/raid1/www/Hosts/bankrupt/TCR_Public/191124.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Sunday, November 24, 2019, Vol. 23, No. 327

                            Headlines

ANGEL OAK 2019-6: DBRS Assigns Prov. B Rating on Class B-2 Certs
ANGEL OAK 2019-6: S&P Assigns Prelim B (sf) Rating to B-2 Certs
ARBOR REALTY 2019-FL2: DBRS Finalizes B(low) Rating on G Notes
ARES LIV CLO: S&P Rates $18MM Class E Notes 'BB-'
BANK 2019-BNK22: DBRS Finalizes B(high) Rating on Class H Certs

BANK 2019-BNK22: Fitch Assigns B- Rating on 2 Note Tranches
BANK 2019-BNK23: Fitch to Rate $12.226MM Cl. G Certs B-sf
BENCHMARK 2019-B15: Fitch to Rate $8MM Cl. G-RR Certs B-sf
BENEFIT STREET XVIII: S&P Rates $19.5MM Class E Notes 'BB- (sf)'
BRAVO RESIDENTIAL 2019-2: DBRS Finalizes B Rating on B5 Notes

BRAVO RESIDENTIAL 2019-2: DBRS Gives Prov. B Rating on B5 Notes
BRAVO RESIDENTIAL 2019-2: Fitch Assigns Bsf Rating on Cl. B5 Debt
BRAVO RESIDENTIAL 2019-2: Fitch Corrects Nov. 15 Ratings Release
CBAM LTD 2019-11: Moody's Rates $27.5MM Class E Notes 'Ba3'
CIG AUTO 2017-1: DBRS Hikes Class C Notes Rating to BB(high)

CIM TRUST 2019-J2: DBRS Finalizes B Rating on Class B-5 Certs
CONN'S RECEIVABLES 2019-B: Fitch to Rate Class C Debt 'B(EXP)'
CREDIT SUISSE 2007-C5: Fitch Cuts Class A-M Certs Rating to Csf
ELLINGTON FINANCIAL 2019-2: S&P Assigns B (sf) Rating to B-2 Certs
ELMWOOD CLO III: Moody's Rates $75MM Class F Notes 'B3'

FLAGSHIP CREDIT 2019-4: DBRS Gives Prov. BB Rating on Cl. E Notes
FLAGSTAR MORTGAGE 2019-2: DBRS Gives Prov. B Rating on B-5 Certs
FLAGSTAR MORTGAGE 2019-2: Fitch to Rate Class B-5 Certs 'B(EXP)'
FONTAINEBLEAU 2019-FBLU: DBRS Gives Prov. B Rating on X-B Certs
FREDDIE MAC 2019-4: DBRS Finalizes B(low) Rating on Class M Certs

FREDDIE MAC 2019-4: Fitch Assigns B-sf Rating on Class M Debt
GALTON FUNDING 2019-H1: DBRS Assigns Prov. B Rating on B2 Certs
GE COMMERCIAL 2007-C1: DBRS Places BB(low) Rating on 2 Cert. Class
HAMILTON COMMUNITY: DBRS Gives Prov. BB Rating on 2019 Note
HERTZ VEHICLE 2019-3: DBRS Gives Prov. BB Rating on Class D Notes

HERTZ VEHICLE 2019-3: Fitch to Rate Class D Notes 'BB(EXP)'
JACKSON PARK 2019-LIC: S&P Assigns B- (sf) Rating to Class F Certs
JP MORGAN 2019-9: Moody's Assigns (P)B3 Rating on Class B-5 Certs
LB-UBS COMMERCIAL 2006-C6: Moody's Cuts Class A-J Certs to Caa3
LB-UBS COMMERCIAL 2007-C6: S&P Affirms BB+ (sf) Rating on B Certs

MIDOCEAN CREDIT X: S&P Assigns Prelim BB- (sf) Rating to E Notes
MORGAN STANLEY 2011-C2: Fitch Lowers Class E Certs to Bsf
MORGAN STANLEY 2019-MEAD: Moody's Rates Class E Certs (P)Ba2
NATIONSTAR HECM 2019-2: Moody's Gives  (P)B3 Rating to M4 Debt
NEW RESIDENTIAL 2019-NQM2: Fitch Assigns B Rating on Cl. B-2 Debt

NEW RESIDENTIAL 2019-NQM5: DBRS Finalizes B Rating on Cl. B2 Notes
NEW RESIDENTIAL 2019-NQM5: DBRS Gives Prov. B Rating on B-2 Notes
NGL ENERGY: Fitch Affirms B LT IDR, Outlook Stable
ONDECK ASSET 2019-1: DBRS Assigns Prov. BB(high) Rating on E Notes
ONDECK ASSET 2019-1: DBRS Finalizes BB(high) Rating on E Notes

READY CAPITAL 2019-6: DBRS Assigns Prov. B(low) Rating on G Certs
SECURITIZED TERM 2019-CRT: DBRS Gives Prov. BB Rating on D Notes
SLM STUDENT 2008-3: Fitch Affirms Bsf Rating on Class B Debt
START LTD III: Fitch Assigns BB(EXP) Rating on Series C Debt
TCP DLF VIII 2018: DBRS Confirms B Rating on Class E Notes

TESLA AUTO 2019-A: Moody's Assigns (P)Ba3 Rating on Class E Notes
TOWD POINT 2019-4: DBRS Finalizes BB(high) Rating on 5 Note Classes
UBS-BARCLAYS 2012-C2: Fitch Lowers Class E Debt Rating to Bsf
WACHOVIA BANK 2005-C21: Moody's Affirms Ca Rating on Cl. F Certs
WACHOVIA BANK 2006-C28: Fitch Affirms CCCsf Rating on Cl. D Certs

WELLS FARGO 2019-C53: DBRS Finalizes B(low) Rating on K-RR Certs
[*] S&P Takes Various Actions on 61 Classes From 18 U.S. RMBS Deals
[*] S&P Takes Various Actions on 64 Classes From 47 U.S. RMBS Deals

                            *********

ANGEL OAK 2019-6: DBRS Assigns Prov. B Rating on Class B-2 Certs
----------------------------------------------------------------
DBRS, Inc. assigned provisional ratings to the following
Mortgage-Backed Certificates, Series 2019-6 (the Certificates) to
be issued by Angel Oak Mortgage Trust 2019-6 (AOMT 2019-6 or the
Trust):

-- $339.5 million Class A-1 at AAA (sf)
-- $37.0 million Class A-2 at AA (sf)
-- $73.5 million Class A-3 at A (sf)
-- $40.6 million Class M-1 at BBB (sf)
-- $20.7 million Class B-1 at BB (sf)
-- $20.4 million Class B-2 at B (sf)

The AAA (sf) rating on the Class A-1 Certificates reflects 37.65%
of credit enhancement provided by subordinated Certificates in the
pool. The AA (sf), A (sf), BBB (sf), BB (sf) and B (sf) ratings
reflect 30.85%, 17.85%, 9.90%, 6.10% and 2.35% of credit
enhancement, respectively.

Other than the specified classes above, DBRS Morningstar does not
rate any other classes in this transaction.

This transaction is a securitization of a portfolio of primarily
first-lien fixed- and adjustable-rate non-prime and prime
residential mortgages funded by the issuance of the Certificates.
The Certificates are backed by 1,708 loans with a total principal
balance of $544,491,260 as of the Cut-Off Date (November 1, 2019).

Angel Oak Mortgage Solutions LLC (AOMS; 78.8%), Angel Oak Home
Loans LLC (8.1%) and Angel Oak Prime Bridge LLC (0.7%;
collectively, Angel Oak) originated approximately 87.5% of the
pool. The rest of the pool (12.5%) was originated through
Third-Party Originators. The Angel Oak first-lien mortgages were
mainly originated under the following eight programs:

(1) Platinum (40.0%) — Made to borrowers that have prime or
near-prime credit scores but who are unable to obtain financing
through conventional or governmental channels because (1) they fail
to satisfy credit requirements, (2) they are self-employed and need
alternative income calculations using 12 or 24 months of bank
statements or the most recent year income tax return, (3) they may
have a credit score that is lower than that required by
government-sponsored entity underwriting guidelines or (4) they may
have been subject to a bankruptcy or foreclosure 48 or more months
prior to origination.

(2) Portfolio Select (30.5%) — Made to borrowers with near-prime
credit scores who are unable to obtain financing through
conventional or governmental channels because (1) they fail to
satisfy credit requirements, (2) they are self-employed and need
alternative income calculations using 12 or 24 months of bank
statements or the most recent year income tax return, (3) they may
have a credit score that is lower than that required by
government-sponsored entity underwriting guidelines or (4) they may
have been subject to a bankruptcy or foreclosure 24 or more months
prior to origination.

(3) Investor Cash Flow (9.5%) — Made to real estate investors who
are experienced in purchasing, renting and managing investment
properties with an established five-year credit history and at
least 24 months of clean housing payment history but who are unable
to obtain financing through conventional or governmental channels
because they (a) fail to satisfy the requirements of such programs
or (b) may be over the maximum number of properties allowed. Loans
originated under the Investor Cash Flow program are considered the
business purposes and are not covered by the Ability-to-Repay (ATR)
or TILA/RESPA Integrated Disclosure rules.

(4) Non-Prime General (5.7%) — Made to borrowers who have not
sustained a housing event in the past 24 months but whose credit
reports show multiple 30+-day and/or 60+-day and/or 90+-day
delinquencies on any reported debt in the past 12 months.

(5) Non-Prime Recent Housing (1.1%) — Made to borrowers who have
completed or have had their properties subject to a short sale,
deed in lieu, notice of default or foreclosure. Borrowers who have
filed bankruptcy 12 months or longer prior to origination or have
experienced severe delinquencies may also be considered for this
program.

(6) Non-Prime Foreign National (0.4%) — Made to investment
property borrowers who are citizens of foreign countries and who do
not reside or work in the United States. Borrowers may use
alternative income and credit documentation. Income is typically
documented by the employer or accountant and credit is verified by
letters from overseas credit holders.

(7) Non-Prime Investment Property (0.2%) — Made to real estate
investors who may have financed up to four mortgaged properties
with the originators (or 20 mortgaged properties with all
lenders).

(8) Asset Qualifier (0.1%) — Made to borrowers with prime credit
and significant assets who can purchase the property with their
assets but choose to use a financing instrument for cash flow
purposes. Assets should cover the purchase of the home plus 60
months of debt service and four months of reserves. No income
documentation is obtained, but the borrower is qualified based on
certain credit requirements (minimum score of 700) and significant
asset requirements, calculated as 60 times all monthly debts and
new principal, interest, taxes, insurance and association payments
(minimum of $1,300 monthly disposable income). These loans are
available within both the Platinum and Portfolio Select programs.

In addition, the pool contains 4.3% second-lien mortgage loans.
Seven of the second-lien loans were originated under the guidelines
established by the Federal National Mortgage Association (Fannie
Mae) and overlaid by Angel Oak. The remaining second-lien loans
(4.1%) were originated by third-party originators.

Similar to more recent AOMT transactions, this pool contains larger
portions of 12-month bank statement loans (55.0%) than 24-month
bank statement loans (6.5%). Investor Cash Flow loans have been
increasing in the recent 2018 and 2019 AOMT deals. It now consists
of 9.5% of the pool by balance. An additional 0.2% of the pool was
Debt Service Coverage Ratio (DSCR) loans that were originated
through third-party originators. In addition, product types have
shifted from having larger proportions of hybrid adjustable-rate
mortgages in prior deals to 83.6% fixed rate for AOMT 2019-6.

Select Portfolio Servicing, Inc. is the Servicer for all loans.
AOMS will act as the Servicing Administrator, and Wells Fargo Bank,
N.A. (rated AA with a Stable trend by DBRS Morningstar) will act as
the Master Servicer. U.S. Bank National Association (rated AA
(high) with a Stable trend by DBRS Morningstar) will serve as the
Trustee, Paying Agent and Custodian.

Although the applicable mortgage loans were originated to satisfy
the Consumer Financial Protection Bureau (CFPB) ATR Rules, they
were made to borrowers who generally do not qualify for an agency,
government or private-label non-agency prime products for the
various reasons described above. In accordance with the CFPB
Qualified Mortgage (QM)/ATR Rules, 1.4% of the loans are designated
as QM Safe Harbor, 2.7% as QM Rebuttable Presumption and 78.4% as
non-QM. Approximately 17.5% of the loans are made to investors for
business purposes and thus not subject to the QM/ATR Rules.

The Servicer or Servicing Administrator, as applicable, will
generally fund advances of delinquent principal and interest (P&I)
on any mortgage until such loan becomes 180 days delinquent. The
Servicer or Servicing Administrator, as applicable, is also
obligated to make advances in respect of taxes, insurance premiums
and reasonable costs incurred in the course of servicing and
disposing of properties.

On or after the two-year anniversary of the Closing Date, the
Depositor has the option to purchase all of the outstanding
Certificates (Optional Redemption) at a price equal to the
outstanding class balance plus accrued and unpaid interest,
including any cap carryover amounts. After such purchase, the
Depositor then has the option to complete a qualified liquidation,
which requires a complete liquidation of assets within the Trust,
and distributes the proceeds to the appropriate holders of regular
or residual interest.

The transaction employs a sequential-pay cash flow structure with a
pro-rata principal distribution among the senior tranches.
Principal proceeds can be used to cover interest shortfalls on the
Certificates as the outstanding senior Certificates are paid in
full. Furthermore, the excess spread can be used to cover realized
losses first before being allocated to unpaid cap carryover amounts
up to Class B-2.

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


ANGEL OAK 2019-6: S&P Assigns Prelim B (sf) Rating to B-2 Certs
---------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to Angel Oak
Mortgage Trust 2019-6's mortgage pass-through certificates.

The issuance is a residential mortgage-backed securities
transaction backed by first-lien, second-lien, fixed- and
adjustable-rate, fully amortizing, and interest-only residential
mortgage loans secured by single-family residential properties,
townhouses, planned-unit developments, condominiums, and two- to
four-family residential properties to both prime and nonprime
borrowers. The pool has 969 loans, which are primarily nonqualified
mortgage loans.

The preliminary ratings are based on information as of Nov. 15,
2019. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

The preliminary ratings reflect:

-- The pool's collateral composition;
-- The credit enhancement provided for this transaction;
-- The transaction's associated structural mechanics;
-- The transaction's representation and warranty (R&W) framework;
and
-- The mortgage originator.

  PRELIMINARY RATINGS ASSIGNED(i)

  Angel Oak Mortgage Trust 2019-6

  Class       Rating                     Amount ($)
  A-1         AAA (sf)                  339,490,000
  A-2         AA (sf)                    37,026,000
  A-3         A (sf)                     73,506,000
  M-1         BBB- (sf)                  40,565,000
  B-1         BB (sf)                    20,690,000
  B-2         B (sf)                     20,419,000
  B-3         NR                         12,795,259
  A-IO-S      NR                           Notional(ii)
  XS          NR                           Notional(ii)
  R           NR                                N/A

(i)The collateral and structural information in this report
reflects the term sheet dated Nov. 12, 2019. The preliminary
ratings address the ultimate payment of interest and principal.
(ii)The notional amount equals the loans' stated principal balance.

NR--Not rated.
N/A--Not applicable.


ARBOR REALTY 2019-FL2: DBRS Finalizes B(low) Rating on G Notes
--------------------------------------------------------------
DBRS, Inc. finalized its provisional ratings on the following
classes of secured floating-rate notes issued by Arbor Realty
Commercial Real Estate Notes 2019-FL2, Ltd. (the Issuer):

-- Class A Senior Secured Floating Rate Notes at AAA (sf)
-- Class A-S Senior Secured Floating Rate Notes at AAA (sf)
-- Class B Secured Floating Rate Notes at AA (low) (sf)
-- Class C Secured Floating Rate Notes at A (low) (sf)
-- Class D Secured Floating Rate Notes at BBB (high) (sf)
-- Class E Secured Floating Rate Notes at BBB (low) (sf)
-- Class F Floating Rate Notes at BB (low) (sf)
-- Class G Floating Rate Notes at B (low) (sf)

All trends are Stable.

The transaction is a managed collateralized loan obligation pool
that totals $635.0 million. The initial collateral consists of
loans backed by multifamily properties. The vast majority of these
properties have some level of transition or stabilization, which is
the premise for seeking floating-rate short-term debt. The
transaction has a reinvestment period expected to expire in
November 2022. Reinvestment is subject to Eligibility Criteria that
includes a rating agency condition (RAC) by DBRS Morningstar. The
initial pool consists of 27 loans totaling $510.9 million secured
by current cash-flowing assets in various stages of transition.
DBRS Morningstar analyzed and modeled the existing loan pool in
addition to loans that can be purchased subject to the Eligibility
Criteria in the reinvestment period and assumes that the loans
purchased within the reinvestment period will migrate toward the
least-favorable criteria, as defined in the Eligibility Criteria,
with consideration given to the initial pool composition as well.
DBRS Morningstar also anticipates that the pool could become more
concentrated in the future in terms of sponsor concentrations or
additional concentrations (property type, loan size, and
geography); as a result, DBRS Morningstar will have the ability to
provide a RAC on loans that are being added to the pool during the
reinvestment period in order to evaluate any credit drift caused by
loan concentrations. Following the reinvestment period, the
transaction will have a sequential-pay structure.

As a result of the floating-rate nature of the loans, the index
used (one-month LIBOR) was the lower of a DBRS Morningstar stressed
rate that corresponded to the remaining fully extended term of the
loans or the strike price of the interest rate cap with the
respective contractual loan spread added to determine a stressed
interest rate over the loan term. When the cut-off balances were
measured against the DBRS Morningstar In-Place Net Cash Flow (NCF)
and their respective stressed constants, 15 loans, or 52.6% of the
initial pool, have term debt service coverage ratios (DSCRs) below
1.0 times (x), a threshold indicative of a higher likelihood of
term default. Additionally, the DBRS Morningstar Stabilized DSCR
for only one loan, Preston Hollow, representing 4.1% of the initial
pool balance, is below 1.00x, which is indicative of elevated
refinance risk. The properties are often transitioning with
potential upside in the cash flow; however, DBRS Morningstar does
not give full credit to the stabilization if there are no holdbacks
or if other loan structural features in place were insufficient to
support such treatment. Furthermore, even with the structure
provided, DBRS Morningstar generally does not assume the assets to
stabilize the above market levels.

The Issuer, servicer, mortgage loan seller and advancing agent are
related parties and non-rated entities. Arbor Realty Sr, Inc. has a
proven track record with several collateralized loan obligation
platforms that performed well in 2004, 2005 and 2006. In addition
to transactions issued in 2012 and 2013, DBRS Morningstar has rated
ten transactions: Arbor Realty Collateralized Loan Obligation
2014-1, Ltd.; Arbor Realty Commercial Real Estate Notes 2015-FL1,
Ltd.; Arbor Realty Commercial Real Estate Notes 2015-FL2, Ltd.;
Arbor Realty Commercial Real Estate Notes 2016-FL1, Ltd.; Arbor
Realty Commercial Real Estate Notes 2017-FL1, Ltd.; Arbor Realty
Commercial Real Estate Notes 2017-FL2, Ltd.; Arbor Realty
Commercial Real Estate Notes 2017-FL3, Ltd.; Arbor Realty
Commercial Real Estate Notes 2018-FL1, Ltd.; Arbor Realty
Commercial Real Estate Notes 2019-FL1, Ltd.; and Arbor Realty
Collateralized Loan Obligation 2014-1, Ltd. DBRS Morningstar has
reviewed Arbor Multifamily Lending, LLC's servicing platform (and
special servicing) and finds it to be an acceptable servicer. The
Class F notes, the Class G notes and the preferred shares will be
retained by ARMS Equity, an affiliate of the mortgage asset seller.
The non-offered notes and preferred shares represent 15.9% of the
transaction balance.

All loans in the initial pool are secured by multifamily
properties. Although multifamily properties make up 100.0% of the
initial collateral pool, exposure to industrial properties, retail
properties, office properties, self-storage properties, hospitality
properties or health-care properties in the trust is capped at
25.0% during the reinvestment period per the Eligibility Criteria.
Twenty-five loans, totaling 85.7% of the initial pool balance,
represent acquisition financing with borrowers contributing equity
to the transaction. The properties are predominately located in
suburban markets with the overall pool's weighted-average (WA) DBRS
Morningstar Market Rank at 3.4, which is not particularly high. One
loan, totaling 4.1% of the pool, is located in a market with a DBRS
Morningstar Market Rank of 1; eight loans, totaling 27.0% of the
pool, are located in markets with a DBRS Morningstar Market Rank of
2; eight loans, totaling 24.6% of the pool, are in markets with a
DBRS Morningstar Market Rank of 3; four loans, totaling 11.5% of
the pool, are in markets with a DBRS Morningstar Market Rank of 4;
and six loans, totaling 32.8% of the pool, are in markets with a
DBRS Morningstar Market Rank of 5. The market ranks correspond to
zip codes that are more suburban and tertiary in nature. None of
the loans are located in urban markets, which are classified as
DBRS Morningstar Market Ranks 6, 7 and 8.

All 27 loans have floating interest rates, and all loans are
interest-only during both the original term and the extension
periods, which range from 24 months to 60 months, creating interest
rate risk. All but three loans have extension options between six
and 36 months.

The DBRS Morningstar As-Is DSCR is based on the DBRS Morningstar
In-Place NCF and debt service calculated using a stressed interest
rate. The WA stressed rate used is 5.418%, which is in line with
the current WA interest rate of 5.362% (based on WA mortgage spread
and an assumed 2.180% one-month LIBOR index). The assets are
generally well-positioned to stabilize, and any realized cash flow
growth would help to offset a rise in interest rates and improve
the overall debt yield of the loans. DBRS Morningstar associates
its loss given default (LGD) based on the assets' DBRS Morningstar
As-Is Loan-to-Value (LTV) ratio, which does not assume that the
stabilization plan and cash flow growth will ever materialize. The
DBRS Morningstar As-Is LTV is considered high at 85.2%, reflecting
the transitional nature of the pool with substantial future funding
as well as the generally high leverage. The high LTV results in a
WA DBRS Morningstar Expected Loss of 6.8% for the pool, which
translates to credit-enhancement levels at each rating category.

DBRS Morningstar has analyzed the loans to a stabilized cash flow
that is, in some instances, above the current in-place cash flow.
There is a possibility that the sponsors will not execute their
business plans as expected and that the higher stabilized cash flow
will not materialize during the loan term. Failure to execute the
business plan could result in a term default or the inability to
refinance the fully funded loan balance. DBRS Morningstar made
relatively conservative stabilization assumptions and, in each
instance, considered the business plan to be rational and the
future funding amounts to be sufficient to execute such plans. In
addition, DBRS Morningstar analyzes the LGD based on the DBRS
Morningstar As-Is LTV, assuming the loan is fully funded.

Two loans, totaling only 14.3% of the initial pool balance,
represent refinance financing. The refinance financings within this
securitization generally do not require the respective sponsor(s)
to contribute material cash equity as a source of funding in
conjunction with the mortgage loan, resulting in a lower sponsor
cost basis in the underlying collateral. Both of the refinance
loans represent new-construction buildings with construction
completed, and none of these are structured with future funding.
This suggests that a large majority of the refinance loans have
already executed business plans and are closer to stabilization,
which would partially mitigate the higher risk associated with a
sponsor's lower cost basis.

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


ARES LIV CLO: S&P Rates $18MM Class E Notes 'BB-'
-------------------------------------------------
S&P Global Ratings assigned its ratings to Ares LIV CLO Ltd./Ares
LIV CLO LLC's floating-rate notes.

The note issuance is a CLO transaction backed by broadly
syndicated, speculative-grade (rated 'BB+' and lower) senior
secured term loans managed by Ares CLO Management LLC, a subsidiary
of Ares Management L.P. (Ares). This is Ares' fourth new CLO
issuance this year, which will bring its total U.S. CLO assets to
approximately $20 billion.

The ratings reflect:

-- The diversification of the collateral pool;

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

-- The experience of the collateral manager's 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.

  RATINGS ASSIGNED
  Ares LIV CLO Ltd./Ares LIV CLO LLC

  Class                 Rating    Amount (mil. $)
  X                     AAA (sf)             1.00
  A                     AAA (sf)           256.00
  B                     AA (sf)             48.00
  C (deferrable)        A (sf)              24.00
  D (deferrable)        BBB- (sf)           22.00
  E (deferrable)        BB- (sf)            18.00
  Subordinated notes    NR                  33.10

  NR--Not rated.


BANK 2019-BNK22: DBRS Finalizes B(high) Rating on Class H Certs
---------------------------------------------------------------
DBRS, Inc. finalized its provisional ratings on the Commercial
Mortgage Pass-Through Certificates, Series 2019-BNK22 to be issued
by BANK 2019-BNK22 as follows:

-- Class A-1 at AAA (sf)
-- Class A-2 at AAA (sf)
-- Class A-3 at AAA (sf)
-- Class A-4 at AAA (sf)
-- Class A-SB at AAA (sf)
-- Class X-A at AAA (sf)
-- Class A-S at AAA (sf)
-- Class B at AAA (sf)
-- Class X-B at AA (high) (sf)
-- Class C at AA (sf)
-- Class D at A (sf)
-- Class X-D at A (low) (sf)
-- Class E at BBB (high) (sf)
-- Class X-F at BBB (sf)
-- Class F at BBB (low) (sf)
-- Class X-G at BB (high) (sf)
-- Class G at BB (sf)
-- Class X-H at BB (low) (sf)
-- Class H at B (high) (sf)

All trends are Stable.

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

The collateral consists of 58 fixed-rate loans secured by 131
commercial and multifamily properties. The transaction is of a
sequential-pay pass-through structure. The conduit pool was
analyzed to determine the provisional ratings, reflecting the
long-term probability of loan default within the term and its
liquidity at maturity. Three loans, representing a combined 26.1%
of the pool, are shadow-rated investment grade by DBRS Morningstar.
When the cut-off loan balances were measured against the DBRS
Morningstar Stabilized Net Cash Flow and their respective actual
constants, the initial DBRS Morningstar Weighted-Average (WA) Debt
Service Coverage Ratio (DSCR) of the pool was 2.90 times (x). None
of the loans had a DBRS Morningstar Term DSCR below 1.30x, a
threshold indicative of a higher likelihood of mid-term default.
The WA loan-to-value (LTV) of the pool at issuance was 52.9%, and
the pool is scheduled to amortize down to a WA LTV of 51.5% at
maturity. The pool includes ten loans, representing a combined
14.3% of the pool by allocated loan balance, with issuance LTVs
equal to or in excess of 65.0%, a threshold historically indicative
of above-average default frequency. Forty-five loans, representing
75.2% of the pool balance, were originated in connection with the
borrower's refinancing of a previous mortgage loan. Ten loans,
representing 19.3% of the pool, were originated in the connection
with the borrower's acquisition of the related mortgage property.
The remaining pool was originated in connection with the
recapitalization of the related property.

While the pool-level credit enhancement is quite low for the given
ratings assigned by DBRS Morningstar, these are appropriate given
the low leverage of the pool, the high concentration of loans
shadow-rated investment grade, the concentration of low-leverage
residential co-operative loans and the very favorable locations of
the properties in the pool. If the three loans shadow-rated
investment grade and the 18 residential co-operative loans were
removed, which have very low loan-level credit enhancement at the
AAA level and near-zero loan-level credit enhancement at the BBB
(low) level, the implied credit enhancement at AAA (Class B) and
BBB (low) (Class F) is far higher at approximately 22.625% and
6.500%, respectively.

The transaction includes three loans, representing a combined 26.1%
of the total pool balance, that is shadow-rated investment grade by
DBRS Morningstar, including Park Tower at Transbay, 230 Park Avenue
South and Midtown Center. Park Tower at Transbay exhibits credit
characteristics consistent with an AAA shadow rating, 230 Park
Avenue South exhibits credit characteristics consistent with a BBB
(low) shadow rating and Midtown Center exhibits credit
characteristics consistent with an AA shadow rating. For more
information on Park Tower at Transbay, 230 Park Avenue South and
Midtown Center, please see pages 15, 20 and 24, respectively, in
the related presale report.

There are 18 loans in the pool, representing 7.4% of the
transaction, that are backed by residential co-operatives.
Residential co-operatives tend to have minimal risk given the low
leverage and the risk to residents should the co-operative
associations default on their mortgages. The WA LTV for these loans
is 12.8%.

Nineteen loans, representing an extremely high 49.1% of the
aggregate pool balance, are in areas identified as DBRS Morningstar
Market Ranks 7 and 8, which are characterized as a highly dense
urbanized area, such as New York or San Francisco. These markets
benefit from increased liquidity that is driven by consistently
strong investor demand. Such markets, therefore, tend to benefit
from lower default frequencies than less dense suburban, tertiary
and rural markets. This pool represents the third-highest
concentration of such market ranks out of over 400 conduit deals
brought to the market since 2010.

Thirty-two loans, representing 64.2% of the pool, have collateral
located in the Metropolitan Statistical Area (MSA) Group 3, which
represents the lowest grouping by historical commercial
mortgage-backed security (CMBS) default rate of the top 25 MSAs.
This MSA Group has a historical default rate that is just over half
that of the overall CMBS historical default rate of approximately
28.0%.

Five of the top ten loans, representing 27.0% of the pool, have
Strong sponsorship. Furthermore, ten loans, which combined
represent 16.3% of the pool, have sponsorship and/or loan
collateral associated with a voluntary bankruptcy filing, a prior
discounted payoff, a loan default, limited net worth and/or
liquidity, a historical negative credit event and/or inadequate
commercial real estate experience.

Twenty-four loans, representing a combined 39.3% of the pool by
allocated loan balance, exhibit beginning LTVs of equal to or less
than 60.0%, a threshold historically indicative of relatively
low-leverage financing and generally associated with below-average
default frequency.

No loans were deemed to be of Average (-), Below Average or Poor
property quality. Additionally, five loans, representing 23.6% of
the pool balance, exhibited Average (+), Above Average or Excellent
property quality. Two of the top ten loans, including the pool's
largest loan, Park Tower at Transbay, are secured by collateral
that DBRS Morningstar deemed to be of Excellent property quality.

Because of the transaction's high concentration in collateral
located in New York MSA, DBRS Morningstar believes that the
transaction may be exposed to elevated event risk beyond the levels
captured within the expected loss multiple ranges described in the
"North American CMBS Multi-Borrower Methodology" as these ranges
have been derived from a universe of more typically diversified
CMBS pools. To address this risk when determining its ratings on
the bonds, DBRS Morningstar applied expected loss multiples that
are outside the high end of the methodology ranges. DBRS
Morningstar materially deviated from its "North American CMBS
Multi-borrower Rating Methodology" when determining the ratings
assigned to Classes D, E, F, and G. DBRS Morningstar considers a
material deviation from a methodology to existing when there may be
a substantial likelihood that a reasonable investor or another user
of the credit ratings would consider the material deviation to be a
significant factor in evaluating the ratings.

Classes X-A, X-B, X-D, X-F, X-G, X-H, and X-J are interest-only
(IO) certificates that reference a single rated tranche or multiple
rated tranches. The IO rating mirrors the lowest-rated applicable
reference obligation tranche adjusted upward by one notch if senior
in the waterfall.

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


BANK 2019-BNK22: Fitch Assigns B- Rating on 2 Note Tranches
-----------------------------------------------------------
Fitch Ratings assigned the following ratings and Rating Outlooks to
BANK 2019-BNK22 Commercial Mortgage Pass-Through Certificates,
Series 2019-BNK22:

  -- $16,733,000 class A-1 'AAAsf'; Outlook Stable;

  -- $6,119,000 class A-2 'AAAsf'; Outlook Stable;

  -- $19,728,000 class A-SB 'AAAsf'; Outlook Stable;

  -- $306,500,000 class A-3 'AAAsf'; Outlook Stable;

  -- $450,348,000 class A-4 'AAAsf'; Outlook Stable;

  -- $799,428,000a class X-A 'AAAsf'; Outlook Stable;

  -- $117,060,000 class A-S 'AAAsf'; Outlook Stable;

  -- $48,536,000 class B 'AA-sf'; Outlook Stable;

  -- $49,965,000 class C 'A-sf'; Outlook Stable;

  -- $215,561,000a class X-B 'AA-sf'; Outlook Stable;

  -- $31,406,000b class D 'BBBsf'; Outlook Stable;

  -- $22,841,000b class E 'BBB-sf'; Outlook Stable;

  -- $54,247,000ab class X-D 'BBB-sf'; Outlook Stable;

  -- $22,840,000b class F 'BB-sf'; Outlook Stable;

  -- $22,840,000ab class X-F 'BB-sf'; Outlook Stable;

  -- $11,421,000b class G 'B-sf'; Outlook Stable;

  -- $11,421,000ab class X-G 'B-sf'; Outlook Stable.

The following classes are not expected to be rated by Fitch:

  -- $12,848,000b class H;

  -- $12,848,000ab class X-H;

  -- $25,696,287b class J;

  -- $25,696,287ab class X-J;

  -- $60,107,436c RR Interest.

(a) Notional amount and interest-only.

(b) Privately placed and pursuant to Rule 144A.

(c) Represents the eligible vertical credit risk retention
interest.

Since Fitch published its expected ratings on Oct. 22, 2019, the
following changes occurred: The balances for classes A-3 and A-4
were finalized. At the time that the expected ratings were
published, the initial certificate balances of classes A-3 and A-4
were expected to be approximately $756,848,000 in aggregate,
subject to a 5% variance. The final class balances for classes A-3
and A-4 are $306,500,000 and $450,348,000, respectively.
Additionally, based on final pricing of the certificates, class C
is a WAC class hereby providing no excess cash flow that would
affect the payable interests on the class X-B certificates. Fitch's
rating on class X-B has been updated to 'AA-', reflecting the
rating of Class B, the next lowest class referenced tranche whose
payable interest has an impact on the interest-only payments.

The certificates represent the beneficial ownership interest in the
trust, primary assets of which are 58 loans secured by 131
commercial properties having an aggregate principal balance of
$1,202,148,724 as of the cut-off date. The loans were contributed
to the trust by Morgan Stanley Mortgage Capital Holdings LLC, Bank
of America, National Association, Wells Fargo Bank, National
Association and National Cooperative Bank, National Association.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 68.5% of the properties
by balance, cash flow analysis of 86.7%, and asset summary reviews
on 100% of the pool.

KEY RATING DRIVERS

Fitch Leverage: The pool's Fitch debt service coverage ratio of
1.51x is better than the 2018 and 2019 YTD averages of 1.22x and
1.24x, respectively, for other Fitch-rated multi-borrower
transactions. The pool's Fitch loan-to-value of 99.1% is below the
2018 and 2019 YTD averages of 102.0% and 101.9%, respectively.
Excluding the co-op and credit assessed collateral, the pool has a
Fitch DSCR and LTV of 1.29x and 112.1%, respectively.

Concentrated Pool: The pool is more concentrated than recent
Fitch-rated multiborrower transactions. The largest 10 loans
comprise 60.7% of the pool, greater than the average top 10
concentrations for 2018 and 2019 YTD of 50.6% and 51.7%,
respectively. The concentration results in an LCI of 462, which is
higher than the respective 2018 and 2019 YTD averages of 373 and
381. For this transaction, the losses estimated by Fitch's
deterministic test at 'AAAsf' exceeded the base model loss
estimate.

Credit Opinion Loans: Two loans, representing 16.7% of the pool,
are credit assessed. This is lower than the 2018 and YTD 2019
averages of 14.5% and 13.6%, respectively. The two credit assessed
loans are Park Tower at Transbay (9.6% of the pool) which received
a stand-alone credit opinion of 'BBB-sf*'and Midtown Center (7.4%)
received a stand-alone credit opinion of 'BBBsf*'.

High Concentration of Interest-Only Loans with Minimal
Amortization: Twenty five loans representing 61.9% of the pool are
full-term, interest only (IO), four loans (22.5%) are IO plus ARD
Structure and three loans representing (1.2%) are partial IO. The
concentration of full-term, IO loans is above the YTD 2019 and 2018
averages of 57.4% and 50.4%, respectively. The concentration of
partial IO loans is below the YTD 2019 and 2018 averages of 24.2%
and 27.1%, respectively. The pool is scheduled to amortize by just
3.3% of the initial pool balance by maturity, which is below the
YTD 2019 and 2018 averages of 6.1% and 7.2%, respectively.

RATING SENSITIVITIES

For this transaction, Fitch's net cash flow (NCF) was 14.8% below
the most recent year's NOI (for properties for which a full year
NOI was provided, excluding properties that were stabilizing during
this period). The following rating sensitivities describe how the
ratings would react to further NCF declines below Fitch's NCF. The
implied rating sensitivities are only indicative of some of the
potential outcomes and do not consider other risk factors to which
the transaction is exposed. Stressing additional risk factors may
result in different outcomes. Furthermore, the implied ratings,
after the further NCF stresses are applied, are more akin to what
the ratings would be at deal issuance had those further stressed
NCFs been in place at that time.

