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

              Sunday, December 26, 2021, Vol. 25, No. 359

                            Headlines

ADAMS OUTDOOR 2018-1: Fitch Assigns BB Rating on Class C Notes
AIMCO CLO 16: S&P Assigns BB- (sf) Rating on Class E Notes
APEX CREDIT 2019-II: S&P Affirms BB- (sf) Rating in Class E Notes
APIDOS CLO XXXVIII: S&P Assigns BB- (sf) Rating on Class E-2 Notes
BALLYROCK CLO 18: S&P Assigns BB- (sf) Rating on Class D Notes

BINOM 2021-INV1: S&P Assigns 'B(sf)' Rating on Class B-2 Certs
CFIP CLO 2021-1: S&P Assigns BB- (sf) Rating on Class E Notes
CITIGROUP MORTGAGE 2021-RP6: Fitch Rates B-2 Tranche 'B(EXP)'
COLT 2021-6: Fitch Assigns B(EXP) Rating on Class B-2 Certs
COMM 2013-CCRE13: Fitch Lowers Class F Certs to 'CCC'

COMM 2013-GAM: Fitch Affirms B- Rating on Class F Tranche
DRYDEN 90: S&P Assigns BB- (sf) Rating on Class E Notes
EATON VANCE 2020-2: S&P Assigns BB- (sf) Rating on Class E-R Notes
GENERAL ELECTRIC 2003-1: Fitch Affirms D Rating on 2 Certs
GLS AUTO 2021-4: S&P Assigns BB- (sf) Rating on Class E Notes

GS MORTGAGE 2013-GC13: Fitch Lowers 2 Certs to 'C'
GS MORTGAGE 2021-GSA3: Fitch Rates Class G-RR Certs Final 'B-'
LEHMAN ABS 2001-B: S&P Raises Class M-1 Notes Rating to B (sf)
MERRILL LYNCH: S&P Raises Pass-Through Certs Rating to 'BB+'
MORGAN STANLEY 2015-C22: Fitch Lowers Class F Certs to 'CC'

OCTAGON INVESTMENT 40: S&P Assigns BB- (sf) Rating on E-R Notes
PPLUS TRUST: S&P Raises GSC-2 Certs Rating to 'BB+'
RCKT MORTGAGE 2021-6: Fitch Assigns B- Rating on B-5 Certs
SANTANDER BANK 2021-1: Fitch Assigns Final B Rating on Cl. D Notes
SATURNS TRUST 2005-1: S&P Raises Class B Certs Rating to 'BB+'

SEQUOIA MORTGAGE 2021-9: Fitch Assigns BB- Rating on B4 Certs
STARWOOD MORTGAGE 2021-6: Fitch Rates Class B-2 Tranche Final 'B-'
TRINITAS CLO XVIII: S&P Assigns BB- (sf) Rating on Class E Notes
UBS COMM 2018-C9: Fitch Affirms CCC Rating on Class F-RR Certs
VERUS 2021-8: S&P Assigns Prelim B- (sf) Rating on Class B-2 Notes

VOYA CLO 2015-3: Fitch Affirms B- Rating on Class E-R Notes
VOYA CLO 2019-4: S&P Assigns Prelim BB-(sf) Rating on E-R Notes
WELLS FARGO 2011-C5: Fitch Affirms B Rating on Class G Certs
WELLS FARGO 2016-NXS5: Fitch Assigns CCC Rating on 2 Certs
WFRBS COMM 2013-C14: Fitch Affirms C Rating on Class F Certs

WOODMONT 2019-6: S&P Assigns BB- (sf) Rating on Class E2 Notes
WOODMONT 2021-8: Fitch Assigns BB+ Rating on Class E Tranche
[*] S&P Takes Various Actions on Seven Classes from 2 US RMBS Deals

                            *********

ADAMS OUTDOOR 2018-1: Fitch Assigns BB Rating on Class C Notes
--------------------------------------------------------------
Fitch Ratings has assigned the following rating and Rating Outlook
to Adams Outdoor Advertising Limited Partnership (LP), Secured
Billboard Revenue Notes, Series 2021-1:

-- $60,000,000 2021-1 class A-1 'Asf'; Outlook Stable.

In addition, Fitch has affirmed the following classes:

-- $363,823,400 2018-1 class A 'Asf'; Outlook Stable;

-- $35,000,000 2018-1 class B 'BBBsf'; Outlook Stable;

-- $74,200,000 2018-1 class C 'BBsf'; Outlook Stable.

The 2021-1 class A-1 will rank pari passu with the 2018-1 class A.

The new series of securities was issued as a variable funding note
(VFN) pursuant to a supplement to the existing indenture in
conjunction with a supplemental indenture on the closing date.
Fitch has reviewed the indenture supplement and confirmed that the
2018 series of notes will not be downgraded upon the issuance of
the 2021 series or as a result of the amended indenture.

The ratings are based on information provided by the issuer as of
December 2021.

TRANSACTION SUMMARY

The transaction represents a securitization in the form of notes
backed by approximately 9,600 outdoor advertising displays. None of
the outdoor sites are secured by mortgages. Rather, the notes will
primarily be secured by a perfected security interest in all the
issuer's right to, title to and interest in outdoor advertising
sites and associated contracts, as well as the related permits,
licenses, ground leases and parcels of real estate on which the
outdoor advertising structures are located. Proceeds from the new
series of securities will be used for general corporate purposes.

As this transaction isolates the assets from the parent company,
the ratings reflect a structured finance analysis of the cash flows
from advertising structures, not an assessment of the corporate
default risk of the ultimate parent, Adams Outdoor Advertising
(AOA).

The 2021-1 class A-1 VFN rate is benchmarked to the term Secured
Overnight Financing Rate (SOFR) while the outstanding 2018-1 notes
are fixed rate. The SOFR is uncapped, but 2021 class A-1 will
represent only 11.3% of the trust debt amount at closing and with
scheduled principal reductions will represent only 4.9% of the
trust debt at the anticipated repayment date in November 2025
(coterminous with the outstanding 2018-1 classes).

KEY RATING DRIVERS

Non-Traditional Asset Type; Rating Cap: Due to the specialized
nature of the collateral consisting primarily of outdoor
advertising displays and lack of mortgages, the senior classes of
this transaction do not achieve ratings above 'Asf'.

Cash Flow and Leverage: Fitch's net cash flow (NCF) on the pool is
$66.1 million, implying a Fitch stressed debt service coverage
ratio (DSCR) of 1.48x (inclusive of amortization credit) based on a
stressed refinance constant of 9.50%. The debt multiple relative to
Fitch's NCF is 8.1x, which equates to a debt yield of 12.4%. The
2021-1 class A-1 notes (along with the pari passu 2018-1 class A
notes) have a Fitch DSCR, debt multiple and debt yield of 1.86x,
6.4x, and 15.6%, respectively. The 2018-1 class B note has a Fitch
DSCR, debt multiple and debt yield of 1.72x, 6.9x, and 14.4%,
respectively.

Dominant Market Share: AOA primarily operates in midsize markets
where it is the dominant provider of outdoor advertising, with an
average 81% market share. This dominant market share adds to the
predictability of cash flow by minimizing pricing pressure from
competition.

High Barriers to Entry: AOA faces limited competition in its market
as a result of the billboard permitting process and significant
federal, state and local regulations that limit supply and prohibit
new billboards.

Diverse Number of Assets: AOA currently operates 9,627 billboard
faces, including 3,393 bulletins, 5,900 posters, 305 digital
displays and 29 other displays, in 12 primary markets in seven
states. In addition, no customer accounts for greater than 2% of
revenues, and no industry accounts for greater than 13% of
revenues.

Structural Features: The transaction contains structural features,
including a required reserve account, cash trap at a 1.35x DSCR,
early amortization at 1.20x DSCR, warm backup event, manager
default and replacement provisions, substitution and release
provisions, prohibition on voluntary bankruptcy and servicer
advancing backed by the indenture trustee.

Scheduled Amortization: Principal will be payable to the 2021-1
class A-1 note and the 2018-1 class A note to the extent funds are
available equal to 66.7% of the 2021 class A-1 and 23.1% of the
2018-1 class A note over the remaining four years prior to the
anticipated repayment date (ARD) in November 2025. Total
amortization on the entire trust is scheduled to be 23.3%.

Notes Not Secured by Mortgages: The security interest will be
perfected by a pledge of the membership interests of the issuer and
its subsidiaries, and the filing of financing statements under the
Uniform Commercial Code (UCC). The issuer will be filing UCCs on
the permits and the advertising contracts. The security interest in
the equity of the issuer provides the noteholders with the ability
to foreclose on the issuer in an event of default. The lack of
mortgages is mitigated in this transaction to some extent, as the
value of billboard assets is heavily dependent on non-mortgageable
permits and licenses, which have been secured by UCC filings.

Short-Term Advertising Contracts and Low Occupancy: The average
portfolio occupancy (percentage of time the displays contained
paid-for advertisements) was approximately 60% for the 10 months
ended October 2021, and advertising contracts are typically four
weeks to one year in length.

Advertisers Tied to Economic, Retail Outlook: Fitch expects the
outdoor industry to continue to track the overall macroeconomic
environment, given the largely discretionary nature of the majority
of advertising spend. AOA's management team has experience managing
these assets in its respective markets through economic cycles. In
addition, many of these markets are located in stable economic
regions in which state governments and colleges/universities are
the major employers.

Coronavirus Pandemic Impact: At the onset of the pandemic many
advertisers either suspended or cancelled their advertising
campaigns which caused approximately a 10% decline in YE2020
revenue for the portfolio from YE2019. At the same time, operating
expenses also declined to 36% (as a percentage of revenue) for
YE2020 from 40% for YE2019, primarily due to a significant cut in
wages and layoffs. As a result of significant expense reduction,
the pool's total YE2020 NCF of $69.7 million was slightly greater
than YE2019 NCF of $69.6 million. Total NCF as of the TTM ended
October 2021 was $74.8 million.

Experienced Sponsorship and Management Team: AOA has been operating
since 1983 and is currently one of the largest domestic billboard
operators. AOA has shown consistent performance and demonstrated an
ability to effectively manage its operations through the economic
cycle, as it was able to reduce expenses in 2008 and 2009 during
the financial crisis and more recently in 2020 and YTD 2021 during
the coronavirus pandemic to offset the declines in revenue.

In September 2021, Searchlight Capital Partners and British
Columbia Investment Management Corporation (BCI) announced the
signing of a definitive agreement for a strategic investment into
AOA. Searchlight is a global private investment firm and BCI is one
of the largest asset managers in Canada. Fitch conducted a call
with the management team at AOA and representatives from
Searchlight, who stated that the existing AOA management team was
expected to stay in place with no disruption to operations.

Short-Term Ground Leases: Approximately 80% of the billboard
structures are subject to short-term ground leases (less than 20
years). Ground leases range from automatic one-year renewals to
terms in excess of 20 years. Historically, AOA has experienced a
99% renewal ratio of its ground leases.

Issuance of Additional Notes: The issuer may issue additional notes
pursuant to a series supplement in one or more classes, which will
rank pari passu with, and be rated the same as, the class of notes
bearing the same alphabetical class designation in connection with
the contribution of additional billboard assets if the pro forma
interest-only (IO) DSCR after such issuance is not less than the IO
DSCR before such issuance and rating agency confirmation, among
other conditions set forth in the Indenture; issuance of additional
notes without the contribution of additional billboard assets is
permitted, provided the pro forma IO DSCR after such issuance is
equal to or greater than 2.25x and rating agency confirmation,
among other conditions set forth in the Indenture.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

Declining cash flow decreases asset value and capacity to meet its
debt service obligations. Fitch's NCF was 11.6% below the trailing
twelve months ended October 2021 cash flow. The table below
indicates the model-implied rating sensitivity to changes to the
same one variable, Fitch NCF:

-- Original Rating: 'Asf' / 'BBBsf' / 'BBsf'.

-- 10% NCF Decline: 'BBB-sf' / 'BB+sf' / 'B+sf'.

-- 20% NCF Decline: 'BBsf' / 'B+sf' / 'CCCsf'.

-- 30% NCF Decline: 'Bsf' / 'B-sf' / 'CCCsf'.

Factor that could, individually or collectively, lead to positive
rating action/upgrade:

-- Increasing cash flow without an increase in corresponding
    debt, from digital conversions, increased lease rates and
    increased occupancy could lead to upgrades. However, upgrades
    are unlikely for this transaction given the provision for the
    issuer to issue additional notes, which rank pari passu or
    subordinate to existing notes, without the benefit of
    additional collateral. In addition, the transaction is capped
    in the 'Asf' category, given the specialized nature of the
    collateral.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Fitch has affirmed the Adams Outdoor Advertising LP 2018-1 notes in
conjunction with the issuance of the Adams Outdoor Advertising LP
2021-1 transaction.

ESG CONSIDERATIONS

Adams Outdoor Advertising LP, Secured Billboard Revenue Notes has
an ESG Relevance Score of '4' for Transaction & Collateral
Structure due to several factors, including the issuer's ability to
issue additional notes, which has a negative impact on the credit
profile, and is relevant to the ratings in conjunction with other
factors.

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


AIMCO CLO 16: S&P Assigns BB- (sf) Rating on Class E Notes
----------------------------------------------------------
S&P Global Ratings assigned its ratings to AIMCO CLO 16 Ltd.'s
floating-rate debt.

The debt issuance is a CLO securitization backed primarily by
broadly syndicated speculative-grade (rated 'BB+' and lower) senior
secured term loans.

The ratings reflect S&P's view of:

-- The diversification of the collateral pool.

-- The credit enhancement provided through subordination, excess
spread, and overcollateralization.

-- The experience of the collateral manager's team, which can
affect the performance of the rated debt through portfolio
identification and ongoing management.

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

  Ratings Assigned

  AIMCO CLO 16 Ltd./AIMCO CLO 16 LLC

  Class A-L loan(i), $222.25 million: AAA (sf)
  Class A(i), $95.25 million: AAA (sf)
  Class B, $62.50 million: AA (sf)
  Class C (deferrable), $30.00 million: A (sf)
  Class D (deferrable), $30.00 million: BBB- (sf)
  Class E (deferrable), $18.75 million: BB- (sf)
  Subordinated notes, $47.70 million: Not rated

(i)The class A notes may be increased by up to $317.50 million upon
a conversion of the class A-L loans.



APEX CREDIT 2019-II: S&P Affirms BB- (sf) Rating in Class E Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its ratings to the class A-1-R, A-2-R,
B-R, C-R notes and A-1-R loans from Apex Credit CLO 2019-II
Ltd./Apex Credit CLO 2019-II LLC, a CLO originally issued in 2019
that is managed by Apex Credit Partners LLC. At the same time, S&P
withdrew its ratings on the original class A-1, A-2, B, C-1, and
C-F notes following payment in full on the Dec. 16, 2021,
refinancing date. S&P also affirmed its ratings on the class D and
E notes, which were not refinanced.

The replacement notes were issued via a supplemental indenture,
which outlines the terms of the replacement notes. According to the
supplemental indenture:

-- The non-call period was extended to Dec. 16, 2022.

-- The current class A-1 notes became the class A-1-R notes and
class A-1-R loans.

-- The original class C-1 and C-F notes were combined into the new
class C-R notes.

-- No additional subordinated notes were issued on the refinancing
date.

-- The transaction adopted benchmark replacement language and made
updates to conform to current rating agency methodology.

-- S&P said, "On a standalone basis, our cash flow analysis
indicated a lower rating on the class E notes (which were not
refinanced) than today's rating action on the notes reflects.
However, we affirmed our 'BB- (sf)' rating on the class E notes
after considering the margin of failure and the relatively stable
overcollateralization ratio since our last rating action on the
transaction."

  Replacement And Original Class Issuances

  Replacement classes

  Class A-1-R loans, $63.70 million: three-month LIBOR + 1.15%
  Class A-1-R notes, $184.30 million: three-month LIBOR + 1.15%
  Class A-2-R notes, $16.00 million: three-month LIBOR + 1.45%
  Class B-R notes, $42.00 million: three-month LIBOR + 1.80%
  Class C-R notes, $22.00 million: three-month LIBOR + 2.50%

  Original classes

  Class A-1 notes, $248.00 million: three-month LIBOR + 1.41%
  Class A-2 notes, $16.00 million: three-month LIBOR + 1.80%
  Class B notes, $42.00 million: three-month LIBOR + 2.10%
  Class C-1 notes, $20.00 million: three-month LIBOR + 3.00%
  Class C-F notes, $2.00 million: 4.572%
  Class D notes, $20.00 million: three-month LIBOR + 4.05%
  Class E notes, $22.00 million: three-month LIBOR + 7.00%
  Subordinated notes, $38.35 million: not applicable

S&P said, "Our review of this transaction included a cash flow
analysis, based on the portfolio and transaction data in the
trustee report, to estimate future performance. In line with our
criteria, our cash flow scenarios applied forward-looking
assumptions on the expected timing and pattern of defaults and the
recoveries upon default under various interest rate and
macroeconomic scenarios. Our analysis also considered the
transaction's ability to pay timely interest and/or ultimate
principal to each of the rated tranches. The results of the cash
flow analysis (and other qualitative factors, as applicable)
demonstrated, in our view, that the outstanding rated classes all
have adequate credit enhancement available at the rating levels
associated with the rating actions.

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

  Ratings Assigned

  Apex Credit CLO 2019-II Ltd./Apex Credit CLO 2019-II LLC

  Class A-1-R Loans, $63.70 million: AAA (sf)
  Class A-1-R Notes, $184.30 million: AAA (sf)
  Class A-2-R Notes, $16.00 million: AAA (sf)
  Class B-R Notes, $42.00 million: AA (sf)
  Class C-R (deferrable), $22.00 million: A (sf)

  Ratings Affirmed

  Apex Credit CLO 2019-II Ltd./Apex Credit CLO 2019-II LLC

  Class D: BBB- (sf)
Class E: BB- (sf)

  Ratings Withdrawn

  Apex Credit CLO 2019-II Ltd./Apex Credit CLO 2019-II LLC

  Class A-1 to NR from 'AAA (sf)'
  Class A-2 to NR from 'AAA (sf)'
  Class B to NR from 'AA (sf)'
  Class C-1 to NR from 'A (sf)'
  Class C-F to NR from 'A (sf)'

  Other Outstanding Classes

  Apex Credit CLO 2019-II Ltd./Apex Credit CLO 2019-II LLC

  Subordinated notes, $38.35 million: NR

  NR--Not rated.



APIDOS CLO XXXVIII: S&P Assigns BB- (sf) Rating on Class E-2 Notes
------------------------------------------------------------------
S&P Global Ratings assigned ratings to Apidos CLO XXXVIII/Apidos
CLO XXXVIII LLC's floating-rate notes.

S&P said, "Since we released preliminary ratings on this
transaction on Oct. 22, 2021, the top two classes have been renamed
as the class A-1 and A-2 notes, while the junior class E notes have
since been split into sequential-pay class E-1 and E-2 notes. In
connection with our rating actions today, we are discontinuing our
preliminary ratings on the class A and E notes, and assigning
ratings to the class A-1, E-1, and E-2 notes."

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

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 management 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

  Apidos CLO XXXVIII/Apidos CLO XXXVIII LLC

  Class A-1, $310.0 million: AAA (sf)
  Class A-2, $10.0 million: Not rated
  Class B, $60.0 million: AA (sf)
  Class C (deferrable), $30.0 million: A (sf)
  Class D (deferrable), $30.0 million: BBB- (sf)
  Class E-1 (deferrable), $12.5 million: BB+ (sf)
  Class E-2 (deferrable), $7.5 million: BB- (sf)
  Subordinated notes, $48.4 million: Not rated



BALLYROCK CLO 18: S&P Assigns BB- (sf) Rating on Class D Notes
--------------------------------------------------------------
S&P Global Ratings assigned its ratings to Ballyrock CLO 18
Ltd./Ballyrock CLO 18 LLC's floating-rate notes.

The note issuance is a CLO transaction governed by investment
criteria and backed by broadly syndicated speculative-grade (rated
'BB+' and lower) senior secured term loans. The transaction is
managed by Ballyrock Investment Advisors LLC.

The ratings reflect:

-- The diversification of the collateral pool;

-- The credit enhancement provided through subordination, excess
spread, and overcollateralization;

-- The experience of the collateral manager's team, which can
affect the performance of the rated notes through ongoing portfolio
identification and ongoing management; and

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

  Ratings Assigned

  Ballyrock CLO 18 Ltd./Ballyrock CLO 18 LLC

  Class A-1, $346.50 million: AAA (sf)
  Class A-2, $71.50 million: AA (sf)
  Class B (deferrable), $33.00 million: A (sf)
  Class C (deferrable), $33.00 million: BBB- (sf)
  Class D (deferrable), $22.00 million: BB- (sf)
  Subordinated notes, $53.85 million: Not rated



BINOM 2021-INV1: S&P Assigns 'B(sf)' Rating on Class B-2 Certs
--------------------------------------------------------------
S&P Global Ratings assigned its ratings to BINOM Securitization
Trust 2021-INV1's mortgage pass-through certificates series
2021-INV1.

The certificates are backed by first-lien, fixed-rate,
adjustable-rate, fully amortizing, and interest-only residential
mortgage loans primarily secured by single-family residences,
condominiums, and two- to four-family homes to both prime and
nonprime borrowers. The pool consists of 1,342 business-purpose
investor loans (including 75 cross-collateralized loans backed by
354 properties) that are exempt from the qualified mortgage and
ability-to-repay rules.

The ratings reflect S&P's view of:

-- The pool's collateral composition;

-- The transaction's credit enhancement, associated structural
mechanics, geographic concentration, and representation and
warranty framework;

-- The mortgage aggregator and mortgage originators; and

-- The due diligence results consistent with the represented loan
characteristics; and

-- The impact the COVID-19 pandemic will likely have on the
performance of the mortgage borrowers in the pool.

  Ratings Assigned

  BINOM Securitization Trust 2021-INV1

  Class A-1, $160,510,000: AAA (sf)
  Class A-2, $16,493,000: AA (sf)
  Class A-3, $28,565,000: A (sf)
  Class M-1, $13,624,000: BBB (sf)
  Class B-1, $9,562,000: BB (sf)
  Class B-2, $6,215,000: B (sf)
  Class B-3, $4,062,623: Not rated
  Class A-IO-S, notional(i): Not rated
  Class XS, notional(i): Not rated
  Class C, notional (i): Not rated
  Class P, $1,000: Not rated
  Class R: Not rated

(i)Notional balance.



CFIP CLO 2021-1: S&P Assigns BB- (sf) Rating on Class E Notes
-------------------------------------------------------------
S&P Global Ratings assigned its ratings to CFIP CLO 2021-1
Ltd./CFIP CLO 2021-1 LLC's fixed- and floating-rate notes.

The note issuance is a CLO securitization governed by investment
criteria and backed primarily by broadly syndicated
speculative-grade (rated 'BB+' or lower) senior secured term loans.
The transaction is managed by CFI Partners LLC.

The ratings reflect:

-- The diversification of the collateral pool.

-- The credit enhancement provided through subordination, excess
spread, and overcollateralization.

