (sf); previously on Aug 23, 2018
Affirmed Ba3 (sf)

Cl. B, Downgraded to C (sf); previously on Aug 23, 2018 Affirmed
Caa2 (sf)

Cl. C, Downgraded to C (sf); previously on Aug 23, 2018 Affirmed Ca
(sf)

Cl. D, Affirmed C (sf); previously on Aug 23, 2018 Affirmed C (sf)

Cl. E, Affirmed C (sf); previously on Aug 23, 2018 Affirmed C (sf)

Cl. F, Affirmed C (sf); previously on Aug 23, 2018 Affirmed C (sf)

Cl. G, Affirmed C (sf); previously on Aug 23, 2018 Affirmed C (sf)

RATINGS RATIONALE

The ratings on three P&I classes were downgraded due to higher
anticipated losses from the specially serviced loans. The higher
losses are driven by the deterioration in performance of the
Independence Mall Loan and the high expected loss severity from the
reported sale of the asset.

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

Moody's rating action reflects a base expected loss of 67.5% of the
current pooled balance, compared to 56.2% at Moody's last review.
Moody's base expected loss plus realized losses is now 14.0% of the
original pooled balance, compared to 12.9% at the last review.

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

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

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

Factors that could lead to a downgrade of the ratings include a
decline in the performance of the pool, 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 July 2017.

Moody's analysis also incorporated a loss and recovery approach in
rating the P&I classes in this deal since 90% of the pool is in
special servicing and Moody's has identified an additional troubled
loan, representing 1.4% of the pool. In this approach, Moody's
determines a probability of default for each specially serviced and
troubled loan that it expects will generate a loss and estimates a
loss given default based on a review of broker's opinions of value
(if available), other information from the special servicer,
available market data and Moody's internal data. The loss given
default for each loan also takes into consideration repayment of
servicer advances to date, estimated future advances and closing
costs. Translating the probability of default and loss given
default into an expected loss estimate, Moody's then applies the
aggregate loss from specially serviced loans to the most junior
class and the recovery as a pay down of principal to the most
senior class.

DEAL PERFORMANCE

As of the February 15, 2019 distribution date, the transaction's
aggregate certificate balance has decreased by 90% to $350.5
million from $3.6 billion at securitization. The certificates are
collateralized by nine mortgage loans ranging in size from 1% to
57% of the pool. The remaining loans are either in special
servicing (90% of the pool) or have been previously modified.

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 three, the same as the last review.

Forty-five loans have been liquidated from the pool, resulting in
an aggregate loss to the trust of $266 million (for an average loss
severity of 42%). Currently, the pool is composed of six loans in
special servicing representing 90% of the pool, five of which are
already REO.

The largest specially serviced loan is the Independence Mall Loan
($200.0 million -- 56.8% of the pool), which is secured by a
398,000 SF portion of a regional mall located in Independence,
Missouri, located approximately 10 miles east of downtown Kansas
City, Missouri. The mall's non-collateral anchors include Macy's,
Sears, and Dillard's. The loan originally transferred to special
servicing in May 2017 because the borrower was unable to repay the
loan at the scheduled maturity date in July 2017. The loan become
REO in May 2018 and a recent sale of the property was reported for
$57 million. A significant loss is expected from the liquidation of
this loan.

The second largest specially serviced loan is the Central / Eastern
Industrial Pool ($80.7 million -- 22.9% of the pool), which is
secured by 13 single tenant industrial properties totaling 2.1
million square feet (SF) and located across several U.S. states.
The buildings range in size from 30,080 square feet to 433,006
square feet, with an average size of 161,755 square feet. The loan
transferred to special servicing in July 2010 for imminent default.
The loan is currently REO and the master servicer recognized a
$43.0 million appraisal reduction as of the most recent remittance
report. The special servicer has indicated that sale of nine
properties closed in January 2019 and the remaining four are
currently being marketed for sale.

The third largest specially serviced loan is the Pocatello Square
Loan ($17.1 million -- 4.8% of the pool), which is secured by a
138,925 SF retail property located in Pocatello, ID. The loan was
transferred to special servicing in May 2017 for imminent default.
The loan is currently REO and the master servicer has recognized a
$6.7 million appraisal reduction. The special servicer indicated
the property is currently being offered for sale.

The remaining three specially serviced loans are secured by a mix
of property types. Moody's estimates an aggregate $230 million loss
for the specially serviced loans (72% expected loss on average) and
100% loss on the troubled B-Note of $4.9 million, further described
below.

