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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, April 14, 2019, Vol. 23, No. 103

                            Headlines

BARINGS CLO 2019-III: Moody's Gives (P)Ba3 Rating on Class E Notes
BFNS 2019-1: Moody's Assigns Ba3 Rating on $11.5MM Class D Notes
CASTLELAKE AIRCRAFT 2019-1: Fitch to Rate Class C Notes 'BBsf'
CHASE HOME 2019-ATR1: Fitch to Rate $1.10MM Class B-5 Certs 'B+sf'
CHASE HOME 2019-ATR1: Moody's Gives (P)B3 Rating on Class B-5 Debt

CSFB COMMERCIAL 2006-TFL2: Moody's Cuts Class L Debt Rating to C
FIELDSTONE MORTGAGE 2005-1: Moody's Cuts Class M5 Debt to 'B3'
JPMBB COMMERCIAL 2014-C22: Moody's Affirms Ba1 on Class UHP Debt
LB-UBS COMMERCIAL 2006-C6: Moody's Affirms C Rating on X-C Certs
OCTAGON INVESTMENT 42: Moody's Rates $20MM Class E Notes '(P)Ba3'

SEQUOIA MORTGAGE 2017-4: Moody's Hikes Class B4 Debt to 'Ba1'
TOWD POINT 2019-HY2: Moody's Gives (P)B1 Rating on Class B2 Notes

                            *********

BARINGS CLO 2019-III: Moody's Gives (P)Ba3 Rating on Class E Notes
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Moody's Investors Service has assigned provisional ratings to three
classes of notes to be issued by Barings CLO Ltd. 2019-III.

Moody's rating action is as follows:

US$231,000,000 Class A-1 Senior Secured Floating Rate Notes due
2031 (the "Class A-1 Notes"), Assigned (P)Aaa (sf)

US$25,000,000 Class A-2 Senior Secured Floating Rate Notes due 2031
(the "Class A-2 Notes"), Assigned (P)Aaa (sf)

US$17,750,000 Class E Secured Deferrable Mezzanine Floating Rate
Notes due 2031 (the "Class E Notes"), Assigned (P)Ba3 (sf)

The Class A-1 Notes, the Class A-2 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

The rationale for the ratings is based on a consideration of the
risks associated with the CLO's portfolio and structure as
described in its methodology.

Barings 2019-III is a managed cash flow CLO. The issued notes will
be collateralized primarily by broadly syndicated senior secured
corporate loans. At least 90% of the portfolio must consist of
first lien senior secured loans and eligible investments, and up to
10% of the portfolio may consist of second lien loans and unsecured
loans. Moody's expects the portfolio to be approximately 90% ramped
as of the closing date.

Barings LLC will direct the selection, acquisition and disposition
of the assets on behalf of the Issuer and may engage in trading
activity, including discretionary trading, during the transaction's
five year reinvestment period. Thereafter, 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 three other
classes 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 March 2019.

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

Par amount: $400,000,000

Diversity Score: 65

Weighted Average Rating Factor (WARF): 2915

Weighted Average Spread (WAS): 3.40%

Weighted Average Coupon (WAC): 7.0%

Weighted Average Recovery Rate (WARR): 46.75%

Weighted Average Life (WAL): 9.0 years

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
March 2019.

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.


BFNS 2019-1: Moody's Assigns Ba3 Rating on $11.5MM Class D Notes
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Moody's Investors Service has assigned ratings to five classes of
notes issued by BFNS 2019-1.

Moody's rating action is as follows:

US$3,500,000 Class X Senior Secured Floating Rate Notes due 2030
(the "Class X Notes"), Definitive Rating Assigned Aaa (sf)

US$146,000,000 Class A Senior Secured Fixed/Floating Rate Notes due
2030 (the "Class A Notes"), Definitive Rating Assigned Aa1 (sf)

US$6,250,000 Class B Deferrable Mezzanine Secured Fixed/Floating
Rate Notes due 2030 (the "Class B Notes"), Definitive Rating
Assigned A2 (sf)

US$19,300,000 Class C Deferrable Mezzanine Secured Fixed/Floating
Rate Notes due 2030 (the "Class C Notes"), Definitive Rating
Assigned Baa3 (sf)

US$11,500,000 Class D Deferrable Subordinate Secured Fixed/Floating
Rate Notes due 2030 (the "Class D Notes"), Definitive Rating
Assigned Ba3 (sf)

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

RATINGS RATIONALE

The rationale for the ratings is based on a consideration of the
risks associated with the CDO's portfolio and structure as
described in its methodology.

BFNS 2019-1 is a cash flow CDO. The issued notes will be
collateralized primarily by a portfolio of (1) senior notes and
subordinated notes issued by US community banks and their holding
companies and (2) senior notes issued by insurance companies and
their holding company. The portfolio is 100% ramped as of the
closing date.

Buckhead One Financial Opportunities, LLC will direct the
selection, acquisition and disposition of the assets on behalf of
the Issuer. The Manager will direct the disposition of any
defaulted securities, credit risk securities, or certain securities
whose issuer has been acquired, or has acquired or merged with
another institution (APAI securities). Subject to reinvestment
criteria, the Manager may reinvest proceeds from sales of APAI
securities.

In addition to the Rated Notes, the Issuer issued one class of
preferred shares.

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

At closing, the portfolio of this CDO consists of mainly
subordinated notes issued by 37 US community banks, the majority of
which Moody's does not rate. Moody's assesses the default
probability of bank obligors that do not have public ratings
through credit scores derived using RiskCalc, an econometric model
developed by Moody's Analytics. Moody's evaluation of the credit
risk of the bank obligors in the pool relies on FDIC Q4-2018
financial data. Moody's assumes a fixed recovery rate of 10% for
both the underlying assets.

Moody's analysis considered the concentrated nature of the
portfolio. There are 14 issuers that each constitute approximately
3.0% to 4.8% of the portfolio par. In the base case analysis,
Moody's assumed a two notch downgrade for up to 30% of the
portfolio par.

Moody's ratings on the Rated Notes took into account a stress
scenario for highly levered bank holding company issuers. The
transaction's portfolio includes subordinated debt issued by a
number of bank holding companies with significant amounts of other
debt on their balance sheet which may increase the risk presented
by their subsidiaries. To address the risk from higher debt burden
at the bank holding companies, Moody's conducted a stress scenario
in which it made adjustments to the RiskCalc credit scores for
these highly leveraged holding companies. This stress scenario was
an important consideration in the assigned ratings.

In addition, Moody's ratings also considered a stress scenario in
which all the assets are assumed to mature at the stated maturity
of the notes. The transaction allows the Manager to vote in favor
of maturity amendments as long as the stated maturity of the assets
is before the stated maturity of the notes. This stress scenario
was a factor in the assigned ratings.

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

Par amount: $208,600,000

Weighted Average Rating Factor (WARF): 688

Weighted Average Coupon (WAC) for fixed assets only: 6.24%

Weighted Average Spread (WAS) for fixed to float assets: 3.57%

Weighted Average Coupon (WAC) for fixed to float assets: 6.40%

Weighted Average Recovery Rate (WARR): 10.0%

Weighted Average Life (WAL): 9.2 years

In addition to the quantitative factors that Moody's explicitly
models, qualitative factors were part of the rating committee
consideration. Moody's considers the structural protections in the
transaction, the risk of an event of default, 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
transaction, influenced 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 March 2019.

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: The transaction's performance could
be negatively affected by uncertainty about credit conditions in
the general economy. Moody's currently has a stable outlook on the
US banking sector and the US P&C insurance 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 due to
redemptions will occur and at what pace. Note repayments that are
faster than Moody's current expectations could have an impact on
the notes' ratings.

4) Exposure to non-publicly rated assets: The portfolio consists
primarily of unrated assets whose default probability Moody's
assesses through credit scores derived using RiskCalc or credit
assessments. Because these are not public ratings, they are subject
to additional estimation uncertainty.

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.