Fitch evaluated the sensitivity of the ratings assigned to BANK
2019-BNK22 certificates and found that the transaction displays
average sensitivity to further declines in NCF. In a scenario in
which NCF declines a further 20% from Fitch's NCF, a downgrade of
the 'AAAsf' certificates to 'A+sf' could result. A more severe
scenario, in which NCF declines a further 30% from Fitch's NCF,
could result in a downgrade of the 'AAAsf' certificates to
'BBB+sf'.

ESG Considerations

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of 3 - ESG issues are credit
neutral or have only a minimal credit impact on the transaction,
either due to their nature or the way in which they are being
managed by the transaction.


BANK 2019-BNK23: Fitch to Rate $12.226MM Cl. G Certs B-sf
---------------------------------------------------------
Fitch Ratings issued a presale report on BANK 2019-BNK23 commercial
mortgage pass-through certificates, series 2019-BNK23.

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

  -- $14,000,000 class A-1 'AAAsf'; Outlook Stable;

  -- $27,500,000 class A-SB 'AAAsf'; Outlook Stable;

  -- $287,500,000a class A-2 'AAAsf'; Outlook Stable;

  -- $526,869,000a class A-3 'AAAsf'; Outlook Stable;

  -- $855,869,000b class X-A 'AAAsf'; Outlook Stable;

  -- $238,421,000b class X-B 'A-sf'; Outlook Stable;

  -- $128,381,000 class A-S 'AAAsf'; Outlook Stable;

  -- $56,548,000 class B 'AA-sf'; Outlook Stable;

  -- $53,492,000 class C 'A-sf'; Outlook Stable;

  -- $55,021,000bc class X-D 'BBB-sf'; Outlook Stable;

  -- $22,925,000bc class X-F 'BB-sf'; Outlook Stable;

  -- $12,226,000bc class X-G 'B-sf'; Outlook Stable;

  -- $32,095,000c class D 'BBBsf'; Outlook Stable;

  -- $22,926,000c class E 'BBB-sf'; Outlook Stable;

  -- $22,925,000c class F 'BB-sf'; Outlook Stable;

  -- $12,226,000c class G 'B-sf'; Outlook Stable.

The following classes are not expected to be rated by Fitch:

  -- $38,209,293bc class X-H;

  -- $38,209,293c class H;

  -- $64,351,121d RR Interest.

(a) The initial certificate balances of classes A-2 and A-3 are
unknown and expected to be $814,369,000 in aggregate. The
certificate balances will be determined based on the final pricing
of those classes of certificates. The expected class A-2 balance
range is $200,000,000 to $375,000,000 and the expected class A-3
balance range is $439,369,000 to 614,369,000. Fitch's certificate
balances for classes A-2 and A-3 are assumed at the midpoint of the
range for each class.

(b) Notional amount and interest only.

(c) Privately placed and pursuant to Rule 144A.

(d) Represents the eligible vertical credit-risk retention
interest.

The expected ratings are based on information provided by the
issuer as of Nov. 18, 2019.

The certificates represent the beneficial ownership interest in the
trust, primary assets of which are 47 loans secured by 100
commercial properties having an aggregate principal balance of
$1,287,022,414 as of the cut-off date. The loans were contributed
to the trust by Wells Fargo Bank, National Association, Bank of
America, National Association and Morgan Stanley Mortgage Capital
Holdings LLC.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 67.4% of the properties
by balance, cash flow analysis of 84.1% and asset summary reviews
on 100% of the pool.

KEY RATING DRIVERS

Lower Fitch Leverage than Recent Transactions: Overall, the pool's
Fitch DSCR of 1.26x is better than average when compared to the YTD
2019 and 2018 averages of 1.25x and 1.22x, respectively. The pool's
LTV of 99.7% is better than the YTD 2019 and 2018 averages of
102.5% and 102.0%, respectively. Excluding the credit opinion
loans, the Fitch DSCR and LTV are 1.25x and 112.42%, respectively.

High Concentration of Interest-Only Loans with Limited
Amortization: The pool has 29 interest-only (IO) loans representing
77.4% of the pool and eight loans representing 12.2% of the pool
that are partial interest-only. From securitization to maturity,
the pool is scheduled to pay down by only 3.5%, which is well below
the YTD 2019 and 2018 averages of 6.0% and 7.2%, respectively.

Investment-Grade Credit Opinion Loans: Four loans representing
29.5% of the pool are credit assessed. This is significantly above
the 2019 YTD and 2018 concentrations of 13.9% and 13.6%,
respectively. Jackson Park (7.8% of the pool) received a credit
opinion of 'A-sf' on a stand-alone basis. Century Plaza Tower
(8.2%), Park Tower at Transbay (7.8%) and ILPT Industrial Portfolio
(5.8%) each received credit opinions of 'BBB-sf' on a stand-alone
basis.

RATING SENSITIVITIES

For this transaction, Fitch's net cash flow (NCF) was 12.5% below
the most recent year's NOI for properties for which a full-year NOI
was provided, excluding properties that were stabilizing during
this period. Unanticipated further declines in property-level NCF
could result in higher defaults and loss severities on defaulted
loans and in potential rating actions on the certificates.

Fitch evaluated the sensitivity of the ratings assigned to the BANK
2019-BNK23 certificates and found that the transaction displays
average sensitivities to further declines in NCF. In a scenario in
which NCF declined a further 20% from Fitch's NCF, a downgrade of
the junior 'AAAsf' certificates to 'A-sf' could result. In a more
severe scenario, in which NCF declined a further 30% from Fitch's
NCF, a downgrade of the junior 'AAAsf' certificates to 'BBBsf'
could result.


BENCHMARK 2019-B15: Fitch to Rate $8MM Cl. G-RR Certs B-sf
----------------------------------------------------------
Fitch Ratings issued a presale report on BENCHMARK 2019-B15
Mortgage Trust, commercial mortgage pass-through certificates,
Series 2019-B15.

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

  -- $15,769,000 class A-1 'AAAsf'; Outlook Stable;

  -- $48,560,000 class A-2 'AAAsf'; Outlook Stable;

  -- $24,167,000 class A-3 'AAAsf'; Outlook Stable;

  -- $147,500,000a class A-4 'AAAsf'; Outlook Stable;

  -- $312,607,000a class A-5 'AAAsf'; Outlook Stable;

  -- $24,285,000 class A-AB 'AAAsf'; Outlook Stable;

  -- $61,380,000 class A-S 'AAAsf'; Outlook Stable;

  -- $634,268,000b class X-A 'AAAsf'; Outlook Stable;

  -- $40,921,000 class B 'AA-sf'; Outlook Stable;

  -- $36,829,000 class C 'A-sf'; Outlook Stable;

  -- $77,750,000bc class X-B 'A-sf'; Outlook Stable;

  -- $23,529,000c class D 'BBBsf'; Outlook Stable;

  -- $17,391,000c class E 'BBB-sf'; Outlook Stable;

  -- $40,920,000bc class X-D 'BBB-sf'; Outlook Stable;

  -- $21,483,000bc class X-F 'BB-sf'; Outlook Stable;

  -- $21,483,000c class F 'BB-sf'; Outlook Stable;

  -- $8,184,000cd class G-RR 'B-sf'; Outlook Stable.

The following classes are not expected to be rated by Fitch:

  -- $28,200,000ce class VRR;

  -- $35,806,491cd class J-RR Interest.

(a) The initial certificate balances of class A-4 and A-5 are
unknown and expected to be $460,107,000 in aggregate, subject to a
5.0% variance. The certificate balances will be determined based on
the final pricing of those classes of certificates. The expected
class A-4 balance range is $75,000,000 to $220,000,000, and the
expected class A-5 balance range is $240,107,000 to $385,107,000.
Fitch's certificate balances for classes A-4 and A-5 are assumed at
midpoint of the range for each class.

(b) Notional amount and interest only.

(c) Privately placed and pursuant to Rule 144A.

(d) Horizontal Risk Retention interest, which represents
approximately 1.67% of the certificate balance, notional amount or
percentage interest of each class of certificates.

(e) Vertical credit-risk retention interest, which represents
approximately 3.33% of the certificate balance, notional amount or
percentage interest of each class of certificates.

The expected ratings are based on information provided by the
issuer as of Nov. 20, 2019.

The certificates represent the beneficial ownership interest in the
trust, primary assets of which are 32 loans secured by 87
commercial properties having an aggregate principal balance of
$846,611,492 as of the cut-off date. The loans were contributed to
the trust by JPMorgan Chase Bank, National Association, Citi Real
Estate Funding Inc., and German American Capital Corporation.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 70.4% of the properties
by balance, cash flow analysis of 87.7% of the pool, and asset
summary reviews on 100% of the pool.

KEY RATING DRIVERS

Fitch Leverage: The pool's Fitch loan-to-value (LTV) of 107.6% is
greater than the 2019 YTD and 2018 averages of 102.5% and 102.0%,
respectively, for other Fitch-rated multiborrower transactions.
Additionally, the pool's Fitch debt service coverage ratio (DSCR)
of 1.20x is slightly lower than the 2019 YTD and 2018 averages of
1.25x and 1.22x, respectively.

Pool Concentration: The top 10 loans represent 60.1% of the pool by
balance, which is higher than the YTD 2019 and 2018 multiborrower
transaction averages of 51.8% and 50.6%, respectively. The pool's
LCI score of 478 is also higher than the YTD 2019 average of 387.

Investment-Grade Credit Opinions: Three loans, representing 13.6%
of the pool, have investment-grade credit opinions. This is in line
with the respective YTD 2019 and 2018 averages of 13.9% and 13.6%.
Net of these loans, the Fitch LTV and DSCR are 112.7% and 1.20x,
respectively, for this transaction. Loans with investment-grade
credit opinions include Century Plaza (7.4% of pool), The Essex
(3.0% of pool), and Osborn Triangle (2.4% of pool). Each of these
loans received an investment-grade credit opinion of 'BBB-sf*' on a
stand-alone basis.

RATING SENSITIVITIES

For this transaction, Fitch's net cash flow (NCF) was 7.1% below
the most recent year's NOI for properties for which a full-year NOI
was provided, excluding properties that were stabilizing during
this period. Unanticipated further declines in property-level NCF
could result in higher defaults and loss severities on defaulted
loans and in potential rating actions on the certificates.

Fitch evaluated the sensitivity of the ratings assigned to the
BMARK 2019-B15 certificates and found that the transaction displays
average sensitivities to further declines in NCF. In a scenario in
which NCF declined a further 20% from Fitch's NCF, a downgrade of
the junior 'AAAsf' certificates to 'A-sf' could result. In a more
severe scenario, in which NCF declined a further 30% from Fitch's
NCF, a downgrade of the junior 'AAAsf' certificates to 'BBB-sf'
could result.

ESG CONSIDERATIONS

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of 3- ESG issues are credit neutral
or have only a minimal credit impact on the transaction, either due
to their nature or the way in which they are being managed by the
transaction.


BENEFIT STREET XVIII: S&P Rates $19.5MM Class E Notes 'BB- (sf)'
----------------------------------------------------------------
S&P Global Ratings assigned its ratings to Benefit Street Partners
CLO XVIII Ltd./Benefit Street Partners CLO XVIII LLC's
floating-rate notes.

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

The 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; and

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

  RATINGS ASSIGNED
  Benefit Street Partners CLO XVIII Ltd./Benefit Street Partners
  CLO XVIII LLC

  Class                Rating      Amount (mil. $)
  A                    AAA (sf)             315.00
  B                    AA (sf)               62.50
  C (deferrable)       A (sf)                30.00
  D (deferrable)       BBB- (sf)             30.00
  E (deferrable)       BB- (sf)              19.50
  Subordinated notes   NR                    50.85

  NR--Not rated.


BRAVO RESIDENTIAL 2019-2: DBRS Finalizes B Rating on B5 Notes
-------------------------------------------------------------
DBRS, Inc. finalized the following provisional ratings on the
Mortgage-Backed Notes, Series 2019-2 (the Notes) issued by BRAVO
Residential Funding Trust 2019-2 (the Trust):

-- $184.5 million Class 1A1 at AAA (sf)
-- $32.6 million Class 1A2 at AAA (sf)
-- $217 million Class 1A3 at AAA (sf)
-- $217 million Class 1A-IO at AAA (sf)
-- $115 million Class 2A1 at AAA (sf)
-- $38.3 million Class 2A2 at AAA (sf)
-- $153.3 million Class 2A3 at AAA (sf)
-- $153.3 million Class 2A-IO at AAA (sf)
-- $299.4 million Class A1 at AAA (sf)
-- $70.9 million Class A2 at AAA (sf)
-- $370.3 million Class A3 at AAA (sf)
-- $370.3 million Class AIO at AAA (sf)
-- $11.7 million Class B1 at AA (sf)
-- $14.1 million Class B2 at A (sf)
-- $11.5 million Class B3 at BBB (sf)
-- $6.4 million Class B4 at BB (sf)
-- $5.5 million Class B5 at B (sf)

The AAA (sf) ratings on the Notes reflect 13.05% of credit
enhancement provided by subordinated notes in the pool. The AA
(sf), A (sf), BBB (sf), BB (sf) and B (sf) ratings reflect 10.30%,
7.00%, 4.30%, 2.80% and 1.50% of credit enhancement, respectively.


Other than the specified classes above, DBRS Morningstar does not
rate any other classes in this transaction.

The Trust is a securitization of a portfolio of primarily seasoned
performing first-lien fixed-rate residential mortgages funded by
the issuance of the Notes. The Notes are backed by 7,026 loans with
a total principal balance of $425,907,355 as of the Cut-Off Date
(September 30, 2019).

The portfolio comprises 100% daily simple interest loans and has an
average original loan size of $86,460. The loans are approximately
60 months seasoned. As of the Cut-Off Date, 99.3% of the pool is
current, 0.7% is 30 days delinquent under the Mortgage Bankers
Association (MBA) delinquency method and 0.4% is in bankruptcy (36
loans in bankruptcy are current while one is 30 days delinquent).
Approximately 88.2% and 96.3% of the mortgage loans are both
seasoned 24 months and 12 months, respectively, and have been zero
times 30 days delinquent for the past 24 months and 12 months,
respectively, under the MBA delinquency method.

The mortgage loans are divided into two collateral groups based on
remaining terms to maturity. Group 1 (58.6% of the aggregate pool)
consists of loans with remaining terms to maturity less than or
equal to 14.5 years. Group 2 (41.4% of the aggregate pool) consists
of loans with remaining terms to maturity greater than 14.5 years.

Of the portfolio, 0.1% of the loans are modified. The modifications
happened more than two years ago for 56.7% of the modified loans.
None of the loans within the pool have non-interest-bearing
deferred amounts.

In accordance with the Consumer Financial Protection Bureau
Ability-to-Repay (ATR) and Qualified Mortgage (QM) rules, 62.2% of
the pool is designated as non-QM and the rest are not subject to
the ATR/QM rules.

Loan Funding Structure LLC (the Sponsor) acquired the loans and,
through a wholly-owned subsidiary, BRAVO III Residential Funding II
Ltd (the Depositor), will contribute loans to the Trust. The
Sponsor or one of its majority-owned affiliates will acquire and
retain a 5% eligible vertical residual interest in the offered
Notes, consisting of 5% of each class to satisfy the credit risk
retention requirements. The originator of the pool is Capital One
Home Loans, which is not currently in the single-family home
lending business.

The mortgage loans will be serviced by Rushmore Loan Management
Services LLC. For this transaction, the aggregate servicing fee
paid from the Trust will be 0.50%.

There will not be any advancing of delinquent principal or interest
on any mortgages by the Servicer or any other party to the
transaction; however, the Servicer is obligated to make advances in
respect of homeowner association fees, taxes, and insurance as well
as reasonable costs and expenses incurred in the course of
servicing and disposing of properties.

Unlike other seasoned loan securitizations with no interest
advancing mechanism, whereby a sequential-pay cash flow structure
is typically used, and this transaction employs a
senior-subordinate shifting-interest structure. For transactions
with no interest-advancing mechanism, there is generally a higher
possibility of periodic interest shortfalls to the Noteholders as
interest is not collected or advanced on any delinquent mortgages.
To mitigate the potential interest shortfalls, this transaction
employs a structural feature that uses both interest and principal
collections to pay interest entitlements to the Noteholders.

The Group 1 and Group 2 senior Notes will be backed by collateral
from each respective pool. The subordinate certificates will be
cross-collateralized between the two pools. This is generally known
as a Y-structure.

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


BRAVO RESIDENTIAL 2019-2: DBRS Gives Prov. B Rating on B5 Notes
---------------------------------------------------------------
DBRS, Inc. assigned the following provisional ratings to the
Mortgage-Backed Notes, Series 2019-2 (the Notes) to be issued by
BRAVO Residential Funding Trust 2019-2 (the Trust):

-- $184.5 million Class 1A1 at AAA (sf)
-- $32.6 million Class 1A2 at AAA (sf)
-- $217 million Class 1A3 at AAA (sf)
-- $217 million Class 1A-IO at AAA (sf)
-- $115 million Class 2A1 at AAA (sf)
-- $38.3 million Class 2A2 at AAA (sf)
-- $153.3 million Class 2A3 at AAA (sf)
-- $153.3 million Class 2A-IO at AAA (sf)
-- $299.4 million Class A1 at AAA (sf)
-- $70.9 million Class A2 at AAA (sf)
-- $370.3 million Class A3 at AAA (sf)
-- $370.3 million Class AIO at AAA (sf)
-- $11.7 million Class B1 at AA (sf)
-- $14.1 million Class B2 at A (sf)
-- $11.5 million Class B3 at BBB (sf)
-- $6.4 million Class B4 at BB (sf)
-- $5.5 million Class B5 at B (sf)

The AAA (sf) ratings on the Notes reflect 13.05% of credit
enhancement provided by subordinated notes in the pool. The AA
(sf), A (sf), BBB (sf), BB (sf) and B (sf) ratings reflect 10.30%,
7.00%, 4.30%, 2.80% and 1.50% of credit enhancement, respectively.


Other than the specified class above, DBRS Morningstar does not
rate any other classes in this transaction.

The Trust is a securitization of a portfolio of primarily seasoned
performing first-lien fixed-rate residential mortgages funded by
the issuance of the Notes. The Notes are backed by 7,026 loans with
a total principal balance of $425,907,355 as of the Cut-Off Date
(September 30, 2019).

The portfolio comprises 100% daily simple interest loans and has an
average original loan size of $86,460. The loans are approximately
60 months seasoned. As of the Cut-Off Date, 99.3% of the pool is
current, 0.7% is 30 days delinquent under the Mortgage Bankers
Association (MBA) delinquency method and 0.4% is in bankruptcy (36
loans in bankruptcy are current while one is 30 days delinquent).
Approximately 88.2% and 96.3% of the mortgage loans are both
seasoned 24 months and 12 months, respectively, and have been zero
times 30 days delinquent for the past 24 months and 12 months,
respectively, under the MBA delinquency method.

The mortgage loans are divided into two collateral groups based on
remaining terms to maturity. Group 1 (58.6% of the aggregate pool)
consists of loans with remaining terms to maturity less than or
equal to 14.5 years. Group 2 (41.4% of the aggregate pool) consists
of loans with remaining terms to maturity greater than 14.5 years.

Of the portfolio, 0.1% of the loans are modified. The modifications
happened more than two years ago for 56.7% of the modified loans.
None of the loans within the pool have non-interest-bearing
deferred amounts.

In accordance with the Consumer Financial Protection Bureau
Ability-to-Repay (ATR) and Qualified Mortgage (QM) rules, 62.2% of
the pool is designated as non-QM and the rest are not subject to
the ATR/QM rules.

BRAVO III Residential Funding II Ltd. (the Depositor), a subsidiary
of Loan Funding Structure LLC (the Sponsor), acquired the loans and
will contribute them to the Trust. The Sponsor or one of its
majority-owned affiliates will acquire and retain a 5% eligible
vertical residual interest in the offered Notes, consisting of 5%
of each class to satisfy the credit risk retention requirements.
The originator of each loan in the pool is an affiliate of Capital
One, National Association, which is not currently in the
single-family home lending business.

The mortgage loans will be serviced by Rushmore Loan Management
Services LLC. For this transaction, the aggregate servicing fee
paid from the Trust will be 0.50%.

There will not be any advancing of delinquent principal or interest
on any mortgages by the Servicer or any other party to the
transaction; however, the Servicer is obligated to make advances in
respect of homeowner association fees, taxes, and insurance as well
as reasonable costs and expenses incurred in the course of
servicing and disposing of properties.

Unlike other seasoned loan securitizations with no interest
advancing mechanism, whereby a sequential-pay cash flow structure
is typically used, and this transaction employs a
senior-subordinate shifting-interest structure. For transactions
with no interest-advancing mechanism, there is generally a higher
possibility of periodic interest shortfalls to the Noteholders as
interest is not collected or advanced on any delinquent mortgages.
To mitigate the potential interest shortfalls, this transaction
employs a structural feature that uses both interest and principal
collections to pay interest entitlements to the Noteholders.

The Group 1 and Group 2 senior Notes will be backed by collateral
from each respective pool. The subordinate certificates will be
cross-collateralized between the two pools. This is generally known
as a Y-structure.

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


BRAVO RESIDENTIAL 2019-2: Fitch Assigns Bsf Rating on Cl. B5 Debt
-----------------------------------------------------------------
Fitch Ratings assigns ratings to the second seasoned residential
mortgage-backed transaction, BRAVO Residential Funding Trust
2019-2, issued by a private fund managed by Pacific Investment
Management Company LLC.

RATING ACTIONS

BRAVO Residential Funding Trust 2019-2

Class 1A1;  LT AAAsf New Rating; previously at AAA(EXP)sf

Class 1A2;  LT AAAsf New Rating; previously at AAA(EXP)sf

Class 1A3;  LT AAAsf New Rating; previously at AAA(EXP)sf

Class 2A1;  LT AAAsf New Rating; previously at AAA(EXP)sf

Class 2A2;  LT AAAsf New Rating; previously at AAA(EXP)sf

Class 2A3;  LT AAAsf New Rating; previously at AAA(EXP)sf

Class A1;   LT AAAsf New Rating; previously at AAA(EXP)sf

Class A1IO; LT AAAsf New Rating; previously at AAA(EXP)sf

Class A2;   LT AAAsf New Rating; previously at AAA(EXP)sf

Class A2IO; LT AAAsf New Rating; previously at AAA(EXP)sf

Class A3;   LT AAAsf New Rating; previously at AAA(EXP)sf

Class AIO;  LT AAAsf New Rating; previously at AAA(EXP)sf

Class B1;   LT AAsf New Rating;  previously at AA(EXP)sf

Class B2;   LT Asf New Rating;   previously at A(EXP)sf

Class B3;   LT BBBsf New Rating; previously at BBB(EXP)sf

Class B4;   LT BBsf New Rating;  previously at BB(EXP)sf

Class B5;   LT Bsf New Rating;   previously at B(EXP)sf

TRANSACTION SUMMARY

The notes are supported by 7,026 prime quality seasoned loans with
a total balance of $425.9 million as of the cut-off date. The loans
were originated or acquired by affiliates of Capital One, National
Association, which exited the mortgage originations business in
2018 and subsequently purchased by an affiliate of a PIMCO-managed
private fund.

KEY RATING DRIVERS

High-Quality Mortgage Pool (Positive): The collateral consists of
seasoned 10-year (8.8%), 15-year (23.4%), and 20-year (60.6%) fixed
rate mortgages, with only 6% comprising of 30 year mortgages. The
pool is seasoned over 60 months and has an unusually low weighted
average (WA) sustainable loan-to-value ratio (sLTV) of 49.6%. This
pool has the lowest WA LTV and shortest remaining WA term of any
post-crisis prime transaction rated by Fitch. Additionally, the
borrowers have strong credit profiles with a WA FICO of 738. The
loans were predominantly originated with full income documentation
through Capital One's retail channel, which Fitch views positively.
In addition, 90% of the borrowers have been paying on time for the
past 24 months, and 99% are current.

Geographic Concentration (Negative): Approximately 43% of the pool
is concentrated in Louisiana and an additional 33% is concentrated
in Texas, which resulted in a 1.16x probability of default (PD)
adjustment for the geographic concentration and increased Fitch's
'AAAsf' expected Loss (EL) by 104 basis points (bps). This is one
of the largest model adjustments Fitch has made for geographic
concentration. However, the pool has relatively low MSA
concentration, with no MSA accounting for more than 15% of the
pool. The largest MSA concentration is in the New Orleans MSA
(12.8%) followed by the New York MSA (11.7%) and the Houston MSA
(10.5%).

Catastrophe Risk (Negative): Approximately 22% of the pool is
located in an area recently listed by FEMA as a declared natural
disaster area as a result of Hurricane Barry. Fitch haircut the
property values for homes located in affected areas by 10% to
reflect the potential risk of property damage. To account for
potential future risk of natural disaster, the catastrophe risk
adjustment in Fitch's loan loss model added 28bps to the 'AAAsf'
expected loss levels; however, given the highly concentrated
profile of the pool, Fitch doubled the 'AAAsf' catastrophe risk
adjustment to 56bps.

Updated Property Valuations (Negative): Most loans in the pool did
not receive a full updated property valuation, such as a Broker
Price Opinion (BPO), but all loans received an updated HDI value.
Consequently, Fitch took a conservative approach to estimating the
current property value. Relying on a home price index from
origination would imply a mark-to-market combined loan to value
(MTM CLTV) of 38%. However, Fitch only gave credit to two years of
indexed valuation, resulting in an implied MTM CLTV of roughly 46%.
The limited indexation resulted in a 'AAAsf' expected loss of 218
bps higher than if a full indexation benefit was assumed.

Cash-out Refinances (Negative): 96% of the pool consists of
cash-out refinance loans. The loans are equity take-outs but
considered cash out refinances despite no refinancing of a prior
mortgage. Fitch applied a PD penalty that resulted in a 120 bps
higher 'AAAsf' expected loss relative to purchase loans, all else
equal.

Limited Title Search (Negative): 100% of the pool received a
cursory tax and title lien search using a Corelogic Lien Report
Lite (Lite) product. Only 75% of the pool was confirmed to be in a
first lien position based on the Lite and additional full title
search products results. The product did not return results for the
remaining 25%. The sponsor selected a statistically significant
random sample from the 25% for a full title search, the results of
which showed 95% to be in the first lien position, while 5% were
determined to be subordinate to small liens, such as homeowners
association fees (HOA), mechanic's liens, or tax liens; these loans
were subsequently dropped. Based on the sample results provided,
Fitch assumed a portion of the loans without a title search are
second liens and applied 100% loss severity (LS). This was
significantly more conservative than the sample indicated.
Additionally, to account for delinquent taxes or liens, Fitch
extrapolated potential outstanding liens based on the tax and title
search to the loans not included in the search, which increased the
'AAAsf' expected loss levels by 55 bps.

Due Diligence Review Results (Negative): Third-party due diligence
was performed on approximately 66% of the loans by Digital Risk, an
'Acceptable - Tier 2' firm. The diligence scope and grading was not
fully consistent with Fitch's criteria, and Fitch reviewed the loan
level results to make adjustments to loss levels. Digital Risk was
unable to conclusively test for predatory lending on 45% of the
loans. The lack of full testing for predatory lending may
potentially expose the issuer to potential assignee liability.
Fitch applied an adjustment to the loans unable to be tested, and
also extrapolated the findings to the remaining 33% of the pool
where diligence was not performed. Overall, Fitch adjusted its
'AAAsf' loss expectation by 19 bps for these issues.

Nonqualified Mortgage (Negative): Approximately 62% of the loans
are subject to the Ability to Repay (ATR) Rule and 38% were
originated prior to the rule's implementation in January 2014; less
than 1% are investor loans, which are not subject to ATR. The ATR
testing performed on a sample of loans came back inconclusive,
primarily due to missing documentation. Although almost all loans
were stated by the originator to be to underwritten to full income
documentation, Fitch assumed all ATR applicable loans were
non-qualified mortgages (NQM) and applied a loss severity penalty
to account for potential challenges to foreclosure under the Rule.
This assumption increased the 'AAAsf' expected losses by 106 bps.

Multiple Indebtedness Mortgages (Neutral): 42% of the pool consists
of Multiple Indebtedness Mortgage (MIM) loans, which are prevalent
in Louisiana. MIM loans allow the borrower to have more than one
senior debt secured by a property. At origination, the borrower is
approved for a loan of a certain amount, but has to be
re-underwritten for subsequent MIMs. Fitch made no adjustment to
the losses because, for all MIMs in the pool, all amounts drawn
under the MIM were accounted for in Fitch's analysis and no future
funding can be exercised.

Representation Framework (Negative): The rep and warranty (R&W)
framework is consistent with a 'Tier 2' Fitch designation,
reflecting modest weaknesses in the framework. The framework
contains an optional breach review at the discretion of the
controlling holder for loans with a realized loss; however, 25% of
the aggregate bond holders may also initiate a review. The
framework includes knowledge qualifiers without a claw back
provision. To reflect the risk of a 'Tier 2' framework and the risk
of the unrated entity providing the reps, Fitch applied a 62 bp
increase to the 'AAAsf' loss expectation.

Low Operational Risk (Positive): Certain investment vehicles
managed by PIMCO have a long operating history of aggregating
residential mortgage loans. PIMCO is assessed as "Above Average" by
Fitch. The servicer for this transaction, Rushmore Loan Management
Servicer LLC (Rushmore), has demonstrated strong servicing
capabilities and has a 'RPS2' servicer rating by Fitch.

Straightforward Deal Structure (Positive): The mortgage cash flow
and loss allocations are based on a traditional senior-subordinate,
shifting-interest Y-structure, whereby the subordinate classes
receive only scheduled principal and are locked out from receiving
unscheduled principal or prepayments for five years. The applicable
credit support percentage feature redirects subordinate principal
to classes of higher seniority if specified credit enhancement
levels are not maintained. To mitigate tail risk, which arises as
the pool seasons and fewer loans are outstanding, a subordination
floor of 1.25% of the original balance will be maintained for the
notes. Additionally, there is no early stepdown test that might
allow principal prepayments to subordinate bondholders earlier than
the five-year lockout schedule.

No Servicer Advancing (Mixed): The servicer will not be advancing
delinquent monthly payments of principal and interest (P&I).
Because P&I advances made on behalf of loans that become delinquent
and eventually liquidate reduce liquidation proceeds to the trust,
the loan-level LS are less for this transaction than for those
where the servicer is obligated to advance principal and interest.
Principal due the subordinated classes will be used to pay timely
interest to the 'AAAsf' and 'AAsf' notes in a high delinquency and
default scenario.

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 6.6%. 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.


BRAVO RESIDENTIAL 2019-2: Fitch Corrects Nov. 15 Ratings Release
----------------------------------------------------------------
Fitch Ratings replaced a ratings release on BRAVO Residential
Funding Trust 2019-2 published on November 15, 2019 to correct the
name of the obligor for the bonds. It adds the 'NR' designation to
classes AIOS and B6, which were omitted from the ratings table in
the original release.

The amended press release is as follows:

Fitch Ratings assigns ratings to the second seasoned residential
mortgage-backed transaction, BRAVO Residential Funding Trust
2019-2, issued by a private fund managed by Pacific Investment
Management Company LLC.

RATING ACTIONS

BRAVO Residential Funding Trust 2019-2

Class 1A1 10568LAA4;  LT AAAsf New Rating; previously AAA(EXP)sf

Class 1A2 10568LAB2;  LT AAAsf New Rating; previously AAA(EXP)sf

Class 1A3 10568LAC0;  LT AAAsf New Rating; previously AAA(EXP)sf

Class 2A1 10568LAE6;  LT AAAsf New Rating; previously AAA(EXP)sf

Class 2A2 10568LAF3;  LT AAAsf New Rating; previously AAA(EXP)sf

Class 2A3 10568LAG1;  LT AAAsf New Rating; previously AAA(EXP)sf

Class A1 10568LAJ5;   LT AAAsf New Rating; previously AAA(EXP)sf

Class A1IO 10568LAD8; LT AAAsf New Rating; previously AAA(EXP)sf

Class A2 10568LAK2;   LT AAAsf New Rating; previously AAA(EXP)sf

Class A2IO 10568LAH9; LT AAAsf New Rating; previously AAA(EXP)sf

Class A3 10568LAL0;   LT AAAsf New Rating; previously AAA(EXP)sf

Class AIO 10568LAM8;  LT AAAsf New Rating; previously AAA(EXP)sf

Class AIOS 10568LAU0; LT NRsf New Rating

Class B1 10568LAN6;   LT AAsf New Rating;  previously AA(EXP)sf

Class B2 10568LAP1;   LT Asf New Rating;   previously A(EXP)sf

Class B3 10568LAQ9;   LT BBBsf New Rating; previously BBB(EXP)sf

Class B4 10568LAR7;   LT BBsf New Rating;  previously BB(EXP)sf

Class B5 10568LAS5;   LT Bsf New Rating;   previously B(EXP)sf

Class B6 10568LAT3;   LT NRsf New Rating

TRANSACTION SUMMARY

The notes are supported by 7,026 prime quality seasoned loans with
a total balance of $425.9 million as of the cut-off date. The loans
were originated or acquired by affiliates of Capital One, National
Association, which exited the mortgage originations business in
2018 and subsequently purchased by an affiliate of a PIMCO-managed
private fund.

KEY RATING DRIVERS

High-Quality Mortgage Pool (Positive): The collateral consists of
seasoned 10-year (8.8%), 15-year (23.4%), and 20-year (60.6%) fixed
rate mortgages, with only 6% comprising of 30 year mortgages. The
pool is seasoned over 60 months and has an unusually low weighted
average (WA) sustainable loan-to-value ratio (sLTV) of 49.6%. This
pool has the lowest WA LTV and shortest remaining WA term of any
post-crisis prime transaction rated by Fitch. Additionally, the
borrowers have strong credit profiles with a WA FICO of 738. The
loans were predominantly originated with full income documentation
through Capital One's retail channel, which Fitch views positively.
In addition, 90% of the borrowers have been paying on time for the
past 24 months, and 99% are current.

Geographic Concentration (Negative): Approximately 43% of the pool
is concentrated in Louisiana and an additional 33% is concentrated
in Texas, which resulted in a 1.16x probability of default (PD)
adjustment for the geographic concentration and increased Fitch's
'AAAsf' expected Loss (EL) by 104 basis points (bps). This is one
of the largest model adjustments Fitch has made for geographic
concentration. However, the pool has relatively low MSA
concentration, with no MSA accounting for more than 15% of the
pool. The largest MSA concentration is in the New Orleans MSA
(12.8%) followed by the New York MSA (11.7%) and the Houston MSA
(10.5%).

Catastrophe Risk (Negative): Approximately 22% of the pool is
located in an area recently listed by FEMA as a declared natural
disaster area as a result of Hurricane Barry. Fitch haircut the
property values for homes located in affected areas by 10% to
reflect the potential risk of property damage. To account for
potential future risk of natural disaster, the catastrophe risk
adjustment in Fitch's loan loss model added 28bps to the 'AAAsf'
expected loss levels; however, given the highly concentrated
profile of the pool, Fitch doubled the 'AAAsf' catastrophe risk
adjustment to 56bps.

Updated Property Valuations (Negative): Most loans in the pool did
not receive a full updated property valuation, such as a Broker
Price Opinion (BPO), but all loans received an updated HDI value.
Consequently, Fitch took a conservative approach to estimating the
current property value. Relying on a home price index from
origination would imply a mark-to-market combined loan to value
(MTM CLTV) of 38%. However, Fitch only gave credit to two years of
indexed valuation, resulting in an implied MTM CLTV of roughly 46%.
The limited indexation resulted in a 'AAAsf' expected loss of 218
bps higher than if a full indexation benefit was assumed.

Cash-out Refinances (Negative): 96% of the pool consists of
cash-out refinance loans. The loans are equity take-outs but
considered cash out refinances despite no refinancing of a prior
mortgage. Fitch applied a PD penalty that resulted in a 120 bps
higher 'AAAsf' expected loss relative to purchase loans, all else
equal.

Limited Title Search (Negative): 100% of the pool received a
cursory tax and title lien search using a Corelogic Lien Report
Lite (Lite) product. Only 75% of the pool was confirmed to be in a
first lien position based on the Lite and additional full title
search products results. The product did not return results for the
remaining 25%. The sponsor selected a statistically significant
random sample from the 25% for a full title search, the results of
which showed 95% to be in the first lien position, while 5% were
determined to be subordinate to small liens, such as homeowners
association fees (HOA), mechanic's liens, or tax liens; these loans
were subsequently dropped. Based on the sample results provided,
Fitch assumed a portion of the loans without a title search are
second liens and applied 100% loss severity (LS). This was
significantly more conservative than the sample indicated.
Additionally, to account for delinquent taxes or liens, Fitch
extrapolated potential outstanding liens based on the tax and title
search to the loans not included in the search, which increased the
'AAAsf' expected loss levels by 55 bps.

