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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, May 27, 2012, Vol. 16, No. 146


                            Headlines

ALESCO PREFERRED: Moody's Cuts Rating on Class B Notes to 'Ca'
AMRESCO 1998-1: S&P Raises Rating on Class M-2F to 'CCC'
APHEX CAPITAL 2007-3: S&P Cuts Ratings on 7 Note Classes to 'D'
APHEX CAPITAL 2007-5: S&P Cuts Ratings on 2 Note Classes to 'D'
ASG RESECURITIZATION 2010-3: S&P Ups Ratings on 2 Classes to 'B'

ATTENTUS CDO II: S&P Cuts Ratings on 7 Classes of Notes to 'D'
BANAGRICOLA DPR: S&P Lowers Rating on $100-Mil. Notes to 'BB-'
BEAR STEARNS 2002-TOP6: Moody's Lowers Rating on J Certs. to Caa2
BEAR STEARNS 2003-TOP12: Moody's Keeps C Rating on Class N Certs.
BEAR STEARNS 2004-PWR4: Fitch Cuts Rating on 10 Securities Classes

BEAR STEARNS 2006-AQ1: Moody's Cuts Class II-A-1 Tranche to 'Caa1'
CALIF COUNTY TOBACCO: Moody's Reviews 'B3' Ratings for Upgrade
CAPITALSOURCE COMM'L: Moody's Lifts Cl. D Note Rating to 'Caa2'
CARNOW AUTO 2012-1: DBRS Assigns 'BB' Rating on Class D Notes
CDC COMMERCIAL: Moody's Keeps 'Caa1' Rating on Cl. P Certificates

CEDAR FUNDING: S&P Gives 'BB' Rating on $13.3MM Class D Notes
CHASE COMMERCIAL 1997-2: Fitch Lifts Rating on I Secs. from BBsf
CITIGROUP COMM'L: Moody's Cuts Ratings on 2 Cert. Classes to 'C'
COMM 2004-RS1: S&P Cuts Ratings on 3 Classes to 'CCC-'; Off Watch
COMMERCIAL MORTGAGE 2007-CD4: Moody's Cuts C Cert. Rating to Caa3

COMMERCIAL MORTGAGE 2012-GCJ7: DBRS Rates Class F Certs. 'B(sf)'
CORTS TRUST: Moody's Upgrades Rating on 7.4% Certs. From 'Ba2'
CREDIT AGRICOLE: S&P Lowers Rating on Notes From 'CCC-' to 'D'
CREDIT SUISSE: Moody's Cuts Ratings on Three Tranches to 'Caa3'
CREDIT SUISSE 2001-CF2: Fitch Cuts Rating on $16.4MM Secs. to CCC

CREDIT SUISSE 2001-CKN5: Moody's Corrects March 2 Ratings Release
CREDIT SUISSE 2003-C3: Fitch Lowers Rating on 7 Cert. Classes
CREDIT SUISSE 2004-C3: Fitch Lowers Rating on 3 Cert. Classes
CREDIT SUISSE 2005-C6: Moody's Keeps C Ratings on 3 Cert. Classes
CREDIT SUISSE 2006-K1: S&P Cuts Rating on Class K Certs. to 'CCC-'

CREDIT SUISSE 2007-TFL1: S&P Cuts Rating on Class L Certs. to 'D'
CREST G-STAR: Moody's Affirms Rating on Class D Notes at 'Ca'
CREST G-STAR: Moody's Affirms Rating on Class C Notes at 'Caa3'
CRIIMI MAE 1998-C1: S&P Lowers Rating on Class E Bonds to 'CCC-'
CS FIRST: Moody's Downgrades Rating on Cl. M-2 Tranche to 'C'

DUANE STREET: Moody's Upgrades Rating on Class E Notes to 'Ba2'
EDUCATION FUNDING 2006-1: S&P Cuts Rating on Class B Notes to 'CC'
EDUCATION LOANS 2005-1: S&P Cuts Subordinate B Note Rating to 'B-'
EDUCATIONAL LOAN: Fitch Affirms 'Bsf' Subordinate Loan Rating
FIRST UNION 2001-C2: Moody's Cuts Rating on Cl. P Certs. to Caa3

FIRST UNION 2002-C1: Moody's Cuts Rating on Class M Certs. to 'C'
FORD MOTOR: Moody's Lifts Rating on $58.5-Mil. Certs. From 'Ba2'
GE BUSINESS: Strong Credit Cues Fitch to Affirm Ratings
GE COMMERCIAL 2005-C1: DBRS Cuts Rating on 2 Certs. to 'D(sf)'
GE COMMERCIAL 2005-C2: Reductions Prompt Fitch to Upgrade Ratings

GE COMMERCIAL 2005-C4: S&P Cuts Ratings on 2 Cert Classes to 'D'
GMAC COMMERCIAL 2002-C2: Moody's Lowers Rating on O Certs. to 'C'
GOLUB CAPITAL 11: S&P Gives 'BB' Rating to $21MM Class D Notes
GTP COMMERCIAL 2010-1: Fitch Retains BB-sf Rating on $50MM Certs.
INFINITI 2006-3: S&P Withdraws 'CCC-' Rating on Class A Notes

JPMCC 2007-CIBC19: Moody's Cuts Ratings on 2 Cert. Classes to 'C'
LCM III: S&P Lowers Rating on Class D Notes to 'B'
LCM IV: S&P Affirms Rating on Class D Notes at 'B+'; Off Watch
LCM V: S&P Raises Rating on Class E Notes to 'BB+'
LCM XI: S&P Gives 'BB' Rating on Class E Deferrable Notes

LCM XI: S&P Gives 'BB' Rating on $19.5MM Cl. E Deferrable Notes
LITIGATION SETTLEMENT: S&P Puts 'BB' Rating on Sub. Notes on Watch
MARATHON CLO IV: S&P Gives 'BB' Rating on $16.4MM Class D Notes
MARATHON REAL 2006-1: S&P Lowers Ratings on 2 Classes to 'CCC-'
MASTR ASSET: Moody's Confirms 'Ba3' Ratings on 7 Tranches

MC FUNDING: S&P Raises Rating on Class D Notes From 'BB+'
MORGAN STANLEY 2004-RR2: S&P Lowers Ratings on 2 Classes to 'CCC-'
MORGAN STANLEY 2007-TOP27: DBRS Cuts Rating on L Certs to 'D(sf)'
MORGAN STANLEY 2007-IQ14: Moody's Reviews Junk Certificate Ratings
MORGAN STANLEY: Fitch Raises Rating on $27.5MM Loans from 'B-sf'

MOUNTAIN CAPITAL VI: S&P Raises Rating on Class E Notes to 'B-'
MRU STUDENT 2008-A: S&P Lowers Rating on Class C Notes to 'CCC'
N-STAR REL IV: S&P Lowers Rating on Class G to 'CCC-'; Off Watch
NOVASTAR MORTGAGE: Moody's Cuts Rating on Cl. A-2B Tranche to Ca
OHA CREDIT VI: S&P Assigns 'BB' Ratings on 2 Note Classes

PREFERRED TERM VII: Moody's Lifts US$100.8MM Note Rating to 'Ba1'
PREFERREDPLUS TRUST: Moody's Lifts $50MM Certs Rating From 'Ba2'
PROTECTIVE FINANCE: Moody's Cuts Rating on Q Securities to 'Caa3'
PUBLIC STEERS: Moody's Lifts Rating on Class A Certs. from 'Ba2'
RACE POINT VI: S&P Gives 'BB' Rating on $17.25MM Class E Notes

REGIONAL DIVERSIFIED: Moody's Cuts Rating on Series N Units to C
REGIONAL DIVERSIFIED: Moody's Cuts Rating on Series A Units to C
RFC CDO 2006-1: S&P Lowers Ratings on 6 Classes of Notes to 'D'
SALOMON BROTHERS: S&P Affirms 'CCC+' Rating on Cl. G Certificates
SANTANDER DRIVE 2012-3: Moody's Rates $42MM Class E Notes 'Ba1'

SANTANDER DRIVE 2012-3: S&P Gives 'BB+' Rating to $42.38MM E Notes
SAXON ASSET: Moody's Confirms 'Caa2' Rating on Cl. MF-2 Tranche
SAXON ASSET: Moody's Cuts Ratings on 2 RMBS Tranches to 'Caa3'
SAYBROOK POINT: S&P Affirms 'BB' Rating on Class A Notes
SECURITIZED ASSET: Moody's Cuts Rating on Cl. A-2A Tranche to Ca

SIGNATURE 7: S&P Raises Rating on Class C Notes to 'BB+'
SLM STUDENT 2003-2: Fitch Retains 'BBsf' Rating on Class B Notes
SLM STUDENT 2003-5: Fitch Retains 'BBsf' Rating on Class B Notes
SLM STUDENT 2003-10: Fitch Holds Subordinate Notes Rating at BBsf
SOVEREIGN CAPITAL: Moody's Cuts Preferred Stock Rating to 'Ba1'

STATIC RESIDENTIAL 2005-A: S&P Lowers Rating on Class A-1 to 'CC'
STUDENT LOAN ABS: S&P Cuts Ratings on 2 Cert. Classes to 'B-'
SYMPHONY CLO II: S&P Raises Rating on Class D Notes to 'BB'
TRAPEZA EDGE: Moody's Raises Rating on Class A-3 Notes to 'Ba1'
TRIMARAN CLO VI: S&P Raises Rating on Class B-2L Notes to 'B-'

TROPIC CDO V: S&P Lowers Rating on Class A-2L Notes to 'D'
VERTICAL CRE 2006-1: S&P Lowers Rating on Class A Notes to 'CC'
WACHOVIA BANK 2005-C21: Moody's Keeps 'Caa3' Ratings on 2 Certs.
WACHOVIA BANK 2005-C21: S&P Cuts Ratings on 2 Cert. Classes to 'D'
WACHOVIA CRE 2006-1: Fitch Lifts Rating on 3 Note Classes to CCCsf

WAVE 2007-2: Moody's Withdraws Junk Ratings on 7 Note Classes
WAVE SPC 2007-2: S&P Lowers Ratings on 3 Classes to 'CCC-'

* DBRS Confirms Ratings on 30 Classes From 30 US RMBS Transactions
* S&P Cuts Ratings on 8 Classes From JC Penney Deals to 'BB-'
* S&P Takes Rating Actions on 41 U.S. RMBS Transactions
* S&P Takes Various Rating Actions on 12 Sallie Mae ABS Deals
* S&P Withdraws Ratings on 19 Classes From 2 CDO Transactions

* S&P Raises Ratings on Six US TruPs CDO Transactions


                            *********


ALESCO PREFERRED: Moody's Cuts Rating on Class B Notes to 'Ca'
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings on the
following notes issued by Alesco Preferred Funding VII, Ltd.:

U.S.$70,000,000 Class A-2 Second Priority Senior Secured
Floating Rate Notes Due 2035, Downgraded to B1(sf); previously
on Jun 24, 2010 Downgraded to Ba3(sf)

U.S.$35,000,000 Class B Third Priority Secured Floating Rate
Notes Due 2035, Downgraded to Ca(sf); previously on Mar 27, 2009
Downgraded to B1(sf)

Ratings Rationale

According to Moody's, the rating actions taken on the notes is
primarily the result of an Event of Default (EOD) that was
declared in March 2012 and subsequent acceleration of the
transaction on April 2, 2012. The EOD was triggered by the
transaction's Class A/B overcollateralization ratio falling below
100%.

The par coverage on the A-2 has declined to 108.40% from 115.37%
since the last rating action. Based on the latest trustee report
dated April 2012, the, Class A/B Coverage Ratio and Class C
Coverage Ratio are reported at 99.49% (limit 120.0%) and 68.0%
(limit 103.4%), respectively, versus June 2010 levels of 109.88%
and 79.98%, respectively.

Moody's observes that, as a result of the increasing percentage of
defaulting and/or deferring assets in the collateral portfolio,
the deal is negatively impacted by large imbalanced fixed-floating
interest rate swaps, resulting in payments to the hedge
counterparty that are absorbing a significant portion of the
excess interests.

Due to the impact of revised and updated key assumptions
referenced in Moody's rating methodology, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, Moody's Asset Correlation, and weighted average recovery
rate, may be different from the trustee's reported numbers. In its
base case, Moody's analyzed the underlying collateral pool to have
a performing par of $352 million, defaulted/deferring par of $117
million, a weighted average default probability of 31.96%
(implying a WARF of 1685), Moody's Asset Correlation of 21.53%,
and a weighted average recovery rate upon default of 8.15%. In
addition to the quantitative factors that are explicitly modeled,
qualitative factors are part of rating committee considerations.
Moody's considers the structural protections in the transaction,
recent deal performance under current market conditions, the legal
environment, and specific documentation features. All information
available to rating committees, including macroeconomic forecasts,
inputs from other Moody's analytical groups, market factors, and
judgments regarding the nature and severity of credit stress on
the transactions, may influence the final rating decision.

Alesco Preferred Funding VII, Ltd., issued on April 28, 2005, is a
collateralized debt obligation backed by a portfolio of bank and
insurance trust preferred securities.

The portfolio of this CDO is mainly comprised of trust preferred
securities (TruPS) issued by small to medium sized U.S. community
banks and insurance companies that are generally not publicly
rated by Moody's. To evaluate the credit quality of bank TruPS
without public ratings, Moody's uses RiskCalc model, an
econometric model developed by Moody's KMV, to derive their credit
scores. Moody's evaluation of the credit risk for a majority of
bank obligors in the pool relied on FDIC financial data received
as of Q4-2011. For insurance TruPS without public ratings, Moody's
relies on the underlying insurance firms' annual financial
reporting to assess their credit quality. Moody's also evaluates
the sensitivity of the rated transaction to the volatility of the
credit estimates, as described in Moody's Rating Implementation
Guidance "Updated Approach to the Usage of Credit Estimates in
Rated Transactions" published in October 2009.

The methodologies used in this rating were "Moody's Approach to
Rating TRUP CDOs" published in May 2011 and "Using the Structured
Note Methodology to Rate CDO Combo-Notes" published in February
2004.

The transaction's portfolio was modeled using CDOROM v.2.8 to
develop the default distribution from which the Moody's Asset
Correlation parameter was obtained. This parameter was then used
as an input in a cash flow model using CDOEdge. CDOROM v.2.8 is
available on moodys.com under Products and Solutions -- Analytical
models, upon return of a signed free license agreement.

Moody's performed a number of sensitivity analyses of the results
to certain key factors driving the ratings. Moody's analyzed the
sensitivity of the model results to changes in the portfolio WARF
(representing an improvement or a deterioration in the credit
quality of the collateral pool), assuming that all other factors
are held equal. If the WARF is increased by 200 points from the
base case of 1685, the model-implied rating of the A-1A notes is
one notch worse than the base case result. Similarly, if the WARF
is decreased by 200 points, the model-implied rating of the A-1A
notes is one notch better than the base case result.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as Moody's outlook on the banking
sector remains negative, although there have been some recent
signs of stabilization. The pace of FDIC bank failures continues
to decline in 2012 compared to 2011, 2010 and 2009, and some of
the previously deferring banks have resumed interest payment on
their trust preferred securities. Moody's outlook on the insurance
sector is stable.


AMRESCO 1998-1: S&P Raises Rating on Class M-2F to 'CCC'
--------------------------------------------------------
Standard & Poor's Ratings Services corrected its ratings on five
classes from AMRESCO Residential Securities Corp. Mortgage Loan
Trust 1998-1 by raising them to their pre-March 30, 2012, rating
levels.

"On March 30, 2012, we incorrectly lowered our ratings on these
classes due to a reporting error. The corrected ratings reflect
our current analysis of the projected credit support for these
classes as of the April 2012 remittance report relative to
projected losses," S&P said.

This transaction is backed by fixed-rate and adjustable-rate
subprime mortgage loans, including both fully amortizing and
balloon mortgage loans. Subordination, overcollateralization, and
excess spread provide credit support to this transaction.

         STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

  http://standardandpoorsdisclosure-17g7.com/1111622.pdf

RATINGS CORRECTED

AMRESCO Residential Securities Corp Mtg Loan Trust 1998-1

                                         Rating
Class   CUSIP        Current     3/30/12      Pre-3/30/12
A-5     03215PDM8    AAA (sf)    B (sf)       AAA (sf)
A-6     03215PDN6    AAA (sf)    BB (sf)      AAA (sf)
M-1A    03215PDT3    AAA (sf)    A-(sf)       AAA (sf)
M-1F    03215PDP1    BBB-(sf)    CCC (sf)     BBB-(sf)
M-2F    03215PDQ9    CCC (sf)    CC (sf)      CCC (sf)


APHEX CAPITAL 2007-3: S&P Cuts Ratings on 7 Note Classes to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on seven
classes of notes issued by Aphex Capital NSCR 2007-3 Ltd., a
synthetic collateralized debt obligation (CDO) transaction
backed by commercial mortgage-backed securities (CMBS) to 'D
(sf)'. "At the same time, we removed the ratings from CreditWatch
where we placed them with negative implications on March 19,
2012," S&P said.

"We lowered our ratings to 'D (sf)' on the classes due to interest
shortfalls detailed in the trustee's April 2012 report," S&P said.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111585.pdf

RATING AND CREDITWATCH ACTIONS

Aphex Capital NSCR 2007-3 Ltd.
                      Rating
Class          To                  From
A-1F           D (sf)              CCC (sf)/Watch Neg
A-1L           D (sf)              CCC (sf)/Watch Neg
A-2F           D (sf)              CCC- (sf)/Watch Neg
A-2L           D (sf)              CCC- (sf)/Watch Neg
B              D (sf)              CCC- (sf)/Watch Neg
C-F            D (sf)              CCC- (sf)/Watch Neg
C-L            D (sf)              CCC- (sf)/Watch Neg


APHEX CAPITAL 2007-5: S&P Cuts Ratings on 2 Note Classes to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-1FL and A-1FX notes issued by Aphex Capital NSCR 2007-5
Ltd., a synthetic collateralized debt obligation (CDO)
transaction backed by commercial mortgage-backed securities
(CMBS), to 'D (sf)'.

The downgrades reflect interest shortfalls observed in the April
2012 report.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com

RATINGS LOWERED

Aphex Capital NSCR 2007-5 Ltd.
                                 Rating
Class                    To                  From
A-1FL                    D (sf)              CCC- (sf)
A-1FX                    D (sf)              CCC- (sf)


ASG RESECURITIZATION 2010-3: S&P Ups Ratings on 2 Classes to 'B'
----------------------------------------------------------------
Standard & Poor's Ratings Services corrected its ratings on
classes 2-G24, 2-G26, 2-A24, and 2-A26 from ASG Resecuritization
Trust 2010-3 by raising them to their prior levels. ASG
Resecuritization Trust 2010-3 is a U.S. residential mortgage-
backed securities (RMBS) resecuritized real estate mortgage
investment conduit (re-REMIC) transaction.

"On April 21, 2011, we incorrectly lowered our ratings on classes
2-G24, 2-G26, 2-A24, and 2-A26 and removed them from CreditWatch
with negative implications. We based our original action on an
incorrect interpretation of the transaction documents. The
documents provide for the classes to defer interest. The rating
corrections reflect our current view of the deferred interest
payments and that the projected credit enhancement available for
each of these classes will be more than sufficient to withstand
the projected losses at the revised rating levels," S&P said.

"In performing our ratings analysis on this re-REMIC transaction,
we reviewed the interest and principal amounts due on the
underlying security, which are then passed through to the
applicable re-REMIC classes. We applied our loss projections,
incorporating our loss assumptions, to the underlying collateral
to identify the principal and interest amounts that could be
passed through from the underlying securities under our rating
scenario stresses," S&P said.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com

RATINGS CORRECTED

ASG Resecuritization Trust 2010-3
Series 2010-3
                                  Rating
Class    CUSIP        Current   04/21/2011   Pre-04/21/2011
2-G24    00212XBA8    BB (sf)   CCC (sf)     BB (sf)/Watch Neg
2-A24    00212XBG5    BB (sf)   CCC (sf)     BB (sf)/Watch Neg
2-G26    00212XBB6    B (sf)    CCC (sf)     B (sf)/Watch Neg
2-A26    00212XBH3    B (sf)    CCC (sf)     B (sf)/Watch Neg


ATTENTUS CDO II: S&P Cuts Ratings on 7 Classes of Notes to 'D'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'D (sf)' its ratings
on the class B, C, D, E-1, E-2, F-1, and F-2 notes from Attentus
CDO II Ltd., a U.S. collateralized debt obligation (CDO)
transaction backed by REIT trust preferred securities managed by
Kodiak CDO Management LLC. "At the same time, we affirmed our
rating on the class A-1 notes because the notes have a financial
guarantee from Assured Guaranty Corp.," S&P said.

"The downgrades of the class B, C, D, E-1, E-2, F-1, and F-2 notes
reflect our view that the cash flow from the remaining collateral
is insufficient to pay the notes in full. As of the April 1, 2012,
trustee report, the transaction was failing its
overcollateralization (O/C) and interest coverage (IC) tests,
causing the seven classes of notes to defer interest payments. The
class A O/C and IC ratios were 76.5% and 49.6% respectively. As of
April 1, 2012, the transaction's collateral had a par value of
just $227 million backing $435 million in rated liabilities," S&P
said.

"We lowered our ratings on the class A-2, A-3A, and A-3B
nondeferrable notes to 'D (sf)' in October 2010 because the
classes missed interest payments," S&P said.

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

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111618.pdf

RATING ACTIONS

Attentus CDO II Ltd.
                              Rating
Class                   To           From
B                       D (sf)       CC (sf)
C                       D (sf)       CC (sf)
D                       D (sf)       CC (sf)
E-1                     D (sf)       CC (sf)
E-2                     D (sf)       CC (sf)
F-1                     D (sf)       CC (sf)
F-2                     D (sf)       CC (sf)

RATING AFFIRMED

Attentus CDO II Ltd.
                        Rating
A-1                     AA- (sf)

OTHER RATINGS

Attentus CDO II Ltd.
                        Rating
A-2                     D (sf)
A-3A                    D (sf)
A-3B                    D (sf)


BANAGRICOLA DPR: S&P Lowers Rating on $100-Mil. Notes to 'BB-'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on
Banagricola DPR Funding Ltd.'s US$100 million floating-rate notes
series 2006-1 due 2013 to 'BB-' from 'BBB-'.

"Banagricola DPR Funding Ltd.'s series 2006-1 issuance is a
securitization of all current and future diversified payment
rights (DPRs) consisting of U.S. dollar-denominated Society for
Worldwide Interbank Financial Telecommunication (SWIFT) MT100
category payment order messages, family remittances, MoneyGram
remittances, and letter of credit remittances. The payment order
messages are a product of the international financial operations
of Banco Agricola," S&P said.

"The rating action follows the review of our rating under our
revised financial future flow criteria," S&P said.

The rating reflects S&P's view of:

    Banco Agricola's (Banco Agricola S.A.; BB-/Stable/B) ability
    to generate the specific flow of receivables that are being
    securitized;

    The transaction's supportive structural features; and

    El Salvador's sovereign interference risk.

"According to our revised financial future flow criteria, we do
not give ratings uplift to transactions issued by institutions
that we classify as having a 'low' likelihood of receiving
extraordinary government support. In such cases, we cap the
ratings on financial future flow transactions at the same level as
the issuer credit rating (ICR) on the originating bank," S&P said.

"Standard & Poor's classifies Banco Agricola as having a 'low'
likelihood of receiving extraordinary government support based on
the Banking Industry Country Risk Assessment (BICRA) for El
Salvador, which assesses the government support as uncertain. In
this case, Standard & Poor's is capping the rating on Banco
Agricola's DPR transaction at 'BB-', to mirror the ICR on Banco
Agricola," S&P said.

"The transaction's performance has been adequate. As of April
2012, the series 2006-1 transaction's monthly debt service
coverage ratio was 102.6x. We will continue to surveil the rating
on the transaction and revise it as necessary to reflect any
changes in the transaction's underlying credit quality," S&P said.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111618.pdf


BEAR STEARNS 2002-TOP6: Moody's Lowers Rating on J Certs. to Caa2
-----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of two classes,
downgraded two classes, and affirmed eight classes of Bear Stearns
Commercial Mortgage Securities Trust 2002-TOP6, Commercial
Mortgage Pass-Through Certificates, Series 2002-TOP6 as follows:

Cl. A-2, Affirmed at Aaa (sf); previously on Mar 20, 2002
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on May 4, 2007 Upgraded to
Aaa (sf)

Cl. C, Upgraded to Aaa (sf); previously on Sep 25, 2008 Upgraded
to Aa2 (sf)

Cl. D, Upgraded to Aa3 (sf); previously on May 4, 2007 Upgraded to
A2 (sf)

Cl. E, Affirmed at Baa2 (sf); previously on Nov 28, 2005 Confirmed
at Baa2 (sf)

Cl. F, Affirmed at Baa3 (sf); previously on Nov 28, 2005 Confirmed
at Baa3 (sf)

Cl. G, Affirmed at Ba2 (sf); previously on Aug 26, 2010 Downgraded
to Ba2 (sf)

Cl. H, Downgraded to B2 (sf); previously on Aug 26, 2010
Downgraded to Ba3 (sf)

Cl. J, Downgraded to Caa2 (sf); previously on Aug 26, 2010
Downgraded to B3 (sf)

Cl. K, Affirmed at Caa3 (sf); previously on Aug 26, 2010
Downgraded to Caa3 (sf)

Cl. L, Affirmed at C (sf); previously on Aug 26, 2010 Downgraded
to C (sf)

Cl. X-1, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

Rating Rationale

The upgrades are due to increased credit support due to loan
payoffs and amortization and overall stable pool performance.

The downgrades are due to higher than expected losses from
troubled loans and loans in special servicing along with interest
shortfalls reaching class H.

The affirmations are due to key parameters, including Moody's loan
to value (LTV) ratio, Moody's stressed debt service coverage ratio
(DSCR) and the Herfindahl Index (Herf), remaining within
acceptable ranges. Based on Moody's current base expected loss,
the credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
6% of the current balance. At last review, Moody's cumulative base
expected loss was 2%. The current cumulative base expected loss
represents a higher percentage of the pool than at last review
because of significant paydowns. However, the dollar amount of
expected loss has not increased as much as indicated on a
percentage basis. At last review Moody's cumulative expected loss
was $12.6 million compared to $13.7 million at this review.
Moody's provides a current list of base expected losses for
conduit and fusion CMBS transactions on moodys.com at:

   http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. From time to time, Moody's may, if warranted, change
these expectations. Performance that falls outside the given range
may indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster Holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in growth.

The methodologies used in this rating were "Moody's Approach to
Rating Fusion U.S. CMBS Transactions" published in April 2005,
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012 and "Moody's Approach to
Rating CMBS Large Loan/Single Borrower Transactions" published in
July 2000.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type as defined in the published methodology.
The calculator then returns a calculated IO rating based on both a
target and mid-point . For example, a target rating basis for a
Baa3 (sf) rating is a 610 rating factor. The midpoint rating basis
for a Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3
(sf) rating factor of 610 and a Ba1 (sf) rating factor of 940). If
the calculated IO rating factor is 700, the CMBS IO calculator
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 5 compared to 21 at Moody's prior review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.4 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R)(Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated June 9, 2011.

DEAL PERFORMANCE

As of the April 16, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 79% to $230.8
million from $1.12 billion at securitization. The Certificates are
collateralized by 26 mortgage loans ranging in size from less than
1% to 27% of the pool, with the top ten non-defeased loans
representing 83% of the pool. Four loans, representing 11% of the
pool, have defeased and are secured by U.S. Government securities.
The pool contains one loan with an investment grade credit
estimate, representing 19% of the pool.

Four loans, representing 52% of the pool, are on the master
servicer's watchlist. This figure is slightly skewed as it
includes the top two conduit loans which are on the watchlist for
upcoming maturity (52% of the pool). The servicer has indicated
that these loans are expected to pay off next month. The watchlist
includes loans which meet certain portfolio review guidelines
established as part of the CRE Finance Council (CREFC) monthly
reporting package. As part of its ongoing monitoring of a
transaction, Moody's reviews the watchlist to assess which loans
have material issues that could impact performance.

Six loans have been liquidated from the pool, resulting in a
realized loss of $15.2 million (38% overall loss severity).
Currently five loans, representing 7% of the pool, are in special
servicing. The largest specially serviced loan is the Ladson
Crossing Shopping Center Loan ($5 million -- 2.2% of the pool),
which is secured by a 52,600 square foot (SF) neighborhood
shopping center located in Berkeley South Carolina. The center is
anchored by Piggly Wiggly (64% of the NRA), which recently renewed
its lease until 2020. The loan was transferred to special
servicing in November 2011 due to imminent maturity default, as
the borrower was unable to secure refinancing. The borrower
submitted a loan modification proposal to extend the maturity
date, which is still under consideration. The borrower continues
to make monthly payments.

The remaining four specially serviced properties are secured by a
mix of property types. Moody's estimates an aggregate $6 million
loss for the specially serviced loans (65% expected loss on
average).

Moody's was provided with full year 2011 operating results for 85%
of the pool. Excluding specially serviced loans, Moody's weighted
average LTV is 85% compared to 69% at Moody's prior review.
Moody's net cash flow reflects a weighted average haircut of 12%
to the most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 9.0%.

Excluding special serviced loans, Moody's actual and stressed
DSCRs are 1.23X and 1.52X, respectively, compared to 1.70X and
1.79X at last review. Moody's actual DSCR is based on Moody's net
cash flow (NCF) and the loan's actual debt service. Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

The largest loan with a credit estimate is the Regent Court Loan
($42.9 million -- 18.6% of the pool), which is secured by a
567,000 SF Class A office building located in Dearborn, Michigan.
The property is 100% leased to the Ford Motor Company (Moody's
senior unsecured rating Ba2, positive outlook) through December
2016. The loan is co-terminus with the lease and fully amortizes
over a 15-year period. The loan has amortized by approximately 13%
since last review, and 50% since securitization. Moody's current
credit estimate and stressed DSCR are Baa2 and 2.05X,
respectively, compared to Baa3 and 1.94X at last review.

The top three performing loans represent 55% of the pool balance.
The largest performing loan is the Coliseum Centre Loan ($62.2
million -- 27.0% of the pool), which is secured by six Class A
suburban office buildings totaling 974,000 SF. The buildings are
situated in an office park located approximately five miles from
downtown Charlotte, North Carolina. The largest tenants are Linsco
Private Ledger (15.5% of the NRA; lease expires in 10/2016),
Compass Group USA (14% of the net rentable area (NRA); lease
expires in 12/2023), and Goodrich Corp. (12% of the NRA; lease
expires in 5/2018). As of December 2011, the portfolio was 81%
leased compared to 80% at last review. Financial performance has
declined since last review due to decreased rental income from
several tenants renewing at lower rates, most notably Compass
Group who just renewed until 2023. The loan matures this month and
is expected to pay off in full by the next remittance statement.
Moody's LTV and stressed DSCR are 103% and 0.99X, respectively,
compared to 92% and 1.18X at last review.

The second largest loan is the Bank One Center Loan ($56.6 million
-- 24.6% of the pool), which is secured by a 1.0 million SF Class
A office building located in New Orleans, Louisiana. The largest
tenants are Capital One Bank (Moody's senior unsecured rating
Baa1, stable outlook; 20% of the NRA; lease expires in 12/2015),
Jones Walker LLP (14% of the NRA; lease expires in 12/2025) and
Baker Donelson (5% of the NRA; lease expires in 7/2019). As of
February 2012, the property was 88% leased compared to 92% at last
review. The loan matures this month and is expected to pay off in
full by the next remittance statement. Moody's LTV and stressed
DSCR are 85% and 1.39X, respectively, compared to 92% and 1.29X at
last review.

The third largest loan is the 220 Elm Street Loan ($8.4 million
-- 3.7% of the pool), which is secured by a multi-tenant
industrial property located in Guilford North Carolina. The
property was 100% leased as of December 2011, the same as the
prior reviews and securitization. Performance remains stable and
the loan benefits from full amortization, maturing in 2017. The
loan has amortized 52% since securitization. Moody's LTV and
stressed DSCR are 33% and 3.41X, respectively, compared to 35% and
3.23X at last review.


BEAR STEARNS 2003-TOP12: Moody's Keeps C Rating on Class N Certs.
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 15 classes of
Bear Stearns Commercial Mortgage Securities Trust Commercial
Mortgage Pass-Through Certificates, Series 2003-TOP12 as follows:

Cl. A-3, Affirmed at Aaa (sf); previously on Oct 17, 2003
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Oct 17, 2003
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on Jan 11, 2007 Upgraded
to Aaa (sf)

Cl. C, Affirmed at Aa2 (sf); previously on Aug 7, 2008 Upgraded to
Aa2 (sf)

Cl. D, Affirmed at A1 (sf); previously on Aug 7, 2008 Upgraded to
A1 (sf)

Cl. E, Affirmed at A3 (sf); previously on Aug 7, 2008 Upgraded to
A3 (sf)

Cl. F, Affirmed at Baa2 (sf); previously on Oct 17, 2003
Definitive Rating Assigned Baa2 (sf)

Cl. G, Affirmed at Baa3 (sf); previously on Oct 17, 2003
Definitive Rating Assigned Baa3 (sf)

Cl. H, Affirmed at Ba1 (sf); previously on Oct 17, 2003 Definitive
Rating Assigned Ba1 (sf)

Cl. J, Affirmed at Ba2 (sf); previously on Oct 17, 2003 Definitive
Rating Assigned Ba2 (sf)

Cl. K, Affirmed at B1 (sf); previously on Oct 27, 2010 Downgraded
to B1 (sf)

Cl. L, Affirmed at B3 (sf); previously on Oct 27, 2010 Downgraded
to B3 (sf)

Cl. M, Affirmed at Caa3 (sf); previously on Oct 27, 2010
Downgraded to Caa3 (sf)

Cl. N, Affirmed at C (sf); previously on Oct 27, 2010 Downgraded
to C (sf)

Cl. X-1, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

Ratings Rationale

The affirmations are due to key parameters, including Moody's loan
to value (LTV) ratio, Moody's stressed debt service coverage ratio
(DSCR) and the Herfindahl Index (Herf), remaining within
acceptable ranges. Based on Moody's current base expected loss,
the credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
2.3% of the current balance. At last review, Moody's cumulative
base expected loss was 1.5%. Moody's provides a current list of
base expected losses for conduit and fusion CMBS transactions on
moodys.com at:

   http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. From time to time, Moody's may, if warranted, change
these expectations. Performance that falls outside the given range
may indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment and commercial real
estate property markets. While commercial real estate property
values are beginning to move in a positive direction along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. Across all property sectors, the availability of debt
capital continues to improve with increased securitization
activity of commercial real estate loans supported by a monetary
policy of low interest rates. Moody's central global macroeconomic
scenario reflects healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, ongoing and policy-induced banking sector deleveraging
leading to a tightening of bank lending standards and credit
contraction, financial market turmoil continuing to negatively
impact consumer and business confidence, persistently high
unemployment levels, and weak housing markets, any or all of which
will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating Fusion U.S. CMBS Transactions" published in April 2005, and
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type as defined in the published methodology.
The calculator then returns a calculated IO rating based on both a
target and mid-point. For example, a target rating basis for a
Baa3 (sf) rating is a 610 rating factor. The midpoint rating basis
for a Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3
(sf) rating factor of 610 and a Ba1 (sf) rating factor of 940). If
the calculated IO rating factor is 700, the CMBS IO calculator
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R)(Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated June 1, 2011.

DEAL PERFORMANCE

As of the May 14, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 44% to $647.5
million from $1.2 billion at securitization. The Certificates are
collateralized by 114 mortgage loans ranging in size from less
than 1% to 9% of the pool, with the top ten loans representing 39%
of the pool. The pool contains six loans with investment grade
credit estimates that represent 24% of the pool. The credit
estimate for one loan, representing 7.7% of the pool, was removed
in this review because of a decline in property performance.
Fourteen loans, representing 8% of the pool, have defeased and are
collateralized with U.S. Government securities.

Twenty loans, representing 11% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Eight loans have been liquidated from the pool, resulting in an
aggregate realized loss of $2.8 million (3% loss severity
overall). One loan, representing less than 1% of the pool, is
currently in special servicing.

Moody's has assumed a high default probability for ten poorly
performing loans representing 4% of the pool and has estimated a
$4 million aggregate loss (15% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full and partial year 2011 operating
results for 93% of the pool's non-defeased and -specially serviced
loans. Excluding specially serviced and troubled loans, Moody's
weighted average LTV is 71% compared to 66% at Moody's prior
review. Moody's net cash flow reflects a weighted average haircut
of 12% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.5%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 2.01X and 2.02X, respectively, compared to
1.70X and 1.78X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 33 compared to 34 at Moody's prior review.

The largest loan with a credit estimate is the WestShore Plaza
Loan ($56.3 million -- 8.7% of the pool), which represents a 66%
pari passu interest in a $85.3 million first mortgage loan. The
loan is secured by the borrower's interest in 1.06 million square
foot (SF) (collateral represents 356,024 SF) regional mall located
in Tampa, Florida. The center is anchored by Macy's, Sears and
Saks Fifth Avenue. The in-line space was 92% leased as of April
2012, the same at last review. Property performance has declined
slightly, primarily due to a decline in base rent and other
income. Moody's current credit estimate and stressed DSCR are A2
and 1.53X, respectively, compared to A2 and 1.60X at last review.

The remaining five loans with credit estimates comprise 8.0% of
the pool. The 284 Mott Street Loan ($15.5 million -- 2.4% of the
pool) is secured by a 163-unit multifamily property located in New
York City. Its credit estimate is Aaa, the same as at last review.
The Sun Valley Apartments Loan ($14.1 million -- 2.4% of the
pool), is secured by a 305-unit multifamily property located in
Florham Park, New Jersey, and has a credit estimate of Aaa, same
as at last review. The three smallest loans with credit estimates
-- Carriage Way MHP Loan ($10.0 million -- 1.5% of the pool),
Deerfield Estates MHP ($8.2 million -- 1.3% of the pool) and Wayne
Towne Center Loan ($3.5 million -- 0.5% of the pool) have credit
estimates of Aaa, the same as at last review.

The loan that previously had a credit estimate is the West Valley
Mall Loan ($49.8 million -- 7.7% of the pool), which is secured by
a 717,573 SF (collateral represents 621,697 SF) regional mall
located in Tracy, California. The center is anchored by Target,
J.C. Penney, Sears and Macy's. The inline space was 91% leased as
of December 2011. Property performance has declined primarily due
to a decrease in effective gross income. The loan's sponsor,
General Growth Properties Inc., included the loan in its
bankruptcy. The loan was modified in January 2010 with a maturity
extension and matures in January 2014. Moody's LTV and stressed
DSCR are 86% and 1.16X, respectively, compared to 64% and 1.52X at
last review.

The top three performing conduit loans represent 11% of the pool
balance. The largest loan is the 360 Lexington Loan ($38.6 million
-- 5.6% of the pool), which is secured by a 251,382 SF Class B
office building located in the Grand Central office submarket in
New York City. The property was 90% leased as of April 2012,
essentially the same as at last review. The loan is interest only
for its entire 10-year term and matures in July 2013. Moody's LTV
and stressed DSCR are 75% and 1.22X, respectively, compared to 67%
and 1.37X at last review.

The second largest loan is the GGP Portfolio Loan ($17.2 million -
- 2.7% of the pool), which is secured by six retail properties,
totaling 370,000 SF, located in Utah (four properties), Arizona
and Colorado. The portfolio originally consisted of nine retail
properties, totaling 735,000 SF, but three properties were
recently released. The portfolio was included in GGP's bankruptcy
and was modified in March 2010 with a maturity extension. The loan
matures in January 2014. The performance of the current portfolio
has declined due to a decrease in effective gross income and
increase in operating expenses. Moody's LTV and stressed DSCR are
65% and 1.59X, respectively, compared to 39% and 2.65X at last
review.

The third largest loan is the Cedar Knolls Shopping Center ($15.7
million -- 2.4% of the pool), which is secured by a 269,961 SF
anchored retail center located in Cedar Knolls, New Jersey. The
property is anchored by Wal-Mart, Sears and T.J. Maxx. The
property was 93% leased as of December 2011, the same at last
review. Property performance remains stable. Moody's LTV and
stressed DSCR are 85% and 1.28X, respectively, compared to 112%
and 0.97X at last review.


BEAR STEARNS 2004-PWR4: Fitch Cuts Rating on 10 Securities Classes
------------------------------------------------------------------
Fitch Ratings has downgraded 10 classes of Bear Stearns Commercial
Mortgage Securities Trust 2004-PWR4.

The downgrades are due to an increase in Fitch expected losses
since its last rating action.  The losses are primarily associated
with a recent valuation of the largest specially serviced loan.
Fitch modeled losses of 4.03% of the outstanding pool.  The
expected losses of the original pool are at 3.63%, which includes
0.32% to date.  Cumulative interest shortfalls totaling $98,059
are affecting class Q.

As of the May 2012 distribution date, the pool's certificate
balance has paid down 17.5% to $784.2 million from $954.9 million.
Fitch identified 15 (19.6%) Loans of Concern, including two
(1.98%) specially serviced loans. In addition, there are eight
(14.1%) defeased loans within the pool.

The largest contributor to modeled losses is a loan (1.51%)
secured by a 363,200 square foot (SF) industrial property located
in Pontiac, MI.  The loan transferred to special servicing in
February 2012 for imminent default after the sole tenant vacated
the property.  The special servicer is pursuing foreclosure and
hopes to take possession of the property in June 2012.  However,
the borrower does have a six month redemption period to pay off
the loan.

The second-largest contributor to expected losses is a loan
(0.89%) secured by a multifamily complex with 31 two-story
apartment building comprised of 367 units located in Kissimmee,
FL.  The property has suffered poor performance due to both
increased operating expenses and lowered rents to maintain
occupancy.  As of December 2011, debt service coverage ratio
(DSCR) and occupancy is 0.43 times (x) and 87.7%, respectively.

The third-largest contributor to Fitch expected losses is a loan
(2.33%) secured by a 166,386 sf office building located in
Cambridge, MA.  The property has suffered from declining
performance and occupancy.  As of December 2011, the property's
DSCR and occupancy was 1.09x and 81%, respectively.  Fitch is also
concern with the property's rollover within the next year with
22.5% of the leases expiring.

Fitch has downgraded the following classes and revised Rating
Outlooks and assigned Recovery Estimates (REs) as indicated:

  -- $9.5 million class E to 'BBBsf' from 'A-sf'; Outlook Stable;
  -- $9.5 million class F to 'BBsf' from 'BBB+sf'; Outlook Stable;
  -- $8.3 million class G to 'Bsf' from 'BBB-sf'; Outlook to
     Negative from Stable;
  -- $10.7 million class H to 'CCCsf' from 'BBsf'; RE 100%;
  -- $3.5 million class J to 'CCCsf' from 'B-sf'; RE 100%;
  -- $4.7 million class K to 'CCCsf' from 'B-sf'; RE 10%;
  -- $4.7 million class L to 'CCsf' from 'CCCsf'; RE 0%;
  -- $2.3 million class M to 'CCsf' from 'CCCsf'; RE 0%;
  -- $2.3 million class N to 'Csf' from 'CCCsf'; RE 0%;
  -- $2.3 million class P to 'Csf' from 'CCsf'; RE 0%.

Fitch has also affirmed the following classes and Rating Outlooks
as indicated:

  -- $45.3 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $630.9 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $19 million class B at 'AAsf'; Outlook Stable;
  -- $8.3 million class C at 'AA-sf'; Outlook Stable;
  -- $14.3 million class D at 'Asf'; Outlook Stable.

Fitch does not rate class Q.  Class A-1 has paid in full.

Fitch has previously withdrawn the rating on the interest-only
class X.


BEAR STEARNS 2006-AQ1: Moody's Cuts Class II-A-1 Tranche to 'Caa1'
------------------------------------------------------------------
Moody's Investors Service has downgraded the rating of one tranche
from Bear Stearns Asset Backed Securities I Trust 2006-AQ1, backed
by subprime mortgage loans.

Ratings Rationale

The collateral backing these transactions consists primarily of
first-lien, subprime residential mortgage loans. The actions are a
result of the recent performance review of subprime pools and
reflect Moody's updated loss expectations on subprime pools issued
from 2005 to 2008.

The principal methodology used in these ratings is described in
the Monitoring and Performance Review section in "Moody's Approach
to Rating US Residential Mortgage-Backed Securities" published in
December 2008. Other factors used in these ratings are described
in "2005 -- 2008 US RMBS Surveillance Methodology " published in
July 2011, which accounts for the updated performance and outlook.