CASTLELAKE AIRCRAFT 2019-1: Fitch to Rate Class C Notes 'BBsf'
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Fitch Ratings expects to assign the following ratings and Outlooks
to the notes concurrently issued by Castlelake Aircraft Structured
Trust 2019-1 (CLAS 2019-1):

  -- $679,420,000 class A asset-backed notes 'Asf'; Outlook
Stable;

  -- $114,979,000 class B asset-backed notes 'BBBsf'; Outlook
Stable;

  -- $73,168,000 class C asset-backed notes 'BBsf'; Outlook
Stable.

CLAS 2019-1 expects to use the note proceeds to acquire the
aircraft-owning entity (AOE) series A, B and C notes issued by
CLSec Holdings 18S DAC and CLSec Holdings 19S LLC (collectively,
the AOE issuers). Each AOE issuer will use the note proceeds to
acquire 28 midlife aircraft and four promissory notes secured by
one aircraft each from funds affiliated with and managed by
Castlelake, L.P. (Castlelake) and certain third-party sellers.

The pool will be serviced by Castlelake Aviation Holdings (Ireland)
Limited, which will enter into a sub-servicing agreement with
Castlelake, with the notes secured by each aircraft's future lease
and residual cash flows and principal and interest owed on the
promissory notes. This is the second Fitch-rated aircraft ABS
serviced by Castlelake (NR) and Fitch last rated the CLAS 2018-1
transaction which closed in June 2018. Castlelake has sponsored and
serviced five prior aircraft ABS since 2014.

Funds managed by Castlelake, the sellers of the aircraft to CLAS
2019-1, will initially retain the class C notes and will also
provide a portion of the equity to the transaction, consistent with
similar investments made by the funds in prior CLAS transactions.
Therefore, Castlelake will have a vested interest in performance
outside of merely collecting servicing fees. Fitch views this
positively since Castlelake will have a significant interest in
servicing the transaction adequately and generating positive cash
flows through management of the assets over the life of the
transaction.

As of the cutoff date, Castlelake funds own 14 of the pool's 28
aircraft and all four promissory notes, with the remaining 14
aircraft owned and/or managed by four other lessors/airlines. The
14 aircraft are currently subject to executed purchase agreements
or letters of intent (LOIs) for sale to Castlelake funds.
Castlelake funds will acquire these remaining assets and transfer
to the AOE issuers and their subsidiaries during the contribution
period. Fitch views this negatively, since the pool will be exposed
to counterparty risks, particularly if any agreements or LOIs are
not finalized during the contribution period.

The contribution period will end 360 days from closing, longer than
periods in most prior aircraft ABS that have typically lasted 270
days. Fitch views this negatively, since initial cash flows may be
lower in the first year if certain aircraft are not novated in a
timely fashion. Additionally, the longer the contribution period
is, the longer the pool will be exposed to risks associated with a
bankruptcy of Castlelake and the counterparties that own aircraft
in the proposed pool. However, if any aircraft or replacements are
not transferred, the applicable debt amount will be prepaid to
noteholders from the acquisition account, offsetting this risk.

The senior amortization schedule is faster than in CLAS 2018-1,
with 12.5 year schedules for the majority of the assets, plus 10
year schedules for the two 777 aircraft and 6.5 year schedules for
the four promissory loans. This compares to, in the prior
transaction, 14 years for all assets for years one to three and
then 12 years thereafter. Additionally, unlike CLAS 2018-1, partial
cash sweeps are included in the waterfall, which are positive
additions to the structure and are consistently included in many
recent mid- to end-of-life aircraft ABS transactions.

KEY RATING DRIVERS

Strong Collateral Quality - Mostly Liquid Narrowbody (NB) Aircraft:
The pool is largely liquid, mid-life A320s and B737s with a
nine-year WA age. Two widebody B777-300ERs and one A330 total
28.4%, which are prone to higher transition costs. Notably, 13.8%
of the initial contracted cash flow is from one of the B777-300ER
aircraft. No aircraft will come off-lease until 2020, and 48.1% of
the pool comes off lease in 2024-2025.

Asset Value and Lease Rate Volatility: Fitch derives assumed
initial aircraft values from various appraisal sources and employs
future aircraft value and disposition stresses in its analysis.
These take into account aircraft age and marketability to simulate
the decline in values and lease rates expected to occur over the
course of multiple aviation market downturns.

Operational and Servicing Risk - Adequate Servicing Capability: The
transaction will be heavily reliant on the Castelake to remarket
and repossess aircraft, adequately manage and monitor the technical
upkeep of the aircraft, and legally protect trust assets in
multiple foreign jurisdictions. Fitch considers Castlelake a strong
servicer of mid- to end-of-life aircraft, evidenced by performance
of their total fleet and prior ABS, which have all performed within
expectations to date.

Lessee Credit Risk - Weak Credits: Most of the pool's 14 obligors
(13 lessees and the obligor under the promissory notes) are either
unrated or speculative-grade credits, typical of aircraft ABS.
However, Fitch does publically rate one lessee, GOL, at 'B', with
WestJet (BBB-/Negative) rated by another NRSRO. Fitch assumed a 'B'
or 'CCC' Issuer Default Rating (IDR) for unrated lessees and
stressed IDRs downward in recessions, consistent with prior
analyses.

Transaction Structure: The performance triggers and amortization
profiles have improved relative to CLAS 2018-1, as the senior
notes' schedules are faster and partial cash sweeps have been added
to the waterfall. The loan-to-value ratios (LTVs), utilizing the
maintenance-adjusted book values (MABVs), are 65.0%, 76.0%, and
83.0% for the class A, B, and C notes, respectively, all down from
2018-1. Fitch stresses initial LTVs to 69.1%, 80.8%, and 88.3% in
cash flow modeling scenarios by using lower initial aircraft
values. All series pay in full prior to their legal final maturity
dates when applying cash flows commensurate with the ratings.

Aviation Market Cyclicality: The commercial aviation industry has
exhibited significant cyclicality tied to the health of the overall
global economy. This cyclicality can produce increased lessee
defaults, lower demand for off-lease aircraft, and deterioration in
lease rates and asset values. Fitch stresses asset values,
utilization levels, lease rates and default probability during
assumed market down cycles to account for this risk.

Rating Cap of 'Asf': Fitch limits aircraft operating lease ratings
to a maximum cap of 'Asf' due to the factors and the potential
volatility they produce.

RATING SENSITIVITIES

The performance of aircraft ABS can be affected by various factors,
which, in turn, could have an impact on the assigned ratings. Fitch
conducted multiple rating sensitivity analyses to evaluate the
impact of changes to a number of the variables in the analysis.
These sensitivity scenarios were also considered in determining
Fitch's recommended ratings.

Increased competition, largely from newly established APAC lessors,
has contributed to declining lease rates in the aircraft leasing
market over the past few years. Additionally, certain variants have
been more prone to value declines and lease rates due to oversupply
issues. Fitch performed a sensitivity analysis assuming lease rate
factors (LRFs) would not increase after an aircraft reached 11
years of age, providing a material haircut to future lease cash
flow generation. Per Fitch's criteria LRF curve, no subsequent
leases were executed at a LRF greater than 1.13%.

Cash flow generated in this scenario declined from the primary
scenario by 6%-7%. All three series pass their respective rating
scenarios, and should not experience rating downgrades.

All aircraft in the pool face replacement programs over the next
decade, particularly the A320ceo and B737 NG aircraft in the form
of A320neo and B737 MAX aircraft, which have already started
delivering. Airbus plans to deliver the A330neo later this year,
which if received well, could affect the existing A330 fleet.
Certain appraisers have started to adjust market values in response
to this replacement risk; the majority of the pool's market value
appraisals are slightly lower than half-life base values. Fitch
believes current generation aircraft are well insulated due to
large operator bases and the long lead time for full replacement,
particularly when considering conservative retirement ages and
aggressive production schedules for Airbus and Boeing new
technology.

However, Fitch believes a sensitivity scenario is warranted to
address these risks. Therefore, Fitch utilized a scenario in which
the lower-of-mean-and-median (LMM) of market values from each
appraiser was utilized to determine each aircraft's value. Fitch
additionally utilized a 25% residual assumption rather than the
base level of 50% to stress end-of-life proceeds for each asset in
the pool. Lease rates drop fairly significantly under this
scenario, and aircraft are essentially sold for scrap at the end of
their useful lives. In addition, the first recession was assumed to
start two years following transaction close.