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

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

  Ratings Assigned

  CFIP CLO 2021-1 Ltd./CFIP CLO 2021-1 LLC

  Class X, $1.60 million: AAA (sf)
  Class A, $281.60 million: AAA (sf)
  Class B-1, $44.80 million: AA (sf)
  Class B-2, $8.00 million: AA (sf)
  Class C-1 (deferrable), $18.00 million: A (sf)
  Class C-2 (deferrable), $8.40 million: A (sf)
  Class D (deferrable), $26.40 million: BBB- (sf)
  Class E (deferrable), $15.40 million: BB- (sf)
  Subordinated notes, $40.00 million: Not rated



CITIGROUP MORTGAGE 2021-RP6: Fitch Rates B-2 Tranche 'B(EXP)'
-------------------------------------------------------------
Fitch Ratings has assigned expected ratings to Citigroup Mortgage
Loan Trust 2021-RP6 (CMLTI 2021-RP6).

DEBT               RATING
----               ------
CMLTI 2021-RP6

A-1      LT AAA(EXP)sf  Expected Rating
A-2      LT AA(EXP)sf   Expected Rating
A-3      LT AA(EXP)sf   Expected Rating
A-4      LT A(EXP)sf    Expected Rating
A-5      LT BBB(EXP)sf  Expected Rating
M-1      LT A(EXP)sf    Expected Rating
M-2      LT BBB(EXP)sf  Expected Rating
B-1      LT BB(EXP)sf   Expected Rating
B-2      LT B(EXP)sf    Expected Rating
B-3      LT NR(EXP)sf   Expected Rating
B-4      LT NR(EXP)sf   Expected Rating
B-5      LT NR(EXP)sf   Expected Rating
B        LT NR(EXP)sf   Expected Rating
A-IO-S   LT NR(EXP)sf   Expected Rating
X        LT NR(EXP)sf   Expected Rating
SA       LT NR(EXP)sf   Expected Rating
PT       LT NR(EXP)sf   Expected Rating
R        LT NR(EXP)sf   Expected Rating

TRANSACTION SUMMARY

Fitch expects to rate the residential mortgage-backed notes to be
issued by Citigroup Mortgage Loan Trust 2021-RP6 (CMLTI 2021-RP6),
as indicated above. The transaction is expected to close on Dec.
30, 2021. The notes are supported by one collateral group
consisting of 7,997 seasoned performing loans (SPLs) and
reperforming loans (RPLs), with a total balance of approximately
$1.28 billion, including $113.6 million, or 8.9%, of the aggregate
pool balance in non-interest-bearing deferred principal amounts as
of the cutoff date.

Distributions of P&I and loss allocations are based on a
traditional, senior-subordinate, sequential-pay structure. The
sequential-pay structure locks out principal to the subordinated
notes until the most senior notes outstanding are paid in full. The
servicer will not advance delinquent monthly payments of P&I.

KEY RATING DRIVERS

Updated Sustainable Home Prices (Positive): Due to Fitch's updated
view on sustainable home prices, Fitch views the home price values
of this pool as 10.6% above a long-term sustainable level (vs.
11.7% on a national level). Underlying fundamentals are not keeping
pace with the growth in prices, which is a result of a
supply/demand imbalance driven by low inventory, low mortgage rates
and new buyers entering the market. These trends have led to
significant home price increases over the past year, with home
prices rising 18.6% yoy nationally as of June 2021.

Distressed Performance History (Negative): The collateral pool
consists primarily of peak-vintage SPLs and RPLs. After adjusting
for coronavirus-related forbearance loans, 2.2% of the pool was 30
days' delinquent as of the cutoff date, and 43% of loans are
current but have had delinquencies within the past 24 months (after
being adjusted for Fitch's treatment of coronavirus-related
forbearance and deferral loans). Roughly 94% by unpaid principal
balance have been modified. Fitch increased its loss expectations
to account for the delinquent loans and the loans with prior
delinquencies.

Sequential-Pay Structure (Positive): The transaction's cash flow is
based on a sequential-pay structure whereby the subordinate classes
do not receive principal until the senior classes are repaid in
full. Losses are allocated in reverse-sequential order.
Furthermore, the provision to re-allocate principal to pay interest
on the 'AAAsf' and 'AAsf' rated notes prior to other principal
distributions is highly supportive of timely interest payments to
those classes in the absence of servicer advancing.

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

CMLTI 2021-RP6 has an ESG Relevance Score of '4' [+] for
transaction parties and operational risk. Operational risk is well
controlled for in CMLTI 2021-RP6, including strong R&Ws and
transaction due diligence, as well as a strong servicer, which
resulted in a reduction in expected losses.

RATING SENSITIVITIES

Factor that could, individually or collectively, lead to negative
rating action/downgrade:

-- The defined negative rating sensitivity analysis demonstrates
    how the ratings would react to steeper market value declines
    (MVDs) at the national level. The analysis assumes MVDs of
    10.0%, 20.0% and 30.0%, in addition to the model-projected
    41.9% at 'AAA'. The analysis indicates there is some potential
    for rating migration with higher MVDs for all rated classes
    compared with the model projection. Specifically, a 10.0%
    additional decline in home prices would lower all rated
    classes by one full category.

Factor that could, individually or collectively, lead to positive
rating action/upgrade:

-- The defined positive rating sensitivity analysis demonstrates
    how the ratings would react to positive home price growth of
    10.0% with no assumed overvaluation. Excluding the senior
    class, which is already rated 'AAAsf', the analysis indicates
    there is potential for positive rating migration for all of
    the rated classes. Specifically, a 10.0% gain in home prices
    would result in a full category upgrade for the rated classes
    excluding those being assigned ratings of 'AAAsf'.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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 SitusAMC. The third-party due diligence review was
completed on 100% of the loans in this transaction. The scope of
the due diligence review was consistent with Fitch criteria for
seasoned collateral. While all but six loans are seasoned 24 months
or greater, 271 loans received a credit and property valuation
review in additional to a regulatory compliance review. All loans
received an updated tax and title search and review of servicing
comments.

Fitch considered this information in its analysis and, as a result,
Fitch made the following adjustments to its analysis: increased the
loss severity due to HUD-1 issues, material TRID exceptions and
delinquent tax or outstanding liens. These adjustments resulted in
an increase in the 'AAAsf' expected loss of approximately 73bps.

ESG CONSIDERATIONS

CMLTI 2021-RP6 has an ESG Relevance Score of '4' [+] for
transaction parties and operational risk due to a highly-rated
servicer, strong R&Ws and transaction due diligence, which has a
positive impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.

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


COLT 2021-6: Fitch Assigns B(EXP) Rating on Class B-2 Certs
-----------------------------------------------------------
Fitch Ratings expects to rate the residential mortgage-backed
certificates to be issued by COLT 2021-6 Mortgage Loan Trust (COLT
2021-6).

DEBT               RATING
----               ------
COLT 2021-6

A-1      LT AAA(EXP)sf  Expected Rating
A-2      LT AA(EXP)sf   Expected Rating
A-3      LT A(EXP)sf    Expected Rating
M-1      LT BBB(EXP)sf  Expected Rating
B-1      LT BB(EXP)sf   Expected Rating
B-2      LT B(EXP)sf    Expected Rating
B-3A     LT NR(EXP)sf   Expected Rating
B-3B     LT NR(EXP)sf   Expected Rating
X        LT NR(EXP)sf   Expected Rating
A-IO-S   LT NR(EXP)sf   Expected Rating

TRANSACTION SUMMARY

The certificates are supported by 527 loans with a total balance of
approximately $315 million as of the cutoff date. Loans in the pool
were originated by multiple originators and aggregated by Hudson
Americas L.P. A majority of loans are currently, or will be,
serviced by Select Portfolio Servicing, Inc. (SPS), with a smaller
portion serviced by Northpointe Bank (Northpointe).

KEY RATING DRIVERS

Updated Sustainable Home Prices (Negative): Due to Fitch's updated
view on sustainable home prices, Fitch views the home price values
of this pool as 9.7% above a long-term sustainable level (versus
10.5% on a national level). Underlying fundamentals are not keeping
pace with the growth in prices, which is a result of a
supply/demand imbalance driven by low inventory, low mortgage rates
and new buyers entering the market. These trends have led to
significant home price increases over the past year, with home
prices rising 18.6% yoy nationally as of June 2021.

Non-QM Credit Quality (Negative): The collateral consists of 527
loans, totaling $315 million, seasoned approximately five months in
aggregate (as calculated as the difference between origination date
and cutoff date). The borrowers have a moderate credit profile (737
model FICO and 46% model debt to income ratio [DTI]) and leverage
(77% sustainable loan to value ratio [sLTV] and 71% combined LTV
[cLTV]). The pool consists of 51.2% of loans where the borrower
maintains a primary residence, while 48.8% comprise an investor
property or second home. Additionally, 17.8% of the loans were
originated through a retail channel and 54.5% are non-qualified
mortgage (non-QM); for the remainder, the QM rule does not apply.

Loan Documentation (Negative): Approximately 85.6% of the pool were
underwritten to less than full documentation in Fitch'sopinion, and
38% were underwritten to a 12- or 24-month bank statement program
for verifying income, which is not consistent with Appendix Q
standards and Fitch's view of a full documentation program. A key
distinction between this pool and legacy Alt-A loans is that these
loans adhere to underwriting and documentation standards required
under the CFPB's Ability to Repay Rule (the Rule), which reduces
the risk of borrower default arising from lack of affordability,
misrepresentation or other operational quality risks due to rigor
of the Rule's mandates with respect to the underwriting and
documentation of the borrower's ability to repay. Additionally,
3.7% comprise an asset depletion product, 1.5% are CPA or PnL
products and 39% are a debt service coverage ratio product.

Sequential Payment Structure (Positive): The transaction's cash
flow is based on a sequential-pay structure whereby the subordinate
classes do not receive principal until the senior classes are
repaid in full. Losses are allocated in reverse-sequential order.
Furthermore, the provision to re-allocate principal to pay interest
on the 'AAAsf' and 'AAsf' rated notes prior to other principal
distributions is highly supportive of timely interest payments to
that class with limited advancing.

Limited Advancing (Mixed): Advances of delinquent P&I will be made
on the mortgage loans for the first 180 days of delinquency to the
extent such advances are deemed recoverable. If the P&I advancing
party fails to make a required advance, the master servicer (Wells
Fargo) will be obligated to make such advance. The limited
advancing reduces loss severities, as there is a lower amount
repaid to the servicer when a loan liquidates and liquidation
proceeds are prioritized to cover principal repayment over accrued
but unpaid interest. The downside to this is the additional stress
on the structure side, as there is limited liquidity in the event
of large and extended delinquencies.

Excess Cash Flow (Positive): The transaction benefits from a
material amount of excess cash flow that provides benefit to the
rated certificates before being paid out to class X certificates.
The excess is available to pay timely interest and protect against
realized losses. To the extent the collateral weighted average
coupon (WAC) and corresponding excess are reduced through a rate
modification, Fitch would view the impact as credit neutral, as the
modification would reduce the borrower's probability of default,
resulting in a lower loss expectation.

As a sensitivity to Fitch's rating stresses, Fitch took into
account a WAC deterioration that varied by rating stress. The WAC
cut was derived by assuming a 2.5% cut (based on the most common
historical modification rate) on 40% (historical Alt-A modification
percentage) of the performing loans. Although the WAC reduction
stress is based on historical modification rates, Fitch did not
include the WAC reduction stress in its testing of the delinquency
trigger.

Fitch viewed the WAC deterioration as more of a pre-emptive cut
given the ongoing macroeconomic and regulatory environment. A
portion of borrowers will likely be impaired but will not
ultimately default. Furthermore, this approach had the largest
impact on the back-loaded benchmark scenario, which is also the
most probable outcome, as defaults and liquidations are not likely
to be extensive over the next 12 months-18 months given the ongoing
borrower relief and eviction moratoriums.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Fitch's incorporates a sensitivity analysis to demonstrate how
    the ratings would react to steeper market value declines
    (MVDs) than assumed at the MSA level. Sensitivity analysis was
    conducted at the state and national level to assess the effect
    of higher MVDs for the subject pool as well as lower MVDs,
    illustrated by a gain in home prices.

-- The defined negative rating 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 41.3% at 'AAA'. The analysis
    indicates that there is some potential rating migration with
    higher MVDs for all rated classes, compared with the model
    projection. Specifically, a 10% additional decline in home
    prices would lower all rated classes by one full category.

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Fitch's incorporates a sensitivity analysis to demonstrate how
    the ratings would react to steeper market value declines
    (MVDs) than assumed at the MSA level. Sensitivity analysis was
    conducted at the state and national level to assess the effect
    of higher MVDs for the subject pool as well as lower MVDs,
    illustrated by a gain in home prices.

-- The defined positive rating sensitivity analysis demonstrates
    how the ratings would react to positive home price growth of
    10% with no assumed overvaluation. Excluding the senior class,
    which is already rated 'AAAsf', the analysis indicates there
    is potential positive rating migration for all of the rated
    classes. Specifically, a 10% gain in home prices would result
    in a full category upgrade for the rated class excluding those
    being assigned ratings of 'AAAsf'.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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 multiple third-party review firms. The third-party due
diligence described in Form 15E focused on a credit, compliance and
property valuation review. Fitch considered this information in its
analysis and, as a result, Fitch made the following adjustment(s)
to its analysis:

-- A 5% credit at the loan level for each loan where satisfactory
    due diligence was completed.

-- 47 loans that had an AVM confidence score outside of the
    applicable range for the secondary valuation review received
    no diligence credit and used a haircut value in determining
    the LTV. This adjustment resulted in a reduction of the
    'AAAsf' expected loss of 41bps for the diligence credit while
    the adjustment on the 47 loans increased expected losses for
    'AAsf' rated bonds and below by 25bps; the 'AAAsf' expected
    loss was not affected.

DATA ADEQUACY

Fitch also utilized data files that were made available by the
issuer on its SEC Rule 17g-5 designated website. The loan-level
information Fitch received was provided in the American
Securitization Forum's (ASF) data layout format.

ESG CONSIDERATIONS

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


COMM 2013-CCRE13: Fitch Lowers Class F Certs to 'CCC'
-----------------------------------------------------
Fitch Ratings has downgraded one and affirmed 10 classes of
Deutsche Bank Securities, Inc.'s COMM 2013-CCRE13 Mortgage Trust
commercial mortgage pass-through certificates. In addition, Fitch
has revised the Rating Outlooks for four classes to Negative from
Stable.

   DEBT               RATING             PRIOR
   ----               ------             -----
COMM 2013-CCRE13

A-3 12630BAZ1    LT AAAsf   Affirmed     AAAsf
A-4 12630BBA5    LT AAAsf   Affirmed     AAAsf
A-M 12630BBC1    LT AAAsf   Affirmed     AAAsf
A-SB 12630BAY4   LT AAAsf   Affirmed     AAAsf
B 12630BBD9      LT AAsf    Affirmed     AAsf
C 12630BBF4      LT Asf     Affirmed     Asf
D 12630BAE8      LT BBB-sf  Affirmed     BBB-sf
E 12630BAG3      LT BBsf    Affirmed     BBsf
F 12630BAJ7      LT CCCsf   Downgrade    Bsf
PEZ 12630BBE7    LT Asf     Affirmed     Asf
X-A 12630BBB3    LT AAAsf   Affirmed     AAAsf

Class A-M, B and C certificates may be exchanged for class PEZ
certificates, and class PEZ certificates may be exchanged for class
A-M, B and C certificates. Ratings are reliant on Class C.

KEY RATING DRIVERS

Increased Loss Expectations: The downgrade and Negative Outlooks
reflect increased loss expectations on the pool primarily related
to loans in special servicing (11.2% of the pool) and Fitch Loans
of Concern (FLOCs, 38.6% of the pool).

Fitch's current ratings incorporate a base case loss of 5.0% with
the potential to reach 8.4% when factoring in additional stresses
applied to the 175 W Jackson and the Hampton Inn Pittsburgh Airport
loans. The Negative Outlooks on classes C through E, and PEZ
reflect these additional stresses.

Fitch Loans of Concern: The largest change in loss since the last
rating action and largest contributor to overall losses is the 175
West Jackson loan (10.4%), which is secured by the fee and
leasehold interests in a 22-story, 1.45 million-sf office building
built in 1912 and renovated in 2020, located in downtown Chicago,
IL. The loan recently returned to special servicing in November
2021 due to the sponsor having substantial difficulty remaining
current on the loan.

The loan was previously in special servicing in 2018 when
Brookfield Property Group purchased the property and assumed the
loan. The loan returned to master servicing in August 2018 with the
expectation that new sponsorship and fresh capital would accelerate
improvement. However, leasing activity has remained persistently
sluggish since acquisition and has only been exacerbated by the
pandemic.

Occupancy continues to be challenged with reported occupancy of 65%
as of September 2021, 63% at YE 2020, 67% at YE 2019 and 61% at YE
2018. The servicer-reported NOI DSCR was 0.67x as of September 2021
which was in line with YE 2020. Fitch's analysis reflects a
stressed value of $147psf and a base case loss of 18%. A
sensitivity scenario was also performed which assumed potential
outsized losses of 50%.

The next largest contributor to loss is the 525 West 22nd Street
loan (1.8%), which is secured by a 16,225-sf retail property
located in the Chelsea neighborhood of Manhattan. Occupancy has
recovered to 68% as of June 2021 after declining to 41.5% in 2020
due to Danese Gallery LLC (4,300sf, 26.5% of NRA) and 23rd and 11th
Office (5,192sf, 32% of NRA) vacating the building in 2020.
Ameringer Yohe expanded into the vacant Danese Gallery space and is
now the largest tenant in the building (46% of NRA). June 2021 NOI
DSCR was 0.16x as compared to 1.15x at YE 2020.

The third largest contributor to loss is the Plaza Riviera loan
(1.3%), which is secured by a 51,407-sf suburban office building
located in Redondo Beach, CA. Occupancy declined to 56% in 2020
from 83% at YE 2019 with NOI DSCR falling to 0.72x from 1.25x
during that period. Newly executed leases have contributed to
occupancy improving to 71% as of June 2021; however, NOI DSCR of
0.77x as of June 2021 does not reflect the full rent commencement
of new leases.

Change in Credit Enhancement: As of the December 2021 distribution
date, the pool's aggregate principal balance has been reduced by
27.8% to $798.1 million from $1.105 billion at issuance and 1.9%
since Fitch's last rating action. Sixteen loans totaling 24.2% of
the pool are defeased, up from 15 loans (23.2%) at the last rating
action. Two loans (17.4%) are full-term interest-only and the
remainder of the pool is currently amortizing. All of the remaining
loans in the pool mature in 2023. The non-rated class G has been
impacted by $6.5 million in realized losses to date (0.6% of
original pool balance).

Alternative Loss Considerations: Fitch performed additional
sensitivity analyses to the 175 W Jackson and Hampton Inn Pittsburg
Airport loans assuming potential outsized losses of 50% and 20%
respectively on the current balances of each loan. The
sensitivities reflect sustained underperformance and refinance
concerns with impending maturities in 2023. The analysis
contributed to the Negative Outlooks on classes C through E.

Increasing Pool Concentration: Forty-two of the original 57 loans
remain. The top five non-defeased loans account for 50.8% of the
pool and the top 10 non-defeased loans account for 61.8% of the
pool.

Credit Opinion Loan: Fitch assigned an investment-grade credit
opinion of 'AAsf*' on a standalone basis to the largest loan in the
pool, 60 Hudson Street (15.6%), at issuance. Performance remains
consistent with an investment-grade rating.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Upgrades would occur with stable to improved asset performance
    coupled with paydown and/or defeasance. Upgrades of the 'AAsf'
    categories would occur with significant improvement in credit
    enhancement (CE) and/or defeasance; however, adverse
    selection, increased concentrations and further
    underperformance of the FLOCs and/or loans.

-- An upgrade to the 'Asf' and 'BBBsf' categories are considered
    unlikely and limited based on sensitivity to concentrations
    and the uncertain workout outcomes of the 175 W Jackson loan.
    Classes would not be upgraded above 'Asf' if there is
    likelihood for interest shortfalls. Upgrades to the 'CCCsf'
    and 'BBsf' categories are not likely until the later years in
    a transaction and only if the performance of the pool is
    stable and there is sufficient CE to the classes.

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Downgrades would occur with an increase in pool level losses
    from underperforming or specially serviced loans, particularly
    the 175 W Jackson loan. Downgrades of the 'AAsf' and 'AAAsf'
    categories are not considered likely due to the position in
    the capital structure, but may occur should performance of the
    underlying pool significantly decline and/or should interest
    shortfalls affect these classes.

-- Downgrades of the 'Asf' and 'BBBsf' category would occur if
    expected losses increase significantly or the performance of
    the FLOCs continue to decline further and/or fail to
    stabilize, particularly in relation to the outcome of the 175
    W Jackson loan workout. Downgrades to the 'CCCsf' and 'BBsf'
    categories would occur should loss expectations increase or as
    losses are realized.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch 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'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.


COMM 2013-GAM: Fitch Affirms B- Rating on Class F Tranche
---------------------------------------------------------
Fitch Ratings has downgraded five and affirmed two classes of COMM
2013-GAM Mortgage Trust. In addition, five classes were removed
from Rating Watch Negative (RWN) and assigned Negative Rating
Outlooks.

   DEBT              RATING            PRIOR
   ----              ------            -----
COMM 2013-GAM Mortgage Trust

A-2 12624UAC8   LT AAsf   Downgrade    AAAsf
B 12624UAJ3     LT Asf    Downgrade    AA-sf
C 12624UAL8     LT BBBsf  Downgrade    Asf
D 12624UAN4     LT BBsf   Downgrade    BBBsf
E 12624UAQ7     LT BB-sf  Affirmed     BB-sf
F 12624UAS3     LT B-sf   Affirmed     B-sf
X-A 12624UAE4   LT AAsf   Downgrade    AAAsf

KEY RATING DRIVERS

Declining Cash flow Since Issuance: The downgrades and removal from
RWN are the result of the continued decline in performance and the
lack of leasing progress which includes three vacant anchors. The
Negative Outlooks reflect that further downgrades are likely if
leasing momentum doesn't materialize, performance continues to
deteriorate and/or the borrower does not make any progress toward
refinancing the loan at its extended maturity in February 2023.

The servicer reported YE 2020 net cash flow (NCF) was $27.5
million, compared to $31.6 million at YE 2019, and $32.1 million at
YE 2018. At the previous rating action when the classes were placed
on RWN, the servicer reported YE 2020 NCF was reported at $23.5
million, the servicer has since restated the NCF with reduced
expenses; the updated YE 2020 servicer reported NCF was $27.5
million. The Fitch NCF at YE 2020 was $25.8 million compared to
$23.8 million at the last rating action. Fitch's NCF reflects an
additional vacancy adjustment of 3% due to a drop in occupancy in
2021, rollover, and three vacant anchors.

Maturity Date Extension: The loan transferred to special servicing
in December 2020 due to the imminent loan maturity in February 2021
and the borrower's initial request for relief due to the pandemic.
The borrower rescinded the relief request but negotiated a maturity
extension to February 2022 with one additional extension which the
borrower has recently exercised. The loan now matures in February
2023.

Decline in Occupancy: Total mall physical occupancy has declined to
73.4% as of Sept 2021 from 77.1% in April 2021, 86% in May 2020,
97.8% in March 2019, 99.1% in March 2018 and 97.9% in March 2017.
The decline in physical occupancy is due to the departure of Kohl's
in April 2019, JC Penney in April 2020 and Sears in April 2021.
Kohl's and Sears continue to pay rent with lease expirations in
Jan. 2031 and October 2023, respectively.