To assess the rating implications of the updated loss levels on
Subprime RMBS, each individual pool was run through a variety of
scenarios in the Structured Finance Workstation(R)(SFW), the cash
flow model developed by Moody's Wall Street Analytics. This
individual pool level analysis incorporates performance variances
across the different pools and the structural features of the
transaction including priorities of payment distribution among the
different tranches, average life of the tranches, current balances
of the tranches and future cash flows under expected and stressed
scenarios. The scenarios include ninety-six different combinations
comprising of six loss levels, four loss timing curves and four
prepayment curves. The volatility in losses experienced by a
tranche due to extended foreclosure timelines by servicers is
taken into consideration when assigning ratings.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Moody's
Macroeconomic Board and Moody's Analytics (MA) still expects a
below-trend growth for the US economy for 2012, with the
unemployment rate remaining high between 8% to and 9% and home
prices dropping another 1% from their 4Q 2011 levels seen in 4Q
2011.

Complete rating actions are as follows:

Issuer: Bear Stearns Asset Backed Securities I Trust 2006-AQ1

Cl. II-A-1, Downgraded to Caa1 (sf); previously on Sep 24, 2010
Confirmed at B3 (sf)

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF285902

A list of updated estimated pool losses, sensitivity analysis, and
tranche recovery details is being posted on an ongoing basis for
the duration of this review period and may be found at:

http://www.moodys.com/cust/getdocumentByNotesDocId.asp?criteria=PBS_SF198689


CALIF COUNTY TOBACCO: Moody's Reviews 'B3' Ratings for Upgrade
--------------------------------------------------------------
Moody's Investors Service has placed the ratings of ten tranches
in two transactions under review for possible upgrade and the
ratings of nine tranches in two transactions under review for
possible downgrade. Transaction sponsors of the affected
transactions are California counties. The bonds are
securitizations of portions of payments owed to the state of
California pursuant to the Master Settlement Agreement (MSA) which
California shares with its counties. The MSA is between certain
domestic tobacco manufacturers and 46 states and certain
territories.

Ratings Rationale

A shift in cash flow allocations for California county-sponsored
transactions prompted the rating actions. Population within
California counties determines the transactions' proportionate
share of the state's allocated MSA payment. Therefore, cash flows
backing the transactions sponsored by California counties will
vary over time based on such counties' relative population with in
the state. California reassesses such counties' MSA payment
allocations every 10 years using the results of the Official
United States Decennial Census.

Based on the information recently published by the California
Attorney General's office, Los Angeles and Alameda counties'
relative shares of the total MSA payment allocated to California
in 2012 declined, and Merced County's relative share increased.
The total relative share of the counties sponsoring the bonds of
the California Statewide Financing Authority has also increased.

During the review period, Moody's will conduct cash flow analyses.
Moody's will conclude the reviews upon the receipt of servicing
reports for the affected transactions, which will confirm the cash
flow allocations published by the California Attorney General's
office.

In assigning the ratings, Moody's conducted cash flow simulation
analyses using assumptions published in the methodology entitled
"Moody's Approach to Rating Tobacco Settlement Revenue
Securitizations" published on May 25, 2011. Among other factors,
Moody's considered the internal rate of return, the probability of
default, and the expected loss on the bonds. In all cases, Moody's
assumed that the portion of MSA payments either withheld or
escrowed by the tobacco manufacturers that are party to the MSA
will continue until 2020 and reduce the MSA payments by 13% per
year. Moody's also assumed that the settling states would
ultimately fully recover the withheld or escrowed disputed funds.
Should the tobacco manufacturers prevail, however, such an outcome
would materially reduce future cash flow to the affected states,
which could result in further downgrades to their bonds.

In addition to the quantitative factors, Moody's considered
qualitative factors. Such factors include the structural
protections in each transaction, the breakeven cigarette
consumption declines for each rated tranche and recent deal
performance indicators, including debt service coverage ratios,
interest coverage ratios, and the transactions' leverage.

Primary sources of uncertainty include future trends in domestic
cigarette consumption, the domestic market share of the tobacco
manufacturers who are parties to the MSA, as well as the market
share split between major and minor tobacco manufacturers. In
addition, Moody's published methodology includes an assumption
that future inflation remains at the MSA minimum annual inflation
adjustment of 3% for the term of the bonds. Consequently,
inflation above 3% would result in the increase of the MSA payment
revenue.

The complete rating actions are as follows:

Issuer: California County Tobacco Securitization Agency (Los
Angeles County Securitization Corporation) Series 2006A
Convertible Turbo Bonds

Cl. 2006A-1, Ba1 (sf) Placed Under Review for Possible Downgrade;
previously on Sep 8, 2011 Downgraded to Ba1 (sf)

Cl. 2006A-2, B1 (sf) Placed Under Review for Possible Downgrade;
previously on Sep 8, 2011 Downgraded to B1 (sf)

Cl. 2006A-3, B1 (sf) Placed Under Review for Possible Downgrade;
previously on Sep 8, 2011 Downgraded to B1 (sf)

Cl. 2006A-4, B1 (sf) Placed Under Review for Possible Downgrade;
previously on Sep 8, 2011 Downgraded to B1 (sf)

Cl. 2006A-5, B1 (sf) Placed Under Review for Possible Downgrade;
previously on Sep 8, 2011 Downgraded to B1 (sf)

Issuer: California County Tobacco Securitization Agency (Merced
County Tobacco Funding Corporation) - Tobacco Settlement Asset-
Backed Refunding Bonds

2005A-1, B3 (sf) Placed Under Review for Possible Upgrade;
previously on Sep 8, 2011 Downgraded to B3 (sf)

2005A-2, B3 (sf) Placed Under Review for Possible Upgrade;
previously on Sep 8, 2011 Downgraded to B3 (sf)

2005A-3, B3 (sf) Placed Under Review for Possible Upgrade;
previously on Sep 8, 2011 Downgraded to B3 (sf)

2005B, B1 (sf) Placed Under Review for Possible Upgrade;
previously on Sep 8, 2011 Downgraded to B1 (sf)

Issuer: California Statewide Financing Authority (Pooled Tobacco
Securitization Program), Series 2002

Ser. 2002A Term Bonds 1, B2 (sf) Placed Under Review for Possible
Upgrade; previously on Sep 8, 2011 Downgraded to B2 (sf)

Ser. 2002A Term Bonds 2, B2 (sf) Placed Under Review for Possible
Upgrade; previously on Sep 8, 2011 Downgraded to B2 (sf)

Ser. 2002A Term Bonds 3, B2 (sf) Placed Under Review for Possible
Upgrade; previously on Sep 8, 2011 Downgraded to B2 (sf)

Ser. 2002B Term Bonds 1, B2 (sf) Placed Under Review for Possible
Upgrade; previously on Sep 8, 2011 Downgraded to B2 (sf)

Ser. 2002B Term Bonds 2, B2 (sf) Placed Under Review for Possible
Upgrade; previously on Sep 8, 2011 Downgraded to B2 (sf)

Ser. 2002B Term Bonds 3, B2 (sf) Placed Under Review for Possible
Upgrade; previously on Sep 8, 2011 Downgraded to B2 (sf)

Issuer: The California County Tobacco Securitization Agency
(Alameda County Tobacco Asset Securitization Corporation), Series
2002

Ser. 2002 Turbo Bond 1, A1 (sf) Placed Under Review for Possible
Downgrade; previously on Sep 8, 2011 Upgraded to A1 (sf)

Ser. 2002 Turbo Bond 2, Baa1 (sf) Placed Under Review for Possible
Downgrade; previously on Sep 8, 2011 Upgraded to Baa1 (sf)

Ser. 2002 Turbo Bond 3, Baa1 (sf) Placed Under Review for Possible
Downgrade; previously on Sep 8, 2011 Upgraded to Baa1 (sf)

Ser. 2002 Turbo Bond 4, Baa3 (sf) Placed Under Review for Possible
Downgrade; previously on Sep 8, 2011 Confirmed at Baa3 (sf)


CAPITALSOURCE COMM'L: Moody's Lifts Cl. D Note Rating to 'Caa2'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by CapitalSource Commercial Loan Trust
2007-1:

U.S. $84,000,000 Class C Floating Rate Deferrable Asset Backed
Notes (current balance of $23,303,940), Upgraded to Baa3 (sf);
previously on September 15, 2011 Upgraded to Ba1 (sf);

U.S. $48,000,000 Class D Floating Rate Deferrable Asset Backed
Notes (current balance of $27,673,474), Upgraded to Caa2 (sf);
previously on October 27, 2009 Downgraded to Caa3 (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes are
primarily a result of de-leveraging of the Class C Notes since the
rating action in September 2011. Based on the latest trustee
report dated May 10, 2012, the Class C Notes have been paid down
by approximately 52.76% or $26.0 million since the last rating
action.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key inputs used by Moody's in
its analysis, such as par, weighted average rating factor,
diversity score, and weighted average recovery rate, may be
different from the trustee's reported numbers. In its base case,
Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of $82.7 million, a
weighted average default probability of 26.66% (implying a WARF of
5556), a weighted average recovery rate upon default of 48.33%,
and a diversity score of 2. The default probability is derived
from the credit quality of the collateral pool and Moody's
expectation of the remaining life of the collateral pool. The
average recovery rate to be realized on future defaults is based
primarily on the seniority of the assets in the collateral pool.
In each case, historical and market performance trends and
collateral manager latitude for trading the collateral are also
factors.

CapitalSource Commercial Loan Trust 2007-1, issued in 2007, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans from middle market obligors.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011.

Due to the deal's low diversity score and lack of granularity,
Moody's did not use a cash flow model to analyze the default and
recovery properties of the collateral pool. Instead, Moody's
analyzed the transaction by assessing the ratings impact of, and
the deal's sensitivity to, jump-to-default by certain large
obligors.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2014 and
2016 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CLO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are described
below:

1) De-leveraging: The main source of uncertainty in this
transaction is whether de-leveraging from unscheduled principal
proceeds will continue and at what pace. De-leveraging may
accelerate due to high prepayment levels in the loan market and/or
collateral sales by the manager, which may have significant impact
on the notes' ratings.

2) Recovery of defaulted assets: Market value fluctuations in
defaulted assets reported by the trustee and those assumed to be
defaulted by Moody's may create volatility in the deal's
overcollateralization levels. Further, the timing of recoveries
and the manager's decision to work out versus sell defaulted
assets create additional uncertainties.

3) Exposure to credit estimates: The deal is exposed to a large
number of securities whose default probabilities are assessed
through credit estimates. In the event that Moody's is not
provided the necessary information to update the credit estimates
in a timely fashion, the transaction may be impacted by any
default probability stresses Moody's may assume in lieu of updated
credit estimates. Moody's also conducted stress tests to assess
the collateral pool's concentration risk in obligors bearing a
credit estimate that constitute more than 3% of the collateral
pool.

4) Lack of portfolio granularity: The performance of the portfolio
depends to a large extent on the credit conditions of a few large
obligors that are rated Caa1 or lower/non investment grade,
especially when they experience jump to default. Due to the deal's
low diversity score and lack of granularity, Moody's supplanted
its typical Binomial Expansion Technique analysis with individual
scenario analysis.


CARNOW AUTO 2012-1: DBRS Assigns 'BB' Rating on Class D Notes
-------------------------------------------------------------
DBRS, Inc. has assigned final ratings to the following classes
issued by CarNow Auto Receivables Trust 2012-1:

- Series 2012-1 Notes, Class A rated AA (sf)
- Series 2012-1 Notes, Class B rated 'A' (sf)
- Series 2012-1 Notes, Class C rated BBB (sf)
- Series 2012-1 Notes, Class D rated BB (sf)


CDC COMMERCIAL: Moody's Keeps 'Caa1' Rating on Cl. P Certificates
-----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of two classes and
affirmed 11 classes of CDC Commercial Mortgage Trust, Commercial
Mortgage Pass-Thru Certificates, Series 2002-FX1 as follows:

Cl. C, Affirmed at Aaa (sf); previously on Nov 11, 2005 Upgraded
to Aaa (sf)

Cl. D, Affirmed at Aaa (sf); previously on Nov 11, 2005 Upgraded
to Aaa (sf)

Cl. E, Affirmed at Aaa (sf); previously on Apr 18, 2007 Upgraded
to Aaa (sf)

Cl. F, Affirmed at Aaa (sf); previously on May 14, 2008 Upgraded
to Aaa (sf)

Cl. G, Affirmed at Aaa (sf); previously on Dec 2, 2010 Upgraded to
Aaa (sf)

Cl. H, Affirmed at Aaa (sf); previously on Jun 24, 2011 Upgraded
to Aaa (sf)

Cl. J, Upgraded to Aa2 (sf); previously on Jun 24, 2011 Upgraded
to Aa3 (sf)

Cl. K, Upgraded to Baa1 (sf); previously on Jun 24, 2011 Upgraded
to Baa2 (sf)

Cl. L, Affirmed at Ba3 (sf); previously on Jun 27, 2002 Definitive
Rating Assigned Ba3 (sf)

Cl. M, Affirmed at B1 (sf); previously on Jun 27, 2002 Definitive
Rating Assigned B1 (sf)

Cl. N, Affirmed at B2 (sf); previously on Jun 27, 2002 Definitive
Rating Assigned B2 (sf)

Cl. P, Affirmed at Caa1 (sf); previously on Dec 2, 2010 Downgraded
to Caa1 (sf)

Cl. X-CL, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

Ratings Rationale

The upgrades are due to the benefits of amortization and loan pay
offs increasing credit support. The affirmations of the principal
classes are due to key parameters, including Moody's loan to value
(LTV) ratio, Moody's stressed DSCR and the Herfindahl Index
(Herf), remaining within acceptable ranges. Based on Moody's
current base expected loss, the credit enhancement levels for the
affirmed classes are sufficient to maintain their current ratings.

The rating of the IO Class, Class X-CL, is consistent with the
expected credit performance of its reference classes and thus is
affirmed.

Moody's rating action reflects a cumulative base expected loss of
5.0% of the current balance compared to 5.8% at last review.
Moody's provides a current list of base expected losses for
conduit and fusion CMBS transactions on moodys.com at:

   http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term. From time to
time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review. Even so, deviation from the expected range will not
necessarily result in a rating action. There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment and commercial real
estate property markets. While commercial real estate property
values are beginning to move in a positive direction along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. Across all property sectors, the availability of debt
capital continues to improve with increased securitization
activity of commercial real estate loans supported by a monetary
policy of low interest rates. Moody's central global macroeconomic
scenario reflects healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, ongoing and policy-induced banking sector deleveraging
leading to a tightening of bank lending standards and credit
contraction, financial market turmoil continuing to negatively
impact consumer and business confidence, persistently high
unemployment levels, and weak housing markets, any or all of which
will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, "Moody's Approach to Rating CMBS Large Loan/Single Borrower
Transactions" published in July 2000 and "Moody's Approach to
Rating Structured Finance Interest-Only Securities" published in
February 2012.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a pay down analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
underlying rating of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and the IO type corresponding to an IO type as
defined in the published methodology. The calculator then returns
a calculated IO rating based on both a target and mid-point. For
example, a target rating basis for a Baa3 (sf) rating is a 610
rating factor. The midpoint rating basis for a Baa3 (sf) rating is
775 (i.e. the simple average of a Baa3 (sf) rating factor of 610
and a Ba1 (sf) rating factor of 940). If the calculated IO rating
factor is 700, the CMBS IO calculator version 1.0 would provide
both a Baa3 (sf) and Ba1 (sf) IO indication for consideration by
the rating committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 3, the same as at last review.

In cases where the Herf falls below 20, Moody's employs the large
loan/single borrower methodology. This methodology uses the excel-
based Large Loan Model v 8.4. The large loan model derives credit
enhancement levels based on an aggregation of adjusted loan level
proceeds derived from Moody's loan level LTV ratios. Major
adjustments to determining proceeds include leverage, loan
structure, property type, and sponsorship. These aggregated
proceeds are then further adjusted for any pooling benefits
associated with loan level diversity, other concentrations and
correlations.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R)(Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated June 24, 2011.

DEAL PERFORMANCE

As of the April 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 81% to $123.4
million from $637.5 million at securitization. The Certificates
are collateralized by ten mortgage loans ranging in size from less
than 1% to 44% of the pool, with the top ten loans, excluding
defeasance, representing 81% of the pool. Three loans,
representing 19% of the pool, have defeased and are secured by
U.S. government securities. There are no loans with investment
grade credit estimates.

One loan, representing 3% of the pool, is on the master servicer's
watchlist. The watchlist includes loans which meet certain
portfolio review guidelines established as part of the CRE Finance
Council (CREFC) monthly reporting package. As part of its ongoing
monitoring of a transaction, Moody's reviews the watchlist to
assess which loans have material issues that could impact
performance.

Two loans have been liquidated from the pool since securitization
resulting in realized losses totaling $757,000 (average loss
severity of 13%). Two loans, representing 19% of the pool, are
currently in special servicing. The largest specially serviced
loan is the Marriott Islandia Loan ($22.7 million -- 10% of the
pool), which is secured by a 278-room full service hotel located
in Islandia (Suffolk County), New York. Property performance has
declined and the loan was transferred to special servicing October
2011 at the borrower's request. The loan has passed its
anticipated repayment date (ARD) of February 11, 2012 yet remains
current and is now paying interest at 7.99%. The borrower is
attempting to sell the asset to pay off the mortgage and the loan
is poised to return to the Master Servicer. Moody's has estimated
an aggregate $4.6 million loss (19% expected loss) for the two
specially serviced loans.

Moody's was provided with full year 2010 and partial year 2011
operating results for 100% of the performing pool. Excluding
specially serviced and troubled loans, Moody's weighted average
LTV is 80% compared to 78% at last full review. Moody's net cash
flow reflects a weighted average haircut of 11.9% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 10.0%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.18X and 1.37X, respectively, compared to
1.23X and 1.25X, respectively, at last full review. Moody's actual
DSCR is based on Moody's net cash flow (NCF) and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stressed rate applied to the loan balance.

The top three performing loans represent 57% of the pool balance.
The largest conduit loan is the Seattle Supermall Loan ($53.9
million -- 48% of the pool), which is secured by a 935,000 square
foot (SF) retail center located in Auburn, Washington. As of
December 2011, the property was 92% leased compared to 90% at last
review. While occupancy increased since last review, financial
performance declined due to lower revenue achievement and higher
operating expenses. Major tenants include Sam's Club and
Burlington Coat Factory. Moody's LTV and stressed DSCR are 84% and
1.29X, respectively, compared to 80% and 1.36X, at last review.

The second largest loan is the Village Marketplace Shopping Center
Loan ($8.4 million -- 6.8% of the pool), which is secured by a
129,000 SF grocery-anchored center located five miles southwest of
Richmond, Virginia. A 36,804 SF Food Lion Supermarket anchors this
center through March 2019. As of December 2011, the property was
84% leased compared to 80% at last review. Moody's LTV and
stressed DSCR are 81% and 1.30X, respectively, unchanged since
last review.

The third largest loan is the Huffman Shopping Center Loan ($8.1
million -- 6.6% of the pool), which is secured by an 88,069 SF
Carrs Store anchored retail center located in Anchorage, Alaska.
As of December 2011, the property was 98% leased compared to 100%
at last review. While occupancy declined slightly, financial
performance improved between 2010 and 2011. Moody's LTV and
stressed DSCR are 55% and 1.97X, respectively, compared to 61% and
1.76X at last review.


CEDAR FUNDING: S&P Gives 'BB' Rating on $13.3MM Class D Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to Cedar
Funding Ltd./Cedar Funding Corp.'s $320.7 million floating-rate
notes.

The note issuance is a collateralized loan obligation
securitization backed by a revolving pool consisting primarily of
broadly syndicated senior secured loans.

The ratings reflect S&P's view of:

  - The credit enhancement provided to the rated notes through the
    subordination of cash flows that are payable to the
    subordinated notes.

  - The transaction's credit enhancement, which is sufficient to
    withstand the defaults applicable for the supplemental tests
    (not counting excess spread), and cash flow structure, which
    can withstand the default rate projected by Standard & Poor's
    CDO Evaluator model, as assessed by Standard & Poor's using
    the assumptions and methods outlined in its corporate
    collateralized debt obligation (CDO) criteria.

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

  - The diversified collateral portfolio, which consists primarily
    of broadly syndicated speculative-grade senior secured term
    loans.

  - The portfolio manager's experienced management team.

  - S&P's projections regarding the timely interest and ultimate
    principal payments on the rated notes, which it assessed using
    its cash flow analysis and assumptions commensurate with the
    assigned ratings under various interest-rate scenarios,
    including LIBOR ranging from 0.34%-12.60%.

-  The transaction's overcollateralization and interest coverage
    tests, a failure of which will lead to the diversion of
    interest and principal proceeds to reduce the balance of the
    rated notes outstanding.

-  The transaction's interest diversion test, a failure of which
    will lead to the reclassification of excess interest proceeds
    that are available prior to paying uncapped administrative
    expenses and fees; portfolio manager incentive fees; and
    subordinated note payments into principal proceeds for the
    purchase of additional collateral assets during the
    reinvestment period.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com

RATINGS ASSIGNED
Cedar Funding Ltd./Cedar Funding Corp.

Class                 Rating            Amount
                                      (mil. $)
A-1                   AAA (sf)          227.50
A-2                   AA (sf)            39.65
B (deferrable)        A (sf)             24.50
C (deferrable)        BBB (sf)           15.75
D (deferrable)        BB (sf)            13.30
Subordinated notes    NR                 34.70

NR-Not rated.


CHASE COMMERCIAL 1997-2: Fitch Lifts Rating on I Secs. from BBsf
----------------------------------------------------------------
Fitch Ratings has upgraded two classes of Chase Commercial
Mortgage Securities Corp. (Chase CSMC), series 1997-2.

The rating upgrades are a result of paydown, defeasance, and
increased credit enhancement which is sufficient to offset low
future expected losses.  As of the May 2012 distribution date, the
pool's certificate balance has paid down 95.2% to $39.2 million
from $814 million at issuance.

There are nine of the original 169 loans remaining in the
transaction.  Five loans (75.9%) are defeased, including the
largest loan in the pool (43.6%) which became defeased in July
2011.  There are no specially serviced loans as of the May 2012
remittance report.  Fitch expects minimal losses to the remaining
pool balance.  Any incurred losses are expected to be absorbed by
the non-rated class J.

Fitch has identified one Loan of Concern; McKee Business Park
(1.5% of the pool balance).  The loan is secured by a 420,000
square foot (sf) industrial property located in Dover, DE.  The
property has experienced cash flow issues due to occupancy
declines.  The April 2012 rent roll reported occupancy at 26%,
representing a gradual decline from 53% at year-end (YE) 2008 .
The most recent debt service coverage ratio (DSCR) as of March
2012 was 0.80 times (x), down from 1.19x at YE 2011 and 1.63x at
YE 2010.  The loan remains current as of the May 2012 payment
date.  The fully amortizing loan is scheduled to mature in
November 2012.

Fitch stressed the cash flow of the remaining non-defeased loans
by applying a 5% reduction to 2011 or 2010 fiscal YE net operating
income.  Fitch also applied an adjusted market cap rate between
8.1% and 9.5% to determine value.

Similar to Fitch's prospective analysis of recent vintage CMBS,
the non-defeased loans also underwent a refinance test by applying
an 8% interest rate and 30-year amortization schedule based on the
stressed cash flow.  All four of the non-defeased loans are
considered to pay off at maturity and ,may refinance to a DSCR
above 1.25x.  The current weighted average DSCR for the five non-
defeased loans is 3.40x. Of the nine remaining loans in the pool,
eight (97.2%) are scheduled to mature in 2012, and one (2.8%) in
2013.

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

  -- $12.2 million class H to 'AAAsf' from 'AAsf'; Outlook Stable;
  -- $8.1 million class I to 'BBBsf' from 'BBsf'; Outlook Stable.

Fitch has also affirmed the following classes and Rating Outlooks:

  -- $11 million class F at 'AAAsf'; Outlook Stable;
  -- $6.1 million class G at 'AAAsf'; Outlook Stable.

Class J, which is not rated by Fitch, has been reduced to $4.7
million from $14.2 million at issuance due to realized losses.
Classes A-1, A-2, B, C, D, and E have paid in full.

Fitch previously withdrew the rating on the interest-only class X.


CITIGROUP COMM'L: Moody's Cuts Ratings on 2 Cert. Classes to 'C'
----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of six classes
and affirmed ten classes of Citigroup Commercial Mortgage Trust
2004-C1, Commercial Mortgage Pass-Through Certificates, Series
2004-C1 as follows:

Cl. A-3, Affirmed at Aaa (sf); previously on Jun 30, 2004
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Jun 30, 2004
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on Feb 1, 2007 Upgraded to
Aaa (sf)

Cl. C, Affirmed at Aa1 (sf); previously on Feb 1, 2007 Upgraded to
Aa1 (sf)

Cl. D, Affirmed at A1 (sf); previously on Feb 1, 2007 Upgraded to
A1 (sf)

Cl. E, Affirmed at A3 (sf); previously on Jun 30, 2004 Definitive
Rating Assigned A3 (sf)

Cl. F, Affirmed at Baa1 (sf); previously on Jun 30, 2004
Definitive Rating Assigned Baa1 (sf)

Cl. G, Affirmed at Baa3 (sf); previously on Jun 4, 2009 Downgraded
to Baa3 (sf)

Cl. H, Downgraded to Ba3 (sf); previously on Jun 4, 2009
Downgraded to Ba2 (sf)

Cl. J, Downgraded to B3 (sf); previously on Jun 4, 2009 Downgraded
to B1 (sf)

Cl. K, Downgraded to Caa2 (sf); previously on Oct 28, 2010
Downgraded to B3 (sf)

Cl. L, Downgraded to Ca (sf); previously on Oct 28, 2010
Downgraded to Caa3 (sf)

Cl. M, Downgraded to C (sf); previously on Oct 28, 2010 Downgraded
to Caa3 (sf)

Cl. N, Downgraded to C (sf); previously on Oct 28, 2010 Downgraded
to Ca (sf)

Cl. P, Affirmed at C (sf); previously on Oct 28, 2010 Downgraded
to C (sf)

Cl. X-1, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

RATINGS RATIONALE

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans.

The affirmations are due to key parameters, including Moody's loan
to value (LTV) ratio, Moody's stressed debt service coverage ratio
(DSCR) and the Herfindahl Index (Herf), remaining within
acceptable ranges. Based on Moody's current base expected loss,
the credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
4.4% of the current balance. At last full review, Moody's
cumulative base expected loss was 4.0%. Moody's provides a current
list of base expected losses for conduit and fusion CMBS
transactions on moodys.com at:

http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. From time to time, Moody's may, if warranted, change
these expectations. Performance that falls outside the given range
may indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment and commercial real
estate property markets. While commercial real estate property
values are beginning to move in a positive direction along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. Across all property sectors, the availability of debt
capital continues to improve with increased securitization
activity of commercial real estate loans supported by a monetary
policy of low interest rates. Moody's central global macroeconomic
scenario reflects healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, ongoing and policy-induced banking sector deleveraging
leading to a tightening of bank lending standards and credit
contraction, financial market turmoil continuing to negatively
impact consumer and business confidence, persistently high
unemployment levels, and weak housing markets, any or all of which
will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, and "Moody's Approach to Rating Structured Finance Interest-
Only Securities" published in February 2012.

Moody's review incorporated the use of the Excel-based CMBS
Conduit Model v 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
underlying rating of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type as defined in the published methodology.
The calculator then returns a calculated IO rating based on both a
target and mid-point. For example, a target rating basis for a
Baa3 (sf) rating is a 610 rating factor. The midpoint rating basis
for a Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3
(sf) rating factor of 610 and a Ba1 (sf) rating factor of 940). If
the calculated IO rating factor is 700, the CMBS IO calculator
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 25 compared to 26 at Moody's prior full review.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R)(Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated June 2, 2011.

DEAL PERFORMANCE

As of the April 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 30% to $831.79
million from $1.18 billion at securitization. The Certificates are
collateralized by 74 mortgage loans ranging in size from less than
1% to 10% of the pool, with the top ten loans representing 42% of
the pool. Nine loans, representing 16% of the pool, have defeased
and are collateralized with U.S. Government securities, compared
to 16% at last review.

Fifteen loans, representing 8% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Eight loans have been liquidated from the pool since
securitization, resulting in an aggregate $11.9 million loss (34%
loss severity on average). Currently four loans, representing 4%
of the pool, are in special servicing. The master servicer has
recognized an aggregate $8.3 million appraisal reduction for the
specially serviced loans. Moody's has estimated an aggregate loss
of $16.7 million (51% expected loss on average) for all of the
specially serviced loans.

Moody's has assumed a high default probability for six poorly
performing loans representing 4% of the pool and has estimated a
$8.2 million loss (23% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2010 and partial year 2011
operating results for 99% and 95% of the performing pool,
respectively. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 88% compared to 89% at last full
review. Moody's net cash flow reflects a weighted average haircut
of 14% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.6%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.42X and 1.22X, respectively, compared to
1.44X and 1.20X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three conduit loans represent 22% of the pool. The largest
loan is the Yorktown Center Loan ($81.8 million - 9.8%), which is
secured by the borrower's interest in a 1.5 million square foot
(SF) regional mall located west of Chicago in Lombard, Illinois.
The collateral for this loan includes 620,000 SF of in-line space,
several outparcel buildings and an 84,000 SF strip shopping center
known as the Shops at Yorktown. The property was 91% leased as of
December 2011, compared to 86% at last review. Property
performance has declined since last review due to increased
expenses. Moody's LTV and stressed DSCR are 94% and 1.03X,
respectively, compared to 92% and 1.06X at last review.

The second largest loan is the Pecanland Mall Loan ($52.1 million
-- 6.3%), which is secured by a 947,000 SF enclosed regional mall
located in Monroe, Louisiana. Non-collateral anchors include
Dillard's, J.C. Penney, Sears and Belk. The collateral for the
loan includes 349,000 SF of in-line space and the junior anchor
space. The in-line space was 75% leased as of May 2012 compared to
77% at last review. Property performance has declined due to a
decrease in rental income and reimbursements. The loan sponsor is
an affiliate of General Growth Properties (GGP). The loan was
included in GGP's bankruptcy filing and the loan's maturity was
extended to 2014. Moody's LTV and stressed DSCR are 76% and 1.27X,
respectively, compared to 75% and 1.30X at last review.

The third largest loan is the Lake Shore Place Loan ($51.5 million
-- 6.2%), which is secured by a 489,066 SF office building located
in Chicago, Illinois. The largest tenants include Playboy
Enterprises (20% of the net rentable area (NRA); lease expiration
2022) and Northwestern Medical (13% of the NRA; lease expiration
2024). The property was 94% leased as of December 2011, compared
to 95% at last review. Performance has improved due to an increase
in rental income and reimbursements. Moody's LTV and stressed DSCR
are 74% and 1.39X, respectively, compared to 77% and 1.34X at last
review.


COMM 2004-RS1: S&P Cuts Ratings on 3 Classes to 'CCC-'; Off Watch
-----------------------------------------------------------------
"Standard & Poor's Ratings Services lowered its ratings on eight
classes from COMM 2004-RS1, a U.S. CMBS resecuritized real estate
mortgage investment conduit (re-REMIC) transaction and removed
them from CreditWatch with negative implications. At the same
time, we affirmed our ratings on eight other classes from the same
transaction and removed them from CreditWatch with negative
implications. We subsequently withdrew our ratings on two
interest-only classes, IO-1 and IO-2, based on our current
criteria," S&P said.

"The downgrades and affirmations reflect our analysis of the
transaction's liability structure and the credit characteristics
of the underlying collateral using our global collateralized debt
obligations (CDOs) of pooled structured finance assets criteria.
The downgrades also reflect results of the largest obligor default
test, part of the supplemental stress test. The largest obligor
default test assesses the ability of a rated CDO of pooled
structured finance liability tranche to withstand the default of a
minimum number of the largest credit or obligor exposures within
an asset pool, factoring in the underlying assets' credit
quality," S&P said.

"In addition, the downgrades reflect the transaction's exposure to
underlying CMBS and CRE CDO collateral that have experienced
negative rating actions. The downgraded collateral securities are
from four transactions and total $189.6 million (75.6% of the
total asset balance)," S&P said.

"The global CDOs of pooled structured finance assets criteria
include revisions to our assumptions on correlations, recovery
rates, and the collateral's default patterns and timings. The
criteria also include supplemental stress tests (largest obligor
default test and largest industry default test) in our analysis,"
S&P said.

According to the May 3, 2012, trustee report, COMM 2004-RS1 was
collateralized by 15 commercial mortgage-backed securities ($77.1
million, 30.7%) from 11 distinct transactions issued in either
2001 or 2004. The current assets also included six classes ($173.8
Million, 69.3%) of commercial real estate collateralized debt
obligation from Marquee 2004-1 Ltd. (not rated). COMM 2004-RS1 has
exposure to these securities that Standard & Poor's has lowered
the ratings or credit assessments:

    Marquee 2004-1 Ltd. (classes A1 through A6; $173.8 million,
    69.3%);

    LB-UBS Commercial Mortgage Trust 2004-C2 (class K; $6 million,
    2.4%);

    GE Commercial Mortgage Corp. series 2004-C3 (class H; $5
    million, 2%); and

    Banc of America Commercial Mortgage Inc. series 2004-3 (class
    H; $4.9 million, 1.9%).

Standard & Poor's will continue to review whether, in its view,
the ratings assigned to the notes remain consistent with the
credit enhancement available to support them and take rating
actions as it determines necessary.

           STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Report
included in this credit rating report is available at:

         http://standardandpoorsdisclosure-17g7.com

RATINGS LOWERED AND REMOVED FROM CREDITWATCH NEGATIVE

COMM 2004-RS1
                  Rating
Class     To                     From
A         BBB- (sf)              AA (sf)/Watch Neg
B-1       B- (sf)                A- (sf)/Watch Neg
B-2       B- (sf)                A- (sf)/Watch Neg
C         CCC+ (sf)              BBB+ (sf)/Watch Neg
D         CCC (sf)               BB+ (sf)/Watch Neg
E         CCC- (sf)              BB (sf)/Watch Neg
F         CCC- (sf)              B (sf)/Watch Neg
G         CCC- (sf)              CCC+ (sf)/Watch Neg

RATINGS AFFRIRMED AND REMOVED FROM CREDITWATCH NEGATIVE

COMM 2004-RS1
                  Rating
Class     To                     From
H         CCC- (sf)              CCC- (sf)/Watch Neg
J         CCC- (sf)              CCC- (sf)/Watch Neg
K         CCC- (sf)              CCC- (sf)/Watch Neg
L         CCC- (sf)              CCC- (sf)/Watch Neg
M         CCC- (sf)              CCC- (sf)/Watch Neg
N         CCC- (sf)              CCC- (sf)/Watch Neg

RATINGS AFFIRMED, REMOVED FROM CREDITWATCH NEGATIVE, AND WITHDRAWN

COMM 2004-RS1
                  Rating
Class     To      Interim        From
IO-1      NR      AAA (sf)       AAA (sf)/Watch Neg
IO-2      NR      AAA (sf)       AAA (sf)/Watch Neg


COMMERCIAL MORTGAGE 2007-CD4: Moody's Cuts C Cert. Rating to Caa3
-----------------------------------------------------------------
Moody's downgraded the ratings of seven classes, affirmed one
class and affirmed 16 classes of CD 2007-CD4 Commercial Mortgage
Trust Commercial Mortgage Pass-Through Certificates, Series 2007-
CD4 as follows:

Cl. A-2B, Affirmed at Aaa (sf); previously on Apr 10, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Apr 10, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-SB, Affirmed at Aaa (sf); previously on Apr 10, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Downgraded to Aa3 (sf); previously on Feb 16, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. A-1A, Downgraded to Aa3 (sf); previously on Feb 16, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. A-MFX, Downgraded to Baa3 (sf); previously on Feb 16, 2012 A1
(sf) Placed Under Review for Possible Downgrade

Cl. A-MFL, Downgraded to Baa3 (sf); previously on Feb 16, 2012 A1
(sf) Placed Under Review for Possible Downgrade

Cl. A-J, Downgraded to Caa1 (sf); previously on Feb 16, 2012 B1
(sf) Placed Under Review for Possible Downgrade

Cl. B, Downgraded to Caa2 (sf); previously on Feb 16, 2012 B3 (sf)
Placed Under Review for Possible Downgrade

Cl. C, Downgraded to Caa3 (sf); previously on Feb 16, 2012 Caa2
(sf) Placed Under Review for Possible Downgrade

Cl. D, Confirmed at Ca (sf); previously on Feb 16, 2012 Ca (sf)
Placed Under Review for Possible Downgrade

Cl. E, Affirmed at C (sf); previously on Feb 24, 2011 Downgraded
to C (sf)

Cl. F, Affirmed at C (sf); previously on Feb 24, 2011 Downgraded
to C (sf)

Cl. G, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. H, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. J, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. K, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. L, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. M, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. N, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. O, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. P, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. Q, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. XC, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. XP, Affirmed at Aaa (sf); previously on Apr 10, 2007
Definitive Rating Assigned Aaa (sf)

Cl. XW, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Ratings Rationale

The downgrades are due to higher than expected losses from
troubled loans and loans in special servicing.

The confirmation and affirmations are due to key parameters,
including Moody's loan to value (LTV) ratio, Moody's stressed debt
service coverage ratio (DSCR) and the Herfindahl Index (Herf),
remaining within acceptable ranges. Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
16% of the current balance. At last review, Moody's cumulative
base expected loss was 13%. Moody's provides a current list of
base expected losses for conduit and fusion CMBS transactions on
moodys.com at:

   http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. From time to time, Moody's may, if warranted, change
these expectations. Performance that falls outside the given range
may indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in growth.

The methodologies used in this rating were "Moody's Approach to
Rating Fusion U.S. CMBS Transactions" published in April 2005, and
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

Moody's review also incorporated the CMBS IO calculator version
1.0, which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point . For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator ver1.0
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 52 compared to 48 at Moody's prior review.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R) (Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated February 24, 2011.

DEAL PERFORMANCE

As of the February 13, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 11% to $5.8 billion
from $6.6 billion at securitization. The Certificates are
collateralized by 359 mortgage loans ranging in size from less
than 1% to 6% of the pool, with the top ten loans representing 29%
of the pool. The pool contains one loan with an investment grade
credit estimate, representing 6% of the pool.

Eighty-nine loans, representing 20% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Eight loans have been liquidated from the pool, resulting in a
realized loss of $29.5 million (90% loss severity overall)
compared to $3.3 million at last review. Currently 49 loans,
representing 21% of the pool, are in special servicing. The
largest specially serviced loan is the Riverton Apartments Loan
($225 million -- 4% of the pool), which is secured by a 1230 unit
class B rent stabilized housing project in Harlem, New York. The
loan was transferred to special servicing in August 2008 due to
monetary default and is now REO.

The remaining 48 specially serviced properties are secured by a
mix of property types. Moody's estimates an aggregate $713 million
loss for the specially serviced loans (57% expected loss on
average).

Moody's has assumed a high default probability for 37 poorly
performing loans representing 5% of the pool and has estimated an
aggregate $74 million loss (23% expected loss based on a 53%
probability default) from these troubled loans.

Moody's was provided with full year 2010 operating results for 83%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 111% compared to 108% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 11% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 9.0%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.41X and 0.96X, respectively, compared to
1.39X and 0.94X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The lloan with a credit estimate is the Ala Moana Portfolio ($348
million -- 5.9%), which represents a pari passu interest in a $1.3
billion loan. The loan is secured by a 2 million square foot mixed
use retail and office property located in Honolulu, Hawaii. The
loan sponsor is General Growth Properties (GGP). The property had
been included in GGP's bankruptcy filing. The bankruptcy plan
resulted in a loan modification which included a loan extension to
June 2018 from September 2011 and amortization based on a 25 year-
year schedule commencing February 1, 2010. The loan is expected to
secure refinancing and pay off in full within the next month.
Moody's current credit estimate and stressed DSCR are A1 and
1.28X, respectively, compared to A3 and 1.31X at last review.

The top three performing conduit loans represent 13% of the pool
balance. The largest loan is the Mall of America Loan ($306
million -- 5%), which represents a pari passu interest in a $775
million loan. The loan is secured by a 2.8 million square foot
regional mall/entertainment center located in Bloomington,
Minnesota. The mall is anchored by Macy's, Bloomingdales,
Nordstrom and Sears, as well as a variety of entertainment venues.
The property was 91% leased as of September 2011, which is in line
with last review. Moody's LTV and stressed DSCR are 88% and 0.95X,
respectively, compared to 89% and 0.94X at last review.

The second largest loan is the One World Financial center Loan
($257 million -- 4%), which represents the pooled portion of a
$297.5 million first mortgage loan. The junior portion of the loan
is held within the trust and secures the non-pooled, or rake,
Classes WFC-1, WFC-2, WFC-3 and WFC-X. The loan is secured by a
1.6 million square foot office building located in the Battery
Park office submarket of Manhattan. The property was 100% leased
as of December 2011, similar to last review. The property's
largest tenant is Cadwalder, Wickersham & Taft, which leases 35%
of the NRA through January 2025. The loan sponsor is Brookfield
Financial Properties, LP. The loan is interest only for its entire
ten-year term. Moody's LTV and stressed DSCR are 91% and 0.98X,
respectively, compared to 101% and 0.88X at last review.

The third largest loan is the Four Seasons Maui A-Note ($205
million -- 3.5%), which represents a pari passu interest in a $425
million loan. The loan is secured by 380 room luxury resort
located along the shoreline of southeastern Maui and benefits from
high barriers to entry due to lack of developable land. At last
review the loan was in special servicing. The loan was modified in
June 2011 with a $10 million equity infusion from the borrower, a
five year loan extension, as well as a A/B note split into a $350
million A note and a $75 million B note. The portfolio's
performance has improved since last review, due to an overall
increase in occupancy, ADR and RevPAR. Moody's LTV and stressed
DSCR are 152% and 0.73X, respectively, compared to 280% and 0.4X
at last review.


COMMERCIAL MORTGAGE 2012-GCJ7: DBRS Rates Class F Certs. 'B(sf)'
----------------------------------------------------------------
DBRS has assigned provisional ratings to the following classes of
Commercial Mortgage Pass-Through Certificates, Series 2012-GCJ7 to
be issued by GSMS 2012-GCJ7 Mortgage Trust.  The trends are
Stable.

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

The collateral consists of 79 fixed-rate loans secured by 175
multifamily properties, mobile home parks and commercial
properties. The portfolio has a balance of $1,623,228,182.  The
pool consists of relatively low-leverage financing, with a DBRS
weighted-average term debt service coverage ratio (DSCR) and debt
yield of 1.40 times (x) and 10.0%, respectively.  The pool is well
diversified by property type in comparison to other recent
securitizations with retail, office and industrial properties each
representing nearly 25.0% of the pool, and representing a combined
total of 70.7% of the pool.  Additionally, there are 11 portfolios
in the transaction, representing 18.4% of the pool.

The pool has 27 loans, representing 18.5% of the pool, secured by
non-traditional property types (hotels, MHC, self-storage,
military housing and student housing).  The additional risk
brought on my non-traditional property types is mitigated by the
fact that these loans feature stronger credit statistics than the
overall pool, with an average DBRS Refi DSCR and Exit Debt Yield
of 1.26x and 12.2%, respectively.  Loans secured by hotel
properties represent 39.8% of the non-traditional property
exposure, and these loans were generally underwritten to recent
performance levels which include periods from the most recent
downturn within the hotel industry.  A relatively high percentage
of properties from the DBRS sample were classified as Below
Average (10.3% of the Sample) or Poor (8.0% of the Sample), well
above the respective figures for other recently rated DBRS conduit
transactions.  Properties with Below Average Quality would likely
have more difficulty attracting and maintaining tenants at market
rates than newer, more attractive competition.  These loans were
modeled with higher PODs to account for the increased risk with
these assets.  DBRS models each loan individually, however, it's
worth noting that the pool benefits from a reasonable number of
properties DBRS considers to be Excellent or Above Average
property quality, representing a combined 16.4% of the pool.

The ratings assigned to the Certificates by DBRS are based
exclusively on the credit provided by the transaction structure
and underlying trust assets.  All classes will be subject to
ongoing surveillance which could result in upgrades or downgrades
by DBRS after the date of issuance.

Finalization of ratings is contingent upon receipt of final
documents conforming to information already received.