This scenario is the most stressful compared with the other two
scenarios, as 'Asf' cash flow drops to $1.01 billion, compared with
$1.12 billion in the primary scenario. The class A notes barely
fail the 'Asf' scenario, while the class B notes only pass the
'BBsf' and 'Bsf' scenarios. The class C notes would likely fall to
'Bsf' due to the severe drop in cash flows.
Although a relevant scenario to consider, Fitch believes the
stresses are very conservative, particularly when considering
observed market values for current generation A320s and B737s.
Fitch does not expect a significant effect from the neo or MAX
variants until well into the next decade.

As the tenure of the leases is materially shorter than that of the
transaction, new leases will continue to be executed over time. As
such, the future pool mix is unknown. Airlines are generally
speculative-grade credits and are sensitive to global economic
downturns. As aircraft are leased across the globe, some may be
placed in jurisdictions where repossession of aircraft may prove to
be more difficult than in others. As such, Fitch considered a
scenario in which the lessees in the pool performed notably worse
than Castelake's historical experience.

Fitch assumed that all unrated airlines had a default probability
in line with a 'CCC' credit. This rating was assumed to decline to
'CC' during recessionary periods. Furthermore, Fitch's assumed
repossession time was increased by one month under all scenarios.
Such assumptions are materially conservative, as the default rate
and aircraft downtime significantly increases over the primary
scenarios.

This scenario is more taxing on the structure than the LRF
sensitivity as additional stress is immediately felt as a result of
defaulting lessees. Under the rating scenarios, gross cash flow
declines approximately $120 million-$152 million while expenses
increased approximately $31million -$41 million as a result of the
increased repossession and remarketing activity. Class A is unable
to pass the 'Asf' scenario, but passes 'BBBsf' and below. Class B
is able to pass under the 'BBsf' scenario, while class C is locked
out from receiving any principal payments. Class C is unable to
pass the 'Bsf' scenario. Such a stress is likely to result in the
class A and B notes experiencing downgrades of up to one category,
while the class C notes could fall to distressed categories.

The pool includes three widebody aircraft that make up a
significant portion of the initial contracted cash flow from the
pool. Fitch ran a sensitivity scenario where all three of these
lessees were assumed to default on day one. Although cash flows
drop slightly in these runs due to the increased downtime and
expenses related to the assumed defaults, there was no impact on
the ratings.


CHASE HOME 2019-ATR1: Fitch to Rate $1.10MM Class B-5 Certs 'B+sf'
------------------------------------------------------------------
Fitch Ratings expects to rate Chase Home Lending Mortgage Trust
2019-ATR1 (Chase 2019-ATR1) as follows:

  -- $414,110,000 class A-1 exchangeable certificates 'AAAsf';
Outlook Stable;

  -- $387,670,000 class A-2 exchangeable certificates 'AAAsf';
Outlook Stable;

  -- $348,903,000 class A-3 exchangeable certificates 'AAAsf';
Outlook Stable;

  -- $261,677,000 class A-4 exchangeable certificates 'AAAsf';
Outlook Stable;

  -- $87,226,000 class A-5 exchangeable certificates 'AAAsf';
Outlook Stable;

  -- $206,880,000 class A-6 certificates 'AAAsf'; Outlook Stable;

  -- $142,023,000 class A-7 exchangeable certificates 'AAAsf';
Outlook Stable;

  -- $54,797,000 class A-8 certificates 'AAAsf'; Outlook Stable;

  -- $68,887,000 class A-9 certificates 'AAAsf'; Outlook Stable;

  -- $18,339,000 class A-10 certificates 'AAAsf'; Outlook Stable;

  -- $38,767,000 class A-11 certificates 'AAAsf'; Outlook Stable;

  -- $38,767,000 class A-11-X notional certificates 'AAAsf';
Outlook Stable;

  -- $38,767,000 class A-12 exchangeable certificates 'AAAsf';
Outlook Stable;

  -- $38,767,000 class A-13 exchangeable certificates 'AAAsf';
Outlook Stable;

  -- $26,440,000 class A-14 exchangeable certificates 'AAAsf';
Outlook Stable;

  -- $26,440,000 class A-15 certificates 'AAAsf'; Outlook Stable;

  -- $372,699,000 class A-16 exchangeable certificates 'AAAsf';
Outlook Stable;

  -- $41,411,000 class A-17 exchangeable certificates 'AAAsf';
Outlook Stable;

  -- $414,110,000 class A-X-1 notional certificates 'AAAsf';
Outlook Stable;

  -- $414,110,000 class A-X-2 notional exchangeable certificates
'AAAsf'; Outlook Stable;

  -- $38,767,000 class A-X-3 notional exchangeable certificates
'AAAsf'; Outlook Stable;

  -- $26,440,000 class A-X-4 notional certificates 'AAAsf'; Outlook
Stable;

  -- $8,811,000 class B-1 certificates 'AAsf'; Outlook Stable;

  -- $7,489,000 class B-2 certificates 'A+sf'; Outlook Stable;

  -- $4,626,000 class B-3 certificates 'BBB+sf'; Outlook Stable;

  -- $2,863,000 class B-4 certificates 'BB+sf'; Outlook Stable;

  -- $1,102,000 class B-5 certificates 'B+sf'; Outlook Stable;

Fitch will not be rating the following classes:

  -- $1,542,027 class B-6 certificates.

TRANSACTION SUMMARY

Fitch expects to rate JPMorgan Chase Bank's (JPM Chase) first
non-qualified mortgage (Non-QM) residential mortgage-backed
transaction, Chase Home Lending Mortgage Trust 2019-ATR1 (Chase
2019-ATR1). The certificates are supported by 542 prime-quality
Non-QM loans with a total balance of $440.54 million as of the
cutoff date. The loans were originated to JPM Chase's guidelines,
which satisfy the Ability to Repay (ATR) Rule but do not qualify
for QM status due to Appendix Q documentation exceptions. The
transaction is expected to close on April 30, 2019.

KEY RATING DRIVERS

High-Quality Mortgage Pool (Positive): The collateral consists
primarily of 30-year, fixed-rate mortgage loans. The borrowers have
strong credit profiles with a weighted average (WA) FICO score of
772 and 72% WA combined loan to value ratio (CLTV). The WA loan
size is almost $813,000 and liquid reserves average $437,000. The
loans were originated through JPM Chase's, or its correspondents',
retail channel, which Fitch views positively. The largest MSA
concentrations are in Los Angeles (8.7%), San Francisco (7.8%) and
New York (6.5%). Fitch's 'AAAsf' expected loss of 4.25% reflects
the pool's very high quality attributes.

Non-Qualified Mortgage (Negative): All of the loans in this
transaction were underwritten to guidelines that satisfy the ATR
Rule, but do not qualify for QM status. A majority of the loans
were coded as non-QM due to the use of tax transcripts in lieu of
signed tax returns. The remaining loans had Appendix Q exceptions,
which in Fitch's view, are immaterial and unlikely to present any
additional default or loss risk to the transaction. Fitch's 'AAAsf'
loss was increased by roughly 30bps to account for the potential
risk of foreclosure challenges under the ATR Rule.

Underwriting Guideline Exceptions: About 16% of the pool, or 88
loans, contain an underwriting exception to JPM Chase's guidelines.
All these loans meet the industry accepted standards for full
documentation and were confirmed by the third-party due diligence
review firm as having income, assets and employment fully verified
and consistent with full documentation.

Minimal Operational Risk (Positive): JPM Chase has a long operating
history of originating and securitizing residential mortgage loans,
and is assessed as 'Above Average' by Fitch. JPM Chase is also the
servicer of this transaction; it is rated 'RPS1-' by Fitch. Loan
origination and servicer quality have an impact on performance, and
Fitch lowers its loss expectations for highly rated originators and
servicers (rated 1- or higher) due to their strong practices and
higher expected recoveries. Fitch reduced its 'AAAsf' loss
expectations, by 84bps, to account for the low operational risk
associated with this pool.