The borrower planned to divide the former JC Penney space into four
separate spaces in order to attract tenants; per media reports,
Primark will be leasing one or more of these parcels. Other reports
have indicated additional tenants for other JC Penney parcels, but
none have been confirmed. The former 72,795 sf Century 21 space has
been leased to Shoppers World on a lease commencing June 2021;
however, at an annual rental rate of $8.24psf which is lower than
the former Century 21 lease payment.

Declining Sales: Comparable in line sales were $453psf as of TTM
February 2021, compared with $672psf as of TTM February 2020,
$650psf as of TTM March 2019, $635psf as of TTM March 2018, $611psf
at March 2017, $650psf at YE 2015, $580psf at YE 2014 and $501psf
at issuance.

Macy's sales decreased to $113psf as of February 2021 from $186psf
in 2019, $177psf as of TTM September 2018, $204psf at YE 2015 and
$225psf at issuance, while Macy's Men's & Furniture also decreased
to $82psf as of February 2021 from $143psf in 2019, $140psf as of
TTM September 2018, and $173psf at issuance. BJ's Wholesale Club
did not report April 2021 sales and the latest available sales are
$899psf from September 2018, which compares with $896psf at YE 2015
and $928psf at issuance.

Single Asset Concentration: The Green Acres Mall loan was
originally an eight-year amortizing, fixed-rate loan (3.4325%)
secured by a 1,811,441-sf enclosed two-level regional mall located
in a densely populated area on Sunrise Highway in Valley Stream,
NY. The mall was built in 1956 and has been expanded several times
with the latest in 2007 and 2015.

The transaction is secured by the single property and, therefore,
is more susceptible to single-event risk related to the market,
sponsor, or the largest tenants occupying the property. The loan
sponsor is an entity controlled by Macerich Company, an experienced
owner of regional shopping centers and malls. The sponsor acquired
the property in January 2013 at a cost of $507 million.

Fitch Leverage: The Fitch debt service coverage ratio and
loan-to-value for the asset is 1.03x and 88.9%, respectively. The
Fitch debt yield is 10.5%.

Amortization: As of the December 2021 distribution date, the pool's
aggregate certificate balance has paid down approximately 24.1% as
a result of scheduled amortization and a principal curtailment of
$9 million prior to the loan extension.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Further downgrades to all classes would occur with continued
    declines in occupancy, cash flow and sales, lack of progress
    refinancing the loan, or a loan default.

-- Downgrades to the senior classes A-2 and X-A would be
    downgraded to 'Asf' should interest shortfalls be incurred.
    The Negative Outlooks on all classes may be revised back to
    Stable if performance, including sales, stabilizes.

Factor that could, individually or collectively, lead to positive
rating action/upgrade:

-- Upgrades are not expected; however, factors that lead to
    upgrades would include significantly improved asset
    performance and cashflow or significant progress with
    releasing vacant space and/or refinancing the loan.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch 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'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.


DRYDEN 90: S&P Assigns BB- (sf) Rating on Class E Notes
-------------------------------------------------------
S&P Global Ratings assigned its ratings to Dryden 90 CLO
Ltd./Dryden 90 CLO LLC's debt.

The debt issuance is a CLO securitization governed by investment
criteria and backed primarily by broadly syndicated
speculative-grade (rated 'BB+' or lower) senior secured term loans.
The transaction is managed by PGIM Inc., a subsidiary of Prudential
Financial Inc.

The ratings reflect:

-- The diversification of the collateral pool;

-- The credit enhancement provided through subordination, excess
spread, and overcollateralization;

-- The experience of the collateral manager's team, which can
affect the performance of the rated debt through portfolio
identification and ongoing management; and

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

  Ratings Assigned

  Dryden 90 CLO Ltd./Dryden 90 CLO LLC

  Class A-1 loan(i), $223.00 million: AAA (sf)
  Class A-1A, $94.50 million: AAA (sf)
  Class A-1B(i), $0.00 million: AAA (sf)
  Class B, $62.50 million: AA (sf)
  Class C (deferrable), $30.00 million: A (sf)
  Class D (deferrable), $30.00 million: BBB- (sf)
  Class E (deferrable), $19.50 million: BB- (sf)
  Subordinated notes, $47.69 million: Not rated

(i)The class A-1B notes are not funded on the transaction's closing
date. The balance of the class A-1B notes may be increased up to
$223.00 million upon a conversion of the class A-1 loan.



EATON VANCE 2020-2: S&P Assigns BB- (sf) Rating on Class E-R Notes
------------------------------------------------------------------
S&P Global Ratings assigned its ratings to the class A-R, B-R, C-R,
D-R, and E-R replacement notes from Eaton Vance CLO 2020-2
Ltd./Eaton Vance CLO 2020-2 LLC, a CLO originally issued in 2020
that is managed by Morgan Stanley Eaton Vance CLO Manager LLC
(formerly known as [f/k/a] MS 522 CLO Manager LLC).

The replacement notes were issued via a supplemental indenture,
which outlines the terms of the replacement notes. According to the
supplemental indenture:

-- The stated maturity and non-call periods will be extended by
just over two years;

-- The reinvestment period will be extended by just over three
years;

-- The replacement class A-R, B-R, C-R, D-R, and E-R notes will be
issued at a lower spread over three-month LIBOR than the original
notes;

-- The replacement class A-R, B-R, C-R, D-R, and E-R notes will be
issued at a floating spread, replacing one class that is currently
at a fixed coupon and the remaining classes that are at a floating
spread;

-- The required minimum overcollateralization and interest
coverage ratios will be amended; and

-- The documents have been updated to include the ability to
purchase workout-related assets and the prohibition to purchase
assets that are related to all or a portion of the controversial
weapon production or trading industries.

  Replacement And Original Note Issuances

  Replacement notes

  Class A-R, $248.000 million: Three-month LIBOR + 1.15%
  Class B-R, $56.000 million: Three-month LIBOR + 1.70%
  Class C-R, $24.000 million: Three-month LIBOR + 2.10%
  Class D-R, $24.000 million: Three-month LIBOR + 3.25%
  Class E-R, $16.000 million: Three-month LIBOR + 6.50%
  Subordinated notes, $39.225 million: Residual

  Original notes

  Class A-1, $216.000 million: Three-month LIBOR + 1.37%
  Class A-2, $40.000 million: 1.749%
  Class B, $48.000 million: Three-month LIBOR + 1.75%
  Class C, $24.000 million: Three-month LIBOR + 2.60%
  Class D, $20.000 million: Three-month LIBOR + 4.10%
  Class E, $16.000 million: Three-month LIBOR + 7.32%
  Subordinated notes, $39.25 million: Residual

S&P said, "Our review of this transaction included a cash flow
analysis, based on the portfolio and transaction data in the
trustee report, to estimate future performance. In line with our
criteria, our cash flow scenarios applied forward-looking
assumptions on the expected timing and pattern of defaults and the
recoveries upon default under various interest rate and
macroeconomic scenarios. Our analysis also considered the
transaction's ability to pay timely interest and/or ultimate
principal to each of the rated tranches. The results of the cash
flow analysis (and other qualitative factors, as applicable)
demonstrated, in our view, that the outstanding rated classes all
have adequate credit enhancement available at the rating levels
associated with the rating actions.

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

  Eaton Vance CLO 2020-2 Ltd./Eaton Vance CLO 2020-2 LLC

  Class A-R, $248.000 million: AAA (sf)
  Class B-R, $56.000 million: AA (sf)
  Class C-R, $24.000 million: A (sf)
  Class D-R, $24.000 million: BBB- (sf)
  Class E-R, 16.000 million: BB- (sf)
  Subordinated notes, $39.225 million: NR

  Ratings Withdrawn

  Eaton Vance CLO 2020-2 Ltd./Eaton Vance CLO 2020-2 LLC
  Class A-1 to NR from 'AAA (sf)'
  Class A-2 to NR from 'AAA (sf)'
  Class B to NR from 'AA (sf)'
  Class C to NR from 'A (sf)'
  Class D to NR from 'BBB (sf)'
  Class E to NR from 'BB- (sf)'

  NR--Not rated.



GENERAL ELECTRIC 2003-1: Fitch Affirms D Rating on 2 Certs
----------------------------------------------------------
Fitch Ratings has upgraded and revised the Outlook to Stable from
Positive on one class and affirmed four classes of General Electric
Capital Assurance Company (GFCM) commercial mortgage pass-through
certificates series 2003-1.

   DEBT            RATING           PRIOR
   ----            ------           -----
General Electric Capital Assurance Company, GFCM 2003-1

E 36161RAZ2   LT AAAsf  Upgrade     AAsf
F 36161RBA6   LT BBsf   Affirmed    BBsf
G 36161RBB4   LT B-sf   Affirmed    B-sf
H 36161RBC2   LT Dsf    Affirmed    Dsf
J 36161RBD0   LT Dsf    Affirmed    Dsf

KEY RATING DRIVERS

Stable Loss Expectations: The upgrade and Positive Outlooks reflect
the significant increase in credit enhancement since the prior
rating action, as well as continued stable performance for the
majority of the pool. There are nine Fitch Loans of Concern (FLOCs;
36% of pool) that have been flagged due to underperformance, tenant
rollover concerns and/or a lack of information provided regarding
the status of expiring leases. Fitch's base case loss included
additional stresses to the probability of default, cap rates and
NOI haircuts to the remaining loans in the pool. These additional
stresses supported the upgrade and Positive Outlooks. Fitch expects
losses to be minimal, if any, for loans in the pool.

The largest FLOCs include the Cortland Ridge Apartments loan
(17.9%), which is secured by a multifamily property located in
Orem, UT that was flagged due to a low NOI debt service coverage
ratio (DSCR); the Windhaven Plaza Retail loan (11.1%), secured by a
retail center in Plano, TX with its two largest tenants, Kroger
(34.7% of NRA) and Academy Sports + Outdoors (28.9%) rolling in
2024, ahead of the loan's March 2025 maturity date; and the Valley
Business Park Portfolio loan (4.4%), secured by a portfolio of four
single-tenant industrial buildings located in Fountain Valley, CA
with upcoming rollover concerns and a continued lack of updated
information on expired leases. The other FLOCs (six loans; 12.6% of
pool) were flagged due to upcoming lease rollover concerns, low
occupancy and/or low NOI DSCR.

Increased Credit Enhancement (CE): The upgrade of class E and the
Positive Outlooks reflect increased CE since the last rating action
from continued scheduled amortization and loan payoffs. As of the
November 2021 distribution date, the pool's aggregate principal
balance has been reduced by 96.4% to $29.6 million from $822.6
million at issuance. The transaction has experienced losses of $2.9
million (0.4% of the original pool balance) since issuance. Five
loans ($1.5 million) were repaid prior to or at their 2021 maturity
dates since the last rating action. All remaining loans are fully
amortizing. Three loans (2.7% of pool) are scheduled to mature
between May and December of 2022, eight loans (12.4%) in 2023, one
loan (5.6%) in 2024, one loan (11.1%) in 2025, one loan (4.4%) in
2026, three loans (27.9%) in 2027, five loans (17.7%) in 2028 and
one loan (17.9%) in 2033.

Pool and Property Concentrations: The deal remains concentrated
with only 23 (including one group of two crossed loans) of the
original 171 loans remaining. The top five loans account for 62.8%
of the remaining pool balance. Additionally, multifamily and retail
property types comprise 43.9% and 25.2% of the pool, respectively.

RATING SENSITIVITIES

Factor that could, individually or collectively, lead to negative
rating action/downgrade:

-- An increase in pool level losses from underperforming or
    specially serviced loans. A downgrade to class E is not likely
    given the high CE, but may occur with interest shortfalls.
    Classes F and G may be downgraded should expected losses for
    the pool increase significantly and/or the FLOCs and/or loans
    susceptible to the coronavirus pandemic all suffer losses.

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Stable to improved asset performance, particularly on the
    FLOCs, coupled with additional paydown and/or defeasance. The
    rating of class F is currently capped at 'BBsf', as the
    repayment of the class is reliant on loans with uncertainty
    regarding upcoming lease rollover and longer-dated maturities,
    and the class is expected to remain outstanding into 2027 and
    beyond.

-- However, Class F may be upgraded positive leasing momentum and
    lease renewals at the properties with rollover concerns, along
    with further improvement in CE, defeasance and/or performance
    stabilization of FLOCs and other properties affected by the
    coronavirus pandemic. Classes would not be upgraded above
    'Asf' if there were likelihood of interest shortfalls.
    Upgrades to class G may occur as the number of FLOCs are
    reduced, properties vulnerable to the pandemic return to pre-
    pandemic levels and/or there is significant CE to the classes.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch 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'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.


GLS AUTO 2021-4: S&P Assigns BB- (sf) Rating on Class E Notes
-------------------------------------------------------------
S&P Global Ratings assigned its ratings to GLS Auto Receivables
Issuer Trust 2021-4's automobile receivables-backed notes series
2021-4.

The note issuance is an ABS transaction backed by subprime auto
loan receivables.

The ratings reflect:

-- The availability of approximately 54.8%, 46.8%, 37.0%, 27.3%,
and 22.8% credit support for the class A, B, C, D, and E notes,
respectively, based on stressed cash flow scenarios (including
excess spread). These credit support levels provide coverage of
approximately 3.25x, 2.75x, 2.15x, 1.55x, and 1.27x our
16.25%-17.25% expected cumulative net loss for the class A, B, C,
D, and E notes, respectively. These break-even scenarios withstand
cumulative gross losses of approximately 87.6%, 74.8%, 61.7%,
45.4%, and 38.0%, respectively.

-- S&P's expectations that under a moderate ('BBB') stress
scenario (1.60x its expected loss level), all else being equal, the
'AAA (sf)', 'AA (sf)', 'A (sf)', 'BBB- (sf)', and 'BB- (sf)'
ratings on the class A, B, C, D, and E notes, respectively, will be
within the credit stability limits specified by section A.4 of the
Appendix contained in S&P Global Rating Definitions.

-- S&P's analysis of more than seven years of origination static
pool and securitization performance data on Global Lending Services
LLC's 17 Rule 144A securitizations.

-- The collateral characteristics of the subprime auto loans
securitized in this transaction, including the representation in
the transaction documents that all contracts in the pool have made
a least one payment.

-- The notes' underlying credit enhancement in the form of
subordination, overcollateralization, a reserve account, and excess
spread for the class A, B, C, D, and E notes.

-- The timely interest and principal payments made to the notes
under S&P's stressed cash flow modeling scenarios, which it
believes are appropriate for the assigned ratings.

  Ratings Assigned

  GLS Auto Receivables Issuer Trust 2021-4

  Class A, $282.03 million: AAA (sf)
  Class B, $71.35 million: AA (sf)
  Class C, $73.91 million: A (sf)
  Class D, $75.34 million: BBB- (sf)
  Class E, $33.26 million: BB- (sf)



GS MORTGAGE 2013-GC13: Fitch Lowers 2 Certs to 'C'
--------------------------------------------------
Fitch Ratings has downgraded six classes and affirmed seven classes
of GS Mortgage Securities Trust 2013-GC13 (GSMS 2013-GC13)
commercial mortgage pass-through certificates.

    DEBT             RATING             PRIOR
    ----             ------             -----
GS Mortgage Securities Trust 2013-GC13

A-3 36198EAC9    LT AAAsf  Affirmed     AAAsf
A-4 36198EAD7    LT AAAsf  Affirmed     AAAsf
A-5 36198EAE5    LT AAAsf  Affirmed     AAAsf
A-AB 36198EAF2   LT AAAsf  Affirmed     AAAsf
A-S 36198EAP0    LT AA-sf  Downgrade    AAAsf
B 36198EAS4      LT A-sf   Affirmed     A-sf
C 36198EAY1      LT BBsf   Downgrade    BBBsf
D 36198EBB0      LT CCsf   Downgrade    CCCsf
E 36198EBE4      LT Csf    Downgrade    CCsf
F 36198EBH7      LT Csf    Affirmed     Csf
PEZ 36198EAV7    LT BBsf   Downgrade    BBBsf
X-A 36198EAG0    LT AAAsf  Affirmed     AAAsf
X-B 36198EAH8    LT Csf    Downgrade    CCsf

Classes X-A and X-B are IO.

Class A-S, class B, and class C certificates may be exchanged for
class PEZ certificates, and class PEZ certificates may be exchanged
for up to the full certificate principal amount of the class A-S,
class B and class C certificates.

KEY RATING DRIVERS

Increased Loss Expectations: The downgrades and Negative Outlooks
reflect increased loss expectations on the pool primarily related
to two specially serviced regional mall loans (19.7% of the pool).
There is a substantial concentration of Fitch Loans of Concern
(FLOCs; 34.5% of the pool), including four specially serviced loans
(27.6% of the pool). Fitch's current ratings reflect a base case
loss of 13.5%. The Negative Outlooks reflect losses that could
reach 14.9% after factoring in potential outsized losses on the
specially serviced malls.

Largest Contributors to Loss: The largest contributor to base case
loss is the specially serviced Mall at St. Matthews loan (11.7% of
the pool), which transferred to special servicing in June 2020
after it failed to pay off at its June 2020 maturity date. The
special servicer is currently in discussion with the borrower on a
potential workout and/or deed-in-lieu. The sponsor is Brookfield
Properties.

The loan is secured by a 670,376-sf portion of a 1.0 million-sf
regional mall located in Louisville, KY. The property is anchored
by JCPenney, and non-collateral Dillard's and Dillard's Men's &
Home. Other mall tenants include a 10-screen Cinemark movie
theater, Ulta, Forever 21, The Cheesecake Factory and Dave &
Buster's. The property was originally constructed in 1962, with
recent renovations in 2013 and 2017, when the food court was
upgraded.

As of the September 2021 rent roll, the collateral was
approximately 92% leased. Approximately 40% of the collateral NRA
is either month to month or rolls in the next year, including JC
Penney (25% of NRA, exp. August 2022). The mall was subject to
temporary closure and reduced capacity rules during the pandemic,
and many tenants received rent relief. Multiple tenants vacated
over the last year, including Williams-Sonoma, Skechers, and
Pottery Barn. While on a positive note, a Zappos Unboxed (2.7% of
NRA exp. 2031), opened at the mall in April 2021.

Per the TTM March 2021 tenant sales report, comp in line sales
(less than 10k sf) were $328 psf compared to $334 psf at YE 2020
and $422 at YE 2019.

The property's closest competitor is another Brookfield mall,
Oxmoor Center, which is located only a half mile from the property
and is considered by Fitch to have a superior tenant base.

Fitch's base case modeled loss of 55% reflects an implied cap rate
of approximately 22% on YE 2020 NOI. Fitch ran an additional
sensitivity that assumed an outsize loss of 60% on the loan, which
reflects an implied cap rate of 25% on the same NOI.

The next largest contributor to base case loss is the specially
serviced Crossroads Center loan (7.9% of the pool). The loan is
also sponsored by Brookfield Properties.

The loan originally transferred to special servicing in October
2020 for imminent default related to the pandemic. The loan
subsequently became 90+ days delinquent but is currently reported
at only 30 days delinquent. A portion of the collateral, Lot 2, was
sold, and the proceeds were applied towards P&I and expense
advancing. Further, excess cash flow is being trapped and remitted
to the servicer.

Per the servicer, the borrower is unwilling to inject additional
funds into loan but is willing to manage the property. The servicer
is dual tracking foreclosure with a possible loan modification;
negotiations are ongoing.

The loan is secured by a 766,213-sf portion of an 895,488-sf
regional mall located in the tertiary market of St. Cloud, MN. The
property was originally built in 1964 and has been renovated
periodically. The property is the largest shopping center in
Minnesota outside Minneapolis and St. Paul. The mall has long been
the main retail hub in the market, and there are no other enclosed
malls in the area. The closest regional mall is 45 miles southeast
of the subject.

The property is anchored by a non-collateral Target as well as
collateral JCPenney (21.9% of NRA, exp. 2024), Scheels All Sports
(10.7% of NRA, exp. 2024) and Macy's, which leases its space under
a ground lease and owns its own improvements. A former Sears went
dark in January 2018; its space has since been divided into four
separate tenant spaces, currently leased to Ulta, DSW and
HomeGoods. The rear of the Sears store was decommissioned and
remains dark.

As of the October 2021 rent roll, the property was approximately
84% leased with approximately 8% of the NRA scheduled to roll over
the next year. The servicer reported YE 2019 NOI DSCR was 1.99x
while YTD June 2020 was 1.75x.

Per the TTM September 2021 tenant sales report, comparable in-line
sales (tenants less than 10,000 sf) were reported at $413 psf,
which is an increase over the YE 2020 sales of $310 psf, and the YE
2019 pre-pandemic sales of $358 psf. JCPenney sales were reported
at $47 psf at TTM September 2021 compared to $92 for YE 2020 and
$98 psf for TTM September 2019; Macy's at $71 psf at TTM September
2021 compared to $57 for YE 2020 and $96 psf for TTM September
2019; and Scheels All Sports at $899 psf at TTM September 2021
compared to $717 for YE 2020 and $608 psf for TTM September 2019.

Fitch's base case modeled loss of 50% reflects an implied cap rate
of approximately 25% on YE 2019 NOI. Fitch ran an additional
sensitivity that assumed an outsize loss of 60% on the loan, which
reflects an implied cap rate of 32% on the same NOI.

Improved Credit Enhancement and Defeasance: Since issuance, 62 of
the original 67 loans remain in the pool. As of the November 2021
distribution date, the pool's aggregate principal balance has paid
down by 17.8% to $1.1 billion from $1.33 billion at issuance. There
have been no realized losses to date.

Approximately 73% of the pool is now amortizing, however, the
remaining 27% of the pool is full term interest-only, including the
largest loan in the pool. All performing loans are scheduled to
mature in 2023. 21 loans (22.5%) are currently defeased.

Regional Mall Concentration: Fitch considered a scenario where only
the two malls, Mall at St Matthews and Crossroads Center, remain in
the pool. The downgrade of class C to 'BBsf' from 'BBBsf' primarily
reflects the class' reliance on proceeds from these malls to pay
off in full.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Sensitivity Factors that could lead to downgrades include an
    increase in pool level losses from underperforming or
    specially serviced loans, particularly the Mall St. Matthews
    and Crossroads Center loans.

-- Downgrades to the senior classes rated 'AAAsf' are not likely
    due to the position in the capital structure but may occur
    should performance of the underlying pool significantly
    decline and/or should interest shortfalls occur. A downgrade
    to the 'AA-sf' would occur if losses increase and/or if loans
    currently without performance issues do not pay off as
    expected.

-- Downgrades to classes rated in the 'A-sf' and 'BBsf' would
    occur should overall pool losses increase significantly and/or
    one or more large loans have an outsized loss, which would
    erode credit enhancement.

-- Downgrades to the distressed classes (classes D through F)
    could occur should losses be realized or become more certain.

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Sensitivity Factors that could lead to upgrades include stable
    to improved asset performance coupled with pay down and/or
    defeasance. Upgrades to classes 'AA-sf' and 'A-sf' would
    likely occur with significant improvement in credit
    enhancement and/or defeasance but are not likely unless the
    performance of the FLOCs improve.

-- Upgrades to 'BBsf' are unlikely unless loss expectations
    improve on the FLOCs. Classes would not be upgraded above
    'Asf' if there is likelihood for interest shortfalls.

-- The distressed classes are unlikely to be upgraded unless
    resolution of the specially serviced loans is substantially
    better than expected.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch 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'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.