CORTS TRUST: Moody's Upgrades Rating on 7.4% Certs. From 'Ba2'
--------------------------------------------------------------
Moody's Investors Service has upgraded the rating of the following
certificates issued by CorTS Trust for Ford Debentures:

U.S.$300,000,000 7.40% Corporate-Backed Trust Securities (CorTS)
Certificates, Upgraded to Baa3; previously on October 28, 2011
Upgraded to Ba2

Ratings Rationale

The transaction is a structured note whose rating is based on the
rating of the Underlying Securities and the legal structure of the
transaction. Today's rating action is a result of the change of
the rating of the Underlying Securities which are the 7.40%
Debentures due November 1, 2046 issued by Ford Motor Company,
which were upgraded to Baa3 by Moody's on May 22, 2012.

The principal methodology used in this rating was "Moody's
Approach to Rating Repackaged Securities" published in April 2010.

Moody's conducted no additional cash flow analysis or stress
scenarios because the ratings are a pass-through of the rating of
the underlying entity.


CREDIT AGRICOLE: S&P Lowers Rating on Notes From 'CCC-' to 'D'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D(sf)'
from 'CCC-(sf)' on the notes from Credit Agricole CIB Finance
(Guernsey) Ltd., a synthetic collateralized debt obligation (CDO)
transaction.

"The downgrade follows a number of credit events within the
transaction's underlying portfolio, which references a pool of
corporate credits denominated in Swedish Krona. These credit
events have resulted in losses that have caused the notes to incur
partial principal losses," S&P said.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111618.pdf


CREDIT SUISSE: Moody's Cuts Ratings on Three Tranches to 'Caa3'
---------------------------------------------------------------
Moody's Investors Service has upgraded five tranches, downgraded
67 tranches, and confirmed the ratings on 46 tranches from 18 RMBS
transactions issued by Credit Suisse First Boston Mortgage Corp.
The collateral backing these deals primarily consists of first-
lien, fixed and adjustable-rate Jumbo residential mortgages. The
actions impact approximately $447.2 million of RMBS issued from
2002 to 2004.

Complete rating actions are as follows:

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2002-26

Cl. III-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. III-M-2, Downgraded to A1 (sf); previously on Oct 24, 2006
Upgraded to Aa2 (sf)

Cl. IV-A-1, Downgraded to Aa2 (sf); previously on Oct 24, 2002
Assigned Aaa (sf)

Cl. IV-P, Downgraded to Aa1 (sf); previously on Oct 24, 2002
Assigned Aaa (sf)

Cl. IV-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. IV-B-1, Downgraded to A3 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. IV-B-2, Downgraded to Baa3 (sf); previously on Jan 31, 2012
Aa2 (sf) Placed Under Review for Possible Downgrade

Cl. IV-B-3, Downgraded to Caa3 (sf); previously on Jan 31, 2012 B2
(sf) Placed Under Review for Possible Downgrade

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2002-34

Cl. I-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. A-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. D-B-1, Confirmed at A3 (sf); previously on Jan 31, 2012 A3
(sf) Placed Under Review for Possible Upgrade

Cl. III-A-4, Withdrawn (sf); previously on Jan 24, 2003 Assigned
Aaa (sf)

Cl. III-A-8, Withdrawn (sf); previously on Jan 24, 2003 Assigned
Aaa (sf)

Cl. III-A-9, Withdrawn (sf); previously on Jan 24, 2003 Assigned
Aaa (sf)

Cl. III-A-14, Withdrawn (sf); previously on Jan 24, 2003 Assigned
Aaa (sf)

Cl. III-P, Withdrawn (sf); previously on Jan 24, 2003 Assigned Aaa
(sf)

Cl. IV-A-1, Withdrawn (sf); previously on Jan 24, 2003 Assigned
Aaa (sf)

Cl. IV-X, Withdrawn (sf); previously on Feb 22, 2012 Downgraded to
Ba3 (sf) and Placed Under Review for Possible Downgrade

Cl. IV-P, Withdrawn (sf); previously on Jan 24, 2003 Assigned Aaa
(sf)

Cl. C-B-1, Withdrawn (sf); previously on Jan 7, 2005 Upgraded to
Aaa (sf)

Cl. C-B-2, Withdrawn (sf); previously on Jan 7, 2005 Upgraded to
Aa2 (sf)

Cl. C-B-3, Withdrawn (sf); previously on Jan 31, 2012 Baa1 (sf)
Placed Under Review for Possible Upgrade

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2002-5

Cl. IV-B-1, Upgraded to Ba2 (sf); previously on Jan 31, 2012 B1
(sf) Placed Under Review for Possible Upgrade

Cl. IV-B-2, Confirmed at C (sf); previously on Jan 31, 2012 C (sf)
Placed Under Review for Possible Upgrade

Cl. IV-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2003-1

Cl. I-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. A-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. D-B-1, Downgraded to Aa3 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. D-B-2, Confirmed at Ba1 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. III-B-1, Confirmed at A1 (sf); previously on Jan 31, 2012 A1
(sf) Placed Under Review for Possible Downgrade

Cl. III-B-2, Confirmed at Ba2 (sf); previously on Jan 31, 2012 Ba2
(sf) Placed Under Review for Possible Downgrade

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2003-10

Cl. I-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. II-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. III-A-11, Confirmed at Aaa (sf); previously on Jan 31, 2012
Aaa (sf) Placed Under Review for Possible Downgrade

Cl. III-A-12, Confirmed at Aaa (sf); previously on Jan 31, 2012
Aaa (sf) Placed Under Review for Possible Downgrade

Cl. III-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. IV-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2003-11

Cl. I-A-4, Downgraded to Aa2 (sf); previously on Jun 30, 2003
Assigned Aaa (sf)

Cl. I-A-5, Downgraded to Aa2 (sf); previously on Jun 30, 2003
Assigned Aaa (sf)

Cl. I-A-6, Downgraded to Aa2 (sf); previously on Jun 30, 2003
Assigned Aaa (sf)

Cl. I-A-31, Downgraded to Aa2 (sf); previously on Jun 30, 2003
Assigned Aaa (sf)

Cl. I-A-32, Downgraded to Aa2 (sf); previously on Jun 30, 2003
Assigned Aaa (sf)

Cl. I-A-39, Downgraded to Aa2 (sf); previously on Jun 30, 2003
Assigned Aaa (sf)

Cl. I-A-40, Downgraded to Aa2 (sf); previously on Jun 30, 2003
Assigned Aaa (sf)

Cl. I-P, Downgraded to Aa2 (sf); previously on Jun 30, 2003
Assigned Aaa (sf)

Cl. I-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. I-B-2, Downgraded to Baa2 (sf); previously on Jan 31, 2012 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. I-B-3, Downgraded to Ba3 (sf); previously on Jan 31, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. I-B-4, Downgraded to Caa1 (sf); previously on Jan 31, 2012
Baa2 (sf) Placed Under Review for Possible Downgrade

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2003-19

Cl. I-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. II-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. C-B-2, Downgraded to Caa2 (sf); previously on Jan 31, 2012 B2
(sf) Placed Under Review for Possible Downgrade

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2003-25

Cl. I-A-4, Downgraded to Aa3 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. I-A-7, Downgraded to A1 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. I-A-8, Downgraded to Aa3 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. I-A-9, Downgraded to Aa3 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. I-A-11, Downgraded to Aa3 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. I-P, Downgraded to Aa3 (sf); previously on Apr 29, 2011
Confirmed at Aaa (sf)

Cl. I-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. C-B-3, Downgraded to Caa3 (sf); previously on Jan 31, 2012 B1
(sf) Placed Under Review for Possible Downgrade

Cl. C-B-4, Downgraded to C (sf); previously on Jan 31, 2012 Caa2
(sf) Placed Under Review for Possible Downgrade

Cl. II-A-1, Downgraded to Aa2 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. II-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2003-7

Cl. I-B-2, Downgraded to Aa2 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. I-B-3, Downgraded to A3 (sf); previously on Jan 31, 2012 A1
(sf) Placed Under Review for Possible Downgrade

Cl. I-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2003-AR12

Cl. I-A-2, Confirmed at B1 (sf); previously on Jan 31, 2012 B1
(sf) Placed Under Review for Possible Upgrade

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2003-AR15

Cl. III-A-1, Confirmed at Baa2 (sf); previously on Jan 31, 2012
Baa2 (sf) Placed Under Review for Possible Downgrade

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2003-AR18

Cl. I-A-1, Confirmed at Baa2 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Upgrade

Cl. II-A-1, Confirmed at Baa2 (sf); previously on Jan 31, 2012
Baa2 (sf) Placed Under Review for Possible Upgrade

Cl. II-A-2, Confirmed at Baa2 (sf); previously on Jan 31, 2012
Baa2 (sf) Placed Under Review for Possible Upgrade

Cl. II-A-3, Confirmed at Baa2 (sf); previously on Jan 31, 2012
Baa2 (sf) Placed Under Review for Possible Upgrade

Cl. II-A-4, Confirmed at Ba2 (sf); previously on Jan 31, 2012 Ba2
(sf) Placed Under Review for Possible Upgrade

Cl. III-A-1, Confirmed at Baa2 (sf); previously on Jan 31, 2012
Baa2 (sf) Placed Under Review for Possible Upgrade

Cl. IV-M-3, Downgraded to Caa1 (sf); previously on Apr 29, 2011
Downgraded to B2 (sf)

Cl. C-B-1, Confirmed at B1 (sf); previously on Jan 31, 2012 B1
(sf) Placed Under Review for Possible Upgrade

Cl. C-B-2, Downgraded to Ca (sf); previously on Apr 29, 2011
Downgraded to Caa3 (sf)

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2003-AR2

Cl. I-A-1, Downgraded to Baa3 (sf); previously on Jan 31, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. II-A-1, Downgraded to Baa2 (sf); previously on Jan 31, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. III-A-1, Downgraded to Baa2 (sf); previously on Jan 31, 2012
A3 (sf) Placed Under Review for Possible Downgrade

Cl. IV-A-1, Downgraded to Baa2 (sf); previously on Jan 31, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. V-A-1, Downgraded to Ba3 (sf); previously on Mar 18, 2011
Downgraded to Ba1 (sf)

Cl. C-B-1, Downgraded to Caa1 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2003-AR20

Cl. I-A-1, Confirmed at A1 (sf); previously on Jan 31, 2012 A1
(sf) Placed Under Review for Possible Downgrade

Cl. II-A-2, Confirmed at A1 (sf); previously on Jan 31, 2012 A1
(sf) Placed Under Review for Possible Downgrade

Cl. II-A-3, Confirmed at A2 (sf); previously on Jan 31, 2012 A2
(sf) Placed Under Review for Possible Downgrade

Cl. II-A-4, Confirmed at A1 (sf); previously on Jan 31, 2012 A1
(sf) Placed Under Review for Possible Downgrade

Cl. III-A-1, Confirmed at A1 (sf); previously on Jan 31, 2012 A1
(sf) Placed Under Review for Possible Downgrade

Cl. C-B-1, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. C-B-2, Downgraded to Caa3 (sf); previously on Jan 31, 2012 B2
(sf) Placed Under Review for Possible Downgrade

Cl. C-B-3, Downgraded to C (sf); previously on Apr 29, 2011
Downgraded to Ca (sf)

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2003-AR24

Cl. I-A-1, Confirmed at Baa1 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. II-A-4, Confirmed at Baa1 (sf); previously on Jan 31, 2012
Baa1 (sf) Placed Under Review for Possible Downgrade

Cl. III-A-1, Confirmed at Baa1 (sf); previously on Jan 31, 2012
Baa1 (sf) Placed Under Review for Possible Downgrade

Cl. IV-A-1, Confirmed at A3 (sf); previously on Jan 31, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. V-A-1, Confirmed at Baa2 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. C-B-1, Downgraded to Caa2 (sf); previously on Jan 31, 2012 B3
(sf) Placed Under Review for Possible Downgrade

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2003-AR30

Cl. C-B-1, Downgraded to Caa1 (sf); previously on Jan 31, 2012 B1
(sf) Placed Under Review for Possible Downgrade

Cl. C-B-2, Downgraded to Ca (sf); previously on Apr 29, 2011
Downgraded to Caa3 (sf)

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2004-4

Cl. I-A-4, Downgraded to B1 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. I-A-5, Downgraded to B2 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. I-A-6, Downgraded to B1 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. I-A-7, Downgraded to B3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. I-A-11, Upgraded to A1 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Upgrade

Cl. I-A-12, Upgraded to Baa1 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. I-A-13, Downgraded to Ba1 (sf); previously on Mar 18, 2011
Downgraded to Baa3 (sf)

Cl. I-A-14, Upgraded to A1 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Upgrade

Cl. I-A-15, Upgraded to A1 (sf); previously on Feb 22, 2012 Baa2
(sf) Placed Under Review for Possible Upgrade

Cl. I-X, Downgraded to B2 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. II-A-4, Downgraded to Aa2 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. II-A-6, Downgraded to Aa3 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. II-A-7, Downgraded to A1 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. II-A-9, Downgraded to A2 (sf); previously on Jan 31, 2012 Aa1
(sf) Placed Under Review for Possible Downgrade

Cl. II-A-10, Downgraded to Aa2 (sf); previously on Jan 31, 2012
Aaa (sf) Placed Under Review for Possible Downgrade

Cl. II-A-11, Downgraded to A1 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. III-A-4, Downgraded to A2 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. III-A-7, Downgraded to A3 (sf); previously on Jan 31, 2012 Aa1
(sf) Placed Under Review for Possible Downgrade

Cl. III-A-10, Downgraded to Aa3 (sf); previously on Jan 31, 2012
Aaa (sf) Placed Under Review for Possible Downgrade

Cl. III-A-11, Downgraded to A3 (sf); previously on Jan 31, 2012
Aaa (sf) Placed Under Review for Possible Downgrade

Cl. V-A-1, Downgraded to A1 (sf); previously on Jan 31, 2012 Aa2
(sf) Placed Under Review for Possible Downgrade

Cl. V-A-2, Downgraded to A3 (sf); previously on Jan 31, 2012 A2
(sf) Placed Under Review for Possible Downgrade

Cl. V-A-3, Downgraded to A1 (sf); previously on Jan 31, 2012 Aa2
(sf) Placed Under Review for Possible Downgrade

Cl. V-A-4, Downgraded to A1 (sf); previously on Feb 22, 2012 Aa2
(sf) Placed Under Review for Possible Downgrade

Cl. D-B-2, Downgraded to Caa1 (sf); previously on Jan 31, 2012 B2
(sf) Placed Under Review for Possible Downgrade

Cl. D-B-3, Downgraded to Ca (sf); previously on Jan 31, 2012 Caa2
(sf) Placed Under Review for Possible Downgrade

Cl. D-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. A-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. A-P, Downgraded to B1 (sf); previously on Mar 18, 2011
Downgraded to Baa3 (sf)

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2004-AR2

Cl. VI-M-1, Downgraded to Baa1 (sf); previously on Jan 31, 2012
Aa2 (sf) Placed Under Review for Possible Downgrade

RATINGS RATIONALE

The actions are a result of the recent performance review of Prime
pools originated before 2005 and reflect Moody's updated loss
expectations on these pools. Furthermore, tranches from the
following transactions:

CSFB Mortgage-Backed Pass-Through Certificates, Series 2003-10

CSFB Mortgage-Backed Pass-Through Certificates, Series 2003-AR15

CSFB Mortgage-Backed Pass-Through Certificates, Series 2003-AR20

CSFB Mortgage-Backed Pass-Through Certificates, Series 2003-AR24

had been erroneously placed on watch in January 2012 due to cash-
flow modeling inconsistencies. The Pooling and Servicing
Agreements for these deals allow for collateral parity check to
include the modification losses; however, the modeling used in the
January action as to the allocation of modification losses was not
coded consistently across all deals from the issuer. This has been
corrected and the actions reflect this change.

The methodologies used in these ratings were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "Pre-2005 US RMBS Surveillance Methodology"
published in January 2012.

The methodology used in rating Interest-Only Securities was
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012.

The rating action consists of a number of upgrades as well as
downgrades. The upgrades are due to significant improvement in
collateral performance, and rapid build-up in credit enhancement
due to high prepayments.

The downgrades are a result of deteriorating performance and
structural features resulting in higher expected losses for
certain bonds than previously anticipated. For e.g., for shifting
interest structures, back-ended liquidations could expose the
seniors to tail-end losses. The subordinate bonds in the majority
of these deals are currently receiving 100% of their principal
payments, and thereby depleting the dollar enhancement available
to the senior bonds. In its current approach, Moody's captures
this risk by running each individual pool through a variety of
loss and prepayment scenarios in the Structured Finance
Workstation(R)(SFW), the cash flow model developed by Moody's Wall
Street Analytics. This individual pool level analysis incorporates
performance variances across the different pools and the
structural nuances of the transaction.

The above mentioned approach "Pre-2005 US RMBS Surveillance
Methodology" is adjusted slightly when estimating losses on pools
left with a small number of loans to account for the volatile
nature of small pools. Even if a few loans in a small pool become
delinquent, there could be a large increase in the overall pool
delinquency level due to the concentration risk. To project losses
on pools with fewer than 100 loans, Moody's first estimates a
"baseline" average rate of new delinquencies for the pool that is
set at 3% for Jumbo and which is typically higher than the average
rate of new delinquencies for larger pools.

Once the baseline rate is set, further adjustments are made based
on 1) the number of loans remaining in the pool and 2) the level
of current delinquencies in the pool. The fewer the number of
loans remaining in the pool, the higher the volatility in
performance. Once the loan count in a pool falls below 75, the
rate of delinquency is increased by 1% for every loan less than
75. For example, for a pool with 74 loans, the adjusted rate of
new delinquency would be 3.03%. In addition, if current
delinquency levels in a small pool is low, future delinquencies
are expected to reflect this trend. To account for that, the rate
calculated above is multiplied by a factor ranging from 0.75 to
2.5 for current delinquencies ranging from less than 2.5% to
greater than 10% respectively. Delinquencies for subsequent years
and ultimate expected losses are projected using the approach
described in the methodology publication listed above.

When assigning the final ratings to senior bonds, in addition to
the methodologies described above, Moody's considered the
volatility of the projected losses and timeline of the expected
defaults. For bonds backed by small pools, Moody's also considered
the current pipeline composition as well as any specific loss
allocation rules that could preserve or deplete the
overcollateralization available for the senior bonds at different
pace.

The above methodology only applies to pools with at least 40 loans
and a pool factor of greater than 5%. Moody's may withdraw its
rating when the pool factor drops below 5% and the number of loans
in the pool declines to 40 loans or lower unless specific
structural features allow for a monitoring of the transaction
(such as a credit enhancement floor).

Moody's has withdrawn the rating of CSFB Mortgage-Backed Pass-
Through Certificates, Series 2002-34 backed by colleral from pool
3 and pool 4 pursuant to published rating methodologies that allow
for the withdrawal of the rating if the size of the underlying
collateral pool at the time of the withdrawal has fallen below a
specified level.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Moody's
Macroeconomic Board and Moody's Analytics (MA) still expect a
below-trend growth for the US economy for 2012, with the
unemployment rate remaining high between 8% to 9% and home prices
dropping another 2-3% from the levels seen in 1Q 2011.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF284743

A list of updated estimated pool losses, sensitivity analysis, and
tranche recovery details is being posted on an ongoing basis for
the duration of this review period and may be found at:

http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF243269


CREDIT SUISSE 2001-CF2: Fitch Cuts Rating on $16.4MM Secs. to CCC
-----------------------------------------------------------------
Fitch Ratings has downgraded two and affirmed eight classes of
Credit Suisse First Boston Mortgage Securities Corp., series 2001-
CF2 (CSFB 2001-CF2).

The downgrades reflect an increase in Fitch-modeled losses across
the pool due to further deterioration of loan performance, most of
which involves increased losses on the specially serviced loans.
Fitch modeled losses of 35.9% of the remaining pool.  Modeled
losses of the original pool are at 6.9%, including losses already
incurred to date.

The pool has become extremely concentrated, with only 20 loans
remaining.  As of the May 2012 distribution date, the pool's
certificate balance has been reduced by 90.3% (to $109.2 million
from $1.13 billion at issuance).  Of this amount, 87.1% was due to
paydowns and 3.3% was due to realized losses. Interest shortfalls
totaling $7.2 million are currently affecting classes J through O.

Fitch has identified 14 Loans of Concern (85.6%), 11 of which are
specially-serviced (60.3%). Fitch expects the losses associated
with the specially-serviced loans to impact classes J, K, and L.

The largest contributor to modeled losses is a loan secured by a
147,194 square foot (sf) office building located in Riverside, CA.
As of December 2011, the property was 63.9% occupied, down from
100% at issuance.  In 2010, the sole tenant at the property
reduced its space by 36.1% of the net rentable area (NRA) when it
renewed its lease.  At the time of lease renewal, the tenant
extended its lease on the remaining space until 2016, its base
rent was reduced, and it was given rent abatement.

Year-end (YE) 2011 debt service coverage ratio (DSCR), on a net
operating income (NOI) basis, was 0.52 times (x), down from 1.33x
and 1.41x at YE 2010 and at issuance, respectively.  The borrower
has hired a brokerage company to market the building for sale and
to market the remaining space.  However, the brokerage company has
had few prospects due to the weak market.

The second-largest contributor to modeled losses is a specially-
serviced loan secured by an 184,000 sf office property located in
Oak Brook, IL.  The loan transferred to special servicing in
January 2011 due to a potential maturity default (the loan was
scheduled to mature in October 2011).  Prior negotiations between
the borrower and the lender for a maturity date extension were
unsuccessful.   receiver was appointed in October 2011.  The
receiver was successful in extending the lease for the largest
tenant, which was due to expire in April 2010, until 2020.  The
lender anticipates completing foreclosure over the next month.

The third largest contributor to modeled losses is a specially-
serviced asset secured by a 115-room hotel property located in
Groton, CT.  The asset is real-estate owned.  A receiver was
appointed in July 2010 and remains in place as property manager.
Performance at the property continues to struggle as YE 2011 DSCR,
on a NOI basis, was 0.22x.  The property is being marketed for
sale.  Several tours with local hotel investors have been
completed, but no offers have been submitted to date.  The
servicer deemed the advances on the asset to be non-recoverable in
June 2011.

Fitch stressed the cash flow of the remaining non-defeased loans
by generally applying a 5% reduction to 2010 or 2011 fiscal YE net
operating income, and applying an adjusted market cap rate between
8.1% and 11% to determine value.

The non-defeased and non-specially-serviced loans also underwent a
refinance test by applying an 8% interest rate and 30-year
amortization schedule based on the stressed cash flow.  Under this
scenario, four loans are not expected to pay off at maturity and
all four loans incur a loss when compared to Fitch's stressed
value.  The current weighted average DSCR for the non-defeased and
non-specially-serviced loans is 0.79x.

Fitch has downgraded and assigned Recovery Estimates (RE) to the
following classes, as indicated:

  -- $14 million class G to 'BBB-sf' from 'A+sf'; Outlook
     Negative;
  -- $16.4 million class H to 'CCCsf' from 'BBBsf'; RE 10%.

Additionally, Fitch has affirmed and revised RE on the following
classes, as indicated:

  -- $8.1 million class D at 'AAAsf'; Outlook Stable;
  -- $16.4 million class E at 'AAAsf'; Outlook Stable;
  -- $18.9 million class F at 'AAsf'; Outlook Stable;
  -- $21.9 million class J at 'Csf'; RE 0%;
  -- $8.2 million class K at 'Csf'; RE 0%;
  -- $4.3 million class L at 'Dsf'; RE 0%;
  -- $0 class M at 'Dsf'; RE 0%;
  -- $0 class N at 'Dsf'; RE 0%.

Classes A-1, A-2, A-3, A-4, A-CP B, and C have paid in full. The
rating on class A-X was previously withdrawn.  Classes O, NM-1,
NM-2, and RA are not rated by Fitch.


CREDIT SUISSE 2001-CKN5: Moody's Corrects March 2 Ratings Release
-----------------------------------------------------------------
Moody's Investors Service issued a correction to the March 2, 2012
ratings release of Credit Suisse First Boston Mortgage Securities
Corp.

Moody's downgraded the ratings of four classes, confirmed three
classes and affirmed four classes of Credit Suisse First Boston
Mortgage Securities Corp., Commercial Mortgage Pass-Through
Certificates, Series 2001-CKN5 as follows:

Cl. D, Affirmed at Aaa (sf); previously on Dec 16, 2011 Confirmed
at Aaa (sf)

Cl. E, Downgraded to A3 (sf); previously on Dec 16, 2011
Downgraded to Aa3 (sf) and Remained On Review for Possible
Downgrade

Cl. F, Downgraded to B1 (sf); previously on Dec 16, 2011
Downgraded to Ba1 (sf) and Remained On Review for Possible
Downgrade

Cl. G, Downgraded to B3 (sf); previously on Dec 16, 2011
Downgraded to B1 (sf) and Remained On Review for Possible
Downgrade

Cl. H, Downgraded to Caa2 (sf); previously on Dec 16, 2011
Downgraded to B3 (sf) and Remained On Review for Possible
Downgrade

Cl. J, Confirmed at Caa3 (sf); previously on Dec 16, 2011
Downgraded to Caa3 (sf) and Remained On Review for Possible
Downgrade

Cl. K, Confirmed at Ca (sf); previously on Dec 16, 2011 Downgraded
to Ca (sf) and Remained On Review for Possible Downgrade

Cl. L, Affirmed at C (sf); previously on Dec 16, 2011 Downgraded
to C (sf)

Cl. N, Affirmed at C (sf); previously on Aug 4, 2010 Downgraded to
C (sf)

Cl. A-X, Confirmed at Caa2 (sf); previously on Feb 22, 2012
Downgraded to Caa2 (sf) and Placed Under Review for Possible
Downgrade

Cl. A-Y, Affirmed at Aaa (sf); previously on Mar 9, 2011 Confirmed
at Aaa (sf)

Ratings Rationale

The downgrades are due to expected ongoing interest shortfalls and
lower estimated recoveries resulting from the continued credit
deterioration and servicer advancements made on the Macomb Mall
and One Sugar Creek Place loans since the prior review.

The confirmations and affirmations are due to key parameters,
including Moody's loan to value (LTV) ratio, Moody's stressed debt
service coverage ratio (DSCR) and the Herfindahl Index (Herf),
remaining within acceptable ranges. Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
51.9% of the current balance. At last review, Moody's cumulative
base expected loss was 47.9%. Realized losses have increased from
2.1% of the original balance to 2.2% since the prior review. While
many of the healthy loans exited the pool at maturity, troubled
loans now represent an outsized portion of the pool, resulting in
the high expected loss. Moody's provides a current list of base
expected losses for conduit and fusion CMBS transactions on
moodys.com at:

   http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. From time to time, Moody's may, if warranted, change
these expectations. Performance that falls outside the given range
may indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in growth.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, "Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012, and "Moody's Approach to
Rating CMBS Large Loan/Single Borrower Transactions" published in
July 2000.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

Moody's review also incorporated the CMBS IO calculator ver 1.0,
which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point. For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator ver1.0
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 4 compared to 5 at Moody's prior review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.1 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R)(Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated December 4, 2011.

DEAL PERFORMANCE

As of the February 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 87% to $139 million
from $1.07 billion at securitization. The Certificates are
collateralized by 21 mortgage loans ranging in size from less than
1% to 30% of the pool, with the top ten loans representing 99.4%
of the pool. The pool does not contain any loans with investment
grade credit estimates or that have been defeased by US Government
securities.

Two loans, representing 23% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Nineteen loans have been liquidated from the pool, resulting in a
realized loss of $23.1 million (23% loss severity). Currently six
loans, representing 76% of the pool, are in special servicing,
including the two largest loans in the pool. The largest exposure
in the pool is the Macomb Mall Loan ($41.6 million -- 29.9% of the
pool), which is secured by a Class B mall located fifteen miles
north of downtown Detroit, Michigan. Three additional regional
malls operate within ten miles of the subject property. In
September 2009, the loan was transferred to special servicing due
to imminent monetary default. As recently as May 2011 the sponsor
and special servicer appeared to be close to a modification
agreement but negotiations faltered and a foreclosure suit was
filed. The property became REO in October 2011. Since the onset of
the recession, the property has struggled to maintain strong
occupancy levels and was 71% leased as of June 2011. Not included
in the collateral is shadow anchor tenant Sears, which occupies
385,000 square feet (SF) at the property. Moody's anticipates a
$31.4 million loss (based on a 76% expected loss) for the loan.

The second largest exposure in the pool is the One Sugar Creek
Place Loan ($40.5 million -- 29.1% of the pool). The loan is
secured by a 509,428 SF office property located 20 miles from
downtown Houston. The property was 100% occupied by Unocal until
the tenant vacated at lease expiration in March 2010. The property
was transferred to special servicing in April 2010 and became REO
in January 2011. As of February 2012, the property was 18% leased.
The building has inadequate parking, with a parking ratio of only
2.1 spaces per thousand square feet. While the sole tenant
occupies just 18% of the NRA (net rentable area), it is allocated
approximately 50% of all parking spaces at the property, hindering
the lease-up process.

The remaining four specially serviced loans are secured by a mix
of property types. Moody's estimates an aggregate $67.7 million
loss for the six serviced loans (65% expected loss on average).

Once the Macomb Mall Loan took an appraisal reduction in November
2011, classes F to N began to experience interest shortfalls.
Moody's anticipates that the pool will continue to experience
interest shortfalls to Classes F to N until the Macomb Mall and
One Sugar Creek Place loans are resolved. During the February 2012
reporting period classes F and G did not experience interest
shortfalls as some funds from the Macomb Mall cash sweep account
were used to satisfy some outstanding payments. Moody's considers
this a one-time event. Interest shortfalls are caused by special
servicing fees, including workout and liquidation fees, appraisal
subordinate entitlement reductions (ASERs) and extraordinary trust
expenses. Loss estimates will continue to increase for the Macomb
Mall and One Sugar Creek Place loans as advances are made by the
servicer while they are REO. Servicer advancements and ASERs are
paid back before the trust receives any liquidation proceeds. This
is addition to concerns regarding continued performance
deterioration.

Moody's was provided with full year 2010 operating results for 87%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 120% compared to 116% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 26% to the most recently available net operating
income. The high haircut is due to a significant discount to
current performance for Bayshore due to concerns about future
performance declines. uMall Moody's value reflects a weighted
average capitalization rate of 10.0%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 0.87X and 1.03X, respectively, compared to
0.94X and 1.09X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The largest conduit loan represents 21.1% of the pool, with no
additional conduit loans accounting for more than 1.6% of the
pool. The largest loan is the Bayshore Mall Loan ($29.2 million --
21.1% of the pool), which is secured by a 430,000 SF regional mall
located in Eureka, California. A GGP sponsored loan, the asset is
one of thirty properties being spun off into Rouse Properties. The
loan's term was extended until September 2016 as part of GGP's
restructuring. Property performance deteriorated this year as the
property was 70% leased as of September 2011, compared to 77%
leased at year-end 2010. Property performance has suffered from
higher vacancy along with lower base rents and expense recoveries.
Moody's LTV and stressed DSCR are 127% and 0.85X, respectively,
compared to 128% and 0.85X at last review.


CREDIT SUISSE 2003-C3: Fitch Lowers Rating on 7 Cert. Classes
-------------------------------------------------------------
Fitch Ratings has downgraded seven classes of Credit Suisse First
Boston Mortgage Securities Corp., series 2003-C3 (CSFB 2003-C3)
commercial mortgage pass-through certificates.

The downgrades reflect an increase in Fitch expected losses across
the pool and greater certainty of losses associated with specially
serviced assets.  Fitch modeled losses of 4.8% of the original
pool (includes losses realized to date) based on Fitch's
valuations of performing and specially serviced loans.  Fitch has
identified 23 loans (16.6%) as Fitch Loans of Concern, which
includes six specially-serviced loans (4.3%).

As of the April 2012 distribution date, the pool's aggregate
principal balance has reduced by 37.6% to $1.08 billion from $1.72
billion at issuance.  In addition, 29 loans (18.6%) have been
fully defeased. Interest shortfalls totaling $1,525,136 are
currently affecting classes K through P.

The largest contributor to modeled losses is a loan (2.40%)
secured by a 216,416 square foot (sf) office complex located in
Farmington Hills, MI, 25 miles northwest of Detroit.  The servicer
reported occupancy has declined to 61% which has resulted in a low
debt service coverage ratio (DSCR) of .51 times (x) as of year-end
(YE) 2011.  Rollover risk is high through 2013, with leases
expiring on approximately 35% of combined net rentable area (NRA)
including the largest tenant, which expires in October 2013 and
represents 30.4% of NRA.  Despite the low DSCR the loan is current
and the borrower continues to fund any shortfalls.

The second largest contributor to modeled losses is a specially-
serviced asset (2%) secured by a 708 unit multifamily property in
Houston, TX.  The loan was transferred to special servicing in
January 2010 due to imminent payment default and the property was
foreclosed on by the trust in July 2011.  Significant renovations
including a major foundation repair began in January 2012 and are
expected to be completed in July 2012.

The third largest contributor to modeled losses is a specially-
serviced asset (0.8%) secured by an 81,054 sf office building in
Exton, PA.  The loan transferred to special servicing in December
2009 due to payment default.  The servicer-reported DSCR as of
June 2011 was .54x and the occupancy as of April 2012 was 23%.
The loan was foreclosed on in September 2011 and CBRE is currently
managing the property.

The largest loan in the transaction, 622 Third Avenue, (20%), is
secured by a one million sf class A office building located in
midtown Manhattan, NY.  The whole loan is divided into a $185.6
million pooled portion, a $36.6 million non-pooled portion
(representing classes 622A through 622F) and a B-note held outside
of the trust.  As of March 2012, occupancy is 99% compared to 98%
at issuance.

Fitch downgrades and assigns Recovery Estimates (RE) as indicated:

  -- $19.4 million class F to 'BBB-sf' from 'Asf'; Outlook Stable;
  -- $12.9 million class G to 'BBsf' from 'A-sf'; Outlook Stable;
  -- $19.4 million class H to 'CCCsf' from 'BBsf'; RE 100%;
  -- $19.4 million class J to 'CCCsf' from 'B-sf'; RE 50%;
  -- $12.9 million class K to 'CCsf' from 'CCCsf'; RE 0%;
  -- $6.5 million class L to 'Csf' from 'CCsf'; RE 0%;
  -- $10.8 million class M to 'Csf' from 'CCsf'; RE 0%.

In addition, Fitch affirms the following classes and assigns
Recovery Estimates (RE) and revises Rating Outlooks as indicated:

  -- $838.6 million class A-5 at 'AAAsf'; Outlook Stable;
  -- $47.4 million class B at 'AAAsf'; Outlook Stable;
  -- $19.4 million class C at 'AAAsf'; Outlook Stable;
  -- $38.8 million class D at 'AAsf''; Outlook to Stable from
     Positive;
  -- $19.4 million class E at 'A+sf'; Outlook to Stable from
     Positive;--$2.2 million class N at 'Csf'; RE 0%;
  -- $4.3 million class O at 'Csf''; RE 0%;
  -- $2.4 million class 622A at 'BBB-'; Outlook Stable;
  -- $5.6 million class 622B at 'BBB-'; Outlook Stable;
  -- $5.6 million class 622C at 'BBB-'; Outlook Stable;
  -- $5.6 million class 622D at 'BBB-'; Outlook Stable;
  -- $16.5 million class 622E at 'BB'; Outlook Stable;
  -- $1.5 million class 622F at 'BB'; Outlook Stable.

The $4.96 million class P is not rated by Fitch.  Class A-1, A-2,
A-3, A-4, and A-SP have paid in full.


CREDIT SUISSE 2004-C3: Fitch Lowers Rating on 3 Cert. Classes
-------------------------------------------------------------
Fitch Ratings has downgraded three classes of Credit Suisse First
Boston Mortgage Securities Corporation's commercial mortgage pass-
through certificates, series 2004-C3.

The downgrade reflects an increase in Fitch expected losses across
the pool.  Fitch modeled losses of 4.36% of the outstanding pool.
The expected losses based on the original pool size are 7.57%,
which includes 4.62% in losses realized to date.  Fitch has
designated 44 loans (18.7%) as Fitch Loans of Concern, which
include 14 specially serviced loans (6.33%).  Three of the Fitch
Loans of Concern (6.70%) are within the transaction's top 15 loans
by unpaid principal balance.

As of the April 2012 distribution date, the pool's aggregate
principal balance has reduced by 32.17% (including realized losses
of 4.62%) to $1.11 billion from $1.64 billion at issuance. Twenty-
four loans (29.96%) are currently defeased.  Interest shortfalls
are affecting classes H through P.

The largest contributor to Fitch-modeled losses is secured by a
270 unit multifamily property in Palm Bay, FL (1.05%).  The loan
had transferred to the special servicer in December 2008 for
payment default and became real estate owned (REO) in July 2011.
The servicer reported occupancy at 82% in May 2012, a significant
increase from October 2011 at 66%.  The servicer is working to
stabilize the property through continued lease-up and completion
of deferred maintenance items, with plans to market the property
for sale within the next 12 months.

The second largest contributor to Fitch-modeled losses is secured
by an 184,616 square foot (sf) office property in Danvers, MA
(1.55%).  The loan, which matured in April 2009, had transferred
to special servicing in February 2009 upon the borrower's request
for an extension of the maturity date.  The property has remained
in receivership since November 2009.  The servicer is working with
the receiver to stabilize the property through leasing efforts, as
well as complete property improvements throughout 2012 (including
building lobby, parking lot, and HVAC systems).  The property is
currently 76% occupied, primarily leased by Copyright Clearance
Corporation (49% of net rentable area [NRA]) through April 2014.

The third largest contributor to Fitch-modeled losses is secured
by a 34,930 sf five-building retail center in Parkland, FL.  The
property has experienced cash flow issues from occupancy declines
as well as significant rent reductions.  The loan had transferred
to the special servicer in May 2009 for monetary default, and a
receiver was appointed in November 2010.  The servicer is working
with the receiver to stabilize the property through continued
leasing efforts. The March 2012 rent roll reported occupancy at
52%.

Fitch downgrades the following classes and assigns Recovery
Estimates (REs) as indicated:

  -- $16.4 million class E to 'CCCsf' from 'B-sf'; RE 100%;
  -- $20.5 million class F to 'Csf' from 'B-sf'; RE 10%;
  -- $16.4 million class G to 'Csf' from 'CCsf'l; RE 0%.

In addition, Fitch affirms the following classes and revises the
Rating Outlook on class D as indicated:

  -- $45.6 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $694.5 million class A-5 at 'AAAsf'; Outlook Stable;
  -- $224.3 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $45.1 million class B at 'AAsf'; Outlook Stable;
  -- $14.3 million class C at 'BBBsf'; Outlook Stable;
  -- $28.7 million class D at 'BBsf'; Outlook to Negative from
     Stable.

Classes A-1, A-2 and A-3 have repaid in full.  Classes H through M
and class O will remain at 'Dsf', RE 0% due to realized losses.
Fitch does not rate classes N or P, which have been reduced to
zero due to realized losses.

Fitch had previously withdrawn the rating on the interest-only
classes A-X and A-SP.


CREDIT SUISSE 2005-C6: Moody's Keeps C Ratings on 3 Cert. Classes
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 18 classes of
Credit Suisse First Boston Mortgage Securities Corp., Commercial
Mortgage Pass-Through Certificates, Series 2005-C6 as follows:

Cl. A-3, Affirmed at Aaa (sf); previously on Mar 9, 2011 Confirmed
at Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Mar 9, 2011 Confirmed
at Aaa (sf)

Cl. A-1-A, Affirmed at Aaa (sf); previously on Mar 9, 2011
Confirmed at Aaa (sf)

Cl. A-M, Affirmed at Aaa (sf); previously on Mar 9, 2011 Confirmed
at Aaa (sf)

Cl. A-J, Affirmed at A2 (sf); previously on Oct 28, 2010
Downgraded to A2 (sf)

Cl. B, Affirmed at Baa1 (sf); previously on Oct 28, 2010
Downgraded to Baa1 (sf)

Cl. C, Affirmed at Baa2 (sf); previously on Oct 28, 2010
Downgraded to Baa2 (sf)

Cl. D, Affirmed at Ba1 (sf); previously on Oct 28, 2010 Downgraded
to Ba1 (sf)

Cl. E, Affirmed at Ba2 (sf); previously on Oct 28, 2010 Downgraded
to Ba2 (sf)

Cl. F, Affirmed at B2 (sf); previously on Oct 28, 2010 Downgraded
to B2 (sf)

Cl. G, Affirmed at Caa1 (sf); previously on Oct 28, 2010
Downgraded to Caa1 (sf)

Cl. H, Affirmed at Caa2 (sf); previously on Oct 28, 2010
Downgraded to Caa2 (sf)

Cl. J, Affirmed at Caa3 (sf); previously on Oct 28, 2010
Downgraded to Caa3 (sf)

Cl. K, Affirmed at C (sf); previously on Oct 28, 2010 Downgraded
to C (sf)

Cl. L, Affirmed at C (sf); previously on Oct 28, 2010 Downgraded
to C (sf)

Cl. M, Affirmed at C (sf); previously on Oct 28, 2010 Downgraded
to C (sf)

Cl. A-X, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

Cl. A-SP, Affirmed at Aaa (sf); previously on Mar 9, 2011
Confirmed at Aaa (sf)

RATINGS RATIONALE

The affirmations are due to key parameters, including Moody's loan
to value (LTV) ratio, Moody's stressed debt service coverage ratio
(DSCR) and the Herfindahl Index (Herf), remaining within
acceptable ranges. Based on Moody's current base expected loss,
the credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
6.7% of the current balance. At last review, Moody's cumulative
base expected loss was 7.0%. Realized losses have increased from
0.6% of the original balance to 1.7% since the prior review.
Moody's provides a current list of base expected losses for
conduit and fusion CMBS transactions on moodys.com at:

   http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. From time to time, Moody's may, if warranted, change
these expectations. Performance that falls outside the given range
may indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment and commercial real
estate property markets. While commercial real estate property
values are beginning to move in a positive direction along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. Across all property sectors, the availability of debt
capital continues to improve with increased securitization
activity of commercial real estate loans supported by a monetary
policy of low interest rates. Moody's central global macroeconomic
scenario reflects healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, ongoing and policy-induced banking sector deleveraging
leading to a tightening of bank lending standards and credit
contraction, financial market turmoil continuing to negatively
impact consumer and business confidence, persistently high
unemployment levels, and weak housing markets, any or all of which
will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating Fusion U.S. CMBS Transactions" published in April 2005, and
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type as defined in the published methodology.
The calculator then returns a calculated IO rating based on both a
target and mid-point. For example, a target rating basis for a
Baa3 (sf) rating is a 610 rating factor. The midpoint rating basis
for a Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3
(sf) rating factor of 610 and a Ba1 (sf) rating factor of 940). If
the calculated IO rating factor is 700, the CMBS IO calculator
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 63 compared to 50 at Moody's prior review.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R)(Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated June 9, 2011.

DEAL PERFORMANCE

As of the May 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 24% to $1.92
billion from $2.50 billion at securitization. The previously
largest loan in the pool, 450 Park Avenue ($175 million), paid off
in June 2011. The Certificates are collateralized by 210 mortgage
loans ranging in size from less than 1% to 7% of the pool, with
the top ten loans representing 28% of the pool. Four loans,
representing 2% of the pool, have defeased and are secured by U.S.
Government securities. The pool contains one loan with an
investment grade credit estimate, representing 5% of the pool.

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

Thirteen loans have been liquidated from the pool and six loans
have been modified, resulting in an aggregate realized loss of
$43.5 million (15% loss severity on liquidated loans). Currently
11 loans, representing 7% of the pool, are in special servicing.
The largest specially serviced loan is the Highland Industrial
Loan ($34.5 million -- 1.8% of the pool), which is secured by 18
single-story office/industrial buildings that were built between
1993 and 2001 and are located in the Ann Arbor Commerce Park of
Ann Arbor, Michigan. The buildings contain approximately 60%
office space and 40% warehouse/flex space. Performance suffered as
occupancy decreased from 86% in 2008 to 70% in 2009 and was at 73%
as of December 2011. The loan transferred to special servicing in
March 2012 when the borrower indicated it would be unable to make
further payments. The special servicer is working on a strategy
for this loan.

The second largest specially serviced loan is the McKinley
Crossroads Loan ($26.1 million -- 1.4% of the pool), which is
secured by a retail property totaling 20,000 square feet (SF) and
located in Corona, California. The borrower is a TIC structure.
Performance at the property began to deteriorate in 2008 as
occupancy and rents decreased. The property eventually transferred
to special servicing in March 2012 and a receiver was appointed in
May 2012. The property was 59% leased as of February 2012 but
occupancy is expected to decrease further as the second largest
tenant, Howard Appliance (17,000 SF) is expected to vacate the
property. The special servicer is working on a strategy for this
loan.