Representation and Warranty Framework (Positive): The
representation and warranty (R&W) construct is viewed by Fitch as a
Tier 2 framework due to inclusion of knowledge qualifiers without a
clawback provision and the narrow testing construct, which limits
the breach reviewers' ability to identify or respond to issues not
fully anticipated at closing. The R&Ws are being provided by JPM
Chase, rated 'AA'/'F1+'/Outlook Stable. There was no adjustment to
the loss expectation due to the R&W framework and financial
strength of JPM Chase as R&W provider.

Third-Party Due Diligence (Positive): Third-party due diligence was
performed by a Fitch-assessed 'Acceptable-Tier 2' due diligence
review firm on 100% of the loans. The review confirmed sound
operational quality with no incidence of material defects. While a
slightly higher percentage of loans were approved with non-material
credit exceptions compared to prime industry averages, the
exceptions are supported by strong mitigating factors and, in
Fitch's view, do not compromise the overall credit profile of the
borrowers or expected performance of the transaction.

Straightforward Deal Structure (Positive): The mortgage cash flow
and loss allocation are based on a senior-subordinate,
shifting-interest structure, 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.

To mitigate tail risk, which arises as the pool seasons and fewer
loans are outstanding, a subordination floor of 2.50% of the
original balance will be maintained for the senior certificates and
a subordination floor of 1.50% of the original balance will be
maintained for the subordinate certificates.

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 market value declines at the
national level. The analysis assumes market value declines of 10%,
20% and 30%, in addition to the model-projected 6.2%.

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

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 Opus Capital Market Consultants (Opus). The third-party
due diligence described in Form 15E focused on three areas: a
compliance review; a credit review; and a valuation review; and was
conducted on 100% of the loans in the pool. Fitch considered this
information in its analysis and believes the overall results of the
review generally reflected strong underwriting controls.

Fitch received certifications indicating that the loan-level due
diligence was conducted in accordance with its published standards
for reviewing loans and in accordance with the independence
standards outlined in its criteria.


CHASE HOME 2019-ATR1: Moody's Gives (P)B3 Rating on Class B-5 Debt
------------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to 22
classes of residential mortgage-backed securities (RMBS) issued by
Chase Home Lending Mortgage Trust 2019-ATR1 (CHASE 2019-ATR1). The
ratings range from (P)Aaa (sf) to (P)B3 (sf).

CHASE 2019-ATR1 is the fourth prime jumbo transaction of 2019
sponsored by J.P. Morgan Mortgage Acquisition Corporation (JPMMAC),
but is the first transaction from the Chase Home Lending Mortgage
Trust platform. It is also the first JPMMAC-sponsored transaction
backed by 100% non-qualified mortgage (non-QM) loans. The
certificates are backed by 542 fully-amortizing fixed-rate mortgage
loans with a total balance of $440,543,028 as of the April 1, 2019
cut-off date. The mortgage loans are non-conforming and are
predominantly 30-year term mortgages.

JPMorgan Chase Bank, N.A. (Chase) is the originator and servicer
for 100% of the mortgage loans. In a departure from recent
JPMMAC-sponsored transactions, Chase is not representing that any
of the mortgage loans in the transaction is a 'qualified mortgage'
(QM) under the 'ability to repay' (ATR) rules in the
Truth-in-Lending Act (TILA). Chase will make a representation that
the mortgage loans comply with the ATR rules.

Wells Fargo Bank, N.A. will be the securities administrator and
U.S. Bank Trust National Association will be the Delaware trustee.
Pentalpha Surveillance LLC will be the representations and
warranties breach reviewer. Distributions of principal and interest
and loss allocations are based on a typical shifting interest
structure that benefits from senior and subordination floors.

The complete rating actions are as follows:

Issuer: Chase Home Lending Mortgage Trust 2019-ATR1

Cl. A-1, Assigned (P)Aaa (sf)

Cl. A-2, Assigned (P)Aaa (sf)

Cl. A-3, Assigned (P)Aaa (sf)

Cl. A-4, Assigned (P)Aaa (sf)

Cl. A-5, Assigned (P)Aaa (sf)

Cl. A-6, Assigned (P)Aaa (sf)

Cl. A-7, Assigned (P)Aaa (sf)

Cl. A-8, Assigned (P)Aaa (sf)

Cl. A-9, Assigned (P)Aaa (sf)

Cl. A-10, Assigned (P)Aaa (sf)

Cl. A-11, Assigned (P)Aaa (sf)

Cl. A-12, Assigned (P)Aaa (sf)

Cl. A-13, Assigned (P)Aaa (sf)

Cl. A-14, Assigned (P)Aa1 (sf)

Cl. A-15, Assigned (P)Aa1 (sf)

Cl. A-16, Assigned (P)Aaa (sf)

Cl. A-17, Assigned (P)Aaa (sf)

Cl. B-1, Assigned (P)Aa3 (sf)

Cl. B-2, Assigned (P)A2 (sf)

Cl. B-3, Assigned (P)Baa3 (sf)

Cl. B-4, Assigned (P)Ba2 (sf)

Cl. B-5, Assigned (P)B3 (sf)

RATINGS RATIONALE

Summary Credit Analysis and Rating Rationale

Moody's expected cumulative net loss on the aggregate pool is 0.30%
in a base scenario and reaches 4.65% at a stress level consistent
with the Aaa (sf) ratings.

Moody's calculated losses on the pool using its US Moody's
Individual Loan Analysis (MILAN) model based on the loan-level
collateral information as of the cut-off date. Loan-level
adjustments to the model results included adjustments to
probability of default for higher and lower borrower debt-to-income
ratios (DTIs), for borrowers with multiple mortgaged properties,
self-employed borrowers, and for the default risk of Homeownership
association (HOA) properties in super lien states. Its final loss
estimates also incorporate adjustments for originator quality and
the financial strength of representation & warranty (R&W)
provider.

Moody's bases its provisional ratings on the certificates on the
credit quality of the mortgage loans, the structural features of
the transaction, the assessments of the originator and servicer,
the strength of the third party due diligence and the
representations and warranties (R&W) framework of the transaction.

Collateral Description

CHASE 2019-ATR1 is a securitization of a pool of 542
fully-amortizing fixed-rate mortgage loans with a total balance of
$440,543,028 as of the cut-off date, with a weighted average (WA)
remaining term to maturity of 349 months and a WA seasoning of 10
months. The borrowers in this transaction have high FICO scores and
sizeable equity in their properties. The WA current FICO score is
776 and the WA original combined loan-to-value ratio (CLTV) is
75.2%. The characteristics of the loans underlying the pool are
generally comparable to other JPMMAC-sponsored transactions backed
by prime mortgage loans that it has rated. Correspondent loans
represent 91% of the collateral pool. All the correspondent loans
were originated via the retail channel of the respective
correspondents and the majority did not undergo delegated
underwriting.

In this transaction, Chase is not representing that any of the
mortgage loans in the transaction is a 'qualified mortgage' under
the ATR rules in TILA. Chase will make a representation that the
mortgage loans comply with the ATR rules. Moody's made an
incremental adjustment to its expected loss to account for the
increased risk of legal challenges from defaulted borrowers, which
could result in the trust bearing the legal expenses associated
with defending against such claims. This risk is mitigated by the
strong credit quality of the borrowers, since they are less likely
to default.

The mortgage loans in the collateral pool were underwritten in
accordance with Chase's prime jumbo underwriting guidelines. The
third party review firm checked for ATR compliance as part of due
diligence on the collateral pool and did not find any issues. The
loans are considered non-QM primarily due to exceptions related to
income documentation where self-employment income and tax
transcripts were accepted in lieu of signed tax returns. In other
cases, sources used to determine the borrower's net income were not
compliant with Appendix Q regulations. In some instances, the
verified income or employment history was less than required under
Appendix Q. Exceptions to Appendix Q were flagged by the TPR firm
as part of the credit review since they were exceptions to Chase's
prime jumbo underwriting guidelines as well. The TPR firm noted
that the underwriting exceptions were approved by the lender and
compensating factors such as FICO score, LTV, DTI and/or reserves
that compared favorably with the underwriting guidelines were
noted.