GS MORTGAGE 2021-GSA3: Fitch Rates Class G-RR Certs Final 'B-'
--------------------------------------------------------------
Fitch Ratings has assigned the following final ratings and Rating
Outlooks to GS Mortgage Securities Trust 2021-GSA3 commercial
mortgage pass-through certificates series 2021-GSA3:

-- $8,558,000d class A-1 'AAAsf'; Outlook Stable;

-- $16,730,000d class A-2 'AAAsf'; Outlook Stable;

-- $62,400,000d class A-3 'AAAsf'; Outlook Stable;

-- $118,977,000d class A-4 'AAAsf'; Outlook Stable;

-- $208,150,000d class A-5 'AAAsf'; Outlook Stable;

-- $22,757,000d class A-AB 'AAAsf'; Outlook Stable;

-- $471,953,000ad class X-A 'AAAsf'; Outlook Stable;

-- $66,417,000ad class X-B 'A-sf'; Outlook Stable;

-- $34,381,000d class A-S 'AAAsf'; Outlook Stable;

-- $35,162,000d class B 'AA-sf'; Outlook Stable;

-- $31,255,000d class C 'A-sf'; Outlook Stable;

-- $35,162,000abd class X-D 'BBB-sf'; Outlook Stable;

-- $17,190,000abd class X-F 'BB-sf'; Outlook Stable;

-- $19,534,000bd class D 'BBBsf'; Outlook Stable;

-- $15,628,000bd class E 'BBB-sf'; Outlook Stable;

-- $17,190,000bcd class F 'BB-sf'; Outlook Stable;

-- $7,033,000bcd class G-RR 'B-sf'; Outlook Stable.

Fitch does not rate the following class:

-- $27,348,397bcd class H-RR 'sf'; Outlook Stable.

(a) Notional amount and interest only (IO).

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

(c) Horizontal credit risk retention interest.

(d) Includes non-offered vertical credit risk retention interest
(VRR Interest) of approximately 3.3536%

of each class of certificates.

Since Fitch published its presale on Dec. 10, 2021, the class
balances for classes A-4 and A-5 have been finalized. At the time
that the expected ratings were published, the initial certificate
balances of classes A-4 and A-5 were unknown and expected to be
approximately $327,127,000 in aggregate, subject to a 5% variance.
The final class balances for classes A-4 and A-5 are $118,977,000
and $208,150,000, respectively. The classes reflect the final
ratings and deal structure.

The ratings are based on information provided by the issuer as of
Dec. 23, 2021.

TRANSACTION SUMMARY

The certificates represent the beneficial ownership interest in the
trust, the primary assets of which are 39 fixed-rate loans secured
by 85 commercial properties with an aggregate principal balance of
$625,103,398 as of the cutoff date. The loans were contributed to
the trust by Goldman Sachs Mortgage Company, Argentic Real Estate
Finance LLC, and Starwood Mortgage Capital LLC. The master servicer
is expected to be Wells Fargo Bank, National Association, and the
special servicer is expected to be Argentic Loan Services LP.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 9.4% of the properties by
balance, cash flow analysis of 83.7% if the pool and asset summary
reviews on 100% of the pool.

Coronavirus Impact: The ongoing containment effort related to the
coronavirus (which causes COVID-19) pandemic may have an adverse
impact on near-term revenue (i.e., bad debt expense, rent relief)
and operating expenses (i.e. sanitation costs) for some properties
in the pool. Delinquencies may occur in the coming months as
forbearance programs are put in place, although the ultimate impact
on credit losses will depend heavily on the severity and duration
of the negative economic impact of the coronavirus pandemic, and to
what degree fiscal interventions by the U.S. federal government can
mitigate the impact on consumers. Per the offering documents, all
of the loans are current and are not subject to any forbearance
requests.

KEY RATING DRIVERS

Higher Fitch Leverage than Recent Transactions: The transaction's
Fitch leverage is higher than other recent U.S. multiborrower
transactions rated by Fitch. The pool's Fitch loan-to-value ratio
(LTV) of 107.8% is higher than the 2020 average of 99.6% and the
YTD 2021 average of 103.4%. Additionally, the pool's Fitch trust
debt service coverage ratio (DSCR) of 1.35x is slightly above the
2020 average of 1.32x and slightly below the YTD 2021 average of
1.37x.

Concentrated Pool: The pool's 10 largest loans represent 56.8% of
the pool, which is significantly higher than the YTD 2021 average
of 50.9% but in line with the 2020 average of 56.8%. The pool's
loan concentration index (LCI) score is 453, which is greater than
the YTD 2021 and 2020 averages of 376 and 440, respectively for
other recent Fitch-rated multiborrower transactions.

Limited Amortization: Twenty-three loans totaling 58.7% of the
pool's cutoff balance are interest-only for the entirety of their
respective loan terms, and an additional nine loans, totaling 30.3%
of the pool's balance, are partial interest-only loans. The pool is
scheduled to amortize 5.4%, which is in line with the 2021 YTD and
2020 average paydown of 5.0% and 5.3%, respectively, but below
historical averages.

Above Average Multifamily Concentration; No Hotel Properties: The
largest three property types in this transaction are retail (29.2%
of the pool), office (28.0%) and multifamily (24.8%). The
multifamily property type concentration is significantly higher
than average compared with 17.2% and 16.3% for YTD 2021 and 2020,
respectively. The pool's retail property concentration is higher
than the YTD 2021 average of 22.0% and the 2020 average of 16.3%
for other Fitch-rated U.S. multiborrower transaction. Additionally,
the pool does not have any loans secured by hotel properties.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

Declining cash flow decreases property value and capacity to meet
its debt service obligations. The table below indicates the model
implied rating sensitivity to changes to the same one variable,
Fitch NCF:

-- Original Rating: 'AAAsf' / 'AA-sf' / 'A-sf' / 'BBBsf' / 'BBB-
    sf' / 'BB-sf' / 'B-sf'

-- 10% NCF Decline: 'AA-sf' / 'A-sf' / 'BBB-sf' / 'BB+sf' /
    'B+sf' / 'CCCsf' / 'CCCsf'

-- 20% NCF Decline: 'A-sf' / 'BBB-sf' / 'BBsf' / 'B-sf' / 'CCCsf'
    / 'CCCsf'/ 'CCCSf'

-- 30% NCF Decline: 'BBB-sf' / 'BBsf' / 'CCCsf' / 'CCCsf' /
    'CCCsf' / 'CCCsf' / 'CCCsf

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

Improvement in cash flow increases property value and capacity to
meet its debt service obligations. The table below indicates the
model implied rating sensitivity to changes in one variable, Fitch
NCF:

-- Original Rating: 'AAAsf' / 'AA-sf' / 'A-sf' / 'BBBsf' / 'BBB-
    sf' / 'BB-sf' / 'B-sf'

-- 20% NCF Increase: 'AAAsf' / 'AAAsf' / 'AA+sf' / 'A+sf' / 'A-
    sf' / 'BBB-sf' / 'BBB-sf'

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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 Ernst & Young LLP. The third-party due diligence
described in Form 15E focused on a comparison and re-computation of
certain characteristics with respect to each of the mortgage loans.
Fitch considered this information in its analysis and it did not
have an effect on Fitch's analysis or conclusions.


LEHMAN ABS 2001-B: S&P Raises Class M-1 Notes Rating to B (sf)
--------------------------------------------------------------
S&P Global Ratings completed its review of eight classes from six
U.S. manufactured housing ABS transactions issued between 1998 and
2003. S&P raised three and affirmed five ratings.

The transactions are backed by pools of manufactured housing
installment sale contracts and installment loan agreements that are
currently serviced by Shellpoint Mortgage Servicing.

S&P said, "The rating actions reflect the transactions' collateral
performance to date, our views regarding future collateral
performance, the transactions' structures, and the credit
enhancement available. Furthermore, our analysis incorporated
secondary credit factors such as credit stability, and sector-
specific analysis. Where we believe it is warranted, we have
adjusted our expected cumulative net loss expectations
accordingly."

  Table 1

  Collateral Performance (%)

  As of the November 2021 distribution date
                                               Prior     Current
                                  60+ day   expected    expected   
        
                Current  Current  delinq.   lifetime    lifetime
  Deal  Mo.     PF (%)   CNL (%)  (%)(i)   CNL (%)(ii)   CNL (%)

  Lehman 2001-B                    
        241     5.80     21.19    7.79    23.50-25.00  22.25-23.75

  Madison 2002-A
        236      6.10    29.86    9.65    32.00-33.00  32.00-33.00

  UCFC 1998-3    
        278      6.13    26.32    6.40    Up to 29.00  Up to 28.00

  ACE 2003-MH1  
        222     10.94    18.24    8.20    21.50-22.75  20.50-21.50



(i)Aggregate 60-plus day delinquencies as a percentage of the
current pool balance.

(ii)As of July 2020 for Lehman 2001-B and Madison 2002-A. As of
December 2020 for UCFC 1998-3 and ACE 2003-MH1.
Mo.--months.

PF--Pool factor.
CNL--cumulative net loss.
Lehman 2001-B--Lehman ABS Manufactured Housing Contract
Senior-Subordinate Asset-Backed series 2001-B.
Madison 2002-A--Madison Avenue Manufactured Housing Contract Trust
2002-A.
UCFC 1998-3--UCFC Funding Corp. Manufactured Housing Contract
Pass-Through Certificates series 1998-3.
ACE 2003-MH1--ACE Securities Corp. Manufactured Housing Trust
series 2003-MH1.

The upgrades and affirmations for Lehman ABS Manufactured Housing
Contract Senior-Subordinate Asset-Backed Series 2001-B, Madison
Avenue Manufactured Housing Contract Trust 2002-A, UCFC Funding
Corp. Manufactured Housing Contract Pass-Through Certificates
Series 1998-3, and ACE Securities Corp. Manufactured Housing Trust
Series 2003-MH1 reflect our view that the total credit support as a
percentage of the amortizing pool balances, compared with our
expected remaining cumulative net losses, is sufficient to support
the ratings.

Table 2

Hard Credit Support (%)(i)
                           Prior total hard    Current total hard
                          credit support(ii)       credit support
Transaction     Class       (% of current)   (% of current)(iii)
Lehman 2001-B   M-1                  29.32                33.35
Madison 2002-A  B-2                  40.51                52.23
UCFC 1998-3     A-1                  64.47                78.99
ACE 2003-MH1    M-1                  69.73                79.19
ACE 2003-MH1    M-2                  52.89                58.50

(i)As of the November 2021 distribution date.

(ii)As of the June 2020 distribution date for Lehman 2001-B and
Madison 2002-A. As of the November 2020 distribution for UCFC
1988-3 and ACE 2003-MH1.

(iii)The current hard credit support consists solely of
subordination for Lehman 2001-B, overcollateralization for Madison
2002-A, subordination for UCFC 1998-3, and subordination and
overcollateralization for ACE 2003-MH1. Prior and current total
hard credit support exclude excess spread.

Lehman 2001-B--Lehman ABS Manufactured Housing Contract
Senior-Subordinate Asset-Backed series 2001-B.
Madison 2002-A--Madison Avenue Manufactured Housing Contract Trust
2002-A.
UCFC 1998-3--UCFC Funding Corp. Manufactured Housing Contract
Pass-Through Certificates series 1998-3.
ACE 2003-MH1--ACE Securities Corp. Manufactured Housing Trust
series 2003-MH1.

S&P said, "For Manufactured Housing Contract Trust Pass-Through
Certificates Series 2000-4, we affirmed our 'AA (sf)' rating on the
class A-3 certificates based on our 'AA' financial strength rating
on Assured Guaranty Municipal Corp. (Assured), the bond insurer, to
pay any principal or interest shortfalls that may arise. Assured
has made claims payments on principal and interest payment
shortfalls that have occurred since the November 2014 determination
date, and we believe that Assured will continue to honor its
obligations to make up any shortfalls in principal and/or interest
payments.

"The affirmed 'CC (sf)' ratings on Manufactured Housing Contract
Trust Pass-Thru Certificates Series 2000-3 class IA and IIA-2 notes
reflect our view that our projected credit support will remain
insufficient to cover our projected losses for these classes. As
defined in our criteria, the 'CC (sf)' ratings reflect our view
that the related classes remain virtually certain to default.

"We will continue to monitor the performance of the transactions
relative to their cumulative net loss expectations and the
available credit enhancement. We will take rating actions as we
consider appropriate."

  RATINGS RAISED

  Lehman ABS Manufactured Housing Contract Senior/Subordinate
Asset-Backed series 2001-B

  Series    Class     To        From
  2001-B    M-1       B (sf)    B- (sf)

  Madison Avenue Manufactured Housing Contract Trust

  Series    Class     To        From
  2002-A    B-2       B+ (sf)   CCC (sf)

  UCFC Funding Corporation Manufactured Housing Contract
Pass-Through Certificates

  Series    Class     To        From
  1998-3    A-1       A (sf)    BBB+ (sf)

  RATINGS AFFIRMED

  ACE Securities Corp. Manufactured Housing Trust

  Series    Class     Rating
  2003-MH1  M-1       A+ (sf)
  2003-MH1  M-2       BBB+ (sf)

  Manufactured Housing Contract Trust Pass-Thru Certificates

  Series    Class     Rating
  2000-3    IA        CC (sf)
  2000-3    IIA-2     CC (sf)
  2000-4    A-3       AA (sf)



MERRILL LYNCH: S&P Raises Pass-Through Certs Rating to 'BB+'
------------------------------------------------------------
S&P Global Ratings raised its various ratings on seven Merrill
Lynch Auction Preferred Pass-Through Trust, N.Y.'s certificates.


  Merrill Lynch Auction Preferred Pass-Through Trust, NY Various

  Ratings Raised

  ISSUE     NEW RATING    OLD RATING     CUSIPS

  Merrill Lynch Auction Preferred Pass-Through Tr

              BBB+          BBB         05068M687

  Merrill Lynch Auction Preferred Pass-Through Tr

              BBB+          BBB         05068M711

  Merrill Lynch Auction Preferred Pass-Through Tr
  (Merrill Lynch Auction Preferred Pass-Through Tr)

              BBB+          BBB         05068M695

  Merrill Lynch Auction Preferred Pass-Through Tr

              BB+           BB          05069G200

  Merrill Lynch Auction Preferred Pass-Through Tr
  (Merrill Lynch Auction Preferred Pass-Through Tr)

              BB+           BB          05069G309

  Merrill Lynch Auction Preferred Pass-Through Tr

              BB+           BB          05069M207

  Merrill Lynch Auction Preferred Pass-Through Tr
  (Merrill Lynch Auction Preferred Pass-Through Tr)

              BB+           BB          05069M306


The rating action follows S&P Global Ratings' raising the ratings
on the underlying securities.

The rating reflects the rating on the underlying bonds.

Changes to the rating on these securities could result from, among
other things, changes to the ratings on the underlying securities.



MORGAN STANLEY 2015-C22: Fitch Lowers Class F Certs to 'CC'
-----------------------------------------------------------
Fitch Ratings has downgraded one and affirmed 12 classes of Morgan
Stanley Bank of America Merrill Lynch Trust (MSBAM) 2015-C22
commercial mortgage pass-through certificates. The Rating Outlooks
for four classes have been revised to Stable from Negative.

    DEBT             RATING             PRIOR
    ----             ------             -----
MSBAM 2015-C22

A-2 61690FAJ2    LT AAAsf  Affirmed     AAAsf
A-3 61690FAL7    LT AAAsf  Affirmed     AAAsf
A-4 61690FAM5    LT AAAsf  Affirmed     AAAsf
A-S 61690FAP8    LT AAAsf  Affirmed     AAAsf
A-SB 61690FAK9   LT AAAsf  Affirmed     AAAsf
B 61690FAQ6      LT AA-sf  Affirmed     AA-sf
C 61690FAS2      LT A-sf   Affirmed     A-sf
D 61690FAB9      LT BBsf   Affirmed     BBsf
E 61690FAC7      LT CCCsf  Affirmed     CCCsf
F 61690FAD5      LT CCsf   Downgrade    CCCsf
PST 61690FAR4    LT A-sf   Affirmed     A-sf
X-A 61690FAN3    LT AAAsf  Affirmed     AAAsf
X-B 61690FAA1    LT AA-sf  Affirmed     AA-sf

KEY RATING DRIVERS

Stable Loss Expectations: The affirmations reflect stable loss
expectations for the pool since Fitch's prior rating action. The
downgrade of class F is driven by higher losses on the specially
serviced Hilton Houston Westchase loan (4.3% of pool), reflecting
the growing exposure and continued lack of workout progress. There
are 15 Fitch Loans of Concern (FLOCs; 38%), including two specially
serviced loans (12%).

Fitch's current ratings incorporate a base case loss of 7.40%. The
Negative Outlook factors in additional sensitivities on three hotel
loans to account for ongoing business disruption as a result of the
pandemic, reflecting that losses could reach 8.10%.

The Hilton Houston Westchase loan, which is the largest increase in
loss since the prior rating action, is secured by a 297-key,
full-service hotel located in energy corridor of Houston, TX. The
loan transferred to special servicing in February 2020 for imminent
maturity default and subsequently defaulted at its March 2020
scheduled maturity. Existing performance declines driven by lower
oil and gas prices, coupled with oversupply in the Houston hotel
market, were exacerbated by the coronavirus pandemic. The hotel
reported TTM September 2021 occupancy, ADR and RevPAR of 46.7%,
$91.90 and $42.87, respectively, compared with 38.1%, $102 and $39
as of TTM October 2020, 72.4%, $115 and $83 as of YE 2019 and 80%,
$144 and $115 at issuance.

The borrower had been granted forbearance from April to July 2020,
but the borrower and special servicer were unable to reach a
long-term modification agreement thereafter. According to the
special servicer, a receiver was appointed in October 2020 and the
lender continues to explore disposition options for the asset.
Fitch's base case loss of 71% factors a stress to the most recently
available appraisal, reflecting a stressed value of $56,936 per
key.

The largest FLOC, Waterfront at Port Chester (8.2%), which is
secured by a 349,743-sf anchored retail property in Port Chester,
NY, was flagged for declining cash flow and moderate upcoming lease
rollover. The loan previously transferred to special servicing in
June 2020 for payment default and was brought current and returned
to the master servicer in August 2021 after the borrower was
granted forbearance. Terms of the forbearance included the deferral
of interest payments from September through December 2020, with
deferred amounts to be repaid through excess cash.

Property occupancy was 94.9% as of the most recently provided rent
roll from March 2021, unchanged from June 2020. The property is
anchored by Super Stop & Shop (20.3% of NRA leased through August
2030) and AMC (19.9%; December 2030). Other major tenants include
Bed Bath & Beyond (10.3%; January 2022), Marshalls (8.6%; January
2026) and Crunch Fitness (6.7%; February 2022). All non-essential
tenants, except Super Stop & Shop, were ordered to close in late
March 2020, but most have since re-opened. The AMC Theater resumed
operations in February 2021. Many of the tenants had asked for rent
abatements, with some requesting permanent lease amendments.

Fitch's base case loss of 26% reflects an 8.75% cap rate and a 5%
haircut to the YE 2019 NOI. Full-year 2020 NOI has not been
reported, and the YE 2019 NOI was down 5.5% from YE 2018 and 16.1%
below the issuer's underwritten NOI.

Increased Credit Enhancement (CE): As of the November 2021
distribution date, the pool's principal balance has paid down by
11.7% to $978 million from $1.1 billion at issuance. Since Fitch's
prior rating action, one loan (Holiday Inn Express - Otay Mesa;
$5.6 million) was repaid ahead of its scheduled February 2022
maturity. Nine loans (8.4%) are defeased, up from eight loans
(7.2%) at the prior rating action. Six loans (30.6%) are full-term
interest-only, and the remainder of the pool is now amortizing. One
loan (Southern Grace Apartments; 0.3%) matures in April 2022, three
loans (4.9%) mature in 2024 and 66 loans (90.5%) mature in 2025.

Coronavirus Exposure: Retail and hotel loans represent 33.1% (32
loans) and 22.8% (nine loans) of the pool, respectively. Fitch
applied an additional stress to the pre-pandemic cash flows for
three hotel loans (8.3%) given significant pandemic-related 2020
NOI declines. These additional stresses contributed to the Negative
Outlooks. The Outlook revision to Stable from Negative reflects
fewer coronavirus-related stresses being applied since the prior
rating action due to better than expected 2020 performance on some
of the retail, hotel and multifamily loans in the pool.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Downgrades would occur with an increase in pool-level losses
    from underperforming or specially serviced loans. Downgrades
    to classes A-2, A-3, A-4, A-SB, A-S and X-A are not likely due
    to the position in the capital structure but may occur should
    interest shortfalls affect these classes.

-- Downgrades to classes B, C, X-B and PST may occur should
    expected pool losses increase significantly and/or the FLOCs
    and/or loans susceptible to the pandemic all suffer losses.

-- Downgrades to class D are possible should loss expectations
    increase from continued performance decline of the FLOCs,
    loans susceptible to the pandemic not stabilize and
    deteriorate further, additional loans default or transfer to
    special servicing and/or higher realized losses than expected
    on the specially serviced loans.

-- Further downgrades to classes E and F would occur as losses
    are realized and/or become more certain.

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Upgrades would occur with stable to improved asset
    performance, particularly on the FLOCs, coupled with
    additional paydown and/or defeasance. Upgrades to classes B,
    C, X-B and PST would only occur with significant improvement
    in CE, defeasance, and/or performance stabilization of FLOCs
    and other properties affected by the pandemic. Classes would
    not be upgraded above 'Asf' if there were likelihood of
    interest shortfalls.

-- Upgrades to class D may occur as the number of FLOCs are
    reduced, properties vulnerable to the pandemic return to pre
    pandemic levels and there is sufficient CE to the classes.

-- Upgrades to classes E and F are unlikely absent significant
    performance improvement on the FLOCs and substantially higher
    recoveries than expected on the specially serviced loans, and
    there is sufficient CE to the classes.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch 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'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.


OCTAGON INVESTMENT 40: S&P Assigns BB- (sf) Rating on E-R Notes
---------------------------------------------------------------
S&P Global Ratings assigned its ratings to the class A-1-R, A-2-R,
B-R, C-1-R, C-2-R, D-R, and E-R replacement notes from Octagon
Investment Partners 40 Ltd./Octagon Investment Partners 40 LLC, a
CLO originally issued in 2019 that is managed by Octagon Credit
Investors LLC. At the same time, S&P withdrew its ratings on the
original class A-1, B, C, and D notes following payment in full on
the Dec. 15, 2021, refinancing date. The original class A-2 and E
notes were not rated by S&P Global Ratings.

The replacement notes were issued via a supplemental indenture,
which outlines the terms of the replacement notes. According to the
supplemental indenture:

-- The non-call period will be extended to December 2023;

-- The reinvestment period will be extended by 2.75 years;

-- The weighted average life test will be extended to nine years
from the refinancing date;

-- The required minimum overcollateralization and interest
coverage ratios will be amended;

-- No additional subordinated notes will be issued on the
refinancing date; and

-- The transaction has adopted benchmark replacement language and
made updates to conform to current rating agency methodology.