Due Diligence Review Results (Negative): Third-party due diligence
was performed on approximately 66% of the loans by Digital Risk, an
'Acceptable - Tier 2' firm. The diligence scope and grading was not
fully consistent with Fitch's criteria, and Fitch reviewed the loan
level results to make adjustments to loss levels. Digital Risk was
unable to conclusively test for predatory lending on 45% of the
loans. The lack of full testing for predatory lending may
potentially expose the issuer to potential assignee liability.
Fitch applied an adjustment to the loans unable to be tested, and
also extrapolated the findings to the remaining 33% of the pool
where diligence was not performed. Overall, Fitch adjusted its
'AAAsf' loss expectation by 19 bps for these issues.

Nonqualified Mortgage (Negative): Approximately 62% of the loans
are subject to the Ability to Repay (ATR) Rule and 38% were
originated prior to the rule's implementation in January 2014; less
than 1% are investor loans, which are not subject to ATR. The ATR
testing performed on a sample of loans came back inconclusive,
primarily due to missing documentation. Although almost all loans
were stated by the originator to be to underwritten to full income
documentation, Fitch assumed all ATR applicable loans were
non-qualified mortgages (NQM) and applied a loss severity penalty
to account for potential challenges to foreclosure under the Rule.
This assumption increased the 'AAAsf' expected losses by 106 bps.

Multiple Indebtedness Mortgages (Neutral): 42% of the pool consists
of Multiple Indebtedness Mortgage (MIM) loans, which are prevalent
in Louisiana. MIM loans allow the borrower to have more than one
senior debt secured by a property. At origination, the borrower is
approved for a loan of a certain amount, but has to be
re-underwritten for subsequent MIMs. Fitch made no adjustment to
the losses because, for all MIMs in the pool, all amounts drawn
under the MIM were accounted for in Fitch's analysis and no future
funding can be exercised.

Representation Framework (Negative): The rep and warranty (R&W)
framework is consistent with a 'Tier 2' Fitch designation,
reflecting modest weaknesses in the framework. The framework
contains an optional breach review at the discretion of the
controlling holder for loans with a realized loss; however, 25% of
the aggregate bond holders may also initiate a review. The
framework includes knowledge qualifiers without a claw back
provision. To reflect the risk of a 'Tier 2' framework and the risk
of the unrated entity providing the reps, Fitch applied a 62 bp
increase to the 'AAAsf' loss expectation.

Low Operational Risk (Positive): Certain investment vehicles
managed by PIMCO have a long operating history of aggregating
residential mortgage loans. PIMCO is assessed as "Above Average" by
Fitch. The servicer for this transaction, Rushmore Loan Management
Servicer LLC (Rushmore), has demonstrated strong servicing
capabilities and has a 'RPS2' servicer rating by Fitch.

Straightforward Deal Structure (Positive): The mortgage cash flow
and loss allocations are based on a traditional senior-subordinate,
shifting-interest Y-structure, whereby the subordinate classes
receive only scheduled principal and are locked out from receiving
unscheduled principal or prepayments for five years. The applicable
credit support percentage feature redirects subordinate principal
to classes of higher seniority if specified credit enhancement
levels are not maintained. To mitigate tail risk, which arises as
the pool seasons and fewer loans are outstanding, a subordination
floor of 1.25% of the original balance will be maintained for the
notes. Additionally, there is no early stepdown test that might
allow principal prepayments to subordinate bondholders earlier than
the five-year lockout schedule.

No Servicer Advancing (Mixed): The servicer will not be advancing
delinquent monthly payments of principal and interest (P&I).
Because P&I advances made on behalf of loans that become delinquent
and eventually liquidate reduce liquidation proceeds to the trust,
the loan-level LS are less for this transaction than for those
where the servicer is obligated to advance principal and interest.
Principal due the subordinated classes will be used to pay timely
interest to the 'AAAsf' and 'AAsf' notes in a high delinquency and
default scenario.

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 6.6%. 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.

CRITERIA VARIATION

Fitch's analysis incorporated two criteria variations one from the
"U.S. RMBS Loan Loss Model Rating Criteria" and the second from
"U.S. RMBS Rating Criteria." The first variation relates to the
Loan Loss Model Criteria. Fitch haircut property values in the
natural disaster areas, as well as doubling the catastrophic risk
adjustment in the model to account for an increase in catastrophic
risk, this impacted the loss levels by 100bps. The rating impact of
the variation was one notch. The second variation relates to the
limited title search for 1,735 loans. Fitch requires 100% title
search to be performed on seasoned loans. Based on a significant
sample provided by two title search providers, Fitch felt
comfortable with the findings. In addition, Fitch treated 25% of
the loans without a title search as second liens. This impacted the
loss levels by 60bps and impacted the rating by one notch.

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

Fitch was provided with Form ABS Due Diligence-15E as prepared by
Digital Risk, LLC. The third-party due diligence described in Form
15E focused on three areas: a compliance review; an ATR review; and
a pay history review. It was conducted on 66% 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.


CBAM LTD 2019-11: Moody's Rates $27.5MM Class E Notes 'Ba3'
-----------------------------------------------------------
Moody's Investors Service assigned ratings to seven classes of
notes issued by CBAM 2019-11, Ltd.

Moody's rating action is as follows:

US$305,000,000 Class A-1 Floating Rate Notes due 2032 (the "Class
A-1 Notes"), Assigned Aaa (sf)

US$15,000,000 Class A-2 Fixed Rate Notes due 2032 (the "Class A-2
Notes"), Assigned Aaa (sf)

US$37,500,000 Class B-1 Floating Rate Notes due 2032 (the "Class
B-1 Notes"), Assigned Aa2 (sf)

US$20,000,000 Class B-2 Fixed Rate Notes due 2032 (the "Class B-2
Notes"), Assigned Aa2 (sf)

US$23,000,000 Class C Deferrable Floating Rate Notes due 2032 (the
"Class C Notes"), Assigned A2 (sf)

US$32,000,000 Class D Deferrable Floating Rate Notes due 2032 (the
"Class D Notes"), Assigned Baa3 (sf)

US$27,500,000 Class E Deferrable Floating Rate Notes due 2032 (the
"Class E Notes"), Assigned 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."

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.

CBAM 2019-11, 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 and up to 10% of the portfolio
may consist of second lien loans or senior unsecured loans. The
portfolio is approximately 100% ramped as of the closing date.

CBAM Partners, 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 issued subordinated
notes.

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3.2.1
of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in March 2019.

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

Par amount: $500,000,000

Diversity Score: 52

Weighted Average Rating Factor (WARF): 2675

Weighted Average Spread (WAS): 3.385%

Weighted Average Recovery Rate (WARR): 46.5%

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.


CIG AUTO 2017-1: DBRS Hikes Class C Notes Rating to BB(high)
------------------------------------------------------------
DBRS, Inc. took rating actions on seven outstanding ratings from
CIG Auto Receivables Trust. Of the classes reviewed, DBRS
Morningstar upgraded the ratings on four classes and confirmed the
ratings on three classes as follows:

CIG Auto Receivables Trust 2017-1

-- Series 2017-1, Class A upgraded to AAA (sf) from AA (sf)
-- Series 2017-1, Class B upgraded to A (high) (sf) from BBB
     (high) (sf)
-- Series 2017-1, Class C upgraded to BB (high) (sf) from BB (sf)

CIG Auto Receivables Trust 2019-1

-- Class A Notes upgraded to AA (high) (sf) from AA (sf)
-- Class B Notes confirmed at A (sf)
-- Class C Notes confirmed at BBB (sf)
-- Class D Notes confirmed at BB (sf)

For the ratings that were upgraded, performance trends reflect
credit enhancement levels that are sufficient to cover DBRS
Morningstar's expected losses at their new respective rating
levels. For the ratings that were confirmed, performance trends
reflect credit enhancement levels that are sufficient to cover DBRS
Morningstar's expected losses at their current respective rating
levels.

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

-- Transaction capital structure, proposed ratings and form and
sufficiency of available credit enhancement.

-- The transaction parties' capabilities with regard to
origination, underwriting, and servicing.

-- The credit quality of the collateral pool and historical
performance.


CIM TRUST 2019-J2: DBRS Finalizes B Rating on Class B-5 Certs
-------------------------------------------------------------
DBRS, Inc. finalized its provisional ratings on the Mortgage
Pass-Through Certificates, Series 2019-J2 (the Certificates) issued
by CIM Trust 2019-J2 (CIM 2019-J2) as follows:

-- $287.3 million Class A-1 at AAA (sf)
-- $287.3 million Class A-2 at AAA (sf)
-- $215.4 million Class A-3 at AAA (sf)
-- $215.4 million Class A-4 at AAA (sf)
-- $71.8 million Class A-5 at AAA (sf)
-- $71.8 million Class A-6 at AAA (sf)
-- $229.8 million Class A-7 at AAA (sf)
-- $229.8 million Class A-8 at AAA (sf)
-- $57.5 million Class A-9 at AAA (sf)
-- $57.5 million Class A-10 at AAA (sf)
-- $14.4 million Class A-11 at AAA (sf)
-- $14.4 million Class A-12 at AAA (sf)
-- $33.5 million Class A-13 at AAA (sf)
-- $33.5 million Class A-14 at AAA (sf)
-- $320.7 million Class A-15 at AAA (sf)
-- $320.7 million Class A-16 at AAA (sf)
-- $320.7 million Class A-IO1 at AAA (sf)
-- $287.3 million Class A-IO2 at AAA (sf)
-- $215.4 million Class A-IO3 at AAA (sf)
-- $71.8 million Class A-IO4 at AAA (sf)
-- $229.8 million Class A-IO5 at AAA (sf)
-- $57.5 million Class A-IO6 at AAA (sf)
-- $14.4 million Class A-IO7 at AAA (sf)
-- $33.5 million Class A-IO8 at AAA (sf)
-- $320.7 million Class A-IO9 at AAA (sf)
-- $2.2 million Class B-1A at AA (sf)
-- $2.2 million Class B-IO1 at AA (sf)
-- $2.2 million Class B-1 at AA (sf)
-- $6.3 million Class B-2A at A (sf)
-- $6.3 million Class B-IO2 at A (sf)
-- $6.3 million Class B-2 at A (sf)
-- $3.0 million Class B-3 at BBB (sf)
-- $2.7 million Class B-4 at BB (sf)
-- $1.2 million Class B-5 at B (sf)

Classes A-IO1, A-IO2, A-IO3, A-IO4, A-IO5, A-IO6, A-IO7, A-IO8,
A-IO9, B-IO1 and B-IO2 are interest-only certificates. The class
balances represent notional amounts.

Classes A-1, A-2, A-3, A-5, A-6, A-7, A-8, A-9, A-11, A-13, A-15,
A-16, A-IO2, A-IO4, A-IO5, A-IO9, B-1 and B-2 are exchangeable
certificates. These classes can be exchanged for combinations of
exchanged certificates as specified in the offering documents.

Classes A-1, A-2, A-3, A-4, A-5, A-6, A-7, A-8, A-9, A-10, A-11 and
A-12 are super-senior certificates. These classes benefit from
additional protection from the senior support certificates (Classes
A-13 and A-14) with respect to loss allocation.

The AAA (sf) ratings on the Certificates reflect 5.10% of credit
enhancement provided by subordinated certificates in the pool. The
AA (sf), A (sf), BBB (sf), BB (sf) and B (sf) ratings reflect
4.45%, 2.60%, 1.70%, 0.90% and 0.55% of credit enhancement,
respectively.

Other than the specified classes above, DBRS Morningstar does not
rate any other classes in this transaction.

The Certificates are backed by 441 loans with a total principal
balance of $337,945,089 as of the Cut-Off Date (October 1, 2019).

The credit quality of the collateral pool, the transaction
structure and the representations and warranties (R&W) framework
and enforcement mechanism of CIM 2019-J2 is similar to that of CIM
Trust 2019-J1 (CIM 2019-J1), a deal that DBRS Morningstar rated in
August 2019. That said, unlike CIM 2019-J1, where the mortgage
loans were divided into two collateral groups based on original
terms to maturity, the collateral pool backing CIM 2019-J2 consists
of one group.

The originators for the aggregate mortgage pool are Quicken Loans
Inc. (Quicken; 59.9%), loanDepot.com, LLC (loanDepot; 14.3%), Home
Point Financial Corporation (10.0%), JMAC Lending, Inc. (5.5%) and
various other originators, each comprising no more than 5.0% of the
pool by principal balance. On the Closing Date, Fifth Avenue Trust
(the Seller) will acquire the mortgage loans from Bank of America,
N.A. (BANA; rated AA (low) with a Stable trend by DBRS
Morningstar).

Through bulk purchases, BANA generally acquired the mortgage loans
underwritten to (1) the Quicken guidelines (59.9%), (2) BANA's
jumbo whole loan acquisition guidelines (24.8%), (3) pursuant to
the guidelines of loanDepot (12.0%) or (4) Fannie Mae's or Freddie
Mac's Automated Underwriting System (3.3%). DBRS Morningstar
conducted an operational risk assessment on BANA's aggregator
platform, as well as certain originators, and deemed them
acceptable.

Shellpoint Mortgage Servicing (SMS) will service 100% of the
mortgage loans, directly or through sub-services. Wells Fargo Bank,
N.A. (rated AA with a Stable trend by DBRS Morningstar) will act as
Master Servicer, Securities Administrator and Custodian. Wilmington
Savings Fund Society, FSB will serve as Trustee. Chimera Funding
TRS LLC will serve as the R&W Provider.

The holder of a majority of the most subordinate class of
certificates outstanding (the Controlling Holder) has the option to
engage an asset manager to review the Servicer's actions regarding
the mortgage loans, which includes determining whether the Servicer
is making modifications or servicing the loans in accordance with
the pooling and servicing agreement.

The transaction employs a senior-subordinate, shifting-interest
cash flow structure that is enhanced from a pre-crisis structure.

The ratings reflect transactional strengths that include
high-quality credit attributes, well-qualified borrowers,
satisfactory third-party due diligence review and structural
enhancements.

This transaction employs an R&W framework that contains certain
weaknesses, such as unrated R&W entities providing R&W and an
unrated entity (the R&W Provider) providing a backstop and sunset
provisions on the backstop. The framework is perceived by DBRS
Morningstar to be limiting compared with traditional lifetime R&W
standards in certain DBRS Morningstar-rated securitizations. To
capture the perceived weaknesses in the R&W framework, DBRS
Morningstar reduced the originator scores in this pool. A lower
originator score results in increased default and loss assumptions
and provides additional cushions for the rated securities.

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


CONN'S RECEIVABLES 2019-B: Fitch to Rate Class C Debt 'B(EXP)'
--------------------------------------------------------------
Fitch Ratings expects to assign ratings to Conn's Receivables
Funding 2019-B, LLC, which consists of notes backed by retail loans
originated by Conn Appliances, Inc. or Conn Credit Corporation,
Inc. and serviced by Conn Appliances, Inc.

RATING ACTIONS

Conn's Receivables Funding 2019-B

Class A; LT BBB(EXP)sf; Expected Rating

Class B; LT BB(EXP)sf;  Expected Rating

Class C; LT B(EXP)sf;   Expected Rating

Class R; LT NR(EXP)sf;  Expected Rating

KEY RATING DRIVERS

Subprime Collateral Quality: The Conn's 2019-B receivables pool has
a weighted average (WA) FICO of 606, and 10.6% of the loans have
scores below 550 or no score. Fitch assigned a base case default
rate of 25% and applied a 2.2x stress at the 'BBBsf' level. The
default multiple reflects the high absolute value of the historical
defaults, the variability of default performance in recent years
and the high geographical concentration.

Rating Cap at 'BBBsf': Due to the subprime credit-risk profile of
the customer base, higher loan defaults in recent years, the high
concentration of receivables from Texas, management changes at
Conn's, and servicing continuity risk due to in-store payments,
Fitch placed a rating cap on this transaction at 'BBBsf'.

Stabilizing Asset Performance: Cumulative defaults increased with
each successive vintage from fiscal-year (FY) 2012 through FY2017
as the company aggressively expanded its originations. Early
performance indicators on the FY2018 vintage do suggest some
stabilization. Fitch focused on the FY2017 and FY2018 periods for
default assumption derivation to project future portfolio
performance.

Adequate Servicing Capabilities: Conn Appliances, Inc. has a long
track record as an originator, underwriter and servicer. The credit
risk profile of the entity is mitigated by the backup servicing
provided by Systems & Services Technologies, Inc. (SST), which has
committed to a servicing transition period of 30 days. Fitch
considers all parties to be adequate servicers for this pool at the
expected rating levels, based on prior experience and
capabilities.

RATING SENSITIVITIES

Unanticipated increases in the frequency of defaults or write-offs
on customer accounts could produce loss levels higher than the base
case and would likely result in declines of credit enhancement (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 'BBB-sf'; class B 'BBsf'; class
C below 'CCCsf';

  -- Default increase 25%: class A 'BB+sf'; class B 'B+sf'; class C
below 'CCCsf';

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

  -- Recoveries decrease to 0%: class A 'BBBsf'; class B 'BBsf';
class C 'Bsf'.


CREDIT SUISSE 2007-C5: Fitch Cuts Class A-M Certs Rating to Csf
---------------------------------------------------------------
Fitch Ratings downgraded one class and affirmed 14 classes of
Credit Suisse Commercial Mortgage Trust, series 2007-C5.

RATING ACTIONS

Credit Suisse Commercial Mortgage Trust 2007-C5

Class A-1-AJ 22546BBW9; LT Dsf Affirmed; previously at Dsf

Class A-J 22546BAJ9;    LT Dsf Affirmed; previously at Dsf

Class A-M 22546BAH3;    LT Csf Downgrade; previously at CCsf

Class B 22546BAK6;      LT Dsf Affirmed; previously at Dsf

Class C 22546BAM2;      LT Dsf Affirmed; previously at Dsf

Class D 22546BAP5;      LT Dsf Affirmed; previously at Dsf

Class E 22546BAR1;      LT Dsf Affirmed; previously at Dsf

Class F 22546BAT7;      LT Dsf Affirmed; previously at Dsf

Class G 22546BAV2;      LT Dsf Affirmed; previously at Dsf

Class H 22546BAX8;      LT Dsf Affirmed; previously at Dsf

Class J 22546BAZ3;      LT Dsf Affirmed; previously at Dsf

Class K 22546BBB5;      LT Dsf Affirmed; previously at Dsf

Class L 22546BBD1;      LT Dsf Affirmed; previously at Dsf

Class M 22546BBF6;      LT Dsf Affirmed; previously at Dsf

Class N 22546BBH2;      LT Dsf Affirmed; previously at Dsf

KEY RATING DRIVERS

Loss Expectations Remain High: The downgrade to class A-M reflects
high loss expectations associated with the specially serviced
loans, which are expected to impact this class. The pool is highly
concentrated with 15 of the original 196 assets remaining. Of the
remaining assets, 14 (99.5%) are in special servicing of which nine
(79.6%) are REO. There are no imminent disposal plans for the
assets. The remaining performing loan (0.5%) is a fully amortizing
self-storage property located in Culver City, CA. The most senior
class A-M is nearly 100% reliant upon proceeds from the specially
serviced assets. Due to the concentrated nature of the pool, Fitch
performed a sensitivity analysis that grouped the remaining
loans/assets based on collateral quality, performance, and
perceived likelihood of repayment.

Minimal Change in Credit Enhancement: Credit enhancement has
remained relatively unchanged since Fitch's last rating action.
Three loans paid off since the last rating action. Two REO assets
were disposed with losses in line with Fitch's expectations. As of
the October 2019 distribution date, the pool's aggregate principal
balance has been reduced by 93.3%, up from 92.8% at last review.
The trust has experienced losses of $434 million (16%) since
issuance.

RATING SENSITIVITIES

The distressed rating of class A-M reflects of the class' reliance
upon proceeds from the 14 specially serviced assets and the
expectation it will be impacted by losses. A potential upgrade to
class A-M, while unlikely, is possible should a number of the
specially serviced loans dispose with significantly better
recoveries than expected. A downgrade to 'Dsf' is expected as
losses to the class materialize.

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

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

ESG CONSIDERATIONS

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of 3. ESG issues are credit neutral
or only have a minimal credit impact on the transaction, either due
to their nature or the way in which they are being managed by the
transaction.


ELLINGTON FINANCIAL 2019-2: S&P Assigns B (sf) Rating to B-2 Certs
------------------------------------------------------------------
S&P Global Ratings assigned its ratings to Ellington Financial
Mortgage Trust 2019-2's mortgage pass-through certificates.

The note issuance is a residential mortgage-backed securities
transaction backed by U.S. residential mortgage loans.

The ratings reflect:

-- The pool's collateral composition;
-- The credit enhancement provided for this transaction;
-- The transaction's associated structural mechanics;
-- The representation and warranty (R&W) framework for this
transaction; and
-- The mortgage aggregator.

  RATINGS ASSIGNED

  Ellington Financial Mortgage Trust 2019-2

  Class             Rating               Amount ($)
  A-1               AAA (sf)            188,014,000
  A-2               AA (sf)              17,906,000
  A-3               A (sf)               31,135,000
  M-1               BBB (sf)             12,561,000
  B-1               BB (sf)               9,087,000
  B-2               B (sf)                6,147,000
  B-3               NR                    2,404,859
  A-IO-S            NR                     Notional(i)
  X                 NR                     Notional(i)
  R                 NR                          N/A

(i)Notional amount equals the loans' aggregate stated principal
balance.
NR--Not rated.
N/A--Not applicable.


ELMWOOD CLO III: Moody's Rates $75MM Class F Notes 'B3'
-------------------------------------------------------
Moody's Investors Service assigned ratings to seven classes of
notes issued by Elmwood CLO III Ltd.

Moody's rating action is as follows:

US$265,000,000 Class A-1 Floating Rate Notes due 2032 (the "Class
A-1 Notes"), Assigned Aaa (sf)

US$55,000,000 Class A-2 Fixed Rate Notes due 2032 (the "Class A-2
Notes"), Assigned Aaa (sf)

US$60,000,000 Class B Floating Rate Notes due 2032 (the "Class B
Notes"), Assigned Aa2 (sf)

US$25,750,000 Class C Deferrable Floating Rate Notes due 2032 (the
"Class C Notes"), Assigned A2 (sf)

US$30,000,000 Class D Deferrable Floating Rate Notes due 2032 (the
"Class D Notes"), Assigned Baa3 (sf)

US$24,250,000 Class E Deferrable Floating Rate Notes due 2032 (the
"Class E Notes"), Assigned Ba3 (sf)

US$7,500,000 Class F Deferrable Floating Rate Notes due 2032 (the
"Class F Notes"), Assigned B3 (sf)

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

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.

Elmwood CLO III is a managed cash flow CLO. The issued notes will
be collateralized primarily by broadly syndicated senior secured
corporate loans. At least 92.5% of the portfolio must consist of
senior secured loans, and up to 7.5% of the portfolio may consist
of second lien loans and unsecured loans. The portfolio is
approximately 90% ramped as of the closing date.

Elmwood Asset Management LLC will direct the selection, acquisition
and disposition of the assets on behalf of the Issuer and may
engage in trading activity, including discretionary trading, during
the transaction's 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 issued subordinated
notes.

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3.2.1
of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in 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): 2837

Weighted Average Spread (WAS): 3.30%

Weighted Average Coupon (WAC): 6.50%

Weighted Average Recovery Rate (WARR): 48.0%

Weighted Average Life (WAL): 9 years

Methodology Underlying the Rating Action:

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


FLAGSHIP CREDIT 2019-4: DBRS Gives Prov. BB Rating on Cl. E Notes
-----------------------------------------------------------------
DBRS, Inc. assigned provisional ratings to the following classes of
notes to be issued by Flagship Credit Auto Trust 2019-4 (the
Issuer):

-- $262,450,000 Class A Notes at AAA (sf)
-- $35,060,000 Class B Notes at AA (sf)
-- $45,080,000 Class C Notes at A (sf)
-- $36,060,000 Class D Notes at BBB (sf)
-- $20,030,000 Class E Notes at BB (sf)

The provisional ratings are based on a review by DBRS Morningstar
of the following analytical considerations:

(1) Transaction capital structure, proposed ratings and form, and
sufficiency of available credit enhancement.

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

(2) The ability of the transaction to withstand stressed cash flow
assumptions and repay investors according to the terms under which
they have invested. For this transaction, the ratings address the
timely payment of interest on a monthly basis and the payment of
principal by the legal final maturity date.

(3) The consistent operational history of Flagship Credit
Acceptance, LLC (Flagship or the Company) and the strength of the
overall Company and its management team.

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

(4) The capabilities of Flagship with regard to origination,
underwriting, and servicing.

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

(5) DBRS Morningstar exclusively used the static pool approach
because Flagship has enough data to generate a sufficient amount of
static pool projected losses.

-- DBRS Morningstar was conservative in the loss forecast analysis
that was performed on the static pool data, and no seasoning was
given to this collateral.

(6) The Company has indicated that it may be subject to various
consumer claims and litigation seeking damages and statutory
penalties. Some litigation against the Company could take the form
of class action complaints by consumers. However, the Company has
indicated that there is no material pending or threatened
litigation.

(7) Mr. Robert Hurzeler has joined the Company as Chief Executive
Officer (CEO) and joined the Company's Board. Mr. Hurzeler
previously served as Executive Vice President and Chief Operating
Officer of OneMain Holdings, Inc. Mr. Michael Ritter, the prior
CEO, will remain with the Company as Chairman of the Board.

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

Flagship is an independent full-service automotive financing and
servicing company that provides (1) financing to borrowers who do
not typically have access to prime credit-lending terms for the
purchase of late-model vehicles and (2) refinancing of existing
automotive financing.

The rating on the Class A Notes reflects the 35.50% of initial hard
credit enhancement provided by the subordinated notes in the pool
(34.00%), the Reserve Account (1.00%) and OC (0.50%). The ratings
on Class B, Class C, Class D, and Class E Notes reflect 26.75%,
15.50%, 6.50% and 1.50% of initial hard credit enhancement,
respectively. Additional credit support may be provided from excess
spread available in the structure.

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


FLAGSTAR MORTGAGE 2019-2: DBRS Gives Prov. B Rating on B-5 Certs
----------------------------------------------------------------
DBRS, Inc. assigned the following provisional ratings to the
Mortgage Pass-Through Certificates, Series 2019-2 (the
Certificates) to be issued by Flagstar Mortgage Trust 2019-2 (FSMT
2019-2):

-- $338.8 million Class A-1 at AAA (sf)
-- $305.9 million Class A-2 at AAA (sf)
-- $229.4 million Class A-3 at AAA (sf)
-- $30.6 million Class A-4 at AAA (sf)
-- $30.6 million Class A-5 at AAA (sf)
-- $15.3 million Class A-6 at AAA (sf)
-- $260.0 million Class A-7 at AAA (sf)
-- $45.9 million Class A-8 at AAA (sf)
-- $76.5 million Class A-9 at AAA (sf)
-- $290.6 million Class A-10 at AAA (sf)
-- $32.9 million Class A-11 at AAA (sf)
-- $338.8 million Class A-X-1 at AAA (sf)
-- $5.8 million Class B-1 at AA (sf)
-- $5.6 million Class B-2 at A (sf)
-- $4.3 million Class B-3 at BBB (sf)
-- $2.3 million Class B-4 at BB (sf)
-- $1.1 million Class B-5 at B (sf)

Class A-X-1 is an interest-only certificate. The class balance
represents notional amounts.

Classes A-1, A-2, A-7, A-8, A-9 and A-10 are exchangeable
certificates. These classes can be exchanged for combinations of
exchange notes as specified in the offering documents.

Classes A-2, A-3, A-4, A-5, A-6, A-7, A-8, A-9 and A-10 are
super-senior certificates. These classes benefit from additional
protection from the senior support certificates (Class A-11) with
respect to loss allocation.

The AAA (sf) ratings on the Certificates reflect 5.85% of credit
enhancement provided by subordinated notes in the pool. The AA
(sf), A (sf), BBB (sf), BB (sf) and B (sf) ratings reflect 4.25%,
2.70%, 1.50%, 0.85% and 0.55% of credit enhancement, respectively.

Other than the specified classes above, DBRS Morningstar does not
rate any other classes in this transaction.

This securitization is a portfolio of first-lien, fixed-rate, prime
residential mortgages funded by the issuance of the Certificates.
The Certificates are backed by 509 loans with a total principal
balance of $359,840,247 as of the Cut-Off Date (November 1, 2019).

Flagstar Bank, FSB is the Originator and Servicer of all mortgage
loans and the Sponsor of the transaction. Wells Fargo Bank, N.A.
(rated AA with a Stable trend by DBRS Morningstar) will act as the
Master Servicer, Securities Administrator and Custodian. Wilmington
Savings Fund Society, FSB will serve as Trustee. PentAlpha
Surveillance LLC will act as the Reviewer.

The pool consists of fully amortizing fixed-rate mortgages with
original terms to maturity of 30 years. Approximately 21.5% of the
pool is agency eligible mortgage loans that were eligible for
purchase by Fannie Mae or Freddie Mac.

The transaction employs a senior-subordinate, shifting-interest
cash flow structure that is enhanced from a pre-crisis structure.

For this transaction, the servicing fee payable to the Servicer
comprises three separate components: the base servicing fee, the
aggregate delinquent servicing fee and the aggregate incentive
servicing fee. These fees vary based on the delinquency status of
the related loan and will be paid from interest collections before
distribution to the securities. The base servicing fee will reduce
the net weighted-average coupon (WAC) payable to certificate
holders as part of the aggregate expense calculation; however,
except for the Class B-6-C Net WAC, the delinquent and incentive
servicing fees will not be included in the reduction of Net WAC and
will thus reduce available funds entitled to the certificate
holders. To capture the impact of such potential fees, DBRS
Morningstar ran additional cash flow stresses based on its 60+-day
delinquency and default curves.

The ratings reflect transactional strengths that include
high-quality underlying assets, well-qualified borrowers,
structural enhancements and 100% current loans.

This transaction employs a limited third-party due diligence review
as well as a representations and warranties (R&Ws) framework that
contains certain weaknesses, such as materiality factors, an
unrated R&W provider, knowledge qualifiers and sunset provisions
that allow for certain R&Ws to expire within three to six years
after the Closing Date. DBRS Morningstar perceives the framework as
more limiting than traditional lifetime R&W standards in certain
DBRS Morningstar-rated securitizations. To capture the perceived
weaknesses in the R&W framework, DBRS Morningstar reduced the
originator scores in this pool. A lower originator score results in
increased default and loss assumptions and provides additional
cushions for the rated securities.

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


FLAGSTAR MORTGAGE 2019-2: Fitch to Rate Class B-5 Certs 'B(EXP)'
----------------------------------------------------------------
Fitch Ratings expects to rate the residential mortgage-backed
certificates issued by Flagstar Mortgage Trust 2019-2.

RATING ACTIONS

FSMT 2019-2

Class A-1;   LT AA+(EXP)sf; Expected Rating

Class A-10;  LT AAA(EXP)sf; Expected Rating

Class A-11;  LT AA+(EXP)sf; Expected Rating

Class A-2;   LT AAA(EXP)sf; Expected Rating

Class A-3;   LT AAA(EXP)sf; Expected Rating

Class A-4;   LT AAA(EXP)sf; Expected Rating

Class A-5;   LT AAA(EXP)sf; Expected Rating

Class A-6;   LT AAA(EXP)sf; Expected Rating

Class A-7;   LT AAA(EXP)sf; Expected Rating

Class A-8;   LT AAA(EXP)sf; Expected Rating

Class A-9;   LT AAA(EXP)sf; Expected Rating

Class A-X-1; LT AA+(EXP)sf; Expected Rating

Class B-1;   LT AA(EXP)sf;  Expected Rating

Class B-2;   LT A(EXP)sf;   Expected Rating

Class B-3;   LT BBB(EXP)sf; Expected Rating

Class B-4;   LT BB(EXP)sf;  Expected Rating

Class B-5;   LT B(EXP)sf;   Expected Rating

Class B-6C;  LT NR(EXP)sf;  Expected Rating

TRANSACTION SUMMARY

The certificates are supported by 509 jumbo prime (78.5%) and
high-balance conforming (21.5%) loans with a total balance of
approximately $359.84 million. This is the 10th post-crisis
issuance from Flagstar Bank, FSB (Flagstar).

The pool comprises loans that Flagstar originated through its
retail, broker and correspondent channels. The transaction is
similar to previous Fitch-rated prime transactions, with a standard
senior-subordinate, shifting-interest deal structure.

KEY RATING DRIVERS

High-Quality Mortgage Pool (Positive): The collateral pool consists
primarily of 30-year, fully amortizing, high-balance conforming and
jumbo fixed-rate loans to borrowers with strong credit profiles and
low leverage. A large majority of the loans are designated as Safe
Harbor Qualified Mortgages (SHQMs) or Temporary Qualified
Mortgages. Less than 1% of the loans are Higher Priced Qualified
Mortgages (HPQM). The pool has a weighted average (WA) original
FICO score of 761 and an original combined loan to value (CLTV)
ratio of 68.4%. The collateral attributes of the pool are generally
consistent with those of recent prime transactions.

Low Operational Risk (Positive): Operational risk is well
controlled for in this transaction. Flagstar is experienced in
originating and securitizing prime quality loans and is considered
an 'Average' originator. The approximately 42% of due diligence
confirmed the quality of the loans, which were all underwritten to
full documentation and are more than 99% SHQM. The strong
representation and warranty (R&W) framework (classified by Fitch as
Tier 1) also contributes to the low operational risk for this
transaction.

Geographic Diversification (Neutral): The pool's primary
concentration is in California, representing 45.7% of the pool.
Approximately 32% of the pool is located in the top three MSAs (Los
Angeles, San Francisco and New York), with 14% of the pool located
in the Los Angeles MSA. The pool's regional concentration did not
add to Fitch's 'AAAsf' loss expectations.

Tier 1 R&W Framework (Positive): Flagstar's R&W framework is viewed
by Fitch as a full framework. While the framework still contains
materiality factors (which the reviewer must consider when
determining if a loan has a material failure), there are thresholds
that define materiality, which Fitch views as a key mitigant. In
addition, the reviewer can consider information not included in the
test. Fitch believes the R&W features support the investors'
ability to put back loans due to misrepresentation or manufacturing
defects.

As a result of the Tier 1 representation, warranty and enforcement
(RW&E) framework and financial condition of the R&W provider, the
pool received neutral treatment at the 'AAAsf' level.

Strong Due Diligence Results (Positive): A loan-level due diligence
review was conducted on 42% of the pool, in accordance with Fitch's
criteria, and focused on credit, compliance and property valuation.
All the loans that received a due diligence review in the final
pool received a grade of 'A' or 'B', indicating strong underwriting
practices and sound quality-control procedures. The majority of the
'B' graded loans were due to non-material compliance issues related
to TILA-RESPA Integrated Disclosure (TRID) findings, which were all
corrected or cleared/canceled.

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 levels
are not maintained.

To mitigate tail risk, which arises as the pool seasons and fewer
loans are outstanding, a subordination floor of 1.25% of the
original balance will be maintained for the senior certificates and
a floor of 0.80% will be maintained for subordinate certificates.

Leakage from Reviewer Expenses (Negative): The trustee is obligated
to reimburse the breach reviewer, PentAlpha Surveillance, LLC
(PentAlpha), each month for any reasonable, out-of-pocket expenses
incurred if the company is requested to participate in any
arbitration, legal or regulatory actions, proceedings or hearings.
These expenses include PentAlpha's legal fees and other expenses
incurred outside its reviewer fee and are not subject to
certificateholder approval.

While Fitch accounted for the potential additional costs, Fitch
views this construct as adding potentially more ratings volatility
than those that do not have this type of provision. To account for
the risk of these expenses reducing subordination, Fitch adjusted
its required credit enhancement upward by 20bps at each rating
category.

Extraordinary Trust Expenses (Neutral): Extraordinary trust
expenses (with the exception of expenses incurred by the reviewer,
PentAlpha), including indemnification amounts and costs of
arbitration, reduce the net WA coupon (WAC) of the loans, which
does not affect the contractual interest due on the certificates.
Fitch did not make any adjustment for expenses that reduce the net
WAC.

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.

Fitch conducted sensitivity analysis determining how the ratings
would react to steeper MVDs at the national level. The analysis
assumes MVDs of 10%, 20%, and 30%, in addition to the
model-projected 5.3% at the base case. The analysis indicates there
is some potential rating migration with higher MVDs, compared with
the model projection.