Servicing Fee Framework

The servicing fee for the mortgage loans will be based on a step-up
incentive fee structure with a monthly base fee of $20 per loan and
additional fees for servicing delinquent and defaulted loans.

While this fee structure is common in non-performing mortgage
securitizations, it is unique to rated prime mortgage
securitizations which typically incorporate a flat 25 basis point
servicing fee rate structure. By establishing a base servicing fee
for performing loans that increases with the delinquency of loans,
the fee-for-service structure aligns monetary incentives to the
servicer with the costs of the servicer. The servicer receives
higher fees for labor-intensive activities that are associated with
servicing delinquent loans, including loss mitigation, than they
receive for servicing a performing loan, which is less
labor-intensive. The fee-for-service compensation is reasonable and
adequate for this transaction because it better aligns the
servicer's costs with the deal's performance. Furthermore, higher
fees for the more labor-intensive tasks make the transfer of these
loans to another servicer easier, should that become necessary. By
contrast, in typical RMBS transactions a servicer can take actions,
such as modifications and prolonged workouts, that increase the
value of its mortgage servicing rights.

The incentive structure includes an initial monthly base servicing
fee of $20 for all performing loans and increases according to a
pre-determined delinquent and incentive servicing fee schedule.

The delinquent and incentive servicing fees will be deducted from
the available distribution amount and Class B-6 net WAC. The
transaction does not have a servicing fee cap, so, in the event of
a servicer replacement, any increase in the base servicing fee
beyond the current fee will be paid out of the available
distribution amount.

Third-party Review and Reps & Warranties

A third party review (TPR) firm verified the accuracy of the
loan-level information that Moody's received from the sponsor. The
firm conducted detailed credit, valuation, regulatory compliance
and data integrity reviews on 100% of the mortgage pool. The TPR
results indicated compliance with the originators' underwriting
guidelines for the vast majority of loans, no material compliance
issues, and no appraisal defects. The loans that had exceptions to
the originators' underwriting guidelines had strong documented
compensating factors such as low DTIs, low LTVs, high reserves,
high FICOs, or clean payment histories. The TPR firm also
identified minor compliance exceptions for reasons such as
inadequate RESPA disclosures (which do not have assignee liability)
and TILA/RESPA Integrated Disclosure (TRID) violations related to
fees that were out of variance but then were cured and disclosed.
Moody's did not make any adjustments to its expected or Aaa (sf)
loss levels due to the TPR results.

CHASE 2019-ATR1's R&W framework is in line with that of other
JPMMAC-sponsored transactions where an independent reviewer is
named at closing, and costs and manner of review are clearly
outlined at issuance. Moody's review of the R&W framework takes
into account the financial strength of the R&W provider, scope of
R&Ws (including qualifiers and sunsets) and enforcement
mechanisms.

JPMorgan Chase Bank, National Association (rated Aa2) is the R&W
provider for all the mortgage loans in the collateral pool. Moody's
made no adjustments to its expected loss given the strong financial
standing of the R&W provider.

Other Transaction Parties

The Delaware trustee is U.S. Bank Trust National Association. The
custodian's functions will be performed by Chase. The paying agent
and cash management functions will be performed by Wells Fargo
Bank, N.A. as securities administrator.

There is no named back-up servicer or master servicer at closing.
In the event Chase is terminated as servicer, the issuing entity,
at the direction of a majority of the certificateholders, will
appoint a successor servicer. If the issuing entity is unable to
appoint a successor servicer, it may petition a court of competent
jurisdiction to appoint any established mortgage loan servicing
institution as the successor servicer.

While this servicing arrangement is weaker than in other
transactions which have a master servicer in place at closing,
Moody's considers the arrangement adequate given Chase's strong
financial durability and the relative ease of transferability of
the assets to another servicer. These two factors combine to
mitigate the risk of financial disruption from a servicing
transfer.

Tail Risk & Subordination Floor

This deal has a standard shifting-interest structure, with a
subordination floor to protect against losses that occur late in
the life of the pool when relatively few loans remain (tail risk).
When the total senior subordination is less than 2.50% of the
original pool balance, the subordinate bonds do not receive any
principal and all principal is then paid to the senior bonds. In
addition, if the subordinate percentage drops below 6.00% of
current pool balance, the senior distribution amount will include
all principal collections and the subordinate principal
distribution amount will be zero. The subordinate bonds themselves
benefit from a floor. When the total current balance of a given
subordinate tranche plus the aggregate balance of the subordinate
tranches that are junior to it amount to less than 1.50% of the
original pool balance, those tranches do not receive principal
distributions. The principal those tranches would have received is
directed to pay more senior subordinate bonds pro-rata.

Transaction Structure

The transaction uses the shifting interest structure in which the
senior bonds benefit from a number of protections. Funds collected,
including principal, are first used to make interest payments to
the senior bonds. Next, principal payments are made to the senior
bonds. Next, available distribution amounts are used to reimburse
realized losses and certificate write-down amounts for the senior
bonds (after subordinate bond have been reduced to zero I.e. the
credit support depletion date). Finally, interest and then
principal payments are paid to the subordinate bonds in sequential
order.

Realized losses are allocated in a reverse sequential order, first
to the lowest subordinate bond. After the balance of the
subordinate bonds is written off, losses from the pool begin to
write off the principal balance of the senior support bond, and
finally losses are allocated to the super senior bonds.

In addition, the pass-through rate on the bonds is based on the net
WAC as reduced by the sum of (i) the reviewer annual fee rate and
(ii) the capped trust expense rate. In the event that there is a
small number of loans remaining, the last outstanding bonds' rate
can be reduced to zero.

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 of the subordinate bonds 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.


CSFB COMMERCIAL 2006-TFL2: Moody's Cuts Class L Debt Rating to C
----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on three classes
and downgraded the ratings on four classes in CSFB Commercial
Mortgage Trust 2006-TFL2 as follows:

Cl. G, Affirmed Baa1 (sf); previously on Mar 23, 2018 Affirmed Baa1
(sf)

Cl. H, Affirmed Baa2 (sf); previously on Mar 23, 2018 Affirmed Baa2
(sf)

Cl. J, Downgraded to B1 (sf); previously on Mar 23, 2018 Affirmed
Ba2 (sf)

Cl. K, Downgraded to Caa3 (sf); previously on Mar 23, 2018 Affirmed
Caa1 (sf)

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

Cl. A-X-1*, Downgraded to Caa2 (sf); previously on Mar 23, 2018
Affirmed Caa1 (sf)

Cl. A-X-3*, Affirmed Caa3 (sf); previously on Mar 23, 2018 Affirmed
Caa3 (sf)

  * Reflects interest only classes

RATINGS RATIONALE

The ratings on Cl. G and Cl. H were affirmed based on Moody's
expected timing and recovery of principal and interest from the one
remaining loan in the trust. The ratings on the three classes, Cl.
J, Cl. K and Cl. L, were downgraded given the delay in resolution
of the ongoing litigation and the increase in advances on the
remaining loan. The rating of one interest-only (IO) class, Cl.
A-X-1, was downgraded based on the credit performance of its
referenced classes. The rating of one IO Class, Cl. A-X-3, was
affirmed based on the credit performance of its reference loan, the
JW Marriott Starr Pass loan.

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 an improvement in loan
performance.

Factors that could lead to a downgrade of the ratings include a
decline in the performance of the loan, increase in Moody's
expected loss 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.

DEAL PERFORMANCE

As of the March 15, 2019 Payment Date the transaction's certificate
balance has decreased by 96% to $78 million from $1.9 billion at
securitization due to the payoff of 13 loans originally in the
pool.

The one remaining loan in the trust is the JW Marriott Starr Pass
Loan. It is secured by a 575-key resort hotel located in Tucson,
Arizona. The loan was transferred to special servicing in April
2010 due to the borrower's inability pay off the loan at maturity.
A receiver was appointed in November 2011. The special servicer is
working through legal issues that have been impediments to loan
resolution and have delayed foreclosure. A bench trial was
concluded in June 2015 that addressed several collateral issues.
The court ruled in favor of the lender but a written ruling has not
been received to date, further delaying the foreclosure process.
The $145 million mortgage debt includes $67 million of non-trust
subordinate debt.