  Replacement And Original Note Issuances

  Replacement notes

  Class A-1-R, $378.00 million: Three-month LIBOR + 1.17
  Class A-2-R, $12.00 million: Three-month LIBOR + 1.40
  Class B-R, $66.00 million: Three-month LIBOR + 1.70
  Class C-1-R (deferrable), $29.00 million: Three-month LIBOR +
2.15
  Class C-2-R (deferrable), $7.00 million: 3.50
  Class D-R (deferrable), $36.00 million: Three-month LIBOR + 3.35
  Class E-R (deferrable), $24.00 million: Three-month LIBOR + 7.00
  Subordinated notes, $61.42 million: Residual

  Original notes

  Class A-1, $369.00 million: Three-month LIBOR + 1.33%
  Class A-2, $16.50 million: Three-month LIBOR + 1.70%
  Class B, $66.00 million: Three-month LIBOR + 1.90%
  Class C, $40.50 million: Three-month LIBOR + 2.90%
  Class D, $30.00 million: Three-month LIBOR + 3.90%
  Class E, $30.00 million: Three-month LIBOR + 6.39%
  Subordinated notes, $54.25 million: Not applicable

S&P said, "Our review of this transaction included a cash flow
analysis, based on the portfolio and transaction data in the
trustee report, to estimate future performance. In line with our
criteria, our cash flow scenarios applied forward-looking
assumptions on the expected timing and pattern of defaults and the
recoveries upon default under various interest rate and
macroeconomic scenarios. Our analysis also considered the
transaction's ability to pay timely interest and/or ultimate
principal to each of the rated tranches. The results of the cash
flow analysis (and other qualitative factors, as applicable)
demonstrated, in our view, that the outstanding rated classes all
have adequate credit enhancement available at the rating levels
associated with the rating actions.

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

  Ratings Assigned

  Octagon Investment Partners 40 Ltd./
  Octagon Investment Partners 40 LLC

  Class A-1-R, $378.00 million: AAA (sf)
  Class A-2-R, $12.00 million: AAA (sf)
  Class B-R, 66.00 million: AA (sf)
  Class C-1-R (deferrable), $29.00 million: A (sf)
  Class C-2-R (deferrable), $7.00 million: A (sf)
  Class D-R (deferrable), $36.00 million: BBB- (sf)
  Class E-R (deferrable), $24.00 million: BB- (sf)
  Subordinated notes, $61.42 million: NR

  Ratings Withdrawn

  Octagon Investment Partners 40 Ltd./
  Octagon Investment Partners 40 LLC

  Class A-1: to NR from 'AAA (sf)'
  Class B: to NR from 'AA (sf)'
  Class C (deferrable): to NR from 'A (sf)'
  Class D (deferrable): to NR from 'BBB- (sf)'

  NR--Not rated.



PPLUS TRUST: S&P Raises GSC-2 Certs Rating to 'BB+'
---------------------------------------------------
S&P Global Ratings raised its rating on PPLUS Trust Series GSC-2's
certificates to 'BB+' from 'BB'.

S&P said, "Our rating on the certificates is dependent on the lower
of the rating on the underlying security, transferable custody
receipts relating to Goldman Sachs Capital I's $2.75 billion 6.345%
capital securities ('BB+'), and the rating on swap counterparty,
Bank of America Corp. ('A-')."

The rating action reflects the Dec. 10, 2021, raising of S&P's
long-term rating on the underlying security.

S&P may take subsequent rating actions on this transaction if its
rating on the underlying security changes.







RCKT MORTGAGE 2021-6: Fitch Assigns B- Rating on B-5 Certs
----------------------------------------------------------
Fitch Ratings has assigned ratings to the residential
mortgage-backed certificates issued by RCKT Mortgage Trust 2021-6
(RCKT 2021-6).

DEBT           RATING              PRIOR
----           ------              -----
RCKT Mortgage Trust 2021-6

A-1      LT AAAsf   New Rating    AAA(EXP)sf
A-10     LT AAAsf   New Rating    AAA(EXP)sf
A-11     LT AAAsf   New Rating    AAA(EXP)sf
A-12     LT AAAsf   New Rating    AAA(EXP)sf
A-13     LT AAAsf   New Rating    AAA(EXP)sf
A-14     LT AAAsf   New Rating    AAA(EXP)sf
A-15     LT AAAsf   New Rating    AAA(EXP)sf
A-16     LT AAAsf   New Rating    AAA(EXP)sf
A-17     LT AAAsf   New Rating    AAA(EXP)sf
A-18     LT AAAsf   New Rating    AAA(EXP)sf
A-19     LT AAAsf   New Rating    AAA(EXP)sf
A-2      LT AAAsf   New Rating    AAA(EXP)sf
A-20     LT AAAsf   New Rating    AAA(EXP)sf
A-21     LT AAAsf   New Rating    AAA(EXP)sf
A-21-X   LT AAAsf   New Rating    AAA(EXP)sf
A-22     LT AAAsf   New Rating    AAA(EXP)sf
A-23     LT AAAsf   New Rating    AAA(EXP)sf
A-24     LT AAAsf   New Rating    AAA(EXP)sf
A-25     LT AAAsf   New Rating    AAA(EXP)sf
A-26     LT AAAsf   New Rating    AAA(EXP)sf
A-27     LT AAAsf   New Rating    AAA(EXP)sf
A-28     LT AAAsf   New Rating    AAA(EXP)sf
A-3      LT AAAsf   New Rating    AAA(EXP)sf
A-4      LT AAAsf   New Rating    AAA(EXP)sf
A-5      LT AAAsf   New Rating    AAA(EXP)sf
A-6      LT AAAsf   New Rating    AAA(EXP)sf
A-7      LT AAAsf   New Rating    AAA(EXP)sf
A-8      LT AAAsf   New Rating    AAA(EXP)sf
A-9      LT AAAsf   New Rating    AAA(EXP)sf
A-X-1    LT AAAsf   New Rating    AAA(EXP)sf
A-X-10   LT AAAsf   New Rating    AAA(EXP)sf
A-X-11   LT AAAsf   New Rating    AAA(EXP)sf
A-X-12   LT AAAsf   New Rating    AAA(EXP)sf
A-X-13   LT AAAsf   New Rating    AAA(EXP)sf
A-X-14   LT AAAsf   New Rating    AAA(EXP)sf
A-X-2    LT AAAsf   New Rating    AAA(EXP)sf
A-X-3    LT AAAsf   New Rating    AAA(EXP)sf
A-X-4    LT AAAsf   New Rating    AAA(EXP)sf
A-X-5    LT AAAsf   New Rating    AAA(EXP)sf
A-X-6    LT AAAsf   New Rating    AAA(EXP)sf
A-X-7    LT AAAsf   New Rating    AAA(EXP)sf
A-X-8    LT AAAsf   New Rating    AAA(EXP)sf
A-X-9    LT AAAsf   New Rating    AAA(EXP)sf
B-1      LT AA-sf   New Rating    AA-(EXP)sf
B-1A     LT AA-sf   New Rating    AA-(EXP)sf
B-2      LT A-sf    New Rating    A-(EXP)sf
B-2A     LT A-sf    New Rating    A-(EXP)sf
B-3      LT BBB-sf  New Rating    BBB-(EXP)sf
B-4      LT BB-sf   New Rating    BB-(EXP)sf
B-5      LT B-sf    New Rating    B-(EXP)sf
B-6      LT NRsf    New Rating    NR(EXP)sf
B-X-1    LT AA-sf   New Rating    AA-(EXP)sf
B-X-2    LT A-sf    New Rating    A-(EXP)sf

TRANSACTION SUMMARY

The certificates are supported by 688 loans with a total balance of
approximately $649 million as of the cutoff date. The pool consists
of prime fixed-rate mortgages acquired by Woodward Capital
Management LLC (Woodward) from Rocket Mortgage, LLC (Rocket
Mortgage), formerly known as Quicken Loans, LLC. Distributions of
principal and interest and loss allocations are based on a
senior-subordinate, shifting-interest structure.

KEY RATING DRIVERS

Updated Sustainable Home Prices (Negative): Due to Fitch's updated
view on sustainable home prices, Fitch views the home price values
of this pool as 10.6% above a long-term sustainable level (vs.
10.5% on a national level). Underlying fundamentals are not keeping
pace with the growth in prices, which is a result of a
supply/demand imbalance driven by low inventory, low mortgage rates
and new buyers entering the market. These trends have led to
significant home price increases over the past year, with home
prices rising 18.6% yoy nationally as of June 2021.

High-Quality Mortgage Pool (Positive): The collateral consists of
688 loans, totaling $649 million, and seasoned approximately four
months in the aggregate (calculated as the difference between
origination date and first pay date). The borrowers have a strong
credit profile (759 Fitch model FICO and 35% DTI) and moderate
leverage (80% sLTV). The pool consists of 96.4% of loans where the
borrower maintains a primary residence, while 3.6% comprise a
second home. Additionally, 47.2% of the loans were originated
through a retail channel and 100% are designated as Safe Harbor
(APOR) qualified mortgage (QM).

Interest Reduction Risk (Negative): The transaction incorporates a
structural feature for loans more than 120 days delinquent (a
stop-advance loan). Unpaid interest on stop-advance loans reduces
the amount of interest that is contractually due to bondholders in
reverse-sequential order. While this feature helps limit cash flow
leakage to subordinate bonds, it can result in interest reductions
to rated bonds in high-stress scenarios. A key difference with this
transaction, compared to other programs that treat stop-advance
loans similarly, is that liquidation proceeds are allocated to
interest before principal. As a result, Fitch included the full
interest carry in its loss projections and views the risk of
permanent interest reductions as lower than other programs with a
similar feature.

Low Operational Risk (Positive): Operational risk is well
controlled for in this transaction. Rocket Mortgage (fka Quicken
Loans) is assessed as an 'Above Average' originator and is
contributing all of the loans to the pool. The originator has a
robust origination strategy and maintains experienced senior
management and staff, strong risk management and corporate
governance controls and a robust due diligence process. Primary
servicing functions will be performed by Rocket Mortgage, which is
rated 'RPS2'.

Credit Enhancement Floor (Positive): To mitigate tail risk, which
arises as the pool seasons and fewer loans are outstanding, a
subordination floor of 1.20% will be available for the senior bonds
and a subordinate floor of 0.85% of the original balance will be
maintained for the subordinate classes. The floor is sufficient to
protect against the 100 average-sized loans incurring Fitch's
'AAAsf' expected loss.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Fitch's incorporates a sensitivity analysis to demonstrate how
    the ratings would react to steeper market value declines
    (MVDs) than assumed at the metropolitan statistical area
    level. Sensitivity analysis was conducted at the state and
    national level to assess the effect of higher MVDs for the
    subject pool as well as lower MVDs, illustrated by a gain in
    home prices.

-- The defined negative rating 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 41.9% at 'AAA'. The analysis
    indicates that there is some potential rating migration with
    higher MVDs for all rated classes, compared with the model
    projection. Specifically, a 10% additional decline in home
    prices would lower all rated classes by one full category.

Factor that could, individually or collectively, lead to positive
rating action/upgrade:

-- The defined positive rating sensitivity analysis demonstrates
    how the ratings would react to positive home price growth of
    10% with no assumed overvaluation. Excluding the senior class,
    which is already rated 'AAAsf', the analysis indicates there
    is potential positive rating migration for all of the rated
    classes. Specifically, a 10% gain in home prices would result
    in a full category upgrade for the rated class excluding those
    being assigned ratings of 'AAAsf'.

This section provides insight into the model-implied sensitivities
the transaction faces when one assumption is modified, while
holding others equal. The modeling process uses the modification of
these variables to reflect asset performance in up- and down
environments. The results should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. It should not be used as an indicator of
possible future performance.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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 Diligence, LLC. The third-party due diligence
described in Form 15E focused on a review that consisted of credit,
regulatory compliance, and property valuation. Fitch considered
this information in its analysis and, as a result, Fitch made the
following adjustment to its analysis: a 5% PD credit to the 76% of
the pool by loan count in which diligence was conducted. This
adjustment resulted in a 24bps reduction to the 'AAAsf' expected
loss.

ESG CONSIDERATIONS

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


SANTANDER BANK 2021-1: Fitch Assigns Final B Rating on Cl. D Notes
------------------------------------------------------------------
Fitch Ratings has assigned final ratings and Rating Outlooks to the
notes issued by Santander Bank, N.A. (SBNA), Santander Bank Auto
Credit-Linked Notes series 2021-1 (SBCLN 2021-1).

DEBT       RATING              PRIOR
----       ------              -----
Santander Bank Auto Credit-Linked Notes 2021-1

A-1   LT NRsf   New Rating    NR(EXP)sf
A-2   LT NRsf   New Rating    NR(EXP)sf
B     LT BBBsf  New Rating    BBB(EXP)sf
C     LT BBsf   New Rating    BB(EXP)sf
D     LT Bsf    New Rating    B(EXP)sf
E     LT NRsf   New Rating    NR(EXP)sf
R     LT NRsf   New Rating    NR(EXP)sf

KEY RATING DRIVERS

Collateral Performance - Strong Credit Quality: 2021-1 has a
weighted average (WA) FICO score of 774, with 92.5% of scores above
675 and the remaining 7.5% in the 630-675 range. The pool has a
larger concentration of extended term loans, with 84-month loans
totaling 15%, up slightly from 11.9% in 2021-A. Vehicle type and
model concentrations are improved compared to SCART 2021-A and
prior transactions; the concentration among the top three vehicle
models is lower at 60.0%, versus 96.7% in 2021-A. The pool's WA
loan-to-value ratio (LTV) is 94.1%, and WA seasoning is 12.0
months.

Payment Structure - Only Note Subordination for CE: Initial hard CE
totals 4.50%, 3.50% and 2.80% for classes B, C and D, respectively,
consistent with the prior transaction, entirely consisting of
subordinated note balances, including the additional class E and R
notes. There is no additional enhancement provided, including no
excess spread. Initial CE is sufficient to withstand Fitch's base
case CNL proxy of 1.80% at the applicable rating loss multiples.

Seller/Servicer Operational Review - Stable Origination and
Servicing: Santander Bank, N.A. demonstrates adequate abilities as
originator, and Santander Consumer USA Inc. (SCUSA) demonstrates
adequate abilities as servicer, as evidenced by historical
portfolio delinquency, loss experience and prior securitization
performance. Fitch deems SCUSA capable to service this series.

Pro-Rata Pay Structure (Negative): Auto loan cash flows are
allocated among the class B and C notes based on a pro-rata pay
structure, with the class A certificates (retained by SBNA)
receiving a pro-rata allocation payment, and the subordinate class
D, E and R notes are to remain unpaid until all other classes are
paid in full, in sequential order.

In addition, lower-rated subordinated classes will be locked out of
principal entirely if the transaction CNL exceeds a set CNL
schedule. The lockout feature helps maintain subordination for a
longer period should CNL occur earlier in the life of the deal.
This feature redirects subordinate principal to classes of higher
seniority sequentially, except class A certificates. Further, if
the pool CNL exceeds 4.00%, the transaction switches from pro rata
and pays fully sequentially, including for class A certificates.

CE Floor (Positive): To mitigate tail risk, which arises as the
pool seasons and fewer loans are outstanding, class E and R notes
are locked out of payments until other classes of notes are paid in
full, leading to a floor amount of subordination of 2.50% below the
class D notes at issuance.

Excessive Counterparty Exposure: The excessive exposure in the
transaction arises due to SBNA's role providing a material degree
of credit support to the transaction. Noteholders will not have
recourse to the reference portfolio or to the cash generated by the
assets. Instead, the transaction relies on SBNA to make interest
payments based on the note rate and principal payments based on the
performance of the reference pool. The monthly payment due will be
deposited by SBNA into a segregated trust account held at Citibank,
N.A. (rated A+/F1/Stable; the securities administrator) for the
benefit of the notes. If SBNA fails to make a payment to
noteholders, it will be deemed an event of default.

SBNA is also the servicer and will retain the class A certificates.
Given this dependence on the bank, ratings on the notes are
directly linked to, and capped by, the IDR of the counterparty,
SBNA (BBB+/F2/Stable).

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Changes in loss timing have the potential to shift the paydown
    of the outstanding notes, due to the timing of when
    performance triggers are tripped. Additionally, unanticipated
    increases in the frequency of defaults could produce CNL
    levels higher than the base case and would likely result in
    declines of CE and remaining net loss coverage levels
    available to the notes. Weakening asset performance is
    strongly correlated to increasing levels of delinquencies and
    defaults that could negatively affect CE levels.

-- Unanticipated declines in recoveries could also result in
    lower net loss coverage, which may make certain note ratings
    susceptible to potential negative rating actions, depending on
    the extent of the decline in coverage.

For this transaction, Fitch conducted sensitivity analyses by
stressing the transaction's assumed loss timing, the transaction's
initial base case CNL and recovery rate assumptions, examining the
rating implications on all rated classes of issued notes. The loss
timing sensitivity modifies the base case loss timing curve to
delay the sequential payment triggers to the middle of the
transaction's life while maintaining overall loss levels.

The CNL sensitivity stresses the CNL proxy to the level necessary
to reduce each rating by one full category, to non-investment grade
(BBsf) and to 'CCCsf', based on the break-even loss coverage
provided by the CE structure.

Fitch conducts a 1.5x and a 2.0x increase to the CNL proxy,
representing both moderate and severe stresses, respectively. Fitch
also evaluates the impact of stressed recovery rates on an auto
loan ABS structure and rating impact with a 50% haircut. These
analyses are intended to provide an indication of the rating
sensitivity of notes to unexpected deterioration of a trust's
performance. A more prolonged disruption from the pandemic is
accounted for in the severe downside stress of 2.0x and could
result in downgrades of up to two rating categories for the
subordinate notes.

Due to the pandemic, the U.S. and the broader global economy was
under significant under stress, with surging unemployment and
pressure on businesses stemming from government-led social
distancing guidelines. While delinquencies and losses did increase
slightly, the magnitude was limited due to government stimulus and
lender support in the form of loan extensions. However, the U.S.
economy has rebounded from weak pandemic levels.

For sensitivity purposes, Fitch assumed a 2.0x increase in
delinquency stress. The results below indicate no adverse rating
impact to the notes, but lower prepayments and longer recovery lag
times due to delayed ability to repossess and recover on vehicles
may result from the pandemic. However, changes in these
assumptions, all else equal, would not have an adverse impact on
modeled loss coverage. Fitch has maintained its stressed
assumptions.

Loss Timing Sensitivity

As mentioned previously, prior to the triggering of a sequential
payment event through the CNL schedule, the class B and C notes are
paid pro rata until paid in full. This pro-rata paydown presents a
risk to the notes, which may share in any losses incurred and not
receive adequate principal paydown over time. In Fitch's
front-loaded primary scenario, this trigger activates almost
immediately, leading to higher loss coverage than the mid- and
back-loaded scenarios presented previously.

While Fitch believes a more backloaded scenario is less likely, to
evaluate the potential structural challenge, an additional timing
scenario was considered in which 20% of the CNL is expected to
occur within the first two years of the transaction's life was
delayed to the second two years, in a 15%/15%/35%/35% loss curve.

The delayed loss curve leads to the sequential order event
occurring later in the life of the transaction under the class B, C
and D stress scenarios. However, due to the delay in defaults, the
class B, C and D notes are able to pay down sooner than in the
prior back-loaded curve, which delays the trigger events but sees a
more significant portion of losses occurring earlier in the deal.
Due to this, loss coverage improves in an extremely back-loaded
scenario, due to the other subordinate notes (including the class
D) being locked out until the B and C notes are paid in full under
any scenario.

In the below scenario, class B and D notes would see no change in
ratings, whereas the C notes, remaining pro rata with the B notes
for the most part, achieve a rating multiple level with the class B
notes.

Cumulative Net Loss Rating Sensitivity

In addition to the delayed timing mentioned above, Fitch stressed
each class of notes prior to any amortization to its first dollar
of default to examine the structure's ability to withstand the
aforementioned stressed CNL scenarios.

Defined Rating Categories

The first sensitivity analysis consists of utilizing the break-even
CNL loss coverage available to the notes and assessing the level of
CNL it would take to reduce each rating by one full category, to
non-investment grade and to 'CCCsf'. The implied CNL proxy
necessary to reduce the ratings as stated above will vary by class
based on the break-even loss coverage provided by the CE
structure.

Under this analysis, all analytical assumptions are unchanged, with
total loss coverage available to class B notes at 4.37%. Therefore,
the implied CNL proxy would have to increase to 2.91% for class B
notes to be downgraded by one rating category or a 1.5x multiple
(4.37%/1.50 = 2.91%). Applying the same approach but increasing net
losses to levels commensurate with rating downgrade to 'CCCsf'
suggests net losses would have to increase to 5.83%.

The second sensitivity also focuses on stressing the impact of CNLs
outside of base case expectations by a 1.5x and a 2.0x multiple
relative to available loss coverage. This analysis provides a good
indication of the rating sensitivity of the notes to unexpected
deterioration of the trust's performance. In this example, under
the 1.5x scenario, the base case proxy increases to 1.65% and an
implied loss multiple of 2.84x, which would suggest a downgrade to
the 'Asf' range. Under the more severe 2.0x stress, the base case
proxy increases to 2.20%, which results in an implied multiple of
2.13x or a downgrade to the 'BBBsf' range.

Due to de-levering and structural features, a typical auto loan ABS
transaction tends to build CE and loss coverage levels over time,
absent any increase to projected defaults/losses beyond
expectations. However, the current transaction, which is based on a
reference pool and is not a standard auto loan ABS transaction,
sees only limited de-levering and increases in enhancement over the
life of the transaction, as classes B and C pay down pro rata.

The greatest risk of losses to an auto loan ABS transaction is over
the first one to two years of the transaction, where the benefit of
de-levering may be muted. This analysis does not give explicit
credit to the de-levering and building CE typically afforded in
auto loan ABS transactions.

Recovery Rate Sensitivity

Recoveries can have a material impact on auto loan pool
performance, particularly in stressed economic environments where
default frequency is higher. This sensitivity analysis evaluates
the impact of stressed recovery rates on the considered structure
and rating impact.

Historically, recovery rates on auto loan collateral have ranged
from 40% to 70%. Utilizing the base case of 1.80% detailed in the
CNL sensitivities above, recovery rate credit under Fitch's primary
scenario is 50%, resulting in a cumulative gross default (CGD) base
case proxy of 3.60%. Applying a 50% haircut to the 50% recovery
rate results in a stressed recovery rate of 25% and a base case CNL
proxy of 2.70% (3.60% x 75% = 2.70%). Under this stressed scenario,
the implied multiple declines to 2.84x (4.67%/1.65% = 2.83x),
resulting in an implied rating of 'BBsf'.

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Conversely, stable to improved asset performance driven by
    stable delinquencies and defaults would lead to marginally
    increasing CE levels and consideration for potential upgrades.
    If CNL is 20% less than the projected proxy, the expected
    ratings for the subordinate notes could be raised one notch
    for class B (which are capped at the originator's ratings) and
    upgraded by one category for classes C and D.

-- However, this upgrade potential is very remote, as low losses
    would mean the transaction remains pro rata for a longer
    period, leading to less enhancement build over time and no
    enhancement build for the class D notes.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch 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'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.


SATURNS TRUST 2005-1: S&P Raises Class B Certs Rating to 'BB+'
--------------------------------------------------------------
S&P Global Ratings raised its ratings on five classes of
certificates from four transactions linked to Goldman Sachs Capital
I and Goldman Sachs Group Inc. S&P's ratings on all five classes of
certificates are dependent on its rating on the underlying
securities, Goldman Sachs Capital I ('BB+') and Goldman Sachs Group
Inc.