The remaining nine specially serviced properties are secured by a
mix of property types. Moody's estimates an aggregate $50.0
million loss for the specially serviced loans (39% expected loss
on average).

Moody's has assumed a high default probability for 19 poorly
performing loans representing 10% of the pool and has estimated an
aggregate $31.0 million loss (16% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2010 operating results for 92%
of the pool and full or partial year 2011 operating results for
96% of the pool. Excluding credit estimates, defeased, specially
serviced and troubled loans, Moody's weighted average LTV is 99%
compared to 105% at Moody's prior review. Moody's net cash flow
reflects a weighted average haircut of 11% to the most recently
available net operating income. Moody's value reflects a weighted
average capitalization rate of 8.9%.

Excluding credit estimates, defeased, special serviced and
troubled loans, Moody's actual and stressed DSCRs are 1.25X and
1.01X, respectively, compared to 1.31X and 1.08X at last review.
Moody's actual DSCR is based on Moody's net cash flow (NCF) and
the loan's actual debt service. Moody's stressed DSCR is based on
Moody's NCF and a 9.25% stressed rate applied to the loan balance.

The loan with a credit estimate is the One Madison Avenue Loan
($86.0 million -- 4.5% of the pool), which is secured by the South
Building of One Madison Avenue in New York, NY. The building is a
13-story office tower located on Park Avenue along Madison Square
Park. Credit Suisse (USA) Inc. (senior unsecured rating of Aa1, on
review for possible downgrade) is the anchor tenant, leasing
approximately 97% of the net rentable area (NRA) through December
31, 2020 with three successive five-year renewal options.
Performance remains stable and the loans is benefitting from
amortization. Moody's underlying rating and stressed DSCR are Aaa
and 5.66X, respectively, compared to Aaa and 4.69X at last review.

The top three conduit loans represent 14% of the pool. The largest
conduit loan is the Fashion Place Loan ($136.6 million -- 7.1% of
the pool), which is secured by a 324,000 SF portion of a 890,000
SF super regional mall located in Murray, Utah. As of December
2010, the mall was 98% leased, the same as at last review. The
mall is anchored by Sears, Dillard's, Nordstrom and Macy's.
Moody's LTV and stressed DSCR are 83% and 1.14X, respectively,
compared to 86% and 1.1X at last full review.

The second largest loan is the HGA Alliance - Portfolio Loan
($78.9 million -- 4.1% of the pool), which is secured by four
multifamily properties, one in Las Vegas, Nevada and three in
Florida totaling 1,030 units. All of the properties are performing
well with occupancy ranging between 94% and 96%. However revenue
decreases combined with expense increases at the two larger
properties has hurt performance for the portfolio and the loan is
on the master servicer's watchlist. The loan is interest only for
the life of its term. Moody's has identified this as a troubled
loan. Moody's LTV and stressed DSCR are 170% and 0.54X,
respectively, compared to 179% and 0.51X at last review.

The third largest loan is the Crestview Hills Town Center Loan
($53.0 million -- 2.8% of the pool), which is secured by a 283,000
SF lifestyle retail center located in Crestview Hills, Kentucky.
The property is 95% leased as of December 2011, down from 99% on
December 2010 with the drop due primarily to Borders vacating the
property after its bankruptcy. Anchor tenant Dillard's (203,000
SF) is not part of the collateral. Moody's LTV and stressed DSCR
are 82% and 1.12X, respectively, compared to 85% and 1.08X at last
review.


CREDIT SUISSE 2006-K1: S&P Cuts Rating on Class K Certs. to 'CCC-'
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on two
classes of commercial mortgage pass-through certificates from
Credit Suisse Commercial Mortgage Trust Series 2006-K1, a U.S.
commercial mortgage-backed securities (CMBS) transaction.
"Concurrently, we lowered one rating on one class and affirmed our
ratings on six other classes from the same transaction," S&P said.

"Our rating actions reflect our analysis of the credit
characteristics of the remaining collateral in the pool, which are
secured by multifamily properties, the transaction structure, and
the liquidity available to the trust. Our analysis also considered
that, among other items, the majority of the borrowers are not
organized as special purpose entities and that all of the
remaining loans are permitted to incur secondary financing subject
to meeting certain loan-to-value (LTV) ratios and debt service
coverage (DSC) threshold requirements based on a review of the
transaction documents. According to the master servicer, GEMSA
Loan Services L.P. (GEMSA), five remaining loans ($43.9 million,
15.8%) have incurred additional secondary financing in the amount
of $16.1 million, subsequent to origination," S&P said.

"The upgrades reflect credit enhancement and liquidity levels that
provide adequate support through various stress scenarios, as well
as the deleveraging of the trust balance from loan payoffs with no
reported realized losses to date," S&P said.

"We lowered our rating on the class K certificates to 'CCC- (sf)'
because we expect the accumulated interest shortfalls to remain
outstanding for the near term. If the shortfalls continue for an
extended period of time, we may lower the rating on this class to
'D (sf)'. According to GEMSA, the trust has experienced interest
shortfalls due to liquidation fees incurred as a result of the
liquidation of two corrected mortgage loans in January 2012. The
master servicer indicated to us that liquidation fees totaling
$214,545 will be paid over a three-month period, $86,000 of which
was paid in March and $84,076 in April. GEMSA expects the
remainder to be reflected in the May 2012 trustee remittance
report. According to the April 25, 2012, trustee remittance
report, the trust incurred monthly interest shortfalls totaling
$85,801 that affected all classes subordinate to and including
class E," S&P said.

"The affirmed ratings on the principal and interest certificates
reflect subordination and liquidity support levels that are
consistent with the outstanding ratings," S&P said.

"Using servicer-provided financial information, we calculated an
adjusted DSC of 1.58x and a LTV ratio of 66.3%. We further
stressed the loans' cash flows under our 'AAA' scenario to yield a
weighted average DSC of 1.32x and an LTV ratio of 77.4%. The
implied defaults and loss severity under the 'AAA' scenario were
16.3% and 29.2%. The DSC and LTV calculations exclude one loan
($6.9 million, 2.5%) that is with the special servicer. We
separately estimated a loss for this specially serviced loan and
included it in our 'AAA' scenario implied default and loss
severity figures," S&P said.

                      TRANSACTION SUMMARY

"As of the April 25, 2012, trustee remittance report, the
collateral pool had an aggregate trust balance of $278.3 million,
down from $947.2 million at issuance. The pool comprises 44 loans,
down from 126 loans at issuance. The master servicer, GEMSA,
provided financial information for 95.9% of the loans in the pool
(by balance), most of which reflected full-year 2011, interim-
2011, or full-year 2010 data," S&P said.

"We calculated a weighted average DSC of 1.59x for the loans in
the pool based on the servicer-reported figures. Our adjusted DSC
and LTV were 1.58x and 66.3%. Our adjusted figures exclude one
($6.9 million, 2.5%) loan that is with the special servicer. To
date, the transaction has not experienced any losses. Five loans
($24.0 million, 8.6%) in the pool are on the master servicer's
watchlist, one of which is a top 10 loan. Excluding the specially
serviced loan, no loans have a reported DSC of less than 1.00x,"
S&P said.

                   SUMMARY OF TOP 10 LOANS

"The top 10 loans have an aggregate outstanding trust balance of
$153.9 million (55.3%). Using servicer-reported numbers, we
calculated a weighted average DSC of 1.53x for the top 10 loans.
Our adjusted DSC and LTV were 1.45x and 73.1% for the top 10
loans. The fourth-largest loan in the pool, the Padre Garden
Apartments loan ($12.8 million, 4.6%), is on the master servicer's
watchlist. The loan is secured by a 344-unit garden-style
multifamily apartment complex in San Diego, Calif. The loan
appears on the master servicer's watchlist due to low reported
occupancy. The reported DSC as of year-end 2010 was 2.10x and
occupancy was 88.1% based on a Dec. 31, 2011, rent roll," S&P
said.

                   CREDIT CONSIDERATIONS

"As of the April 25, 2012, trustee remittance report, one loan,
the Cobblestone Flats Apartments loan ($6.9 million, 2.5%), in the
pool is with the special servicer, CWCapital Asset Management LLC
(CWCapital). The loan is secured by a 240-unit multifamily
property built in 1988 in Ellenwood, Ga. The loan has a reported
total exposure of $7.4 million and was transferred to the special
servicer on June 7, 2011, due to imminent maturity default. The
loan matured on June 1, 2011. CWCapital indicated that the
property is not performing well and reported occupancy was 91.0%
as of April 15, 2011. According to CWCapital, the property is
currently being marketed for sale. We expect a significant loss
upon the eventual resolution of this loan," S&P said.

"Standard & Poor's stressed the pool collateral according to its
criteria. The resultant credit enhancement levels are consistent
with our rating actions," S&P said.

         STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

  http://standardandpoorsdisclosure-17g7.com/1111622.pdf

RATINGS RAISED

Credit Suisse Commercial Mortgage Trust Series 2006-K1
Commercial mortgage pass-through certificates
           Rating
Class   To          From          Credit enhancement (%)
B       A+ (sf)     A (sf)                      11.34
C       A (sf)      A- (sf)                     10.47

RATING LOWERED

Credit Suisse Commercial Mortgage Trust Series 2006-K1
Commercial mortgage pass-through certificates
           Rating
Class   To          From          Credit enhancement (%)
K       CCC- (sf)   B- (sf)                      2.62

RATINGS AFFIRMED

Credit Suisse Commercial Mortgage Trust Series 2006-K1
Commercial mortgage pass-through certificates

Class   Rating                 Credit enhancement (%)
D       BBB- (sf)                                7.85
E       BB+ (sf)                                 6.98
F       BB (sf)                                  6.11
G       BB- (sf)                                 5.23
H       B+  (sf)                                 4.36
J       B  (sf)                                  3.49


CREDIT SUISSE 2007-TFL1: S&P Cuts Rating on Class L Certs. to 'D'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
L commercial mortgage pass-through certificate from Credit Suisse
First Boston Mortgage Securities Corp.'s series 2007-TFL1, a U.S.
commercial mortgage-backed securities (CMBS) transaction, to
'D (sf)' from 'CCC- (sf)'.

"The downgrade reflects principal losses that class L incurred, as
detailed in the May 15, 2012, trustee remittance report. Based on
information from the master servicer, the aggregate principal
losses totaling $145,839 was related to the Allerton Hotel of
Chicago loan, which had a reported beginning scheduled principal
balance of $40.0 million and was liquidated in October 2011.
According to the master servicer, additional expenses in the
amount of $145,839 related to this liquidated loan were remitted
to the trust in May 2012 and the amount was reimbursed from
principal distribution. Consequently, class L incurred a 0.5% loss
to its beginning principal balance of $31.7 million. In addition,
class L has accumulated interest shortfalls outstanding for seven
consecutive months. We expect the accumulated interest shortfalls
to remain outstanding for the foreseeable future," S&P said.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

         http://standardandpoorsdisclosure-17g7.com


CREST G-STAR: Moody's Affirms Rating on Class D Notes at 'Ca'
-------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of four classes
of Notes issued by Crest G-Star 2001-1, LP. The affirmations are
due to the key transaction parameters performing within levels
commensurate with the existing ratings levels. The rating action
is the result of Moody's on-going surveillance of commercial real
estate collateralized debt obligation (CRE CDO and Re-remic)
transactions.

Class B-1 Second Priority Fixed Rate Term Notes, Due 2035,
Affirmed at Ba1 (sf); previously on Jul 20, 2011 Downgraded to Ba1
(sf)

Class B-2 Second Priority Floating Rate Term Notes, Due 2035,
Affirmed at Ba1 (sf); previously on Jul 20, 2011 Downgraded to Ba1
(sf)

Class C Third Priority Fixed Rate Term Notes, Due 2034, Affirmed
at Caa3 (sf); previously on Jul 20, 2011 Downgraded to Caa3 (sf)

Class D Fourth Priority Fixed Rate Term Notes, Due 2035, Affirmed
at Ca (sf); previously on Sep 30, 2010 Downgraded to Ca (sf)

Ratings Rationale

Crest G-Star 2001-1, LP is a static cash CRE CDO transaction
backed by a portfolio of commercial mortgage backed securities
(CMBS) (99.5% of the pool balance) and one whole loan (0.5%). As
of the April 30, 2012 Trustee report, the aggregate Note balance
of the transaction, including preferred shares, has decreased to
$120.4 million from $500.4 million at issuance, with the paydown
directed to the Class A Notes, as a result of amortization of the
underlying collateral and failure of certain par value tests.

There are 15 assets with a par balance of $84.7 million (82.0% of
the current pool balance) that are considered Defaulted Securities
as of the April 30, 2012 Trustee report. While there have been
limited realized losses on the underlying collateral to date,
Moody's does expect significant losses on the Defaulted Securities
to occur once they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated credit estimates for the non-Moody's
rated collateral. The bottom-dollar WARF is a measure of the
default probability within a collateral pool. Moody's modeled a
bottom-dollar WARF of 5,034 compared to 5,212 at last review. The
distribution of current ratings and credit estimates is as
follows: Aaa-Aa3 (17.5% compared to 16.6% at last review), A1-A3
(0.0%, the same as that at last review), Baa1-Baa3 (7.7% compared
to 1.8% at last review), Ba1-Ba3 (7.1% compared to 14.9% at last
review), B1-B3 (11.3% compared to 16.1% at last review), and Caa1-
C (56.3% compared to 50.7% at last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time. Moody's modeled to a WAL of 2.2 years compared
to 2.0 years at last review. The greater WAL incorporates Moody's
view on the current pool composition and extension risk.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a variable WARR
with a mean of 13.8% compared to a mean of 13.4% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 16.0% compared to 13.6% at last review.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on January 24, 2011.

The cash flow model, CDOEdge(R) v3.2.1.1, was used to analyze the
cash flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated Notes are particularly
sensitive to rating changes within the collateral pool. Holding
all other key parameters static, changing the current ratings and
credit estimates of the collateral by one notch downward or by one
notch upward would result in an average modeled rating movement on
the rated tranches of 0 to 2 notches downward and 1 to 2 notches
upward respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. From time to time, Moody's may, if warranted, change
these expectations. Performance that falls outside the given range
may indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment and commercial real
estate property markets. While commercial real estate property
values are beginning to move in a positive direction along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. Across all property sectors, the availability of debt
capital continues to improve with increased securitization
activity of commercial real estate loans supported by a monetary
policy of low interest rates. Moody's central global macroeconomic
scenario reflects healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, ongoing and policy-induced banking sector deleveraging
leading to a tightening of bank lending standards and credit
contraction, financial market turmoil continuing to negatively
impact consumer and business confidence, persistently high
unemployment levels, and weak housing markets, any or all of which
will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating SF CDOs" published in May 2012, and "Moody's Approach to
Rating Commercial Real Estate CDOs" published in July 2011.


CREST G-STAR: Moody's Affirms Rating on Class C Notes at 'Caa3'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of one class
and affirmed the ratings of three classes of Notes issued by Crest
G-Star 2001-2, Ltd. due to amortization of certain collateral and
re-direction of interest proceeds due to par value test failures
which are benefitting the senior most class. The affirmations are
due to the key transaction parameters performing within levels
commensurate with the existing ratings levels. The rating action
is the result of Moody's on-going surveillance of commercial real
estate collateralized debt obligation (CRE CDO and Re-Remic)
transactions.

Class A Senior Secured Floating Rate Term Notes Due 2017, Upgraded
to Aaa (sf); previously on Jul 20, 2011 Upgraded to Aa1 (sf)

Class B-1 Second Priority Fixed Rate Term Notes, Due 2032,
Affirmed at Ba1 (sf); previously on Oct 27, 2010 Downgraded to Ba1
(sf)

Class B-2 Second Priority Floating Rate Term Notes, Due 2032,
Affirmed at Ba1 (sf); previously on Oct 27, 2010 Downgraded to Ba1
(sf)

Class C Third Priority Fixed Rate Term Notes, Due 2032, Affirmed
at Caa3 (sf); previously on Oct 27, 2010 Downgraded to Caa3 (sf)

Ratings Rationale

Crest G-Star 2001-2, Ltd. is a static cash CRE CDO transaction
backed by a portfolio of commercial mortgage backed securities
(CMBS) (89.1% of the pool balance) and real estate investment
trust (REIT) debt (10.9%). As of the April 30, 2012 Trustee
report, the aggregate Note balance of the transaction, including
preferred shares, has decreased to $105.1 million from $350.0
million at issuance, with the paydown directed to the Class A
Notes, as a result of amortization of the underlying collateral
and failure of certain par value tests.

There are seven assets with a par balance of $66.3 million (59.6%
of the current pool balance) that are considered Defaulted
Securities as of the April 30, 2012 Trustee report. While there
have been limited realized losses on the underlying collateral to
date, Moody's does expect significant losses on the Defaulted
Securities to occur once they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated credit estimates for the non-Moody's
rated collateral. The bottom-dollar WARF is a measure of the
default probability within a collateral pool. Moody's modeled a
bottom-dollar WARF of 2,762 compared to 2,856 at last review. The
distribution of current ratings and credit estimates is as
follows: Aaa-Aa3 (9.7% compared to 10.3% at last review), A1-A3
(9.4% compared to 3.0% at last review), Baa1-Baa3 (31.1% compared
to 32.1% at last review), Ba1-Ba3 (18.3% compared to 26.1% at last
review), B1-B3 (7.0% compared to 6.3% at last review), and Caa1-C
(24.5% compared to 22.1% at last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time. Moody's modeled to a WAL of 2.5 years compared
to 2.9 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a variable WARR
with a mean of 22.0% compared to a mean of 23.1% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 12.1% compared to 10.9% at last review.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on January 24, 2011.

The cash flow model, CDOEdge(R) v3.2.1.1, was used to analyze the
cash flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated Notes are particularly
sensitive to rating changes within the collateral pool. Holding
all other key parameters static, changing the current ratings and
credit estimates of the collateral by one notch downward or by one
notch upward would result in an average modeled rating movement on
the rated tranches of 0 to 1 notch downward and 0 to 1 notch
upward respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. From time to time, Moody's may, if warranted, change
these expectations. Performance that falls outside the given range
may indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment and commercial real
estate property markets. While commercial real estate property
values are beginning to move in a positive direction along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. Across all property sectors, the availability of debt
capital continues to improve with increased securitization
activity of commercial real estate loans supported by a monetary
policy of low interest rates. Moody's central global macroeconomic
scenario reflects healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, ongoing and policy-induced banking sector deleveraging
leading to a tightening of bank lending standards and credit
contraction, financial market turmoil continuing to negatively
impact consumer and business confidence, persistently high
unemployment levels, and weak housing markets, any or all of which
will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating SF CDOs" published in May 2012, and "Moody's Approach to
Rating Commercial Real Estate CDOs" published in July 2011.


CRIIMI MAE 1998-C1: S&P Lowers Rating on Class E Bonds to 'CCC-'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on three
classes from Criimi Mae Commercial Mortgage Trust's series 1998-C1
and removed them from CreditWatch with negative implications. "At
the same time, we affirmed our ratings on two classes, and removed
them from CreditWatch with negative implications," S&P said.

"The downgrades and rating affirmations reflect our analysis of
the transaction's liability structure and the credit
characteristics of the underlying collateral using our 'Global
CDOs Of Pooled Structured Finance Assets: Methodology And
Assumptions' criteria, published Feb. 21, 2012. These criteria
include revisions to our assumptions on correlations, recovery
rates, and default patterns and timings of the collateral. The
criteria also includes supplemental stress tests (largest obligor
default test and largest industry default test), which we
considered in our analysis," S&P said.

"According to the May 2, 2012, trustee report, Criimi Mae 1998-C1
was collateralized by 31 CMBS classes ($508.7 million, 95%) from
15 distinct transactions issued from 1995 through 1998 and one
class ($28.3 million, 5%) from Criimi Mae Commercial Mortgage
Trust's series 1996-C1, a resecuritized real estate mortgage
investment conduit (re-REMIC) transaction. Criimi Mae 1998-C1 has
assets and liabilities totaling $536.9 million, and has exposure
to one CMBS transaction that Standard & Poor's has downgraded:
First Union-Lehman Brothers Commercial Mortgage Trust (class D;
$13.1 million, 2.4%)," S&P said.

Standard & Poor's will continue to review whether, in its view,
the ratings assigned to the notes remain consistent with the
credit enhancement available to support them and take rating
actions as it determines necessary.

           STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Report
included in this credit rating report is available at:

         http://standardandpoorsdisclosure-17g7.com

RATINGS LOWERED AND REMOVED FROM CREDITWATCH

Criimi Mae Commercial Mortgage Trust
Commercial mortgage bonds series 1998-C1
                     Rating
Class          To               From
D-1            BB- (sf)         BBB- (sf)/Watch Neg
D-2            BB- (sf)         BBB- (sf)/Watch Neg
E              CCC- (sf)        B (sf)/Watch Neg

RATINGS AFFIRMED AND REMOVED FROM CREDITWATCH

Criimi Mae Commercial Mortgage Trust
Commercial mortgage bonds series 1998-C1
                     Rating
Class          To               From
F              CCC- (sf)        CCC- (sf)/Watch Neg
G              CCC- (sf)        CCC- (sf)/Watch Neg


CS FIRST: Moody's Downgrades Rating on Cl. M-2 Tranche to 'C'
-------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of two
tranches, and confirmed the rating of one tranche from CS First
Boston Mortgage Securities Corp, CSFB ABS Trust Series 2001-HE8,
backed by Subprime loans.

Ratings Rationale

The actions are a result of the recent performance review of
Subprime pools originated before 2005 and reflect Moody's updated
loss expectations on these pools.

The methodologies used in this rating were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008 and "Pre-2005 US RMBS Surveillance Methodology"
published in January 2012.

The rating actions reflect recent collateral performance, Moody's
updated loss timing curves and detailed analysis of timing and
amount of credit enhancement released due to step-down. Moody's
captures structural nuances by running each individual pool
through a variety of loss and prepayment scenarios in the
Structured Finance Workstation(R)(SFW), the cash flow model
developed by Moody's Wall Street Analytics. This individual pool
level analysis incorporates performance variations across the
different pools and the structure of the transaction.

The above mentioned approach "Pre-2005 US RMBS Surveillance
Methodology" is adjusted slightly when estimating losses on pools
left with a small number of loans to account for the volatile
nature of small pools. Even if a few loans in a small pool become
delinquent, there could be a large increase in the overall pool
delinquency level due to the concentration risk. To project losses
on pools with fewer than 100 loans, Moody's first estimates a
"baseline" average rate of new delinquencies for the pool that is
dependent on the vintage of loan origination (11% for all vintages
2004 and prior). The baseline rates are higher than the average
rate of new delinquencies for larger pools for the respective
vintages.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Moody's
Macroeconomic Board still expects below-trend growth for the US
economy for 2012, with the unemployment rate remaining high
between 8% and 9% and home prices dropping another 1% from their
4Q 2011 levels.

Complete rating actions are as follows:

Issuer: CS First Boston Mortgage Securities Corp, CSFB ABS Trust
Series 2001-HE8

Cl. A-1, Downgraded to A3 (sf); previously on Jan 31, 2012 A2 (sf)
Placed Under Review for Possible Upgrade

Cl. M-1, Confirmed at Caa1 (sf); previously on Jan 31, 2012 Caa1
(sf) Placed Under Review for Possible Upgrade

Cl. M-2, Downgraded to C (sf); previously on Jan 31, 2012 Ca (sf)
Placed Under Review for Possible Upgrade

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF286345

A list of updated estimated pool losses, sensitivity analysis, and
tranche recovery details is being posted on an ongoing basis for
the duration of this review period and may be found at:

http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF237255


DUANE STREET: Moody's Upgrades Rating on Class E Notes to 'Ba2'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Duane Street CLO II, Ltd.:

U.S.$25,500,000 Class B Senior Floating Rate Notes Due August 20,
2018, Upgraded to Aa2 (sf); previously on August 12, 2011 Upgraded
to A1 (sf);

U.S.$23,000,000 Class C Deferrable Mezzanine Floating Rate Notes
Due August 20, 2018, Upgraded to A3 (sf); previously on August 12,
2011 Upgraded to Baa3 (sf);

U.S.$18,500,000 Class D Deferrable Mezzanine Floating Rate Notes
Due August 20, 2018, Upgraded to Ba1 (sf); previously on August
12, 2011 Upgraded to Ba3 (sf);

U.S.$11,750,000 Class E Deferrable Junior Floating Rate Notes Due
August 20, 2018, Upgraded to Ba2 (sf); previously on August 12,
2011 Upgraded to B1 (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes
reflect the benefit of the short period of time remaining before
the end of the deal's reinvestment period in August 2012. In
consideration of the reinvestment restrictions applicable during
the amortization period, and therefore limited ability to effect
significant changes to the current collateral pool, Moody's
analyzed the deal assuming a higher likelihood that the collateral
pool characteristics will continue to maintain a positive
"cushion" relative to certain covenant requirements. In
particular, the deal is assumed to benefit from higher diversity
and higher spread levels compared to the levels assumed at the
last rating action in August 2011. Moody's also notes that the
transaction's reported overcollateralization ratios are stable
since the last rating action.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of $401million,
defaulted par of $2.8 million, a weighted average default
probability of 19.73% (implying a WARF of 2948), a weighted
average recovery rate upon default of 48.63%, and a diversity
score of 64. The default and recovery properties of the collateral
pool are incorporated in cash flow model analysis where they are
subject to stresses as a function of the target rating of each CLO
liability being reviewed. The default probability is derived from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also factors.

Duane Street CLO II, Ltd., issued in July 2006, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011.

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Approach to Rating Collateralized Loan Obligations"
rating methodology published in June 2011.

In addition to the base case analysis described above, Moody's
also performed sensitivity analyses to test the impact on all
rated notes of various default probabilities. Below is a summary
of the impact of different default probabilities (expressed in
terms of WARF levels) on all rated notes (shown in terms of the
number of notches' difference versus the current model output,
where a positive difference corresponds to lower expected loss),
assuming that all other factors are held equal:

Moody's Adjusted WARF -- 20% (2360)

Class A1: +0
Class A2: +0
Class B: +2
Class C: +2
Class D: +1
Class E: +1

Moody's Adjusted WARF + 20% (3540)

Class A1: -0
Class A2: -0
Class B: -2
Class C: -2
Class D: -1
Class E: -2

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2014 and
2016 which may create challenges for issuers to refinance. CDO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are described
below:

1) Deleveraging: The main source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will commence and at what pace. Deleveraging may
accelerate due to high prepayment levels in the loan market and/or
collateral sales by the manager, which may have significant impact
on the notes' ratings.

2) Recovery of defaulted assets: Market value fluctuations in
defaulted assets reported by the trustee and those assumed to be
defaulted by Moody's may create volatility in the deal's
overcollateralization levels. Further, the timing of recoveries
and the manager's decision to work out versus sell defaulted
assets create additional uncertainties. Moody's analyzed defaulted
recoveries assuming the lower of the market price and the recovery
rate in order to account for potential volatility in market
prices.


EDUCATION FUNDING 2006-1: S&P Cuts Rating on Class B Notes to 'CC'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-2, A-3 (collectively, the class A notes), and B notes from
Education Funding 2006-1 LLC (EFP 2006-1), a student loan asset-
backed securities (ABS) transaction.

"The downgrades reflect our view of the deteriorating collateral
performance for this transaction, including higher-than-expected
delinquency, default, and net loss levels, as well as reduced
excess spread. 's rating actions also reflect our negative outlook
on the private student loan sector and our view that private
student loan performance will likely remain under pressure for at
least the next year," S&P said.

                         POOL PERFORMANCE

"The EFP 2006-1 transaction had 20 quarters of performance through
the quarterly performance period ended March 2012 (on the April
2012 quarterly distribution date), with a collateral pool factor
(the principal balance remaining in the pool as a percent of the
original pool balance plus the prefunding account) of 67.9%. At
the same time, the amount of loans in repayment was 84.5% of the
current collateral balance (excluding accrued interest)," S&P
said.

"Sixty-plus-day delinquencies totaled 6.6% of loans in repayment
as of March 2012. This figure has fluctuated between approximately
3.0% and 14.0% since the deal's inception. As of March 2012, total
delinquencies were 9.3% of loans in repayment, and they have
vacillated between 6.2% and 18.0%. Additionally, forbearance stood
at 15.5% of the collateral pool, 34% higher than its level at our
last published review of this trust in March 2010," S&P said.

Defaults continue to rise at a rapid pace. As of March 2012,
cumulative defaults (as a percentage of the initial collateral
balance and capitalized interest) had increased by 84% since March
2010 to 26.6% from 14.5%.

"The higher levels of delinquencies and defaults have eroded
available credit support, as evidenced by the declining
overcollateralization amounts and corresponding parities. Total
parity (the total pool balance plus the balance of the capitalized
interest account and the collection account {the 'total trust
asset value'}, divided by the aggregate balance of the outstanding
notes) has declined by 12.4 percentage points (pps) since March
2010, and stood at 79.1% as of March 2012. This is over 20 pps
below the starting total parity of 99.54% (reported in the first
servicer report, December 2006). Mezzanine parity (the total trust
asset value divided by the aggregate balance of the outstanding
class A and B notes) and senior parity (the total trust asset
value divided by the aggregate balance of the outstanding class A
notes) have also declined by approximately 12.5 pps each. These
numbers currently stand at 82.45% and 94.97%, and have decreased
significantly from their original levels of 102.81% and 114.65%,"
S&P said.

                           STRUCTURE

"This transaction has a lockout period during which principal is
paid sequentially to the class A, B, and C notes. The deal
structure contemplates the principal payment priority switching to
pro rata among the class A, B, and C notes after a 'step-down
date,' which is the later of (a) the date on which no class A-1
notes remain outstanding or (b) the earlier of (i) the first
quarterly payment date on which no senior notes remain
outstanding, or (ii) the quarterly payment date in July 2012.
However, we do not expect this to occur given other conditions
that take precedent. Specifically, after the lockout period ended
on the 'step-down date,' payments of principal would only
be made pro rata to the class A, B, and C notes if the
subordinate-note principal trigger is not in effect. The trigger
occurs after the step-down date if the total asset percentage
(total trust asset value divided by principal amount of total
notes outstanding) falls below 101%. This trigger has already
occurred as the total asset percentage has never risen above 101%.
Therefore, the principal payment priority will remain sequential
for as long as the trigger remains in effect. In addition, the
transaction pays principal sequentially within the subclasses of
the class A notes," S&P said.

"The transaction also has two interest reprioritization triggers
that affect the payment of interest on the class B and C notes.
The transaction will breach the subordinate-note interest trigger
if both the senior asset percentage (total trust asset value
divided by principal amount of senior notes outstanding) falls
below 100% and cumulative defaults exceed the rate outlined in
table 1 below. If this trigger occurs, interest that would have
been paid to the class B notes is diverted to pay principal on the
class A notes. Based on the current senior asset percentage of
94.1% and the recent pace of defaults, we anticipate that this
trigger will breach on the next payment date. The transaction has
already breached its junior subordinate-note interest trigger as
both the subordinate asset percentage (total trust asset value
divided by principal amount of senior notes and class B notes
outstanding) has fallen below 100% and cumulative defaults have
exceeded the rate outlined in table 1 since December 2008. The
breach of this trigger has resulted in the diversion of interest
that would have been paid to the class C notes to pay principal on
the class A notes. Therefore, the class C notes are not currently
receiving interest payments," S&P said.

Table 1
Cumulative Default Rates
Date                Class B (%)         Class C (%)
April 2008                    3                   3
April 2009                   10                   8
April 2010                   17                  14
April 2011                   25                  23
April 2012                   27                  25
April 2013                   30                  28
April 2014 and thereafter    32                  31

"Furthermore, an administrative fee trigger is currently in effect
on the transaction. The transaction breached this trigger when the
total asset percentage (total trust asset value divided by
principal amount of all outstanding notes) fell below 100%. This
breach resulted in the subordination of administrative fees below
the payment of principal and interest on all of the notes, and
consequently, the transaction is not currently paying
administrative fees. This has had a negative impact on the
administrator's ability to fund incremental delinquency management
and collection strategies. This includes those with outside
collection agencies, beyond what the base servicing agreement
provides," S&P said.

"We downgraded class A to reflect our view that, in the absence of
a significant turnaround in trust performance, it is unlikely that
the transaction will pay the principal balance of the notes in
full at the legal final maturity date. The class A notes are
currently undercollateralized, as evidenced by the sub-par senior
parity ratio.  Additionally, we expect continued deterioration in
collateral performance," S&P said.

"We downgraded class B to reflect, in our view, the high
likelihood that the notes will experience interest shortfalls
caused by the impending breach of the subordinate note interest
trigger. Given the current performance trends, we believe the
trust could breach this trigger as soon as the next quarterly
payment date in July 2012," S&P said.

"Our rating on the class C notes is 'D.' We previously lowered our
rating on this class on Feb. 10, 2009, due to the breach of the
junior subordinate-note interest trigger and subsequently, missed
interest payments," S&P said.

Standard & Poor's will continue to monitor the performance of the
student loan receivables backing this transaction relative to its
revised cumulative default expectations and available credit
enhancement and take appropriate rating action as necessary.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111585.pdf

RATINGS LOWERED

Education Funding 2006-1 LLC
            Rating
Class    To        From
A-2      B- (sf)        BBB- (sf)
A-3      B- (sf)        BBB- (sf)
B        CC (sf)        B (sf)

OTHER OUTSTANDING RATING

Education Funding 2006-1 LLC
Class     Rating
C         D (sf)


EDUCATION LOANS 2005-1: S&P Cuts Subordinate B Note Rating to 'B-'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the
subordinate B notes issued by Education Loans Inc.'s series 2005-1
to 'B- (sf)' from 'BB (sf)'. "At the same time, we removed the
rating from CreditWatch with negative implications, where we
placed it on Nov. 9, 2010," S&P said.

"The downgrade reflects our view that the principal balance of the
subordinate notes is unlikely to be repaid in full at its legal
final maturity date. At issuance in August 2005, the total parity
ratio (the ratio of total assets to total liabilities) was 96.96%.
We expected total parity to build to at least 100% over time
through the capture of excess spread. Parity fell to a low of
96.40% in September 2010 and was 96.50% as of March 2012. The
class B's available credit enhancement comes in the form of excess
spread and a reserve account (available for both Class A and B),
which is sized at 1.0% of the outstanding note principal balance,
with a floor of $1.125 million," S&P said.

"The trust, which consists of consolidation (49.8%), Stafford
(47.7%), and PLUS/SLS (2.5%) Federal Family Education Loan Program
(FFELP) loans, has not been able to generate the level of excess
spread that we originally anticipated at issuance. We believe that
the high degree of FFELP loan refinancing activity that took place
earlier in the transactions life was a major contributing factor
to the reduced level of excess spread. Contributing to the lower
excess spread levels at present are the roughly 38% (as a % of
outstanding principal balance) of loans in nonpaying status, which
consists of 30-plus-day delinquencies (15.5%), loans in deferment
(15.9%), and loans in forbearance (6.6%). We expect the high level
of loans in nonpayment to continue in the near term, given the
challenging economic landscape and employment picture. We believe
that the factors mentioned above have had a negative impact on
excess spreads levels and have suppressed the total parity ratio,"
S&P said.

"Additionally, as the senior notes continue to amortize, the
weighted average cost of liabilities will increase given the
higher interest rate margin on the subordinate notes (55 basis
points (bps) for the subordinate notes compared with 10 bps for
the senior notes). This will further compress excess spread levels
and could place added pressure on the total parity ratio," S&P
said.

"We previously affirmed our rating on the class A-3 notes as part
of our review following the U.S. Sovereign downgrade," S&P said.

"Standard & Poor's will continue to monitor the performance of the
student loan receivables backing this trust and our assessment of
the credit enhancement available to the notes, and take
appropriate rating action as necessary," S&P said.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

         http://standardandpoorsdisclosure-17g7.com


EDUCATIONAL LOAN: Fitch Affirms 'Bsf' Subordinate Loan Rating
-------------------------------------------------------------
Fitch Ratings affirms the senior student loan note at 'AAAsf' and
the subordinate student loan note at 'Bsf' issued by Educational
Loan Company Trust I.  The Rating Outlook on the senior notes,
which is tied to the sovereign rating of the U.S. government,
remains Negative.  The Rating Outlook on the subordinate note
remains Negative to reflect the low parity of approximately 97% as
of March 2012 report.  In addition, the trust is currently not
generating positive excess spread resulting in the inability of
the trust to increase parity to par.

Fitch used its 'Global Structured Finance Rating Criteria' and
'Rating U.S. Federal Family Education Loan Program Student Loan
ABS' to review the ratings.

The ratings on the senior notes are affirmed based on the
sufficient level of credit enhancement consisting of
subordination, overcollateralization and the projected minimum
excess spread to cover the applicable risk factor stresses.  The
subordinate note is affirmed to account for the long horizon as
well as the Net Loan Rate definition, which prevents the trust
from paying more money than it is earning.

Fitch has taken the following rating actions:

Educational Loan Company Trust I:

  -- Class A-1 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-2 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-3 affirmed at 'AAAsf'; Outlook Negative;
  -- Class B affirmed at 'Bsf'; Outlook Negative.


FIRST UNION 2001-C2: Moody's Cuts Rating on Cl. P Certs. to Caa3
----------------------------------------------------------------
Moody's Investors Service upgraded the rating of one class,
downgraded one class and affirmed three classes of First Union
National Bank Commercial Mortgage Trust, Commercial Mortgage Pass-
Through Certificates, Series 2001-C2 as follows:

Cl. M, Upgraded to A3 (sf); previously on Jun 1, 2011 Upgraded to
Baa3 (sf)

Cl. N, Affirmed at B2 (sf); previously on Nov 17, 2010 Downgraded
to B2 (sf)

Cl. O, Affirmed at Caa1 (sf); previously on Nov 17, 2010
Downgraded to Caa1 (sf)

Cl. P, Downgraded to Caa3 (sf); previously on Nov 17, 2010
Downgraded to Caa2 (sf)

Cl. IO, Affirmed at Caa3 (sf); previously on Feb 22, 2012
Downgraded to Caa3 (sf)

Ratings Rationale

The upgrade is due to the significant increase in subordination
due to loan payoffs and amortization. The pool has paid down by
61% since Moody's last review. The downgrade is due to expected
losses for the pool resulting from realized and anticipated losses
from specially serviced loans. Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
51.4% of the current balance. At last review, Moody's cumulative
base expected loss was 25.3%. Moody's provides a current list of
base expected losses for conduit and fusion CMBS transactions on
moodys.com at:

   http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. From time to time, Moody's may, if warranted, change
these expectations. Performance that falls outside the given range
may indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment and commercial real
estate property markets. While commercial real estate property
values are beginning to move in a positive direction along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. Across all property sectors, the availability of debt
capital continues to improve with increased securitization
activity of commercial real estate loans supported by a monetary
policy of low interest rates. Moody's central global macroeconomic
scenario reflects healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, ongoing and policy-induced banking sector deleveraging
leading to a tightening of bank lending standards and credit
contraction, financial market turmoil continuing to negatively
impact consumer and business confidence, persistently high
unemployment levels, and weak housing markets, any or all of which
will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, "Moody's Approach to Rating CMBS Large Loan/Single Borrower
Transactions" published in July 2000, and "Moody's Approach to
Rating Structured Finance Interest-Only Securities" published in
February 2012.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type as defined in the published methodology.
The calculator then returns a calculated IO rating based on both a
target and mid-point. For example, a target rating basis for a
Baa3 (sf) rating is a 610 rating factor. The midpoint rating basis
for a Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3
(sf) rating factor of 610 and a Ba1 (sf) rating factor of 940). If
the calculated IO rating factor is 700, the CMBS IO calculator
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 5 compared to 9 at last review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.4 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R)(Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated June 1, 2011.

DEAL PERFORMANCE

As of the May 14, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 97% to $27.0
million from $1.0 billion at securitization. The Certificates are
collateralized by 11 mortgage loans ranging in size from less than
1% to 30% of the pool, with the top ten loans representing 99% of
the pool.

Nineteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $10.6 million (10% loss severity
overall). Six loans, representing 95% of the pool, are currently
in special servicing. The largest specially serviced loan is the
610 Weddell Loan ($7.9 million -- 29.2% of the pool), which is
secured by a 63,072 square foot (SF) industrial building located
in Sunnyvale, California. The loan was transferred to special
servicing in June 2010 due to a maturity default and is currently
real estate owned (REO). The property is currently 100% vacant.
The master servicer recognized a $4.4 million appraisal reduction
for this loan.

The second largest specially serviced loan is the Regency Pointe
Shopping Center Loan ($5.2 million -- 19.1% of the pool), which is
secured by a 67,063 SF unanchored retail strip mall located in
Jacksonville, Florida. The loan was transferred to special
servicing in April 2011 due to maturity default and the special
servicer has filed foreclosure. The property was 81% leased as of
December 2011, with 31% of the net rentable area expiring in 2012.

The third largest specially serviced loan is the Bayshore Palms
Loan ($4.6 million -- 17.2% of the pool), which is secured by a
200-unit multifamily property located in Safety Harbor, Florida.
The loan was transferred to special servicing in January 2009 due
to imminent default and the special servicer has filed
foreclosure. The foreclosure filing has been stayed due to a
bankruptcy filing in April 2012. The property was 90% occupied as
of May 2012.

The remaining specially serviced loans are secured by a mix of
property types. The master servicer has recognized appraisal
reductions totaling $6.9 million for four of the specially
serviced loans. Moody's has estimated an aggregate $13.9 million
loss (54% expected loss on average) for the specially serviced
loans.

Moody's was provided with full year 2011 operating results for 60%
of the pool's non-specially serviced loans. Excluding specially
serviced loans, Moody's weighted average LTV is 12% compared to
63% at Moody's prior review. Moody's net cash flow reflects a
weighted average haircut of 12% to the most recently available net
operating income. Moody's value reflects a weighted average
capitalization rate of 9.5%.

Excluding specially serviced loans, Moody's actual and stressed
DSCRs are 0.86X and 8.96X, respectively, compared to 1.40X and
2.37X at last review. Moody's actual DSCR is based on Moody's net
cash flow (NCF) and the loan's actual debt service. Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

The five performing conduit loans represent 5% of the pool
balance. They are secured by Rite Aid drug stores located in
California, Michigan and Virginia. These loans are fully
amortizing and mature in June 2013.


FIRST UNION 2002-C1: Moody's Cuts Rating on Class M Certs. to 'C'
-----------------------------------------------------------------
Moody's Investors Service upgraded the rating of one class,
downgraded two classes and affirmed four classes of First Union
National Bank Commercial Mortgage Trust, Commercial Mortgage Pass-
Through Certificates, Series 2002-C1 as follows:

Cl. H, Upgraded to Aaa (sf); previously on Feb 25, 2002 Definitive
Rating Assigned Ba1 (sf)

Cl. J, Affirmed at Ba2 (sf); previously on Feb 25, 2002 Definitive
Rating Assigned Ba2 (sf)

Cl. K, Affirmed at B1 (sf); previously on Dec 17, 2010 Downgraded
to B1 (sf)

Cl. L, Affirmed at Caa1 (sf); previously on Dec 17, 2010
Downgraded to Caa1 (sf)

Cl. M, Downgraded to C (sf); previously on Dec 17, 2010 Downgraded
to Ca (sf)

Cl. N, Affirmed at C (sf); previously on Dec 17, 2010 Downgraded
to C (sf)

Cl. IO-I, Downgraded to Caa2 (sf); previously on Feb 22, 2012
Downgraded to Caa1 (sf)

Ratings Rationale

The upgrade is due to a substantial increase in subordination from
payoffs and amortization. The pool has paid down 95% since
securitization and 89% since last review.

The downgrade of Class M is due to higher expected losses for the
pool resulting from anticipated losses from specially serviced
loans. As of the April 12, 2012 distribution date, 94% of the pool
was in special servicing. The downgrade of the interest only
class, Class IO-I, is due to the lower credit profile of its
referenced classes.

The credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings. Although
subordination has increased significantly due to payoffs, concerns
regarding potential increased interest shortfalls offset the
benefit of payoffs for the non-investment grade classes. Workout
strategies and loan modifications are currently being discussed
for the remaining loans in the pool. Interest shortfalls are
currently affecting Class M and N.