The trust has experienced $249,356 in losses to Class L since
securitization. The losses were due to the special servicer's
workout fee associated with the Sheffield condo conversion loan
that was originally 10% of the pool.

Interest shortfalls total approximately $2.7 million as of the
March payment date. Outstanding P&I advances total approximately
$7.4 million. Additionally, cumulative accrued unpaid advance
interest and other expense advance outstanding total $2.8 million.

Property performance continues to show improvement. Revenue per
available room (RevPAR) for 2018 was $120, a 5.5% increase over
that of 2017. The net cash flow for the same period was $8.1
million, significantly higher than those of the last three years
and similar to 2014 net cash flow. Moody's current structured
credit assessment of the loan is caa3 (sca.pd), the same as at last
review. Although Moody's stabilized value assumption has not
changed since last review, the increase in advances have reduced
its recovery assumptions on the loan.


FIELDSTONE MORTGAGE 2005-1: Moody's Cuts Class M5 Debt to 'B3'
--------------------------------------------------------------
Moody's Investors Service has downgraded the rating of one tranche
from one transaction, backed by subprime loans, issued by
Fieldstone Mortgage Investment Trust 2005-1.

Complete rating actions are as follows:

Issuer: Fieldstone Mortgage Investment Trust 2005-1

Cl. M5, Downgraded to B3 (sf); previously on Mar 4, 2013 Affirmed
B2 (sf)

RATINGS RATIONALE

The rating downgrade of Cl. M5 is due to outstanding interest
shortfalls on the bond which are not expected to be recouped as the
bond has a weak mechanism to reimburse interest shortfalls. The
rating downgrade also reflects the recent performance and Moody's
updated loss expectations on the underlying pools.

The principal methodology used in this rating was "US RMBS
Surveillance Methodology" published in February 2019.

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

Ratings in the US RMBS sector remain exposed to the high level of
macroeconomic uncertainty, and in particular the unemployment rate.
The unemployment rate fell to 3.8% in February 2019 from 4.1% in
February 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 this transaction.


JPMBB COMMERCIAL 2014-C22: Moody's Affirms Ba1 on Class UHP Debt
----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on six classes
in JPMBB Commercial Mortgage Securities Trust 2014-C22 as follows:

Cl. A-2, Affirmed Aaa (sf); previously on Jun 1, 2018 Affirmed Aaa
(sf)

Cl. A-3A1, Affirmed Aaa (sf); previously on Jun 1, 2018 Affirmed
Aaa (sf)

Cl. A-3A2, Affirmed Aaa (sf); previously on Jun 1, 2018 Affirmed
Aaa (sf)

Cl. A-4, Affirmed Aaa (sf); previously on Jun 1, 2018 Affirmed Aaa
(sf)

Cl. A-SB, Affirmed Aaa (sf); previously on Jun 1, 2018 Affirmed Aaa
(sf)

Cl. UHP, Affirmed Ba1 (sf); previously on Jun 1, 2018 Upgraded to
Ba1 (sf)

RATINGS RATIONALE

The ratings on five pooled 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 one non-pooled rake class, Cl. UHP, was affirmed due
to the LTV metrics of the underlying collateral: the U-Haul
Self-Storage Portfolio.

Moody's rating action reflects a base expected loss of 5.8% of the
current pooled balance, compared to 4.5% at Moody's last review.
Moody's base expected loss plus realized losses is now 5.5% of the
original pooled balance, compared to 4.3% at the last review.

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

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

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in these ratings was "Approach to
Rating US and Canadian Conduit/Fusion CMBS" published in July
2017.

DEAL PERFORMANCE

As of the March 15, 2019 distribution date, the transaction's
aggregate pooled certificate balance has decreased by 6% to $1.06
billion from $1.12 billion at securitization. The pooled
certificates are collateralized by 73 mortgage loans ranging in
size from less than 1% to 8.5% of the pool, with the top ten loans
(excluding defeasance) constituting 49.2% of the pool. Six loans,
constituting 2.8% of the pool, have defeased and are secured by US
government securities.

One loan, the U-Haul Self Storage Portfolio, has additional debt
that is structured as a non-pooled single-class rake existing
inside of the trust in the amount of $15.099 million.

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 28, compared to 29 at Moody's last review.

Seventeen loans, constituting 30% 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.

There are no loans that have been liquidated from the pool. One
loan, 10333 Richmond ($34.7 million -- 3.3% of the pool), is
currently in special servicing. The specially serviced loan is
secured by a 218,680 square foot, 11-story office building located
in Houston, TX. The loan transferred to special servicing in
December 2017 due to imminent default from a decrease in occupancy
caused by several vacated tenants. As of December 2018, the
property was only 58% leased, compared to 63% in December 2017, and
82% in December 2016.

Moody's has also assumed a high default probability for three
poorly performing loans, constituting 4.2% of the pool, and has
estimated an aggregate loss of $23.5 million (a 30% expected loss
on average) from the specially serviced and troubled loans.

Moody's received full year or partial year 2017 operating results
for 92% of the pool, and full or partial year 2018 operating
results for 96% of the pool (excluding specially serviced and
defeased loans). Moody's weighted average conduit LTV is 114%,
compared to 112% at Moody's last review. Moody's conduit component
excludes loans with structured credit assessments, defeased and CTL
loans, and specially serviced and troubled loans. Moody's net cash
flow (NCF) reflects a weighted average haircut of 22% to the most
recently available net operating income (NOI). Moody's value
reflects a weighted average capitalization rate of 9.9%.

Moody's actual and stressed conduit DSCRs are 1.44X and 0.97X,
respectively, compared to 1.47X and 0.99X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The top three conduit loans represent 22.8% of the pool balance.
The largest loan is the Queens Atrium Loan ($90 million -- 8.5% of
the pool), which represents a pari-passu portion of a $180 million
mortgage loan. The loan is secured by two office properties in Long
Island City, New York containing 1.0 million square feet (SF). The
two buildings were 100% leased as of September 2018, of which 99%
was leased by New York City agencies. The property benefits from
three tax abatements that will fully expire in 2033. Moody's LTV
and stressed DSCR are 117% and 0.86X, respectively, the same as at
Moody's last review.

The second largest loan is the One Met Center Loan ($76 million --
7.2% of the pool), which is secured by a 15-story, Class A office
property located in East Rutherford, New Jersey. The property was
built in 1986, and is located across from MetLife Stadium. As of
December 2018, the property was 100% occupied, compared to 97%
leased in December 2017, and 100% in December 2016. Moody's LTV and
stressed DSCR are 116% and 0.88X, respectively, the same at last
review.

The third largest loan is the Las Catalinas Mall Loan ($75 million
-- 7.1% of the pool), which represents a pari-passu portion of a
$130 million loan. The loan is secured by a 355,385 SF component of
a 494,071 SF enclosed regional mall located in Caguas, Puerto Rico.
The property suffered extensive damage from Hurricane Maria in
September 2017, however, all repairs have been completed and the
property is open. The mall was built in 1997 and at securitization
was anchored by Sears (non-collateral) and Kmart (34% of the
collateral NRA). However, Kmart closed its store at this location
in early 2019. Additionally, the net operating income as of
year-end 2018 declined from the prior two years primarily due to a
decline in rental revenue. As of December 2018, the property was
91% leased, compared to 92% in December 2017, and 94% in December
2016. Moody's LTV and stressed DSCR are 133% and 0.84X,
respectively.


LB-UBS COMMERCIAL 2006-C6: Moody's Affirms C Rating on X-C Certs
----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on two classes
in LB-UBS Commercial Mortgage Trust 2006-C6, Commercial Mortgage
Pass-Through Certificates, Series 2006-C6 as follows:

Cl. A-J, Affirmed Caa2 (sf); previously on Mar 29, 2018 Downgraded
to Caa2 (sf)

Cl. X-CL*, Affirmed C (sf); previously on Mar 29, 2018 Affirmed C
(sf)

  * Reflects Interest Only Classes

RATINGS RATIONALE

The rating on Cl. A-J was affirmed because the ratings are
consistent with Moody's expected loss plus realized losses. Cl. A-J
has already experienced a 15.7% realized loss as a result of
previously liquidated loans.