The rating actions reflect the Dec. 10, 2021, upgrade of S&P's
long-term rating on the underlying security.

S&P may take subsequent rating actions on this transaction if its
rating on the underlying security changes.

  Ratings Raised

  SATURNS Trust 2005-1

  Class B: to 'BB+' from 'BB'

  Corporate Backed Trust Certificates, Goldman Sachs Capital I  
Securities-Backed Series 2004-6

  Certificates: to 'BB+' from 'BB'

  SATURNS Trust No. 2004-4

  Class B: to 'BB+' from 'BB'

  Preferred Pass-Through Trust 2006-A

  Class A: to 'BB+ (sf)' from 'BB (sf)'
  Class B: to 'BB+ (sf)' from 'BB (sf)'



SEQUOIA MORTGAGE 2021-9: Fitch Assigns BB- Rating on B4 Certs
-------------------------------------------------------------
Fitch Ratings has assigned ratings to the residential
mortgage-backed certificates issued by Sequoia Mortgage Trust
2021-9 (SEMT 2021-9).

DEBT          RATING              PRIOR
----          ------              -----
SEMT 2021-9

A1      LT AAAsf   New Rating    AAA(EXP)sf
A10     LT AAAsf   New Rating    AAA(EXP)sf
A11     LT AAAsf   New Rating    AAA(EXP)sf
A12     LT AAAsf   New Rating    AAA(EXP)sf
A13     LT AAAsf   New Rating    AAA(EXP)sf
A14     LT AAAsf   New Rating    AAA(EXP)sf
A15     LT AAAsf   New Rating    AAA(EXP)sf
A16     LT AAAsf   New Rating    AAA(EXP)sf
A17     LT AAAsf   New Rating    AAA(EXP)sf
A18     LT AAAsf   New Rating    AAA(EXP)sf
A19     LT AAAsf   New Rating    AAA(EXP)sf
A2      LT AAAsf   New Rating    AAA(EXP)sf
A20     LT AAAsf   New Rating    AAA(EXP)sf
A21     LT AAAsf   New Rating    AAA(EXP)sf
A22     LT AAAsf   New Rating    AAA(EXP)sf
A23     LT AAAsf   New Rating    AAA(EXP)sf
A24     LT AAAsf   New Rating    AAA(EXP)sf
A25     LT AAAsf   New Rating    AAA(EXP)sf
A3      LT AAAsf   New Rating    AAA(EXP)sf
A4      LT AAAsf   New Rating    AAA(EXP)sf
A5      LT AAAsf   New Rating    AAA(EXP)sf
A6      LT AAAsf   New Rating    AAA(EXP)sf
A7      LT AAAsf   New Rating    AAA(EXP)sf
A8      LT AAAsf   New Rating    AAA(EXP)sf
A9      LT AAAsf   New Rating    AAA(EXP)sf
AIO1    LT AAAsf   New Rating    AAA(EXP)sf
AIO10   LT AAAsf   New Rating    AAA(EXP)sf
AIO11   LT AAAsf   New Rating    AAA(EXP)sf
AIO12   LT AAAsf   New Rating    AAA(EXP)sf
AIO13   LT AAAsf   New Rating    AAA(EXP)sf
AIO14   LT AAAsf   New Rating    AAA(EXP)sf
AIO15   LT AAAsf   New Rating    AAA(EXP)sf
AIO16   LT AAAsf   New Rating    AAA(EXP)sf
AIO17   LT AAAsf   New Rating    AAA(EXP)sf
AIO18   LT AAAsf   New Rating    AAA(EXP)sf
AIO19   LT AAAsf   New Rating    AAA(EXP)sf
AIO2    LT AAAsf   New Rating    AAA(EXP)sf
AIO20   LT AAAsf   New Rating    AAA(EXP)sf
AIO21   LT AAAsf   New Rating    AAA(EXP)sf
AIO22   LT AAAsf   New Rating    AAA(EXP)sf
AIO23   LT AAAsf   New Rating    AAA(EXP)sf
AIO24   LT AAAsf   New Rating    AAA(EXP)sf
AIO25   LT AAAsf   New Rating    AAA(EXP)sf
AIO26   LT AAAsf   New Rating    AAA(EXP)sf
AIO3    LT AAAsf   New Rating    AAA(EXP)sf
AIO4    LT AAAsf   New Rating    AAA(EXP)sf
AIO5    LT AAAsf   New Rating    AAA(EXP)sf
AIO6    LT AAAsf   New Rating    AAA(EXP)sf
AIO7    LT AAAsf   New Rating    AAA(EXP)sf
AIO8    LT AAAsf   New Rating    AAA(EXP)sf
AIO9    LT AAAsf   New Rating    AAA(EXP)sf
AIOS    LT NRsf    New Rating    NR(EXP)sf
B1      LT AA-sf   New Rating    AA-(EXP)sf
B2      LT A-sf    New Rating    A-(EXP)sf
B3      LT BBB-sf  New Rating    BBB-(EXP)sf
B4      LT BB-sf   New Rating    BB-(EXP)sf
B5      LT NRsf    New Rating    NR(EXP)sf

TRANSACTION SUMMARY

The certificates are supported by 577 loans with a total balance of
approximately $509.44 million as of the cutoff date. The pool
consists of prime fixed-rate mortgages (FRMs) acquired by Redwood
Residential Acquisition Corp. (Redwood) from various mortgage
originators. Distributions of principal and interest (P&I) and loss
allocations are based on a senior-subordinate, shifting-interest
structure.

KEY RATING DRIVERS

High-Quality Mortgage Pool (Positive): The collateral consists of
577 loans, totaling $509 million and seasoned approximately two
months in aggregate. The borrowers have a strong credit profile
(773 FICO and 32% DTI) and moderate leverage (74% sLTV, 65% cLTV).
The pool consists of 91.7% of loans where the borrower maintains a
primary residence, while 8.3% is an investor property or second
home. Additionally, 16.5% of the loans were originated through a
retail channel. 100% are designated as QM loans.

Updated Sustainable Home Prices (Negative): Due to its updated view
on sustainable home prices, Fitch views the home price values of
this pool as 11.4% above a long-term sustainable level (vs. 10.5%
on a national level). Underlying fundamentals are not keeping pace
with the growth in prices, which is a result of a supply/demand
imbalance driven by low inventory, low mortgage rates and new
buyers entering the market. These trends have led to significant
home price increases over the past year, with home prices rising
19.7% yoy nationally as of August 2021.

Shifting-Interest Structure (Negative): 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 to maintain subordination for a longer period should
losses occur later in the life of the deal. The applicable credit
support percentage feature redirects subordinate principal to
classes of higher seniority if specified credit enhancement (CE)
levels are not maintained.

Interest Reduction Risk (Negative): The transaction incorporates a
structural feature most commonly used by Redwood's program for
loans more than 120 days delinquent (a stop-advance loan). Unpaid
interest on stop-advance loans reduces the amount of interest that
is contractually due to bondholders in reverse-sequential order.
While this feature helps to limit cash flow leakage to subordinate
bonds, it can result in interest reductions to rated bonds in high
stress scenarios.

120-Day Stop Advance (Mixed): The deal is structured to four months
of servicer advances for delinquent P&I. The limited advancing
reduces loss severities, as a lower amount is repaid to the
servicer when a loan liquidates.

CE Floor (Positive): To mitigate tail risk, which arises as the
pool seasons and fewer loans are outstanding, a subordination floor
of 0.85% of the original balance will be maintained for the
certificates.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Fitch incorporates a sensitivity analysis to demonstrate how
    the ratings would react to steeper market value declines
    (MVDs) than assumed at the metropolitan statistical area (MSA)
    level. Sensitivity analysis was conducted at the state and
    national level to assess the effect of higher MVDs for the
    subject pool as well as lower MVDs, illustrated by a gain in
    home prices.

-- The defined negative rating 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 42.4% at 'AAA'. The analysis
    indicates that there is some potential rating migration with
    higher MVDs for all rated classes, compared with the model
    projection. Specifically, a 10% additional decline in home
    prices would lower all rated classes by one full category.

Factor that could, individually or collectively, lead to positive
rating action/upgrade:

-- The defined positive rating sensitivity analysis demonstrates
    how the ratings would react to positive home price growth of
    10% with no assumed overvaluation. Excluding the senior class,
    which is already rated 'AAAsf', the analysis indicates there
    is potential positive rating migration for all of the rated
    classes. Specifically, a 10% gain in home prices would result
    in a full rating tick upgrade for the rated class excluding
    those being assigned ratings of 'AAAsf'.

This section provides insight into the model-implied sensitivities
the transaction faces when one assumption is modified, while
holding others equal. The modeling process uses the modification of
these variables to reflect asset performance in up- and down
environments. The results should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. It should not be used as an indicator of
possible future performance.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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, Clayton, and EdgeMac. The third-party due
diligence described in Form 15E focused on credit, compliance and
property valuations. Fitch considered this information in its
analysis and, as a result, Fitch made the following adjustment to
its analysis: a 5% reduction to the loan's probability of default.
This adjustment resulted in a less than 10bps reduction to the
'AAAsf' expected loss.

DATA ADEQUACY

Fitch relied in its analysis on an independent third-party due
diligence review performed on about 60% of the pool. The
third-party due diligence was consistent with Fitch's "U.S. RMBS
Rating Criteria." AMC, Clayton and EdgeMac were engaged to perform
the review. Loans reviewed under this engagement were given
compliance, credit and valuation grades and assigned initial grades
for each subcategory. Minimal exceptions and waivers were noted in
the due diligence reports. Refer to the Third-Party Due Diligence
section of the presale report for further details.

Fitch also utilized data files that were made available by the
issuer on its SEC Rule 17g-5-designated website. Fitch received
loan-level information based on the American Securitization Forum's
(ASF) data layout format, and the data are considered
comprehensive. The ASF data tape layout was established with input
from various industry participants, including rating agencies,
issuers, originators, investors and others, to produce an industry
standard for the pool-level data in support of the U.S. RMBS
securitization market. The data contained in the ASF layout data
tape were reviewed by the due diligence companies, and no material
discrepancies were noted.

ESG CONSIDERATIONS

SEMT 2021-9 has an ESG Relevance Score of '4'[+] for Transaction
Parties & Operational Risk. Operational risk is well controlled for
in SEMT 2021-9 and includes strong R&W and transaction due
diligence as well as a strong aggregator, which resulted in a
reduction in expected losses. This has a positive impact on the
credit profile and is relevant to the ratings in conjunction with
other factors.

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


STARWOOD MORTGAGE 2021-6: Fitch Rates Class B-2 Tranche Final 'B-'
------------------------------------------------------------------
Fitch Ratings has assigned final ratings to Starwood Mortgage
Residential Trust 2021-6.

DEBT          RATING              PRIOR
----          ------              -----
STAR 2021-6

A-1      LT AAAsf  New Rating    AAA(EXP)sf
A-2      LT AAsf   New Rating    AA(EXP)sf
A-3      LT Asf    New Rating    A(EXP)sf
M-1      LT BBBsf  New Rating    BBB(EXP)sf
B-1      LT BBsf   New Rating    BB(EXP)sf
B-2      LT B-sf   New Rating    B-(EXP)sf
B-3      LT NRsf   New Rating    NR(EXP)sf
XS       LT NRsf   New Rating    NR(EXP)sf
A-IO-S   LT NRsf   New Rating    NR(EXP)sf

TRANSACTION SUMMARY

Fitch rates the residential mortgage-backed certificates to be
issued by Starwood Mortgage Residential Trust 2021-6,
Mortgage-Backed Certificates, Series 2021-6 (STAR 2021-6), as
indicated. The certificates are supported by 656 loans with a
balance of approximately $448.15 million as of the cutoff date.
This will be the fifth Fitch-rated STAR transaction in 2021.

The certificates are secured primarily by mortgage loans that were
originated by third-party originators, with Luxury Mortgage
Corporation; HomeBridge Financial Services, Inc.; CrossCountry
Mortgage LLC; Nations Direct Mortgage; and Royal Pacific Funding
sourcing 97.1% of the pool. The remaining 2.9% of the mortgage
loans were originated by various originators who contributed less
than 5% each to the pool.

Of the loans in the pool, 65.7% are designated as nonqualified
mortgages (non-QM, or NQM), and 34.3% are not subject to the
Consumer Finance Protection Bureau's (CFPB) Ability to Repay rule
(ATR rule, or the Rule).

There is LIBOR exposure in this transaction. The collateral
consists of 1.55% adjustable-rate loans, which reference one-year
LIBOR, while the remaining adjustable-rate loans reference
one-month SOFR (Secured Overnight Financing Rate). The certificates
are fixed-rate and capped at the net weighted average coupon
(WAC).

Since the presale report was published, two loans were dropped from
the pool. This revision did not impact Fitch's loss expectations
and the transaction's credit enhancement did not change from the
credit enhancement listed in the STAR 2021-6 presale report. The
final ratings are consistent with the expected ratings described in
the presale report as well.

KEY RATING DRIVERS

Updated Sustainable Home Prices (Negative): Due to Fitch's updated
view on sustainable home prices, Fitch views the home price values
of this pool as 10.1% above a long-term sustainable level, versus
11.7% on a national level. Underlying fundamentals are not keeping
pace with growth in prices, which is a result of a supply/demand
imbalance driven by low inventory, low mortgage rates and new
buyers entering the market. These trends have led to significant
home price increases over the past year, with home prices rising
18.6% yoy nationally as of June 2021.

Nonprime Credit Quality (Mixed): The collateral consists mainly of
30-year, fixed-rate fully amortizing loans (69.1%), 17.8%
fixed-rate loans with an initial interest-only (IO) term and 3.4%
adjustable-rate 7/1 ARMs that are fully amortizing, while 6.6% are
7/1 ARMs with an initial IO term. The pool is seasoned at
approximately six months in aggregate, as determined by Fitch.

The borrowers in this pool have relatively strong credit profiles,
with a 742 weighted average (WA) FICO score and a 40.5%
debt-to-income (DTI) ratio, as determined by Fitch, and an original
combined loan-to-value (CLTV) ratio of 68.1% that translates to a
Fitch-calculated sustainable loan-to-value (sLTV) ratio of 75.3%.

The Fitch DTI is higher than the DTI in the transaction documents
(DTI is 29.6% in the transaction documents) due to Fitch assuming a
55% DTI for asset depletion loans and converting the debt service
coverage ratio (DSCR) to a DTI for the DSCR loans.

Of the pool, 59.6% consists of loans where the borrower maintains a
primary residence, while 40.4% comprises an investor property or
second home; 44.0% of the loans were originated through a retail
channel. Additionally, 65.7% are designated as non-QM, 0.2% are
designated as QM and 34.1% are exempt from QM because they are
investor loans.

The pool contains 126 loans over $1 million, with the largest being
$4.0 million. Self-employed non-DSCR borrowers make up 17.2% of the
pool, 6.8% are asset depletion loans and 27.1% are investor cash
flow DSCR loans.

Approximately 36% of the pool comprises loans on investor
properties (9% underwritten to the borrowers' credit profile and
27% comprising investor cash flow loans). A 2.5% portion of the
loans has subordinate financing mainly due to deferred balances,
and there are no second lien loans.

Thirteen loans in the pool were underwritten to foreign nationals
or nonpermanent residents. Fitch treated these loans as being
investor occupied, having no documentation for income and
employment and having no liquid reserves. Fitch assumed a FICO of
650 for nonpermanent residents without a credit score.

Although the credit quality of the borrowers is higher than in
prior NQM transactions, the pool characteristics resemble nonprime
collateral, therefore, the pool was analyzed using Fitch's nonprime
model.

Geographic Concentration (Negative): Approximately 48.3% of the
pool is concentrated in California. The largest MSA concentration
is in the Los Angeles-Long Beach-Santa Ana, CA MSA (29.1%),
followed by the New York-Northern New Jersey-Long Island, NY-NJ-PA
MSA (16.5%) and the Miami-Fort Lauderdale-Miami Beach, FL MSA
(6.8%). The top three MSAs account for 52.4% of the pool. As a
result, there was a 1.11x probability of default (PD) penalty for
geographic concentration, which increased the 'AAA' loss by 0.99%.

Loan Documentation (Negative): Approximately 88.6% of the pool was
underwritten to less than full documentation, and 53.9% was
underwritten to a 12- or 24-month bank statement program for
verifying income, which is not consistent with Appendix Q standards
and Fitch's view of a full documentation program.

A key distinction between this pool and legacy Alt-A loans is that
these loans adhere to underwriting and documentation standards
required under the CFPB's ATR Rule, which reduces the risk of
borrower default arising from lack of affordability,
misrepresentation or other operational quality risks due to the
rigor of the Rule's mandates with respect to the underwriting and
documentation of the borrower's ability to repay. Additionally, 6%
is an Asset Depletion product, 0% is a CPA or PnL product, and
27.1% is DSCR product.

Limited Advancing (Mixed): The deal is structured to six months of
servicer advances for delinquent P&I. The limited advancing reduces
loss severities, as there is a lower amount repaid to the servicer
when a loan liquidates and liquidation proceeds are prioritized to
cover principal repayment over accrued but unpaid interest. The
downside is the additional stress on the structure side, as there
is limited liquidity in the event of large and extended
delinquencies.

Sequential Payment Structure (Positive): The transaction's cash
flow is based on a sequential-pay structure whereby the subordinate
classes do not receive principal until the senior classes are
repaid in full. Losses are allocated in reverse-sequential order.
Furthermore, the provision to re-allocate principal to pay interest
on the 'AAAsf' and 'AAsf' rated notes prior to other principal
distributions is highly supportive of timely interest payments to
that class with limited advancing.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Fitch incorporates a sensitivity analysis to demonstrate how
    the ratings would react to steeper market value declines
    (MVDs) than assumed at the MSA level. Sensitivity analyses was
    conducted at the state and national levels to assess the
    effect of higher MVDs for the subject pool as well as lower
    MVDs, illustrated by a gain in home prices.

-- This defined negative rating 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 41.5% at 'AAA'. The analysis
    indicates that there is some potential rating migration with
    higher MVDs for all rated classes, compared with the model
    projection. Specifically, a 10% additional decline in home
    prices would lower all rated classes by one full category.

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Fitch incorporates a sensitivity analysis to demonstrate how
    the ratings would react to steeper MVDs than assumed at the
    MSA level. Sensitivity analyses was conducted at the state and
    national levels to assess the effect of higher MVDs for the
    subject pool as well as lower MVDs, illustrated by a gain in
    home prices.

-- This defined positive rating sensitivity analysis demonstrates
    how the ratings would react to positive home price growth of
    10% with no assumed overvaluation. Excluding the senior class,
    which is already rated 'AAAsf', the analysis indicates there
    is potential positive rating migration for all of the rated
    classes. Specifically, a 10% gain in home prices would result
    in a full category upgrade for the rated class excluding those
    being assigned ratings of 'AAAsf'.

This section provides insight into the model-implied sensitivities
the transaction faces when one assumption is modified, while
holding others equal. The modeling process uses the modification of
these variables to reflect asset performance in up and down
environments. The results should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. It should not be used as an indicator of
possible future performance.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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 SitusAMC, Clayton Services LLC, and Recovco Mortgage
Management, LLC. The third-party due diligence described in Form
15E focused on compliance review, credit review and valuation
review. Fitch considered this information in its analysis and, as a
result, Fitch did not make any adjustment(s) to its analysis due to
the due diligence findings. Based on the results of the 100% due
diligence performed on the pool, the overall expected loss was
reduced by 0.40%.

DATA ADEQUACY

Fitch relied on an independent third-party due diligence review
performed on 100% of the loans. The third-party due diligence was
consistent with Fitch's "U.S. RMBS Rating Criteria." The sponsor,
Starwood Non-Agency Lending, LLC, engaged SitusAMC, Clayton
Services LLC, and Recovco Mortgage Management, LLC to perform the
review. Loans reviewed under these engagements were given
compliance, credit, and valuation grades and assigned initial
grades for each subcategory.

An exception and waiver report was provided to Fitch, indicating
the pool of reviewed loans has a number of exceptions and waivers.
Fitch determined that the exceptions and waivers do not materially
affect the overall credit risk of the loans due to the presence of
compensating factors such as having liquid reserves or FICO above
guideline requirements or LTV or DTI lower than guideline
requirement. Therefore, no adjustments were needed to compensate
for these occurrences.

Fitch also utilized data files that were made available by the
issuer on its SEC Rule 17g-5 designated website. The loan-level
information Fitch received was provided in the American
Securitization Forum's (ASF) data layout format. The ASF data tape
layout was established with input from various industry
participants, including rating agencies, issuers, originators,
investors and others, to produce an industry standard for the
pool-level data in support of the U.S. RMBS securitization market.
The data contained in the data tape layout was populated by the due
diligence company and no material discrepancies were noted.

ESG CONSIDERATIONS

STAR 2021-6 has an ESG Relevance Score of '4' [+] for Transaction
Parties & Operational Risk due to operational risk being well
controlled for in STAR 2021-6, strong transaction due diligence as
well as a 'RPS1-' Fitch-rated servicer, which has a positive impact
on the credit profile, and is relevant to the ratings in
conjunction with other factors.

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


TRINITAS CLO XVIII: S&P Assigns BB- (sf) Rating on Class E Notes
----------------------------------------------------------------
S&P Global Ratings assigned its ratings to Trinitas CLO XVIII
Ltd./Trinitas CLO XVIII LLC's fixed- and floating-rate notes.

The note issuance is a CLO securitization governed by investment
criteria and backed primarily by broadly syndicated
speculative-grade (rated 'BB+' or lower) senior secured term loans.
The transaction is managed by Trinitas Capital Management LLC.

The ratings reflect:

-- The diversification of the collateral pool;

-- The credit enhancement provided through subordination, excess
spread, and overcollateralization;

-- The experience of the collateral manager's team, which can
affect the performance of the rated notes through portfolio
identification and ongoing management; and

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

  Ratings Assigned

  Trinitas CLO XVIII Ltd./Trinitas CLO XVIII LLC

  Class A-1, $285.00 million: AAA (sf)
  Class A-2, $25.00 million: AAA (sf)
  Class B, $70.00 million: AA (sf)
  Class C (deferrable), $30.00 million: A (sf)
  Class D (deferrable), $27.50 million: BBB- (sf)
  Class E (deferrable), $19.00 million: BB- (sf)
  Subordinated notes, $51.60 million: Not rated



UBS COMM 2018-C9: Fitch Affirms CCC Rating on Class F-RR Certs
--------------------------------------------------------------
Fitch Ratings has affirmed 14 classes of UBS Commercial Mortgage
Trust (UBSCM) 2018-C9 Commercial Mortgage Pass-Through
Certificates. The Rating Outlooks remain Negative for two classes.