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

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 American Mortgage Consultants (AMC). The third-party
due diligence described in Form 15E focused on a compliance review,
credit review and valuation review. The due diligence company
performed a review on 42% of the loans. 100% of the loans in the
review sample received a final diligence grade of 'A' or 'B' and
the results did not indicate material defects.

While Fitch does not typically adjust its loss expectations for
compliance 'B' exceptions, the combination of this high
concentration and that due diligence was only performed on 42% of
the pool led Fitch to extrapolate the findings to the remainder of
the pool. The extrapolation led to an adjustment on 30% of the pool
as having potential TRID exceptions that would be identified as
material and not cured with post-closing documentation. Fitch
applies a standard loss adjustment of $15,500 to loss amount for
material TRID exceptions as these loans can carry an increased risk
of statutory damages, which resulted in an aggregate loss
adjustment of roughly 9 bps at the 'AAAsf' level.


FONTAINEBLEAU 2019-FBLU: DBRS Gives Prov. B Rating on X-B Certs
---------------------------------------------------------------
DBRS, Inc. assigned provisional ratings to the following classes of
Commercial Mortgage Pass-Through Certificates, Series 2019-FBLU to
be issued by Fontainebleau Miami Beach Trust 2019-FBLU:

-- Class A at AAA (sf)
-- Class B at AA (sf)
-- Class C as AA (low) (sf)
-- Class X-A at A (high) (sf)
-- Class D at A (sf)
-- Class E at BBB (low) (sf)
-- Class F at BB (low) (sf)
-- Class X-B at B (sf)
-- Class G at B (low) (sf)

All classes will be privately placed. The Class X-A and Class X-B
balances are notional.

DBRS Morningstar subsequently placed all provisional ratings Under
Review with Developing Implications because of the request for
comments (RFC) on the "North American Single-Asset/Single-Borrower
Ratings Methodology" on November 14, 2019. If the updated
methodology is adopted following the RFC, there will likely be no
rating impact to the provisional ratings assigned to this
transaction. For more information, please see the press release,
"DBRS Morningstar Requests Comments on North American
Single-Asset/Single-Borrower Ratings Methodology."

The subject is a four-diamond, 1,594-room luxury resort situated
along 15.5 acres of oceanfront property at 4441 Collins Avenue in
the mid-beach area of Miami Beach, Florida. The collateral includes
the fee-simple interest in the land and resort improvements. The
total room count includes 748 non-owned condo-hotel units, which
are not collateral for the loan; however, historical participation
in the hotel's unit rental program averaged 85.6% since 2011 up to
and including the most recent period ending September 2019, which
reports a current participation rate of 89.7%. Two major airports
are near the subject, including the Miami International Airport ten
miles west and Fort Lauderdale-Hollywood International Airport
approximately 21 miles north. Originally constructed in 1954, the
property serves as one of the most recognizable and architecturally
significant resorts in the world, rich with historical relevance
and well known for its extensive amenities. Designed by the
distinguished architect, Morris Lapidus, the resort was added to
the U.S. National Register of Historic Places in December 2008. The
subject boasts an impressive amenity package, including 12 food and
beverage (F&B) outlets, 11 pools, 199,763 square feet (sf) of
indoor and outdoor meeting space, six retail shops, a 40,000-sf
spa, a 5,800-sf fitness center and a 23-slip deep-water marina
along the Intracoastal side of the resort. The financing package
totals $1.175 billion with $975.0 million structured as
first-mortgage debt and $200.0 million structured as mezzanine
debt. Jeffrey Soffer, along with other principals of the previous
sponsor, originally acquired the subject in 2005 and later brought
in an equity partner, Istithmar Hotels FB Miami LLC (Istithmar),
which took on a 50.0% stake in 2008 for $375.0 million prior to
completing an extensive $571.8 million ($397,079 per key)
renovation. The collateral was refinanced with subsequent
commercial mortgage-backed security (CMBS) loans in 2012 and again
in 2013 with first-mortgage amounts of $412.0 million and $535.0
million, respectively. The 2013 transaction facilitated the buyout
of Istithmar's 50.0% equity interest, reconsolidating sole
ownership to the prior sponsor entity. The subject was additionally
refinanced in 2018 via a floating-rate CMBS loan that was
ultimately securitized in the DBRS Morningstar-rated GSMS 2018-FBLU
transaction. The subject financing package will retire outstanding
debt of $1.05 billion of existing debt on the property associated
with the GSMS 2018 securitization, return approximately $112.0
million of cash equity to the borrower, fund $10.0 million in
reserves and cover $3.0 million in origination costs associated
with the transaction. Soffer now owns the hotel under his new real
estate development company, Fontainebleau Development.

The property experienced performance declines in 2016 and 2017
primarily as a result of the Zika virus and Hurricane Irma, which
affected the overall Miami Beach submarket and were not specific to
the subject. After experiencing average year-over-year (YOY) NOI
growth of 9.4% from 2011 through 2015, net operating income (NOI)
was down by 9.9% and 14.5% for 2016 and 2017, respectively,
compared with the 2015 figure. The Centers for Disease Control and
Prevention issued a travel alert in August 2016 identifying
numerous cases of Zika reported in several Miami neighborhoods and
recommended avoiding travel to the Miami area. The travel alert
remained in place until June 2017, but the stigma lingered and
continued to affect performance at the subject. Hurricane Irma, who
made landfall in south Florida in September 2017, also severely
affected performance at the property. The Smith Travel Research
(STR) report indicates that property occupancy and revenue per
available room (RevPAR) in September 2017 declined by 41.4% and
32.1%, respectively, compared with September 2015 metrics. The
impact was less in October 2017, but still substantial. The sponsor
identified more than 11,206 room nights, equating to $8.0 million
in lost revenue, associated with Hurricane Irma. With respect to
Zika, the sponsor's insurance policy covered up to $15.0 million in
damages for a single instance of an infectious disease. As a
result, the sponsor performed a thorough analysis outlining lost
business, which was submitted to the insurance companies. The
analysis revealed more than 48,000 lost room nights, or
approximately $26.0 million in lost revenue, attributed to Zika and
the adverse impact on the property. Notably, the analysis took
place at the end of 2016 and, therefore, does not capture the full
impact of 2017 cancellations. Furthermore, neither analysis
accounts for lost F&B revenue associated with the lost room nights.
Insurance proceeds amounting to $15.4 million were paid out to the
sponsor as a result of the Zika and Hurricane Irma impact.
Performance bounced back with a 2017 to 2018 RevPAR increase of
9.7% at the subject property and a 12.7% increase across the
collateral's competitive set identified in the September 2019 STR
report. Similarly, the subject's NOI increased by 10.8% over the
same period between 2017 and 2018.

The collateral and surrounding Miami Beach again experienced
moderate disruption between August and September 2019 because of
the anticipated landfall of Hurricane Dorian, which was projected
to hit the Florida coast over Labor Day weekend before changing
course. While Hurricane Dorian never made landfall in Miami, the
collateral suffered a surge of room-night cancellations that, based
on estimates from the hotel's management team, amounted to
approximately $4.0 million in lost hotel revenue. As a result, the
collateral's RevPAR dropped by 1.6% between the trailing 12-month
(T-12) period ending July 2019 and the T-12 period ending September
2019. Isolating this trend to the hurricane impact is challenging,
however, because RevPAR had already been declining in early 2019 as
evidenced by the T-12 ending July 2019 RevPAR falling by 0.9%
compared with YE2018. Fortunately, management indicated that the
collateral is on track to rebound in Q4 2019 with group bookings up
3.0% YOY. Miami is also hosting Super Bowl LIV in 2020, which
should further facilitate a stable recovery.

The appraisal identified new hotels that are deemed to have some
degree of interaction with the collateral but ultimately did not
consider any new additions to be primarily competitive with the
subject. The new additions included the JW Marriott Turnberry
Resort & Spa, Miami Beach Convention Center Hotel and Marriott
Marquis Miami World Center. The JW Marriott Turnberry Resort & Spa
was renovated by the sponsor for this transaction and reopened in
January 2019. Because of the JW Marriott Turnberry Resort & Spa's
non-beachfront location in Aventura, Florida, and its lower daily
rate, the appraisal deemed it to be only 25.0% competitive with the
collateral. The 800-key Miami Beach Convention Center Hotel was
approved for development in November 2018 and is anticipated to be
delivered to the Miami Beach area in January 2023. Because of the
proposed hotel's non-beachfront location, convention-based targeted
guests and located approximately two miles south, the appraisal
deemed the asset to be only 15.0% competitive with the collateral
and DBRS Morningstar does not consider the new supply to be a
primary competitor with the subject. Furthermore, given the limited
convention space and the lack of a large, modern convention hotel
in Miami Beach, the area has historically been challenged in
attracting larger city-wide conventions. The expanded and renovated
convention center, along with additional hotel keys, will likely
drive substantial new convention demand to the area rather than
purely additive in supply terms. Lastly, the 1,700-key Marriott
Marquis Miami World Center is anticipated to be delivered to the
Downtown Miami area in January 2023; however, given the new
property's lower price point, lack of resort amenities, limited F&B
outlets and non-beachfront location, the appraisal did not deem the
Marriott Marquis Miami World Center to be competitive with the
collateral.

At 0.79 times (x), the DBRS Morningstar Refinance Debt Service
Coverage Ratio (DSCR) on the mortgage debt is low for a hotel loan,
even one with the subject's high-end product offering and excellent
location. Term-default risk is considered modest as reflected in
the DBRS Morningstar Term DSCR of 1.99x, The DBRS Morningstar value
of $791.8 million represents a considerable 51.7% discount to the
appraiser's as-is concluded value of $1.64 billion. The DBRS
Morningstar value also represents a -4.6% discount to the DBRS
Morningstar value estimate from the GSMS 2018-FBLU securitization.
The value variance is driven by cash flow, largely resulting from
declining average daily rates at the Chateau and Versailles rooms,
increased operating expense ratios, higher property taxes, and an
increased insurance premium. The DBRS Morningstar cap rate of 9.75%
is well above the cap-rate range of 5.0% to 6.4% in the appraiser's
sales comparables and is likely approximately 400 basis points
above a current market cap rate for the subject. This allows for a
significant buffer against market volatility in the near term that
could result in a widening cap rate and lower trading activity.

The implied DBRS Morningstar loan-to-value (LTV) ratio on the full
$1.175 billion debt load is high at 148.4%, falling to a still
relatively high level of 123.1% based on the senior mortgage debt
of $975.0 million; however, the cumulative investment-grade-rated
proceeds of $677.0 million reflect a more reasonable LTV of 78.3%
based on the DBRS Morningstar value of $77.2 million. As a result
of the property's irreplaceable location, continued anticipated
increase in RevPAR from the elimination of Zika concerns and
detrimental impact of Hurricane Irma, lack of competitive new
supply and extensive amenity offerings, including upscale
restaurants and a world-renowned nightclub, DBRS Morningstar
anticipates that the mortgage loan will perform well during its
fully extended five-year term. At refinance, the highly desirable
location, which generates increased demand for trophy-caliber
assets such as the subject, should provide insulation from market
volatility to the property's value over the loan term.

Classes X-A and X-B are interest-only (IO) certificates that
reference a single rated tranche or multiple rated tranches. The IO
rating mirrors the lowest-rated applicable reference obligation
tranche adjusted upward by one notch if senior in the waterfall.

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


FREDDIE MAC 2019-4: DBRS Finalizes B(low) Rating on Class M Certs
-----------------------------------------------------------------
DBRS, Inc. finalized its provisional rating on the following
Mortgage-Backed Security, Series 2019-4 (the Certificate) issued by
Freddie Mac Seasoned Credit Risk Transfer Trust, Series 2019-4 (the
Trust):

-- $105.6 million Class M at B (low) (sf)

The B (low) (sf) rating on the Certificate reflects 5.25% of credit
enhancement provided by subordinated certificates in the pool.

Other than the specified class above, DBRS Morningstar does not
rate any other classes in this transaction.

This transaction is a securitization of a portfolio of seasoned,
re-performing first-lien residential mortgages funded by the
issuance of the certificates, which are backed by 12,347 loans with
a total principal balance of $2,346,720,840 as of the Cut-Off Date
(September 30, 2019).

The mortgage loans were either purchased by Freddie Mac from
securitized Freddie Mac Participation Certificates or retained by
Freddie Mac in whole-loan form since their acquisition. The loans
are currently held in Freddie Mac's retained portfolio and will be
deposited into the Trust on the Closing Date (November 14, 2019).

The loans are approximately 153 months seasoned and have all been
modified. Each mortgage loan was modified under either
Government-Sponsored Enterprise (GSE) Home Affordable Modification
Program (HAMP) or GSE non-HAMP modification programs. Within the
pool, 5,672 mortgages have forborne principal amounts as a result
of a modification, which equates to 14.1% of the total unpaid
principal balance as of the Cut-Off Date. For 89.3% of the modified
loans, the modifications happened more than two years ago.

The loans are all current as of the Cut-Off Date. Furthermore,
74.7% of the mortgage loans have been zero times 30 days delinquent
for at least the past 24 months under the Mortgage Bankers
Association delinquency methods. There are three
loans that are subject to the Consumer Financial Protection
Bureau's Qualified Mortgage (QM) rules. One loan is designated as
QM non-Higher Priced Mortgage Loan and two loans are designated as
non-QM, according to the third-party due diligence results.
Additionally, QM status is not available for 86 loans (0.6%); DBRS
Morningstar has assumed these loans to be non-QM.

The mortgage loans will be serviced by Select Portfolio Servicing,
Inc. There will not be any advancing of delinquent principal or
interest on any mortgages by the servicer; however, the servicer is
obligated to advance to third parties any amounts necessary for the
preservation of mortgaged properties or real estate-owned
properties acquired by the Trust through foreclosure or a loss
mitigation process.

Freddie Mac will serve as the Sponsor, Seller and Trustee of the
transaction as well as Guarantor of the senior certificates (Class
HT, Class HA, Class HB, Class HV, Class HZ, Class MT, Class MA,
Class MC, Class MD, Class IM, Class MB, Class MV, Class MZ, Class
M55D, Class M55E, Class M55G and Class M55I Certificates).
Wilmington Trust National Association (Wilmington Trust; rated AA
(low) with a Stable trend by DBRS Morningstar) will serve as Trust
Agent. Wells Fargo Bank, N.A. (rated AA with a Stable trend by DBRS
Morningstar) will serve as the Custodian for the Trust. U.S. Bank
National Association (rated AA (high) with a Stable trend by DBRS
Morningstar) will serve as the Securities Administrator for the
Trust and will also act as Paying Agent, Registrar, Transfer Agent,
and Authenticating Agent.

Freddie Mac, as the Seller, will make certain representations and
warranties (R&W) with respect to the mortgage loans. It will be the
only party from which the Trust may seek indemnification (or, in
certain cases, a repurchase) as a result of a breach of R&Ws. If a
breach review trigger occurs during the warranty period, the Trust
Agent, Wilmington Trust, will be responsible for the enforcement of
R&Ws. The warranty period will only be effective through November
10, 2022 (approximately three years from the Closing Date), for
substantially all R&Ws other than the real estate mortgage
investment conduit R&W, which will not expire.

The mortgage loans will be divided into three loan groups: Group H,
Group M, and Group M55. The Group H loans (12.5% of the pool) were
subject to step-rate modifications and had not yet reached their
final step rate as of August 31, 2019. As of the Cut-Off Date, the
borrower, while still current, has not made any payments accrued at
such a final step rate. Group M loans (80.7% of the pool) and Group
M55 loans (6.8% of the pool) were subject to either fixed-rate
modifications or step-rate modifications that have reached their
final step rates, and as of the Cut-Off Date, the borrowers have
made at least one payment after such mortgage loans reached their
respective final step rates. Each Group M loan has a mortgage
interest rate less than or equal to 5.5% and has no forbearance or
may have forbearance and any mortgage interest rate. Each Group M55
loan has a mortgage interest rate greater than 5.5% and has no
forbearance.

Principal and interest (P&I) on the senior certificates (the
Guaranteed Certificates) will be guaranteed by Freddie Mac. The
Guaranteed Certificates will be backed by collateral from each
group, respectively. The remaining certificates (including the
subordinate, non-guaranteed, interest-only mortgage insurance and
residual certificates) will be cross-collateralized among the three
groups.

The transaction employs a pro-rata pay cash flow structure among
the senior group certificates with a sequential-pay feature among
the subordinate certificates. Certain principal proceeds can be
used to cover interest shortfalls on the rated Class M
certificates. Senior classes benefit from guaranteed P&I payments
by the Guarantor, Freddie Mac; however, such guaranteed amounts, if
paid, will be reimbursed to Freddie Mac from the P&I collections
prior to any allocation to the subordinate certificates. The senior
principal distribution amounts vary subject to the satisfaction of
a step-down test. Realized losses are allocated sequentially in
reverse order.

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


FREDDIE MAC 2019-4: Fitch Assigns B-sf Rating on Class M Debt
-------------------------------------------------------------
Fitch Ratings assigns ratings to Freddie Mac's risk-transfer
transaction, Seasoned Credit Risk Transfer Trust Series 2019-4.

RATING ACTIONS

Seasoned Credit Risk Transfer Trust 2019-4

Class A-IO;  LT NRsf New Rating; previously at NR(EXP)sf

Class B;     LT NRsf New Rating; previously at NR(EXP)sf

Class B-IO;  LT NRsf New Rating; previously at NR(EXP)sf

Class BBIO;  LT NRsf New Rating; previously at NR(EXP)sf

Class BX;    LT NRsf New Rating; previously at NR(EXP)sf

Class BXS;   LT NRsf New Rating; previously at NR(EXP)sf

Class HA;    LT NRsf New Rating; previously at NR(EXP)sf

Class HB;    LT NRsf New Rating; previously at NR(EXP)sf

Class HT;    LT NRsf New Rating; previously at NR(EXP)sf

Class HV;    LT NRsf New Rating; previously at NR(EXP)sf

Class HZ;    LT NRsf New Rating; previously at NR(EXP)sf

Class IM;    LT NRsf New Rating; previously at NR(EXP)sf

Class M;     LT B-sf New Rating; previously at B-(EXP)sf

Class M55D;  LT NRsf New Rating; previously at NR(EXP)sf

Class M55E;  LT NRsf New Rating; previously at NR(EXP)sf

Class M55G;  LT NRsf New Rating; previously at NR(EXP)sf

Class M55I;  LT NRsf New Rating; previously at NR(EXP)sf

Class MA;    LT NRsf New Rating; previously at NR(EXP)sf

Class MB;    LT NRsf New Rating; previously at NR(EXP)sf

Class MC;    LT NRsf New Rating; previously at NR(EXP)sf

Class MD;    LT NRsf New Rating; previously at NR(EXP)sf

Class MT;    LT NRsf New Rating; previously at NR(EXP)sf

Class MV;    LT NRsf New Rating; previously at NR(EXP)sf

Class MZ;    LT NRsf New Rating; previously at NR(EXP)sf

Class XS-IO; LT NRsf New Rating; previously at NR(EXP)sf

TRANSACTION SUMMARY

SCRT 2019-4 represents Freddie Mac's 13th seasoned credit risk
transfer transaction issued. SCRT 2019-4 consists of three
collateral groups that comprise 12,347 seasoned performing and
re-performing mortgages, with a total balance of approximately
$2.35 billion, of which $329.9 million, or 14.1%, is 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 75% of the pool has 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 (WA) sustainable loan to value ratio (sLTV) of
85.7%, and the WA model FICO score is 678.

Low Operational Risk (Positive): Operational risk is well
controlled for this transaction. Freddie Mac has an established
track record in residential mortgage activities and is assessed as
an 'Above Average' aggregator by Fitch. Select Portfolio Servicing,
Inc. (SPS) is the named servicer for this transaction and is rated
'RPS1-' for primary servicing functions.

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 class 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 is 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 Nov. 10, 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 19bps to account for the weaknesses
in the reps.

Sequential-Pay Structure (Positive): Once the initial CE of the
senior bonds has reached the target amount 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 class 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 or the senior classes are paid
in full.

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, provides for ultimate
payment of interest to the rated class.

Third-Party Due Diligence Review (Negative): Third-party due
diligence was conducted on a statistically random sample of
approximately 15.4% of the transaction. The review was performed by
a TPR firm assessed as 'Acceptable - Tier 1' by Fitch.
Approximately 37% of the sample received a diligence grade of 'C'
or 'D' for regulatory compliance exceptions; approximately 45% of
these exceptions are due to missing final documentation that
prevented conclusive testing of predatory lending. Fitch adjusted
its 'B-sf' loss expectations by less than 5 bps 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 can be
completed.

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 10.3% 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, made an adjustment on 159 loans that were subject to
federal, state and/or local predatory testing. The 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." Eighteen loans were
affected by this approach. For the remaining 141 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.

Form ABS Due Diligence-15E was provided to, and reviewed by, Fitch
in relation to this rating action.


GALTON FUNDING 2019-H1: DBRS Assigns Prov. B Rating on B2 Certs
---------------------------------------------------------------
DBRS, Inc. assigned the following provisional ratings to the
Mortgage Pass-Through Certificates, Series 2019-H1 (the
Certificates) to be issued by Galton Funding Mortgage Trust 2019-H1
(GFMT 2019-H1 or the Issuer):

-- $163.4 million Class A1 at AAA (sf)
-- $14.1 million Class A2 at AA (high) (sf)
-- $20.5 million Class A3 at A (high) (sf)
-- $11.3 million Class M1 at BBB (sf)
-- $7.5 million Class B1 at BB (sf)
-- $4.8 million Class B2 at B (sf)

The AAA (sf) rating on Class A1 reflects 26.80% of credit
enhancement provided by subordinated notes in the pool. The AA
(high) (sf), A (high) (sf), BBB (sf), BB (sf) and B (sf) ratings
reflect 20.50%, 11.30%, 6.25%, 2.90% and 0.75% of credit
enhancement, respectively.

Other than the specified class above, DBRS Morningstar does not
rate any other classes in this transaction.

The Certificates are backed by 293 loans with a total principal
balance of $223,279,318 as of the Cut-Off Date. The mortgage loans
were acquired by Galton Mortgage Acquisition Platform IV H Sponsor
LLC (the Sponsor). The Sponsor-selected the mortgage loans from a
pool of loans originated via the Galton Funding (Galton) Platform
and held by acquisition trusts that meet the Galton acquisition
criteria.

GFMT 2019-H1 is Galton's first securitization that comprises a
targeted mortgage loan collateral pool generally based on the
interest rate of the loans. The pool's weighted-average coupon
(WAC) is 6.038% and the loans have rates that are generally 2.00%
or more above-market mortgage rates as measured by the Freddie Mac
Primary Mortgage Market Survey. The pool's WAC is higher than
Galton's prior securitizations and, as a result, this transaction
employs a cash flow structure that is similar to many non-Qualified
Mortgage (QM) securitizations, but which Galton has not used in the
past. The transaction contains a sequential-pay cash flow structure
with a pro-rata principal distribution among the senior tranches.
Principal proceeds can be used to cover interest shortfalls on
Certificates that have principal payment priority in a given period
(except Class A2, which is always allocated interest payments prior
to Class A1 principal payments). Furthermore, the excess spread
will be used to cover losses in the current period or those
allocated in prior periods.

Similar to the prior three Galton securitizations, this transaction
incorporates a unique feature in the calculation of interest
entitlements of the Certificates. The interest entitlements,
through the calculation of the Net WAC Rate, are reduced by the
delinquent interest that would have accrued on the stop-advance
loans (i.e., loans that become 120 or more days delinquent or loans
for which NewRez LLC doing business as (dba) Shellpoint Mortgage
Servicing (the Servicer) determines that the principal and interest
(P&I) advance would not be recoverable). In other words, investors
are not entitled to any interest on such severely delinquent
mortgages.

The originators for the mortgage pool are JMAC Lending, Inc.
(18.7%); Parkside Lending, LLC (9.5%); loanDepot.com, LLC (8.5%);
Broker Solutions Inc. dba New American Funding (5.7%); LendUS, LLC
(5.4); and various other originators, each comprising less than
5.0% of the mortgage loans.

The mortgages were generally originated pursuant to underwriting
standards that conform to Galton's acquisition criteria. Galton has
established product matrices for different loan programs. The
majority of the loans in this securitization (91.5%) are prime
borrowers (Galton's Jumbo, Prime, and Streamlined First Lien
Programs) with unblemished credit who may not meet prime jumbo or
agency/government guidelines.

Although the mortgage loans were originated to satisfy the Consumer
Financial Protection Bureau's (CFPB) ability-to-repay rules, they
were made to borrowers who generally do not qualify for agency,
government or private-label non-agency prime jumbo products for
various reasons as described above. In accordance with the CFPB QM
rules, 5.4% of the loans are designated as QM Safe Harbor, 7.5% as
QM Rebuttable Presumption and 66.7% as non-QM. Approximately 20.3%
of the loans are not subject to the QM rules.

Galton Mortgage Loan Seller LLC (the Seller) will generally fund
advances (to the extent that the available aggregate servicing
rights strip has first been reduced to zero to fund such amounts)
of delinquent P&I on any mortgage until such loan becomes 120 days
delinquent or until the Servicer determines that an advance is not
recoverable and is obligated to make advances in respect of taxes,
insurance premiums and reasonable costs incurred in the course of
servicing and disposing of properties.

The Sponsor intends to retain 5% of the fair value of all
Certificates issued by the Issuer (other than the residual
certificates) to satisfy the credit risk retention requirements
under Section 15G of the Securities Exchange Act of 1934 and the
regulations promulgated thereunder.

The Seller and the Sponsor will have the option, but not the
obligation, to repurchase any mortgage loan that becomes 90 or more
days delinquent under the Mortgage Bankers Association delinquency
method until the date on which the Representations and Warranties
Enforcement Party delivers the enforcement initiation report,
provided that such repurchases in aggregate do not exceed 10% of
the total principal balance as of the Cut-Off Date.

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


GE COMMERCIAL 2007-C1: DBRS Places BB(low) Rating on 2 Cert. Class
------------------------------------------------------------------
DBRS, Inc. placed the ratings of the following two classes of
Commercial Mortgage Pass-Through Certificates, Series 2007-C1
issued by GE Commercial Mortgage Corporation, Series 2007-C1 Under
Review with Developing Implications:

-- Class A-M rated BB (low) (sf)
-- Class A-MFX rated BB (low) (sf)

The ratings were placed Under Review with Developing Implications
following the publication of the November 2019 remittance report
for the transaction, which reported realized losses of $196.7
million, as four loans were liquidated from the trust, leaving only
three of the original 197 loans remaining in the trust. The
liquidation of these loans also resulted in principal proceeds of
$51.6 million, which were applied to the outstanding principal
balances of the Class A-M, A-MFL and A-MFX bonds on a pro-rata
basis. Cumulatively, these bonds have an outstanding balance of
$99.3 million as of the November 2019 remittance.

Since issuance, the transaction has experienced a collateral
reduction of 93.2%; however, 16.9% of that is a result of realized
losses, which totaled $623.1 million through November 2019, with
the Class A-J and A-JFL bonds experiencing losses this month. Of
the remaining collateral in the pool, two loans (58.0% of the
current pool balance) are in special servicing and are expected to
result in significant losses upon resolution, each with a projected
loss severity at or near 100.0%.

The single performing loan, Wellpoint Office Tower (Prospectus
ID#10; 42.0% of the current pool balance), is on the servicer's
watch list and is secured by a 450,000-square-foot single-tenant
office in Woodland Hills, California, built-in 1977. The subject is
fully occupied by WellPoint Health Networks (WellPoint Health), an
affiliate of Anthem Health; however, its lease expires at year-end
2019, one month ahead of the December 1, 2019, loan maturity date.
It has been known that WellPoint Health will vacate at lease
expiration and move to a property within the nearby Warner Center;
however, the borrower is committed to the property. According to a
May 2019 Bisnow Media article, the private ownership group has
engaged Lincoln Property Company to oversee a $40.0 million to
$50.0 renovation plan to modernize the property. The project is
expected to begin in January 2020 and be completed by mid-year.
While DBRS Morningstar has not received confirmation that the loan
will be paid in full at maturity, the news articles and activity
surrounding a planned significant modernization of the building is
positive. The current outstanding loan balance of $112.1 million is
greater than the cumulative Class A-M, A-MFL and A-MFX bond balance
of $99.3 million, such that a successful refinance of the loan
would result in the repayment of the outstanding DBRS
Morningstar-rated bonds.

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


HAMILTON COMMUNITY: DBRS Gives Prov. BB Rating on 2019 Note
-----------------------------------------------------------
DBRS, Inc. assigned a provisional rating of BB (sf) to the Hamilton
Community Authority (Ohio) Property Assessed Clean Energy Taxable
Revenue Bonds (Champion Mill Project), Series 2019 note. In
addition, DBRS Morningstar placed the above-mentioned rating Under
Review with Developing Implications.

RATING RATIONALE

The provisional rating is based on DBRS Morningstar's review of the
following analytical considerations:

-- Transaction capital structure and proposed ratings.
-- The transaction parties' capabilities with regard to
     origination, underwriting, and servicing.
-- Credit quality of the collateral pool.

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


HERTZ VEHICLE 2019-3: DBRS Gives Prov. BB Rating on Class D Notes
-----------------------------------------------------------------
DBRS, Inc. assigned the following provisional ratings to the notes
to be issued by Hertz Vehicle Financing II LP:

-- Series 2019-3, Class A Notes at AAA (sf)
-- Series 2019-3, Class B Notes at A (sf)
-- Series 2019-3, Class C Notes at BBB (sf)
-- Series 2019-3, Class D Notes at BB (sf)

The ratings are based on a review by DBRS Morningstar of the
following analytical considerations:

-- Transaction capital structure, proposed ratings and form and
sufficiency of available credit enhancement.

-- Credit enhancement in the transaction is dynamic depending on
the composition of the vehicles in the fleet and certain market
value tests.

-- The ability of the transaction to withstand stressed cash flow
assumptions and repay investors according to the terms under which
they have invested. For this transaction, the ratings address the
timely payment of interest on a monthly basis and principal by the
legal final maturity date.

-- The transaction parties' capabilities to effectively manage
rental car operations and dispose of the fleet to the extent
necessary.

-- Collateral credit quality and residual value performance.

-- The legal structure and its consistency with the DBRS
Morningstar "Legal Criteria for U.S. Structured Finance"
methodology, the presence of legal opinions (to be provided) that
address the treatment of the operating lease as a true lease, the
non-consolidation of the special-purpose vehicles with the Hertz
Corporation (rated BB (low) with a Stable trend by DBRS
Morningstar) and its affiliates and that the trust has a valid
first-priority security interest in the assets.

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


HERTZ VEHICLE 2019-3: Fitch to Rate Class D Notes 'BB(EXP)'
-----------------------------------------------------------
Fitch Ratings expects to assign ratings and Rating Outlooks to four
classes of series 2019-3 ABS notes issued by Hertz Vehicle
Financing II LP.

RATING ACTIONS

Hertz Vehicle Financing II LP, Series 2019-3

Class A;  LT AAA(EXP)sf; Expected Rating

Class B;  LT A(EXP)sf;   Expected Rating

Class C;  LT BBB(EXP)sf; Expected Rating

Class D;  LT BB(EXP)sf;  Expected Rating

Class RR; LT NR(EXP)sf;  Expected Rating

KEY RATING DRIVERS

Transaction Analysis: Fitch analyzed the structural features
present in the series, including monthly mark-to-market vehicle
value tests and minimum monthly vehicle depreciation, by stressing
the liquidation timing, vehicle depreciation, disposition losses
and expected carrying costs of the transaction at various rating
levels to determine an expected loss level (ELL) for each rating
category. Credit enhancement (CE) consists of subordination,
letter(s) of credit and dynamic overcollateralization (OC) that
will shift according to the fleet mix. The levels for the series
cover or are well within range of Fitch's maximum and minimum ELL
for each class under the respective ratings.

Collateral Analysis - Diverse Vehicle Fleet: HVF II's fleet is
deemed diverse under Fitch's criteria due to the high degree of
manufacturer, model, segment and geographic diversification in the
Hertz, Dollar and Thrifty rental fleets. Concentration limits,
based on a number of characteristics, are present to help mitigate
risks related to overconcentrations. Original Equipment
Manufacturers (OEMs) with program vehicle (PV) concentrations in
HVF II have all improved their financial position in recent years
and are well positioned to meet repurchase agreement obligations.
As of the cutoff date, 96.3% of the fleet is from OEMs with
investment-grade Issuer Default Ratings (IDR).

Vehicle Value Risks - Fluctuating Fleet Performance: Depreciation
experienced within Hertz's fleet has been volatile since 2014 for
risk vehicles and has trended upward due to weak wholesale values
for compact cars, a segment that comprises the significant majority
of the HVF II fleet. Despite this, vehicle disposition losses have
been minimal for both risk and program vehicles and risk
depreciation for 2019, though overall increased, has been
relatively less volatile than prior years.

Adequate Fleet Servicer and Fleet Management: Hertz is deemed an
adequate servicer and administrator, as evidenced by its historical
fleet management and securitization performance to date. Sagent
Auto, LLC, which is wholly owned by defi SOLUTIONS Group LLC, is
the backup disposition agent, while Lord Securities Corporation
(Lord Securities) is the backup administrator.

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

RATING SENSITIVITIES

Fitch's rating sensitivity analysis focuses on two scenarios
involving potentially extreme market disruptions that would force
the agency to redefine its stress assumptions. The first examines
the effect of moving Fitch's bankruptcy/liquidation timing scenario
to eight months at 'AAAsf' with subsequent increases to each rating
level. The second considers the effect of moving the disposition
stresses to the higher end of the range at each rating level for a
diverse fleet. For example, the 'AAAsf' stress level would move to
28% from 24%. Finally, the last example shows the impact of both
stresses on the structure. The purpose of these stresses is to
demonstrate the potential rating impact on a transaction if one or
a combination of these scenarios occurs.

Fitch determined ratings by applying expected loss levels for
various rating scenarios until the proposed CE exceeded the
expected losses from the sensitivity. For all sensitivity
scenarios, the class A notes show little sensitivity under each of
the scenarios with potential downgrades only occurring under the
combined stress scenario. Two-notch to one-level downgrades would
occur to the subordinate notes under each scenario with greater
sensitivity to the disposition stress scenario. Under the combined
scenario, the subordinate notes would be placed under greater
stress and could experience multiple-level downgrades.

A sufficient increase in either the timing of the liquidation of
the fleet or increases to disposition fees could cause a downgrade
of the class A notes to 'AAsf'. To approach non-investment-grade
rating levels or down to 'CCCsf', in addition to the combined
scenario described, depreciation costs would need to increase to
previously unseen levels for the platform, increasing at least to
two times the highest monthly depreciation levels seen for both the
program and non-program vehicles at the height of the recession.

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

Fitch was provided with third-party due diligence information from
PricewaterhouseCoopers LLP (PwC). The third-party due diligence
focused on a review of the procedures and related data for 59
vehicles in the pool, including the following areas:

  -- Title, Lien and OEM;

  -- Capital Costs;

  -- Mark-to-Market and Disposition Proceeds.

Fitch considered this information in its analysis, but the findings
had no impact on the ratings. A copy of the ABS Due Diligence
Form-15E received by Fitch in connection with this transaction may
be obtained through the link at the bottom of this rating action
commentary.


JACKSON PARK 2019-LIC: S&P Assigns B- (sf) Rating to Class F Certs
------------------------------------------------------------------
S&P Global Ratings assigned its ratings to Jackson Park Trust
2019-LIC's commercial mortgage pass-through certificates.

The certificate issuance is a commercial mortgage-backed securities
transaction backed by the $725.0 million portion of a 10-year
fixed-rate interest-only mortgage loan totaling $1.0 billion,
secured by the fee interests in a multifamily complex located in
Queens, N.Y. The mortgage loan was split into three groups of notes
(the trust A notes, the trust B notes, and the non-trust notes).
This transaction will securitize the trust A notes (totaling $275.0
million) and the trust B notes (totaling $450.0 million). The
non-trust notes (totaling $275.0 million), which ranks pari passu
with the trust A notes, will not be securitized in this
transaction.

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

  RATINGS ASSIGNED
  Jackson Park Trust 2019-LIC

  Class             Rating(i)           Amount ($)
  A                 AAA (sf)           215,460,000
  B                 AA- (sf)            45,790,000
  C                 A- (sf)             87,020,000
  D                 BBB- (sf)           77,995,000
  E                 BB- (sf)            90,725,000
  F                 B- (sf)             95,285,000
  G                 NR                  76,475,000
  RR Interest(ii)   NR                  36,250,000

(i)The issuer will issue the certificates to qualified
institutional buyers in-line with Rule 144A of the Securities Act
of 1933.
(ii)Non-offered vertical risk retention certificates, which will be
retained by Bank of America N.A. as the retaining sponsor.
NR--Not rated.