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 19.8% of the
current pooled balance, compared to 64.3% at Moody's last review.
Moody's base expected loss plus realized losses is now 14.4% of the
original pooled balance, essentially the same as at the last
review.

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

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

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

The 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.

DEAL PERFORMANCE

As of the March 15, 2019 distribution date, the transaction's
aggregate certificate balance has decreased by 96.3% to $113
million from $3.05 billion at securitization. The certificates are
collateralized by four mortgage loans ranging in size from less
than 1% to 59.4% of the pool.

Thirty-seven loans have been liquidated from the pool, resulting in
an aggregate realized loss of $416.7 million (for an average loss
severity of 59.8%). One loan, constituting less than 1% of the
pool, is currently in special servicing. The specially serviced
loan is secured by a retail property in Syracuse, New York and is
currently REO.

The three performing loans represent 99.1% of the pool balance. The
largest performing loan is the Greenbrier Mall Loan ($67.2 million
-- 59.4% of the pool), which is secured by an 896,000 SF regional
mall in Chesapeake, Virginia. The mall is anchored by J.C. Penney,
Macy's and Dillard's, of which J.C. Penney and Macy's are part of
the collateral. There is also one vacant non-collateral anchor,
which was a former Sears that closed in 2018. The loan transferred
to special servicing in May 2016 for imminent default and was
modified with a three-year maturity extension through December
2019. The loan returned to the master servicer in May 2017. As of
December 2018, the property was 96% leased, with an in-line
occupancy rate of 90%. Moody's LTV and stressed DSCR are 150% and
0.79X, respectively, compared to 146% and 0.72X at last review.

The second performing loan is the Eagle Road Shopping Center Loan
($44.5 million -- 39.3% of the pool), which is secured by a 242,000
SF anchored retail center located in Danbury, Connecticut. As of
September 2018, the property was 100% leased to three tenants,
unchanged since securitization. The three tenants at the property
are Lowe's, Best Buy, and Prestone Products. The loan is on the
master servicer's watchlist due to low DSCR. The actual DSCR as of
year-end as of September 2018 was 0.99X, compared to 1.01X in
December 2017. The loan has remained current on its debt service
payments. Moody's LTV and stressed DSCR are 124% and 0.81X,
respectively, compared to 126% and 0.79X at the last review.

The third performing loan is the Rite Aid -- Elko Loan ($406,840 --
0.4% of the pool), which is secured by 29,860 SF retail property
which is 100% leased to Rite Aid. Due to the single tenant
exposure, Moody's value utilized a lit/dark analysis. The loan is
fully amortizing, has amortized 89% since securitization and
matures in March 2020. Moody's LTV and stressed DSCR are 14% and
greater than 4.00X, respectively.


OCTAGON INVESTMENT 42: Moody's Rates $20MM Class E Notes '(P)Ba3'
-----------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to seven
classes of notes to be issued by Octagon Investment Partners 42,
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$25,000,000 Class A-2 Senior Secured Floating Rate Notes due 2031
(the "Class A-2 Notes"), Assigned (P)Aaa (sf)

US$30,000,000 Class B-1 Senior Secured Floating Rate Notes due 2031
(the "Class B-1 Notes"), Assigned (P)Aa2 (sf)

US$25,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2031
(the "Class B-2 Notes"), Assigned (P)Aa2 (sf)

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

US$30,000,000 Class D Secured Deferrable Floating Rate Notes due
2031 (the "Class D Notes"), Assigned (P)Baa3 (sf)

US$20,000,000 Class E Secured Deferrable Floating Rate Notes due
2031 (the "Class E Notes"), Assigned (P)Ba3 (sf)

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

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

RATINGS RATIONALE

The rationale for the ratings is based on a consideration of the
risks associated with the CLO's portfolio and structure as
described in its methodology.

Octagon Investment Partners 42, Ltd. is a managed cash flow CLO.
The issued notes will be collateralized primarily by broadly
syndicated senior secured corporate loans. At least 90% of the
portfolio must consist of first lien senior secured loans, cash,
and eligible investments, and up to 10% of the portfolio may
consist of second lien loans and unsecured loans. Moody's expects
the portfolio to be approximately 75% 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 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 March 2019.

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

Par amount: $500,000,000

Diversity Score: 70

Weighted Average Rating Factor (WARF): 2870

Weighted Average Spread (WAS): 3.50%

Weighted Average Coupon (WAC): 7.50%

Weighted Average Recovery Rate (WARR): 47.5%

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
March 2019.

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.


SEQUOIA MORTGAGE 2017-4: Moody's Hikes Class B4 Debt to 'Ba1'
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of five tranches
from two transactions issued by Sequoia. The transactions are
backed by Prime Jumbo RMBS loans.

The complete rating actions are as follows:

Issuer: Sequoia Mortgage Trust 2017-4

Cl. B2, Upgraded to A1 (sf); previously on Jun 13, 2018 Upgraded to
A2 (sf)

Cl. B3, Upgraded to Baa1 (sf); previously on Jun 13, 2018 Upgraded
to Baa2 (sf)

Cl. B4, Upgraded to Ba1 (sf); previously on Jun 29, 2017 Definitive
Rating Assigned Ba3 (sf)

Issuer: Sequoia Mortgage Trust 2017-6

Cl. B-3, Upgraded to Baa1 (sf); previously on Jul 12, 2018 Upgraded
to Baa2 (sf)

Cl. B-4, Upgraded to Ba1 (sf); previously on Jul 12, 2018 Upgraded
to Ba2 (sf)

RATINGS RATIONALE

The rating upgrades are primarily due to an increase in credit
enhancement available to the bonds and a decrease in its projected
pool losses. The actions reflect the recent strong performance of
the underlying pools with minimal, if any, serious delinquencies
till date.

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 transaction's 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.

An IO bond may be upgraded or downgraded, within the constraints
and provisions of the IO methodology, based on lower or higher
realized and expected loss due to an overall improvement or decline
in the credit quality of the reference bonds and/or pools.

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.



TOWD POINT 2019-HY2: Moody's Gives (P)B1 Rating on Class B2 Notes
-----------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to nine
classes of notes issued by Towd Point Mortgage Trust ("TPMT")
2019-HY2.

The notes are backed by one pool of 4,295 predominantly seasoned
performing adjustable-rate residential mortgage loans. The
borrowers have a non-zero updated weighted average FICO score of
756 and a weighted average current combined LTV of 61% (using
current senior loan balance where available) as of February 28,
2019 (the statistical calculation date). First lien loans comprise
about 97% of the pool by balance and about 95% of the pool by
balance consists of non-modified seasoned performing loans. Select
Portfolio Servicing, Inc. (SPS) will be the primary servicer for
100% of the collateral. FirstKey Mortgage, LLC ("FirstKey") will be
the asset manager for the transaction.

The complete rating actions are as follows:

Issuer: Towd Point Mortgage Trust 2019-HY2

Cl. A1, Assigned (P)Aaa (sf)

Cl. A1A, Assigned (P)Aaa (sf)

Cl. A2, Assigned (P)Aa2 (sf)

Cl. A3, Assigned (P)Aa1 (sf)

Cl. A4, Assigned (P)A1 (sf)

Cl. M1, Assigned (P)A1 (sf)

Cl. M2, Assigned (P)Baa2 (sf)

Cl. B1, Assigned (P)Ba2 (sf)

Cl. B2, Assigned (P)B1 (sf)

RATINGS RATIONALE

Summary Credit Analysis and Rating Rationale

Moody's expected loss on TPMT 2019-HY2's collateral pool is 1.75%
in its base case scenario. Its loss estimate takes into account the
historical performance of the loans that have similar collateral
characteristics as the loans in the pool, and also incorporate an
expectation of a continued strong credit environment for RMBS,
supported by a current strong housing price environment.