   DEBT              RATING             PRIOR
   ----              ------             -----
UBS 2018-C9

A1 90291JAS6     LT AAAsf   Affirmed    AAAsf
A2 90291JAT4     LT AAAsf   Affirmed    AAAsf
A3 90291JAV9     LT AAAsf   Affirmed    AAAsf
A4 90291JAW7     LT AAAsf   Affirmed    AAAsf
AS 90291JAZ0     LT AAAsf   Affirmed    AAAsf
ASB 90291JAU1    LT AAAsf   Affirmed    AAAsf
B 90291JBA4      LT AA-sf   Affirmed    AA-sf
C 90291JBB2      LT A-sf    Affirmed    A-sf
D 90291JAC1      LT BBB-sf  Affirmed    BBB-sf
D-RR 90291JAE7   LT BBB-sf  Affirmed    BBB-sf
E-RR 90291JAG2   LT B-sf    Affirmed    B-sf
F-RR 90291JAJ6   LT CCCsf   Affirmed    CCCsf
XA 90291JAX5     LT AAAsf   Affirmed    AAAsf
XB 90291JAY3     LT AA-sf   Affirmed    AA-sf

KEY RATING DRIVERS

Increased Loss Expectations Since Issuance: Fitch's loss
expectations have remained relatively stable since Fitch's prior
rating action, however, remain above issuance due to performance
declines on some of the Fitch Loans of Concern (FLOCs; 36.8% of the
pool), which include four specially serviced loans (12.8%).

Fitch's current ratings incorporate a base case loss of 6.2%. The
Negative Outlooks on classes D-RR and E-RR factor additional
sensitivities on four hotel loans to account for on-going business
disruption as a result of the coronavirus pandemic, reflecting
losses that could reach 6.7%.

The largest contributor to losses is the specially serviced IMG
Building loan (2.0% of the pool), which is secured by a 232,908-sf
office building located in downtown Cleveland, OH. The loan became
delinquent in February 2019 and transferred to special servicing in
March 2019 after cash management was not established. A receiver
was assigned in November 2019 and is currently in control of the
property. Per servicer updates, the borrower has not submitted any
acceptable proposals to date and the lender is dual tracking
negotiations through the foreclosure process. The property had
reported negative NOI for YE 2020.

The loan was 74.4% occupied as of June 2021, which compares to
79.3% as of YE 2020 and 86% at issuance. The servicer noted that
two large tenants, MAI Wealth Advisors (13.1% of NRA) and
Bellwether RE Capital (6.9%) will be vacating their spaces at the
end of their lease periods in June 2022 and December 2022,
respectively. Near term rollover risks also include IMG Worldwide
(14.3%) whose lease expires in October 2022. Fitch's base case loss
of approximately 65% reflects a discount to the most recent
servicer provided appraised value to account for the occupancy
declines, high submarket vacancy as well as near term rollover
risks.

The next largest contributor to losses is City Square and Clay
Street (5.4% of the pool), which is secured by a 246,136-sf
mixed-use property consisting of 151,304-sf of office space,
94,832-sf of retail space and a 1,154-stall two-story parking
garage. The property has had declining occupancy and cash flow
since issuance, and faces near term rollover risks. The TTM June
2021 NOI was 20% below YE 2020 NOI and DSCR declined to 1.25x from
1.57x, respectively. Per the servicer, base rents have decreased
substantially due to increased vacancy loss, lower parking income
and lower other income at the property. Fitch's base case loss of
22% reflects a 20% haircut to the YE 2019 NOI to account for the
declining occupancy and upcoming lease rollover concerns.

Occupancy had recently declined to 78%, compared to 85% as of March
2021, after CompassPoint Nonprofit Services (3.4% of the NRA) and
Langan Engineering & Environmental Services, Inc. (3.6% of NRA)
vacated at their lease expirations in June 2021 and September 2021,
respectively. Prior to this decline, occupancy had improved when
The Club at City Center (23.1% of NRA) signed a new lease which
commenced in November 2020 for the former Clubsource at City Center
gym space, which vacated in the first half of 2020. Other major
tenants include Chevron Federal Credit Union (14.1% of NRA leased
through June 2022), Kaiser Foundation Health Plan (6.9%; May 2028)
and ENGIE Services U.S. Inc. (6.8%; December 2021). Per the
servicer, ENGIE Services U.S. Inc. has downsized its space by 3,000
sf, but there are no available updates on the tenant's lease
renewal plans.

The next largest contributor to losses is the Midwest Hotel
Portfolio (5.8%), which is secured by a portfolio of eight
limited-service hotel properties totaling 658-keys. The hotels are
located in secondary and tertiary markets in Montana (three),
Illinois (three), and Indiana (two). The loan was considered a FLOC
prior to the pandemic due to declining performance, and transferred
to special servicing in October 2020 for imminent payment default
and is currently paid through March 2021. NOI has significantly
declined, with DSCR at 0.52x as of March 2021 and 0.33x as of YE
2020, compared to 1.23x at YE 2019 and 1.92x at issuance.

The franchise agreements for six properties are scheduled to expire
during the loan term. As of December 2021, the loans had $3.74
million in total reserves including $1.82 million in PIP reserves,
$1.71 million in FF&E reserves and $208,132 in seasonality
reserves. Fitch's base case loss of approximately 21% at a stressed
value of $61,550/key is based off a discount to the most recent
servicer provided appraised value and accounts for pandemic
declines and slow recovery.

Minimal Change in Credit Enhancement (CE): As of the November 2021
distribution date, the pool's aggregate balance was reduced by
1.47% to $827.6 million from $839.9 million at issuance. No loans
have been disposed of and one loan has defeased (3.6% of the pool)
since issuance. Fifteen loans (49%) are full-term, interest-only;
13 loans (23.2%) are fully-amortizing; and 15 loans (27.9%) are
still in their interest-only period. The pool is scheduled to
amortize by 6.9% of the initial pool balance by maturity. Interest
shortfalls totaling $1.3 million are affecting the non-rated NR-RR
class.

Coronavirus Exposure/Alternative Loss Considerations: Fitch applied
an additional stress to the pre-pandemic cash flows for four
non-specially serviced hotel loans (12.8% of the pool) given the
significant pandemic-related 2020 NOI declines. These additional
stresses contributed to the Negative Outlooks.

Credit Opinion Loans: One loan in the pool, DreamWorks Campus
(3.0%), was given an investment-grade credit opinion at issuance of
'BBB-sf' on a stand-alone basis.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Sensitivity factors that could lead to downgrades include an
    increase in pool-level losses from underperforming or
    specially serviced loans.

-- Downgrades to classes A-1, A-2, A-3, A-4, A-SB, A-S, B, X-A
    and X-B are not likely due to their position in the capital
    structure, but may occur should interest shortfalls affect
    these classes.

-- Downgrades to classes C, D, and D-RR are possible should
    expected losses for the pool increase significantly and/or all
    loans susceptible to the coronavirus pandemic suffer losses.

-- Downgrades to class E-RR would occur should loss expectations
    increase from continued performance decline of the FLOCs,
    loans susceptible to the pandemic not stabilize, additional
    loans default or transfer to special servicing and/or higher
    losses are incurred on the specially serviced loans than
    expected. A further downgrade to class F-RR would occur with
    increased certainty of losses or as losses are realized.

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Sensitivity factors that could lead to upgrades would include
    stable to improved asset performance, particularly on the
    FLOCs, coupled with additional paydown and/or defeasance.

-- Upgrades to classes B, C and X-B would only occur with
    significant improvement in CE, defeasance, and/or performance
    stabilization of FLOCs and other properties affected by the
    coronavirus pandemic. Classes would not be upgraded above
    'Asf' if there were likelihood of interest shortfalls.

-- Upgrades to classes D and D-RR may occur as the number of
    FLOCs are reduced, properties vulnerable to the pandemic
    return to pre-pandemic levels, and/or there is sufficient CE
    to the classes.

-- Upgrades to classes E-RR and F-RR are not likely until the
    later years of the transaction and only if the performance of
    the remaining pool is stable and/or properties vulnerable to
    the coronavirus pandemic return to pre-pandemic levels, and
    there is sufficient CE to the classes.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch 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'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.


VERUS 2021-8: S&P Assigns Prelim B- (sf) Rating on Class B-2 Notes
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to Verus
Securitization Trust 2021-8's mortgage-backed notes.

The note issuance is an RMBS securitization backed by primarily
first-lien, fixed-rate, and adjustable-rate residential mortgage
loans, including mortgage loans with initial interest-only periods
and/or balloon terms. The loans are secured primarily by
single-family residences, planned unit developments, two- to
four-family residential properties, condominiums, cooperatives,
mixed-use properties, and multifamily residences to both prime and
non-prime borrowers. The pool has 836 loans backed by 878
properties, which are primarily non-qualified
mortgage/ability-to-repay (ATR) compliant and ATR-exempt loans.
Eleven of the 836 loans are cross-collateralized loans backed by 53
properties.

The preliminary ratings are based on information as of Dec. 16,
2021. The collateral and structural information reflect the term
sheet dated Dec. 13, 2021. Subsequent information may result in the
assignment of final ratings that differ from the preliminary
ratings.

The preliminary ratings reflect S&P's view of:

-- The pool's collateral composition;

-- The transaction's credit enhancement, associated structural
mechanics, representation and warranty (R&W) framework, and
geographic concentration;

-- The mortgage aggregator, Invictus Capital Partners; and

-- The impact the COVID-19 pandemic will likely have on the
performance of the mortgage borrowers in the pool and liquidity
available in the transaction.

  Preliminary Ratings Assigned(i)

  Verus Securitization Trust 2021-8

  Class A-1, $293,099,000: AAA (sf)
  Class A-2, $28,337,000: AA (sf)
  Class A-3, $45,641,000: A (sf)
  Class M-1, $21,631,000: BBB (sf)
  Class B-1, $16,224,000: BB (sf)
  Class B-2, $16,223,000: B- (sf)
  Class B-3, $11,464,745: Not rated
  Class A-IO-S, notional(ii): Not rated
  Class XS, notional(ii): Not rated
  Class DA: Not rated
  Class R: Not rated

(i)The collateral and structural information reflect the term sheet
dated Dec. 13, 2021; the preliminary ratings address the ultimate
payment of interest and principal.

(ii)The notional amount equals the aggregate stated principal
balance of loans in the pool.


VOYA CLO 2015-3: Fitch Affirms B- Rating on Class E-R Notes
-----------------------------------------------------------
Fitch Ratings has upgraded the class A-3-R notes in Voya CLO
2015-3, Ltd (Voya 2015-3). Additionally, Fitch affirmed the class
A-1-R, A-2A-R, A-2B-RR and E-R notes at their current ratings. The
Rating Outlook on class E-R has been revised to Stable from
Negative. All other tranches remain at Outlook Stable.

    DEBT                RATING            PRIOR
    ----                ------            -----
Voya CLO 2015-3, Ltd.

A-1-R 92913UAN6     LT AAAsf  Affirmed    AAAsf
A-2A-R 92913UAQ9    LT AAAsf  Affirmed    AAAsf
A-2B-RR 92913UBA3   LT AAAsf  Affirmed    AAAsf
A-3-R 92913UAS5     LT AA+sf  Upgrade     AAsf
E-R 92913DAL8       LT B-sf   Affirmed    B-sf

TRANSACTION SUMMARY

Voya 2015-3 is a broadly syndicated collateralized loan obligation
(CLO) that is managed by Voya Alternative Asset Management LLC.
Voya 2015-3 closed in September 2015, reset in November 2018,
refinanced in February 2021 and will exit its reinvestment period
in October 2023. This CLO is secured primarily by first lien senior
secured leveraged loans.

KEY RATING DRIVERS

Updated CLO Criteria & FSP analysis

The rating actions mainly reflect the impact of Fitch's recently
updated CLOs and Corporate CDOs Rating Criteria (CLO Criteria) and
the shorter risk horizon incorporated in Fitch's updated stressed
portfolio analysis. The analysis considered cash flow modelling
results for the current portfolio and newly run Fitch Stressed
Portfolio (FSP) based on the October 2021 trustee report.

The FSP analysis adjusts the current portfolio from the latest
trustee report to create a stressed portfolio to account for
permissible concentration limits and collateral quality tests
(CQTs). Among these assumptions, the FSP weighted average life
(WAL) was six years, and the FSP exposure to 'CCC' assets was 7.5%.
In addition, the weighted average spread level (WAS) was modelled
at the current WAS covenant level of 3%, without the benefit from
LIBOR floors. Other FSP assumptions include 7.5% second lien assets
and 5% fixed rate assets.

The assigned ratings are in line with their FSP model-implied
ratings (MIRs), except for the class E-R notes, which had
shortfalls in multiple scenarios of the FSP analysis. The class E-R
notes are affirmed at their current rating based on the modelling
results under the current portfolio analysis.

Asset Credit Quality, Asset Security, Portfolio Management and
Portfolio Composition

As of the October 2021 report, the aggregate portfolio par amount
(including principal cash), when adjusted for trustee-reported
recovery amounts on defaulted assets, was approximately 2.7% under
the original target par amount. The portfolio has a 4.77-year WAL
and is composed of 522 obligors, with the largest 10 obligors
comprising 7.1% of the portfolio (including principal cash). Fitch
considered 0.4% of the portfolio to be defaulted. Additionally, all
coverage, CQTs and concentration limitations were in compliance.

The revision of the Outlook for the class E-R notes to Stable from
Negative is supported by the robust and improved breakeven default
cushions in the current portfolio analysis compared to last
review.

The Stable Outlooks on the remaining Fitch-rated notes reflect
Fitch's expectation that the classes have sufficient levels of
credit protection to withstand potential deterioration in the
credit quality of the portfolio in stress scenarios commensurate
with the class' ratings.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- A 25% increase of the mean default rate across all ratings,
    along with a 25% decrease of the recovery rate at all rating
    levels for the FSP, would lead to downgrades (based on the
    MIR) of one rating category for class A-2A-R, A-2B-RR, A-3-R
    and E-R notes, and one notch for the class A-1-R notes;

-- Downgrades may occur if realized and projected losses of the
    portfolio are higher than what was assumed at closing and the
    notes' credit enhancement do not compensate for the higher
    loss expectation than initially anticipated.

Factor that could, individually or collectively, lead to positive
rating action/upgrade:

-- A 25% reduction of the mean default rate across all ratings,
    along with a 25% increase of the recovery rate at all rating
    levels for the FSP, would lead to an upgrade of the class A-3-
    R notes to 'AAAsf' and class E-R notes to 'BB+sf' (based on
    the MIR), whereas the class A-1-R, A-2A-R and A-2B-RR notes
    are already at the highest level on Fitch's scale and cannot
    be upgraded.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other nationally
recognized statistical rating organizations and/or European
securities and markets authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.

Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.


VOYA CLO 2019-4: S&P Assigns Prelim BB-(sf) Rating on E-R Notes
---------------------------------------------------------------
S&P Global Ratings today assigned its preliminary ratings to the
class A-1R, B-R, C-R, D-R, E-R replacement notes and proposed new
class X notes from Voya CLO 2019-4 Ltd./Voya CLO 2019-4 LLC, a CLO
originally issued in December 2019 that is managed by Voya
Alternative Asset Management LLC.

The preliminary ratings are based on information as of Dec. 16,
2021. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

On the Dec. 21, 2021, refinancing date, the proceeds from the
replacement notes will be used to redeem the original notes. S&P
said, "At that time, we expect to withdraw our ratings on the
original notes and assign ratings to the replacement notes.
However, if the refinancing doesn't occur, we may affirm our
ratings on the original notes and withdraw our preliminary ratings
on the replacement notes."

The replacement notes will be issued via a proposed supplemental
indenture, which outlines the terms of the replacement notes.
According to the proposed supplemental indenture:

-- The replacement class A-1R, A-2R, B-R, C-R, D-R, E-R notes are
expected to be issued at a lower spread over three-month LIBOR than
the original notes.

-- The stated maturity will be extended two years, and the
reinvestment period will be extended a little over two years.

-- New class X notes are expected to be issued in connection with
this refinancing. These notes are expected to be paid down using
interest proceeds during the first twelve payment dates beginning
with the payment April 15, 2022, date.

S&P said, "Our review of this transaction included a cash flow
analysis, based on the portfolio and transaction data in the
trustee report, to estimate future performance. In line with our
criteria, our cash flow scenarios applied forward-looking
assumptions on the expected timing and pattern of defaults and the
recoveries upon default under various interest rate and
macroeconomic scenarios. Our analysis also considered the
transaction's ability to pay timely interest and/or ultimate
principal to each of the rated tranches. The results of the cash
flow analysis (and other qualitative factors, as applicable)
demonstrated, in our view, that the outstanding rated classes all
have adequate credit enhancement available at the rating levels
associated with the rating actions.

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

  Preliminary Ratings Assigned

  Voya CLO 2019-4 Ltd./Voya CLO 2019-4 LLC

  Class X, $4.00 million: AAA (sf)
  Class A-1R, $372.00 million: AAA (sf)
  Class A-2R, $18.00 million: Not rated
  Class B-R, $66.00 million: AA (sf)
  Class C-R (deferrable), $36.00 million: A (sf)
  Class D-R (deferrable), $36.00 million: BBB- (sf)
  Class E-R (deferrable), $24.00 million: BB- (sf)
  Subordinated notes, $54.50 million: Not rated



WELLS FARGO 2011-C5: Fitch Affirms B Rating on Class G Certs
------------------------------------------------------------
Fitch Ratings has affirmed three classes of Wells Fargo Bank, N.A.
Commercial Mortgage Trust commercial mortgage pass-through
certificates series 2011-C5 (WFRBS 2011-C5). The Rating Outlook
remains Negative for two of the classes.

   DEBT             RATING           PRIOR
   ----             ------           -----
WFRBS 2011-C5

E 92936JAN4   LT BBB-sf  Affirmed    BBB-sf
F 92936JAQ7   LT BBsf    Affirmed    BBsf
G 92936JAS3   LT Bsf     Affirmed    Bsf

KEY RATING DRIVERS

Pool Concentration; Adverse Selection: While credit enhancement
(CE) has improved significantly from loan repayments since the
prior rating action, the affirmations reflect the increased pool
concentration and adverse selection. Only four specially serviced
loans remain, with the largest representing 74.4% of the pool. The
remaining loans matured in 2021 without repayment.

Alternative Loss Considerations: Due to the concentrated nature of
the pool, Fitch performed a sensitivity analysis that grouped the
remaining loans based on the likelihood of repayment and recovery
prospects. The Negative Outlooks reflect the potential for further
performance declines on the remaining retail and hotel loans,
including prolonged workouts and uncertainty surrounding the
ultimate impact of the pandemic on the resolutions.

The largest loan, Arbor Walk and Palms Crossing (74.4% of pool), is
secured by two retail centers, Arbor Walk and Palms Crossing,
located in Austin, TX and McAllen, TX, respectively. The loan was
transferred to special servicing in April 2021 due to imminent
monetary default, ahead of its August 2021 scheduled maturity. The
borrower was granted a maturity extension and forbearance agreement
in July 2021, allowing for a one-year maturity extension through
August 2022 and forbearance from exercising remedies with respect
to the guarantor's (Washington Prime Group, L.P.) bankruptcy
filing. The loan has remained current. The borrower and special
servicer are working to document a permitted transfer resulting
from the sponsorship's bankruptcy emergency.

Total occupancy of the combined properties declined to 79.6% as of
June 2021 from 80.8% in December 2020 and 91.3% in September 2020,
due primarily to increased vacancy at Palms Crossing. Occupancy at
Palms Crossing fell to 55.1% as of June 2021 from 65.1% in December
2020 and 82% in September 2020. A new lease was signed with
Overstock Furniture in July 2019 to backfill the former Babies "R"
Us space; however, the store has permanently closed, and the space
is vacant. The tenant had a scheduled July 2021 lease expiration
date. Additionally, the Gordman's space was reported as leased but
unoccupied as of the June 2021 rent roll; the store has permanently
closed per a web search. The largest tenants at Palms Crossing
include Hobby Lobby, Barnes & Noble and DSW (6.9%; 2.9%; January
2023). Arbor Walk was 97.2% occupied as of June 2021, compared with
96.4% in December 2020 and 97.9% in September 2020. The largest
tenants at Arbor Walk include Home Depot, Marshalls, Jo-Ann Fabrics
and PGA Tour Superstore.

As of the June 2021 rent roll, upcoming combined lease rollover at
the two properties includes 13.6% (12 tenants) in 2022 and 13.4%
(eight tenants) in 2023. The majority of the rollover is
concentrated at Arbor Walk, including Marshalls whose lease expired
in October 2021, DSW in January 2022, Spec's Wines in April 2022
and Home Consignment Center in November 2022. The 2023 rollover
includes DSW and Barnes & Noble at Palms Crossing and DXL Men's
Apparel and Jo-Ann Fabrics at Arbor Walk.

Fitch's base case loss expectation of 11% on the loan implies an
approximate 13% cap rate to the YE 2020 NOI. Fitch's analysis also
included an additional sensitivity scenario that assumed a
potential outsized loss of 25%, which implies a 15% cap rate to the
YE 2020 NOI.

The other three specially serviced loans include SpringHill Suites
Wheeling (9.6%), secured by a 115-key select service hotel located
in Wheeling, WV; Marriott Courtyard Monroeville (8.4%), secured by
a 98-key limited service hotel in Monroeville, PA; and Poughkeepsie
Galleria II (7.7%), secured by an 81,999-sf neighborhood retail
center located in Poughkeepsie, NY that is anchored by Best Buy,
Old Navy and H&M.

Increased CE: CE has improved significantly since the prior rating
action due to the repayment of 45 loans ($683 million; 88% of prior
rating action pool balance) at or prior to their scheduled 2021
loan maturities, which was better than expected. As of the November
2021 distribution date, the pool's aggregate principal balance has
been reduced by 91.6% to $91.2 million from $1.1 billion at
issuance. The pool has experienced $2.2 million (0.2% of original
pool balance) in realized losses to date from the liquidation of
two specially serviced loans/assets. Cumulative interest shortfalls
totaling $176,556 are currently affecting the non-rated class H.

RATING SENSITIVITIES

Factor that could, individually or collectively, lead to negative
rating action/downgrade:

-- A downgrade of classes E and F is unlikely due to increasing
    CE but may occur should performance of the Arbor Walk and
    Palms Crossing loan deteriorate significantly. Class G would
    be downgraded with a greater certainty of loss and/or realized
    losses exceed Fitch's expectations.

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- An upgrade of class D is possible should performance of the
    Arbor Walk and Palms Crossing properties stabilize or improve
    substantially. Upgrades to classes F and G are unlikely due to
    adverse selection concerns but could occur if ultimate
    recoveries on the specially serviced hotel and retail loans
    are better than expected.

-- Deutsche Bank is the trustee for the transaction and serves as
    the backup advancing agent. Deutsche Bank's Long- Term IDR is
    currently 'BBB+'/'F2'/Outlook Positive. Fitch relies on the
    master servicer, Wells Fargo Bank, N.A. (A+/F1/ Negative),
    which is currently the primary advancing agent, as
    counterparty.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch 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'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.


WELLS FARGO 2016-NXS5: Fitch Assigns CCC Rating on 2 Certs
----------------------------------------------------------
Fitch Ratings has affirmed 19 classes of Wells Fargo Commercial
Mortgage Trust Pass-Through Certificates, series 2016-NXS5 (WFCM
2016-NXS5). Fitch has also revised the Outlook of one class to
Stable from Negative.