Moody's rating action reflects a cumulative base expected loss of
34.8% of the current balance. At last full review, Moody's
cumulative base expected loss was 2.1%. The current cumulative
base expected loss represents a significantly higher percentage of
the pool than at last review primarily because of the paydowns
that have occured since last review. At last review Moody's
cumulative base expected loss was $7.1 million compared to $9.1
million at this review. Moody's provides a current list of base
expected losses for conduit and fusion CMBS transactions on
moodys.com at:

   http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. From time to time, Moody's may, if warranted, change
these expectations. Performance that falls outside the given range
may indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment and commercial real
estate property markets. While commercial real estate property
values are beginning to move in a positive direction along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. Across all property sectors, the availability of debt
capital continues to improve with increased securitization
activity of commercial real estate loans supported by a monetary
policy of low interest rates. Moody's central global macroeconomic
scenario reflects healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, ongoing and policy-induced banking sector deleveraging
leading to a tightening of bank lending standards and credit
contraction, financial market turmoil continuing to negatively
impact consumer and business confidence, persistently high
unemployment levels, and weak housing markets, any or all of which
will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, "Moody's Approach to Rating CMBS Large Loan/Single Borrower
Transactions" published in July 2000 and "Moody's Approach to
Rating Structured Finance Interest-Only Securities" published
February 2012.

Moody's review incorporated the use of the Excel-based CMBS
Conduit Model v 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
underlying rating of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type as defined in the published methodology.
The calculator then returns a calculated IO rating based on both a
target and mid-point. For example, a target rating basis for a
Baa3 (sf) rating is a 610 rating factor. The midpoint rating basis
for a Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3
(sf) rating factor of 610 and a Ba1 (sf) rating factor of 940). If
the calculated IO rating factor is 700, the CMBS IO calculator
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 3 compared to 18 at Moody's prior full review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.4 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R)(Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated November 23, 2011.

DEAL PERFORMANCE

As of the April 12, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 95% to $36.66
million from $728.32 million at securitization. The Certificates
are collateralized by six mortgage loans ranging in size from less
than 4% to 50% of the pool. There are no defeased loans or loans
with credit estimates in the pool.

One loan, Lehmberg Crossing Shopping Center ($1.80 million -- 4.9%
of the pool), was on the master servicer's watchlist as of the
most recent remittance statement. The loan subsequently
transferred into special servicing and was paid in full in May
2012. Moody's has incorporated the payoff of this loan in the
current review.

Thirteen loans have been liquidated from the pool since
securitization, resulting in an aggregate $19.8 million loss (40%
loss severity on average). All of the loans remaining in the pool
are in special servicing. The master servicer has recognized an
aggregate $267 thousand appraisal reduction for the specially
serviced loans. Moody's has estimated an aggregate loss of $9.1
million (26% expected loss on average) for all of the specially
serviced loans.

The top three loans represent 81% of the pool balance. The largest
loan is the Madison Place Loan ($18.2 million -- 49.7% of the
pool), which is secured by a 226,000 square foot (SF) community
retail center located in Madison Heights, Michigan. The loan
transferred into special servicing in June 2011 due to maturity
default. The special servicer is currently discussing loan
modification terms with the borrower, including a potential A/B
note split with partial principal paydown and maturity extension.
Meanwhile, a foreclosure process has been initiated. The property
is currently 87% leased as of April 2012 compared to 83% at last
review. Property performance has declined due to a decrease in
rental rate and increase in expenses.

The second largest loan is the Addison Com Center Loan ($6.74
million -- 18.4% of the pool), which is secured by a 96,000 SF
flex office building located in Addison, Texas. The loan
transferred into special servicing in November 2011 due to
maturity default. The property became real estate owned (REO) in
March 2012 and the special servicer is currently formulating its
REO strategy. The property was 91% leased as of December 2011
compared to 63% in December 2010, resulting in improved property
performance. However, there is significant rollover risk with
leases for 37% of net rentable area (NRA) expiring in 2013.

The third largest loan is the Whiteville Shopping Center Loan
($4.77 million -- 13.0% of the pool), which is secured by a 63,000
SF retail property located in Whiteville, North Carolina. The loan
transferred into special servicing in February 2012 due to the
borrower's inability to pay off upon the anticipated repayment
date (ARD) in January 2012. The property is 96% leased as of March
2012 compared to 98% in 2010. However, there is rollover risk with
leases for 17% of NRA expiring in 2012. Property performance also
declined as a result of increase in real estate taxes and
insurance.


FORD MOTOR: Moody's Lifts Rating on $58.5-Mil. Certs. From 'Ba2'
----------------------------------------------------------------
Moody's Investors Service has upgraded the rating of the following
certificates issued by Corporate Backed Trust Certificates, Ford
Motor Co. Debenture-Backed Series 2001-36 Trust:

U.S.$58,501,000 Corporate Backed Trust Certificates, Ford Motor
Co. Debenture-Backed Series 2001-36, Class A-1, Upgraded to Baa3;
previously on October 28, 2011 Upgraded to Ba2

Ratings Rationale

The transaction is a structured note whose rating is based on the
rating of the Underlying Securities and the legal structure of the
transaction. Today's rating action is a result of the change of
the rating of the Underlying Securities which are the 7.70%
Debentures due May 15, 2097 issued by Ford Motor Company, which
were upgraded to Baa3 by Moody's on May 22, 2012.

The principal methodology used in this rating was "Moody's
Approach to Rating Repackaged Securities" published in April 2010.

Moody's conducted no additional cash flow analysis or stress
scenarios because the ratings are a pass-through of the rating of
the underlying entity.


GE BUSINESS: Strong Credit Cues Fitch to Affirm Ratings
-------------------------------------------------------
Fitch Ratings has affirmed the following GE Business Loan Trusts
ratings:

Series 2003-1

  -- Class A at 'AAAsf'; revise Outlook to Negative from Stable;
  -- Class B at 'Asf'; revise Outlook to Negative from Stable.

Series 2003-2

  -- Class A at 'AAAsf'; revise Outlook to Negative from Stable;
  -- Class B at 'Asf'; revise Outlook to Negative from Stable;
  -- Class C at 'BBBsf'; revise Outlook to Negative from Stable.

Series 2004-2

  -- Class A at 'AAAsf'; Outlook Stable;
  -- Class B at 'Asf'; Outlook Stable;
  -- Class C at 'BBBsf'; Outlook Stable;
  -- Class D at 'BBsf'; Outlook Stable.

Series 2005-1

  -- Class A-3 at 'AAAsf'; Outlook Stable;
  -- Class B at 'Asf'; Outlook Stable;
  -- Class C at 'BBBsf'; Outlook Stable;
  -- Class D at 'BBsf'; Outlook Stable.

Series 2005-2

  -- Class A at 'AAAsf'; Outlook Stable;
  -- Class B at 'Asf'; Outlook Stable;
  -- Class C at 'BBBsf'; Outlook Stable;
  -- Class D at 'BBsf'; Outlook Stable.

Series 2006-1

  -- Class A at 'AAAsf'; Outlook Stable;
  -- Class B at 'AAsf'; Outlook Stable;
  -- Class C at 'Asf'; Outlook Stable;
  -- Class D at 'BBBsf'; Outlook Stable.

Series 2006-2

  -- Class A at 'AAsf'; Outlook Negative;
  -- Class B at 'Asf'; Outlook Negative;
  -- Class C at 'BBBsf'; Outlook Negative;
  -- Class D at 'BBsf'; Outlook Negative.

The rating affirmations for the trusts are primarily driven by
continued strong credit enhancement within the transactions
despite slight performance deterioration.  Since Fitch's last
review, the transactions have seen, in some cases, slight
increases in delinquencies and net losses.  Current 60+ day
delinquencies within the trusts range from 1.33% to 5.85%, as of
the May 2012 reporting period. Current net losses range from 12bps
to 292bps, to date.  Although delinquencies and losses have
increased, the transactions continue to perform within Fitch's
expectations.

The Negative Outlook designation on the 2003-1 and 2003-2 trusts
reflects Fitch's concern with growing obligor concentrations as
the transactions continue to amortize.  As the number of obligors
decline, the risk exposure increases for a single obligor default
within the pools further limiting the outstanding credit support's
ability to sustain the default of a large obligor.  Given current
amortization and current concentrations, Fitch believes the trusts
have an increased risk exposure in the near term to additional
obligor defaults.  As such, Fitch will continue to diligently
monitor these transactions and may take potential rating action.

The Negative Outlook designation on the 2006-2 trust reflects
Fitch's concern with the outstanding late-stage delinquencies,
with 4.86% of the pool 180 days past due.  Furthermore, under
Fitch's analysis, loss coverage levels have not improved for the
trust.  As these loans continue through to liquidation, Fitch will
monitor the potential impact on available credit support for the
notes and may take potential rating action.

The Stable Outlook designation on the remaining trusts reflects
Fitch's view that performance within the transactions is not
expected to materially change in the near term and loss coverage
is expected to remain consistent with current rating levels.  It
should be noted, similar to the 2003-1and 2003-2 trusts, as these
transactions amortize, Fitch will monitor the outstanding obligor
concentrations and may take potential rating actions in the future
should concentrations exceed an acceptable threshold.  However,
current concentrations are not considered to present significant
risk exposure to the trusts in the near term.

In reviewing the transactions, Fitch took into account analytical
considerations outlined in Fitch's 'Global Structured Finance
Rating Criteria', issued Aug. 4, 2011, including asset quality,
credit enhancement, financial structure, legal structure, and
originator and servicer quality.

Fitch's analysis incorporated a review of collateral
characteristics, in particular, focusing on delinquent and
defaulted loans within the pool.  All loans over 60 days
delinquent were deemed defaulted loans.  The defaulted loans were
applied loss and recovery expectations based on collateral type
and historical recovery performance to establish an expected net
loss assumption for the transaction.  Fitch stressed the cashflow
generated by the underlying assets by applying its expected net
loss assumption.  Furthermore, Fitch applied a loss multiplier to
evaluate break-even cash flow runs to determine the level of
expected cumulative losses the structure can withstand at a given
rating level.

The loss multiplier scale utilized is consistent with that of
other commercial ABS transactions.

Additionally, to review possible concentration risks within the
pool, Fitch evaluated the impact of the default of the largest
performing obligors.  The obligor concentration analysis is
consistent with Fitch's 'Criteria for Rating US Equipment Lease
and Loan ABS', dated Jan. 12, 2012. The analysis compares expected
loss coverage relative to the default of a certain number of the
largest obligors.  The required net obligor coverage varies by
rating category. The required number of obligors covered ranges
from 20 at 'AAA' to five at 'B'.  Similar to the analysis detailed
above, Fitch applied loss and recovery expectations based on
collateral type and historical recovery performance to the largest
performing obligors commensurate with the individual rating
category.  The expected loss assumption was then compared to the
modeled loss coverage available to the outstanding notes given
Fitch's expected losses on the currently delinquent loans.

Fitch will continue to closely monitor these transactions and may
take additional rating action in the event of changes in
performance and credit enhancement measures.


GE COMMERCIAL 2005-C1: DBRS Cuts Rating on 2 Certs. to 'D(sf)'
--------------------------------------------------------------
DBRS has downgraded two classes of GE Commercial Mortgage
Corporation, Series 2005-C1, as follows:

-- Class N to D (sf) from C (sf)
-- Class O to D (sf) from C (sf)

These rating actions reflect the most recent losses to the trust,
resulting from the liquidation of one loan in May 2012.  As of the
May 2012 remittance report, realized losses for this loan total
$6.88 million; to date, 13 loans have liquidated at a cumulative
loss of $27.54 million.  Additionally, DBRS has removed the
Interest in Arrears designation from these classes as well as from
Class F and Class G, which recouped previous interest shortfalls
with the resolution of this loan.

Heritage on the River (Prospectus ID#42) was secured by a 301-unit
multifamily property in Jacksonville, Florida.  The loan
transferred to the special servicer in February 2009 after payment
default, which was caused by a drop in the occupancy rate to 74%,
compared to 97% at issuance.  As a result, the borrower was unable
to pay out the loan at its scheduled maturity date in November
2009.  At issuance, the property was valued at $18.81 million and
the most recent appraisal, from September 2011, valued the
property at $10.5 million.  According to the May 2012 remittance
report, the property was sold for approximately $9.75 million,
resulting in a realized loss to the trust of $6.88 million and a
loss severity of 52.8%.


GE COMMERCIAL 2005-C2: Reductions Prompt Fitch to Upgrade Ratings
-----------------------------------------------------------------
Fitch Ratings has upgraded class A-J, and downgraded class H of GE
Commercial Mortgage Corporation (GECMC), series 2005-C2 commercial
mortgage pass-through certificates.

The upgrade reflects reductions to the pools' principal balance
resulting in increased credit enhancement to the senior classes,
as well as a decrease in Fitch expected losses across the pool.
The downgrade reflects realized losses since Fitch's last review.
In addition, the downgrades reflect increased losses on the loans
currently in special servicing, with three new loans (2.07% of
pool balance) transferring to special servicing since Fitch's last
review.

Fitch modeled losses of 4.84% of the outstanding pool. The
expected losses based on the original pool size are 4.90%, which
includes 2.22% in losses realized to date.  Fitch has designated
19 loans (15.9% of pool balance) as Fitch Loans of Concern, which
include six specially serviced loans (6.6%).  Two of the Fitch
Loans of Concern (4.72%) are within the transaction's top 15 loans
by unpaid principal balance.

As of the May 2012 distribution date, the pool's aggregate
principal balance has reduced by 44.73% (including realized losses
of 4.22%) to $1.03 billion from $1.86 billion at issuance.  Seven
loans (6.83%) are currently defeased.  Interest shortfalls are
affecting classes K through M, and unrated classes P and Q.

The largest contributor to Fitch-modeled losses is secured by a
portfolio of two New Jersey properties (1.38%) totaling 125,560
square feet (sf).  The collateral includes a 74,400sf industrial
property in Lakewood, NJ and a 51,160sf office property in
Montvale, NJ.  The portfolio has recently experienced cash flow
issues due to occupancy declines at both properties.  As of year
end (YE) December 2011, portfolio occupancy and net operating
income (NOI) debt service coverage ratio (DSCR) were reported at
71% and 0.76x, respectively.  This is a significant decline from
97% occupancy and 1.06x NOI DSCR at YE December 2010.  The loan
transferred to special servicing in February 2012 for payment
default.  The servicer is attempting negotiations with the
borrower as well as dual-tracking foreclosure.

The second largest contributor to Fitch-modeled losses is secured
by a 231,770sf office property in Chatsworth, CA (3.03%).  The
property is 100% occupied by two tenants - County of LA (71% NRA)
through March 2016 and Sanyo North America Corp. (29% NRA) through
February 2017.  The YE December 2011 NOI DSCR reported at 1.37x.
The loan, which matured in April 2010, had transferred to special
servicing in March 2010 for imminent maturity default.  Debt
service payments have been paid through March 2011.  In November
2011, the servicer had foreclosed on 98.5% of the borrower's (a
tenant-in-common [TIC] structure) interest.  One of the TIC
entities had filed for Chapter 11 bankruptcy, and the case has
since been dismissed.  The servicer is proceeding with foreclosure
of the remaining interest.

The third-largest contributor to Fitch-modeled losses is
collateralized by a 176,904-sf retail center located in Roseville,
MN (1.69%).  The property has experienced cash flow issues since
mid-2008 following the vacancies of three major tenants (formerly
a combined 44% of the space) due to a combination of bankruptcy
and lease expirations.  The property has shown recent improvements
with YE November 2011 occupancy and NOI DSCR reporting at 78% and
0.83x, respectively.  This is a significant improvement from YE
November 2010 at 62% occupancy and 0.50x NOI DSCR.  The loan
remains current as of the May 2012 payment date.

Fitch upgrades the following class and affirms the Rating Outlook
as indicated:

  -- $149.1 million class A-J to 'AAAsf' from 'AAsf'; Outlook
     Stable.

Fitch downgrades the following class and assigns Recovery Estimate
(RE) as indicated:

  -- $16.3 million class H to 'CCCsf' from 'B-sf'; RE 100%.

The above-mentioned class was previously on Outlook Negative prior
to the review.

In addition, Fitch affirms the following classes, assigns Recovery
Estimates (REs), and revises the Rating Outlook on class B as
indicated:

  -- $14.3 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $46 million class A-AB at 'AAAsf'; Outlook Stable;
  -- $445.4 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $193.1 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $14 million class B at 'AAsf'; Outlook to Positive from
     Stable;
  -- $30.3 million class C at 'Asf'; Outlook Stable;
  -- $16.3 million class D at 'BBBsf'; Outlook Stable;
  -- $25.6 million class E at BBsf'; Outlook Stable;
  -- $16.3 million class F at 'BBsf'; Outlook Stable;
  -- $21 million class G at 'Bsf'; Outlook Stable;
  -- $21 million class J at 'CCsf'; RE 10%;
  -- $9.3 million class K at 'Csf'; RE 0%;
  -- $7 million class L at 'Csf'; RE 0%;

Classes A-1 and A-2 have repaid in full.  Class M will remain at
'Dsf', RE 0% due to realized losses.  Fitch does not rate classes
N through Q, which have been reduced to zero due to realized
losses.

Fitch had previously withdrawn the rating on the interest-only
classes X-C and X-P.


GE COMMERCIAL 2005-C4: S&P Cuts Ratings on 2 Cert Classes to 'D'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on seven
classes of commercial mortgage pass-through certificates from GE
Commercial Mortgage Corp.'s series 2005-C4, a U.S. commercial
mortgage-backed securities (CMBS) transaction. "In addition, we
affirmed our 'AAA (sf)' ratings on seven other classes from the
same transaction," S&P said.

"The downgrades primarily reflect credit support erosion that we
anticipate will occur upon the eventual resolution of 16 ($290.8
million, 14.6%) of the transaction's 19 ($497.3 million, 25.0%)
loans with the special servicer and reduced liquidity support
available to the subject classes due to interest shortfalls. As of
the May 10, 2012, trustee remittance report, the trust experienced
a monthly interest shortfall of $795,497, primarily due to
appraisal subordinate entitlement reduction (ASER) amounts
($698,823) and special servicing and workout fees ($90,952).
According to our analysis, the total anticipated recurring monthly
interest shortfalls will cause interest shortfalls on class E and
the classes subordinate to it for the foreseeable future, and
reduce liquidity support available to the classes senior to it. As
a result of our analysis, we lowered our ratings on classes E and
F to 'D (sf)'. We previously lowered our ratings on classes G
through P to 'D (sf)'," S&P said.

"The affirmed ratings on the principal and interest certificates
reflect subordination and liquidity support levels that are
consistent with the outstanding ratings. We affirmed our 'AAA
(sf)' rating on the class X-W interest-only (IO) certificate based
on our current criteria," S&P said.

"Our analysis included a review of the credit characteristics of
all of the remaining loans in the pool. Using servicer-provided
financial information, we calculated an adjusted debt service
coverage (DSC) of 1.42x and a loan-to-value (LTV) ratio of 103.0%.
We further stressed the loans' cash flows under our 'AAA' scenario
to yield a weighted average DSC of 0.96x and an LTV ratio of
134.3%. The implied defaults and loss severity under the 'AAA'
scenario were 79.2% and 37.2%. All of the DSC and LTV calculations
exclude 16 ($290.8 million, 14.6%) of the transaction's 19 ($497.3
million, 25.0%) specially serviced loans and three ($24.5 million,
1.2%) defeased loans. We separately estimated losses for the
excluded specially serviced loans and included them in the 'AAA'
scenario implied default and loss severity figures," S&P said.

                     CREDIT CONSIDERATIONS

"As of the May 10, 2012, trustee remittance report, 19 ($497.3
million, 25.0%) loans in the pool were with the special servicer,
Midland Loan Services (Midland). The reported payment status of
the specially serviced loans is: four ($49.1 million, 2.5%) are in
foreclosure; nine ($111.8 million, 5.6%) are 90-plus-days
delinquent; one ($61.8 million, 3.1%) is 60 days delinquent; one
($16.9 million, 0.8%) is late, but less than 30 days delinquent;
one ($56.7 million, 2.9%) is in its grace period; one ($71.0
million, 3.6%) is a matured balloon loan; and two ($130.0 million,
6.5%) are current. Appraisal reduction amounts (ARAs) totaling
$133.0 million were in effect for 11 of the specially serviced
loans. Details on the six largest specially serviced loans, five
of which are top 10 loans, are as set forth," S&P said.

"The Design Center of the Americas loan ($88.0 million, 4.4%) is
the second-largest loan in the pool and the largest loan with the
special servicer. The loan is currently secured by the fee
interest in three four-story buildings totaling 774,573 sq. ft. of
retail space in Dania Beach, Fla., which is directly south of Ft.
Lauderdale. The loan was transferred to the special servicer on
Jan. 24, 2012, due to imminent default, and was reported as being
current in its payments. The special servicer indicated that it is
working on a loan modification with the borrower. The reported DSC
was 0.81x as of Dec. 31, 2011, and reported occupancy was 63.5% as
of Jan. 3, 2012," S&P said.

"The DDR/Macquarie Mervyn's Portfolio loan ($71.0 million, 3.6%)
is the fourth largest loan in the pool and the second largest
specially serviced loan. The loan is currently secured by 24
single-tenant retail properties totaling 1.8 million sq. ft. in
California, Arizona, Texas, and Nevada, which formerly operated as
stores in the Mervyn's discount department store chain. Mervyn's
filed for bankruptcy on Aug. 29, 2008, and rejected all of its
leases on or before Dec. 31, 2008. The loan was transferred to the
special servicer on Oct. 22, 2008, due to imminent default and was
reported as a matured balloon loan. A $34.9 million ARA is in
effect against this loan. The reported overall occupancy was 34.0%
as of October 2011. According to the special servicer, the
remaining properties are being marketed for sale. Standard &
Poor's expects a significant loss upon the eventual resolution of
this loan," S&P said.

"The Grand Traverse Mall loan ($61.8 million, 3.1%) is the sixth-
largest loan in the pool and the third-largest specially serviced
loan. The loan is secured by 310,150 sq. ft. of retail space in
Traverse City, Mich. The loan was transferred to the special
servicer on Oct. 4, 2010, after the borrower requested a loan
modification. The payment status was reported as 60 days
delinquent. The special servicer has indicated that the loan has
been modified and will be returned to the master servicer. An ARA
of $28.9 million was reported for this loan. Reported DSC was
1.04x as of Sept. 30, 2011, and reported occupancy was 92.4% as of
Dec. 31, 2011," S&P said.

"The Becker Portfolio loan ($56.7 million, 2.9%) is the eighth-
largest loan in the pool and the fourth-largest specially serviced
loan. The loan is secured by nine retail properties comprising
955,448 sq. ft. across the U.S. The loan was transferred to the
special servicer on April 4, 2011, after the borrower indicated it
could no longer make debt service payments on the loan. The loan
was reported as being in its grace period. The special servicer
has indicated that the loan has been modified and will be returned
to the master servicer. As of Dec. 31, 2010, the reported DSC was
1.32x and reported consolidated occupancy was 92.3%," S&P said.

"The Empirian at Northridge loan ($42.4 million, 2.1%) is the
10th-largest loan in the pool and the fifth-largest specially
serviced loan. The loan is secured by a 608-unit multifamily
property in Atlanta. The loan was transferred to the special
servicer on June 19, 2009, due to imminent default, and the
payment status was reported as 90-plus-days delinquent. As of Dec.
31, 2011, reported DSC and occupancy were 0.11x and 79.3%,
respectively. The special servicer is evaluating workout
strategies on this loan. There is a $24.7 million ARA in
effect against the loan. We expect a significant loss upon the
eventual resolution of this loan," S&P said.

"The Lakeside Loudoun Tech loan ($42.0 million, 2.1%) is the
sixth-largest specially serviced loan. The loan is secured by a
203,750-sq.-ft. office property in Sterling, Va. The loan was
transferred to the special servicer on May 27, 2011, and was
reported as current in its payments. According to the special
servicer's reported comments, Verisign, a major tenant, will be
vacating the property effective Nov. 30, 2012. At that time,
occupancy will drop to 29.0% from 79.8%, and we expect the loan to
default. We expect a minimal loss upon the eventual resolution of
this loan," S&P said.

"The 13 remaining specially serviced loans have individual
balances that represent less than 1.0% of the total pool balance.
ARAs totaling $44.5 million are in effect against eight of the
loans. We estimated losses for all 13 remaining specially serviced
loans and arrived at a weighted average loss severity of 39.1%,"
S&P said.

                      TRANSACTION SUMMARY

"As of the May 10, 2012, trustee remittance report, the collateral
pool had a trust balance of $1.99 billion, down from $2.40 billion
at issuance. The pool currently includes 153 loans, three ($24.5
million, 1.2%) of which have been defeased. The master servicer,
also Midland, provided financial information for 90.5% of the
nondefeased pool balance, the majority of which reflected full-
year 2010 or full-year 2011 data," S&P said.

"We calculated a weighted average DSC of 1.38x for the pool based
on the reported figures. Our adjusted DSC and LTV ratio were 1.42x
and 103.0%, which exclude 16 ($290.8 million, 14.6%) of the
transaction's 19 ($497.3 million, 25.0%) specially serviced loans,
for which we separately estimated losses, and three ($24.5
million, 1.2%) defeased loans. Recent financial information was
available for 12 of the 16 excluded loans, which exhibited a
weighted average reported DSC of 0.74x. The trust has experienced
$65.5 million in principal losses. Twenty-four loans ($322.4
million, 16.2%), including two ($187.1 million, 9.4%) of the top
10 loans in the pool, are on the master servicer's watchlist.
Twenty-seven ($475.0 million, 23.9%) loans have reported DSC under
1.10x, 17 ($239.3 million, 12.0%) of which have reported DSC under
1.00x," S&P said.

                        SUMMARY OF TOP 10 LOANS

"The top 10 loans have an aggregate outstanding trust balance of
$695.6 million (34.9%). Five ($319.9 million, 16.1%) of the top 10
loans are specially serviced, while two ($187.1 million, 9.4%)
others appear on the master servicer's watchlist. Using servicer-
provided financial information, we calculated a weighted average
DSC of 1.12x for the top 10 loans. Our adjusted DSC and LTV ratio
for the top 10 loans were 1.13x and 113.7%, which exclude two
($113.3 million, 5.7%) of the five ($319.9 million, 16.1%)
specially serviced top 10 loans for which we separately estimated
losses. Recent financial information was available for one of the
two excluded loans and indicted a reported DSC of 0.11x," S&P
said.

"The 123 North Wacker loan ($120.6 million, 6.1%), the largest
loan in the pool, is on the master servicer's watchlist due to a
low reported DSC, which was 1.05x as of Sept. 30, 2011. The loan
is secured by a 540,676-sq.-ft. office property in Chicago.
Reported occupancy was 88.8% as of Sept. 30, 2011," S&P said.

"The Oglethorpe Mall loan ($66.5 million, 3.3%), the fifth-largest
loan in the pool, is on the master servicer's watchlist due to its
pending July 1, 2012, maturity date. According to Midland, the
loan was modified and per the loan modification agreement, if
there is no subsequent bankruptcy, the maturity date will be
extended to July 2, 2017. The loan is secured by a 631,244-sq.-ft.
retail property in Savannah, Ga. Reported DSC was 1.36x as of
Dec. 31, 2010, and reported occupancy was 97.4% as of Sept. 30,
2011," S&P said.

Standard & Poor's stressed the loans in the pool according to its
current criteria, and the analysis is consistent with the lowered
and affirmed ratings.

           STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Report
included in this credit rating report is available at:

         http://standardandpoorsdisclosure-17g7.com

RATINGS LOWERED

GE Commercial Mortgage Corp.
Commercial mortgage pass-through certificates series 2005-C4

             Rating
Class  To              From          Credit enhancement (%)
A-M    A- (sf)         A+ (sf)                        20.79
A-J    BB (sf)         BBB+ (sf)                      13.11
B      BB- (sf)        BBB (sf)                       11.91
C      B+ (sf)         BBB- (sf)                      10.40
D      CCC- (sf)       BB+ (sf)                        9.20
E      D (sf)          B (sf)                          6.94
F      D (sf)          CCC+ (sf)                       5.59

RATINGS AFFIRMED

GE Commercial Mortgage Corp.
Commercial mortgage pass-through certificates series 2005-C4

Class    Rating                Credit enhancement (%)
A-2      AAA (sf)                               32.82
A-3A     AAA (sf)                               32.82
A-3B     AAA (sf)                               32.82
A-SB     AAA (sf)                               32.82
A-4      AAA (sf)                               32.82
A-1A     AAA (sf)                               32.82
X-W      AAA (sf)                                 N/A

N/A-Not applicable.


GMAC COMMERCIAL 2002-C2: Moody's Lowers Rating on O Certs. to 'C'
-----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of four classes,
affirmed two classes and downgraded three classes of GMAC
Commercial Mortgage Securities, Inc., Commercial Mortgage Pass-
Thru Certificates, Series 2002-C2 as follows:

Cl. G, Upgraded to Aaa (sf); previously on Dec 2, 2010 Upgraded to
Aa3 (sf)

Cl. H, Upgraded to Aa2 (sf); previously on Dec 2, 2010 Upgraded to
A2 (sf)

Cl. J, Upgraded to A3 (sf); previously on Feb 1, 2006 Upgraded to
Baa3 (sf)

Cl. K, Upgraded to Ba1 (sf); previously on Jun 27, 2002 Definitive
Rating Assigned Ba2 (sf)

Cl. L, Affirmed at Ba3 (sf); previously on Jun 27, 2002 Definitive
Rating Assigned Ba3 (sf)

Cl. M, Affirmed at B3 (sf); previously on Dec 2, 2010 Downgraded
to B3 (sf)

Cl. N, Downgraded to Caa3 (sf); previously on Dec 2, 2010
Downgraded to Caa1 (sf)

Cl. O, Downgraded to C (sf); previously on Dec 2, 2010 Downgraded
to Caa2 (sf)

Cl. X-1, Downgraded to Caa1 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

Ratings Rationale

The upgrades are due to the benefits of amortization and loan pay
offs bolstering credit support. The affirmations are due to key
parameters, including Moody's loan to value (LTV) ratio, Moody's
stressed DSCR and the Herfindahl Index (Herf), remaining within
acceptable ranges. Based on Moody's current base expected loss,
the credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings.

The downgrades of Classes N and O are due to increased realized
and anticipated losses from loans in special servicing. The rating
of the IO Class, Class X1, is due to the decline in the credit
performance of its reference classes. This rating reflects
paydowns of senior classes from maturing loans.

Moody's rating action reflects a cumulative base expected loss of
15.6% of the current balance compared to 1.8% at last review. On a
percentage basis, that difference is disproportionately large due
to the 87% decline in total pool balance since last review. On a
numerical basis, the increase in total base expected loss between
the current and prior review totals only $1.3 million. Moody's
provides a current list of base expected losses for conduit and
fusion CMBS transactions on moodys.com at:

http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term. From time to
time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review. Even so, deviation from the expected range will not
necessarily result in a rating action. There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in growth.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, "Moody's Approach to Rating CMBS Large Loan/Single Borrower
Transactions" published in July 2000, and "Moody's Approach to
Rating Structured Finance Interest-Only Securities" published in
February 2012.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a pay down analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
underlying rating of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and the IO type corresponding to an IO type as
defined in the published methodology. The calculator then returns
a calculated IO rating based on both a target and mid-point. For
example, a target rating basis for a Baa3 (sf) rating is a 610
rating factor. The midpoint rating basis for a Baa3 (sf) rating is
775 (i.e. the simple average of a Baa3 (sf) rating factor of 610
and a Ba1 (sf) rating factor of 940). If the calculated IO rating
factor is 700, the CMBS IO calculator version 1.0 would provide
both a Baa3 (sf) and Ba1 (sf) IO indication for consideration by
the rating committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 7, down from 32 at last review.

In cases where the Herf falls below 20, Moody's employs the large
loan/single borrower methodology. This methodology uses the excel-
based Large Loan Model v 8.4. The large loan model derives credit
enhancement levels based on an aggregation of adjusted loan level
proceeds derived from Moody's loan level LTV ratios. Major
adjustments to determining proceeds include leverage, loan
structure, property type, and sponsorship. These aggregated
proceeds are then further adjusted for any pooling benefits
associated with loan level diversity, other concentrations and
correlations.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R)(Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated June 23, 2011.

DEAL PERFORMANCE

As of the May 15, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 91% to $66.6
million from $737.7 million at securitization. The Certificates
are collateralized by 13 mortgage loans ranging in size from less
than 1% to 27% of the pool, with the top ten loans, excluding
defeasance, representing 87% of the pool. Two loans, representing
10% of the pool, have defeased and are secured by U.S. government
securities. There are no loans with investment grade credit
estimates.

There are three loans, representing 38% of the pool, that are on
the master servicer's watchlist compared to 21 loans, representing
18% of the pool, at last review. The watchlist includes loans
which meet certain portfolio review guidelines established as part
of the CRE Finance Council (CREFC) monthly reporting package. As
part of Moody's ongoing monitoring of a transaction, Moody's
reviews the watchlist to assess which loans have material issues
that could impact performance.

Ten loans have been liquidated from the pool since securitization
resulting in realized losses totaling $11.3 million (average loss
severity of 38%). Based on the recent transfer of Dundee Ridge
Plaza, there are now five loans, representing 28% of the pool,
that are currently in special servicing compared to one loan,
representing less than 1% of the pool in special servicing at last
review. The largest specially serviced loan is the Holiday Inn
Loan ($7.0 million -- 10.5% of the pool), which is secured by a
170-room limited service hotel located in Orangeburg, New York.
Property performance has declined and the loan was transferred to
special servicing in September 2011 due to an imminent maturity
default. A loan modification is under negotiation. Moody's has
estimated an aggregate $9.2 million loss (49% expected loss) for
the five specially serviced loans.

Moody's was provided with full year 2010 and partial year 2011
operating results for 100% of the performing pool. Excluding
specially serviced loans, Moody's weighted average LTV is 76%
compared to 77% at last full review. Moody's net cash flow
reflects a weighted average haircut of 11.2% to the most recently
available net operating income. Moody's value reflects a weighted
average capitalization rate of 9.8%.

Excluding specially serviced loans, Moody's actual and stressed
DSCRs are 1.36X and 1.58X, respectively, compared to 1.38X and
1.48X, respectively, at last full review. Moody's actual DSCR is
based on Moody's net cash flow (NCF) and the loan's actual debt
service. Moody's stressed DSCR is based on Moody's NCF and a 9.25%
stressed rate applied to the loan balance.

The top three performing loans represent 47% of the pool balance.
The largest conduit loan is the Northway Mall Loan ($18.0 million
-- 27% of the pool), which is secured by a 209,600 square foot
(SF) retail center located in Colonie, New York. The largest
tenants that are part of the loan collateral are JoAnn's,
Marshalls and Staples; Target shadow anchors this center. The
property was 100% leased as of October 2011, the same as at last
review. This loan matures June 2012 and the final loan payoff
quote was sent to the borrower in May 2012. Moody's LTV and
stressed DSCR are 102% and 1.01X, respectively, compared to 106%
and 0.97X, at last review.

The second largest loan is the Landsdowne Centre Loan ($7.7
million -- 11.6% of the pool), which is secured by an 87,068 SF
shopping center located in Alexandria, Virginia. The Fairfax
County Public Library and CVS anchor this retail center with long-
term leases in place. As of December 2011, the property was 93%
leased compared to 96% at last review. This fully amortizing loan
has amortized 32% since securitization. Moody's LTV and stressed
DSCR are 49% and 2.35X, respectively, compared to 48% and 2.42X at
last review.

The third largest loan is the 20 Horseneck Lane Loan ($5.9 million
-- 8.8% of the pool), which is secured by a 44,830 SF office
building located in Greenwich, Connecticut. As of December 2011,
the property was 100% leased, the same as at last review. Moody's
stressed the cash flow to reflect major tenant lease expirations
that coincide with the loan maturity date. Moody's LTV and
stressed DSCR are 43% and 2.5X, respectively, compared to 32% and
3.3X at last review.


GOLUB CAPITAL 11: S&P Gives 'BB' Rating to $21MM Class D Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to Golub
Capital Partners CLO 11 Ltd./Golub Capital Partners CLO 11 LLC's
$365.5 million floating-rate motes.

The note issuance is a collateralized loan obligation
securitization backed by a revolving pool consisting primarily of
senior secured loans.

The ratings reflect S&P's view of:

    The credit enhancement provided to the rated notes through the
    subordination of cash flows that are payable to the
    subordinated notes.

    The transaction's credit enhancement, which is sufficient to
    withstand the defaults applicable for the supplemental tests
    (not counting excess spread), and cash flow structure, which
    can withstand the default rate projected by Standard & Poor's
    CDO Evaluator model, as assessed by Standard & Poor's using
    the assumptions and methods outlined in its corporate
    collateralized debt obligation (CDO) criteria.

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

    The diversified collateral portfolio, which consists primarily
    of senior secured term loans.

    The collateral manager's experienced management team.

    "Our projections regarding the timely interest and ultimate
    principal payments on the rated notes, which we assessed using
    our cash flow analysis and assumptions commensurate with the
    assigned ratings under various interest-rate scenarios,
    including LIBOR ranging from 0.34%-13.83%," S&P said.

    The transaction's overcollateralization and interest coverage
    tests, a failure of which will lead to the diversion of
    interest and principal proceeds to reduce the balance of the
    rated notes outstanding.

    The transaction's interest diversion test, a failure of which
    during the reinvestment period will lead to the
    reclassification of excess interest proceeds that are
    available prior to paying uncapped administrative expenses,
    subordinated hedge counterparty amounts, and subordinated note
    payments to principal proceeds.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com

RATINGS ASSIGNED
Golub Capital Partners CLO 11 Ltd./Golub Capital Partners CLO 11
LLC

Class                   Rating           Amount
                                       (mil. $)
A-1                     AAA (sf)         257.00
A-2                     AA (sf)           35.50
B (deferrable)          A (sf)            31.00
C (deferrable)          BBB (sf)          21.00
D (deferrable)          BB (sf)           21.00
Subordinated notes      NR                45.86

NR-Not rated.


GTP COMMERCIAL 2010-1: Fitch Retains BB-sf Rating on $50MM Certs.
-----------------------------------------------------------------
Fitch Ratings has affirmed the GTP commercial mortgage pass-
through certificates, series 2010-1 and revised the Outlook as
follows:

  -- $200,000,000 class C at 'A-sf'; Outlook Stable;
  -- $50,000,000 class F at 'BB-sf'; Outlook to Positive from
     Stable.

The affirmations are due to the stable performance of the
collateral since issuance with no significant changes to the
collateral composition.  The Positive Outlook on class F reflects
expected cash flow growth due to annual rent escalations and
automatic renewal clauses resulting in higher debt service
coverage ratios since issuance.

The certificates represent beneficial ownership interest in the
trust, primary assets of which are 1,345 wireless communication
sites securing one fixed-rate loan.  As of the May 2012
distribution date, the aggregate principal balance of the notes
remains unchanged at $250 million since issuance. The notes are
interest only until February 15, 2015, the anticipated repayment
date.

As part of its review, Fitch analyzed the collateral data and site
information provided by the master servicer, Midland Loan
Services.  As of April 30, 2012, aggregate annualized run rate net
cash flow increased 26.4% since issuance to $41.13 million.  The
Fitch stressed DSCR increased from 1.25x at issuance to 1.60x as a
result of the increase in net cash flow.

The tenant type concentration is stable. As of April 30, 2012,
total revenue contributed by telephony tenants was 92.5% compared
to 91.4% at issuance.  Lease revenues from telephony tenants have
more stable income characteristics than other tenant types due to
the strong end-use customer demand for wireless services.


INFINITI 2006-3: S&P Withdraws 'CCC-' Rating on Class A Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its rating on the
class A notes issued by Infiniti SPC Ltd.'s series CPORTS 2006-3,
a synthetic corporate investment-grade collateralized debt
obligation (CDO) transaction.

The rating withdrawal follows the termination of the note.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com

RATING WITHDRAWN

Infiniti SPC Ltd.
Series CPORTS 2006-3

Rating

Class        To      From
A            NR      CCC- (sf)

NR-Not rated.


JPMCC 2007-CIBC19: Moody's Cuts Ratings on 2 Cert. Classes to 'C'
-----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of seven classes
and affirmed nine classes J.P. Morgan Chase Commercial Mortgage
Securities, Commercial Mortgage Pass-Through Certificates, Series
2007-CIBC19 as follows:

Cl. A-2, Affirmed at Aaa (sf); previously on Jun 14, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Jun 14, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aa2 (sf); previously on Oct 20, 2010
Downgraded to Aa2 (sf)

Cl. A-SB, Affirmed at Aa2 (sf); previously on Oct 20, 2010
Downgraded to Aa2 (sf)

Cl. A-1A, Affirmed at Aa2 (sf); previously on Oct 20, 2010
Downgraded to Aa2 (sf)

Cl. A-M, Downgraded to Baa1 (sf); previously on Oct 20, 2010
Downgraded to A1 (sf)

Cl. A-J, Downgraded to B1 (sf); previously on Oct 20, 2010
Downgraded to Ba1 (sf)

Cl. B, Downgraded to B2 (sf); previously on Oct 20, 2010
Downgraded to Ba2 (sf)

Cl. C, Downgraded to Caa2 (sf); previously on Oct 20, 2010
Downgraded to B2 (sf)

Cl. D, Downgraded to Caa3 (sf); previously on Oct 20, 2010
Downgraded to B3 (sf)

Cl. E, Downgraded to C (sf); previously on Oct 20, 2010 Downgraded
to Caa2 (sf)

Cl. F, Downgraded to C (sf); previously on Oct 20, 2010 Downgraded
to Ca (sf)

Cl. G, Affirmed at C (sf); previously on Oct 20, 2010 Downgraded
to C (sf)

Cl. H, Affirmed at C (sf); previously on Oct 20, 2010 Downgraded
to C (sf)

Cl. J, Affirmed at C (sf); previously on Oct 20, 2010 Downgraded
to C (sf)

Cl. X, Affirmed at Ba3 (sf); previously on Feb 22, 2012 Downgraded
to Ba3 (sf)

Ratings Rationale

The downgrades are due to the deterioration in the credit support
caused by realized and anticipated losses as well as projected
interest shortfalls from specially serviced and troubled loans.

The affirmations are due to key parameters, including Moody's loan
to value (LTV) ratio, Moody's stressed debt service coverage ratio
(DSCR) and the Herfindahl Index (Herf), remaining within
acceptable ranges. Based on Moody's current base expected loss,
the credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
11.7% of the current balance. At last review, Moody's cumulative
base expected loss was 10.1%. Realized losses have increased to
3.4% of the original balance from 2.0% since the prior review.
Moody's provides a current list of base expected losses for
conduit and fusion CMBS transactions on moodys.com at:

   http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. From time to time, Moody's may, if warranted, change
these expectations. Performance that falls outside the given range
may indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment and commercial real
estate property markets. While commercial real estate property
values are beginning to move in a positive direction along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. Across all property sectors, the availability of debt
capital continues to improve with increased securitization
activity of commercial real estate loans supported by a monetary
policy of low interest rates. Moody's central global macroeconomic
scenario reflects healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, ongoing and policy-induced banking sector deleveraging
leading to a tightening of bank lending standards and credit
contraction, financial market turmoil continuing to negatively
impact consumer and business confidence, persistently high
unemployment levels, and weak housing markets, any or all of which
will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September 2000
and "Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type corresponding to an IO type as defined in
the published methodology. The calculator then returns a
calculated IO rating based on both a target and mid-point. For
example, a target rating basis for a Baa3 (sf) rating is a 610
rating factor. The midpoint rating basis for a Baa3 (sf) rating is
775 (i.e. the simple average of a Baa3 (sf) rating factor of 610
and a Ba1 (sf) rating factor of 940). If the calculated IO rating
factor is 700, the IO calculator would provide both a Baa3 (sf)
and Ba1 (sf) IO indication for consideration by the rating
committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 70 compared to 74 at Moody's prior review.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output. The rating
action is a result of Moody's on-going surveillance of commercial
mortgage backed securities (CMBS) transactions. Moody's monitors
transactions on a monthly basis through a review utilizing
MOST(R)(Moody's Surveillance Trends) Reports and a proprietary
program that highlights significant credit changes that have
occurred in the last month as well as cumulative changes since the
last full transaction review. On a periodic basis, Moody's also
performs a full transaction review that involves a rating
committee and a press release. Moody's prior transaction review is
summarized in a press release dated June 2, 2011.

DEAL PERFORMANCE

As of the May 14, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 8% to $3.02 billion
from $3.28 billion at securitization. The Certificates are
collateralized by 218 mortgage loans ranging in size from less
than 1% to 7% of the pool, with the top ten loans representing 25%
of the pool. One loan, representing less than 1% of the pool, has
defeased and is secured by U.S. Government securities.