As of the February 15, 2019 remittance statement cumulative
interest shortfalls were $82.4 million. Moody's anticipates
interest shortfalls will continue because of the exposure to
specially serviced loans and/or modified loans. Interest shortfalls
are caused by special servicing fees, including workout and
liquidation fees, appraisal entitlement reductions (ASERs), loan
modifications and extraordinary trust expenses.

The remaining performing loans, represent 8.7% of the pool. The
first loan is the Riverside Plaza - A note Loan ($18.2 million --
5.2% of the pool), which is secured by a 217,936 SF anchored retail
center in Keene, NH. The property is anchored by Wal-Mart. The
original loan was modified in July 2018 and included a split into
an $18.2 million A-Note and a $4.9 million B-Note (hope note) as
well as an extended maturity date. As part of the modification this
loan is now also cross-collateralized with the Key Road Plaza Loan
(described below).

The second loan is the Key Road Plaza Loan ($12.4 million -- 3.5%
of the pool), which is secured by a 83,634 SF retail center located
in Keene, NH. The loan was previously in special servicing and was
modified in conjunction with the above loan. The modification
included a $500,000 principal paydown, an extended maturity date
and is now cross-collateralized with the Riverside Plaza loan. Both
loans remain current and performing under the terms of the
modification.


[*] S&P Takes Various Actions on 57 Classes From Five US RMBS Deals
-------------------------------------------------------------------
S&P Global Ratings completed its review of 57 classes from five
U.S. residential mortgage-backed securities (RMBS) resecuritized
real estate mortgage investment conduit (re-REMIC) transactions
issued  between 2004 and 2010. All of these transactions are backed
by prime, subprime, alternative-A, and home-equity-line-of-credit
(HELOC) collateral. The review yielded 12 upgrades, one downgrade,
42 affirmations, and two withdrawals.

Analytical Considerations

S&P incorporates various considerations into its decisions to
raise, lower, or affirm ratings when reviewing the indicative
ratings suggested by its projected cash flows. These considerations
are based on transaction-specific performance or structural
characteristics (or both) and their potential effects on certain
classes. Some of these considerations include:

-- Underlying  collateral performance/delinquency trends;
-- Historical interest shortfalls;
-- Priority of principal payments; and
-- Available subordination and/or overcollateralization.

Rating Actions

The rating changes reflect S&P's opinion regarding the associated
transaction-specific collateral performance and/or structural
characteristics, and/or reflect the application of specific
criteria applicable to these classes. The affirmations of ratings
reflect S&P's opinion that its projected credit support and
collateral performance on these classes has remained relatively
consistent with its prior projections.

A list of Affected Ratings can be viewed at:

            https://bit.ly/2Ta6X5Y


[] S&P Takes Various Actions on 99 Classes From 11 U.S. RMBS Deals
------------------------------------------------------------------
S&P Global Ratings on March 4 completed its review of 99 classes
from 11 U.S. residential mortgage-backed securities (RMBS)
transactions issued between 2000 and 2005. The transactions are
backed by prime jumbo collateral. The review yielded seven
upgrades, 17 downgrades, 71 affirmations, three withdrawals, and
one discontinuance.

ANALYTICAL CONSIDERATIONS

S&P incorporate various considerations into its decisions to raise,
lower, or affirm ratings when reviewing the indicative ratings
suggested by its projected cash flows. These considerations are
based on transaction-specific performance or structural
characteristics (or both) and their potential effects on certain
classes. Some of these considerations may include:

-- Collateral performance or delinquency trends,
-- Historical interest shortfalls or missed interest payments,
-- Available subordination or overcollateralization, and
-- Erosion of or increases in credit support.

RATING ACTIONS

The rating actions reflect S&P's opinion regarding the associated
transaction-specific collateral performance, the structural
characteristics, and/or the application of specific criteria
applicable to these classes.

The affirmations reflect S&P's opinion that its projected credit
support and collateral performance on these classes has remained
relatively consistent with its prior projections.

S&P withdrew its ratings on classes II-A-1, II-A-6, and II-A-8 from
Credit Suisse First Boston Mortgage Securities Corp. series 2003-23
because the related group has one loan remaining. Once a pool has
declined to a de minimis amount, S&P believes there is a high
degree of credit instability that is incompatible with any rating
level.

S&P also raised its ratings on classes A-P and IP, the
principal-only strip classes, from Credit Suisse First Boston
Mortgage Securities Corp. series 2003-23. The principal-only strip
classes receive principal primarily from discount loans within the
related transaction. The upgrades reflect the credit risk of these
classes, which in S&P's view, is commensurate with the credit risk
of the lowest rated senior classes in their related structures.

A list of Affected Ratings can be viewed at:

            https://bit.ly/2tNaOHf


                            *********

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