JP MORGAN 2019-9: Moody's Assigns (P)B3 Rating on Class B-5 Certs
-----------------------------------------------------------------
Moody's Investors Service assigned provisional ratings to 34
classes of residential mortgage-backed securities issued by J.P.
Morgan Mortgage Trust 2019-9. The ratings range from Aaa (sf) to B3
(sf).

The certificates are backed by 998 30-year, fully-amortizing
fixed-rate mortgage loans with a total balance of $680,976,702 as
of the November 1, 2019 cut-off date. Similar to prior JPMMT
transactions, JPMMT 2019-9 includes agency-eligible mortgage loans
(10.13% by loan balance) underwritten to the government sponsored
enterprises guidelines in addition to prime jumbo non-agency
eligible mortgages purchased by J.P. Morgan Mortgage Acquisition
Corp., the sponsor and mortgage loan seller, from various
originators and aggregators. United Shore Financial Services, LLC
d/b/a United Wholesale Mortgage and Shore Mortgage originated
approximately 87% of the mortgage pool by balance. All other
originators accounted for less than 10% of the pool by balance.
With respect to the mortgage loans, each originator or the
aggregator, as applicable, made a representation and warranty that
the mortgage loan constitutes a qualified mortgage under the
qualified mortgage rule.

The primary servicers for majority of the pool are JPMorgan Chase
Bank, National Association and United Shore. United Shore will
ultimately be the servicer for majority of the pool (83.44% by
balance) and JPMCB will account for 8.5% by balance. NewRez LLC
f/k/a New Penn Financial, LLC d/b/a Shellpoint Mortgage Servicing
(Shellpoint) will act as interim servicer for the JPMorgan Chase
Bank, National Association mortgage loans until the servicing
transfer date, which is expected to occur on or about February 1,
2020, but may occur on a later date as determined by the issuing
entity. After the servicing transfer date, these mortgage loans
will be serviced by JPMCB. The servicing fee for loans serviced by
United Shore, JPMCB, Shellpoint, and loanDepot.com, LLC will be
based on a step-up incentive fee structure with a monthly base fee
of $40 per loan and additional fees for delinquent or defaulted
loans (variable fee framework). The other servicer, USAA Federal
Savings Bank, will be paid a monthly flat servicing fee equal to
one-twelfth of 0.25% of the remaining principal balance of the
mortgage loans (fixed fee framework). Nationstar Mortgage LLC d/b/a
Mr. Cooper will be the master servicer and Citibank, N.A. will be
the securities administrator and 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: J.P. Morgan Mortgage Trust 2019-9

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Cl. A-10-A, 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)Aa2 (sf)

Cl. A-15, Assigned (P)Aa2 (sf)

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

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

Cl. B-1, Assigned (P)A1 (sf)

Cl. B-1-A, Assigned (P)A1 (sf)

Cl. B-2, Assigned (P)A3 (sf)

Cl. B-2-A, Assigned (P)A3 (sf)

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

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

Cl. B-4, Assigned (P)Ba3 (sf)

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

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

RATINGS RATIONALE

Summary Credit Analysis and Rating Rationale

Moody's expected loss for this pool in a baseline scenario is 0.70%
and reaches 6.17% at a stress level consistent with its Aaa
ratings.

Moody's calculated losses on the pool using its US Moody's
Individual Loan Analysis model based on the loan-level collateral
information as of the cut-off date. Loan-level adjustments to the
model results included, but were not limited to, adjustments for
origination quality, third-party review scope and results, and the
financial strength of the representation & warranty providers.

Moody's published an updated methodology for rating and monitoring
US RMBS backed by government-sponsored enterprises and private
label prime first-lien mortgage loans originated during or after
2009, "Moody's Approach to Rating US RMBS Using the MILAN
Framework" published on October 30, 2019, which replaces the
methodology titled "Moody's Approach to Rating US Prime RMBS"
published on November 15, 2018. Changes in our expected cumulative
net loss are reflective of the updated methodology where Moody's
took into consideration the credit quality of the mortgage loans,
the structural features of the transaction, the origination
quality, the servicing arrangement, the strength of the third-party
due diligence and the R&W framework of the transaction.

Collateral Description

JPMMT 2019-9 is a securitization of a pool of 998 30-year,
fully-amortizing fixed-rate mortgage loans with a total balance of
$680,976,702 as of the cut-off date, with a weighted average (WA)
remaining term to maturity of 358 months, and a WA seasoning of
2.08 months. The WA current FICO score is 771 and the WA original
combined loan-to-value ratio is 72.2%. The characteristics of the
loans underlying the pool are generally comparable to those of
other JPMMT transactions backed by prime mortgage loans that
Moody's have rated.

Aggregation/Origination Quality

Moody's considers JPMMAC's aggregation platform to be adequate and
Moody's did not apply a separate loss-level adjustment for
aggregation quality. In addition to reviewing JPMMAC as an
aggregator, Moody's has also reviewed the originator(s)
contributing a significant percentage of the collateral pool (above
10%). As such, for United Shore, Moody's reviewed United Shore's
underwriting guidelines and its policies and documentation (where
available). Additionally, Moody's increased its base case and Aaa
loss expectations for certain originators of non-conforming loans
where Moody's does not have clear insight into the underwriting
practices, quality control and credit risk management. Moody's did
not make an adjustment for GSE-eligible loans, regardless of the
originator, since those loans were underwritten in accordance with
GSE guidelines.

United Shore (originator): Loans originated by United Shore have
been included in several prime jumbo securitizations that Moody's
hasrated. United Shore originated approximately 87% of the mortgage
loans by pool balance (compared with about 11% by pool balance in
JPMMT 2018-9, an exposure by pool balance which has been steadily
increasing over the past year). The majority of these loans were
originated under United Shore's High Balance Nationwide program
which are processed using the Desktop Underwriter (DU) automated
underwriting system, and are therefore underwritten to Fannie Mae
guidelines. The loans receive a DU Approve Ineligible feedback due
to the loan amount only. Moody's made a negative origination
adjustment (i.e. Moody's increased its loss expectations) for
United Shore's loans due mostly to 1) the lack of statistically
significant program specific loan performance data and 2) the fact
that United Shore's High Balance Nationwide program is unique and
fairly new and no performance history has been provided to Moody's
on these loans. Under this program, the origination criteria rely
on the use of GSE tools (DU/LP) for prime-jumbo non-conforming
loans, subject to Qualified Mortgage (QM) overlays. More time is
needed to assess United Shore's ability to consistently produce
high-quality prime jumbo residential mortgage loans under this
program.

Servicing Arrangement

Moody's considers the overall servicing arrangement for this pool
to be adequate given the strong servicing arrangement of the
servicers, as well as the presence of a strong master servicer to
oversee the servicers. The servicers are contractually obligated to
the issuing entity to service the related mortgage loans. However,
the servicers may perform their servicing obligations through
sub-servicers. In this transaction, Nationstar Mortgage LLC (rated
B2) will act as the master servicer. The servicers are required to
advance principal and interest on the mortgage loans. To the extent
that the servicers are unable to do so, the master servicer will be
obligated to make such advances. In the event that the master
servicer, Nationstar, is unable to make such advances, the
securities administrator, Citibank (rated Aa3) will be obligated to
do so to the extent such advance is determined by the securities
administrator to be recoverable.

Servicing Fee Framework

The servicing fee for loans serviced by United Shore, JPMCB,
Shellpoint and LoanDepot will be based on a step-up incentive fee
structure with a monthly base fee of $40 per loan and additional
fees for servicing delinquent and defaulted loans. The other
servicer, USAA, will be paid a monthly flat servicing fee equal to
one-twelfth of 0.25% of the remaining principal balance of the
mortgage loans. Shellpoint will act as interim servicer for the
JPMCB mortgage loans until the servicing transfer date, February 1,
2020 or such later date as determined by the issuing entity and
JPMCB.

The servicing fee framework is comparable to other recent JPMMT
transactions backed by prime mortgage loans that Moody's has rated.
However, while this fee structure is common in non-performing
mortgage securitizations, it is relatively new 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 $40 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

Three third party review firms, AMC Diligence, LLC, Clayton
Services LLC, and Opus Capital Markets Consultants, LLC
(collectively, TPR firms) verified the accuracy of the loan-level
information that Moody's received from the sponsor. These firms
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 majority of loans, no material compliance issues,
and no appraisal defects. Overall, 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 firms 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.

The property valuation review consisted of reviewing the valuation
materials utilized at origination to ensure the appraisal report
was complete and in conformity with the underwriting guidelines.
The TPR firms also reviewed each loan to determine whether a
third-party valuation product was required and if required, that
the third-party product value was compared to the original
appraised value to identify a value variance. In some cases, if a
variance of more than 10% was noted, the TPR firms ensured any
required secondary valuation product was ordered and reviewed. The
property valuation portion of the TPR was conducted using, among
other methods, a field review, a third-party collateral desk
appraisal (CDA), broker price opinion (BPO), automated valuation
model (AVM) or a Collateral Underwriter (CU) risk score. In some
cases, a CDA, BPO or AVM was not provided because these loans were
originated under United Shore's High Balance Nationwide program
(i.e. non-conforming loans underwritten using Fannie Mae's Desktop
Underwriter Program) and had a CU risk score less than or equal to
2.5. Moody's considers the use of CU risk score for non-conforming
loans to be credit negative due to (1) the lack of human
intervention which increases the likelihood of missing emerging
risk trends, (2) the limited track record of the software and
limited transparency into the model and (3) GSE focus on non-jumbo
loans which may lower reliability on jumbo loan appraisals. Moody's
applied an adjustment to the loss for such loans since the
statistically significant sample size and valuation results of the
loans that were reviewed using a CDA or a field review (which
Moody's considers to be a more accurate third-party valuation
product) were insufficient.

In addition, there were loans for which the original appraisal was
evaluated using only AVMs. Moody's believes that utilizing only
AVMs as a comparison to verify the original appraisals is much
weaker and less accurate than utilizing CDAs for the entire pool.
Moody's took this framework into consideration and applied an
adjustment to its expected or Aaa loss levels for such loans.

R&W Framework

JPMMT 2019-9's R&W framework is in line with that of other JPMMT
transactions where an independent reviewer is named at closing, and
costs and manner of review are clearly outlined at issuance. Its
review of the R&W framework considers the financial strength of the
R&W providers, scope of R&Ws (including qualifiers and sunsets) and
enforcement mechanisms. The R&W providers vary in financial
strength. The creditworthiness of the R&W provider determines the
probability that the R&W provider will be available and have the
financial strength to repurchase defective loans upon identifying a
breach. An investment grade rated R&W provider lends substantial
strength to its R&Ws. Moody's analyzes the impact of less
creditworthy R&W providers case by case, in conjunction with other
aspects of the transaction.

Moody's made no adjustments to the loans for which JPMCB (Aa2), its
affiliate, JPMMAC and USAA Federal Savings Bank (a subsidiary of
USAA Capital Corporation, rated Aa1) provided R&Ws since they are
highly rated and/or financially stable entities. In contrast, the
rest of the R&W providers are unrated and/or financially weaker
entities. Moody's applied an adjustment to the loans for which
these entities provided R&Ws. JPMMAC will make the mortgage loan
representations and warranties with respect to mortgage loans
originated by certain originators (approx. 2.4% by loan balance).
For loans that JPMMAC acquired via the MAXEX Clearing LLC (MaxEx)
platform, MaxEx under the assignment, assumption and recognition
agreement with JPMMAC, will make the R&Ws. The R&Ws provided by
MaxEx to JPMMAC and assigned to the trust are in line with the R&Ws
found in other JPMMT transactions.

No other party will backstop or be responsible for backstopping any
R&W providers who may become financially incapable of repurchasing
mortgage loans. With respect to the mortgage loan R&Ws made by such
originators or the aggregator, as applicable, as of a date prior to
the closing date, JPMMAC will make a "gap" representation covering
the period from the date as of which such R&W is made by such
originator or the aggregator, as applicable, to the cut-off date or
closing date, as applicable. Additionally, no party will be
required to repurchase or substitute any mortgage loan until such
loan has gone through the review process.

Trustee and Master Servicer

The transaction Delaware trustee is Citibank. The custodian's
functions will be performed by Wells Fargo Bank, N.A. The paying
agent and cash management functions will be performed by Citibank.
Nationstar, as master servicer, is responsible for servicer
oversight, servicer termination and for the appointment of any
successor servicer. In addition, Nationstar is committed to act as
successor if no other successor servicer can be found. The master
servicer is required to advance principal and interest if the
servicer fails to do so. If the master servicer fails to make the
required advance, the securities administrator is obligated to make
such advance.

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 0.75% of the
original pool balance, the subordinate bonds do not receive any
principal and all principal is then paid to the senior bonds. The
subordinate bonds benefit from a floor as well. 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 0.60% of the original pool balance, those tranches that
are junior to it do not receive principal distributions. The
principal those tranches would have received is directed to pay
more senior subordinate bonds pro-rata.

In addition, until the aggregate class principal amount of the
senior certificates (other than the interest only certificates) is
reduced to zero, if on any distribution date, the aggregate
subordinate percentage for such distribution date 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.

Moody's calculates the credit neutral floors for a given target
rating as shown in its principal methodology. The senior
subordination floor is equal to an amount which is the sum of the
balance of the six largest loans at closing multiplied by the
higher of their corresponding MILAN Aaa severity or a 35% severity.
The credit neutral floor for Aaa rating is $4,068,987. The senior
subordination floor of 0.75% and subordinate floor of 0.60% are
consistent with the credit neutral floors for the assigned
ratings.

Transaction Structure

The transaction has a 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 (other than the
Class A-R Certificates) 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.

The Class A-11 Certificates will have a pass-through rate that will
vary directly with the rate of one-month LIBOR and the Class A-11-X
Certificates will have a pass-through rate that will vary inversely
with the rate of one-month LIBOR. If the securities administrator
notifies the depositor that it cannot determine one-month LIBOR in
accordance with the methods prescribed in the sale and servicing
agreement and a benchmark transition event has not yet occurred,
one-month LIBOR for such accrual period will be one-month LIBOR as
calculated for the immediately preceding accrual period. Following
the occurrence of a benchmark transition event, a benchmark other
than one-month LIBOR will be selected for purposes of calculating
the pass-through rate on the class A-11 certificates.

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.

Methodology

The principal methodology used in these ratings was "Moody's
Approach to Rating US RMBS Using the MILAN Framework " published in
October 2019.


LB-UBS COMMERCIAL 2006-C6: Moody's Cuts Class A-J Certs to Caa3
---------------------------------------------------------------
Moody's Investors Service affirmed the rating on one class and
downgraded the rating on one class in LB-UBS Commercial Mortgage
Trust 2006-C6, Commercial Mortgage Pass-Through Certificates,
Series 2006-C6 as follows:

Cl. A-J, Downgraded to Caa3 (sf); previously on Apr 9, 2019
Affirmed Caa2 (sf)

Cl. X-CL*, Affirmed C (sf); previously on Apr 9, 2019 Affirmed C
(sf)

* Reflects Interest Only Classes

RATINGS RATIONALE

The rating on the P&I class was downgraded due to anticipated
losses from specially serviced 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 21.8% of the
current pooled balance, compared to 19.8.% at Moody's last review.
Moody's base expected loss plus realized losses is now 14.5% of the
original pooled balance, compared to 14.4% at the last review.

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

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

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

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

METHODOLOGY UNDERLYING THE RATING ACTION

The principal methodology used in 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.

Moody's analysis incorporated a loss and recovery approach in
rating the P&I classes in this deal since 60% 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 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 October 18, 2019 distribution date, the transaction's
aggregate certificate balance has decreased by 96% to $110 million
from $3.05 billion at securitization. The certificates are
collateralized by four mortgage loans ranging in size from less
than 1% to 59% of the pool.

Two loans, constituting 40% of the pool, are on the master
servicer's watchlist. The watchlist includes loans that meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, the agency reviews the
watchlist to assess which loans have material issues that could
affect performance.

Thirty-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%). Two loans, constituting 60% of the pool, are
currently in special servicing. The largest specially serviced loan
is the Greenbrier Mall Loan ($65.1 million -- 59.1% of the pool),
which is secured by an 896,000 square foot (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 first 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.
However, the loan transferred back to special servicing in May 2019
due to imminent default. As of December 2018, the property was 96%
leased, with an in-line occupancy rate of 90%. CBL, the sponsor,
categorized the mall as a Tier 2 Asset, indicating the property's
sales per square foot (psf) are between $300 and $375 psf. The
property faces strong competition as there are four other malls
within a fifteen mile radius.

The second largest specially serviced loan is the 101 East Seneca
Turnpike loan ($963,676 million -- 0.9% of the pool), which is
secured by a retail property in Syracuse, New York. The property is
51% occupied as of January 2019 and is currently REO.

The two performing loans represent 40.1% of the pool balance. The
largest loan is the Eagle Road Shopping Center Loan ($44.0 million
-- 39.9% 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 loan has remained current
on its debt service payments. Moody's LTV and stressed DSCR are
118% and 0.85X, respectively, compared to 124% and 0.81X at the
last review.

The second performing loan is the Rite Aid -- Elko Loan ($398,870
-- 0.2% of the pool), which is secured by a 29,860 SF retail
property which is 100% leased to Rite Aid and subleased to Cal
Ranch Stores. Discussions are underway with the subtenant to
takeover the space when the lease expires. Due to the single tenant
exposure, Moody's value utilized a lit/dark analysis. The loan is
fully amortizing, has amortized 95% since securitization and
matures in March 2020. Moody's LTV and stressed DSCR are 6% and
greater than 4.00X, respectively.


LB-UBS COMMERCIAL 2007-C6: S&P Affirms BB+ (sf) Rating on B Certs
-----------------------------------------------------------------
S&P Global Ratings lowered its ratings on the class C and D
commercial mortgage pass-through certificates from LB-UBS
Commercial Mortgage Trust 2007-C6, a U.S. commercial
mortgage-backed securities (CMBS) transaction. In addition, S&P
affirmed its ratings on classes A-J and B from the transaction.

The downgrades reflect the credit support erosion that S&P expects
will occur upon the eventual resolution of the 48 assets ($296.9
million, 74.5% of the pool balance) with the special servicer and
the Islandia Shopping Center subordinate B-note ($10.1 million,
2.5%), as well as the classes' susceptibility to reduced liquidity
support due to appraisal subordinate entitlement reduction (ASER)
from the specially serviced assets.

The affirmations reflect S&P's view of the credit enhancement
levels, which were in line with the affirmed ratings. While the
available credit enhancement levels suggest positive rating
movements on classes A-J and B, S&P's analysis also considered the
threat of reduced liquidity support due to the specially serviced
PECO Portfolio real-estate-owned (REO) asset ($219.8 million; 55.2%
of the pool balance, comprising 39 crossed assets), whose ultimate
resolution timing remains uncertain, and which has experienced
intermittent ASER related shortfalls. Related to the asset's
uncertain resolution timing, S&P also considered the resultant
exposure build-up's deleterious effect on recoverable value, which
would put class B at an increased risk of realized loss. The rating
agency will continue to monitor the performance of the PECO
Portfolio and its impact on the rated bonds.

TRANSACTION SUMMARY

As of the Oct. 18, 2019, trustee remittance report, the collateral
pool balance was $398.7 million, which is 13.4% of the pool balance
at issuance. The pool currently includes six loans (reflecting the
Islandia Shopping Center A and B notes as one loan) and 45 REO
assets (reflecting the 39 crossed PECO Portfolio assets as separate
assets), down from 181 loans at issuance. Forty eight ($296.9
million, 74.5% of the pool balance) of these assets are with the
special servicer and two ($78.1 million, 19.6%) are on the master
servicer's watchlist.

The rating agency calculated an S&P Global Ratings weighted average
debt service coverage (DSC) of 0.83x and an S&P Global Ratings
weighted average loan-to-value (LTV) ratio of 110.1% using an S&P
Global Ratings weighted average capitalization rate of 7.15%. The
DSC, LTV, and capitalization rate calculations exclude the
specially serviced assets and the Islandia Shopping Center
subordinate B hope note ($10.1 million, 2.53% of the pool
balance).

To date, the transaction has experienced $178.4 million in
principal losses, or 6.0% of the original pool trust balance. S&P
expects losses to reach approximately 12.1% of the original pool
trust balance in the near term, based on loss incurred to date and
the additional losses it expects upon the eventual resolution of
the 48 specially serviced assets.

CREDIT CONSIDERATIONS

As of the Oct. 18, 2019, trustee remittance report, 48 assets in
the pool were with the special servicer, LNR Partners LLC. The two
largest specially serviced assets are the PECO Portfolio REO asset
and the Lakeland Town Center loan.

The PECO Portfolio REO asset ($219.9 million, 55.2% of the pool
balance) has a $224.7 million reported total exposure and is the
largest asset in the pool. The asset, which comprises 39
cross-collateralized and cross-defaulted properties, was
transferred to the special servicer on Aug. 2, 2012, because of
imminent payment default, and the properties became REO between
June 2014 and March 2015. The asset consisted of 39 retail
properties totaling 4.3 million square feet (sq. ft.) in 13 U.S.
states. According to the special servicer, 24 of the properties
have been sold and released to date, and it is working on resolving
the remaining 15 properties. A $150.6 million appraisal reduction
amount is in effect against the asset. S&P expects a significant
loss upon this asset's ultimate resolution.

The Lakeland Town Center loan ($25.1 million, 6.3% of the pool
balance) is the third-largest asset in the pool and has a reported
total exposure of $28.2 million. The loan is secured by a
304,375-sq.-ft. retail property built in 1964 in Lakeland, Fla. The
loan was transferred to the special servicer on Oct. 12, 2016, for
imminent default. Additionally, a $6.3 million appraisal reduction
amount is in effect against the asset. The reported DSC and
occupancy as of March 31, 2019, were 0.91x and 50.0%, respectively.
S&P expects a significant loss upon this loan's eventual
resolution.

The eight remaining assets with the special servicer each have
individual balances that represent less than 3.3% of the total pool
trust balance. S&P estimated losses for the 48 specially serviced
assets, arriving at a weighted-average loss severity of 61.5%.

  RATINGS LOWERED

  LB-UBS Commercial Mortgage Trust 2007-C6
  Commercial mortgage pass-through certificates

                   Rating
  Class     To             From
  C         CCC- (sf)      B- (sf)
  D         CCC- (sf)      CCC(sf)
  
  RATINGS AFFIRMED

  LB-UBS Commercial Mortgage Trust 2007-C6
  Commercial mortgage pass-through certificates

  Class     Rating
  A-J       BBB- (sf)
  B         BB+ (sf)


MIDOCEAN CREDIT X: S&P Assigns Prelim BB- (sf) Rating to E Notes
----------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to MidOcean
Credit CLO X's fixed- and floating-rate notes.

The note issuance is a collateralized loan obligation (CLO)
transaction backed by broadly syndicated speculative-grade (rated
'BB+' and lower) senior secured term loans managed by MidOcean
Credit Fund Management L.P.

The preliminary ratings are based on information as of Nov. 15,
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 debt through collateral selection, ongoing
portfolio management, and trading.

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

  PRELIMINARY RATINGS ASSIGNED
  MidOcean Credit CLO X/MidOcean Credit CLO X LLC

  Class                     Rating       Amount (mil. $)
  A-1                       AAA (sf)              246.00
  A-2-1                     AAA (sf)                4.00
  A-2-2                     AAA (sf)               10.00
  B                         AA (sf)                44.00
  C (deferrable)            A (sf)                 24.00
  D (deferrable)            BBB- (sf)              18.00
  E (deferrable)            BB- (sf)               20.80
  Subordinated notes        NR                     35.85

  NR--Not rated.


MORGAN STANLEY 2011-C2: Fitch Lowers Class E Certs to Bsf
---------------------------------------------------------
Fitch Ratings downgrades four and affirms six classes of Morgan
Stanley Capital I Trust 2011-C2 commercial mortgage pass-through
certificates.

RATING ACTIONS

Morgan Stanley Capital I Trust 2011-C2

Class A-3 617459AC6; LT AAAsf Affirmed;  previously at AAAsf

Class A-4 617459AD4; LT AAAsf Affirmed;  previously at AAAsf

Class B 617459AG7;   LT AAsf Affirmed;   previously at AAsf

Class C 617459AH5;   LT Asf Affirmed;    previously at Asf

Class D 617459AJ1;   LT BBBsf Downgrade; previously at BBB+sf

Class E 617459AK8;   LT Bsf Downgrade;   previously at BBB-sf

Class F 617459AL6;   LT CCCsf Downgrade; previously at BBsf

Class G 617459AM4;   LT CCCsf Downgrade; previously at Bsf

Class H 617459AN2;   LT CCsf Affirmed;   previously at CCsf

Class X-A 617459AE2; LT AAAsf Affirmed;  previously at AAAsf

KEY RATING DRIVERS

Increased Loss Expectations: The downgrades to classes D, E, F and
G reflect increased base case loss expectations on the overall pool
as the loans move closer to maturity. Further, the transaction
suffered a realized loss of $33.1 million in July 2019 from the
disposal of the specially serviced Towne West Square Mall, a poorly
performing regional mall located in Wichita, KS.

More than half the portfolio consists of Fitch Loans of Concern
(FLOCs; 50.4% of the pool), including the three largest loans in
the pool. The two largest loans (38.5% of pool) are secured by
portions of regional malls. While the two loans, the Deerbrook Mall
loan (19.8% of pool; Humble, TX) and the Ingram Park Mall loan
(18.7%; San Antonio, TX), have strong sponsorship, combined, they
comprise over one-third of the pool, and Fitch Ratings is concerned
about the ability of these loans to refinance at their scheduled
April and June 2021 loan maturities.

Both malls are anchored by non-collateral Dillard's, Macy's and
JCPenney. Deerbrook Mall also has Sears and Dick's Sporting Goods
as additional anchors, while Ingram Park Mall has two additional
dark anchor spaces formerly occupied by Dillard's Home and Sears.
Although in-line sales for both malls remain healthy in the range
of $427 to $515 psf, collateral occupancy has declined at both
malls over the past year, and scheduled tenant roll over the next
year comprises over 15% of the collateral NRA.

The Three Riverway Office loan (6.7% of the pool) is secured by a
398,413-sf high-end office property located in Houston, TX that was
severely damaged by flooding related to Hurricane Harvey in
August/September 2017. While repairs were finally completed this
year, occupancy has fallen to 59.8%. Further, the servicer-reported
YE 2018 NOI DSCR was 0.89x.

Alternative Loss Considerations; Regional Mall Concentration: Given
the potential for outsized losses on the two mall loans, Fitch's
analysis included an additional stress scenario that assumed a 15%
loss on the balloon balance on the Deerbrook Mall and a 50% loss on
the balloon balance of the Ingram Park Mall. The Negative Rating
Outlooks on classes A-4 through E and the interest-only class X-A
reflect this scenario.

Additional Fitch Loans of Concern: In addition to the
aforementioned FLOCs, three other loans (5% of pool) have also been
designated as FLOCs. The Riverside 5 loan (2.9%), which is secured
by an office property located in Frederick, MD, has suffered a cash
flow decline since it lost its third largest tenant in 2017; the
Timberway II loan (1.3%), which is secured by a 134,000-sf office
property located in Houston, TX, experienced an occupancy decline
to 64% as of the June 2019 reporting; and the specially serviced
192nd Avenue Plaza loan (0.9%) transferred to special servicing in
June 2017 after the borrower executed a major lease without the
prior written consent of the servicer. The loan remains current,
and the servicer is working toward a resolution with the borrower.
Fitch applied increased cash flow haircuts and/or higher cap rates
in its analysis to account for performance concerns.

Decreased Credit Enhancement: As of the October 2019 distribution
date, the transaction had been reduced by 44.7% including realized
losses of $32.4 million (2.7% of the original balance). Credit
enhancement has decreased from the last rating action due to the
recent realized loss. Approximately 12.1% of the pool is currently
defeased. All loans are currently amortizing. The next scheduled
loan maturity includes one loan (1.9% of the pool) in December
2020, with the remainder of the pool maturing by June 2021 (40
loans; 98.1%).

Additional Considerations

Portfolio Concentrations: Of the original 52 loans, 41 remain in
the pool. The top two loans compose 38.5% of the pool, while the
top five loans in the pool make up 53%. Loans secured by retail
properties represent 54.4% of the pool, including five of the top
15 loans. Loans secured by properties located in Texas compose
49.5% of the pool.

RATING SENSITIVITIES

The Negative Outlooks assigned to classes A-4 through E and the
interest-only class X-A primarily reflect concerns over the ability
of the Deerbrook Mall and Ingram Park Mall to refinance at
maturity. Fitch ran additional sensitivity scenarios on the
regional malls in the pool, and based on the results, classes A-4
through E and the interest-only class X-A could be subject to
future downgrades. Class A-3 is fully covered by defeased
collateral.

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

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

ESG CONSIDERATIONS

The transaction has an ESG Relevance Score of 4 for Exposure to
Environmental Impacts related to severe hurricane damage to a
property and Exposure to Social Impacts due two regional malls that
are underperforming as a result of changing consumer preference to
shopping. Both exposures have a negative impact on the credit
profile and are highly relevant to the ratings.


MORGAN STANLEY 2019-MEAD: Moody's Rates Class E Certs (P)Ba2
------------------------------------------------------------
Moody's Investors Service assigned provisional ratings to six
classes of CMBS securities, issued by Morgan Stanley Capital I
Trust 2019-MEAD, Commercial Mortgage Pass-Through Certificates,
Series 2019-MEAD:

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

Cl. X-A*, Assigned (P)Aaa (sf)

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

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

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

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

* Reflects interest-only classes

RATINGS RATIONALE

The Certificates are collateralized by a single loan secured by the
borrower's fee simple interest in the Park Meadows mall, a
1,585,948 SF, two-story enclosed mall located approximately 15.2
miles southeast of the Denver central business district. The
property is anchored by Nordstrom, Dillard's, Macy's, JC Penney and
Dick's Sporting Goods. The Dick's Sporting Goods store is owned by
mall ownership and leased to the retailer. Nordstrom, Dillard's,
Macy's, and JCPenney own their stores and underlying land. Owned
GLA of the subject is calculated to be 762,948 SF and the owned
land area is calculated to be 69.63 acres. Mall shop space consists
of approximately 630,040 SF, inclusive of the food court and
permanent kiosks.

As of September 30, 2019, the Park Meadows Mall was occupied by a
diverse tenant mix of over 130 inline retailers and had a total
mall occupancy of 98.2%, a collateral occupancy of 96.3% (in each
case, including Forever 21) and an in-line occupancy of 95.8%. The
property contains a roster of high profile tenants, including
several first-to-market retailers such as Nordstrom, Tesla, Peloton
and Amazon 4-star. In addition, due to the outdoor culture of the
Denver market, the property presents a strong offering of targeted
outdoor and athleisure tenants such as Lululemon, Athleta and
Orvis.

The loan is a five-year, fixed-rate interest-only, first-lien
mortgage loan with an original and outstanding principal balance of
$615,000,000. Its ratings are based on the credit quality of the
loans and the strength of the securitization structure.

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

The credit risk of loans is determined primarily by two factors: 1)
Moody's assessment of the probability of default, which is largely
driven by each loan's DSCR, and 2) Moody's assessment of the
severity of loss upon a default, which is largely driven by each
loan's LTV ratio.

The trust loan balance of $615,000,000 represents a Moody's LTV of
90.6%. The Moody's loan trust actual DSCR is 2.60x and Moody's loan
trust stressed DSCR at a 9.25% stressed constant is 0.89x. The
Moody's LTV including the non-trust mezzanine loan of $85,000,000
is 103.1%.

Notable strengths of the transaction include the asset's operating
performance, inline sales productivity, anchor sales, rollover
profile, and strong sponsorship. Offsetting these strengths are a
lack of asset diversification, the interest-only mortgage loan
profile, retail competition in the market, interest-only mortgage
loan profile, and credit negative legal features.

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.

Moody's approach for single borrower and large loan multi-borrower
transactions evaluates credit enhancement levels based on an
aggregation of adjusted loan level proceeds derived from Moody's
loan level LTV ratios. Major adjustments to determining proceeds
include leverage, loan structure, and property type. These
aggregated proceeds are then further adjusted for any pooling
benefits associated with loan level diversity, other concentrations
and correlations.

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

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

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

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


NATIONSTAR HECM 2019-2: Moody's Gives  (P)B3 Rating to M4 Debt
--------------------------------------------------------------
Moody's Investors Service assigned provisional ratings to five
classes of residential mortgage-backed securities (RMBS) issued by
Nationstar HECM Loan Trust 2019-2. The ratings range from (P)Aaa
(sf) to (P)B3 (sf).

The certificates are backed by a pool that includes 1,128 inactive
home equity conversion mortgages and 167 real estate owned
properties. The servicer for the deal is Nationstar Mortgage LLC.
The complete rating actions are as follows:

Issuer: Nationstar HECM Loan Trust 2019-2

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

Cl. M1, Assigned (P)Aa3 (sf)

Cl. M2, Assigned (P)A3 (sf)

Cl. M3, Assigned (P)Baa3 (sf)

Cl. M4, Assigned (P)B3 (sf)

RATINGS RATIONALE

The collateral backing NHLT 2019-2 consists of first-lien inactive
HECMs covered by Federal Housing Administration insurance secured
by properties in the US along with Real-Estate Owned properties
acquired through conversion of ownership of reverse mortgage loans
that are covered by FHA insurance. If a borrower or their estate
fails to pay the amount due upon maturity or otherwise defaults,
the sale of the property is used to recover the amount owed.
Nationstar acquired the mortgage assets from Ginnie Mae sponsored
HECM mortgage backed securitizations. All of the mortgage assets
are covered by FHA insurance for the repayment of principal up to
certain amounts.

There are 1,295 mortgage assets with a balance of $353,148,906. The
assets are in either default, due and payable, referred,
foreclosures or REO status. Loans that are in default may move to
due and payable; due and payable loans may move to foreclosure; and
foreclosure loans may move to REO. 18.7% of the assets are in
default of which 0.1% (of the total assets) are in default due to
non-occupancy and the remaining are in default due to delinquent
taxes and insurance and HOA. 16.5% of the assets are due and
payable, 49.0% of the assets are in foreclosure and 2.4% of the
assets are in pre-foreclosure liquidated status. Finally, 13.3% of
the assets are REO properties and were acquired through foreclosure
or deed-in-lieu of foreclosure on the associated loan. If the value
of the related mortgaged property is greater than the loan amount,
some of these loans may be settled by the borrower or their
estate.

The collateral composition of NHLT 2019-2 is different from that of
NHLT 2019-1 in several key respects. First, NHLT 2019-2 has a lower
percentage of loans in default status and a higher percentage of
loans in foreclosure status. In addition, a relatively large
percentage of the collateral in NHLT 2019-2 is inactive due to
death or non-occupancy (21.6% which is comparable to 23.0% in
2019-1 but higher than 17.1% in NHLT 2018-3). Furthermore, the
weighted average loan-to-value ratio based on most recent appraisal
value, at 132.8%, is higher than most NHLT transactions Moody's has
rated. This implies that borrowers in this pool tend to have less
equity in their homes compared to in prior transactions which may
lead to lower cure and repayment rates.

As with most NHLT transactions Moody's has rated, the pool has a
significant concentration of mortgage assets backed by properties
in New York, Florida, and New Jersey. Such states are judicial
foreclosure states with long foreclosure timelines. Also, there are
13 assets (0.5% of the asset balance) in NHLT 2019-2 that are
backed by properties in Puerto Rico, which is still recovering from
Hurricane Maria and suffering from poor economic conditions due to
a public debt crisis and continued out-migration. Its credit
ratings reflect state-specific foreclosure timeline stresses.

Nationstar has noted that there are no damaged properties in the
pool. In addition, there are property level representations &
warranties that no mortgaged property has suffered damages due to
fire, flood, windstorm, earthquake, tornado, hurricane, or any
other damages.

Transaction Structure

The securitization has a sequential liability structure amongst six
classes of notes with structural subordination. All funds
collected, prior to an acceleration event, are used to make
interest payments to the notes, then principal payments to the
Class A notes, then to a redemption account until the amount on
deposit in the redemption account is sufficient to cover future
principal and interest payments for the subordinate notes up to
their expected final payment dates. The subordinate notes will not
receive principal until the beginning of their respective target
amortization periods (in the absence of an acceleration event). The
notes benefit from structural subordination as credit enhancement,
and an interest reserve account funded with cash received from the
initial purchasers of the notes for liquidity and credit
enhancement.