Sixty-one loans, representing 23% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Twenty-one loans have been liquidated from the pool, resulting in
a $111.1 million loss (62% loss severity overall). Twenty-seven
loans, representing 14% of the pool, are currently in special
servicing. The largest specially serviced loan is the Crowne Plaza
Metro Chicago Loan ($48.4 million -- 1.6% of the pool), which is
secured by a 398-room, full-service hotel located on West Madison
Street in Chicago, Illinois. The loan transferred to special
servicing on May 1, 2012 due to imminent maturity default. As of
March 2012, the trailing 12-month occupancy and revenue per
available room (RevPAR) were 65% and $96.80.

The remaining specially serviced properties are secured by a mix
of property types. The master servicer has recognized an aggregate
$153.7 million appraisal reduction for 18 of the specially
serviced loans. Moody's has estimated an aggregate $209.7 million
loss (52% expected loss on average) for 26 of the specially
serviced loans.

Moody's has assumed a high default probability for 22 poorly
performing loans representing 12% of the pool and has estimated an
aggregate $50.6 million loss (40% expected loss based on a 50%
probability default) from these troubled loans.

Based on the most recent remittance statement, Classes E through
NR have experienced cumulative interest shortfalls totaling $18.1
million. Moody's anticipates that the pool will continue to
experience interest shortfalls because of the high exposure to
modified and specially serviced loans. Interest shortfalls are
caused by special servicing fees, including workout and
liquidation fees, appraisal subordinate entitlement reductions
(ASERs), extraordinary trust expenses and non-advancing by the
master servicer based on a determination of non-recoverability.

Moody's was provided with full year and partial year 2011
operating results for 94% of the pool, excluding defeased and
specially serviced loans. Excluding specially serviced and
troubled loans, Moody's weighted average LTV is 114% compared to
116% at Moody's prior review. Moody's net cash flow reflects a
weighted average haircut of 10% to the most recently available net
operating income. Moody's value reflects a weighted average
capitalization rate of 9.0%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.25X and 0.89X, respectively, compared to
1.31X and 0.88X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 14% of the pool.
The largest loan is the 599 Lexington Avenue Loan ($225.0 million
-- 7.4% of the pool), which is secured by a 1.03 million square
foot (SF) office building located in Midtown Manhattan in New York
City. The loan represents a 40% pari-passu interest in a $750.0
million loan. As of September 2011, the property was 96% leased.
Less than 2% of the property's leases expire over the next three
years. Moody's expects performance to improve due to rent step
provisions in the leases. Moody's LTV and stressed DSCR are 129%
and 0.71X, respectively, which is the same as at last review.

The second largest loan is the River City Marketplace Loan ($110.0
million -- 3.6% of the pool), which is secured by the borrower's
interest in a 786,000 SF lifestyle retail center located in
Jacksonville, Florida. As of December 2011, the center was 97%
leased compared to 98% at last review. The center is shadow
anchored by Wal-mart and Lowes. The largest in-line tenants are
Gander Mountain, Wallace Theater and Ashley Furniture. The loan is
interest only for its entire 10-year term. Net operating income
has improved over the past three years due to higher revenues.
Moody's LTV and stressed DSCR are 135% and 0.7X, respectively,
compared to 147% and 0.64X at last review.

The third largest loan is the Sabre Headquarters Loan ($84.9
million -- 2.8% of the pool), which is secured by a 474,000 SF
Class A, Silver LEED certified office property located in
Southlake, Texas. The property serves as the headquarters of the
Sabre Holdings Corporation, which leases the entire property via a
triple net lease through March 2022. Moody's analysis incorporates
a lit/dark analysis to reflect Moody's concerns about single
tenant exposure. The loan's 60-month interest only period expired
in April 2012 and is now amortizing on a 360-month schedule.
Moody's LTV and stressed DSCR are 123% and 0.83X, respectively,
the same as at last review.


LCM III: S&P Lowers Rating on Class D Notes to 'B'
--------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
D notes from LCM III Ltd., a U.S. collateralized loan obligation
(CLO) transaction managed by LCM Asset Management LLC. "At the
same time, we affirmed our ratings on the class A, B, and C
notes," S&P said.

"The transaction is in its reinvestment period, which is scheduled
to end in June 2012. We noted that since the last rating action in
February 2010, the transaction's exposure to long-dated assets
(i.e., assets maturing after the stated maturity of the CLO) has
significantly increased. According to the March 2012 trustee
report, the balance of long-dated assets that have a maturity
later than the transaction's legal final maturity in June 2017,
represent 16.36% (or approximately $56 million) of the portfolio.
We confirmed that the maturity dates of these underlying assets
were extended due to the restructuring of the underlying loans,"
S&P said.

"Our downgrade of the class D notes took into account the
potential market value and/or settlement related risk arising from
the potential liquidation of the remaining long-dated assets on
the legal final maturity date of the transaction," S&P said.

The affirmations reflect sufficient credit support available to
the class A, B, and C notes at their current rating levels.

Standard & Poor's will continue to review whether, in its opinion,
the ratings assigned to the notes remain consistent with the
credit enhancement available to support them and take rating
actions as it deems necessary.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

         http://standardandpoorsdisclosure-17g7.com

RATING ACTION

LCM III Ltd.
                        Rating
Class              To           From
D                  B (sf)       BB (sf)

RATINGS AFFIRMED

LCM III Ltd.
                        Rating
Class              To           From
A                  AA+ (sf)     AA+ (sf)
B                  A (sf)       A (sf)
C                  BBB (sf)     BBB (sf)

TRANSACTION INFORMATION
Issuer:             LCM III Ltd.
Coissuer:           LCM III Corp.
Collateral manager: LCM Asset Management LLC.
Indenture trustee:  Deutsche Bank Trust Co. Americas
Transaction type:   Cash flow CDO


LCM IV: S&P Affirms Rating on Class D Notes at 'B+'; Off Watch
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-2, and B notes from LCM IV Ltd., a U.S. collateralized loan
obligation (CLO) managed by LCM Asset Management LLC.
Simultaneously, we affirmed our ratings on the class C and D notes
and removed our ratings on the class B, C, and D notes from
CreditWatch, where we placed them with positive implications on
April 18, 2012," S&P said.

"The upgrades reflect an improvement in credit support, primarily
due to an improvement in the credit quality of the assets, the
paydown on the class A-1 and A-2 notes, and a lower level of
defaults, since we lowered most of the ratings in January 2010
following the application of our September 2009 corporate
collateralized debt obligation (CDO) criteria. We affirmed our
ratings on the class C and D notes to reflect sufficient credit
support at the current rating levels," S&P said.

"As of the May 1, 2012, monthly report, the trustee reported that
the transaction's portfolio had no 'CCC' rated assets, down from
$10.42 million in the December 2009 monthly report, which we used
for the January 2010 rating actions. When calculating the
overcollateralization (O/C) ratios, the trustee haircuts from the
O/C numerator a portion of the 'CCC' rated collateral that exceed
the threshold specified in the transaction documents. Since the
current level of 'CCC' rated collateral has been less than the
threshold during this time period, there has been no haircut in
the O/C calculations in either report," S&P said.

"Similarly, the amount of defaulted obligations held in the
transaction's underlying portfolio declined during this period.
According to the May 2012 trustee report, the transaction held no
defaulted assets, down from $4.65 million in the December 2009
trustee report," S&P said.

"Finally, the transaction's class A/B, C, and D O/C ratio tests
have improved over the same period, primarily due to the decrease
in defaults and the $33.89 million dollar principal paydown to the
class A-1 and A-2 notes. In addition, the weighted average spread
has increased by 0.84%," S&P said.

"Standard & Poor's notes that the transaction is currently passing
its interest diversion O/C test. The transaction is structured
such that failure of this test will divert excess interest
proceeds--equal to lesser of the available interest proceeds and
the amount necessary to cure the test--to pay down the notes
reverse sequential, or beginning with class D notes first. The
transaction has not failed this test in the period since our
January 2010 rating actions. Based on the May 2012 trustee report,
the interest diversion O/C test result was 106.96%, compared with
a required minimum of 103.59%," S&P said.

"We also note that the transaction currently has significant
exposure to long-dated assets, (i.e. assets maturing after the
stated maturity of the CLO). For the May 2012 trustee report, the
balance of collateral with a maturity date after the stated
maturity of the transaction represented 20.64% of the portfolio.
Our analysis took into account the potential market value and/or
settlement related risk arising from the potential liquidation of
the remaining securities on the legal final maturity date of the
transaction," S&P said.

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

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

         http://standardandpoorsdisclosure-17g7.com

RATING AND CREDITWATCH ACTIONS

LCM IV Ltd.
                       Rating
Class              To           From
A-1                AAA (sf)     AA+ (sf)
A-2                AAA (sf)     AA+ (sf)
B                  AA+ (sf)     AA (sf)/Watch Pos
C                  BBB+ (sf)    BBB+ (sf)/Watch Pos
D                  B+ (sf)      B+ (sf)/Watch Pos



LCM V: S&P Raises Rating on Class E Notes to 'BB+'
--------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B, C, D, and E notes from LCM V Ltd., a U.S. collateralized loan
obligation (CLO) transaction managed by LCM Asset Management LLC.
"Simultaneously, we affirmed the 'AAA (sf)' ratings on the class
A-1 and A-2 notes," S&P said.

"The transaction is currently in its reinvestment period until
March 2014. The credit support available to the notes has improved
primarily due to the credit quality of the assets since we last
lowered the rating on class C in February 2010 following the
application of our September 2009 corporate collateralized
debt obligation (CDO) criteria. According to the April 20, 2012,
trustee report, the 'CCC' rated assets were $10.74 million, down
from $30.36 million in the Dec. 15, 2009, trustee report, which we
used for the February 2010 rating actions. In addition, the
transaction currently has no defaulted assets, down from $5.8
million as of Dec. 15, 2009, trustee report," S&P said.

The substantial reduction in 'CCC' rated assets and defaults with
the combination of other factors has resulted in improvement of
the overcollateralization (O/C) ratios.

    The class A/B O/C ratio was 123.00% in April 2012, compared
    with a reported ratio of 121.41% in December 2009;

    The class C O/C ratio was 113.18% in April 2012, compared with
    a reported ratio of 111.71% in December 2009;

    The class D O/C ratio was 109.21% in April 2012, compared with
    a reported ratio of 107.80% in December 2009; and

    The class E O/C ratio was 105.95% in April 2012, compared with
    a reported ratio of 104.58% in December 2009.

"Based on the increased credit support, we raised our ratings on
the class B, C, D, and E notes," S&P said.

"We affirmed our ratings on the class A-1 and A-2 notes to reflect
our belief that the credit support available are commensurate with
their current rating levels," S&P said.

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

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111585.pdf

RATING ACTIONS

LCM V Ltd.
                       Rating
Class              To           From
B                  AA+ (sf)     AA (sf)
C                  A+ (sf)      A- (sf)
D                  BBB+ (sf)    BBB (sf)
E                  BB+ (sf)     BB (sf)

RATINGS AFFIRMED

LCM V Ltd.
Class              Rating
A-1                AAA (sf)
A-2                AAA (sf)


LCM XI: S&P Gives 'BB' Rating on Class E Deferrable Notes
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to LCM XI
L.P./LCM XI LLC's $439.0 million floating-rate notes.

The transaction is a cash flow collateralized loan obligation
securitization of a revolving pool consisting primarily of broadly
syndicated senior secured loans.

The ratings reflect S&P's assessment of:

    The credit enhancement provided to the rated notes through the
    subordination of cash flows that are payable to the
    subordinated notes.

    The transaction's credit enhancement, which is sufficient to
    withstand the defaults applicable for the supplemental tests
    (not counting excess spread), and cash flow structure, which
    can withstand the default rate projected by Standard & Poor's
    CDO Evaluator model, as assessed by Standard & Poor's using
    the assumptions and methods outlined in its corporate
    collateralized debt obligation criteria.

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

    The diversified collateral portfolio, which consists primarily
    of broadly syndicated speculative-grade senior secured term
    loans.

    The asset manager's experienced management team.

    "Our projections regarding the timely interest and ultimate
    principal payments on the rated notes, which we assessed using
    our cash flow analysis and assumptions commensurate with the
    assigned ratings under various interest-rate scenarios,
    including LIBOR ranging from 0.34%-12.26%," S&P said.

    The transaction's overcollateralization and interest coverage
    tests, a failure of which will lead to the diversion of
    interest and principal proceeds to reduce the balance of the
    rated notes outstanding.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111585.pdf

RATINGS ASSIGNED

LCM XI L.P./LCM XI LLC

Class                   Rating        Amount (mil. $)
X                       AAA (sf)                  3.0
A                       AAA (sf)                307.0
B                       AA (sf)                  52.5
C (deferrable)          A (sf)                   35.0
D-1 (deferrable)        BBB (sf)                 10.0
D-2 (deferrable)        BBB (sf)                 12.0
E (deferrable)          BB (sf)                  19.5
Sub notes               NR                       46.5

NR-Not rated.


LCM XI: S&P Gives 'BB' Rating on $19.5MM Cl. E Deferrable Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to LCM XI L.P./LCM XI LLC's $439.0 million floating-rate
notes.

The note issuance is a collateralized loan obligation
securitization backed by a revolving pool consisting primarily of
broadly syndicated senior secured loans.

The preliminary ratings are based on information as of May 16,
2012. 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 credit enhancement provided to the preliminary rated notes
    through the subordination of cash flows that are payable to
    the subordinated notes.

    The transaction's credit enhancement, which is sufficient to
    withstand the defaults applicable for the supplemental tests
    (not counting excess spread), and cash flow structure, which
    can withstand the default rate projected by Standard & Poor's
    CDO Evaluator model, as assessed by Standard & Poor's using
    the assumptions and methods outlined in its corporate
    collateralized debt obligation criteria.

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

    The diversified collateral portfolio, which consists primarily
    of broadly syndicated speculative-grade senior secured term
    loans.

    The asset manager's experienced management team.

    "The timely interest and ultimate principal payments on the
    preliminary rated notes, which we assessed using our cash flow
    analysis and assumptions commensurate with the assigned
    preliminary ratings under various interest-rate scenarios,
    including LIBOR ranging from 0.34% to 13.84%," S&P said.

    The transaction's overcollateralization and interest coverage
    tests, a failure of which will lead to the diversion of
    interest and principal proceeds to reduce the balance of the
    rated notes outstanding.

    The transaction's interest reinvestment test, a failure of
    which during the reinvestment period will lead to the
    reclassification of excess interest proceeds that are
    available prior to paying subordinated management fees,
    uncapped administrative expenses, and limited partnership
    certificate payments to the principal proceeds for the
    purchase of collateral assets or, at the asset manager's
    discretion, to reduce the balance of the rated notes
    outstanding sequentially.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111618.pdf

PRELIMINARY RATINGS ASSIGNED
LCM XI L.P./LCM XI LLC

Class                                 Rating       Amount
                                                 (mil. $)
X                                     AAA (sf)       3.00
A                                     AAA (sf)      307.0
B                                     AA (sf)        52.5
C (deferrable)                        A (sf)         35.0
D-1 (deferrable)                      BBB (sf)       10.0
D-2 (deferrable)                      BBB (sf)       12.0
E (deferrable)                        BB (sf)        19.5
Subordinated notes (LP certificates)  NR             46.5

LP-Limited partnership.
NR-Not rated.


LITIGATION SETTLEMENT: S&P Puts 'BB' Rating on Sub. Notes on Watch
------------------------------------------------------------------
Standard & Poor's Ratings Services placed its rating on the
subordination class of notes from Litigation Settlement Monetized
Fee Trust I's series 2001-1-B on CreditWatch positive and removed
the negative outlook. Litigation Settlement Monetized Fee Trust I
issuances are securitizations of fee awards payable according to
the master settlement agreement and a state of Florida attorney
fee payment agreement.

"The CreditWatch placement reflects the principal payments made to
the subordination class of notes. The notes have paid down by more
than $7.0 million in each of the last two payments. The
subordination class of notes is now the most senior class of notes
in the capital structure," S&P said.

"We will resolve 's CreditWatch placement after we complete a
comprehensive analysis and committee review of the transaction. We
expect to resolve the CreditWatch placement within 90 days. We
will continue to monitor the transaction and take rating actions,
including CreditWatch placements, as we deem appropriate," S&P
said.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111618.pdf

RATING ACTIONS

Litigation Settlement Monetized Fee Trust I
Series 2001-1-B

                       Rating
Class               To                     From
Subordination       BB (sf)/Watch Pos      BB (sf)/Negative


MARATHON CLO IV: S&P Gives 'BB' Rating on $16.4MM Class D Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to
Marathon CLO IV Ltd./Marathon CLO IV LLC's $321.1 million fixed-
and floating-rate notes.

The note issuance is a collateralized loan obligation
securitization backed by a revolving pool consisting primarily of
broadly syndicated senior secured loans.

The ratings reflect S&P's view of:

    The credit enhancement provided to the rated notes through the
    subordination of cash flows that are payable to the
    subordinated notes;

    The transaction's cash flow structure, as assessed by Standard
    & Poor's using the assumptions and methods outlined in the
    corporate collateralized debt obligation (CDO) criteria, which
    can withstand the default rate projected by Standard & Poor's
    CDO Evaluator model;

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

    The diversified collateral portfolio, which consists primarily
    of speculative-grade senior-secured term loans;

    The collateral manager's experienced management team;

    "Our expectation of the timely interest and ultimate principal
    payments on the rated notes, assessed using our cash flow
    analysis and assumptions commensurate with the assigned
    ratings under various interest rate scenarios, including
    LIBORs ranging from 0.36%-12.84%," S&P said.

    The transaction's overcollateralization and interest coverage
    tests, a failure of which will lead to the diversion of
    interest and principal proceeds to reduce the balance of the
    rated notes outstanding.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111618.pdf

RATINGS ASSIGNED
Marathon CLO IV Ltd./Marathon CLO IV LLC

Class       Rating          Amount
                          (mil. $)
A-1           AAA (sf)      222.10
A-2           AA (sf)        36.40
B-1(i)        A (sf)         15.80
B-2(i)        A (sf)         12.00
C(i)          BBB (sf)       18.40
D(i)          BB (sf)        16.40
Subordinated  NR             34.90

(i)Deferrable.
NR-Not rated.


MARATHON REAL 2006-1: S&P Lowers Ratings on 2 Classes to 'CCC-'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 11
classes from Marathon Real Estate CDO 2006-1 Ltd., a commercial
real estate collateralized debt obligation (CRE CDO) transaction,
and removed them from CreditWatch with negative implications.

"The downgrades reflect our analysis of the transaction's
liability structure and the credit characteristics of the
underlying collateral using our global CDOs of pool structured
finance assets criteria. These criteria include revisions to our
assumptions on correlations, recovery rates, and default patterns
and timings of the collateral. The criteria also include
supplemental stress tests (largest obligor default and largest
industry default tests), which we considered in our analysis. In
our analysis, we also considered our expected recovery amount for
the defaulted assets held in the portfolio," S&P said.

"According to the April 19, 2012, trustee report, the
transaction's collateral totaled $988.1 million, while the
transaction's liabilities totaled $917.9 billion, down from $1.0
billion at issuance," S&P said. The transaction's current asset
pool includes:

    Twenty-eight whole loans or senior participation loans ($384.8
    million, 38.9% of the collateral pool);

    Thirty-six commercial mortgage-backed securities tranches from
    31 distinct transactions issued between 1998 and 2011 ($268.0
    million, 27.1%);

    Fourteen subordinate-interest or mezzanine loans ($163.0
    million, 16.5%);

    Ten CRE CDO tranches from seven distinct transactions issued
    between 2004 and 2007 ($97.7 million, 9.9%);

    Two REIT debt securities ($34.1 million, 3.5%);

    Twelve asset-backed securities tranches ($33.1 million, 3.3%);
    And

    One corporate loan ($7.4 million, 0.8%).

"The trustee report noted six defaulted assets ($27.0 million,
2.7%), of which four are defaulted loan assets ($16.6 million,
1.7%). Standard & Poor's estimated asset-specific recovery rates
for the defaulted loan assets. We do not expect any recovery on
the Bethany Multifamily Portfolio mezzanine loan ($13 million,
1.3%). We expect a close to full recovery on the three Borders
Group senior participation loans ($3.6 million, 0.4%). We based
the recovery rates on information provided by the collateral
manager, special servicer, and third-party data providers," S&P
said.

"In our review of the credit characteristics of the underlying
collateral, our analyses on the publicly rated collateral are
based on Standard & Poor's issued ratings. Our analyses on the
unrated collateral are based on information provided by the
collateral manager, Marathon Asset Management LLC, and trustee,
U.S. Bank N.A., as well as market and valuation data from third-
party providers," S&P said.

According to the trustee report, the deal is passing all three par
value coverage tests and interest coverage tests.

Standard & Poor's will continue to review whether, in its view,
the ratings assigned to the notes remain consistent with the
credit enhancement available to support them and take rating
actions as we determine necessary.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111585.pdf

RATINGS LOWERED AND REMOVED FROM CREDITWATCH

Marathon Real Estate CDO 2006-1 Ltd.
                  Rating
Class     To                   From
A-1       BBB- (sf)            A (sf)/Watch Neg
A-2       BB (sf)              A- (sf)/Watch Neg
B         B+ (sf)              BBB+ (sf)/Watch Neg
C         B (sf)               BBB- (sf)/Watch Neg
D         B- (sf)              BBB- (sf)/Watch Neg
E         CCC+ (sf)            BB+ (sf)/Watch Neg
F         CCC+ (sf)            BB+ (sf)/Watch Neg
G         CCC+ (sf)            BB+ (sf)/Watch Neg
H         CCC (sf)             BB (sf)/Watch Neg
J         CCC- (sf)            B (sf)/Watch Neg
K         CCC- (sf)            CCC+ (sf)/Watch Neg


MASTR ASSET: Moody's Confirms 'Ba3' Ratings on 7 Tranches
---------------------------------------------------------
Moody's Investors Service has confirmed the ratings of 12 tranches
from three RMBS transactions, backed by prime jumbo loans, issued
by MASTR Asset Securitization Trust.

Ratings Rationale

The actions are a result of the recent performance review of Prime
pools originated before 2005 and reflect Moody's updated loss
expectations on these pools. Furthermore, tranches issued by MASTR
Asset Securitization Trust 2002-7 had been erroneously placed on
watch in January 2012 due to cash-flow modeling inconsistencies.
The Pooling and Servicing Agreement allows for collateral parity
check to include the modification losses; however, the modeling
used in the January action as to the allocation of modification
losses was not coded correctly for the deal. This has been
corrected and the actions reflect this change.

The methodologies used in these ratings were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "Pre-2005 US RMBS Surveillance Methodology"
published in January 2012.

The methodology used in rating Interest-Only Securities was
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012.

The above mentioned approach "Pre-2005 US RMBS Surveillance
Methodology" is adjusted slightly when estimating losses on pools
left with a small number of loans to account for the volatile
nature of small pools. Even if a few loans in a small pool become
delinquent, there could be a large increase in the overall pool
delinquency level due to the concentration risk. To project losses
on pools with fewer than 100 loans, Moody's first estimates a
"baseline" average rate of new delinquencies for the pool that is
set at 3% for Jumbo and which is typically higher than the average
rate of new delinquencies for larger pools.

Once the baseline rate is set, further adjustments are made based
on 1) the number of loans remaining in the pool and 2) the level
of current delinquencies in the pool. The fewer the number of
loans remaining in the pool, the higher the volatility in
performance. Once the loan count in a pool falls below 75, the
rate of delinquency is increased by 1% for every loan less than
75. For example, for a pool with 74 loans, the adjusted rate of
new delinquency would be 3.03%. In addition, if current
delinquency levels in a small pool is low, future delinquencies
are expected to reflect this trend. To account for that, the rate
calculated above is multiplied by a factor ranging from 0.75 to
2.5 for current delinquencies ranging from less than 2.5% to
greater than 10% respectively. Delinquencies for subsequent years
and ultimate expected losses are projected using the approach
described in the methodology publication listed above.

When assigning the final ratings to senior bonds, in addition to
the methodologies described above, Moody's considered the
volatility of the projected losses and timeline of the expected
defaults. For bonds backed by small pools, Moody's also considered
the current pipeline composition as well as any specific loss
allocation rules that could preserve or deplete the
overcollateralization available for the senior bonds at different
pace.

The above methodology only applies to pools with at least 40 loans
and a pool factor of greater than 5%. Moody's may withdraw its
rating when the pool factor drops below 5% and the number of loans
in the pool declines to 40 loans or lower unless specific
structural features allow for a monitoring of the transaction
(such as a credit enhancement floor).

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Moody's
Macroeconomic Board and Moody's Analytics (MA) still expect a
below-trend growth for the US economy for 2012, with the
unemployment rate remaining high between 8% to 9% and home prices
dropping another 2-3% from the levels seen in 1Q 2011.

Complete rating actions are as follows:

Issuer: MASTR Asset Securitization Trust 2002-7

Cl. 1-A-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. 2-A-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. 3-A-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. B-1, Confirmed at Aaa (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. B-2, Confirmed at Aa2 (sf); previously on Jan 31, 2012 Aa2
(sf) Placed Under Review for Possible Downgrade

Cl. B-3, Confirmed at Baa2 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Issuer: MASTR Asset Securitization Trust 2003-10

Cl. 1-A-1, Confirmed at A2 (sf); previously on Jan 31, 2012 A2
(sf) Placed Under Review for Possible Upgrade

Cl. 30-A-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. 15-A-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Issuer: MASTR Asset Securitization Trust 2003-4

Cl. 2-A-5, Confirmed at A1 (sf); previously on Jan 31, 2012 A1
(sf) Placed Under Review for Possible Upgrade

Cl. 30-A-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. 15-A-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF284720

A list of updated estimated pool losses, sensitivity analysis, and
tranche recovery details is being posted on an ongoing basis for
the duration of this review period and may be found at:

http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF243269


MC FUNDING: S&P Raises Rating on Class D Notes From 'BB+'
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B, C, and D notes from MC Funding Ltd. "At the same time, we
affirmed our ratings on the class A-1, A-2, and E notes. MC
Funding Ltd. is a collateralized loan obligation (CLO) transaction
managed by Monroe Capital Management L.P.," S&P said.

"The transaction's reinvestment period ended in December 2011;
however, Monroe Capital Management L.P. continues to reinvest
unscheduled principal payments and sales proceeds from credit
improved and credit risk obligations in accordance with the
relevant indenture provisions. The upgrades reflect the improved
credit quality of the transaction's underlying asset portfolio
since our February 2010 rating actions. The improved credit
quality has benefited the notes. The transaction has used proceeds
designated for reinvestments to build additional collateral in the
portfolio. We also note that the amount of defaulted assets and
'CCC' rated obligations held in the portfolio has decreased over
the same period. As a result, the class A/B, C, D, and E
overcollateralization (O/C) ratios have increased," S&P said.

The affirmations reflect the sufficient credit support available
to the notes at the current rating levels.

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

         STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

  http://standardandpoorsdisclosure-17g7.com/1111622.pdf

RATING ACTIONS

MC Funding Ltd.
                        Rating
Class               To           From
B                   AA+ (sf)     AA (sf)
C                   A- (sf)      BBB+ (sf)
D                   BBB- (sf)    BB+ (sf)

RATINGS AFFIRMED

MC Funding Ltd.

Class               Rating
A-1                 AAA (sf)
A-2                 AA+ (sf)
E                   B+ (sf)


MORGAN STANLEY 2004-RR2: S&P Lowers Ratings on 2 Classes to 'CCC-'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 11
classes of commercial mortgage-backed securities (CMBS) pass-
through certificates from Morgan Stanley Capital I Trust 2004-RR2
(MSC 2004-RR2), a U.S. CMBS resecuritized real estate mortgage
investment conduit (re-REMIC) transaction, and removed them from
CreditWatch with negative implications. "At the same time, we
affirmed our 'AAA (sf)' ratings on two classes and removed them
from CreditWatch with negative implications," S&P said.

"The downgrades and affirmations reflect our analysis of the
transaction's liability structure and the credit characteristics
of the underlying collateral using our global collateralized debt
obligations (CDOs) of pooled structured finance assets criteria.
The downgrades also reflect results of the largest obligor default
test, part of the supplemental stress test. The largest obligor
default test assesses the ability of a rated CDO of pooled
structured finance liability tranche to withstand the default of a
minimum number of the largest credit or obligor exposures within
an asset pool, factoring in the underlying assets' credit quality.
The affirmation of our rating on class A-1 reflects our analysis
of the collateral, as well as the increase in credit enhancement
of the class following the principal paydown to $34.9 million from
$109.1 million at issuance. We affirmed our rating on the class X
interest-only (IO) certificates based on our current criteria,"
S&P said.

"The global CDOs of pooled structured finance assets criteria
include revisions to our assumptions on correlations, recovery
rates, and the collateral's default patterns and timings. The
criteria also include supplemental stress tests (largest obligor
default test and largest industry default test) in our analysis,"
S&P said.

According to the April 30, 2012, trustee report, 13 CMBS classes
($133.7 million, 100%) from 11 distinct transactions issued
between 1997 and 2000 collateralize MSC 2004-RR2.

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

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111618.pdf

RATINGS LOWERED AND REMOVED FROM CREDITWATCH NEGATIVE

Morgan Stanley Capital I Trust 2004-RR2
Commercial mortgage-backed securities pass-through certificates
                  Rating
Class     To                     From
B         A+ (sf)                AA+ (sf)/Watch Neg
C         BBB- (sf)              AA- (sf)/Watch Neg
D         BBB- (sf)              A+ (sf)/Watch Neg
E         B- (sf)                A- (sf)/Watch Neg
F         CCC (sf)               BBB+ (sf)/Watch Neg
G         CCC (sf)               BBB (sf)/Watch Neg
H         CCC (sf)               BBB- (sf)/Watch Neg
J         CCC (sf)               BB+ (sf)/Watch Neg
K         CCC (sf)               BB (sf)/Watch Neg
L         CCC- (sf)              BB- (sf)/Watch Neg
M         CCC- (sf)              B (sf)/Watch Neg

RATINGS AFFIRMED AND REMOVED FROM CREDITWATCH NEGATIVE

Morgan Stanley Capital I Trust 2004-RR2
Commercial mortgage-backed securities pass-through certificates
                  Rating
Class     To                     From
A-2       AAA (sf)               AAA (sf)/Watch Neg
X         AAA (sf)               AAA (sf)/Watch Neg


MORGAN STANLEY 2007-TOP27: DBRS Cuts Rating on L Certs to 'D(sf)'
-----------------------------------------------------------------
DBRS has downgraded the Commercial Mortgage Pass-Through
Certificates, Series 2007-TOP27, Class L of Morgan Stanley Capital
I Trust, Series 2007-TOP27 to D (sf) from C (sf).

The downgrade follows realized losses incurred on the trust
following the liquidation of one loan in May 2012.  In addition,
DBRS has removed the Interest in Arrears designation from Class L.
While Class L continues to show interest in arrears, the class has
defaulted, experiencing principal writedown, and therefore the
interest in arrears designation is no longer relevant.

Country Inn & Suites - Fort Myers Airport Hotel (Prospectus
ID#125) was secured by an 85-key limited-service hotel located
near the airport, less than a mile west of I-75 in Fort Myers,
Florida.  This loan was transferred to special servicing in
February 2009 as a result of monetary default, and the property
became real estate owned (REO) after an April 2011 foreclosure
sale.  The most recent appraisal, dated February 2012, valued the
property at $1.3 million, up from a September 2010 appraised value
of $1.2 million.  As of May 2012, net proceeds received on
liquidation were just over $1.3 million.  The realized trust loss
associated with this loan is $4.3 million.

Cumulative realized losses to the trust now total just over $42
million. As of the May 2012 remittance, the outstanding balance of
loans in special servicing exceeds $106 million.


MORGAN STANLEY 2007-IQ14: Moody's Reviews Junk Certificate Ratings
------------------------------------------------------------------
Moody's Investors Service placed ten classes of Morgan Stanley
Capital I Trust, Commercial Mortgage Pass-Through Certificates,
Series 2007-IQ14 under review for possible downgrade as follows:

Cl. A-4, Aa2 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 12, 2010 Downgraded to Aa2 (sf)

Cl. A-5FL, Aa2 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 12, 2010 Downgraded to Aa2 (sf)

Cl. A-1A, Aa2 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 12, 2010 Downgraded to Aa2 (sf)

Cl. A-M, Baa1 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 12, 2010 Downgraded to Baa1 (sf)

Cl. A-MFL, Baa1 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 12, 2010 Downgraded to Baa1 (sf)

Cl. A-J, Caa2 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 12, 2010 Downgraded to Caa2 (sf)

Cl. A-JFL, Caa2 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 12, 2010 Downgraded to Caa2 (sf)

Cl. B, Ca (sf) Placed Under Review for Possible Downgrade;
previously on Aug 12, 2010 Downgraded to Ca (sf)

Cl. C, Ca (sf) Placed Under Review for Possible Downgrade;
previously on Aug 12, 2010 Downgraded to Ca (sf)

Cl. X, B1 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 22, 2012 Downgraded to B1 (sf)

Ratings Rationale

The classes are placed on review for possible downgrade due to
higher expected losses from troubled loans and loans in special
servicing.

The announcement is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R)(Moody's Surveillance Trends) and CMM
(Commercial Mortgage Metrics) on Trepp -- and on a periodic basis
through a comprehensive review. Moody's prior full review is
summarized in a press release dated May 25, 2011.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, and "Moody's Approach to Rating Structured Finance Interest-
Only Securities" published in February 2012.

DEAL PERFORMANCE

As of the April 16, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 13% to $4.27
billion from $4.90 billion at securitization. The Certificates are
collateralized by 380 mortgage loans ranging in size from less
than 1% to 12% of the pool, with the top ten loans representing
41% of the pool. There are no loans with investment grade credit
estimates. Three loans, representing approximately 0.3% of the
pool, are defeased and are collateralized by U.S. Government
securities.

There are 109 loans, representing 26% of the pool, on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Thirty-five loans have liquidated from the pool, resulting in an
aggregate realized loss of $124 million (54% average loan loss
severity). Including liquidated loans and writedowns, total trust
losses equal $145 million. Realized losses at last review totaled
$53 million. Currently 33 loans, representing 26% of the pool, are
in special servicing. The specially-serviced loans include the
largest loan in the pool, the Beacon Seattle and DC Portfolio Loan
($545 million pari passu -- 12% of the pool) and the third-largest
loan in the pool, the New York City Apartment Portfolio Loan ($195
million -- 4.6% of the pool).

Moody's review will focus on potential losses from specially-
serviced and troubled loans, as well as the performance of the
overall pool.


MORGAN STANLEY: Fitch Raises Rating on $27.5MM Loans from 'B-sf'
----------------------------------------------------------------
Fitch Ratings has upgraded two and affirmed six classes of Morgan
Stanley Dean Witter Capital I Trust 2001-TOP1 (MSDW 2001-TOP1).

The upgrade is a result of increased credit enhancement to the
senior classes due to paydown which is sufficient to offset Fitch
expected losses from specially serviced loans and performing loans
that do not pass Fitch's refinance test.  Fitch modeled losses of
25% of the remaining pool; modeled losses of the original pool are
at 3.9%, including losses already incurred to date.

As of the May 2012 distribution date, the pool's aggregate balance
has been reduced by 93.8% (to $71.5 million from $1.16 billion at
issuance), of which 91.5% were due to paydowns and 2.3% were due
to realized losses.  The pool has become extremely concentrated
with only 25 loans remaining, two of which are defeased (4.7% of
the current pool balance).

Fitch has identified 11 Fitch Loans of Concern (59.8%), four of
which are specially-serviced (35.2%).  Fitch expects the losses
associated with the specially-serviced loans to impact classes G,
H, and J.  Interest shortfalls totaling $3 million are currently
affecting classes H through N.

The largest contributor to modeled losses is a specially-serviced
asset secured by a 278,620 square foot (sf) office property
located in downtown Hartford, CT.  The asset is real-estate owned.
As of December 2011, the property was 82.6% occupied.  The largest
tenant at the property has an upcoming lease expiration in 2013.
The property is currently being marketed and is listed for sale.

The next largest contributor to modeled losses is a loan secured
by an 83,013 sf office property located in Eden Prairie, MN.  In
April 2012, the property became vacant after the single tenant
terminated its lease and vacated the property.  According to the
servicer, there are two new tenants expected to fully lease up the
property and are expected to take occupancy before the end of
2012.

Fitch stressed the cash flow of the remaining loans by generally
applying a 5% reduction to 2010 or 2011 fiscal year-end net
operating income, and applying an adjusted market cap rate between
8.1% and 9.5% to determine value.

The non-defeased and non-specially-serviced loans also underwent a
refinance test by applying an 8% interest rate and 30-year
amortization schedule based on the stressed cash flow.  Under this
scenario, two loans are not expected to pay off at maturity and
both of these loans incur a loss when compared to Fitch's stressed
value.  The current weighted average debt service coverage ratio
for the non-defeased and non-specially-serviced loans is 1.81x.

Fitch upgrades the following classes and revises Rating Outlooks,
as indicated:

  -- $3 million class D to 'BBBsf' from 'BBB-sf'; Outlook Stable;
  -- $27.5 million class E to 'BBsf' from 'B-sf'; Outlook to
     Stable from Negative.

Fitch affirms the following classes and revises Recovery Estimates
(REs) as indicated:

  -- $10.1 million class F at 'CCCsf'; RE 40%;
  -- $18.8 million class G at 'CCsf'; RE 0%;
  -- $8.7 million class H at 'Csf'; RE 0%;
  -- $3.5 million class J at 'Dsf'; RE 0%;
  -- $0 class K at 'Dsf'; RE 0%;
  -- $0 class L at 'Dsf'; RE 0%.

Classes A-1, A-2, A-3, A-4, B, C, and X-2 have paid in full.  The
rating on class X-1 and M was previously withdrawn. Class N is not
rated by Fitch.


MOUNTAIN CAPITAL VI: S&P Raises Rating on Class E Notes to 'B-'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A, B, C, D, and E notes from Mountain Capital CLO VI Ltd. Mountain
Capital CLO VI Ltd. is a collateralized loan obligation (CLO)
transaction managed by Carlyle Investment Management LLC.

"The transaction's reinvestment period ends in April 2013. The
upgrades reflect the improved credit quality of the transaction's
underlying asset portfolio since our February 2010 rating actions.
The improved credit quality has benefited the notes. The
transaction has used proceeds designated for reinvestments to
build additional collateral in the portfolio. We also note
that the amount of defaulted assets and 'CCC' rated obligations
held in the portfolio has decreased over the same period. As a
result, the class C, D, and E overcollateralization (O/C) ratios
has increased and the class E O/C test is now in compliance," S&P
said.

"The application of the largest obligor test, a supplemental
stress test we introduced as part of our corporate CDO criteria
update, drove the rating on the class E notes," S&P said.

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

         STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

  http://standardandpoorsdisclosure-17g7.com/1111622.pdf

RATING ACTIONS

Mountain Capital CLO VI Ltd.
                       Rating
Class               To           From
A                   AA+ (sf)     A+ (sf)
B                   A+ (sf)      A- (sf)
C                   A- (sf)      BBB (sf)
D                   BBB- (sf)    BB+ (sf)
E                   B- (sf)      CCC- (sf)


MRU STUDENT 2008-A: S&P Lowers Rating on Class C Notes to 'CCC'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-1A, A-1B, B, and C notes issued by MRU Student Loan Trust
2008-A, an asset-backed securities (ABS) transaction backed
by private student loans. "At the same time, we removed the rating
on the class C notes from CreditWatch with negative implications,
where we placed it on Oct. 24, 2011. We simultaneously suspended
our ratings on all of the classes from this transaction," S&P
said.

"The downgrades reflect our view of the collateral's continued
poor performance and our expectation that cumulative defaults and
net losses will likely continue to increase and negatively affect
available credit enhancement. We believe that the high liability
cost of funds is also hampering the transaction's ability to build
credit enhancement. As a result, we expect transaction parity
levels to continue to decline," S&P said.

"Additionally, the transaction employs interest subordination
triggers that we expect are likely to be breached as parity
continues to decline. If any class' parity falls below 100%, then
the trust will make a principal payment to restore parity to such
class before interest payments are distributed to the classes
subordinate to it. The funds that would otherwise be available to
pay subordinate note interest could be allocated to pay principal
to a more senior class of notes. The transaction has depleted both
the reserve fund and the cash capitalization account. If available
funds are not sufficient to pay a current period's interest, then
the transaction has the ability to borrow against upcoming
period's collections," S&P said.

"Our rationale for suspending the ratings reflects our view that
we have not been provided sufficient information of satisfactory
quality to surveil the transaction in accordance with our
criteria," S&P said. This is primarily due to ongoing revisions to
information in the servicer reports used in S&P's analysis,
including:

    "Cumulative default levels that are being revised for
    historical periods. We have not been informed which historical
    reports will be revised or to what extent historical defaults
    will be adjusted. (Cumulative defaults increased significantly
    in the most recent servicer report [for the period ending
    March 2012], which we understand is primarily due to the
    correction of a calculation error)," S&P said.

    "The application of next-period borrowings in the transaction
    waterfall, which we understand is being revised for the period
    ended December 2011. For the period ended December 2011, a
    full interest payment was not made to the class D noteholders.
    Prior to this rating suspension, we did not lower our 'CC
    (sf)' rating on this class of notes to 'D (sf)' because it is
    our understanding the revision to the servicer report will
    reflect that next-period borrowings were available and
    sufficient to make the full interest payment to the class D
    noteholders," S&P said.

"We previously stated that one of our cash flow assumptions for
the current ratings in the trust is that available funds would be
increased by available next-period borrowings up to an amount
sufficient to pay all items one through nine in the priority of
the payment waterfall. Now that the trust needs to draw on next-
period borrowings, it is unclear to us whether it will allocate
next-period borrowings in accordance with our assumptions. We
expect to be able to determine how the next-period borrowings will
be allocated once we receive revised servicer statements," S&P
said.

"We are suspending the ratings until the revisions are complete
and we can determine if we have appropriate information to
continue our surveillance of the transaction in accordance with
our criteria," S&P said.

                   KEY TRANSACTION PARTICIPANTS

American Education Services (AES), a division of the Pennsylvania
Higher Education Assistance Agency, is the servicer of the private
student loans. The Bank of New York Mellon Trust Co. (BNY) is the
indenture trustee and backup administrator for this transaction.

"MRU Holdings Inc. (MRU) was the transaction's original sponsor
and administrator. MRU filed for Chapter 7 bankruptcy on Feb. 6,
2009. The transactions documents allowed, but did not require,
MRU, as administrator, to perform or hire others to perform
predefault special servicing aimed at riskier loans. In its role
as administrator, we believe MRU was actively involved in
determining which loans were at greater risk for default and
implementing what it deemed an appropriate servicing strategy for
those particular loans. MRU also oversaw the transfer of late-
stage delinquent loans to a collection agency for more rigorous
collection activities. MRU's Chapter 7 bankruptcy filing
constituted an event of default under the administration agreement
and triggered the replacement of MRU by the backup administrator,
BNY. Currently, we are not aware of any predefault special
servicing being performed on the student loan portfolio for this
transaction. BNY compiles information received from AES into
quarterly distribution reports we review as part of surveillance
activities," S&P said.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111618.pdf

RATINGS LOWERED AND REMOVED FROM CREDITWATCH NEGATIVE

MRU Student Loan Trust 2008-A
                        Rating
Class              From            To
A-1A               BBB             BB+
A-1B               BBB             BB+
B                  BB              B-(sf)
C                  B-/Watch Neg    CCC(sf)

RATINGS SUSPENDED

MRU Student Loan Trust 2008-A
                        Rating
Class              From            To:
A-1A               BB+ (sf)        NR
A-1B               BB+ (sf)        NR
B                  B- (sf)         NR
C                  CCC(sf)         NR
D                  CC (sf)         NR


N-STAR REL IV: S&P Lowers Rating on Class G to 'CCC-'; Off Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 19
classes from two N-Star REL CDO transactions (N-Star IV and VI),
both of which are commercial real estate collateralized debt
obligation (CRE CDO) transactions and removed them from
CreditWatch with negative implications.

"The downgrades reflect our analysis of the transactions'
liability structures and the credit characteristics of the
underlying collateral using our global CDOs of pooled structured
finance assets criteria. We also considered the amount of
defaulted assets in each of the transactions and their expected
recoveries in our analysis," S&P said.

"The criteria include revisions to our assumptions on
correlations, recovery rates, and default patterns, and timings of
the collateral. The criteria also include supplemental stress
tests (largest obligor default test and largest industry default
test) in our analysis," S&P said.