Moody's estimated expected losses using two approaches -- (1)
pool-level approach, and (2) re-performing loan level analysis. In
the pool-level approach, Moody's estimated losses on the pool by
applying its assumptions on expected future delinquencies, default
rates, loss severities and prepayments as observed on similar
seasoned collateral. Moody's projected future annual delinquencies
for eight years by applying an initial annual default rate
assumption adjusted for future years through delinquency burnout
factors. The delinquency burnout factors reflect the future
expectations of the economy and the U.S. housing market. Based on
the loan characteristics of the pool and the demonstrated pay
histories, it applied an initial expected annual delinquency rate
of 3.50% for first lien loans and 4.25% for junior lien loans for
year one. It then calculated future delinquencies using default
burnout and voluntary conditional prepayment rate (CPR)
assumptions. It aggregated the delinquencies and converted them to
losses by applying pool specific lifetime default frequency and
loss severity assumptions. The default, CPR and loss severity
assumptions are based on actual observed performance of seasoned
performing, re-performing modified loans and prior TPMT deals. In
applying its loss severity assumptions, Moody's accounted for the
lack of principal and interest advancing in this transaction.
Junior lien loans, which represent about 3% of the pool, are likely
to experience high severity in the event of default. In its
analysis, Moody's assumes these loans would experience 100%
severity. Empty lot loans, which account for about 4% of the pool,
are likely to experience high severity should the borrower default
due to a low average loan balance of approximately $80,000 and a
high current LTV of over 100%. Moody's significantly increased its
severity assumption for these loans in its analysis. Of note, since
the overall profile of this pool is more similar to seasoned
performing pools, it applied similar seasoned performing loss
assumptions to this pool to derive collateral losses.

Moody's also conducted a loan level analysis on TPMT 2019-HY2's
collateral pool. Moody's applied loan-level baseline lifetime
propensity to default assumptions, and considered the historical
performance of seasoned loans with similar collateral
characteristics and payment histories. It then adjusted this base
default propensity up for, if any, (1) adjustable-rate loans, (2)
loans that have the risk of coupon step-ups and (3) loans with high
updated loan to value ratios (LTVs). It applied a higher baseline
lifetime default propensity for interest-only loans, using the same
adjustments. To calculate the final expected loss for the pool, it
applied a loan-level loss severity assumption based on the loans'
updated estimated LTVs. It 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.

The final expected loss for the collateral pool also reflects the
due diligence findings of three independent third party review
(TPR) firms as well as its assessment of TPMT 2019-HY2's
representations & warranties (R&Ws) framework.

Collateral Description

TPMT 2019-HY2's collateral pool is primarily comprised of seasoned
performing first lien adjustable-rate mortgage loans. Approximately
5% of the loans in the collateral pool have been previously
modified, junior loans make up about 3% of the pool and fixed-rate
mortgages make up about 3% of the pool. The majority of the loans
underlying this transaction exhibit collateral characteristics
similar to that of seasoned Alt-A mortgages.

Unlike previous TPMT transactions, the collateral pool contains a
higher proportion of first lien mortgage loans backed by empty lot
properties (4.4% by balance) with an average unpaid principal
balance of about $80,000, WA FICO of 755 and WA current LTV of
150%. Moody's addressed the risk posed by the empty lots by
adjusting the severity for the related loans upward.

Also, this transaction has a higher proportion of loans for which
the value of the related underlying property was updated through an
automated valuation model (AVM) at 57% of the collateral balance.
Moody's applied a haircut to the AVM valuations since it considers
AVM valuations to be less precise than broker price opinions
(BPOs). BPOs were used to update the property valuations for 41% of
the collateral pool.

Moody's based its expected loss on the pool on its estimates of 1)
the default rate on the remaining balance of the loans and 2) the
principal recovery rate on the defaulted balances. The two factors
that most strongly influence a re-performing mortgage loan's
likelihood of re-default are the length of time that the loan has
performed since modification, and the amount of the reduction in
monthly mortgage payments as a result of modification. The longer a
borrower has been current on a re-performing loan, the less likely
they are to re-default. Approximately 97% of the borrowers of the
loans in the collateral pool have been current on their payments
for the past 72 months or more under the OTS method.

Transaction Structure

TPMT 2019-HY2 has a sequential priority of payments structure, in
which a given class of notes can only receive principal payments
when all the classes of notes above it have been paid off.
Similarly, losses will be applied in the reverse order of priority.
The Class A1, A1A, A2, M1, M2, B1, B2, B3 and B4 notes carry a
floating-rate coupon indexed to one-month LIBOR and subject to the
collateral adjusted net WAC and applicable available funds cap. The
Class A3 and A4 notes are floating-rate notes where the coupon is
equal to the weighted average of the note rates of the related
exchange notes. The Class B5 notes are principal-only notes. There
are no performance triggers in this transaction. Additionally, the
servicer will not advance any principal or interest on delinquent
loans.

Moody's coded TPMT 2019-HY2's cashflows using its proprietary
cashflow tool. To assess the final rating on the notes, Moody's ran
96 different loss and prepayment scenarios through SFW. The
scenarios encompass six loss levels, four loss timing curves, and
four prepayment curves.

Third Party Review

Three independent third party review (TPR) firms -- Clayton
Services, LLC, AMC Diligence, LLC and Westcor Land Title Insurance
Company -- conducted due diligence for the transaction. Due
diligence was performed on about 32% of the loans by unpaid
principal balance in TPMT 2019-HY2's collateral pool for
compliance, 32% for data capture, 31% for pay string history, and
99% for title and tax review. The TPR firms reviewed compliance,
data integrity and key documents to verify that loans were
originated in accordance with federal, state and local
anti-predatory laws. The TPR firms conducted audits of designated
data fields to ensure the accuracy of the collateral tape.

Based on its analysis of the third-party review reports, Moody's
determined that a portion of the loans had legal or compliance
exceptions that could cause future losses to the trust. Moody's
incorporated an additional increase to itsexpected losses for these
loans to account for this risk. FirstKey Mortgage, LLC retained AMC
and Westcor to review the title and tax reports for the loans in
the pool, and will oversee AMC and Westcor and monitor the loan
sellers in the completion of the assignment of mortgage chains. In
addition, FirstKey expects a significant number of the assignment
and endorsement exceptions to be cleared within the first eighteen
months following the closing date of the transaction. Moody's took
these loans into account in its loss analysis.

Representations & Warranties

Moody's ratings reflect TPMT 2019-HY2's weak representations and
warranties (R&Ws) framework. The representation provider, FirstKey
Mortgage, LLC is unrated by Moody's. Moreover, FirstKey's
obligations will be in effect for only thirteen months after
transaction settlement. The R&Ws themselves are weak because they
contain many knowledge qualifiers and the regulatory compliance R&W
does not cover monetary damages that arise from TILA violations
whose right of rescission has expired. While the transaction
provides a breach reserve account to cover for any breaches of
R&Ws, the target size of the account (0.25% of the current balance
of the Class A1, A2, M1 and M2s) is small relative to TPMT
2019-HY2's aggregate collateral pool.

Similar to recent TPMT transactions, the sponsor will not be
funding the breach reserve account at closing. On each payment
date, the paying agent will fund the reserve account from the Class
XS2 each month up to target balance based on the outstanding
principal balance of the Class A1, A2, M1 and M2 notes. Since its
loss analysis already takes into account the weak R&W framework,
Moody's did not apply an additional penalty.

Transaction Parties

The transaction benefits from a strong servicing arrangement. SPS
will service 100% of TPMT 2019-HY2's collateral pool. Moody's
considers the overall servicing arrangement for this pool to be
better than average given the strength of the servicer, SPS, and
the existence of an asset manager, FirstKey Mortgage, LLC, which
will oversee the servicer. This arrangement strengthens the overall
servicing framework in the transaction. U.S. Bank National
Association is the indenture trustee and custodian of the
transaction. Wells Fargo Bank, N.A. will also be a custodian. The
Delaware Trustee is Wilmington Trust, National Association.

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

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. Other reasons
for better-than-expected performance include changes to servicing
practices that enhance collections or refinancing opportunities
that result in prepayments.

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 obligors defaulting 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.


                            *********

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