The transaction is callable on or after six months with a 1.0%
premium and on or after 12 months without a premium. The mandatory
call date for the Class A notes is in November 2021. For the Class
M1 notes, the expected final payment date is in March 2022. For the
Class M2 notes, the expected final payment date is in June 2022.
For the Class M3 notes, the expected final payment date is in
August 2022. For the Class M4 notes, the expected final payment
date is in December 2022. Finally, for the Class M5 notes, the
expected final payment date is in January 2023. For each of the
subordinate notes, there are target amortization periods that
conclude on the respective expected final payment dates. The legal
final maturity of the transaction is 10 years.

Available funds to the transaction are expected to primarily come
from the liquidation of REO properties and receipt of FHA insurance
claims. These funds will be received with irregular timing. In the
event that there are insufficient funds to pay interest in a given
period, the interest reserve account may be utilized. Additionally,
any shortfall in interest will be classified as an available funds
cap shortfall. These available funds cap carryover amounts will
have priority of payments in the waterfall and will also accrue
interest at the respective note rate.

Certain aspects of the waterfall are dependent upon Nationstar
remaining as servicer. Servicing fees and servicer related
reimbursements are subordinated to interest and principal payments
while Nationstar is servicer. However, servicing advances will
instead have priority over interest and principal payments in the
event that Nationstar defaults and a new servicer is appointed.

Third-Party Review

A third party firm conducted a review of certain characteristics of
the mortgage assets on behalf of Nationstar. The review focused on
data integrity, FHA insurance coverage verification, accuracy of
appraisal recording, accuracy of occupancy status recording,
borrower age documentation, identification of excessive corporate
advances, documentation of servicer advances, and identification of
tax liens with first priority in Texas. Also, broker price opinions
(BPOs) were ordered for 154 properties in the pool.

The TPR firm conducted an extensive data integrity review. Certain
data tape fields, such as the mortgage insurance premium (MIP)
rate, the current UPB, current interest rate, and marketable title
date were reviewed against Nationstar's servicing system. However,
a significant number of data tape fields were reviewed against
imaged copies of original documents of record, screen shots of
HUD's HERMIT system, or HUD documents. Some key fields reviewed in
this manner included the original note rate, the debenture rate,
foreclosure first legal date, and the called due date.

The results of the third-party review (TPR) are comparable to
previous NHLT transactions in many respects. However, the number of
exceptions related to the accuracy of reported valuations, and
foreclosure and bankruptcy attorney fees is similar to what was
observed in NHLT 2019-1 transaction. NHLT 2019-2's TPR results
showed an 20.7% initial-tape exception rate related to the accuracy
of reported valuations and a 39.07% initial-tape exception rate
related to foreclosure and bankruptcy attorney fees. In its
analysis of the pool, Moody's applied adjustments to account for
the TPR results in certain areas.

Reps & Warranties (R&W)

Nationstar is the loan-level R&W provider and is rated B2 (Stable).
This relatively weak financial profile is mitigated by the fact
that Nationstar will subordinate its servicing advances, servicing
fees, and MIP payments in the transaction and thus has significant
alignment of interests. Another factor mitigating the risks
associated with a financially weak R&W provider is that a
third-party due diligence firm conducted a review on the loans for
evidence of FHA insurance.

Nationstar represents that the mortgage loans are covered by FHA
insurance that is in full force and effect. Nationstar provides
further R&Ws including those for title, first lien position,
enforceability of the lien, and the condition of the property.
Although Nationstar provides a no fraud R&W covering the
origination of the mortgage loans, determination of value of the
mortgaged properties, and the sale and servicing of the mortgage
loans, the no fraud R&W is made only as to the initial mortgage
loans. Aside from the no fraud R&W, Nationstar does not provide any
other R&W in connection with the origination of the mortgage loans,
including whether the mortgage loans were originated in compliance
with applicable federal, state and local laws. Although certain
representations are knowledge qualified, the transaction documents
contain language specifying that if a representation would have
been breached if not for the knowledge qualifier then Nationstar
will repurchase the relevant asset as if the representation had
been breached.

Upon the identification of an R&W breach, Nationstar has to cure
the breach. If Nationstar is unable to cure the breach, Nationstar
must repurchase the loan within 90 days from receiving the
notification. Moody's believes the absence of an independent third
party reviewer who can identify any breaches to the R&W makes the
enforcement mechanism weak in this transaction. Also, Nationstar,
in its good faith, is responsible for determining if a R&W breach
materially and adversely affects the interests of the trust or the
value the collateral. This creates the potential for a conflict of
interest.

When analyzing the transaction, Moody's reviewed the transaction's
exposure to large potential indemnification payments owed to
transaction parties due to potential lawsuits. In particular,
Moody's assessed the risk that the acquisition trustee would be
subject to lawsuits from investors for a failure to adequately
enforce the R&Ws against the seller. Moody's believes that NHLT
2019-2 is adequately protected against such risk in part because a
third-party data integrity review was conducted on a significant
random sample of the loans. In addition, the third-party due
diligence firm verified that all of the loans in the pool are
covered by FHA insurance.

Trustee

The acquisition and owner trustee for the NHLT 2019-2 transaction
is Wilmington Savings Fund Society, FSB. The paying agent and cash
management functions will be performed by U.S. Bank National
Association. U.S. Bank National Association will also serve as the
claims payment agent and as such will be the HUD mortgagee of
record for the mortgage assets in the pool.

Methodology

The methodologies used in these ratings were "Moody's Approach to
Rating Securitizations Backed by Non-Performing and Re-Performing
Loans" published in February 2019 and "Moody's Global Approach to
Rating Reverse Mortgage Securitizations" published in May 2019.

Its quantitative asset analysis is based on a loan-by-loan modeling
of expected payout amounts given the structure of FHA insurance and
with various stresses applied to model parameters depending on the
target rating level.

FHA insurance claim types: funds come into the transaction
primarily through the sale of REO properties and through FHA
insurance claim receipts. There are uncertainties related to the
extent and timing of insurance proceeds received by the trust due
to the mechanics of the FHA insurance. HECM mortgagees may suffer
losses if a property is sold for less than its appraised value.

The amount of insurance proceeds received from the FHA depends on
whether a sales based claim (SBC) or appraisal based claim (ABC) is
filed. SBCs are filed in cases where the property is successfully
sold within the first six months after the servicer has acquired
marketable title to the property. ABCs are filed six months after
the servicer has obtained marketable title if the property has not
yet been sold. For an SBC, HUD insurance will cover the difference
between (i) the loan balance and (ii) the higher of the sales price
and 95.0% of the latest appraisal, with the transaction on the hook
for losses if the sales price is lower than 95.0% of the latest
appraisal. For an ABC, HUD only covers the difference between the
loan amount and 100% of appraised value, so failure to sell the
property at the appraised value results in loss.

Moody's expects ABCs to have higher levels of losses than SBCs. The
fact that there is a delay in the sale of the property usually
implies some adverse characteristics associated with the property.
FHA insurance will not protect against losses to the extent that an
ABC property is sold at a price lower than the appraisal value
taken at the six month mark of REO. Additionally, ABCs do not cover
the cost to sell properties (broker fees) while SBCs do cover these
costs. For SBCs, broker fees are reimbursable up to 6.0%
ordinarily. Its base case expectation is that properties will be
sold for 13.5% less than their appraisal value for ABCs. This is
based on the historical experience of Nationstar. Moody's stressed
this percentage at higher credit rating levels. At a Aaa rating
level, Moody's assumed that ABC appraisal haircuts could reach up
to 30.0%.

In its asset analysis, Moody's also assumed there would be some
losses for SBCs, albeit lower amounts than for ABCs. Based on
historical performance, in the base case scenario Moody's assumed
that SBCs would suffer 1.0% losses due to a failure to sell the
property for an amount equal to or greater than 95.0% of the most
recent appraisal. Moody's stressed this percentage at higher credit
rating levels. At a Aaa rating level, Moody's assumed that SBC
appraisal haircuts could reach up to 11.0% (i.e., 6.0% below
95.0%).

Under its analytical approach, each loan is modeled to go through
both the ABC and SBC process with a certain probability. Each loan
will thus have both of the sales disposition payments and
associated insurance payments (four payments in total). All
payments are then probability weighted and run through a modeled
liability structure. Based on the historical experience of
Nationstar, for the base case scenario Moody's assumed that 85% of
claims would be SBCs and the rest would be ABCs. Moody's stressed
this assumption and assumed higher ABC percentages for higher
rating levels. At a Aaa rating level, Moody's assumed that 85% of
insurance claims would be submitted as ABCs.

Liquidation process: each mortgage asset is categorized into one of
four categories: default, due and payable, foreclosure and REO. In
its analysis, Moody's assumes loans that are in referred status to
be either in foreclosure or REO category. The loans are assumed to
move through each of these stages until being sold out of REO.
Moody's assumed that loans would be in default status for six
months. Due and payable status is expected to last six to 12 months
depending on the default reason. Foreclosure status is based on the
state in which that the related property is located and is further
stressed at higher rating levels. The base case foreclosure
timeline is based on FHA timeline guidance. REO disposition is
assumed to take place in six months with respect to SBCs and 12
months with respect to ABCs.

Debenture interest: the receipt of debenture interest is dependent
upon performance of certain actions within certain timelines by the
servicer. If these timeline and performance benchmarks are not met
by the servicer, debenture interest is subject to curtailment. Its
base case assumption is that 95.0% of debenture interest will be
received by the trust. Moody's stressed the amount of debenture
interest that will be received at higher rating levels. Its
debenture interest assumptions reflect the requirement that
Nationstar (B2, Stable) reimburse the trust for debenture interest
curtailments due to servicing errors or failures to comply with HUD
guidelines.

Additional model features: Moody's incorporated certain additional
considerations into its analysis, including the following:

  -- In most cases, the most recent appraisal value was used as the
property value in its analysis. However, for seasoned appraisals
Moody's applied a 15.0% haircut to account for potential home price
depreciation between the time of the appraisal and the cut-off
date.

  -- Mortgage loans with borrowers that have significant equity in
their homes are likely to be paid off by the borrowers or their
heirs rather than complete the foreclosure process. Moody's
estimated which loans would be bought out of the trust by comparing
each loans' appraisal value (post haircut) to its UPB.

  -- Moody's assumed that foreclosure costs will average $4,500 per
loan, two thirds of which will be reimbursed by the FHA. Moody's
then applied a negative adjustment to this amount based on the TPR
results.

  -- Moody's estimated monthly tax and insurance advances based on
cumulative tax and insurance advances to date.

Moody's ran additional stress scenarios that were designed to mimic
expected cash flows in the case where Nationstar is no longer the
servicer. Moody's assumes the following in the situation where
Nationstar is no longer the servicer:

  -- Servicing advances and servicing fees: While Nationstar
subordinates their recoupment of servicing advances, servicing
fees, and MIP payments, a replacement servicer will not subordinate
these amounts.

  -- Nationstar indemnifies the trust for lost debenture interest
due to servicing errors or failure to comply with HUD guidelines.
In the event of a bankruptcy, Nationstar will not have the
financial capacity to do so.

  -- A replacement servicer may require an additional fee and thus
Moody's assumes a 25 bps strip will take effect if the servicer is
replaced.

  -- One third of foreclosure costs will be removed from sales
proceeds to reimburse a replacement servicer (one third of
foreclosure costs are not reimbursable under FHA insurance). This
is typically on the order of $1,500 per loan.

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 stress could
drive the ratings up. Transaction performance depends greatly on
the US macro economy and housing market. Property markets could
improve from its original expectations resulting in appreciation in
the value of the mortgaged property and faster property sales.

Down

Levels of credit protection that are insufficient to protect
investors against current expectations of stresses could drive the
ratings down. Transaction performance depends greatly on the US
macro economy and housing market. Property markets could
deteriorate from its original expectations resulting in
depreciation in the value of the mortgaged property and slower
property sales.


NEW RESIDENTIAL 2019-NQM2: Fitch Assigns B Rating on Cl. B-2 Debt
-----------------------------------------------------------------
Fitch Ratings assigned final ratings to New Residential Mortgage
Loan Trust 2019-NQM5. The 'AAAsf' for NRMLT 2019-NQM5 reflects the
satisfactory operational review conducted by Fitch of the
originator, 100% loan-level due diligence review with no material
findings, a Tier 2 representation and warranty framework, and the
transaction's structure.

RATING ACTIONS

NRMLT 2019-NQM5

Class A-1;    LT AAAsf New Rating; previously at AAA(EXP)sf

Class A-2;    LT AAsf New Rating;  previously at AA(EXP)sf

Class A-3;    LT Asf New Rating;   previously at A(EXP)sf

Class A-IO-S; LT NRsf New Rating;  previously at NR(EXP)sf

Class B-1;    LT BBsf New Rating;  previously at BB(EXP)sf

Class B-2;    LT Bsf New Rating;   previously at B(EXP)sf

Class B-3;    LT NRsf New Rating;  previously at NR(EXP)sf

Class M-1;    LT BBBsf New Rating; previously at BBB(EXP)sf

Class XS-1;   LT NRsf New Rating;  previously at NR(EXP)sf

Class XS-2;   LT NRsf New Rating;  previously at NR(EXP)sf

TRANSACTION SUMMARY

The notes are supported by 576 loans with a balance of $304.94
million as of the Nov. 1, 2019 cutoff date. This will be the fifth
Fitch-rated non-qualified mortgages transaction consisting of loans
solely originated by NewRez LLC, which was formerly known as New
Penn Financial, LLC.

The notes are secured mainly by NQMs as defined by the Ability to
Repay (ATR) Rule. Approximately 76% of the loans in the pool are
designated as NQM and the remaining 24% are investor properties
and, thus, not subject to the ATR Rule.

KEY RATING DRIVERS

Expanded Prime Credit Quality (Positive): The collateral consists
mostly of 30-year fixed-rate (68%) and five-, seven- and 10-year
adjustable-rate mortgage (ARM) loans (15%). Roughly 8% are five- or
seven-year interest-only (IO) ARMs. The weighted average (WA) Fitch
model credit score is 732 and the WA combined loan-to-value ratio
(CLTV) is 74%.

Alternative Income Documentation (Negative): Approximately 43% of
the pool was to self-employed borrowers underwritten using bank
statements to verify income (26% using 12 months of statements and
17% using 24 months). Roughly 14% were to self-employed borrowers
underwritten to full documentation. Fitch views the use of bank
statements as a less reliable method of calculating income than the
traditional method of two years of tax returns. Fitch applied
approximately a 1.5x penalty to its probability of default (PD) for
these loans. This adjustment assumes slightly less relative risk
than a pre-crisis "stated income" loan.

Investor Loans (Negative): Approximately 23.5% of the pool
comprises investment property loans, including 9.5% underwritten to
a cash flow ratio rather than the borrower's debt-to-income ratio.
Investor property loans exhibit higher PDs and higher loss
severities (LS) than owner-occupied homes. The borrowers of the
investor properties in the pool have strong credit profiles, with a
WA FICO of 741 and an original CLTV of 72% (loans underwritten to
the cash flow ratio have a WA FICO of 736 and an original CLTV of
67%). Fitch increased the PD by approximately 2.0x for the cash
flow ratio loans (relative to a traditional income documentation
investor loan) to account for the increased risk.

Geographic Concentration (Negative): Approximately 31% of the pool
is concentrated in California with relatively low MSA
concentration. The largest MSA concentration is in the New York MSA
(21.8%), followed by the Los Angeles MSA (19.1%) and the Miami MSA
(6.3%). The top three MSAs account for 47.2% of the pool. As a
result, there was a 1.06x adjustment for geographic concentration.

Low Operational Risk (Neutral): Operational risk is well controlled
for in this transaction. NewRez, a wholly owned subsidiary of New
Residential Investment Corp. (NRZ), contributed 100% of the loans
in the securitization pool. NewRez employs robust sourcing and
underwriting processes and is assessed by Fitch as an 'Average'
originator. Fitch believes NRZ has solid RMBS experience despite
its limited NQM issuance and is an 'Acceptable' aggregator. Primary
and master servicing functions will be performed by Shellpoint
Mortgage Servicing (Shellpoint) and Nationstar Mortgage LLC
(Nationstar), rated 'RPS3+' and 'RMS2+', respectively. The
sponsor's retention of at least 5% of each class of bonds helps
ensure an alignment of interest between the issuer and investors.

R&W Framework (Negative): The seller is providing loan-level
representations (reps) and warranties (R&W) with respect to the
loans in the trust. The R&W framework for this transaction is
classified as a Tier 2 due to the lack of an automatic review for
loans other than those with ATR realized losses. While the seller,
NRZ Sponsor XIII LLC, is not rated by Fitch, its parent, NRZ, has
an internal credit opinion from Fitch. Through an agreement, NRZ
ensures that the seller will meet its obligations and remain
financially viable. Fitch increased its loss expectations 72bps at
the 'AAAsf' rating category to account for the limitations of the
Tier 2 framework and the counterparty risk.

Third-Party Due Diligence Review (Positive): Third-party due
diligence was performed on 100% of loans in the transaction by AMC
Diligence, LLC (AMC), an 'Acceptable - Tier 1' third party review
(TPR). The results of the review confirm strong origination
practices with no material exceptions. Exceptions on loans with 'B'
grades either had strong mitigating factors or were mostly
accounted for in Fitch's loan loss model. Fitch applied a credit
for the high percentage of loan-level due diligence, which reduced
the 'AAAsf' loss expectation by 0.51%.

Modified Sequential Payment Structure (Neutral): The structure
distributes collected principal pro rata among the class A notes
while shutting out the subordinate bonds from principal until all
three classes are reduced to zero. To the extent that either the
cumulative loss trigger event or the delinquency trigger event
occurs in a given period, principal will be distributed
sequentially to the class A-1, A-2 and A-3 bonds until they are
reduced to zero.

Servicer and Master Servicer: Shellpoint Mortgage Servicing
(Shellpoint), rated 'RPS3+'/Outlook Stable by Fitch, will be the
primary servicer for the loans. Nationstar, rated 'RMS2+'/Outlook
Stable, will act as master servicer. Delinquent principal and
interest (P&I) advances required but not paid by Shellpoint will be
paid by Nationstar, and if Nationstar is unable to advance,
advances will be made by U.S. Bank, N.A., the transaction's paying
agent. The servicer will be responsible for advancing P&I for 180
days of delinquency.

RATING SENSITIVITIES

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

This defined stress sensitivity analysis demonstrates how the
ratings would react to steeper MVDs at the national level. The
analysis assumes MVDs of 10.0%, 20.0%, and 30.0%, in addition to
the model projected 3.1% at the base case. The analysis indicates
that there is some potential rating migration with higher MVDs,
compared with the model projection.

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

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 AMC. 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.


NEW RESIDENTIAL 2019-NQM5: DBRS Finalizes B Rating on Cl. B2 Notes
------------------------------------------------------------------
DBRS, Inc. finalized its provisional ratings on the Mortgage-Backed
Notes, Series 2019-NQM5 (the Notes) issued by New Residential
Mortgage Loan Trust 2019-NQM5 (the Issuer) as follows:

-- $225.8 million Class A-1 at AAA (sf)
-- $16.3 million Class A-2 at AA (sf)
-- $29.3 million Class A-3 at A (sf)
-- $11.6 million Class M-1 at BBB (sf)
-- $9.6 million Class B-1 at BB (sf)
-- $5.6 million Class B-2 at B (sf)

The AAA (sf) rating reflects 25.95% of credit enhancement provided
by subordinated Notes in the pool. The AA (sf), A (sf), BBB (sf),
BB (sf) and B (sf) ratings reflect 20.60%, 11.00%, 7.20%, 4.05% and
2.20% of credit enhancement, respectively.

Other than the specified classes above, DBRS Morningstar does not
rate any other classes in this transaction.

This transaction is a securitization of a portfolio of fixed- and
adjustable-rate, prime, expanded prime and non-prime first-lien
residential mortgages funded by the issuance of the Notes. The
Notes are backed by 576 loans with a total principal balance of
$304,942,023 as of the Cut-Off Date (November 1, 2019).

All the loans were originated by NewRez LLC (NewRez) or by a
correspondent and underwritten by NewRez. Shellpoint Mortgage
Servicing is the Servicer. The mortgages were originated under the
following programs:

(1) SmartSelf and SmartSelf Plus (43.1%) — Generally made to
self-employed borrowers using bank statements to support
self-employed income for qualification purposes.

(2) SmartEdge and SmartEdge Plus (42.9%) — Generally made to
borrowers seeking flexible financing options (interest-only (IO)
loans or higher debt-to-income ratios (DTIs)) who may have a hard
recent credit event (two or more years seasoned) that may preclude
prequalification for another program.

(3) SmartVest (9.5%) — Generally made to borrowers who are
experienced real estate investors looking to purchase or refinance
an investment property that is held for business purposes.

(4) Smart Funds (2.1%) — Generally made to prime borrowers with
significant assets who can purchase the property with their assets
but choose to use a financing instrument for cash flow purposes.

(5) SmartTrac (0.7%) — Generally made to borrowers seeking
flexible financing options (IO loans or higher DTIs) that may have
had a recent credit event (one to two or more years seasoned) that
may preclude prequalification for another program.

(6) SmartCondo (0.7%) — Generally made to prime borrowers seeking
flexible financing options for condominium properties who do not
meet agency guidelines.

(7) High-Balance Extra (0.7%) — Generally made to prime borrowers
with loan amounts exceeding the government-sponsored-enterprise
loan limits that may fall outside the Qualified Mortgage (QM)
requirements based on documentation and DTI.

(8) Portfolio Debt Consolidation (0.2%) — Generally made to
existing borrowers seeking flexible refinance options to help
consolidate debt who do not meet agency guidelines.

(9) Portfolio Express ReFi (0.2%) — Generally made to existing
borrowers seeking flexible-rate and term refinancing options who do
not meet agency guidelines.

New Residential Investment Corp. is the Sponsor of the transaction.
Nationstar Mortgage LLC will act as the Master Servicer. U.S. Bank
National Association (rated AA (high) with a Stable trend by DBRS
Morningstar) will serve as Indenture Trustee, Paying Agent, Note
Registrar, and Certificate Registrar. U.S. Bank Trust National
Association will act as the Owner Trustee. Wells Fargo Bank, N.A.
(rated AA with a Stable trend by DBRS Morningstar) will serve as
Custodian.

Although the applicable mortgage loans were originated to satisfy
the Consumer Financial Protection Bureau (CFPB) Ability-to-Repay
(ATR) rules, they were made to borrowers who generally do not
qualify for an agency, government or private-label non-agency prime
jumbo products for various reasons. In accordance with the CFPB
QM/ATR rules, 0.2% is designated as QM Safe Harbor and 76.3% are
designated as non-QM. Approximately 23.5% of the loans are made to
investors for business purposes and, hence, are not subject to the
QM/ATR rules.

The Servicer will fund advances of delinquent principal and
interest (P&I) on any mortgage until such loan becomes 180 days
delinquent. The Servicer is also obligated to make advances in
respect of taxes, insurance premiums and reasonable costs incurred
in the course of servicing and disposing of properties.

Through a majority-owned affiliate, the Sponsor intends to retain
at least 5% of each class of notes issued by the Issuer (other than
the Class R Notes) to satisfy the credit risk retention
requirements under Section 15G of the Securities Exchange Act of
1934 and the regulations promulgated thereunder.

The Seller will have the option, but not the obligation, to
repurchase any mortgage loan that becomes 60 or more days
delinquent under the Mortgage Bankers Association method or any
real estate–owned property acquired in respect of a mortgage loan
at a price equal to the stated principal balance of such loan,
provided that such repurchases in aggregate do not exceed 10% of
the total principal balance as of the Cut-Off Date (Optional
Repurchase Price).

On or after the earlier of (1) the Payment Date occurring in
November 2022 or (2) the date when the aggregate stated principal
balance of the mortgage loans is reduced to 30% of the Cut-Off Date
balance, the Depositor has the option to purchase all of the
outstanding mortgage loans, thereby retiring the Notes, at a price
equal to the outstanding aggregate stated principal balance of the
mortgage loans plus accrued and unpaid interest.

The transaction employs a sequential-pay cash flow structure with a
pro-rata principal distribution among the senior tranches.
Principal proceeds can be used to cover interest shortfalls on the
Notes as the outstanding senior Notes are paid in full.

The DBRS Morningstar ratings of AAA (sf) and AA (sf) address the
timely payment of interest and full payment of principal by the
legal final maturity date in accordance with the terms and
conditions of the related Notes. The DBRS Morningstar ratings of A
(sf), BBB (sf), BB (sf) and B (sf) address the ultimate payment of
interest and full payment of principal by the legal final maturity
date in accordance with the terms and conditions of the related
Notes.

The ratings reflect transactional strengths that include the
following:

-- Robust loan attributes and pool composition,
-- ATR rules and Appendix Q compliance,
-- Satisfactory third-party due diligence review and
-- Improved underwriting standards.

The transaction also includes the following challenges:

-- Representations and warranties framework,
-- Non-prime, non-QM and investor loans,
-- Servicer advances of delinquent P&I and
-- The Servicer's financial capability.

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


NEW RESIDENTIAL 2019-NQM5: DBRS Gives Prov. B Rating on B-2 Notes
-----------------------------------------------------------------
DBRS, Inc. assigned the following provisional ratings to the
Mortgage-Backed Notes, Series 2019-NQM5 (the Notes) to be issued by
New Residential Mortgage Loan Trust 2019-NQM5 (the Issuer):

-- $225.8 million Class A-1 at AAA (sf)
-- $16.3 million Class A-2 at AA (sf)
-- $29.3 million Class A-3 at A (sf)
-- $11.6 million Class M-1 at BBB (sf)
-- $9.6 million Class B-1 at BB (sf)
-- $5.6 million Class B-2 at B (sf)

The AAA (sf) rating reflects 25.95% of credit enhancement provided
by subordinated Notes in the pool. The AA (sf), A (sf), BBB (sf),
BB (sf) and B (sf) ratings reflect 20.60%, 11.00%, 7.20%, 4.05% and
2.20% of credit enhancement, respectively.

Other than the specified classes above, DBRS Morningstar does not
rate any other classes in this transaction.

This transaction is a securitization of a portfolio of fixed- and
adjustable-rate, prime, expanded prime and non-prime first-lien
residential mortgages funded by the issuance of the Notes. The
Notes are backed by 576 loans with a total principal balance of
$304,942,023 as of the Cut-Off Date (November 1, 2019).

All the loans were originated by NewRez LLC (NewRez) or by a
correspondent and underwritten by NewRez. Shellpoint Mortgage
Servicing is the Servicer. The mortgages were originated under the
following programs:

(1) SmartSelf and SmartSelf Plus (43.1%) — Generally made to
self-employed borrowers using bank statements to support
self-employed income for qualification purposes.

(2) SmartEdge and SmartEdge Plus (42.9%) — Generally made to
borrowers seeking flexible financing options (interest-only (IO)
loans or higher debt-to-income ratios (DTIs)) who may have a hard
recent credit event (two or more years seasoned) that may preclude
prequalification for another program.

(3) SmartVest (9.5%) — Generally made to borrowers who are
experienced real estate investors looking to purchase or refinance
an investment property that is held for business purposes.

(4) Smart Funds (2.1%) — Generally made to prime borrowers with
significant assets who can purchase the property with their assets,
but choose to use a financing instrument for cash flow purposes.

(5) SmartTrac (0.7%) — Generally made to borrowers seeking
flexible financing options (IO loans or higher DTIs) that may have
had a recent credit event (one to two or more years seasoned) that
may preclude prequalification for another program.

(6) SmartCondo (0.7%) — Generally made to prime borrowers seeking
flexible financing options for condominium properties who do not
meet agency guidelines.

(7) High-Balance Extra (0.7%) — Generally made to prime borrowers
with loan amounts exceeding the government-sponsored-enterprise
loan limits that may fall outside the Qualified Mortgage (QM)
requirements based on documentation and DTI.

(8) Portfolio Debt Consolidation (0.2%) — Generally made to
existing borrowers seeking flexible refinance options to help
consolidate debt who do not meet agency guidelines.

(9) Portfolio Express ReFi (0.2%) — Generally made to existing
borrowers seeking flexible-rate and term refinancing options who do
not meet agency guidelines.

New Residential Investment Corp. is the Sponsor of the transaction.
Nationstar Mortgage LLC will act as the Master Servicer. U.S. Bank
National Association (rated AA (high) with a Stable trend by DBRS
Morningstar) will serve as Indenture Trustee, Paying Agent, Note
Registrar, and Certificate Registrar. U.S. Bank Trust National
Association will act as the Owner Trustee. Wells Fargo Bank, N.A.
(rated AA with a Stable trend by DBRS Morningstar) will serve as
Custodian.

Although the applicable mortgage loans were originated to satisfy
the Consumer Financial Protection Bureau (CFPB) Ability-to-Repay
(ATR) rules, they were made to borrowers who generally do not
qualify for an agency, government or private-label non-agency prime
jumbo products for various reasons. In accordance with the CFPB
QM/ATR rules, 0.2% is designated as QM Safe Harbor and 76.3% of the
loans are designated as non-QM. Approximately 23.5% of the loans
are made to investors for business purposes and, hence, are not
subject to the QM/ATR rules.

The Servicer will fund advances of delinquent principal and
interest (P&I) on any mortgage until such loan becomes 180 days
delinquent. The Servicer is also obligated to make advances in
respect of taxes, insurance premiums and reasonable costs incurred
in the course of servicing and disposing of properties.

Through a majority-owned affiliate, the Sponsor intends to retain
at least 5% of each class of notes issued by the Issuer (other than
the Class R Notes) to satisfy the credit risk retention
requirements under Section 15G of the Securities Exchange Act of
1934 and the regulations promulgated thereunder.

The Seller will have the option, but not the obligation, to
repurchase any mortgage loan that becomes 60 or more days
delinquent under the Mortgage Bankers Association method or any
real estate-owned property acquired in respect of a mortgage loan
at a price equal to the stated principal balance of such loan,
provided that such repurchases in aggregate do not exceed 10% of
the total principal balance as of the Cut-Off Date (Optional
Repurchase Price).

On or after the earlier of (1) the Payment Date occurring in
November 2022 or (2) the date when the aggregate stated principal
balance of the mortgage loans is reduced to 30% of the Cut-Off Date
balance, the Depositor has the option to purchase all of the
outstanding mortgage loans, thereby retiring the Notes, at a price
equal to the outstanding aggregate stated principal balance of the
mortgage loans plus accrued and unpaid interest.

The transaction employs a sequential-pay cash flow structure with a
pro-rata principal distribution among the senior tranches.
Principal proceeds can be used to cover interest shortfalls on the
Notes as the outstanding senior Notes are paid in full.

The DBRS Morningstar ratings of AAA (sf) and AA (sf) address the
timely payment of interest and full payment of principal by the
legal final maturity date in accordance with the terms and
conditions of the related Notes. The DBRS Morningstar ratings of A
(sf), BBB (sf), BB (sf) and B (sf) address the ultimate payment of
interest and full payment of principal by the legal final maturity
date in accordance with the terms and conditions of the related
Notes.

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


NGL ENERGY: Fitch Affirms B LT IDR, Outlook Stable
--------------------------------------------------
Fitch Ratings affirmed NGL Energy Partners LP's Long-term Issuer
Default Rating at 'B' and the partnership's senior unsecured rating
at 'B'/'RR4'. The Recovery Rating of 'RR4' reflects Fitch's
expectations of average recovery prospects in the event of default.
The Rating Outlook remains Stable. Fitch has subsequently withdrawn
the ratings.

Fitch has also affirmed and withdrawn NGL Energy Finance Corp.'s
senior unsecured debt rating at 'B'/'RR4'. NGL Energy Finance Corp.
is the co-issuer for NGL's senior unsecured notes.

The ratings were withdrawn for commercial purposes.

KEY RATING DRIVERS

Acquisition Activity Remains Brisk: On Nov. 1, 2019, NGL closed the
Hillstone Environmental Partners, LLC acquisition for approximately
$600 million in cash. Hillstone's operations are focused in the
Delaware Basin, and these assets are expected to increase the
amount of water piped for the water solutions business overall. NGL
issued $200 million of Class D preferreds (0% equity credit per
Fitch's criteria) to partially fund the acquisition. The balance
was funded with borrowings on the partnership's secured bank
facility.

In July 2019, NGL closed on the Mesquite acquisition. Total
consideration paid to date was $693 million. To fund this, NGL
issued $400 million Class D preferreds (0% equity credit), a $250
million five-year secured term loan, and approximately $100 million
of additional Class B preferreds (50% equity credit) issued to the
seller. The remaining $200 million for the purchase price is
contingent, and Fitch assumes that NGL will use the secured
revolver to fund any additional payouts. The Mesquite assets will
enhance NGL's water solutions position in the Delaware Basin in the
Permian. NGL also expects these assets to generate $110 million to
$120 million in its first year of operations. This is the largest
driver for the partnership's EBITDA growth in the near term.

Sale of Assets to Reduce Debt: On Sept. 30, 2019 NGL completed the
sale of TransMontaigne Product Services, LLC (TPSL) for proceeds of
$275.5 million (less $5 million of related expenses). Proceeds were
used to reduce debt. The sale of these assets also resulted in the
monetization of derivatives for $16 million and letters of credit
were reduced by $36 million. The sale of this asset is also
expected to reduce NGL's working capital requirements. Management
has indicated that working capital requirements would be
permanently reduced by $300 million to $350 million. TPSL was
included in the Refined Products and Renewables segment.

Leverage Increasing: Previously, Fitch expected NGL's leverage
(defined as total debt with equity credit to adjusted EBITDA) to be
in the mid to high 5x range at the end of FY20 (fiscal year ends
March 31). With the July 2019 financing of the Mesquite acquisition
and the November 2019 financing of the Hillstone acquisition, Fitch
now projects that leverage may be close to 7.0x, above Fitch's
prior rating sensitivities for negative rating action. However,
this is largely driven by funding of the acquisitions with $600
million of Class D preferreds that do not receive any equity credit
per Fitch's criteria. Revolver borrowings were also being used to
partially fund acquisitions. Additionally, FY20 only includes
EBITDA from the acquisitions for a portion of the fiscal year.

With projections for increases in EBITDA in FY21, Fitch expects
NGL's leverage to decline as volumes ramp up on newer assets. The
preferreds are subordinated to debt in the capital structure, which
benefits the Recovery Rating for the senior unsecured noteholders.
In total, the partnership now has $953 million of preferred
securities in its capital structure (and in total, Fitch gives
these preferreds $177 million of equity credit and the rest is
included in the definition of debt).

Plans for Growth: NGL's primary focus for growth remains water
solutions. Based on its midpoint for each segment, the partnership
expects water to account for approximately 47% of adjusted EBITDA
in FY20 (and this includes Mesquite for nine months and Hillstone
for five months). The crude segment should account for
approximately 35% and liquids should be around 14%. The refined
products segment (excluding discontinued operations from the sale
of TPSL) should be approximately 4% of FY20's adjusted EBITDA.

Authorization for Share Buybacks: NGL has board authorization to
repurchase up to $150 million of its common units. This was
approved with the seventh amendment to the bank agreement, and the
partnership cannot buyback more than $50 million units per quarter.
NGL has stated that it is more attractive to direct cash toward
repurchasing units versus raising its distribution.

DERIVATION SUMMARY

NGL Energy Partners is somewhat unique in Fitch's rated midstream
universe, and it does not have any direct peers. It is diversified
in a different way than lower rated Martin Midstream Partners LP
(MMLP; B-). MMLP is focused on a mix of natural gas services,
sulfur services, terminalling and storage and marine
transportation. While NGL is much larger than MMLP, NGL has a
history of being a more aggressive acquirer of assets than MMLP.
NGL has a much better liquidity position and financial flexibility
compared to lower rated MMLP.

NGL is rated lower than NuStar Energy Partners LP (NuStar; BB),
which is focused on crude pipelines and storage. Importantly,
NuStar generates more stable operating cash flow and operates in a
much more conservative fashion than NGL. NuStar has also been less
aggressive with acquisitions than NGL. Fitch expects NuStar's
leverage to be close to 5.5x by year-end 2019 and forecasts NGL's
leverage to be near 7.0x for FY20 (March 31, 2020).

KEY ASSUMPTIONS

  - EBITDA growth in FY20 is largely driven by the Mesquite and
Hillstone acquisitions, which closed in July 2019 and November
2019, respectively;

  - Distributions remain flat in FY20;

  - NGL does not access equity capital markets in FY20;

  - While Fitch acknowledges that NGL has been very active with
acquisitions and dispositions, none are assumed in the Base Case.

For the Recovery Rating, Fitch utilized a going-concern approach
with a 6.0x EBITDA multiple, which is in line with recent
reorganization multiples for the energy sector. There have been
limited bankruptcy and reorganizations within the midstream space,
but two recent bankruptcies, Azure Midstream and Southcross Holdco,
had multiples between 5.0x and 7.0x by Fitch's best estimates. In
its recent Bankruptcy Case Study Report "Energy, Power and
Commodities Bankruptcies Enterprise Value and Creditor Recoveries"
published in March 2018, the median enterprise valuation exit
multiple for the 29 energy cases for which this was available was
6.7x, with a wide range.