                       N-Star REL CDO IV

According to the April 27, 2012, trustee report, N-Star IV
collateral totaled $390.1 million, while the transaction's
liabilities totaled $323.4 million. This is down from $400.0
million in liabilities at issuance. The transaction's current
asset pool includes:

    Thirteen whole loans ($187.7 million, 48.1% of the collateral
    pool);

    Eleven subordinate-interest loans ($141.2 million, 36.2%);

    Seven CMBS tranches from seven distinct transactions issued
    between 2000 and 2009 ($37.8 million, 9.7%);

    Three CDO tranches from three distinct transactions issued
    between 2004 and 2005 ($15.8 million, 4.1%); and

    One real estate investment trust certificate ($7.5 million,
    1.9%).

"The trustee report noted 10 defaulted assets ($60.1 million,
15.4%), including three defaulted loan assets ($20.0 million,
5.1%). Standard & Poor's estimated asset-specific recovery rates
for the defaulted loan assets ranging from 0% to 30%, with a
weighted average recovery rate of 9.0%. We based the recovery
rates on information provided by the collateral manager, special
servicer, and third-party data providers," S&P said. The defaulted
loan assets are:

    Castleton Office Park Mezzanine loan ($7.2 million, 1.8%);

    Universal Boulevard Orlando Junior Participation ($6.8
    million, 1.8%); and

    Admiral Crew Lodging whole loan ($6.0 million, 1.5%).

"In our review of the credit characteristics of the underlying
collateral, we base our analyses on the publicly rated collateral
on Standard & Poor's issued ratings. We base our analyses on the
unrated collateral on information provided by the collateral
manager, NS Advisors LLC, and trustee, Wells Fargo Bank N.A., as
well as market and valuation data from third-party providers," S&P
said.

According to the trustee report, the deal is passing all five
principal coverage tests and interest coverage tests.

                        N-Star REL CDO VI

According to the April 30, 2012, monthly trustee report, N-Star VI
collateral, including cash, totaled $466.9 million, while the
transaction's liabilities totaled $428.0 million. This is down
from $442.0 million in liabilities at issuance. The transaction's
current asset pool includes:

    Eleven whole loans and senior participations ($182.6 million,
    39.1%);

    17 subordinate-interest loans and preferred equity ($176.5
    million, 37.8% of the collateral pool);

    Seven CRE CDO tranches from four distinct transactions issued
    between 2005 and 2006 ($67.8 million, 14.5%); and

    Five CMBS tranches from four distinct transactions ($39.4
    million, 8.4%).

"The trustee report noted four defaulted assets ($33.8 million,
7.2%), including two defaulted loan assets ($6.2 million, 1.3%).
Standard & Poor's estimated no recoveries for both defaulted loan
assets. We based the recovery rates on information provided by the
collateral manager, special servicer, and third-party data
providers," S&P said. The defaulted loan assets are:

    Edgewater Village Mezzanine Loan ($3.9 million, 0.8%); and
    Edgewater Terrace Mezzanine Loan ($2.3 million, 0.5%).

"In our review of the credit characteristics of the underlying
collateral, we base our analyses on the publicly rated collateral
on Standard & Poor's issued ratings. We base our analyses on the
unrated collateral on information provided by the collateral
manager, NS Advisors LLC, and trustee, Wells Fargo Bank N.A., as
well as market and valuation data from third-party providers," S&P
said.

According to the trustee report, the deal is passing all three
principal coverage and interest coverage tests.

"Standard & Poor's will continue to review whether, in its view,
the ratings assigned to the notes remain consistent with the
credit enhancement available to support them and take rating
actions as we determine necessary," S&P said.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111585.pdf

RATINGS LOWERED AND REMOVED FROM CREDITWATCH NEGATIVE

N-Star REL CDO IV Ltd.
                  Rating
Class     To                   From
A         BB- (sf)             BBB+ (sf)/Watch Neg
B         B- (sf)              BBB- (sf)/Watch Neg
C         CCC+ (sf)            BB+ (sf)/Watch Neg
D         CCC+ (sf)            BB- (sf)/Watch Neg
E         CCC+ (sf)            B+ (sf)/Watch Neg
F         CCC (sf)             B (sf)/Watch Neg
G         CCC- (sf)            CCC+ (sf)/Watch Neg

N-Star REL CDO VI Ltd.
                  Rating
Class     To                   From
A1        B- (sf)              BBB (sf)/Watch Neg
AR        B- (sf)              BBB (sf)/Watch Neg
A2        CCC+ (sf)            BBB- (sf)/Watch Neg
B         CCC+ (sf)            BB+ (sf)/Watch Neg
C         CCC+ (sf)            BB+ (sf)/Watch Neg
D         CCC (sf)             BB (sf)/Watch Neg
E         CCC (sf)             BB- (sf)/Watch Neg
F         CCC- (sf)            B+ (sf)/Watch Neg
G         CCC- (sf)            B+ (sf)/Watch Neg
H         CCC- (sf)            B+ (sf)/Watch Neg
J         CCC- (sf)            B- (sf)/Watch Neg
K         CCC- (sf)            CCC+ (sf)/Watch Neg


NOVASTAR MORTGAGE: Moody's Cuts Rating on Cl. A-2B Tranche to Ca
----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of one tranche
from NovaStar Mortgage Funding Trust, Series 2006-5, backed by
subprime mortgage loans.

Ratings Rationale

The collateral backing these transactions consists primarily of
first-lien, subprime residential mortgage loans. The actions are a
result of the recent performance review of subprime pools and
reflect Moody's updated loss expectations on subprime pools issued
from 2005 to 2008.

The methodologies used in this rating were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "2005 -- 2008 US RMBS Surveillance Methodology"
published in July 2011.

To assess the rating implications of the updated loss levels on
Subprime RMBS, each individual pool was run through a variety of
scenarios in the Structured Finance Workstation(R)(SFW), the cash
flow model developed by Moody's Wall Street Analytics. This
individual pool level analysis incorporates performance variances
across the different pools and the structural features of the
transaction including priorities of payment distribution among the
different tranches, average life of the tranches, current balances
of the tranches and future cash flows under expected and stressed
scenarios. The scenarios include ninety-six different combinations
comprising of six loss levels, four loss timing curves and four
prepayment curves. The volatility in losses experienced by a
tranche due to extended foreclosure timelines by servicers is
taken into consideration when assigning ratings.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Moody's
Macroeconomic Board and Moody's Analytics (MA) still expects a
below-trend growth for the US economy for 2012, with the
unemployment rate remaining high between 8% to and 9% and home
prices dropping another 1% from their 4Q 2011 levels seen in 4Q
2011.

Complete rating actions are as follows:

Issuer: NovaStar Mortgage Funding Trust, Series 2006-5

Cl. A-2B, Downgraded to Ca (sf); previously on Jul 14, 2010
Downgraded to Caa1 (sf)

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF286098

A list of updated estimated pool losses, sensitivity analysis, and
tranche recovery details is being posted on an ongoing basis for
the duration of this review period and may be found at:

http://www.moodys.com/cust/getdocumentByNotesDocId.asp?criteria=PBS_SF198689


OHA CREDIT VI: S&P Assigns 'BB' Ratings on 2 Note Classes
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to OHA
Credit Partners VI Ltd./OHA Credit Partners VI Inc.'s $595.5
million floating- and fixed-rate notes.

The note issuance is a collateralized loan obligation transaction
backed by a revolving pool consisting primarily of broadly
syndicated senior secured loans.

The ratings reflect S&P's view of:

-- The credit enhancement provided to the rated notes through the
    subordination of cash flows that are payable to the
    subordinated notes.

-- The transaction's credit enhancement, which is sufficient to
    withstand the defaults applicable for the supplemental tests
    (not counting excess spread), and cash flow structure, which
    can withstand the default rate projected by Standard & Poor's
    CDO Evaluator model, as assessed by Standard & Poor's using
    the assumptions and methods outlined in its corporate
    collateralized debt obligation (CDO) criteria.

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

-- The diversified collateral portfolio, which consists primarily
    of broadly syndicated speculative-grade senior secured term
    loans.

-- The collateral manager's experienced management team.

-- S&P's projections regarding the timely interest and ultimate
    principal payments on the rated notes, which S&P assessed
    using its cash flow analysis and assumptions commensurate with
    the assigned ratings under various interest-rate scenarios,
    including LIBOR ranging from 0.4735%-13.8391%.

-- The transaction's overcollateralization and interest coverage
    tests, a failure of which will lead to the diversion of
    interest and principal proceeds to reduce the balance of the
    rated notes outstanding.

-- The transaction's interest diversion test, a failure of which
    during the reinvestment period will lead to the
    reclassification of up to 60% of excess interest proceeds that
    are available (before paying subordinated and incentive
    collateral management fees, uncapped administrative expenses
    and hedge amounts, and subordinated note payments) to
    principal proceeds for the purchase of additional collateral
    assets or, after the noncall period, to pay the notes
    sequentially, at the election of the collateral manager. Also,
    amortized commitment fees on discount amounts for revolving
    and delayed draw collateral obligations will be transferred to
    the principal collection account prior to the interest
    diversion test during and after the reinvestment period.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

         http://standardandpoorsdisclosure-17g7.com

RATINGS ASSIGNED
OHA Credit Partners VI Ltd./OHA Credit Partners VI Inc.

Class                 Rating             Amount
                                       (mil. $)
X                     AAA (sf)              4.0
A                     AAA (sf)            399.0
B-1                   AA (sf)              58.5
B-2                   AA (sf)              25.0
C-1 (deferrable)      A (sf)               30.0
C-2 (deferrable)      A (sf)               13.5
D (deferrable)        BBB (sf)             33.0
E-1 (deferrable)      BB (sf)             13.00
E-2 (deferrable)      BB (sf)              19.5
Subordinated notes    NR                   78.2

NR-Not rated.


PREFERRED TERM VII: Moody's Lifts US$100.8MM Note Rating to 'Ba1'
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by Preferred Term Securities VIII, Ltd.:

US$225,000,000 Floating Rate Class A-1 Senior Notes due
January 3, 2033 (current balance of $103,089,829), Upgraded to
A3 (sf); previously on December 22, 2009 Downgraded to Baa1
(sf);

US$100,800,000 Floating Rate Class A-2 Senior Notes due
January 3, 2033, Upgraded to Ba1 (sf); previously on
December 22, 2009 Downgraded to Ba3 (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes are
primarily a result of deleveraging of the Class A-1 Notes and an
increase in the transaction's implied A-1 overcollateralization
ratio, as well as the improvement in the credit quality of the
underlying portfolio since the last rating action in December
2009.

Moody's notes that the Class A-1 notes have been paid down by
approximately 20% or $26 million since the last rating action, as
a result of diversion of excess interest proceeds and disbursement
of principal proceeds from redemptions of underlying assets. As a
result of this deleveraging, the implied Class A-1 notes' par
coverage improved to 194.28% from 170.40% as calculated by Moody's
since the last rating action. Going forward, the A-1 notes will
continue to benefit from the diversion of excess interest.

Moody's also notes that the deal benefited from an improvement in
the credit quality of the underlying portfolio. Based on Moody's
calculation, the weighted average rating factor (WARF) improved to
992 compared to 1175 as of the last rating action date.

Due to the impact of revised and updated key assumptions
referenced in Moody's rating methodology, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, Moody's Asset Correlation, and weighted average recovery
rate, may be different from the trustee's reported numbers. In its
base case, Moody's analyzed the underlying collateral pool to have
a performing par of $200 million, defaulted/deferring par of $215
million, a weighted average default probability of 20.92%
(implying a WARF of 992), Moody's Asset Correlation of 24.49%, and
a weighted average recovery rate upon default of 10%. In addition
to the quantitative factors that are explicitly modeled,
qualitative factors are part of rating committee considerations.
Moody's considers the structural protections in the transaction,
the risk of triggering an Event of Default, recent deal
performance under current market conditions, the legal
environment, and specific documentation features. All information
available to rating committees, including macroeconomic forecasts,
inputs from other Moody's analytical groups, market factors, and
judgments regarding the nature and severity of credit stress on
the transactions, may influence the final rating decision.

Preferred Term Securities VIII, Ltd., issued on December 2002, is
a collateralized debt obligation backed by a portfolio of bank
trust preferred securities.

The portfolio of this CDO is mainly comprised of trust preferred
securities (TruPS) issued by small to medium sized U.S. community
banks that are generally not publicly rated by Moody's. To
evaluate the credit quality of bank TruPS without public ratings,
Moody's uses RiskCalc model, an econometric model developed by
Moody's KMV, to derive their credit scores. Moody's evaluation of
the credit risk for a majority of bank obligors in the pool relies
on FDIC financial data received as of Q4-2011. Moody's also
evaluates the sensitivity of the rated transaction to the
volatility of the credit estimates, as described in Moody's Rating
Implementation Guidance "Updated Approach to the Usage of Credit
Estimates in Rated Transactions" published in October 2009.

The principal methodology used in this rating was "Moody's
Approach to Rating TRUP CDOs" published in May 2011.

The transaction's portfolio was modeled using CDOROM v.2.8 to
develop the default distribution from which the Moody's Asset
Correlation parameter was obtained. This parameter was then used
as an input in a cash flow model using CDOEdge. CDOROM v.2.8 is
available on moodys.com under Products and Solutions -- Analytical
models, upon return of a signed free license agreement.

Moody's performed a number of sensitivity analyses of the results
to certain key factors driving the ratings. Moody's analyzed the
sensitivity of the model results to changes in the portfolio WARF
(representing an improvement or a deterioration in the credit
quality of the collateral pool), assuming that all other factors
are held equal. If the WARF is increased by 100 points from the
base case of 992, the model-implied rating of the A-1 notes is one
notch worse than the base case result. Similarly, if the WARF is
decreased by 250 points, the model-implied rating of the A-1 notes
is one notch better than the base case result.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as Moody's outlook on the banking
sector remains negative, although there have been some recent
signs of stabilization. The pace of FDIC bank failures continues
to decline in 2012 compared to 2011, 2010 and 2009, and some of
the previously deferring banks have resumed interest payment on
their trust preferred securities.


PREFERREDPLUS TRUST: Moody's Lifts $50MM Certs Rating From 'Ba2'
----------------------------------------------------------------
Moody's Investors Service has upgraded the rating of the following
certificates issued by PREFERREDPLUS Trust Series
FRD-1:

U.S.$50,000,000 PREFERREDPLUS 7.40% Trust Certificates, Upgraded
to Baa3; previously on October 28, 2011 Upgraded to Ba2

Ratings Rationale

The transaction is a structured note whose rating is based on the
rating of the Underlying Securities and the legal structure of the
transaction. Today's rating action is a result of the change of
the rating of the Underlying Securities which are the 7.40%
Debentures due November 1, 2046 issued by Ford Motor Company which
were upgraded to Baa3 by Moody's on May 22, 2012.

The principal methodology used in this rating was "Moody's
Approach to Rating Repackaged Securities" published in April 2010.

Moody's conducted no additional cash flow analysis or stress
scenarios because the ratings are a pass-through of the rating of
the underlying entity.


PROTECTIVE FINANCE: Moody's Cuts Rating on Q Securities to 'Caa3'
-----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of nine classes
and affirmed 14 classes of Protective Finance Corporation
Commercial Mortgage 2007-PL as follows:

Cl. A-1, Affirmed at Aaa (sf); previously on Apr 4, 2008
Definitive Rating Assigned Aaa (sf)

Cl. A-2, Affirmed at Aaa (sf); previously on Apr 4, 2008
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Apr 4, 2008
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Apr 4, 2008
Definitive Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed at Aaa (sf); previously on Apr 4, 2008
Definitive Rating Assigned Aaa (sf)

Cl. A-M, Affirmed at Aaa (sf); previously on Apr 4, 2008
Definitive Rating Assigned Aaa (sf)

Cl. A-J, Affirmed at Aaa (sf); previously on Apr 4, 2008
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aa1 (sf); previously on Apr 4, 2008 Definitive
Rating Assigned Aa1 (sf)

Cl. C, Affirmed at Aa2 (sf); previously on Apr 4, 2008 Definitive
Rating Assigned Aa2 (sf)

Cl. D, Affirmed at Aa3 (sf); previously on Apr 4, 2008 Definitive
Rating Assigned Aa3 (sf)

Cl. E, Affirmed at A1 (sf); previously on Apr 4, 2008 Definitive
Rating Assigned A1 (sf)

Cl. F, Affirmed at A2 (sf); previously on Apr 4, 2008 Definitive
Rating Assigned A2 (sf)

Cl. G, Affirmed at A3 (sf); previously on Apr 4, 2008 Definitive
Rating Assigned A3 (sf)

Cl. H, Downgraded to Baa3 (sf); previously on Apr 4, 2008
Definitive Rating Assigned Baa1 (sf)

Cl. J, Downgraded to Ba1 (sf); previously on Apr 4, 2008
Definitive Rating Assigned Baa2 (sf)

Cl. K, Downgraded to Ba2 (sf); previously on Apr 4, 2008
Definitive Rating Assigned Baa3 (sf)

Cl. L, Downgraded to Ba3 (sf); previously on Apr 4, 2008
Definitive Rating Assigned Ba1 (sf)

Cl. M, Downgraded to B1 (sf); previously on Apr 4, 2008 Definitive
Rating Assigned Ba2 (sf)

Cl. N, Downgraded to B2 (sf); previously on Apr 4, 2008 Definitive
Rating Assigned Ba3 (sf)

Cl. O, Downgraded to B3 (sf); previously on Jun 17, 2010
Downgraded to B2 (sf)

Cl. P, Downgraded to Caa1 (sf); previously on Jun 17, 2010
Downgraded to B3 (sf)

Cl. Q, Downgraded to Caa3 (sf); previously on Jun 17, 2010
Downgraded to Caa2 (sf)

Cl. IO, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

Ratings Rationale

The downgrades are due to an increase in anticipated losses from
troubled loans.

The affirmations are due to key rating parameters, including
Moody's loan to value (LTV) ratio, Moody's stressed debt service
coverage ratio (DSCR) and the Herfindahl Index (Herf), remaining
within acceptable ranges. Based on Moody's current base expected
loss, the credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
3.02% of the current balance compared to 1.94% at last review.
Moody's provides a current list of base expected losses for
conduit and fusion CMBS transactions on moodys.com at:

   http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. From time to time, Moody's may, if warranted, change
these expectations. Performance that falls outside the given range
may indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in growth.

The methodologies used in this rating were "Moody's Approach to
Rating Fusion U.S. CMBS Transactions" published in April 2005 and
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

The conduit model includes a IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type as defined in the published methodology.
The calculator then returns a calculated IO rating based on both a
target and mid-point. For example, a target rating basis for a
Baa3 (sf) rating is a 610 rating factor. The midpoint rating basis
for a Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3
(sf) rating factor of 610 and a Ba1 (sf) rating factor of 940). If
the calculated IO rating factor is 700, the CMBS IO calculator
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 85, down from 88 at last review.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R)(Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated June 1, 2011.

DEAL PERFORMANCE

As of the April 12, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 6% to $780 million
from $1 billion at securitization. The Certificates are
collateralized by 178 mortgage loans ranging in size from less
than 1% to 4% of the pool.

No loans are on the master servicer's watchlist. The watchlist
includes loans which meet certain portfolio review guidelines
established as part of the CRE Finance Council (CREFC) monthly
reporting package. As part of its ongoing monitoring of a
transaction, Moody's reviews the watchlist to assess which loans
have material issues that could impact performance.

The pool has not experienced any losses since securitization. One
loan, representing less than 1% of the pool, is currently in
special servicing. The loan is real estate owned (REO) and is
secured by a vacant retail property located in Michigan. Moody's
has estimated a $3 million loss for the specially serviced loan
(93% expected loss).

Moody's has assumed a high default probability for an additional
four poorly performing loans representing 4% of the pool and has
estimated an aggregate $4 million loss (15% expected loss on
average) from these troubled loans.

Moody's was provided with full year 2010 operating results for 98%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 71% compared to 77% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 10.9% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 9.47%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.34X and 1.6X, respectively, compared to
1.24X and 1.44 at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 9% of the pool
balance. The largest exposure consists of two cross collateralized
loans ($28.0 million -- 3.6% of the pool), which are secured by
adjacent shopping centers located in Beckley, West Virginia.
Overall performance has been stable. The loans have amortized 15%
since securitization. Moody's LTV and stressed DSCR are 78% and
1.32X, respectively, compared to 85% and 1.20X at last review.

The second largest loan ($24.7 million -- 3.0% of the pool) is
secured by a multi-tenanted office building located in Birmingham,
Alabama. The building is 100% leased, the same as last review. The
largest tenant leases 28% of the net rentable area (NRA) through
August 2017. The loan has amortized 6% since securitization.
Moody's LTV and stressed DSCR are 72% and 1.38X, respectively,
compared to 73% and 1.37X at last review.

The third largest loan ($23.7 million -- 2.9% of the pool) is
secured by a retail center located in Monroe, North Carolina. As
of December 2010, the property was 97% leased compared to 83% at
last review. The loan has amortized 8% since securitization.
Moody's LTV and stressed DSCR are 89% and 1.09X, respectively,
compared to 93% and 1.05X at last review.


PUBLIC STEERS: Moody's Lifts Rating on Class A Certs. from 'Ba2'
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following certificates issued by Public Steers Series 1998 F-Z4
Trust:

U.S. $106,903,000 Initial Principal Amount Class A Trust
Certificates (current balance: $40,107,000), Upgraded to Baa3;
previously on October 28, 2011 Upgraded to Ba2

U.S. $125,000,000 Principal Amount at Maturity Class B Trust
Certificates, Upgraded to Baa3; previously on Oct 28, 2011
Upgraded to Ba2

Ratings Rationale

The transaction is a structured note whose ratings are based on
the rating of the Underlying Securities and the legal structure of
the transaction. Today's rating actions are a result of the change
of the rating of the Underlying Securities which are the 7.70%
Debentures due May 15, 2097 issued by Ford Motor Company, which
were upgraded to Baa3 by Moody's on May 22, 2012.

The principal methodology used in this rating was "Moody's
Approach to Rating Repackaged Securities" published in April 2010.

Moody's conducted no additional cash flow analysis or stress
scenarios because the ratings are a pass-through of the rating of
the underlying entity.


RACE POINT VI: S&P Gives 'BB' Rating on $17.25MM Class E Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to Race
Point VI CLO Ltd./Race Point VI CLO Corp.'s $370.0 million
floating-rate notes.

The transaction is a cash flow collateralized loan obligation
securitization of a revolving pool consisting primarily of broadly
syndicated senior secured loans.

The ratings reflect S&P's assessment of:

- The credit enhancement provided to the rated notes through the
   subordination of cash flows that are payable to the
   subordinated notes.

- The transaction's credit enhancement, which is sufficient to
   withstand the defaults applicable for the supplemental tests
   (not counting excess spread), and cash flow structure, which
   can withstand the default rate projected by Standard & Poor's
   CDO Evaluator model, as assessed by Standard & Poor's using
   the assumptions and methods outlined in its corporate
   collateralized debt obligation criteria.

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

- The diversified collateral portfolio, which consists primarily
   of broadly syndicated speculative-grade senior secured term
   loans.

- The asset manager's experienced management team.

- S&P's projections regarding the timely interest and ultimate
   principal payments on the rated notes, which it assessed using
   its cash flow analysis and assumptions commensurate with the
   assigned ratings under various interest-rate scenarios,
   including LIBOR ranging from 0.34%-11.67%.

- The transaction's overcollateralization and interest coverage
   tests, a failure of which will lead to the diversion of
   interest and principal proceeds to reduce the balance of the
   rated notes outstanding.

- The transaction's reinvestment overcollateralization test, a
   failure of which will lead to the reclassification of excess
   interest proceeds that are available prior to paying uncapped
   administrative expenses and fees, subordinated hedge
   termination payments, portfolio manager incentive fees, and
   subordinated note payments to principal proceeds for the
   purchase of additional collateral assets during the
   reinvestment period and to reduce the balance of the rated
   notes outstanding, sequentially, after the reinvestment
   period.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111585.pdf

RATINGS ASSIGNED

Race Point VI CLO Ltd./Race Point VI CLO Corp.

Class                   Rating         Amount (mil. $)
X                       AAA (sf)                  2.00
A                       AAA (sf)                243.00
B                       AA (sf)                  60.00
C (deferrable)          A (sf)                   28.50
D (deferrable)          BBB (sf)                 19.25
E (deferrable)          BB (sf)                  17.25
Subordinated notes      NR                       44.00

NR-Not rated.


REGIONAL DIVERSIFIED: Moody's Cuts Rating on Series N Units to C
----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of the
following units issued by Regional Diversified Funding 2005-1 --
Series Trust II:

U.S. $15,500,000 Series N Trust Units (rated balance: $3,712,714),
Downgraded to C (sf); previously on April 28, 2009 Downgraded to
Ca (sf)

Ratings Rationale

The transaction is a Trups CDO Combination Note whose rating is
based on the rating of the Underlying Components and the legal
structure of the transaction. The underlying components are
comprised of two tranches from Regional Diversified Funding 2005-
1, a Trups CDO. The two tranches are the $3.5mm of the Class B-1
Notes and the $12MM of equity . The Moody's-assigned rating to the
Class B-1 Notes is currently C and both the Class B-1 and equity
are not receiving any interest or principal payments.

The methodologies used in this rating were "Moody's Approach to
Rating TRUP CDOs" published in May 2011, and "Using the Structured
Note Methodology to Rate CDO Combo-Notes" published in February
2004.


REGIONAL DIVERSIFIED: Moody's Cuts Rating on Series A Units to C
----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of the
following units issued by Regional Diversified Funding 2005-1 --
Series Trust I:

U.S. $13,000,000 Series A Trust Units (rated balance: $3,182,236),
Downgraded to C (sf); previously on April 28, 2009 Downgraded to
Ca (sf)

Ratings Rationale

The transaction is a Trups CDO Combination Note whose rating is
based on the rating of the Underlying Components and the legal
structure of the transaction. The underlying components are
comprised of two tranches from Regional Diversified Funding 2005-
1, a Trups CDO. The two tranches are the $3mm of the Class B-1
Notes and the $10MM of equity . The Moody's-assigned rating to the
Class B-1 Notes is currently C and both the Class B-1 and equity
are not receiving any interest or principal payments.

The methodologies used in this rating were "Moody's Approach to
Rating TRUP CDOs" published in May 2011, and "Using the Structured
Note Methodology to Rate CDO Combo-Notes" published in February
2004.


RFC CDO 2006-1: S&P Lowers Ratings on 6 Classes of Notes to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 10
classes of notes from RFC CDO 2006-1 Ltd., a commercial real
estate collateralized debt obligation (CRE CDO) transaction, and
removed them from CreditWatch with negative implications. "At the
same time we affirmed our rating on the class D notes and removed
it from CreditWatch with negative implications," S&P said.

"The downgrades and affirmation reflect our analysis of the
transaction's liability structure and the credit characteristics
of the underlying collateral using our criteria in 'Global CDOs Of
Pooled Structured Finance Assets: Methodology And Assumptions,'
published Feb. 21, 2012. This criteria includes revisions to our
assumptions on correlations, recovery rates, and default patterns
and timings of the collateral. The criteria also includes
supplemental stress tests (largest obligor default test and
largest industry default test), which we considered in our
analysis. In our analysis, we also considered the amount of
defaulted assets ($154.0 million, 47.3%) held in the portfolio and
our expected recovery for the transaction. We lowered the ratings
on classes E through K to 'D (sf)' from 'CCC- (sf)' because we
determined that the classes are unlikely to be repaid in full,"
S&P said.

According to the April 25, 2012, trustee report, the transaction's
collateral totaled $325.6 million, while its liabilities totaled
$341.7 million, which is down from $600.0 million in liabilities
at issuance. The transaction's current asset pool includes:

    Nine mortgage loan interests ($148.6, 45.7%);

    One subordinate mortgage loan interest ($22.8 million, 7.0%);

    Four mezzanine loan interests ($74.9 million, 23.0%); and

    21 CMBS tranches from 17 distinct transactions issued between
    1998 and 2007 ($79.3 million, 24.4%).

"The trustee report noted 20 defaulted assets ($154.0 million,
47.3%), of which five are loans ($109.9 million, 33.8%). Standard
& Poor's estimated asset-specific recovery rates in the 0% to 23%
range, with a weighted average recovery rate of 7.3%, which we
based on information provided by the collateral manager," S&P
said. The defaulted loan assets are listed:

    Night Hotel First Mortgage Loan ($35.0 million, 10.8%);
    Marriott Waikiki Mezz Loan ($25.0 million, 7.7%);
    JW Marriott Mezz Loan ($20.0 million, 6.1%);
    Belle Island Village Mezz Loan ($18.2 million, 5.6%); and
    Whitehall/Starwood Golf Portfolio Mezz Loan / Equity* ($11.7
    million, 3.6%).

* The Whitehall/Starwood Golf Portfolio loan was originally a
junior mezzanine component of a participated B note, which was
subsequently converted to an 8.5% equity interest in the borrower.

"We reviewed the credit characteristics of the publicly rated
underlying collateral using Standard & Poor's issued ratings. We
based our analyses on the unrated collateral on information
provided by the collateral manager, Realty Finance Corp., and
trustee, U.S. Bank N.A., as well as market and valuation data from
third-party providers," S&P said.

The transaction is failing all overcollateralization and interest
coverage tests.

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

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111585.pdf

RATINGS LOWERED AND REMOVED FROM CREDITWATCH

RFC CDO 2006-1 Ltd.

                  Rating
Class     To                   From
A-1       B+ (sf)              BB+ (sf)/Watch Neg
A-2       CCC+ (sf)            BB (sf)/Watch Neg
B         CCC- (sf)            B- (sf)/Watch Neg
C         CCC- (sf)            CCC+ (sf)/Watch Neg
E         D (sf)               CCC- (sf)/Watch Neg
F         D (sf)               CCC- (sf)/Watch Neg
G         D (sf)               CCC- (sf)/Watch Neg
H         D (sf)               CCC- (sf)/Watch Neg
J         D (sf)               CCC- (sf)/Watch Neg
K         D (sf)               CCC- (sf)/Watch Neg

RATING AFFIRMED AND REMOVED FROM CREDITWATCH

RFC CDO 2006-1 Ltd.

                  Rating
Class     To                   From
D         CCC- (sf)            CCC- (sf)/Watch Neg


SALOMON BROTHERS: S&P Affirms 'CCC+' Rating on Cl. G Certificates
-----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on three
classes of commercial mortgage pass-through certificates from
Salomon Bros. Commercial Mortgage Trust 2000-C3, a U.S. commercial
mortgage-backed securities (CMBS) transaction.

"The rating affirmations follow our analysis of the credit
characteristics of the remaining collateral in the pool, the
transaction structure, and the liquidity available to the trust.
Despite the relatively high credit enhancement levels, the ratings
were constrained due to ongoing interest shortfalls and the
classes' susceptibility to additional interest shortfalls from the
specially serviced assets. In particular, our analysis considered
that based on reported data, the master servicer has advanced
76.4% of the most recent 2011 appraisal value on the Jorie Plaza
real estate owned (REO) asset, which according to the master
servicer, it has not yet deemed nonrecoverable. The affirmations
reflect subordination and liquidity levels that provide adequate
support through various stress scenarios," S&P said.

"Using servicer-provided financial information, we calculated an
adjusted debt service coverage (DSC) of 1.12x and a loan-to-value
(LTV) ratio of 68.7%. The DSC and LTV calculations exclude the
five ($63.6 million, 74.2%) assets that are currently with the
special servicer and one ($0.6 million, 0.7%) defeased loan," S&P
said.

                       TRANSACTION SUMMARY

"As of the April 18, 2012, trustee remittance report, the
collateral pool balance was $85.7 million, which is 9.4% of the
pool balance at issuance. The pool includes 12 loans and two REO
assets, down from 180 loans at issuance. The pool includes one
($0.6 million, 0.7%) defeased loan. The master servicer, Midland
Loan Services Inc. (Midland), provided financial information for
25.3% of the nondefeased loans, the majority of which was interim
or full-year 2011 data," S&P said.

"We calculated a weighted average DSC of 1.16x for the loans in
the pool based on the servicer-reported figures. Our adjusted DSC
and LTV ratio were 1.12x and 68.7%. Our adjusted DSC and LTV
figures exclude the five ($63.6 million, 74.2%) assets that are
currently with the special servicer and one ($0.6 million, 0.7%)
defeased loan. The transaction has experienced $25.4 million in
principal losses from 34 assets to date. Three loans ($18.2
million, 21.3%) in the pool are on the master servicer's
watchlist. One loan ($13.2 million, 15.5%) has a reported DSC of
1.05x and one loan ($1.0 million, 1.2%) has a reported DSC of
0.39x," S&P said.

"As of the April 18, 2012, trustee remittance report, the trust
experienced total monthly interest shortfalls of $227,699, due
mainly to appraisal subordinate entitlement reduction (ASER)
amounts of $191,256, shortfalls due to rate modification of
$22,098 and special servicing fees of $13,705. The interest
shortfalls affected all classes subordinate to and including class
H. We had previously lowered our ratings on classes subordinate to
and including H to 'D (sf)'," S&P said.

      SUMMARY OF THE TOP 10 ASSETS SECURED BY REAL ESTATE

"The top 10 assets secured by real estate have an aggregate
outstanding balance of $84.1 million (98.2%). Using servicer-
reported numbers, we calculated a weighted average DSC of 1.14x
for five of the top 10 assets. The remaining five ($63.6 million,
74.2%) assets are with the special servicer. Our adjusted DSC and
LTV ratio for five of the top 10 assets were 1.09x and 70.8%,
respectively, excluding the five top 10 assets with the special
servicer. Three ($18.2 million, 21.3%) of the top 10 assets appear
on the master servicer's watchlist," S&P said.

The Seatac Village Shopping Center loan ($13.2 million, 15.5%) is
the fourth-largest asset in the pool and is secured by 164,326-
sq.-ft. anchored shopping center in Federal Way, Wash., just south
of Seattle. The loan was placed on the master servicer's watchlist
due to a low reported DSC. Midland reported a DSC of 1.05x and
occupancy of 73.1% for year-end 2011.

The Horizon Health Center loan ($3.9 million, 4.6%), the sixth-
largest asset in the pool, was placed on the master servicer's
watchlist due to upcoming maturity (the loan was returned from the
special servicer effective Oct. 13, 2011). The loan, which matures
on Dec. 31, 2012, is secured by a 46,267-sq.-ft. medical office
building in Livonia, Mich., near Detroit. Midland reported a DSC
of 1.51x for the year-end 2011. Occupancy was 100% according to
the Dec. 31, 2011, rent roll.

The Weatherbridge Center Buildings II and III loan ($1.1 million,
1.2%) is the ninth-largest asset in the pool and was placed on the
master servicer's watchlist due to a low reported DSC. The loan is
secured by two mixed-use (office/retail) buildings totaling 50,930
sq. ft. in Cary, N.C. Midland reported a DSC of 0.39x, and
occupancy was 55.5% for the annualized six months ended June 30,
2011.

                      CREDIT CONSIDERATIONS

According to the April 18, 2012, trustee remittance report, five
assets ($63.6 million, 74.2%) in the pool were reported as being
with the special servicer, LNR Partners LLC (LNR). The reported
payment status of the specially serviced assets as of the most
recent trustee remittance report is: two are REO ($39.8 million,
46.4%); two are matured balloon loans ($7.5 million, 8.8%); and
one is current ($16.3 million, 19.0%). Appraisal reduction amounts
(ARAs) totaling $36.0 million are in effect against three of the
five specially serviced assets. Details of the three largest
specially serviced assets, all of which are top 10 assets, are as
set forth:

"The Jorie Plaza REO asset ($20.1 million, 23.4%) is the largest
asset in the pool and is with the special servicer. The total
reported exposure was $26.0 million. The asset consists of a
191,666-sq.-ft. office building in Oak Brook, Ill. The loan was
transferred to the special servicer on Sept. 26, 2008, due to
imminent default, and the property became REO on July 28, 2009.
LNR informed us that it is currently marketing the property for
sale. Based on information provided to us, the master servicer has
advanced 76.4% of the most recent October 2011 appraisal value of
$7.7 million. Midland indicated to us that it has not yet deemed
the asset nonrecoverable. An ARA of $18.5 million is in effect
against the asset, for which there is currently no recent
financial data. We expect a significant loss upon the eventual
resolution of this asset," S&P said.

"The Westland Meadows REO asset ($19.7 million, 23.0%), the
second-largest asset in the pool, has a total reported exposure
was $21.2 million. The asset consists of a 774-pad mobile home
park in Westland, Mich. The loan was transferred to the special
servicer on Aug. 17, 2009, due to imminent default after the
borrower requested relief from its scheduled debt service, and the
property became REO on March 2, 2012. LNR informed us that it is
currently determining an exit strategy for the asset. An ARA of
$9.0 million is in effect against the asset for which there is
currently no recent financial data. We expect a moderate loss upon
the eventual resolution of this asset," S&P said.

"The Granite State Marketplace loan ($16.3 million, 19.0%), the
third-largest asset in the pool, is secured by a 249,621-sq.-ft.
retail center in Hooksett, N.H. The loan was originally
transferred to the special servicer on Sept. 8, 2008, due to
maturity default. The loan was subsequently modified. The
modification terms include extending the maturity to Aug. 1, 2012,
restructuring the trust balance into a $13.0 million A note and a
$3.3 million B note, and accruing interest on the B note.
According to LNR, the borrower has requested an additional one-
year extension beyond the August 2012 maturity. An ARA of $8.6
million is reported for this loan. We anticipate a moderate loss
upon the eventual resolution of this loan," S&P said.

"The two remaining assets with the special servicer, both of which
are top 10 assets, have individual balances that represent less
than 6.1% of the total trust balance. We estimate losses for the
two remaining assets, arriving at a weighted-average loss severity
of 10.1%," S&P said.

Standard & Poor's stressed the collateral in the pool according to
its current criteria. The resultant credit enhancement levels are
consistent with its affirmations.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111618.pdf

RATINGS AFFIRMED

Salomon Bros. Commercial Mortgage Trust 2000-C3
Commercial mortgage pass-through certificates

Class      Rating     Credit enhancement (%)
E          A (sf)                      90.45
F          BB+ (sf)                    74.44
G          CCC+ (sf)                   58.44


SANTANDER DRIVE 2012-3: Moody's Rates $42MM Class E Notes 'Ba1'
---------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to the
notes issued by Santander Drive Auto Receivables Trust 2012-3
(SDART 2012-3). This is the third public subprime transaction of
the year for Santander Consumer USA Inc. (SCUSA).

The complete rating actions are as follows:

Issuer: Santander Drive Auto Receivables Trust 2012-3

$233,000,000, 0.32820%, Class A-1 Notes, rated P-1 (sf)

$358,980,000, 0.83%, Class A-2 Notes, rated Aaa (sf)

$227,230,000, 1.08%, Class A-3 Notes, rated Aaa (sf)

$134,180,000, 1.94%, Class B Notes, rated Aa1 (sf)

$169,500,000, 3.01%, Class C Notes, rated Aa3 (sf)

$127,110,000, 3.64%, Class D Notes, rated Baa1 (sf)

$42,380,000, 5.13%, Class E Notes, rated Ba1 (sf)

Ratings Rationale

Moody's said the ratings are based on the quality of the
underlying auto loans and their expected performance, the strength
of the structure, the availability of excess spread over the life
of the transaction, and the experience and expertise of SCUSA as
servicer.

The principal methodology used in this rating was "Moody's
Approach to Rating U.S. Auto Loan-Backed Securities," published in
May 2011.

Moody's median cumulative net loss expectation for the SDART 2012-
3 pool is 15.5% and the Aaa level is 47.5%. The loss expectation
was based on an analysis of SCUSA's portfolio vintage performance
as well as performance of past securitizations, and current
expectations for future economic conditions.

The Assumption Volatility Score for this transaction is Low/Medium
versus a Medium for the sector. This is driven by a Low/Medium
assessment for Governance due to the presence of a highly rated
parent, Banco Santander (Aa3 RUR for possible downgrade/P-1 RUR
for possible downgrade), in addition to the size and strength of
SCUSA's servicing platform.

Moody's V Scores provide a relative assessment of the quality of
available credit information and the potential variability around
the various inputs to a rating determination. The V Score ranks
transactions by the potential for significant rating changes owing
to uncertainty around the assumptions due to data quality,
historical performance, the level of disclosure, transaction
complexity, the modeling and the transaction governance that
underlie the ratings. V Scores apply to the entire transaction
(rather than individual tranches).

Moody's Parameter Sensitivities: If the net loss used in
determining the initial rating were changed to 19.75%, 27% or
29.5%, the initial model output for the Class A notes might change
from Aaa to Aa1, A1, and Baa1, respectively. If the net loss used
in determining the initial rating were changed to 16.25%, 20% or
24%, the initial model output for the Class B notes might change
from Aa1 to Aa2, A2, and Baa2, respectively. If the net loss used
in determining the initial rating were changed to 15.75%, 17.5% or
21%, the initial model output for the Class C notes might change
from Aa3 to A2, Baa1, and Ba1, respectively. If the net loss used
in determining the initial rating were changed to 15.75%, 17.5% or
21%, the initial model output for the Class D notes might change
from Baa1 to Baa2, Ba2, and B2 respectively. If the net loss used
in determining the initial rating were changed to 15.75%, 17% or
19%, the initial model output for the Class E notes might change
from Ba1 to Ba2, B2, and
Parameter Sensitivities are not intended to measure how the rating
of the security might migrate over time, rather they are designed
to provide a quantitative calculation of how the initial rating
might change if key input parameters used in the initial rating
process differed. The analysis assumes that the deal has not aged.
Parameter Sensitivities only reflect the ratings impact of each
scenario from a quantitative/model-indicated standpoint.
Qualitative factors are also taken into consideration in the
ratings process, so the actual ratings that would be assigned in
each case could vary from the information presented in the
Parameter Sensitivity analysis.

Additional research including a pre-sale report for this
transaction is available at www.moodys.com. The special reports,
"Updated Report on V Scores and Parameter Sensitivities for
Structured Finance Securities" and "V Scores and Parameter
Sensitivities in the U.S. Vehicle ABS Sector" are also available
on moodys.com.


SANTANDER DRIVE 2012-3: S&P Gives 'BB+' Rating to $42.38MM E Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to
Santander Drive Auto Receivables Trust 2012-3's $1,292.38 million
automobile receivables-backed notes.

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

The ratings reflect S&P's view of:

    "The availability of 50.43%, 44.65%, 36.64%, 30.35%, and
    26.95% of credit support for the class A, B, C, D, and E notes
    based on stress cash flow scenarios (including excess spread),
    which provide coverage of more than 3.5x, 3.0x, 2.3x, 1.75x,
    and 1.6x our 13.50%-14.50% expected cumulative net loss," S&P
    said.

    The timely interest and principal payments made under stress
    cash flow modeling scenarios appropriate to the assigned
    ratings.

    "Our expectation that under a moderate ('BBB') stress
    scenario, all else being equal, our ratings on the class A, B,
    and C notes will remain within one rating category of the
    assigned ratings during the first year, and our ratings on the
    class D and E notes will remain within two rating categories
    of the assigned ratings, which is within the outer bounds of
    our credit stability criteria," S&P said.

    The originator/servicer's history in the subprime/specialty
    auto finance business.

    "Our analysis of six years of static pool data on Santander
    Consumer USA Inc.'s lending programs," S&P said.

    The transaction's payment/credit enhancement and legal
    structures.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111618.pdf

RATINGS ASSIGNED
Santander Drive Auto Receivables Trust 2012-3


Class    Rating       Type            Interest          Amount
                                      Rate            (mil. $)
A-1      A-1+ (sf)    Senior          Fixed             233.00
A-2      AAA (sf)     Senior          Fixed             358.98
A-3      AAA (sf)     Senior          Fixed             227.23
B        AA (sf)      Subordinate     Fixed             134.18
C        A (sf)       Subordinate     Fixed             169.50
D        BBB (sf)     Subordinate     Fixed             127.11
E        BB+ (sf)     Subordinate     Fixed              42.38


SAXON ASSET: Moody's Confirms 'Caa2' Rating on Cl. MF-2 Tranche
---------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 4
tranches, has upgraded the ratings of 1 tranches, and confirmed
the ratings of 2 tranches from three RMBS transactions, backed by
Subprime loans, issued by Saxon.

Ratings Rationale

The actions are a result of the recent performance review of
Subprime pools originated before 2005 and reflect Moody's updated
loss expectations on these pools.

The methodologies used in these ratings were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "Pre-2005 US RMBS Surveillance Methodology"
published in January 2012.