    DEBT               RATING            PRIOR
    ----               ------            -----
WFCM 2016-NXS5

A-2 95000CAX1     LT AAAsf   Affirmed    AAAsf
A-3 95000CAY9     LT AAAsf   Affirmed    AAAsf
A-4 95000CAZ6     LT AAAsf   Affirmed    AAAsf
A-5 95000CBA0     LT AAAsf   Affirmed    AAAsf
A-6 95000CBB8     LT AAAsf   Affirmed    AAAsf
A-6FL 95000CBK8   LT AAAsf   Affirmed    AAAsf
A-6FX 95000CBM4   LT AAAsf   Affirmed    AAAsf
A-S 95000CBD4     LT AAAsf   Affirmed    AAAsf
A-SB 95000CBC6    LT AAAsf   Affirmed    AAAsf
B 95000CBG7       LT AA-sf   Affirmed    AA-sf
C 95000CBH5       LT A-sf    Affirmed    A-sf
D 95000CBJ1       LT BBBsf   Affirmed    BBBsf
E 95000CAJ2       LT BBB-sf  Affirmed    BBB-sf
F 95000CAL7       LT B-sf    Affirmed    B-sf
G 95000CAN3       LT CCCsf   Affirmed    CCCsf
X-A 95000CBE2     LT AAAsf   Affirmed    AAAsf
X-B 95000CBF9     LT AA-sf   Affirmed    AA-sf
X-F 95000CAC7     LT B-sf    Affirmed    B-sf
X-G 95000CAE3     LT CCCsf   Affirmed    CCCsf

KEY RATING DRIVERS

Stable Loss Expectations: Overall loss expectations for the pool
have been stable since Fitch's last rating action. Eleven loans
(32.1% of the pool) are considered Fitch Loans of Concern,
including six specially serviced loans (8.7%). Fitch's current
ratings reflect a base case loss of 8.40%. The Negative Outlooks
reflect losses that could reach 8.50% after factoring a potential
outsized loss on three hotel loans to account for the ongoing
business disruption as a result of the pandemic.

The largest contributor to loss expectations, 1006 Madison Avenue
(2.4%), is secured by a 3,917-sf retail property located in
Manhattan's Upper East Side on Madison Avenue between 77th and 78th
Streets. The loan transferred to special servicing in October 2018
due to imminent monetary default after the property's single
tenant, Roland Mouret, a French boutique designer, vacated ahead of
lease expiration.

Per the special servicer, the tenant was not required to pay a
penalty fee due to the tenant and landlord exercising a 'good guy
guarantee'. A foreclosure action was filed in May 2019, and a
previously scheduled UCC sale during the pandemic was cancelled.
The special servicer is moving forward with litigation and will
dual track foreclosure once the courts have re-opened. Fitch's base
case loss of 75% reflects a stressed value of $1,700 psf.

The 4400 Jenifer Street loan (3.7%), the next largest contributor
to loss, is secured by an 83,777-sf office property located in
Washington, DC. Occupancy as of September 2020 declined to 78.5%
from 86.0% at YE 2019 after Sundance Getaways (formerly 8.8% of the
NRA) vacated at lease expiration in 2018, and Long & Foster
downsized by 7.6% of the NRA upon lease expiration in 2019. The NOI
declines are driven by the lower occupancy and lower parking income
driven by lack of demand due to the pandemic. YE 2020 NOI DSCR
declined to 1.24x from 1.63x at YE 2019, 1.65x at YE 2018 and 1.76x
at YE 2017.

Major tenants include DC Radio Assets (27.6% of NRA; through June
2023); Long & Foster (13.6%; expired September 2021); Counselor's
Title (7.1%; May 2030); SAE Productions (4.1%; October 2023) and
Gerald M Martin (4.1%; April 2022). Fitch requested updated rent
rolls, financials and leasing updates from the master servicer, but
they were not provided. Fitch's base case loss of 36% reflects an
8.75% cap rate and a 10% haircut to the YE 2020 NOI.

The 901 7th Street NW loan (3.6%), the next largest contributor to
loss, is secured by a 39,686-sf mixed use property located in
Washington, DC's CBD. While the property remains 100% occupied, YE
2020 NOI was approximately 17% below YE 2019, primarily due to
increased vacancy loss, likely the result of the pandemic. The
property's top tenant, Destination DC (44% of the NRA; through
August 2032), serves as the non-profit organization that provides
tourist/visitor information for Washington DC. Fitch requested
further clarity from the master servicer, but was not provided a
response. NOI DSCR as of June 2021 improved to 1.31x from 1.27x at
YE 2020, but remains below the 1.53x at YE 2019. Fitch's base case
loss of 18% reflects an 8.75% cap rate applied to the YE 2020 NOI.

Increased Credit Enhancement: As of the December 2021 remittance,
the pool's aggregate balance has been reduced by 18.8% to $710
million from $875 million at issuance. Since Fitch's last rating
action, one REO asset, Holiday Inn Express & Suites Allen
(previously 0.9% of the pool), was disposed at better than expected
recoveries. The losses were isolated to the non rated class H
certificates. Four loans (3.0% of the current pool) are defeased.
Five loans (20.5%) have interest-only payments for the full loan
term. Sixteen loans (37.2%) have partial interest-only payments,
all of which are now amortizing.

Alternative Loss Considerations: Fitch performed a sensitivity
scenario which applied an additional stress to the pre-pandemic
cash flows for three hotel loans given significant pandemic-related
2020 NOI declines; this scenario contributed to the Negative
Outlook on class F and X-F. The Outlook revision to Stable from
Negative on class E reflects fewer coronavirus-related stresses
applied due to better than expected 2020 performance.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Downgrades could occur with an increase in pool-level losses,
    particularly with the larger Fitch Loans of Concerns and
    should the specially serviced loan experience a higher than
    expected loss. Downgrades to classes A-2 through A-S and X-A
    are not likely due to the position in the capital structure,
    but may occur should interest shortfalls affect these classes.

-- Downgrades to classes B, C, D and X-B may occur should pool
    level losses increase significantly, with continued
    performance declines of the FLOCs and/or loans that are
    susceptible to the pandemic suffer losses.

-- Downgrades to classes E and F may occur from continued
    performance decline of the FLOCs, loans susceptible to the
    pandemic not stabilize and deteriorate further, additional
    loans default or transfer to special servicing and/or higher
    realized losses than expected on the specially serviced
    loans/assets.

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Upgrades would occur with stable to improved asset
    performance, coupled with additional paydown and/or
    defeasance. Upgrades to the class B and X-B certificates are
    not expected, but may occur with significant improvement in CE
    and/or defeasance, in addition to the stabilization of
    properties impacted from the coronavirus pandemic.

-- Upgrades to the 'Asf', 'BBBsf' and 'BBB-sf' category rated
    classes are considered unlikely, but may occur as the number
    of FLOCs are reduced, properties vulnerable to the pandemic
    return to pre-pandemic levels and there is sufficient CE to
    the classes, and would be limited based on the sensitivity to
    concentrations or the potential for future concentrations.
    Classes will not be upgraded above 'Asf' if there is a
    likelihood of interest shortfalls.

-- An upgrade to the 'Bsf' rated class is not likely unless the
    performance of the remaining pool stabilizes and the senior
    classes pay off. The Negative Outlooks on class F and X-F may
    be revised back to Stable should the performance of the
    specially serviced loans and/or FLOCs improve, property
    valuations improve and recoveries are better than expected, or
    workout plans of the specially serviced loans and/or
    properties impacted by the coronavirus stabilize once the
    pandemic is over.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch 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'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.


WFRBS COMM 2013-C14: Fitch Affirms C Rating on Class F Certs
------------------------------------------------------------
Fitch Ratings has affirmed 14 classes of WFRBS Commercial Mortgage
Trust commercial mortgage pass-through certificates series
2013-C14.

    DEBT               RATING          PRIOR
    ----               ------          -----
WFRBS 2013-C14

A-4 92890PAD6    LT AAAsf  Affirmed    AAAsf
A-4FL 92890PBC7  LT AAAsf  Affirmed    AAAsf
A-4FX 92890PBE3  LT AAAsf  Affirmed    AAAsf
A-5 92890PAE4    LT AAAsf  Affirmed    AAAsf
A-S 92890PAG9    LT AAAsf  Affirmed    AAAsf
A-SB 92890PAF1   LT AAAsf  Affirmed    AAAsf
B 92890PAH7      LT Asf    Affirmed    Asf
C 92890PAJ3      LT BBBsf  Affirmed    BBBsf
D 92890PBG8      LT CCCsf  Affirmed    CCCsf
E 92890PBJ2      LT CCsf   Affirmed    CCsf
F 92890PBL7      LT Csf    Affirmed    Csf
PEX 92890PAK0    LT BBBsf  Affirmed    BBBsf
X-A 92890PAL8    LT AAAsf  Affirmed    AAAsf
X-B 92890PAM6    LT Asf    Affirmed    Asf

KEY RATING DRIVERS

Increased Loss Expectations: Loss expectations have increased since
the last rating action due to continued concerns with respect to
retail properties in addition to 301 South College Street following
the downsizing of the largest tenant. Nine loans (34.5%) were
flagged as Fitch Loans of Concern (FLOCs) due to declining
performance, including three loans (12.6%) in special servicing.
Fitch's current ratings reflect a base case loss of 11.3% (compared
with 10.8% at the last rating action).

The Negative Outlooks reflect that losses that could reach 11.8%
after factoring potential outsized losses to 301 South College
Street. The Negative Outlooks also reflects the pool's high retail
concentration of 43.5% including two regional malls (16.1%) and
concerns that the workout for White Marsh Mall is unsuccessful.

The largest contributor to base case losses, White Marsh Mall
(9.9%), is secured by 702,317 sf of a 1.2 million-sf regional mall
in Baltimore, MD. The collateral anchors are Boscov's, Macy's Home
Store and Dave & Buster's. Non-collateral anchors include Macy's
and JCPenney. The loan, which is sponsored by Brookfield Properties
Retail Group, has been in and out of payment default since
transferring to special servicing in August 2020 at the borrower's
request for imminent monetary default. The loan matured on May 1,
2021 without repayment.

Per the most recent servicer updates, the special servicer
continues to evaluate the collateral and discussions with the
borrower are ongoing. Although cash flow continues to remain strong
with a greater than 2.0x debt service coverage ratio (DSCR), inline
sales continue to decline. Comparative in-line sales for tenants
occupying less than 10,000 sf were $283 psf for the TTM March 2021
compared with $361 psf for YE 2019, $367 psf for YE 2018 and $369
psf for YE 2017. Sales at issuance were $428 psf at YE 2012.
Fitch's loss expectations of 53% are based on a discount to most
recent appraisal that results in an implied cap rate of 19% on the
YE 2019 NOI.

The second largest contributor to base case losses, Plant San Jose
(11%), is secured by a power center located in San Jose, CA. Major
tenants include Home Depot (27.7% NRA; lease exp Jan. 31, 2034),
Best Buy (8.9% NRA; lease exp Jan. 31, 2023) and Ross Dress for
Less (5.1% NRA; lease exp Jan. 31, 2024). Property occupancy
declined to 80.5% in April 2018 due to Toys 'R' Us and Office Max
vacating in 2018 and declined to 74% as of June 2021.
Servicer-reported DSCR was 2.17x as of YE 2020, up from 1.87x at YE
2019 due to increased expense reimbursements, despite a 2.5%
increase in operating expenses. Fitch applied a 10% stress to the
YE 2020 NOI to account for upcoming rollover concerns: 3.5% (2021);
0.6% (2022); 19.8% (2023).

The third largest contributor to loss, 301 South College Street
(7.6%), is secured by a 988,636-sf, 42-story office tower known as
One Wells Fargo Center located in Charlotte, NC. The property
serves as the East Coast headquarters of Wells Fargo Bank, which
occupies 69% of the NRA, with 50% expiring at YE 2021, and 19%
expiring at YE 2032. Wells Fargo Bank has announced it will
downsize its space at the property, executing a lease with the
borrower that reduces its footprint by approximately 502,000 sf
(50% of NRA) commencing in January 2022.

Property occupancy is expected to drop to 48% compared with 98%
reported at June 2021. NOI DSCR is also expected to fall below
1.0x. Currently, all excess cash is being trapped into a reserve
account for tenant improvement and leasing commissions related to
the Wells Fargo space; the reserve has a balance of $17.6 million
as of October 2021, which equates to approximately $35 psf of
vacant square feet. Fitch requested an update from the master
servicer on the borrower's plans to re-tenant the space, but has
not received a response. Fitch's base case loss of 12% reflects a
cap rate of 8.75% and a 50% haircut to the YE 2020 NOI to reflect
Wells Fargo's downsizing.

The two remaining loans in special servicing (2.7%) transferred in
late 2020 as a result of the coronavirus pandemic.

Improved Credit Enhancement; Defeasance: As of the November 2021
remittance, the pool's aggregate principal balance has been paid
down 22% since issuance; there has been $3.1 million (0.2%) in
realized losses to date. Since Fitch's last rating action, three
loans (11.9% of last rating action pool balance) paid in full ahead
of their scheduled 2023 maturity dates and one specially serviced
asset was disposed with higher than expected recoveries. Eighteen
loans (10.2% of current pool) are defeased. Five loans (39.4%) are
full term, interest-only and eleven loans (33.1% of pool) had
partial interest-only payments, all of which are now amortizing.
Interest shortfalls totaling approximately $1.4 million and $11,000
are affecting the non-rated class G and class F, respectively.

Additional Loss Considerations: Fitch ran an additional sensitivity
analysis and applied a potential outsized loss of 20% to the
balloon balance of the 301 South College Street loan due to
refinance concerns and low occupancy; this additional stress
contributed to the Negative Outlooks.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Downgrades could occur with an increase in pool-level losses,
    particularly with the Fitch Loans of Concerns and specially
    serviced loans. Downgrades to classes A-4FL through A-S are
    not likely given their high credit enhancement, but may occur
    should interest shortfalls increase these classes. Downgrades
    to classes B and C may occur should pool level losses increase
    significantly and/or loans that are susceptible to the
    pandemic suffer losses.

-- Downgrades to classes D, E and F are possible should loss
    expectations increase from continued performance declines in
    the FLOCs, loans susceptible to the pandemic not stabilize
    and/or deteriorate further, additional loans default or
    transfer to special servicing, the potential for outsized
    losses on 301 South College Street and/or higher realized
    losses than expected on the specially serviced loans.

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Stable to improved asset performance, coupled with additional
    paydown and/or defeasance. Upgrades to the 'Asf' rated class
    is not expected, but may occur with significant improvement in
    CE and/or defeasance, in addition to the stabilization of
    properties affected by the coronavirus pandemic.

-- Upgrades to the 'BBBsf' category rated class is considered
    unlikely, but may occur as the number of FLOCs are reduced,
    properties vulnerable to the pandemic return to pre-pandemic
    levels and there is sufficient CE to the classes, and would be
    limited based on the sensitivity to concentrations or the
    potential for future concentrations. The class will not be
    upgraded above 'Asf' if there is a likelihood of interest
    shortfalls.

-- An upgrade to the 'CCCsf' and below rated classes are not
    likely unless the performance of the remaining pool stabilizes
    and the senior classes pay off.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch 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'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.


WOODMONT 2019-6: S&P Assigns BB- (sf) Rating on Class E2 Notes
--------------------------------------------------------------
S&P Global Ratings assigned its ratings to the class A-1-R2,
A-2-R2, B-R2, C-R2, D-R2, and E2 upsize notes from Woodmont 2019-6
L.P./Woodmont 2019-6 LLC, a CLO transaction backed by middle market
speculative-grade (rated 'BB+' and lower) senior secured term loans
originally issued in 2019 and refinanced in 2021 that is managed by
MidCap Financial Services Capital Management LLC. At the same time,
S&P affirmed its ratings on the class A-1-R, A-2-R, B-R, C-R, D-R,
and E notes.

The additional issuance notes are being issued via a proposed
supplemental indenture.

S&P said, "Our review of this transaction included a cash flow
analysis, based on the portfolio and transaction data in the
trustee report, to estimate future performance. In line with our
criteria, our cash flow scenarios applied forward-looking
assumptions on the expected timing and pattern of defaults and the
recoveries upon default under various interest rate and
macroeconomic scenarios. Our analysis also considered the
transaction's ability to pay timely interest and/or ultimate
principal to each of the rated tranches. The results of the cash
flow analysis (and other qualitative factors, as applicable)
demonstrated, in our view, that the outstanding rated classes all
have adequate credit enhancement available at the rating levels
associated with the rating actions.

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

  Ratings Assigned

  Woodmont 2019-6 L.P./Woodmont 2019-6 LLC
  
  Class A-1-R2, $83.10 million: AAA (sf)
  Class A-2-R2, $7.50 million: AAA (sf)
  Class B-R2, $12.75 million: AA (sf)
  Class C-R2, $10.95 million: A (sf)
  Class D-R2, $9.00 million: BBB- (sf)
  Class E2, $8.70 million: BB- (sf)
  Subordinated 2 notes, $19.98 million: Not rated

  Ratings Affirmed

  Woodmont 2019-6 L.P./Woodmont 2019-6 LLC

  Class A-1-R, $277.00 million: AAA (sf)
  Class A-2-R, $25.00 million: AAA (sf)
  Class B-R, $42.50 million: AA (sf)
  Class C-R, $36.50 million: A (sf)
  Class D-R, $30.00 million: BBB- (sf)
  Class E, $29.00 million: BB- (sf)

  Other Outstanding Notes

  Woodmont 2019-6 L.P./Woodmont 2019-6 LLC

  Subordinated notes, $66.60 million: Not rated



WOODMONT 2021-8: Fitch Assigns BB+ Rating on Class E Tranche
------------------------------------------------------------
Fitch Ratings has assigned ratings and Ratings Outlooks to Woodmont
2021-8 Trust.

DEBT                 RATING
----                 ------
Woodmont 2021-8 Trust

A              LT AAAsf   New Rating
B-1            LT AAsf    New Rating
B-2            LT AAsf    New Rating
C              LT Asf     New Rating
D              LT BBB+sf  New Rating
E              LT BB+sf   New Rating
Certificates   LT NRsf    New Rating

TRANSACTION SUMMARY

Woodmont 2021-8 Trust (the issuer) is a middle-market (MM)
collateralized loan obligation (CLO) that will be managed by MidCap
Financial Services Capital Management, LLC. Net proceeds from the
issuance of the secured notes and certificates will provide
financing on a portfolio of approximately $600 million of primarily
first lien senior secured MM loans.

KEY RATING DRIVERS

Asset Credit Quality (Negative): The average credit quality of the
indicative portfolio is 'B'/'B-', which is in line with that of
recent MM CLOs. The weighted average rating factor (WARF) of the
indicative portfolio is 29.4 versus a maximum covenant, in
accordance with the initial expected matrix point of 34. Issuers
rated in the 'B' rating category denote a highly speculative credit
quality; however, the notes benefit from appropriate credit
enhancement and standard U.S. MM CLO structural features.

Asset Security (Positive): The indicative portfolio consists of
100.0% first-lien senior secured loans and has a weighted average
recovery assumption of 65.0% versus a minimum covenant, in
accordance with the initial expected matrix point of 65.0%.

Portfolio Composition (Positive): The largest three industries may
comprise up to 60.0% of the portfolio balance in aggregate, while
the top five obligors can represent up to 15.0% of the portfolio
balance in aggregate. The level of diversity required by industry,
obligor and geographic concentrations is in line with other recent
U.S. MM CLOs.

Portfolio Management (Neutral): The transaction has a 4.1-year
reinvestment period and reinvestment criteria similar to other U.S.
MM CLOs. Fitch's analysis was based on a stressed portfolio created
by making adjustments to the indicative portfolio to reflect
permissible concentration limits and collateral quality test
levels.

Cash Flow Analysis (Positive): Fitch used a customized proprietary
cash flow model to replicate the principal and interest waterfalls
and assess the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the notes were able to
withstand default rates in excess of their respective rating
hurdles.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Variability in key model assumptions, such as decreases in
    recovery rates and increases in default rates, could result in
    a downgrade. Fitch evaluated the notes' sensitivity to
    potential changes in such a metric. The results under these
    sensitivity scenarios are between 'BBB+sf' and 'AAAsf' for
    class A, between 'BB+sf' and 'AA+sf' for class B-1, between
    'BB+sf' and 'AA+sf' for class B-2, between 'B+sf' and 'A+sf'
    for class C, between less than 'B-sf' and 'BBB+sf' for class
    D, and between less than 'B-sf' and 'BB+sf' for class E.

-- The application of principal proceeds to purchase workout
    loans could result in a downgrade. Fitch evaluated the
    sensitivity of the notes to a scenario where the maximum
    allowable amount of principal proceeds are applied to purchase
    these loans, and assumed they experience a 100% loss severity.
    The results under this sensitivity are between 'AA+sf' and
    'AAAsf' for the class A notes, between 'AA-sf' and 'AAAsf' for
    the class B-1 notes, between 'AA-sf' and 'AAAsf' for the class
    B-2 notes, between 'A-sf' and 'AA-sf' for the class C notes,
    'BBB+sf' for the class D notes and between 'BB-sf' and 'BB+sf'
    for the class E notes.

Factor that could, individually or collectively, lead to positive
rating action/upgrade:

-- Upgrade scenarios are not applicable to the class A notes, as
    these notes are in the highest rating category of 'AAAsf'.
    Fitch evaluated the notes' sensitivity to potential changes in
    such metrics; results under these sensitivity scenarios are
    'AAAsf' for class B notes, between 'A+sf' and 'AAAsf' for
    class C notes, 'A+sf' for class D notes, and 'BBB+sf' for
    class E notes.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other nationally
recognized statistical rating organizations and/or European
Securities and Markets Authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information.

Overall, Fitch's assessment of the asset pool information relied
upon for its rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.


[*] S&P Takes Various Actions on Seven Classes from 2 US RMBS Deals
-------------------------------------------------------------------
S&P Global Ratings completed its review of four ratings from
Mid-State Trust XI and three ratings from C-BASS 2006-SC1 Trust.
These transactions are backed by subprime and small-balance
commercial collateral. The review yielded three upgrades and four
affirmations.

Analytical Considerations

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

-- Factors related to the COVID-19 pandemic;
-- Collateral performance or delinquency trends;
-- An increase or decrease in available credit support;
-- Available subordination and/or overcollateralization;
-- Expected duration; and
-- Payment priority.

Rating Actions

S&P said, "The rating changes reflect our opinion regarding the
associated transaction-specific collateral performance and/or
structural characteristics, and/or reflect the application of
specific criteria applicable to these classes. Please see the
ratings list below for the specific rationales associated with each
of the classes with rating transitions.

"The rating affirmations reflect our opinion that our projected
credit support, collateral performance, and credit-related
reductions in interest on these classes has remained relatively
consistent with our prior projections."


Ratings List

                                                    RATING
ISSUER NAME    SERIES   CLASS     CUSIP       TO        FROM

  Mid-State
  Trust XI                  A     59549WAA1   A- (sf)    A- (sf)

  Mid-State
  Trust XI                  M1    59549WAB9   BB (sf)    B (sf)  

PRIMARY RATING DRIVER(S): Increased credit support.

  Mid-State
  Trust XI                  M2    59549WAC7   B (sf)     CCC (sf)

PRIMARY RATING DRIVER(S): Increased credit support.

  Mid-State
  Trust XI                  B     59549WAD5   B- (sf)    CCC (sf)


PRIMARY RATING DRIVER(S): Increased credit support.

  C-BASS 2006-SC1
  Trust          2006-SC1   B1    12498SAG7   BB+ (sf)   BB+ (sf)

  C-BASS 2006-SC1
  Trust          2006-SC1   B2    12498SAH5   B (sf)     B (sf)

  C-BASS 2006-SC1
  Trust          2006-SC1   B3    12498SAJ1   CCC (sf)   CCC (sf)



                            *********

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