For the going concern EBITDA, Fitch assumed $450 million in FY2020.
The $450 million reflects a discount to Fitch's Base Case
assumption of EBITDA, which reflects dispositions as well as
acquisitions and organic growth. In this scenario, Fitch assumed a
default occurred due to lower crude oil and refined product prices
that would have a direct impact on NGL's profitability. Fitch also
assumed administrative claims were 10%.

Fitch assumed that 70% of the $600 million secured working capital
facility was drawn (70% utilization is used since it has a
borrowing base) and the secured acquisition facility was fully
utilized at its capacity of $1.19 billion. With these assumptions,
the Recovery Rating for the senior unsecured debt was 'RR4', which
represents average recovery prospects in the event of default.

RATING SENSITIVITIES

Rating sensitivities are no longer applicable given the ratings
withdrawal.

LIQUIDITY AND DEBT STRUCTURE

Sufficient Liquidity: As of Sept. 30, 2019, NGL had $21 million of
cash on the balance sheet. At the time, it also had a $1.765
billion secured bank facility composed of a $1.25 billion working
capital facility, which is restricted by a borrowing base, and a
$515 million acquisition facility. NGL can reallocate up to $400
million of either facility to the other facility (and this can
occur more than once). NGL had borrowings of $450 million on the
expansion facility and $643 million on the working capital
facility, plus $190 million of letters of credit. An additional
$400 million was drawn on the acquisition facility to fund the
Hillstone acquisition on Nov. 1, 2019. The bank facility expires in
October 2021.

The bank agreement's ninth amendment was effective Oct. 30, 2019,
and lenders now provide commitments of $600 million for the working
capital facility and $1.19 billion on the acquisition facility
(commitments now total $1.79 billion versus $1.765 billion
previously). NGL can no longer reallocate commitments between the
working capital faciltly and the acquisition facility. Covenants
were also revised. As of Dec. 31, 2019 and March 31, 2020, total
leverage indebtedness (which includes working capital borrowings)
cannot exceed 5.75x and as of June 30, 2020 and beyond, it cannot
exceed 5.5x. Also as of Dec. 31, 2019 and beyond, senior secured
leverage cannot exceed 3.5x and interest coverage must be 2.5x or
greater. The leverage ratio covenant (which excluded debt from
working capital borrowings) was eliminated. As of Sept. 30, 2019,
NGL was in compliance with all covenants.

Like other MLPs, the bank agreement gives NGL pro forma EBITDA
credit for acquisitions and material projects. Pro forma EBITDA
credit for material projects or acquisitions is typical for master
limited partnership (MLP) bank agreements.

As noted, the bank agreement extends until October 2021. NGL does
not have any significant debt maturities until 2023 when $607
million of notes become due.

SUMMARY OF FINANCIAL ADJUSTMENTS

Per Fitch's criteria, the Class B and Class C preferreds are given
50% equity credit. The Class D preferreds are treated as 100%
debt.

ESG CONSIDERATIONS

NGL has an ESG Relevance Score of 4 for Governance Issues for its
Group Structure. NGL operates under a complex group structure. This
has a somewhat unfavorable impact on its credit profile and is
relevant to the rating in conjunction with other factors.


ONDECK ASSET 2019-1: DBRS Assigns Prov. BB(high) Rating on E Notes
------------------------------------------------------------------
DBRS, Inc. assigned provisional ratings to the following classes of
Series 2019-1 Fixed Rate Asset Backed Notes (Series 2019-1) to be
issued by OnDeck Asset Securitization Trust II LLC (the Issuer):

-- $86,300,000 Class A rated AAA (sf)
-- $8,200,000 Class B rated AA (sf)
-- $9,300,000 Class C rated A (sf)
-- $13,300,000 Class D rated BBB (sf)
-- $7,900,000 Class E rated BB (high) (sf)

The provisional ratings are based on a review by DBRS Morningstar
of the following analytical considerations:

-- Transaction capital structure, proposed ratings and form and
sufficiency of available credit enhancement.

-- The transaction parties' capabilities with regard to
origination, underwriting and servicing.

-- Credit quality of the collateral, which comprises mostly term
loans (10% concentration limit for drawn amounts under the lines of
credit will be allowed for Series 2019-1), and the historical
performance of On Deck Capital, Inc.'s (OnDeck) small business loan
portfolio.

-- The transaction incorporates both collateral performance
triggers and servicer financial covenants that will be expected to
protect the noteholders in a stressed environment.

-- The structure and presence of legal opinions, which will
address the true sale of the assets to the Issuer, the
non-consolidation of the Issuer with OnDeck's estate, the trustee's
valid first-priority security interest in the collateral assets and
the consistency with DBRS Morningstar's "Legal Criteria for U.S.
Structured Finance" methodology.

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


ONDECK ASSET 2019-1: DBRS Finalizes BB(high) Rating on E Notes
--------------------------------------------------------------
DBRS, Inc. finalized its provisional ratings on the following
classes of Series 2019-1 Fixed Rate Asset Backed Notes (Series
2019-1) issued by OnDeck Asset Securitization Trust II LLC (the
Issuer):

-- $86,300,000 Class A rated AAA (sf)
-- $8,200,000 Class B rated AA (sf)
-- $9,300,000 Class C rated A (sf)
-- $13,300,000 Class D rated BBB (sf)
-- $7,900,000 Class E rated BB (high) (sf)

The ratings are based on a review by DBRS Morningstar of the
following analytical considerations:

-- Transaction capital structure, proposed ratings and form and
sufficiency of available credit enhancement.

-- The transaction parties' capabilities with regard to
origination, underwriting, and servicing.

-- Credit quality of the collateral, which comprises mostly term
loans (10% concentration limit for drawn amounts under the lines of
credit will be allowed for Series 2019-1), and the historical
performance of OnDeck Capital Inc.'s (OnDeck) small business loan
portfolio.

-- The transaction incorporates both collateral performance
triggers and servicer financial covenants that will be expected to
protect the noteholders in a stressed environment.

-- The structure and presence of legal opinions, which will
address the true sale of the assets to the Issuer, the
non-consolidation of the Issuer with OnDeck's estate, the trustee's
valid first-priority security interest in the collateral assets and
the consistency with DBRS Morningstar's "Legal Criteria for U.S.
Structured Finance" methodology.

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


READY CAPITAL 2019-6: DBRS Assigns Prov. B(low) Rating on G Certs
-----------------------------------------------------------------
DBRS, Inc. assigned provisional ratings to the following classes of
Mortgage Pass-Through Certificates (the Certificates) to be issued
by Ready Capital Mortgage Trust 2019-6 (the Issuer):

-- Class A Certificates at AAA (sf)
-- Class IO-A Certificates at AAA (sf)
-- Class B Certificates at AAA (sf)
-- Class IO-B/C Certificates at AA (sf)
-- Class C Certificates at AA (low) (sf)
-- Class D Certificates at A (low) (sf)
-- Class E Certificates at BBB (low) (sf)
-- Class F Certificates at BB (low) (sf)
-- Class G Certificates at B (low) (sf)

All trends are Stable.

The initial collateral consists of 89 fixed- and floating-rate
mortgages secured by 110 stabilized and transitional properties
with a cut-off balance totaling $430.7 million, excluding
approximately $5.6 million of future funding commitments attributed
to five loans. The pool contains a mix of stabilized properties
seeking short-term bridge financing, loans backing properties that
are in a period of transition with plans to stabilize and improve
the asset value, and long-term stabilized loans.

Although the majority of the loans are fixed-rate, the loans
backing transitional properties have a hybrid interest rate
structure wherein the loan amount within the trust is fixed rate
while the future funding component outside the trust is floating
rate. For these, DBRS Morningstar applied the floating rate across
the loans by using the one-month LIBOR index, which is based on the
lower of a DBRS Morningstar stressed rate that corresponded with
the remaining fully extended term of the loans or the strike price
of the interest rate cap with the respective contractual loan
spread added to determine a stressed interest rate over the loan
term. When the cut-off balances were measured against the DBRS
Morningstar As-Is Net Cash Flow (NCF), 12 loans, comprising 28.5%
of the initial pool, had a DBRS Morningstar As-Is Debt Service
Coverage Ratio (DSCR) below 1.00 times (x), a threshold indicative
of default risk. Additionally, the DBRS Morningstar Stabilized DSCR
for seven loans, comprising 15.0% of the initial pool balance, is
below 1.00x, which is indicative of elevated refinance risk. Some
of the properties are transitioning with potential upside in cash
flow; however, DBRS Morningstar does not give full credit to the
stabilization if there are no holdbacks or if other loan structural
features in place are insufficient to support such treatment.
Furthermore, even with the structure provided, DBRS Morningstar
generally does not assume the assets to stabilize the above market
levels. The loans backing transitional properties are structured
with future funding, which will be conditionally released to the
sponsor but will not be brought into the trust.

The transaction will have a sequential-pay structure.

The loans are generally secured by traditional property types
(i.e., retail, multifamily, office and industrial); however, one
loan (Springhill Suites at The Rim; representing 3.5% of the pool)
is secured by hotel property. Additionally, two of the multifamily
loans (The Stilts on Springfield, representing 1.3% of the pool
balance, and Lincoln Park Townhomes, representing 1.2% of the pool
balance) in the pool are currently secured by a student-housing
property, which often exhibits higher cash flow volatility than
traditional multifamily properties.

Twenty-six loans, representing 45.1% of the initial pool balance,
are represented by properties primarily located in core markets
with a DBRS Morningstar Market Rank of 5 to 8. These higher DBRS
Morningstar Market Ranks correspond with zip codes that are more
urbanized or densely suburban in nature. Additionally, 30 loans,
representing 26.1% of the initial pool balance, are secured by
properties located in MSA Group 3. This group of MSAs has
relatively low historic commercial mortgage-backed security (CMBS)
default rates.

Three loans in the pool, totaling 13.4% of the DBRS Morningstar
sample by cut-off date pool balance, are backed by a property with
a quality deemed to be Average (+) by DBRS Morningstar.

Forty loans, representing 50.0% of the pool, represent acquisition
financing wherein sponsors contributed material cash equity as a
source of funding in conjunction with the mortgage loan, resulting
in a moderately high sponsor cost basis in the underlying
collateral.

Of the 28 loans DBRS Morningstar sampled, nine loans, representing
20.7% of the pool (34.9% of the DBRS Morningstar sample), were
modeled with Average (-) or Below Average property quality.
Lower-quality properties are less likely to retain existing
tenants, resulting in less stable performance. DBRS Morningstar
increased the probability of default (POD) for these loans to
account for the elevated risk.

DBRS Morningstar analyzed the loans to achieve a stabilized cash
flow that is, in some instances, above the current in-place cash
flow. There is a possibility that the sponsors will not execute
their business plans as expected and that the higher stabilized
cash flow will not materialize during the loan term. Failure to
execute the business plan could result in a term default or the
inability to refinance the fully funded loan balance. DBRS
Morningstar made relatively conservative stabilization assumptions
and, in each instance, considered the business plan to be rational
and the future funding amounts to be sufficient to execute such
plans. In addition, DBRS Morningstar analyzes loss given default
(LGD) based on the DBRS Morningstar As-Is Loan to Value, assuming
the loan is fully funded.

The deal is concentrated by property type with 31 loans,
representing 41.7% of the mortgage loan cut-off date balance,
secured by multifamily properties. Two of these loans, comprising
2.6% of the trust balance, are backed by student-housing
properties, which often exhibit higher cash flow volatility than
traditional multifamily properties. Multifamily properties benefit
from staggered lease rollover and generally low expense ratios
compared with other property types. While revenue is quick to
decline in a downturn because of the short-term nature of the
leases, it is also quick to respond when the market improves. Two
loans, totaling 1.3% of the total multifamily cut-off balance, are
secured by properties located in a DBRS Morningstar Market Rank of
7. An additional two loans, representing 11.1% of the multifamily
concentration, are located in a DBRS Morningstar Market Rank of 6.
More importantly, DBRS Morningstar sampled 69.5% of the pool,
representing 80.2% coverage of the total multifamily loan cut-off
balance, thereby providing comfort for the DBRS Morningstar NCF.
Student-housing properties are modeled with an elevated POD
compared with traditional multifamily. No loans are secured by
military housing properties, which also often exhibit higher cash
flow volatility than traditional multifamily properties.

The pool is generally concentrated by geography with 21 properties,
representing 32.7% of the pool, located in Texas. Seven of these
properties are located in MSA Group 3, which has relatively low
historic CMBS default rates. Five of these are located in Market
Ranks that range between 5 and 7.

Classes IO-A and IO-B/C are interest-only (IO) certificates that
reference a single rated tranche or multiple rated tranches. The IO
rating mirrors the lowest-rated applicable reference obligation
tranche adjusted upward by one notch if senior in the waterfall.

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


SECURITIZED TERM 2019-CRT: DBRS Gives Prov. BB Rating on D Notes
----------------------------------------------------------------
DBRS Limited assigned provisional ratings to the following notes to
be issued by Securitized Term Auto Receivables Trust 2019-CRT
(START 2019-CRT or the Trust):

-- AA (low) (sf) to the Auto Loan Receivables Backed Notes, Class
B (the Class B Notes)

-- A (low) (sf) to the Auto Loan Receivables Backed Notes, Class C
(the Class C Notes)

-- BB (sf) to the Auto Loan Receivables Backed Notes, Class D (the
Class D Notes; collectively with the Class B Notes and the Class C
Notes, the Subordinated Notes)

The Trust is also expected to issue Auto Loan Receivables Backed
Notes, Class A (the Class A Notes; collectively with the
Subordinated Notes, the Notes), which are not rated. The Notes will
be supported by a portfolio of prime retail auto loan contracts
originated by the Bank of Nova Scotia (rated AA with a Stable trend
by DBRS Morningstar) and secured by new and used light trucks
(including sport-utility vehicles, crossover utility vehicles, and
minivans) and passenger cars (the Portfolio of Assets).

Repayment of the Notes will be made from collections from the
Portfolio of Assets, which generally include scheduled monthly loan
payments, prepayments and proceeds from vehicle sales in the case
of defaults. Principal repayment on the Notes will be made pro-rata
until the occurrence of a Sequential Principal Payment Trigger
Event, after which the Notes will be paid sequentially in the order
of the Class A Notes, Class B Notes, Class C Notes, and Class D
Notes. The ratings on the Subordinated Notes are based on their
full repayment by the Final Scheduled Payment Date.

The ratings incorporate the following considerations:

(1) Available Credit Enhancement (CE)

There is initially subordination of 6.50% and 2.75% (as a
percentage of Class A–D Note Balance) to the Class B Notes and
Class C Notes, respectively, and a non-amortizing cash reserve
account of 0.25% (as a percentage of the Initial Pool Balance).
Prior to the occurrence of a Sequential Principal Payment Trigger
Event, the levels of subordination will amortize as the Notes are
repaid pro-rata; however, following such an event, the
subordination amounts will floor as repayment of the Notes becomes
sequential. In addition, approximately 4.39% estimated excess
spread (annualized), net of the indicative cost of funds and
replacement servicer fees will be available to offset collection
shortfalls on a monthly basis.

(2) Manufacturer Diversity

The Portfolio of Assets consists of vehicle models from over 20
different vehicle manufacturers marketed through over 40 brands in
the Canadian mainstream and luxury markets. The top five
manufacturers are Fiat Chrysler Automobiles N.V. (20.7%; rated BBB
(low) and Under Review with Positive Implications by DBRS
Morningstar), General Motors Company (17.5%; rated BBB (high) with
a Stable trend by DBRS Morningstar), Ford Motor Company (14.3%;
rated BBB with a Negative trend by DBRS Morningstar), Toyota Motor
Corporation (10.3%; rated AA (low) with a Stable trend by DBRS
Morningstar) and Honda Motor Company, Ltd. (8.4%; rated A (high)
with a Stable trend by DBRS Morningstar), which together represent
71.3% of the pool. A diverse pool provides stability and can
mitigate potential periods of weak demand for certain brands or
vehicle recalls.

(3) Obligor Profile

The obligors of the underlying loan contracts represent high-credit
quality customers as the weighted-average FICO score is 749 and no
obligors have a FICO score below 620. Approximately 73.1% of the
pool has a FICO score above or equal to 700.

(4) Operational Strength and Experience of Seller

DBRS Morningstar confirmed its rating on the Bank of Nova Scotia
(the Seller or Scotiabank) at AA/R-1 (high) with Stable trends on
April 26, 2019. The corporate rating confirmation recognizes
Scotiabank's highly diversified banking franchise, supported by a
conservative risk profile with sound asset quality, a well-managed
funding, and liquidity profile and solid capital levels. The Seller
has a long history in banking and consumer lending across multiple
product lines in addition to auto loans, including mortgages,
personal loans, and lines of credit, credit cards and financial
services.

DBRS Morningstar's cash flow analysis includes a conservative
base-case cumulative net loss estimate, consideration for the
seasoning in the Portfolio of Assets, prepayments, available CE and
structural features. DBRS Morningstar's stress testing indicates
that the Trust's ability to repay the Subordinated Notes is
consistent with their respective ratings.

Notes: All figures are in Canadian dollars unless otherwise noted.


SLM STUDENT 2008-3: Fitch Affirms Bsf Rating on Class B Debt
------------------------------------------------------------
Fitch Ratings affirmed SLM Student Loan Trust 2008-1 and SLM
Student Loan Trust 2008-3 as follows:

RATING ACTIONS

SLM Student Loan Trust 2008-3

Class A-3 78444GAC8; LT Bsf Affirmed; previously at Bsf

Class B 78444GAD6;   LT Bsf Affirmed; previously at Bsf

SLM Student Loan Trust 2008-1

Class A-4 784439AD3; LT Bsf Affirmed; previously at Bsf

Class B 784439AE1;   LT Bsf Affirmed; previously at Bsf

TRANSACTION SUMMARY

In affirming at 'Bsf' rather than downgrading to 'CCCsf' or below,
Fitch considered qualitative factors such as Navient's ability to
call the notes upon reaching 10% pool factor, the revolving credit
agreement in place for the benefit of the noteholders, and the
eventual full payment of principal in cash flow modelling. The
trusts have entered into a revolving credit agreement with Navient
by which they may borrow funds at maturity in order to pay off the
notes. Because Navient has the option but not the obligation to
lend to the trusts, Fitch cannot give full quantitative credit to
this agreement. However, the agreement does provide qualitative
comfort that Navient is committed to limiting investors' exposure
to maturity risk.

KEY RATING DRIVERS

U.S. Sovereign Risk: The trust collateral comprises 100% Federal
Family Education Loan Program loans, with guaranties provided by
eligible guarantors and reinsurance provided by the U.S. Department
of Education for at least 97% of principal and accrued interest.
Currently, the U.S. sovereign rating by Fitch is 'AAA'/Stable.

Collateral Performance of SLM 2008-1: Based on transaction specific
performance to date, Fitch assumes a base case cumulative default
rate of 32.8% and a 98.3% default rate under the 'AAA' credit
stress scenario. Fitch assumes a sustainable constant default rate
of 5.2% and a sustainable constant prepayment rate (voluntary and
involuntary) of 11.0% in cash flow modeling. Fitch applies the
standard default timing curve. The claim reject rate is assumed to
be 0.50% in the base case and 3.0% in the 'AAA' case. The TTM
average of deferment, forbearance and income-based repayment (prior
to adjustment) are 7.6% and 17.6% and 24.1% respectively. Fitch
used these deferment, forbearance and income-based repayment
metrics as the starting point in cash flow modeling. Subsequent
declines or increases are modeled as per criteria. The borrower
benefit is assumed to be approximately 0.03%, based on information
provided by the sponsor.

Collateral Performance of SLM 2008-3: Based on transaction specific
performance to date, Fitch assumes a base case cumulative default
rate of 26.8% and an 80.3% default rate under the 'AAA' credit
stress scenario. Fitch assumes a sustainable constant default rate
of 4.2% and a sustainable constant prepayment rate (voluntary and
involuntary) of 11.0% in cash flow modeling. Fitch applies the
standard default timing curve. The claim reject rate is assumed to
be 0.50% in the base case and 3.0% in the 'AAA' case. The TTM
averages of deferment, forbearance and income-based repayment
(prior to adjustment) are 7.6%, 17.0% and 25.4%, respectively.
Fitch used these deferment, forbearance and income-based repayment
metrics as the starting point in cash flow modeling. Subsequent
declines or increases are modeled as per criteria. The borrower
benefit is assumed to be approximately 0.02%, based on information
provided by the sponsor.

Basis and Interest Rate Risk: Basis risk for this transaction
arises from any rate and reset frequency mismatch between interest
rate indices for SAP and the securities. Fitch applies its standard
basis and interest rate stresses to this transaction as per
criteria.

Payment Structure of SLM 2008-1: Credit enhancement (CE) is
provided by overcollateralization (OC), excess spread and for the
class A notes, subordination. As of October 2019 distribution date,
senior and total effective parity ratios (including the reserve)
are 118.01% (15.26% CE) and 100.48% (0.48% CE), respectively.
Liquidity support is provided by a reserve account currently sized
at its floor of $1,499,914. The transaction will continue to
release cash as long as the current 100% total parity (excluding
the reserve) is maintained.

Payment Structure of SLM 2008-3: CE is provided by OC, excess
spread and for the class A notes, subordination. As of October 2019
distribution date, senior and total effective parity ratios
(including the reserve) are 117.61% (14.97% CE) and 102.83% (2.75%
CE), respectively. Liquidity support is provided by a reserve
account currently sized at its floor of $1,000,020. The transaction
will continue to release cash as long as the target OC dollar
amount of $5.84 million is maintained.

Maturity Risk: Fitch's FFELP SLABS cash flow model indicates that
the notes are not paid in full prior to the legal final maturity
dates under the credit and maturity base case scenarios.

Operational Capabilities: Day-to-day servicing is provided by
Navient Solutions, LLC. Fitch believes Navient to be an acceptable
servicer, due to its extensive track record as the largest servicer
of FFELP loans.

RATING SENSITIVITIES

'AAAsf' rated tranches of most FFELP securitizations will likely
move in tandem with the U.S. sovereign rating, given the strong
linkage to the U.S. sovereign by nature of the reinsurance and SAP
provided by ED. Sovereign risks are not addressed in Fitch's
sensitivity analysis.

Fitch conducted a CE sensitivity analysis by stressing both the
related lifetime default rate and basis spread assumptions. In
addition, Fitch conducted a maturity sensitivity analysis by
running different assumptions for the IBR usage and prepayment
rate. The results should only be considered as one potential model
implied outcome as the transaction is exposed to multiple risk
factors that are all dynamic variables.

SLM 2008-1 & SLM 2008-3

Credit Stress Rating Sensitivity

  -- Default increase 25%: class A 'CCCsf'; class B 'CCCsf';

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

  -- Basis Spread increase 0.25%: class A 'CCCsf'; class B
'CCCsf';

  -- Basis Spread increase 0.50%: class A 'CCCsf'; class B
'CCCsf'.

Maturity Stress Rating Sensitivity

  -- CPR decrease 50%: class A 'CCCsf'; class B 'CCCsf';

  -- CPR increase 100%: class A 'CCCsf'; class B 'CCCsf';

  -- IBR Usage decrease 50%: class A 'CCCsf'; class B 'CCCsf';

  -- IBR Usage increase 100%: class A 'CCCsf'; class B 'CCCsf'.

Stresses are intended to provide an indication of the rating
sensitivity of the notes to unexpected deterioration in trust
performance. Rating sensitivity should not be used as an indicator
of future rating performance.


START LTD III: Fitch Assigns BB(EXP) Rating on Series C Debt
------------------------------------------------------------
Fitch Ratings assigned expected ratings to START III Ltd.

RATING ACTIONS

START III Ltd.

Series A; LT A(EXP)sf;   Expected Rating

Series B; LT BBB(EXP)sf; Expected Rating

Series C; LT BB(EXP)sf;  Expected Rating

TRANSACTION SUMMARY

Fitch expects to rate the aircraft operating lease ABS secured
notes issued by START III. START III Ltd. (START Ireland) and START
III USA LLC (START USA) (collectively START III, or the Issuers)
will co-issue the Series A, B and C Fixed-Rate Secured Notes
(together, the Notes). START Ireland will separately issue an E
Note to START Holding III Ltd. (E Noteholder).

START III expects to use the proceeds of the initial Notes and E
Note to acquire a portfolio of 20 young and mid-life narrowbody
(NB) aircraft from GE Capital Global Holdings, LLC (GECGH), GE
Capital Aviation Services Limited (GECAS) and certain subsidiaries
(collectively, the Sellers). The notes issued from START III will
be secured by lease payments and disposition proceeds on the pool,
serviced by GECAS and managed by Canyon Financial Services Limited,
and Sculptor Aviation 2019-2, LLC will act as asset manager for
START III.

This is the second START transaction rated by Fitch, and the third
issued since 2018 (START I was issued in June 2018 but not rated by
Fitch) and serviced by GECAS. General Electric Company (GE), the
ultimate parent of GECGH and GECAS, is currently rated
'BBB+'/'F2'/Outlook Negative.

KEY RATING DRIVERS

Unsecured Exposure to GECGH Credit - Standby Letters of Credit: 99%
of the purchase price in the portfolio will be withdrawn from the
aircraft acquisition account at/around transaction closing. The
Undelivered Aircraft Adjustment Amount (UAAA) will be guaranteed by
GECGH, and the portion allocable to the Series A Notes is
collateralized by irrevocable standby letters of credit (standby
LCs) issued by Credit Agricole and Nordea Bank (standby LC
providers). Both are required to maintain a minimum rating of 'A'
or higher by Fitch. GECAS will charge 6% interest per annum on the
portion that remains on deposit, which is a minor credit negative.

Asset Quality - Liquid NB Aircraft - Positive: The pool comprises
20 in-demand, mostly Tier 1 NB solid quality, current generation
A320 and B737 family aircraft with a WA age of 8.4 years, higher
than START II at 6.0 years, which is in range of with recent
transactions. The remaining lease term is 5.5 years, lower than
START II at 6.6 years, but on the longer side of lease maturities
compared to recently rated aircraft ABS transactions. Two leases
(8.2% of the pool) mature in 2021, six (23.3%) in 2022, three
(12.7%) in 2023 and two (15.3%) in 2024, combined totaling 59.4%
from 2021-2024. 29.4% of the leases have remaining lease terms
between eight and 11 years.

Lessee Credit Risks - Weak: The 'CCC' assumed lessee concentration
is 35.7%, generally consistent with 36.4% from START II. Two of the
airlines in the pool are Fitch-rated, totaling 7.9%. Most of the 17
lessees in the pool are either unrated or speculative-grade
airlines, typical of aircraft ABS. Fitch assumed unrated lessees
would perform consistent with either a 'B' or 'CCC' Issuer Default
Rating (IDR) to accurately reflect the default risk in the pool.
Lessee ratings were further stressed during future assumed
recessions and once aircraft reach Tier 3 classification.

Country Credit Risk - Neutral: There are 14 countries represented
in the pool, with 15.3% of exposure in India and 13.0% of exposure
in Malaysia. Compared to START II, the exposure to China is
noticeably lower at 6.8% versus at 30.9%. The ongoing trade dispute
between the U.S. and China has had limited direct impact. Fitch
previously affirmed China's Long-Term IDR at 'A+' with a Stable
Outlook. The affirmation is driven by country's robust external
finances, strong macroeconomic performance and size as the world's
second-largest economy.

Operational and Servicing Risk - Adequate Servicing Capability: The
pool will depend on the ability of GECAS (parent GE rated
BBB+/F2/Negative) to collect rent payments, remarket and repossess
aircraft in an event of lessee default, and procure maintenance to
retain asset values and ensure stable performance. Fitch believes
GECAS to be a capable servicer as evidenced by the experience of
their team, and servicing of their managed fleet and prior
serviced/managed securitizations.

Transaction Structure - Consistent; Higher Expenses/Fees -
Negative: Credit enhancement comprises overcollateralization, a
liquidity facility and a cash reserve. The initial loan to value
ratios for the class A, B and C notes are 65.9%, 76.4% and 82.8%,
respectively, based on the average of maintenance-adjusted base
value (MABV). Higher expenses/fees amounting to approximately 14%
under Fitch's modeled lease cash flows, consistent with START II,
compared to 5%-8% observed in recently rated is viewed as a
negative.

Adequate Structural Protections: Each class of notes makes full
payment of interest and principal in the primary scenarios
commensurate with their expected ratings after applying Fitch's
stressed asset and liability assumptions. Fitch also created
multiple alternative cash flows to evaluate the structure
sensitivity to different scenarios, detailed later in the report.

Aviation Market Cyclicality: Commercial aviation has been subject
to significant cyclicality due to macroeconomic and geopolitical
events. Fitch's analysis assumes multiple periods of significant
volatility over the life of the transaction.

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

RATING SENSITIVITIES

The performance of aircraft operating lease securitizations 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. As previously stated, these
sensitivity scenarios were also considered in determining Fitch's
expected ratings.

LRF Stress Scenario

Increased competition has contributed to declining lease rates in
the aircraft leasing market. Additionally, certain variants have
been more prone to declining values and lease rates due to
oversupply issues. Fitch performed a sensitivity analysis assuming
that LRFs would plateau after 11 years of age. Per Fitch's criteria
LRF curve, LRFs at age 11 cap at 1.13%.

Cash flow generated under this scenario decreased from Fitch's
primary scenario due to the drop in monthly cash flows from future
lease payments. All three classes of notes fail the 'Asf' scenario.
The class A notes fail to pay down approximately $27 million in
remaining principal. The class A notes pass the 'BBBsf' scenario,
the class B notes pass the 'BBsf' scenario and the class C notes
pass the 'Bsf' scenario. As such, each class of notes could be
considered for a downgrade by up to one rating category.

'CCC' Unrated Lessee Assumption Stress Scenario

Airlines across the globe are generally viewed as speculative
grade. While Fitch gives credit to available ratings of the initial
lessees in the pool, assumptions must be made for the unrated
lessees in the pool, as well as all future unknown lessees. While
Fitch typically utilizes a 'B' assumption for most unrated lessees
with some assumed to be 'CCC', Fitch evaluated a scenario in which
all unrated airlines are assumed to carry a 'CCC' rating. This
scenario mimics a prolonged recessionary environment in which
airlines are susceptible to an increased likelihood of default.
This would subject the aircraft pool to increased downtime and
expenses, as repossession and remarketing events would increase.

Under this scenario, the decline in net cash flow is mostly driven
by increases in expenses that range from $25 million-$42 million.

As a result of this stress, the class A notes fail the 'Asf' and
'BBBsf' scenario but pass the 'BBsf'. The class B notes fail the
'BBsf' and pass the 'Bsf' scenario. Class C falls short of the
'Bsf' scenario. Such a scenario could result in the downgrade of
each class of notes by one to two rating categories.

Technological Obsolescence Stress Scenarios

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. Deliveries of these models will
be increasing in the coming years. Certain appraisers have started
to adjust MVs in response to this replacement risk; the majority of
the pool's market value appraisals are slightly lower than HL BVs.
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.

Fitch believes a sensitivity scenario is warranted to address these
risks. Therefore, Fitch utilized a scenario in which demand, and
thus values, of existing aircraft would fall significantly due to
the replacement technology. The first recession was assumed to
occur two years following close, and all recessionary value decline
stresses were increased 10% at each rating category. 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.

This scenario is the most stressful of the three sets of
sensitivities. Across the rating scenarios, gross lease cash flow
declines approximately $56 million-$82 million, while sales
proceeds decline approximately $52 million-$74 million from already
conservative levels. Under such a stress, the class A and B notes
fail to pay in full under the 'Asf', 'BBBsf', and 'BBsf' scenario,
but is able the pass the 'Bsf' scenario. The class C notes fail all
rating scenarios. As a result, each class of notes may be
considered for a downgrade by up to three rating categories.


TCP DLF VIII 2018: DBRS Confirms B Rating on Class E Notes
----------------------------------------------------------
DBRS, Inc. finalized the provisional ratings on the Class A-1 Notes
and Combination Notes at AAA (sf) and BBB (low) (sf), respectively,
and confirmed the ratings on the Class A-2 Notes, Class B Notes,
Class C Notes, Class D Notes and Class E Notes (collectively, the
Notes) at AA (sf), A (sf), BBB (sf), BB (sf) and B (sf),
respectively, issued by TCP DLF VIII 2018 CLO, LLC (the Issuer)
pursuant to the Note Purchase and Security Agreement dated as of
February 28, 2018, among TCP DLF VIII 2018 CLO, LLC as Issuer; U.S.
Bank National Association (rated AA (high) with a Stable trend by
DBRS Morningstar) as Collateral Agent, Custodian, Collateral
Administrator, Information Agent, and Note Agent; and the
Purchasers referred to therein.

The ratings on the Class A-1 Notes and Class A-2 Notes address the
timely payment of interest (excluding the additional 1% of interest
payable at the Post-Default Rate as defined in the Note Purchase
and Security Agreement) and the ultimate payment of principal on or
before the Stated Maturity (as defined in the Note Purchase and
Security Agreement). The ratings on the Class B Notes, Class C
Notes, Class D Notes and Class E Notes address the ultimate payment
of interest (excluding the additional 1% of interest payable at the
Post-Default Rate as defined in the Note Purchase and Security
Agreement) and the ultimate payment of principal on or before the
Stated Maturity (as defined in the Note Purchase and Security
Agreement). The rating on the Combination Notes addresses the
ultimate repayment of the Combination Note Rated Principal Balance
(as defined in the Note Purchase and Security Agreement) on or
before the Stated Maturity (as defined in the Note Purchase and
Security Agreement). The Combination Notes have no stated Coupon.

The Notes issued by the Issuer will be collateralized primarily by
a portfolio of U.S. middle-market corporate loans. The Issuer will
be managed by Series I of SVOF/MM, LLC (the Collateral Manager), a
consolidated subsidiary of Tennenbaum Capital Partners, LLC. DBRS
Morningstar considers Series I of SVOF/MM, LLC to be an acceptable
collateralized loan obligation manager.

The Combination Notes shall consist of a portion of the principal
amount (the Components) of the initial original principal amounts
of each of the Class A-2 Notes, Class B Notes, Class C Notes, Class
D Notes, Class E Notes and Subordinated Notes (the Underlying
Classes). Each Component of the Combination Notes will be treated
as Notes of the respective Underlying Class. Payments on any
Underlying Class shall be allocated to the relevant Combination
Notes in the proportion that the outstanding principal amount of
the applicable Component bears to the outstanding principal amount
of such Underlying Class as a whole (including all related
Components). Each Component of the Combination Notes shall bear
interest and shall receive payments in the same manner as the
related Underlying Class and each Component shall mature and be
payable on the Stated Maturity in the same manner as the related
Underlying Class.

All interest and principal amounts paid on the Secured Notes and
any distributions made to the Subordinated Notes are the only
sources of payment for the Combination Notes. All payments made on
the Component Notes (whether interest, principal or otherwise) to
the Combination Notes shall reduce the Combination Note Rated
Principal Balance. The Combination Notes shall remain outstanding
until the earlier of (a) the payment in full and redemption of each
Component or (b) the Stated Maturity of each Component.
The principal methodology used to rate the Secured Notes and
Combination Notes is "Rating CLOs and CDOs of Large Corporate
Credit," which can be found on dbrs.com under Methodologies &
Criteria. The Combination Notes were stressed by applying the BBB
(low) stress scenario under the "Rating CLOs and CDOs of Large
Corporate Credit" methodology to the loans securing the Component
Notes.

To assess portfolio credit quality, DBRS Morningstar provides a
credit estimate or internal assessment for each non-financial
corporate obligor in the portfolio not rated by DBRS Morningstar.
Credit estimates are not ratings; rather, they represent a
model-driven default probability for each obligor that is used in
assigning a rating to the facility.

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


TESLA AUTO 2019-A: Moody's Assigns (P)Ba3 Rating on Class E Notes
-----------------------------------------------------------------
Moody's Investors Service assigned provisional ratings to the notes
to be issued by Tesla Auto Lease Trust 2019-A. This is the first
auto lease transaction in 2019 for Tesla Finance LLC (TFL; not
rated). The notes will be backed by a pool of closed-end retail
automobile leases originated by TFL, who is also the servicer and
administrator for this transaction.

The complete rating actions are as follows:

Issuer: Tesla Auto Lease Trust 2019-A

Class A-1 Notes, Assigned (P)P-1 (sf)

Class A-2 Notes, Assigned (P)Aaa (sf)

Class A-3 Notes, Assigned (P)Aaa (sf)

Class A-4 Notes, Assigned (P)Aaa (sf)

Class B Notes, Assigned (P)Aa2 (sf)

Class C Notes, Assigned (P)A2 (sf)

Class D Notes, Assigned (P)Baa2 (sf)

Class E Notes, Assigned (P)Ba3 (sf)

RATINGS RATIONALE

The ratings are based on the quality of the underlying collateral
and its expected performance, the strength of the capital
structure, and the experience and expertise of TFL as the servicer
and administrator.

Moody's expected median cumulative net credit loss expectation for
TALT 2019-A is 0.50% and the total loss at a Aaa stress on the
collateral is 32.50% (including 4.50% credit loss and 28.00%
residual value loss at a Aaa stress). The residual value loss at a
Aaa stress of 28.00% is higher than the 24.50% assigned to the
prior 2018-B transaction, due to (1) the sponsor's very limited
securitization history and short operating history; (2) thin RV
performance data, especially for Model 3, which is included in ABS
transactions for the first time; (3) a lack of model
diversification; (4) higher RV setting as percentage of MSRP; (5)
high RV maturity and geographic concentration: (6) unique or
significantly greater RV risk for BEVs, especially for Tesla
vehicles, which have significant technology risks including those
that relate to self-driving and battery technology; and (7) the
impact of a potential manufacturer bankruptcy on RV, especially in
the context of Tesla's vertically integrated production model.
Moody's based its cumulative net credit loss expectation and loss
at a Aaa stress of the collateral on an analysis of the quality of
the underlying collateral; the historical credit loss and residual
value performance of similar collateral, including securitization
performance and managed portfolio performance; the ability of TFL
and its sub-servicer LeaseDimensions to perform the servicing
functions; and current expectations for the macroeconomic
environment during the life of the transaction.

At closing, the Class A notes, the Class B notes, the Class C
notes, the Class D notes, and the Class E notes are expected to
benefit from 27.75%, 21.25%, 17.25%, 13.35%, and 9.25%of hard
credit enhancement, respectively. Initial hard credit enhancement
for the notes consists of a combination of a non-declining reserve
account and subordination. The notes may also benefit from excess
spread.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Auto Loan- and Lease-Backed ABS" published in
March 2019.

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

Up

Moody's could upgrade the subordinate notes if levels of credit
enhancement are higher than necessary to protect investors against
current expectations of portfolio losses. 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 vehicles
securing an obligor's promise of payment. Portfolio losses also
depend greatly on the US job market and the market for used
vehicles. Other reasons for better-than-expected performance
include changes to servicing practices that enhance collections or
refinancing opportunities that result in prepayments.

Down

Moody's could downgrade the notes if levels of credit enhancement
are insufficient to protect investors against current expectations
of portfolio losses. Losses could rise above Moody's original
expectations as a result of a higher number of obligor defaults or
deterioration in the value of the vehicles securing an obligor's
promise of payment. Portfolio losses also depend greatly on the US
job market and the market for used vehicles. Other reasons for
worse-than-expected performance include poor servicing, error on
the part of transaction parties, inadequate transaction governance
and fraud. Additionally, Moody's could downgrade the Class A-1
short-term rating following a significant slowdown in principal
collections that could result from, among other things, high
delinquencies or a servicer disruption that impacts obligor's
payments.


TOWD POINT 2019-4: DBRS Finalizes BB(high) Rating on 5 Note Classes
-------------------------------------------------------------------
DBRS, Inc. finalized its provisional ratings on the Asset-Backed
Securities, Series 2019-4 (the Notes) issued by Towd Point Mortgage
Trust 2019-4 (the Trust or the Issuer) as follows:

-- $2.4 billion Class A1 at AAA (sf)
-- $247.4 million Class A2 at AAA (sf)
-- $285.9 million Class M1 at A (high) (sf)
-- $176.0 million Class M2 at BBB (high) (sf)
-- $66.0 million Class B1 at BB (high) (sf)
-- $104.5 million Class B2 at B (high) (sf)
-- $128.3 million Class B3 at B (sf)
-- $247.4 million Class A2A at AAA (sf)
-- $247.4 million Class A2AX at AAA (sf)
-- $247.4 million Class A2B at AAA (sf)
-- $247.4 million Class A2BX at AAA (sf)
-- $285.9 million Class M1A at A (high) (sf)
-- $285.9 million Class M1AX at A (high) (sf)
-- $285.9 million Class M1B at A (high) (sf)
-- $285.9 million Class M1BX at A (high) (sf)
-- $176.0 million Class M2A at BBB (high) (sf)
-- $176.0 million Class M2AX at BBB (high) (sf)
-- $176.0 million Class M2B at BBB (high) (sf)
-- $176.0 million Class M2BX at BBB (high) (sf)
-- $66.0 million Class B1A at BB (high) (sf)
-- $66.0 million Class B1AX at BB (high) (sf)
-- $66.0 million Class B1B at BB (high) (sf)
-- $66.0 million Class B1BX at BB (high) (sf)
-- $2.6 billion Class A3 at AAA (sf)
-- $2.9 billion Class A4 at A (high) (sf)
-- $3.1 billion Class A5 at BBB (high) (sf)

Classes A2AX, A2BX, M1AX, M1BX, M2AX, M2BX, B1AX and B1BX are
interest-only notes. The class balances represent a notional
amount.

Classes A2A, A2AX, A2B, A2BX, M1A, M1AX, M1B, M1BX, M2A, M2AX, M2B,
M2BX, B1A, B1AX, B1B, B1BX, A3, A4 and A5 are exchangeable notes.
These classes can be exchanged for combinations of exchange notes
as specified in the offering documents.

The AAA (sf) ratings on the Notes reflect 27.75% of credit
enhancement provided by subordinated certificates in the pool. The
A (high) (sf), BBB (high) (sf), BB (high) (sf), B (high) (sf) and B
(sf) ratings reflect 19.95%, 15.15%, 13.35%, 10.50% and 7.00% of
credit enhancement, respectively.

Other than the specified class above, DBRS Morningstar does not
rate any other classes in this transaction.

This transaction is a securitization of a portfolio of seasoned
performing and re-performing first-lien mortgages funded by the
issuance of the Notes. The Notes are backed by 21,631 loans with a
total principal balance of $3,668,304,917 as of the Cut-Off Date
(September 30, 2019). Approximately 23 loans (representing 0.07% of
the balance) were removed from the final securitized pool for this
transaction. Unless otherwise noted, all statistics in this report
include these 23 loans.

The portfolio is approximately 153 months seasoned and contains
90.0% modified loans. The modifications happened more than two
years ago for 81.8% of the modified loans. Within the pool, 5,450
mortgages have non-interest-bearing deferred amounts, which equate
to approximately 7.0% of the total principal balance. Included in
the deferred amounts are Home Affordable Modification Program
forgiveness amounts, which comprise less than 0.1% of the total
principal balance.

As of the Cut-Off Date, 90.6% of the pool is current, 8.1% is 30
days delinquent under the Mortgage Bankers Association (MBA)
delinquency method and 1.3% is in bankruptcy (all bankruptcy loans
are performing or 30 days delinquent). Approximately 40.2% of the
mortgage loans have been zero times 30 days delinquent for at least
the past 24 months under the MBA delinquency method. All but 0.5%
of the pool is exempt from the Consumer Financial Protection Bureau
Ability-to-Repay/Qualified Mortgage (QM) rules. Of the pool,
approximately 0.5% of loans are designated as QM Safe Harbor and
less than 0.1% is Non-QM.

FirstKey Mortgage, LLC (FirstKey) will acquire the loans from
various transferring trusts on or prior to the Closing Date. The
transferring trusts acquired the mortgage loans between 2013 and
2019 and are beneficially owned by funds managed by affiliates of
Cerberus Capital Management, L.P. Upon acquiring the loans from the
transferring trusts, FirstKey, through a wholly-owned subsidiary,
Towd Point Asset Funding, LLC, will contribute loans to the Trust.
As the Sponsor, FirstKey, through a majority-owned affiliate, will
acquire and retain a 5% eligible vertical interest in each class of
securities to be issued (other than any residual certificates) to
satisfy the credit risk retention requirements. These loans were
originated and previously serviced by various entities through
purchases in the secondary market.

All of the loans will be serviced by Select Portfolio Servicing,
Inc. The aggregate servicing fee for the TPMT 2019-4 portfolio will
be approximately 0.15% per annum, lower than transactions backed by
similar collateral. DBRS Morningstar stressed such servicing
expenses in its cash flow analysis to account for a potential fee
increase in a distressed scenario.

There will not be any advancing of delinquent principal or interest
on any mortgages by the servicer or any other party to the
transaction; however, the servicer is obligated to make advances in
respect of homeowner association fees, taxes and insurance,
installment payments on energy improvement liens and reasonable
costs and expenses incurred in the course of servicing and
disposing of properties.

FirstKey, as the Asset Manager, has the option to sell certain
non-performing loans or real estate owned (REO) properties to
unaffiliated third parties individually or in bulk sales. Bulk
sales require an asset sale price to at least equal a minimum
reserve amount of the product of (1) 58.66% and (2) the current
principal amount of the mortgage loans or REO properties as of the
bulk sale date.

When the aggregate pool balance of the mortgage loans is reduced to
less than 30.0% of the Cut-Off Date balance, the holders of more
than 50% of the Class X Certificates will have the option to cause
the Issuer to sell all of its remaining property (other than
amounts in the Breach Reserve Account) to one or more third-party
purchasers so long as the aggregate proceeds meet a minimum price.

When the aggregate pool balance is reduced to less than 10% of the
balance as of the Cut-off Date, the majority representative as
appointed by the holder(s) of more than 50% of the notional amount
of the Class X Certificates or their affiliates, may purchase all
of the mortgage loans, REO properties and other properties from the
Issuer as long as the aggregate proceeds meet a minimum price.

The transaction employs a sequential-pay cash flow structure.
Principal proceeds and excess interest can be used to cover
interest shortfalls on the Notes, but such shortfalls on Class A2
Notes and more subordinate bonds will not be paid from principal
proceeds until the Class A1 Notes are retired.

The DBRS Morningstar rating of AAA (sf) addresses the timely
payment of interest and full payment of principal by the legal
final maturity date in accordance with the terms and conditions of
the related Notes. The DBRS Morningstar ratings of A (high) (sf),
BBB (high) (sf), BB (high) (sf), B (high) (sf) and B (sf) address
the ultimate payment of interest and full payment of principal by
the legal final maturity date in accordance with the terms and
conditions of the related Notes.

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


UBS-BARCLAYS 2012-C2: Fitch Lowers Class E Debt Rating to Bsf
-------------------------------------------------------------
Fitch Ratings downgraded four classes and affirmed seven classes of
UBS-Barclays Commercial Mortgage Trust 2012-C2. In addition, the
Rating Outlooks for two classes have been revised to Negative from
Stable.

RATING ACTIONS

UBS-Barclays Commercial Mortgage Trust 2012-C2

Class A-3 90269CAC4;    LT AAAsf Affirmed;  previously at AAAsf

Class A-4 90269CAD2;    LT AAAsf Affirmed;  previously at AAAsf

Class A-S-EC 90269CAF7; LT AAAsf Affirmed;  previously at AAAsf

Class B-EC 90269CAM2;   LT AAsf Affirmed;   previously at AAsf

Class C-EC 90269CBF6;   LT Asf Affirmed;    previously at Asf

Class D 90269CAR1;      LT BBBsf Downgrade; previously at BBB+sf

Class E 90269CAT7;      LT Bsf Downgrade;   previously at BBB-sf

Class EC 90269CAP5;     LT Asf Affirmed;    previously at Asf

Class F 90269CAV2;      LT CCCsf Downgrade; previously at BBsf

Class G 90269CAX8;      LT CCsf Downgrade;  previously at CCCsf

Class X-A 90269CAH3;    LT AAAsf Affirmed;  previously at AAAsf

KEY RATING DRIVERS

Increased Loss Expectations: The downgrades to classes D, E, F and
G reflect increased loss expectations attributed to performance
declines on the Fitch Loans of Concern (FLOCs). Fitch designated
five loans/assets (28.2% of pool) as FLOCs, four of which (27.4%)
are in the top 15 and one specially serviced REO asset (0.8%).
Loans secured by retail properties represent 50.9% of the pool,
including five regional malls (35.1%). There have been no realized
losses to date, and interest shortfalls currently impact the
non-rated class H.

Fitch Loans of Concern; Regional Malls: The largest loan in the
pool, Crystal Mall (9.6%), is secured by a 518,174-sf portion of a
789,381-sf, two-story enclosed regional mall located in Waterford,
CT. JC Penney is the only collateral anchor. Following the closure
of Sears in December 2018, total mall occupancy declined to
approximately 66.6% as of June 2019. The former Sears box is owned
by Seritage Growth Properties. Collateral occupancy declined to
78.2% as of June 2019, from 80% as of June 2018, 82% at YE 2017,
85% at YE 2016 and 89% at YE 2015. The servicer-reported NOI DSCR
was 1.37x at YE 2018, compared to 1.51x at YE 2017 and 1.66x at YE
2016. Comparable in-line tenant sales for tenants under 10,000 sf
declined to $297 psf for YE 2018 from $308 psf for YE 2017 and $315
psf for YE 2011 at issuance. Anchor tenant sales have also
declined.

The Louis Joliet Mall loan (9.4%) is secured by a 365,931-sf
portion of a 982,399-sf regional mall located in Joliet, IL. The
non-collateral anchors include Macy's, JC Penney and formerly
Sears, which closed in January 2019, and Carson's, which closed in
August 2018. Following the closure of Sears and Carson's, total
mall occupancy declined to approximately 58.4% as of June 2019. Per
the master servicer, 24 Hour Fitness executed a lease on the former
Sears box, which is owned by Seritage Growth Properties; however,
build-out has not yet begun. Collateral occupancy declined to 81.6%
as of June 2019, compared to 90.8% at YE 2017 and 99.3% at YE 2016.
The servicer-reported NOI DSCR was 2.12x at YE 2018, compared to
2.44x at YE 2017 and 2.61x at YE 2016. Comparable in-line tenant
sales (totaling 159,364 sf) have improved as of TTM June 2019 to
$488 psf, from $419 psf for YE 2017, $435 psf in 2016, $442 psf in
2015 and remain above reported in-line sales at issuance of $419
psf; however, updated tenant sales were not provided for the
non-collateral anchors or for Cinemark Theatre. Additionally,
Cinemark completed a $2.1 million renovation project in May 2019.

The Pierre Bossier Mall loan (4.7%) is secured by a 263,671-sf
portion of a 610,563-sf regional mall located in Bossier, LA.
Collateral anchors include Dillard's and JC Penney. Non-collateral
anchors include Sears, which closed in September 2018 and is owned
by Seritage, and Virginia College, which closed in December 2018.
Following the loss of Sears and Virginia College, total mall
occupancy declined to approximately 69% as of June 2019. Collateral
occupancy declined to 80.6% as of the June 2019 rent roll, from 83%
as of June 2018, 83% at YE 2017 and 92.4% as of March 2012. The
servicer-reported NOI DSCR declined to 1.03x for YE 2018, from
1.17x at YE 2017, 1.37x at YE 2016 and 1.67x at YE 2015. Comparable
in-line tenant sales were $239 psf for TTM June 2018, compared to
$234 psf for TTM June 2017, and remain below the reported $352 psf
for TTM April 2012 at issuance.

The Westgate Mall loan (3.7%) is secured by a 445,294-sf portion of
a 945,383-sf mall located in Spartanburg, SC. JC Penney is the only
collateral anchor tenant. Non-collateral anchor tenants include
Belk, Dillard's and formerly Sears, which closed in September 2018.
Following the loss of Sears, total mall occupancy declined to
approximately 74.2% as of June 2019. Collateral occupancy has been
volatile and was 88.6% as of June 2019, compared to 83.2% at YE
2018, 88.7% at YE 2017, 78% at YE 2016, 90% at YE 2015 and 94% at
YE 2014. Per the sponsor's 2018 annual report, weighted average
tenant sales, excluding those over 20,000-sf, were $339 psf,
compared to $342 psf in 2017, $339 psf in 2016. In-line sales for
tenants under 10,000-sf were $280 psf at issuance. Anchor tenant
sales have continued to decline since issuance.

Alternative Loss Considerations: Fitch applied alternative loss
considerations on the FLOCs that modeled maturity balance loss
severities of 50% on the Crystal Mall loan, 100% on the Pierre
Bossier Mall loan and 50% on the Westgate Mall loan, to reflect the
potential for outsized losses given loss of anchor tenants,
potential additional vacancy given the impact of co-tenancy clauses
and weak/declining in-line and anchor tenant sales. The Negative
Outlooks incorporate this analysis.

Specially Serviced Asset: The specially serviced asset, the
Behringer Harvard Portfolio (0.8% of pool), was originally secured
by two office buildings located in Texas; however, one property was
sold and released in February 2016 with a $14.9 million paydown.
The remaining asset, a 180,000-sf office property located in
Houston, TX, transferred to special servicing in March 2017 due to
imminent maturity default. The asset matured in May 2017 without
repayment and has been REO since July 2017. Occupancy has remained
flat at 45% as of June 2019, from 45% at October 2018. Occupancy
had declined to 76% as of YE 2017 after Hunting Energy (21% NRA)
vacated the property in March 2018. The special servicer has
indicated a strategy to stabilize the asset and sell by the end of
2022. Transwestern is in place for property management and leasing.
The servicer-provided appraisal was reduced to $4.5 million in
December 2018 from $6.2 million in January 2018.

Increased Credit Enhancement: Credit enhancement has improved since
issuance due to ongoing amortization and loan payoffs. As of
October 2019 the pool has paid down 25.9%, primarily due to the
March 2017 payoff of the largest loan in the pool (110 William
Street; 11.6% of original pool balance). The majority of the pool
(47 loans, 75.9% of pool) has been amortizing since issuance. The
largest loan remaining in the pool, Crystal Mall (9.6%), is the
only partial interest-only loan, and has been amortizing since
2014. There are two full-term interest-only loans (13.7%) and one
REO asset (0.8%). Additionally, 12 loans (14.3%) have been fully
defeased.

RATING SENSITIVITIES

The Negative Outlooks for classes A-S-EC through E reflect the
potential for outsized losses on the regional malls and the
specially serviced loan. The Outlooks on classes A-3 and A-4 remain
Stable due to increasing credit enhancement and expected continued
paydown. Rating upgrades to the classes may occur with improved
pool performance and additional class paydown or defeasance;
however, they may be limited due to the high concentration of
retail loans, including five regional malls within the top 15 loans
in the pool. Further rating downgrades are possible if the
performance of the FLOCs deteriorates or loss expectations
increase.


WACHOVIA BANK 2005-C21: Moody's Affirms Ca Rating on Cl. F Certs
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings on three classes in
Wachovia Bank Commercial Mortgage Trust 2005-C21, Commercial
Mortgage Pass-Through Certificates, Series 2005-C21

Cl. E, Affirmed B3 (sf); previously on Jul 26, 2018 Downgraded to
B3 (sf)

Cl. F, Affirmed Ca (sf); previously on Jul 26, 2018 Downgraded to
Ca (sf)

Cl. IO*, Affirmed C (sf); previously on Jul 26, 2018 Downgraded to
C (sf)

* Reflects Interest Only Classes

RATINGS RATIONALE

The ratings on two P&I classes were affirmed because the ratings
are consistent with Moody's expected loss plus realized losses.
Class F has already experienced a 12% realized loss as a result of
previously liquidated loans.

The rating on the interest only (IO) class was affirmed based on
the credit quality of the referenced classes.

Moody's rating action reflects a base expected loss of 38.3% of the
current pooled balance, compared to 34.0% at Moody's last review.
Moody's base expected loss plus realized losses is now 7.0% of the
original pooled balance, compared to 7.5% 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 October 18, 2019 distribution date, the transaction's
aggregate certificate balance has decreased by 98% to $59.0 million
from $3.25 billion at securitization. The certificates are
collateralized by eight mortgage loans ranging in size from less
than 1% to 55% of the pool. One loan, constituting 1.3% of the
pool, has defeased and is 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 two, compared to three at Moody's last review.

No loans are currently on the master servicer's watchlist. The
watchlist includes loans that meet certain portfolio review
guidelines established as part of the CRE Finance Council (CREFC)
monthly reporting package. As part of Moody's ongoing monitoring of
a transaction, the agency reviews the watchlist to assess which
loans have material issues that could affect performance.

Twenty-three loans have been liquidated from the pool, resulting in
an aggregate realized loss of $203.9 million (for an average loss
severity of 41%). Two loans, constituting 31% of the pool, are
currently in special servicing. The largest specially serviced loan
is the Taurus Pool Loan ($17.9 million -- 30.4% of the pool), which
was originally secured by six properties located in six states.
Five properties have been sold. The remaining property is Shelton
Technology Center, which is west of downtown New Haven,
Connecticut.

The second largest specially serviced loan is the NGP Rubicon GSA
Pool Loan ($0.5 million -- 0.9% of the pool), which represents a
50% participation interest in a mortgage loan. The loan was
originally secured by 2.2 million square foot portfolio of fourteen
office and distribution centers. Several properties have been sold
and the proceeds have been applied to paydown the loan's principal
balance. The two properties that remain are office properties with
a weighted average occupancy of 40%. The largest property,
Huntsville AL, is 0% occupied. The portfolio transferred to special
servicing in April 2015 for imminent monetary default.

Moody's received full year 2018 operating results for 100% of the
pool, and partial year 2019 operating results for 17% of the pool
(excluding specially serviced and defeased loans). Moody's weighted
average conduit LTV is 116%, compared to 130% 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 36% to the most recently available net operating
income (NOI). Moody's value reflects a weighted average
capitalization rate of 9.6%.

Moody's actual and stressed conduit DSCRs are 1.04X and 1.36X,
respectively, compared to 1.30X and 1.06X 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 66% of the pool balance. The
largest loan is the Phillips Lighting Loan ($32.6 million -- 55.3%
of the pool), which is secured by a 199,900 SF suburban office
building located in Franklin Township, New Jersey. The loan has
passed its anticipated repayment date (ARD) of September 15, 2015
but is continuing to pay subject to additional 2.0% interest with a
final maturity date in September 2035. Phillips Electronics
occupies the entire building through 2021. Moody's used a lit /
dark analysis given the single tenant lease exposure. Moody's LTV
and stressed DSCR are 132% and 0.80X, respectively, compared to
147% and 0.72X at the last review.

The second largest loan is the Maywood Village Loan ($5.6 million
-- 9.5% of the pool), which is secured by a 48,000 SF retail center
in Maywood, CA. The property was built in 1991 and is located five
miles southeast of the Los Angeles central business district. As of
September 2019, the property was 100% leased, compared to 95% in
April 2018, and 81% in December 2016. Moody's LTV and stressed DSCR
are 61% and 1.47X, respectively, compared to 79% and 1.14X at the
last review.

The third largest loan is the U Stow N Go -- Clearwater, FL Loan
($0.5 million -- 1.0% of the pool), which is secured by a 31,960
SF, or 504 unit self storage complex built in 1982, located in
Clearwater, FL.As of December 2018, the property was 87% occupied
compared to 88% in 2017 and 86% in 2016. Moody's LTV and stressed
DSCR are 31% and 3.14X, respectively, compared to 37% and 2.62X at
the last review.


WACHOVIA BANK 2006-C28: Fitch Affirms CCCsf Rating on Cl. D Certs
-----------------------------------------------------------------
Fitch Ratings affirmed 12 classes of Wachovia Bank Commercial
Mortgage Trust commercial mortgage pass-through certificates series
2006-C28.

Wachovia Bank Commercial Mortgage Trust 2006-C28

Class D 92978MAM8; LT CCCsf Affirmed; previously at CCCsf

Class E 92978MAN6; LT Dsf Affirmed;   previously at Dsf

Class F 92978MAT3; LT Dsf Affirmed;   previously at Dsf

Class G 92978MAU0; LT Dsf Affirmed;   previously at Dsf

Class H 92978MAV8; LT Dsf Affirmed;   previously at Dsf

Class J 92978MAW6; LT Dsf Affirmed;   previously at Dsf

Class K 92978MAX4; LT Dsf Affirmed;   previously at Dsf

Class L 92978MAY2; LT Dsf Affirmed;   previously at Dsf

Class M 92978MAZ9; LT Dsf Affirmed;   previously at Dsf

Class N 92978MBA3; LT Dsf Affirmed;   previously at Dsf

Class O 92978MBB1; LT Dsf Affirmed;   previously at Dsf

Class P 92978MBC9; LT Dsf Affirmed;   previously at Dsf

KEY RATING DRIVERS

Stable Loss Expectations: Overall pool performance and loss
expectations have remained relatively stable since Fitch's last
rating action. The pool remains highly concentrated with only four
of the original 210 loans remaining. The largest loan in the
transaction (90.2% of the pool) has been deemed a Fitch Loan of
Concern (FLOC) and the remaining performing loans are fully
amortizing, and low-levered but secured by retail properties
located in tertiary markets.

The largest loan is the ITC Crossing South Shopping Center which is
secured by a 372,730 sf interest in 514, 903 sf retail center in
Flanders, NJ, anchored by Lowe's (36% NRA) and Walmart
(non-collateral). The property's second-largest tenant, Babies R Us
(10.2% of NRA, 7.1% of base rent) vacated in April 2018 following
the bankruptcy of its parent company. Occupancy subsequently
declined to 89 % from 98.9% in December 2017. While occupancy was a
reported 88.2% as of June 2019, it is expected to decline to
approximately 78% in mid -November 2019 as Spirit Halloween's lease
(10% NRA) expires Nov. 15, 2019. The former Babies R Us space
continues to be actively marketed. The loan was interest only but
failed to repay at its anticipated repayment date (ARD) in October
2016 and is now amortizing with all excess cashflow being applied
to the loan's principal balance. The loan's final maturity date is
October 2021. Fitch remains concerned about potential refinance
risk for this loan given its leasing challenges, tenant roll, and
substantial balloon payment.

Low Credit Enhancement: Credit enhancement has decreased since
Fitch's last rating action as two real estate owned (REO) assets
were disposed with losses in line with Fitch's expectations. As of
the October 2019 remittance report, the pool's aggregate principal
balance has been reduced by 98.2% to $42.3 million from $3.6
billion at issuance. Realized losses total $309.8 million (8.6% of
original pool balance). However, credit enhancement is expected to
increase as the fully amortizing loans pay down and as the largest
loan pays down through excess cash.

The ratings were based on a sensitivity analysis which analyzed the
remaining loans' likelihood of recovery and loss. The repayment of
class D is primarily reliant on the ITC Crossing South Shopping
Center loan. The remaining loans are fully amortizing retail
properties that are low levered.

RATING SENSITIVITIES

The distressed rating of class D reflects the class' primary
reliance on proceeds from the largest FLOC. Upgrades, while
unlikely, are possible should the ITC Crossing South Shopping
Center loan dispose in the near future with better than expected
recoveries. Downgrades are possible should losses exceed Fitch's
expectations.

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

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

ESG CONSIDERATIONS

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of 3. ESG issues are credit neutral
or have only a minimal credit impact on the transaction, either due
to their nature or the way in which they are being managed by the
transaction.


WELLS FARGO 2019-C53: DBRS Finalizes B(low) Rating on K-RR Certs
----------------------------------------------------------------
DBRS, Inc. finalized its provisional ratings on the following
classes of Commercial Mortgage Pass-Through Certificates, Series
2019-C53 issued by Wells Fargo Commercial Mortgage Trust 2019-C53:

-- Class A-1 at AAA (sf)
-- Class A-2 at AAA (sf)
-- Class A-SB at AAA (sf)
-- Class A-3 at AAA (sf)
-- Class A-4 at AAA (sf)
-- Class X-A at AAA (sf)
-- Class A-S at AAA (sf)
-- Class B at AAA (sf)
-- Class X-B at AA (low) (sf)
-- Class C at A (high) (sf)
-- Class X-D at A (sf)
-- Class D at A (low) (sf)
-- Class E-RR at BBB (sf)
-- Class F-RR at BBB (low) (sf)
-- Class G-RR at BB (high) (sf)
-- Class H-RR at BB (low) (sf)
-- Class J-RR at B (high) (sf)
-- Class K-RR at B (low) (sf)

All trends are Stable.

Classes X-D, D, E-RR, F-RR, G-RR, H-RR, J-RR and K-RR will be
privately placed. The Class X-A, X-B, and X-D balances are
notional.

The collateral consists of 58 fixed-rate loans secured by 85
commercial and multifamily properties. The transaction employs a
sequential-pay pass-through structure. The conduit pool was
analyzed to determine the provisional ratings, reflecting the
long-term probability of loan default within the term and its
liquidity at maturity. When the cut-off loan balances were measured
against the DBRS Morningstar Stabilized Net Cash Flow and their
respective actual constants, one loan — Smoke Tree Village and
Smoke Tree Commons, representing 1.5% of the pool — had a DBRS
Morningstar Issuance Debt Service Coverage Ratio (DSCR) below 1.15
times (x), a threshold indicative of a higher likelihood of
mid-term default. The pool additionally includes 25 loans,
comprising a combined 47.2% of the pool balance, with an issuance
loan-to-value (LTV) ratio in excess of 67.1%, a threshold generally
indicative of above-average default frequency. The weighted-average
(WA) DBRS Morningstar LTV of the pool at issuance was 64.6%, and
the pool is scheduled to amortize down to a DBRS Morningstar WA LTV
of 58.6% at maturity.

Only three loans, representing a combined 2.4% of the pool by
allocated loan balance, were assigned Average (-) property quality
scores, and only one property, comprising 0.6% of the pool by
allocated loan balance, was deemed to exhibit Below Average
property quality. Additionally, four loans, comprising 18.7% of the
pool by allocated loan balance, exhibited Average (+) property
quality. Term default risk is relatively low, as evidenced by a
relatively strong WA DBRS Morningstar Issuance DSCR of 1.82x.
Across the pool, DBRS Morningstar Issuance DSCRs generally ranged
from 1.14x to 4.35x, and only nine loans, comprising a combined
16.6% of the pool by allocated loan balance, exhibited a DBRS
Morningstar Issuance DSCR of less than 1.32x, a threshold generally
associated with above-average default frequency. Additionally,
excluding hospitality properties, 13 loans, comprising 32.0% of the
pool by allocated loan balance, exhibited a favorable DSCR in
excess of 1.69x, a threshold generally associated with
below-average default frequency.

The pool has a relatively high concentration of loans secured by
office properties, as evidenced by eight loans, representing a
combined 25.2% of the pool by allocated loan balance, being secured
by such properties. DBRS Morningstar considers office properties to
be a riskier property type with above-average default frequency.
Two of the identified loans (comprising 22.4% of the pool's total
office composition) are secured by office properties located in
areas with a DBRS Morningstar Market Rank of 6, which are generally
characterized as urban locations. These markets generally benefit
from increased liquidity that is driven by consistently strong
investor demand and therefore tend to benefit from lower default
frequencies than less dense suburban, tertiary or rural markets.
The WA expected loss of the seven loans secured by office
properties is more than two times the WA expected loss of the
overall pool. As a result, the risk of these loans is reflected in
the credit enhancement levels of the pool.

The pool exhibits some leverage barbelling, as evidenced by 26
loans, comprising 48.5% of the pool by allocated loan balance,
having DBRS Morningstar Issuance LTV ratios in excess of 67.1%, a
threshold historically indicative of relatively high-leverage
financing and generally associated with above-average default
frequency. Only four of the identified properties exhibited a DBRS
Morningstar Issuance DSCR of less than 1.32x, a threshold generally
associated with above-average default frequency. The three
identified loans with a DBRS Morningstar Issuance DSCR of less than
1.32x exhibited a WA expected loss of 9.2%, more than three times
the WA expected loss of the overall pool. As a result, the risk of
these loans is reflected in the credit enhancement levels of the
pool. The WA DBRS Morningstar Issuance DSCR exhibited by the 26
loans identified to represent relatively high-leverage financing
was 1.54x.

The pool has a relatively high concentration of loans secured by
non-traditional property types such as self-storage, hospitality,
data center and manufactured housing community (MHC) assets, which,
on a combined basis, represent 40.8% of the pool by allocated loan
balance across 30 loans. While not historically considered core
property types, commercial mortgage-backed security (CMBS) loans
secured by MHC and self-storage properties have performed better
than other property types over the past two decades and are
generally associated with below-average default frequency.

Classes X-A, X-B, and X-D are interest-only (IO) certificates that
reference a single rated tranche or multiple rated tranches. The IO
rating mirrors the lowest-rated applicable reference obligation
tranche adjusted upward by one notch if senior in the waterfall.

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


[*] S&P Takes Various Actions on 61 Classes From 18 U.S. RMBS Deals
-------------------------------------------------------------------
S&P Global Ratings completed its review of 61 classes from 18 U.S.
RMBS re-securitized real estate mortgage investment conduits
(re-REMIC) issued between 2004 and 2010. All of these transactions
are backed prime jumbo, Alternative-A, subprime, reperforming,
closed-end second-lien, and option-adjustable-rate mortgages. The
review yielded 14 upgrades, two downgrades, 29 affirmations, nine
withdrawals, and seven discontinuances.

The majority of the ratings within this review were placed under
criteria observation (UCO) on Oct. 18, 2019, following the
publication of "Methodology To Derive Stressed Interest Rates In
Structured Finance." The rating actions resolve the UCO placements
based on the application of S&P's updated stressed interest rate
assumptions and incorporate any performance changes since last
review.

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 may include:

-- Underlying collateral performance or delinquency trends;
-- Available subordination and/or overcollateralization;
-- Erosion of or increases in credit support;
-- A small loan count;
-- Loan modifications; and
-- An expected short duration.

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. See the ratings list below
for the specific rationales associated with each of the classes
with rating transitions.

"The affirmations of ratings reflect our opinion that our projected
credit support and collateral performance on these classes has
remained relatively consistent with our prior projections," the
rating agency said.

S&P withdrew its rating on class VIII-A-1 from BCAP LLC 2009-RR5
Trust due to the small number of loans remaining in the related
underlying group. Once a pool has declined to a de minimis amount,
their future performance becomes more difficult to project. As
such, S&P believes there is a high degree of credit instability
that is incompatible with any rating level.

S&P withdrew its rating on class A-1 from Structured Asset
Securities Corporation Trust 2008-4, which is supported by Fannie
Mae REMIC Trust 2007-W4. In June 2019, Fannie Mae changed its
existing disclosure files for certain securities. For this
underlying security, monthly reporting files are no longer
published, and certain existing performance attributes are no
longer provided. As such, S&P withdrew its rating on this class due
to the lack of sufficient information to maintain its rating.

The rating agency also withdrew its rating on class AP3 from Lehman
Mortgage Trust 2007-5 due to the lack of investor interest. Class
AP3 is a principal-only class with a reported remaining balance of
$5.89. Due to the class' de minimis remaining balance, S&P no
longer believes the market requires a rating.

A list of Affected Ratings can be viewed at:

           https://bit.ly/2KvZFTE


[*] S&P Takes Various Actions on 64 Classes From 47 U.S. RMBS Deals
-------------------------------------------------------------------
S&P Global Ratings completed its review of 64 classes from 47 U.S.
RMBS transactions issued between 2002 and 2007. The review yielded
49 downgrades due to observed principal write-downs and 15
downgrades due to the application of S&P's interest shortfall
criteria. S&P subsequently withdrew its ratings on 10 classes that
were affected by optional clean-up calls. Of the 10 classes
withdrawn, seven classes were withheld payments by the trustee,
Wells Fargo Bank. N.A., as described below.

According to the August 2019, September 2019, and October 2019
trustee remittance reports for the seven classes, $11.07 million in
total payments was withheld by the trustee, Wells Fargo Bank N.A.
Due to these payment withholdings, reported amounts owed on the
affected classes remain unpaid. As explained in letters to
bondholders, in reaction to clean-up calls on the loans underlying
these transactions, Wells Fargo held back these payments to cover
its legal expenses in potential litigation concerning its
performance as trustee. After review of Wells Fargo's actions on
the transactions in this review, as well as other transactions
where they performed similar actions, S&P does not believe that
Wells Fargo will make the principal and interest payments owed on
these classes. S&P has therefore determined that these seven
classes were in default and have lowered their ratings to 'D (sf)'
and subsequently withdrew them.

In reviewing the classes with observed interest shortfalls, S&P
applied its interest shortfall criteria as stated in "Structured
Finance Temporary Interest Shortfall Methodology," published Dec.
15, 2015, which impose a maximum rating threshold on classes that
have incurred interest shortfalls resulting from credit or
liquidity erosion. In applying the criteria, S&P looked to see if
the applicable class received additional compensation beyond the
imputed interest due as direct economic compensation for the delay
in interest payment, which these classes did not. Therefore, in
those instances, the rating agency used the maximum length of time
until full interest is reimbursed as part of its analysis to assign
a rating to each class. As a result, S&P lowered 15 ratings.

A list of Affected Ratings can be viewed at:

           https://bit.ly/37eEj7g


                            *********

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