The rating actions reflect recent collateral performance, Moody's
updated loss timing curves and detailed analysis of timing and
amount of credit enhancement released due to step-down. Moody's
captures structural nuances by running each individual pool
through a variety of loss and prepayment scenarios in the
Structured Finance Workstation(R)(SFW), the cash flow model
developed by Moody's Wall Street Analytics. This individual pool
level analysis incorporates performance variations across the
different pools and the structure of the transaction. The approach
"Pre-2005 US RMBS Surveillance Methodology" is adjusted slightly
when estimating losses on pools left with a small number of loans
to account for the volatile nature of small pools. Even if a few
loans in a small pool become delinquent, there could be a large
increase in the overall pool delinquency level due to the
concentration risk. To project losses on pools with fewer than 100
loans, Moody's first estimates a "baseline" average rate of new
delinquencies for the pool that is dependent on the vintage of
loan origination (11% for all vintages 2004 and prior). The
baseline rates are higher than the average rate of new
delinquencies for larger pools for the respective vintages.

Once the baseline rate is set, further adjustments are made based
on 1) the number of loans remaining in the pool and 2) the level
of current delinquencies in the pool. The volatility of pool
performance increases as the number of loans remaining in the pool
decreases. Once the loan count in a pool falls below 75, the rate
of delinquency is increased by 1% for every loan less than 75. For
example, for a pool with 74 loans from the 2004 vintage, the
adjusted rate of new delinquency would be 11.11%. In addition, if
current delinquency levels in a small pool is low, future
delinquencies are expected to reflect this trend. To account for
that, the rate calculated above is multiplied by a factor ranging
from 0.85 to 2.25 for current delinquencies ranging from less than
10% to greater than 50% respectively. Delinquencies for subsequent
years and ultimate expected losses are projected using the
approach described in the methodology publication.

When assigning the final ratings to senior bonds, in addition to
the methodologies, Moody's considered the volatility of the
projected losses and timeline of the expected defaults. For bonds
backed by small pools, Moody's also considered the current
pipeline composition as well as any specific loss allocation rules
that could preserve or deplete the overcollateralization available
for the senior bonds at different pace.

The above methodology only applies to pools with at least 40 loans
and a pool factor of greater than 5%. Moody's may withdraw its
rating when the pool factor drops below 5% and the number of loans
in the pool declines to 40 loans or lower unless specific
structural features allow for a monitoring of the transaction
(such as a credit enhancement floor).

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Moody's
Macroeconomic Board and Moody's Analytics (MA) still expect a
below-trend growth for the US economy for 2012, with the
unemployment rate remaining high between 8% to 9% and home prices
dropping another 2-3% from the levels seen in 1Q 2011.

Complete rating actions are as follows:

Issuer: Saxon Asset Securities Trust 2000-1

Cl. MF-2, Upgraded to A1 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Issuer: Saxon Asset Securities Trust 2000-4

Cl. MF-1, Confirmed at A2 (sf); previously on Jan 31, 2012 A2 (sf)
Placed Under Review for Possible Downgrade

Cl. MF-2, Confirmed at Caa2 (sf); previously on Jan 31, 2012 Caa2
(sf) Placed Under Review for Possible Upgrade

Issuer: Saxon Asset Securities Trust 2003-1

Cl. AF-5, Downgraded to A3 (sf); previously on Mar 10, 2011
Downgraded to A1 (sf)

Cl. AF-6, Downgraded to A2 (sf); previously on Jan 31, 2012 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. AF-7, Downgraded to A3 (sf); previously on Mar 10, 2011
Downgraded to A1 (sf)

Cl. M-1, Downgraded to Ba3 (sf); previously on Mar 10, 2011
Downgraded to Ba1 (sf)

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF286018

A list of updated estimated pool losses, sensitivity analysis, and
tranche recovery details is being posted on an ongoing basis for
the duration of this review period and may be found at:

http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF237255


SAXON ASSET: Moody's Cuts Ratings on 2 RMBS Tranches to 'Caa3'
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 3
tranches, and upgraded the rating of 1 tranch from two RMBS
transactions, backed by Subprime loans, issued by Saxon.

Ratings Rationale

The actions are a result of the recent performance review of
Subprime pools originated before 2005 and reflect Moody's updated
loss expectations on these pools.

The methodologies used in these ratings were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "Pre-2005 US RMBS Surveillance Methodology"
published in January 2012.

The methodology used in rating Interest-Only Securities was
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012.

The rating actions reflect recent collateral performance, Moody's
updated loss timing curves and detailed analysis of timing and
amount of credit enhancement released due to step-down. Moody's
captures structural nuances by running each individual pool
through a variety of loss and prepayment scenarios in the
Structured Finance Workstation(R)(SFW), the cash flow model
developed by Moody's Wall Street Analytics. This individual pool
level analysis incorporates performance variations across the
different pools and the structure of the transaction. The above
mentioned approach "Pre-2005 US RMBS Surveillance Methodology" is
adjusted slightly when estimating losses on pools left with a
small number of loans to account for the volatile nature of small
pools. Even if a few loans in a small pool become delinquent,
there could be a large increase in the overall pool delinquency
level due to the concentration risk. To project losses on pools
with fewer than 100 loans, Moody's first estimates a "baseline"
average rate of new delinquencies for the pool that is dependent
on the vintage of loan origination (11% for all vintages 2004 and
prior). The baseline rates are higher than the average rate of new
delinquencies for larger pools for the respective vintages.

Once the baseline rate is set, further adjustments are made based
on 1) the number of loans remaining in the pool and 2) the level
of current delinquencies in the pool. The volatility of pool
performance increases as the number of loans remaining in the pool
decreases. Once the loan count in a pool falls below 75, the rate
of delinquency is increased by 1% for every loan less than 75. For
example, for a pool with 74 loans from the 2004 vintage, the
adjusted rate of new delinquency would be 11.11%. In addition, if
current delinquency levels in a small pool is low, future
delinquencies are expected to reflect this trend. To account for
that, the rate calculated above is multiplied by a factor ranging
from 0.85 to 2.25 for current delinquencies ranging from less than
10% to greater than 50% respectively. Delinquencies for subsequent
years and ultimate expected losses are projected using the
approach described in the methodology publication listed above.

When assigning the final ratings to senior bonds, in addition to
the methodologies described above, Moody's considered the
volatility of the projected losses and timeline of the expected
defaults. For bonds backed by small pools, Moody's also considered
the current pipeline composition as well as any specific loss
allocation rules that could preserve or deplete the
overcollateralization available for the senior bonds at different
pace.

The above methodology only applies to pools with at least 40 loans
and a pool factor of greater than 5%. Moody's may withdraw its
rating when the pool factor drops below 5% and the number of loans
in the pool declines to 40 loans or lower unless specific
structural features allow for a monitoring of the transaction
(such as a credit enhancement floor).

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Moody's
Macroeconomic Board and Moody's Analytics (MA) still expect a
below-trend growth for the US economy for 2012, with the
unemployment rate remaining high between 8% to 9% and home prices
dropping another 1% from the levels seen in 4Q 2011.

Complete rating actions are as follows:

Issuer: Saxon Asset Securities Trust 2001-1

Cl. BV-1, Upgraded to Ba2 (sf); previously on Jan 31, 2012 B1
(sf) Placed Under Review for Possible Upgrade

Issuer: Saxon Asset Securities Trust 2001-2

Cl. AF-5, Downgraded to Baa3 (sf); previously on Jan 31, 2012 A2
(sf) Placed Under Review for Possible Downgrade

Cl. X-IO, Downgraded to Caa3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. M-1, Downgraded to Caa3 (sf); previously on Jan 31, 2012
Caa1 (sf) Placed Under Review for Possible Downgrade

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF286403

A list of updated estimated pool losses, sensitivity analysis, and
tranche recovery details is being posted on an ongoing basis for
the duration of this review period and may be found at:

http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF237255


SAYBROOK POINT: S&P Affirms 'BB' Rating on Class A Notes
--------------------------------------------------------
Standard & Poor's Ratings Services affirmed its rating on the
class A notes from Saybrook Point CBO Ltd., a collateralized debt
obligation (CDO) tr ansaction backed by mezzanine structured
finance assets. General Re-New England Asset Management Inc.
manages the transaction. "At the same time, we removed the rating
from CreditWatch with negative implications, where we placed it on
March 19, 2012," S&P said.

"This transaction entered its amortization phase in February 2001
and has paid $26.68 million to the class A notes since the
September 2010 rating action. The class A balance is now $17.61
million, which is 6.99% of its original balance. Although the
class has continued to pay down, the deal still has 17.52% of
'CCC' rated assets and 13.17% of defaulted assets according to the
April 2012 trustee report. The affirmation reflects credit support
commensurate with the  current rating level," S&P said.

Standard & Poor's will continue to review whether, in its view,
the ratings currently assigned to the notes remain consistent with
the credit enhancement available to support them and take rating
actions as it deems necessary.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com

RATING ACTION

Saybrook Point CBO Ltd.
                Rating
Class        To         From
A            BB (sf)    BB (sf)/Watch Neg


SECURITIZED ASSET: Moody's Cuts Rating on Cl. A-2A Tranche to Ca
----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of one tranche
from Securitized Asset Backed Receivables LLC Trust 2007-BR3,
backed by subprime mortgage loans.

Ratings Rationale

The collateral backing these transactions consists primarily of
first-lien, subprime residential mortgage loans. The actions are a
result of the recent performance review of subprime pools and
reflect Moody's updated loss expectations on subprime pools issued
from 2005 to 2008.

The methodologies used in this rating were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "2005 -- 2008 US RMBS Surveillance Methodology"
published in July 2011.

To assess the rating implications of the updated loss levels on
Subprime RMBS, each individual pool was run through a variety of
scenarios in the Structured Finance Workstation(R)(SFW), the cash
flow model developed by Moody's Wall Street Analytics. This
individual pool level analysis incorporates performance variances
across the different pools and the structural features of the
transaction including priorities of payment distribution among the
different tranches, average life of the tranches, current balances
of the tranches and future cash flows under expected and stressed
scenarios. The scenarios include ninety-six different combinations
comprising of six loss levels, four loss timing curves and four
prepayment curves. The volatility in losses experienced by a
tranche due to extended foreclosure timelines by servicers is
taken into consideration when assigning ratings.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Moody's
Macroeconomic Board and Moody's Analytics (MA) still expects a
below-trend growth for the US economy for 2012, with the
unemployment rate remaining high between 8% to and 9% and home
prices dropping another 1% from their 4Q 2011 levels seen in 4Q
2011.

Complete rating actions are as follows:

Issuer: Securitized Asset Backed Receivables LLC Trust 2007-BR3

Cl. A-2A, Downgraded to Ca (sf); previously on Jul 12, 2010
Downgraded to Caa3 (sf)

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF286099

A list of updated estimated pool losses, sensitivity analysis, and
tranche recovery details is being posted on an ongoing basis for
the duration of this review period and may be found at:

http://www.moodys.com/cust/getdocumentByNotesDocId.asp?criteria=PBS_SF198689


SIGNATURE 7: S&P Raises Rating on Class C Notes to 'BB+'
--------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B and C notes from Signature 7 L.P. and removed them from
CreditWatch with positive implications. "At the same time we
affirmed our rating on the class A notes (see list). Signature 7
L.P. is a collateralized bond obligation (CBO) transaction managed
by Hancock Capital Investment Management LLC," S&P said.

"The transaction entered its amortization phase in July 2007. 's
upgrades reflect a paydown on the class A notes of $31.5 million
since our February 2011 rating action. The rating actions also
reflect the improved credit quality of the transaction's
underlying asset portfolio which has benefited the rated notes
over the same time period. We note a significant decrease in the
amount of defaulted obligations. As a result, the class A, B, and
C par value ratios have increased," S&P said.

"The affirmation reflects our opinion that there is sufficient
credit support available at the current rating level," S&P said.

"We received a notice of optional redemption from Hancock Capital
Investment Management LLC indicating an optional redemption date
of May 24, 2012. The notice states that the expected liquidation
proceeds will at least equal the total redemption amount," S&P
said.

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

         STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

  http://standardandpoorsdisclosure-17g7.com/1111622.pdf

RATING ACTIONS

Signature 7 L.P.
                       Rating
Class               To           From
B                   AAA (sf)     BBB (sf)/Watch Pos
C                   BB+ (sf)     CCC+ (sf)/Watch Pos

RATING AFFIRMED

Signature 7 L.P.

Class               Rating
A                   AAA (sf)


SLM STUDENT 2003-2: Fitch Retains 'BBsf' Rating on Class B Notes
----------------------------------------------------------------
Fitch Ratings affirms the senior student loan notes at 'AAAsf' and
subordinate notes at 'BBsf' issued by SLM Student Loan Trust 2003-
2.  The Rating Outlook on the senior notes, which is tied to the
sovereign rating of the U.S. government, remains Negative, while
the Rating Outlook on the subordinate note remains Stable.
Fitch used its 'Global Structured Finance Rating Criteria' and
'Rating U.S. Federal Family Education Loan Program Student Loan
ABS' to review the ratings.

The ratings on the senior and subordinate notes are affirmed based
on the sufficient level of credit enhancement to cover the
applicable risk factor stresses.  Credit enhancement for the
senior notes consists of overcollateralization, subordination
provided by the class B note, and projected minimum excess spread,
while the subordinated notes benefit from projected excess spread
only.

Fitch has taken the following rating actions:

SLM Student Loan Trust 2003-2:

  -- Class A-5 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-6 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-7 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-8 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-9 affirmed at 'AAAsf'; Outlook Negative;
  -- Class B affirmed at 'BBsf'; Outlook Stable.


SLM STUDENT 2003-5: Fitch Retains 'BBsf' Rating on Class B Notes
----------------------------------------------------------------
Fitch Ratings affirms the senior student loan notes at 'AAAsf' and
the subordinate notes at 'BBsf' issued by SLM Student Loan Trust
2003-5.  The Rating Outlook on the senior notes, which is tied to
the sovereign rating of the U.S. government, remains Negative,
while the Rating Outlook on the subordinate note remains Stable.
Fitch used its 'Global Structured Finance Rating Criteria', and
'Rating U.S. Federal Family Education Loan Program Student Loan
ABS' to review the ratings.

The ratings on the senior and subordinate notes are affirmed based
on the sufficient level of credit enhancement to cover the
applicable risk factor stresses.  Credit enhancement for the
senior notes consists of overcollateralization, subordination
provided by the class B note, and projected minimum excess spread,
while the subordinated notes benefit from projected excess spread
only.

Fitch has taken the following rating actions:

SLM Student Loan Trust 2003-5:

  -- Class A-5 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-6 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-7 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-8 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-9 affirmed at 'AAAsf'; Outlook Negative;
  -- Class B affirmed at 'BBsf'; Outlook Stable.


SLM STUDENT 2003-10: Fitch Holds Subordinate Notes Rating at BBsf
-----------------------------------------------------------------
Fitch Ratings affirms the senior student loan notes at 'AAAsf' and
subordinate notes at 'BBsf' issued by SLM Student Loan Trust 2003-
10.  The Rating Outlook on the senior notes, which is tied to the
sovereign rating of the U.S. government, remains Negative, while
the Rating Outlook on the subordinate note remains Stable.

Fitch used its 'Global Structured Finance Rating Criteria' and
'Rating U.S. Federal Family Education Loan Program Student Loan
ABS' to review the ratings.

The ratings on the senior and subordinate notes are affirmed based
on the sufficient level of credit enhancement to cover the
applicable risk factor stresses.  Credit enhancement for the
senior notes consists of overcollateralization, subordination
provided by the class B note, and projected minimum excess spread,
while the subordinated notes benefit from projected excess spread
only.

Fitch has taken the following rating actions:

SLM Student Loan Trust 2003-10:

  -- Class A-1A at 'AAAsf; Outlook Negative;
  -- Class A-1B at 'AAAsf'; Outlook Negative;
  -- Class A-1C at 'AAAsf'; Outlook Negative;
  -- Class A-1D at 'AAAsf'; Outlook Negative;
  -- Class A-1E at 'AAAsf'; Outlook Negative;
  -- Class A-1F at 'AAAsf'; Outlook Negative;
  -- Class A-1G at 'AAAsf'; Outlook Negative;
  -- Class A-1H at 'AAAsf'; Outlook Negative;
  -- Class A-2 at 'AAAsf'; Outlook Negative;
  -- Class A-3 at 'AAAsf'; Outlook Negative;
  -- Class A-4 at 'AAAsf'; Outlook Negative;
  -- Class B at 'BBsf'; Outlook Stable.


SOVEREIGN CAPITAL: Moody's Cuts Preferred Stock Rating to 'Ba1'
--------------------------------------------------------------
Moody's Investors Service has downgraded the supported debt
ratings of Banco Santander S.A.'s North American bank
subsidiaries, including Sovereign Bank and Banco Santander Puerto
Rico.

The rating actions conclude the reviews initiated on February 22,
2012, when Santander's North American subsidiaries' supported
ratings were placed on review for downgrade.

Ratings Rationale

The announcement follows the two-notch downgrade of Santander's
standalone bank financial strength rating (BFSR) to C, mapping to
a standalone credit assessment of a3, from B-/a1.

The actions reflect the potential adverse effects of Santander's
lower capacity to support its subsidiaries in North America,
reflected by its lower standalone credit assessment. The downgrade
of Santander's standalone credit assessment was driven primarily
by the expected negative impact on earnings and asset quality
indicators stemming from the bleak economic prospects in many of
Santander's core markets, namely Spain and Portugal. The downgrade
was also driven by Santander's reliance on market funding. Moody's
said that Santander's weakened credit profile reduces its capacity
to support its subsidiaries in North America. However, the actions
do not reflect a change in Moody's expectation of the willingness
or likelihood that Santander would provide support to these
subsidiaries, if needed.

Rationale for the Negative Outlooks

Following the actions, the outlooks on the supported ratings of
these subsidiaries are negative, consistent with the negative
outlook on the parent's standalone credit assessment.

List of Affected Ratings

The affected subsidiaries are as follows:

- Santander Holdings USA, Inc.: senior unsecured debt rating
downgraded to Baa2 from Baa1; subordinate debt rating downgraded
to (P)Baa3 from (P)Baa2; the Prime-2 commercial paper rating was
affirmed

- Sovereign Bank: long- and short-term bank deposit ratings
downgraded to A3/Prime-2 from A2/Prime-1; subordinate debt rating
downgraded to Baa1 from A3; the standalone rating (C-/baa1
standalone BFSR/standalone credit assessment) was affirmed with a
stable outlook

- Sovereign Capital Trust IV: preferred stock downgraded to Ba1
from Baa3

- Sovereign Capital Trust V: preferred stock downgraded to (P)Ba1
from (P)Baa3

- Sovereign Capital Trust VI: preferred stock downgraded to Ba1
from Baa3

- Sovereign Real Estate Investment Trust: preferred stock
downgraded to Baa3 from Baa2

- Banco Santander Puerto Rico: long- and short-term bank deposit
ratings downgraded to A3/Prime-2 from A2/Prime-1; commercial paper
rating downgraded to Prime-2 from Prime-1; the standalone rating
(C-/baa1 standalone BFSR/standalone credit assessment), which was
placed on review for downgrade on 10 April 2012 because of Puerto
Rico's difficult operating environment, remains on review.

Rating Methodologies

The methodologies used in these ratings were Bank Financial
Strength Ratings: Global Methodology published in February 2007,
Incorporation of Joint-Default Analysis into Moody's Bank Ratings:
Global Methodology published in March 2012 and Moody's Guidelines
for Rating Bank Hybrid Securities and Subordinated Debt published
in November 2009.


STATIC RESIDENTIAL 2005-A: S&P Lowers Rating on Class A-1 to 'CC'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
A-1 notes from Static Residential CDO 2005-A Ltd. and removed it
from CreditWatch negative and affirmed its rating on the class A-2
notes. "At the same time, we lowered our rating on the class A
notes from Khaleej II CDO Ltd. and removed it from CreditWatch
with negative implications. We had placed the two ratings on
CreditWatch in connection with our February 2012 revised criteria
for CDOs of pooled structured finance assets," S&P said.

"The rating actions follow our performance review of the two U.S.
hybrid of asset-backed securities (ABS) transactions, which are
backed by residential mortgage-backed securities (RMBS) and other
structured finance securities. In our view, the remaining
collateral in the underlying asset pool will not generate
sufficient cash flow to pay these classes in full because of the
increased defaults these deals have experienced," S&P said.

The affirmation reflects credit support that is commensurate with
the current rating level.

Standard & Poor's will continue to review whether, in its opinion,
the ratings assigned to the notes remain consistent with the
credit enhancement available to support them and take rating
actions as it deems necessary.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111585.pdf

RATING ACTIONS

Static Residential CDO 2005-A Ltd.
               Rating
Class      To          From
A-1        CC (sf)     CCC+/Watch Neg (sf)

Khaleej II CDO Ltd.
               Rating
Class      To          From
A          CC (sf)     CCC-/Watch Neg (sf)

RATING AFFIRMED

Static Residential CDO 2005-A Ltd.
Class      Rating
A-2        CC (sf)

OTHER OUTSTANDING RATINGS

Static Residential CDO 2005-A Ltd.
Class     Rating
B         D
C         D
D         D

Khaleej II CDO Ltd.
Class     Rating
B         D
C         D
D         D


STUDENT LOAN ABS: S&P Cuts Ratings on 2 Cert. Classes to 'B-'
-------------------------------------------------------------
Standard & Poor's Ratings Services corrected its ratings on the
class 6-A-l and 6-A-IO certificates from Student Loan ABS
Repackaging Trust Series 2007-1 by lowering them to 'B-' from
'BBB'. "At the same time, we removed the ratings from CreditWatch
with negative implications, where we placed them on Dec. 1, 2011,"
S&P said.

"The ratings on the class 6-A-l and 6-A-IO certificates are
dependent on the lower of the rating on (i) the underlying
security, Transferable Custody Receipts relating to NCF Grantor
Trust 2005-3 Series 2005-GT3 due 2033 class A-5-1 ('B-(sf)'); and
(ii) Deutsche Bank AG, New York Branch (Deutsche Bank AG
('A+/Negative/A-1'))," S&P said.

"The rating actions follow the April 17, 2012, lowering of our
rating on the underlying security to 'B- (sf)' from 'BBB (sf)' and
its removal from CreditWatch with negative implications. Due to an
error, we did not lower our ratings on the certificates following
our rating action on the underlying security," S&P said.

           STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Report
included in this credit rating report is available at:

         http://standardandpoorsdisclosure-17g7.com


SYMPHONY CLO II: S&P Raises Rating on Class D Notes to 'BB'
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on seven
classes of notes from Symphony CLO II Ltd., a collateralized loan
obligation (CLO) transaction backed by corporate loans. Symphony
Asset Management LLC manages the transaction.

"This transaction is currently in its reinvestment phase until
November 2013. The upgrades reflect the improvement in the credit
quality of the transaction's portfolio since our February 2010
rating actions. According to the April 2012 trustee report, the
amount of defaulted assets within the asset portfolio decreased to
$1.38 million from $18.65 million reported in the November 2009
trustee report, which we used for our February 2010 actions. Over
the same time period, the amount of 'CCC' rated assets decreased
to $21.32 million from $36.72 million. Due to these and other
factors, the overcollateralization (O/C) ratios increased for the
class A, B, C, and D notes," S&P said.

"At the time of our February 2010 actions, our rating on the class
D notes reflected the application of the largest obligor default
test, a supplemental stress test we introduced as part of our
September 2009 corporate criteria update. Our current rating on
class D is no longer driven by the largest obligor default test,"
S&P said.

Standard & Poor's will continue to review whether, in its view,
the ratings currently assigned to the notes remain consistent with
the credit enhancement available to support them and take rating
actions as it deems necessary.

         STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

  http://standardandpoorsdisclosure-17g7.com/1111622.pdf

RATINGS RAISED

Symphony CLO II Ltd.
                Rating
Class        To         From
A-1          AA+ (sf)   AA (sf)
A-2a         AAA (sf)   AA+ (sf)
A-2b         AA+ (sf)   AA (sf)
A-3          AA- (sf)   A (sf)
B            A- (sf)    BBB (sf)
C            BBB (sf)   BB (sf)
D            BB (sf)    CCC+ (sf)


TRAPEZA EDGE: Moody's Raises Rating on Class A-3 Notes to 'Ba1'
---------------------------------------------------------------
Moody's Investors Service has upgraded the rating on the following
notes issued by Trapeza Edge CDO, Ltd.

U.S. $194,000,000 Class A-1 First Priority Senior Secured Floating
Rate Notes Due 2035 (current balance of $141,615,433.05), Upgraded
to A3 (sf); previously on July 29, 2011 Upgraded to Baa1 (sf);

U.S. $26,000,000 Class A-2 Second Priority Senior Secured Floating
Rate Notes Due 2035, Upgraded to Baa3 (sf); previously on July 29,
2011 Upgraded to Ba1 (sf);

U.S. $32,000,000 Class A-3 Third Priority Senior Secured Floating
Rate Notes Due 2035, Upgraded to Ba1 (sf); previously on July 29,
2011 Upgraded to Ba2 (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes are
primarily a result of deleveraging of Class A-1 Notes and an
increase in the transaction's overcollateralization ratios since
the last rating action on July 29, 2011.

Moody's notes that Class A-1 notes have been paid down by
approximately 13% or $28.8 million since the last rating action,
as a result of diversion of excess interest proceeds and
disbursement of principal proceeds from redemptions of underlying
assets due to Class B OC Test failure. As a result of this
deleveraging, the Class A-1 notes' par coverage has improved.
Based on the latest trustee report dated March 31, 2011 the Class
A Overcollateralization Test is reported at 135.31% (limit
124.00%) versus the June 30, 2011 levels of 129.46%.

Moody's also notes that the deal benefited from an improvement in
the performance of the underlying portfolio. The cumulative
assumed defaulted amount has declined to $35.2 million from $37.8
million since the last rating action date. The decline is due to
improvement in the credit quality and the financial ratios of the
banks that issued the two assets that were assumed to be defaulted
in the last rating action

Due to the impact of revised and updated key assumptions
referenced in Moody's rating methodology, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, Moody's Asset Correlation, and weighted average recovery
rate, may be different from the trustee's reported numbers. In its
base case, Moody's analyzed the underlying collateral pool to have
a performing par and principal proceeds balance of $254.3million,
defaulted/deferring par of $49.2million, a weighted average
default probability of 33.35% (implying a WARF of 1744), Moody's
Asset Correlation of 16.59%, and a weighted average recovery rate
upon default of 8.14%. In addition to the quantitative factors
that are explicitly modeled, qualitative factors are part of
rating committee considerations. All information available to
rating committees, including macroeconomic forecasts, inputs from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, may influence the final rating decision.

Trapeza Edge CDO, Ltd issued on August 11, 2005 is a
collateralized debt obligation backed by a portfolio of bank and
insurance trust preferred securities.

The portfolio of this CDO is mainly comprised of trust preferred
securities (TruPS) issued by small to medium sized U.S. community
banks and insurance companies that are generally not publicly
rated by Moody's. To evaluate the credit quality of bank TruPS
without public ratings, Moody's uses RiskCalc model, an
econometric model developed by Moody's KMV, to derive their credit
scores. Moody's evaluation of the credit risk for a majority of
bank obligors in the pool relies on FDIC financial data received
as of Q4-2011. For insurance TruPS without public ratings, Moody's
relies on the insurance team and the underlying insurance firms'
annual financial reporting to assess their credit quality. Moody's
also evaluates the sensitivity of the rated transaction to the
volatility of the credit estimates, as described in Moody's Rating
Implementation Guidance "Updated Approach to the Usage of Credit
Estimates in Rated Transactions" published in October 2009.

The principal methodology used in this rating was "Moody's
Approach to Rating TRUP CDOs" published in May 2011.

The transaction's portfolio was modeled using CDOROM v.2.8 to
develop the default distribution from which the Moody's Asset
Correlation parameter was obtained. This parameter was then used
as an input in a cash flow model using CDOEdge. CDOROM v.2.8 is
available on moodys.com under Products and Solutions -- Analytical
models, upon return of a signed free license agreement.

Moody's performed a number of sensitivity analyses of the results
to certain key factors driving the ratings. Moody's analyzed the
sensitivity of the model results to changes in the portfolio WARF
representing an improvement in the credit quality of the
collateral pool, assuming that all other factors are held equal.
If the WARF is increased by 173 points from the base case of 1744
the model-implied rating of the Class A-1 notes is one notch worse
than the base case result. Similarly, if the WARF decreases by 77
points, the model-implied rating of the Class A-1 notes is one
notch better than the base case result.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as Moody's outlook on the banking
sector remains negative, although there have been some recent
signs of stabilization. The pace of FDIC bank failures continues
to decline in 2012 compared to 2011, 2010 and 2009, and some of
the previously deferring banks have resumed interest payment on
their trust preferred securities. Moody's outlook on the insurance
sector is stable.


TRIMARAN CLO VI: S&P Raises Rating on Class B-2L Notes to 'B-'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1L, A-1LR, A-2L, A-3L, B-1L, and B-2L notes from Trimaran CLO VI
Ltd., a U.S. collateralized loan obligation (CLO) transaction
managed by Katonah Debt Advisors LLC.

"The upgrades reflect improved credit performance we have observed
in the underlying asset pool since our February 2010 rating
actions. The transaction is currently in its reinvestment phase,
which ends Nov. 1, 2012," S&P said.

"The credit quality of the transaction's underlying asset
portfolio has improved since our Feb. 25, 2010, rating actions,
reflected in the decreasing number of defaulted obligations and
those rated in the 'CCC' range. According to the April 20, 2012,
trustee report, the transaction had no 'CCC' rated assets
(compared with $9.42 million in the Jan. 27, 2010, trustee
report). Defaulted obligations have declined to $3.63 million
based on the April 2012 report, from $11.65 million according to
the January 2010 report, which we used in our February 2010 rating
actions," S&P said.

"Our rating on the class B-1L notes reflects the application of
the largest obligor default test, a supplemental stress test we
introduced as part of our September 2009 corporate criteria
update," S&P said.

"Standard & Poor's also notes that the transaction is currently
passing its additional collateral requirement. During reinvestment
period, the transaction is structured so that a failure of this
requirement will divert the amount necessary to cure the test to
be deposited in a collection account for the purchase of
additional collateral. The transaction has not failed this
requirement since our last rating actions," S&P said.

Standard & Poor's will continue to review whether, in its view,
the ratings on the notes remain consistent with the credit
enhancement available to support them and take rating actions as
it deems necessary.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111585.pdf

RATING ACTIONS

Trimaran CLO VI Ltd.
                    Rating
Class           To           From
A-1L            AAA (sf)     AA+ (sf)
A-1LR           AAA (sf)     AA+ (sf)
A-2L            AA+ (sf)     A+ (sf)
A-3L            A (sf)       BBB+ (sf)
B-1L            BBB+ (sf)    BB+ (sf)
B-2L            B- (sf)      CCC+ (sf)


TROPIC CDO V: S&P Lowers Rating on Class A-2L Notes to 'D'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
A-2L notes from Tropic CDO V Ltd., a U.S. collateralized debt
obligation (CDO) transaction backed mainly by trust preferred
securities (TruPs) issued by financial institutions. "At the same
time, we affirmed our rating on the class P-1 combo notes and
withdrew our rating on the class P-2 combo notes," S&P said.

"We downgraded the class A-2L notes to reflect our view that the
cash flow from the remaining collateral is insufficient to pay the
notes in full. As such, the performance of the transaction's
underlying asset portfolio remains stressed. As of the April 2012
trustee report, the transaction had $296.5 million in
nonperforming collateral," S&P said. The trustee also reported the
following overcollateralization (O/C) ratios in the April 2012
monthly report:

    The senior O/C ratio was 95.21%;
    The class A-2L O/C ratio was 86.05%;
    The class A-3L O/C ratio was 70.74%;
    The class B-1L O/C ratio was 65.38%; and
    The class B-2L O/C ratio was 64.53%.

"We affirmed our rating on the class P-1 combo notes based on the
underlying support of a U.S. Treasury strip. We withdrew our
rating on the class P-2 combo notes to reflect that the tranche is
no longer outstanding," S&P said.

"The class P-1 and P-2 combo notes were structured as principal-
protected notes that are supported by a zero-coupon bond issued by
the U.S. government. Our ratings on these principal-protected
notes address only the payment of principal at maturity and are
linked to the rating on the bond pledged as additional collateral.
Accordingly, the credit quality of the transaction did not drive
our ratings on the principal-protected notes," S&P said.

"We previously lowered our ratings on the class A-1La1, A-1La2,
and A-1Lb notes to 'D (sf)' since the classes are nondeferrable
and did not receive their timely interest payments," S&P said.

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

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111618.pdf

RATING ACTIONS

Tropic CDO V Ltd.
                              Rating
Class                   To           From
A-2L                    D (sf)       CC (sf)
P-2 Combo               NR           AA+ (sf)

NR-Not rated.

RATING AFFIRMED

Tropic CDO V Ltd.
                        Rating
P-1 Combo               AA+ (sf)

OTHER RATINGS OUTSTANDING

Tropic CDO V Ltd.
                        Rating
A-1La1                  D (sf)
A-1La2                  D (sf)
A-1Lb                   D (sf)


TRANSACTION INFORMATION

Issuer:             Tropic CDO V Ltd.
Coissuer:           Tropic CDO V Corp.
Underwriter:        Bear Stearns Cos. LLC
Trustee:            Wells Fargo Bank N.A.
Transaction type:   Cash flow CDO


VERTICAL CRE 2006-1: S&P Lowers Rating on Class A Notes to 'CC'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
A notes from Vertical CRE CDO 2006-1 Ltd. to 'CC (sf)' from 'CCC-
(sf)'. "In addition, we lowered the rating on the class A-1LA
notes from Manasquan CDO 2005-1 Ltd. to 'D (sf)' and the rating on
the class A-1 notes from Trinity CDO Ltd. to 'D (sf)'. We
downgraded these classes to 'D (sf)' following defaults in the
payment of principal to the classes on their respective final
distribution dates," S&P said.

"Vertical CRE CDO 2006-1 Ltd. is a cash flow collateralized debt
obligation (CDO) transaction backed by commercial mortgage-backed
securities (CMBS). Manasquan CDO 2005-1 Ltd. is a CDO transaction
backed by a combination of CDOs backed by residential mortgage-
backed securities (RMBS) and CDOs backed by corporate loans.
Trinity CDO Ltd. is a CDO transaction backed by mezzanine RMBS
securities," S&P said.

"On May 2, 2012, Standard & Poor's received a notice of proposed
liquidation for Vertical CRE CDO 2006-1 Ltd. The notice further
indicated that no payments would be made on the upcoming July 23,
2012, distribution date. It also stated that all proceeds from the
sale of the liquidated collateral would be held until the
liquidation is completed, at which time a final payment will be
made. Based on the April 17, 2012, trustee report, the transaction
currently holds collateral with a par value of $166.95 million; of
this, $98.81 million is considered defaulted. We lowered our
rating on the class A notes to 'CC (sf)' based on our review of
the underlying collateral and the unlikelihood that these notes
will receive their ultimate payment of principal," S&P said.

"We also received notices that both Manasquan CDO 2005-1 Ltd. and
Trinity CDO Ltd. have completed the liquidation of the collateral
in their respective portfolios. On May 11, 2012, which was the
final distribution date for Manasquan CDO 2005-1 Ltd., the $110.71
million in liquidation proceeds was insufficient to pay down the
class A-1LA noteholders in full. Likewise, on the May 8, 2012,
final distribution date for Trinity CDO Ltd., the $76.68 million
in liquidation proceeds was insufficient to pay down the class A1
noteholders in full. As a result, we lowered our rating on each of
these notes to 'D (sf)' in accordance with our criteria," S&P
said.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111618.pdf

RATINGS ACTIONS

Vertical CRE CDO 2006-1 Ltd.
                  Rating
Class         To          From
A             CC (sf)     CCC- (sf)

Manasquan CDO 2005-1 Ltd.
                  Rating
Class         To          From
A-1LA         D (sf)      CCC- (sf)/ Watch NEG

Trinity CDO Ltd.
                  Rating
Class         To          From
A-1           D (sf)      CC (sf)


WACHOVIA BANK 2005-C21: Moody's Keeps 'Caa3' Ratings on 2 Certs.
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 15 classes of
Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-
Through Certificates, Series 2005-C21 as follows:

Cl. A-PB, Affirmed at Aaa (sf); previously on Nov 10, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Nov 10, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed at Aaa (sf); previously on Nov 10, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-M, Affirmed at Aaa (sf); previously on Nov 10, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-J, Affirmed at Aa2 (sf); previously on Oct 28, 2010
Confirmed at Aa2 (sf)

Cl. B, Affirmed at A1 (sf); previously on Oct 28, 2010 Confirmed
at A1 (sf)

Cl. C, Affirmed at A3 (sf); previously on Oct 28, 2010 Confirmed
at A3 (sf)

Cl. D, Affirmed at Baa3 (sf); previously on Oct 28, 2010
Downgraded to Baa3 (sf)

Cl. E, Affirmed at Ba2 (sf); previously on Oct 28, 2010 Downgraded
to Ba2 (sf)

Cl. F, Affirmed at B1 (sf); previously on Oct 28, 2010 Downgraded
to B1 (sf)

Cl. G, Affirmed at Caa1 (sf); previously on Oct 28, 2010
Downgraded to Caa1 (sf)

Cl. H, Affirmed at Caa3 (sf); previously on Oct 28, 2010
Downgraded to Caa3 (sf)

Cl. J, Affirmed at Caa3 (sf); previously on Oct 28, 2010
Downgraded to Caa3 (sf)

Cl. K, Affirmed at Ca (sf); previously on Oct 28, 2010 Downgraded
to Ca (sf)

Cl. IO, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

Ratings Rationale

The affirmations are due to key parameters, including Moody's loan
to value (LTV) ratio, Moody's stressed DSCR and the Herfindahl
Index (Herf), remaining within acceptable ranges. Based on Moody's
current base expected loss, the credit enhancement levels for the
affirmed classes are sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
5.5% of the current pooled balance compared to 6.5% at last
review. Realized losses have increased by $32 million since last
review and are currently 1.8% of the original deal balance. The
deal's current cumulative realized losses are similar to the 1.5%
average cumulative realized loss for 2005 vintage Moody's rated
CMBS transactions as reported in Moody's US CMBS Loss Severities,
Q42011 Update. Moody's base expected loss plus cumulative realized
losses is 5.6% of the original deal balance compared to 5.4% at
last review. Moody's provides a current list of base expected
losses for conduit and fusion CMBS transactions on moodys.com at:

   http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term. From time to
time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review. Even so, deviation from the expected range will not
necessarily result in a rating action. There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment and commercial real
estate property markets. While commercial real estate property
values are beginning to move in a positive direction along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. Across all property sectors, the availability of debt
capital continues to improve with increased securitization
activity of commercial real estate loans supported by a monetary
policy of low interest rates.

Moody's central global macroeconomic scenario reflects healthier
growth in the US and US growth decoupling from the recessionary
trend in the euro zone, while a mild recession is expected in
2012. Downside risks remain significant, although they have
moderated compared to earlier this year. Major downside risks
include an increase in the potential magnitude of the euro area
recession, the risk of an oil supply shock weighing negatively on
consumer purchasing power and home prices, ongoing and policy-
induced banking sector deleveraging leading to a tightening of
bank lending standards and credit contraction, financial market
turmoil continuing to negatively impact consumer and business
confidence, persistently high unemployment levels, and weak
housing markets, any or all of which will continue to constrain
growth.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, and "Moody's Approach to Rating Structured Finance Interest-
Only Securities" published in February 2012.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type as defined in the published methodology.
The calculator then returns a calculated IO rating based on both a
target and mid-point. For example, a target rating basis for a
Baa3 (sf) rating is a 610 rating factor. The midpoint rating basis
for a Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3
(sf) rating factor of 610 and a Ba1 (sf) rating factor of 940). If
the calculated IO rating factor is 700, the CMBS IO calculator
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 34, which is the same as at last review.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R)(Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated June 9, 2011.

DEAL PERFORMANCE

As of the May 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 31% to $2.2 billion
from $3.3 billion at securitization. The Certificates are
collateralized by 205 mortgage loans ranging in size from less
than 1% to 8% of the pool, with the top ten loans representing 43%
of the pool. Four loans, representing 3% of the pool, have been
defeased and are collateralized with U.S. Government Securities.
Two loans, representing 6% of the pool, have investment grade
credit estimates. The two loans are the Extra Space Teamsters Pool
and the Extra Space VRS Pool. The respective borrowers have
secured financing for both loans and full payoff is expected
before August 2012 maturity. Moody's analysis assumes a full
recovery for these loans.

Forty-five loans, representing 23% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Twelve loans have been liquidated from the pool, resulting in an
aggregate realized loss of $58 million (56% average loss
severity). Four loans, representing 3% of the pool, are currently
in special servicing. The largest specially serviced loan is the
Park Place II Loan ($45 million -- 2.0% of the pool), which is
secured by a 254,000 square foot (SF) retail property located in
Sacramento, California. The loan transferred to special servicing
in January 2012 after Bed Bath & Beyond, which leased 10% of net
rentable area (NRA), exercised its early termination option in
December 2011. The loan is current, but the property now struggles
with low occupancy. Borders vacated its space (10% of NRA) in 2009
and the space remains dark. The property was 76% leased as of
January 2012. Less than 10% of the leases expire in 2012-13. The
special servicer has not yet ordered an updated appraisal or
recognized an appraisal reduction since the loan is current.

The remaining three specially serviced loans are secured by a
hotel, office and single tenant retail property. The servicer has
recognized a $1 million appraisal reduction for one of the four
specially serviced loans, while Moody's has estimated a $23
million or 32% expected loss for all of the specially serviced
loans.

Moody's has assumed a high default probability for 14 poorly
performing loans representing 7% of the pool and has estimated a
$25 million aggregate loss (50% expected loss based on a 30%
probability default) from these troubled loans.

Moody's was provided with full year 2010 and full or partial year
2011 operating results for 97% and 87% of the conduit,
respectively. The conduit portion of the pool excludes specially
serviced, troubled and defeased loans as well as the two loans
with credit estimates. Moody's weighted average conduit LTV is
102% compared to 105% at Moody's prior review. Moody's net cash
flow reflects a weighted average haircut of 10% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 9.1%.

Moody's actual and stressed conduit DSCRs are 1.31X and 1.02X,
respectively, compared to 1.34X and 0.98X at last review. Moody's
actual DSCR is based on Moody's net cash flow (NCF) and the loan's
actual debt service. Moody's stressed DSCR is based on Moody's NCF
and a 9.25% stressed rate applied to the loan balance.

The top three conduit loans represent 20% of the pool balance. The
largest conduit loan is the NGP Rubicon GSA Pool(1) Loan ($190
million -- 8.5% of the pool), which represents a 50% pari passu
interest in a $379 million first mortgage that is secured by 13
office properties and one distribution center. Rubicon REIT, the
loan's sponsor, is now managed by an investor syndicate including
Kaufman Jacobs, Starwood Capital Group and JP Morgan that
recapitalized the sponsor subsequent to its January 2010
bankruptcy filing. The collateral is 90% leased to government
tenants and was fully leased as of December 2011. Property
performance declined slightly due do a decline in rent and expense
reimbursement income as well as an increase in expenses. Moody's
LTV and stressed DSCR are 100% and 0.93X, respectively, compared
to 98% and 0.95X at last review.

The second largest conduit loan is the Abbey Pool Loan ($140
million -- 6.2% of the pool), which is secured by the fee and
leasehold interests in a portfolio of 20 retail, office,
industrial and mixed use properties located in Southern
California. The portfolio was 80% leased as of December 2011
compared to 77% in December 2010. Despite the slight occupancy
improvement, performance continues to decline due to reduced rents
across the portfolio. Moody's LTV and stressed DSCR are 122% and
0.82X, respectively, compared to 116% and 0.86X at last review.

The third largest conduit loan is the Metropolitan Square Loan
($125 million -- 5.6% of the pool), which is secured by a 42-story
Class A office tower located in the central business district of
Saint Louis, Missouri. The collateral is also encumbered by a
$25.5 million B-note held outside the trust. The property was 78%
leased as of December 2011 compared to 76% as of December 2010.
Despite the slight occupancy improvement, the property's
performance declined due to reduced rent and expense reimbursement
revenue. Eighteen percent of the leases expire in 2012-13. Moody's
A-note LTV and stressed DSCR are 138% and 0.70X, respectively,
compared to 126% and 0.77X at last review.


WACHOVIA BANK 2005-C21: S&P Cuts Ratings on 2 Cert. Classes to 'D'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D (sf)'
on the class N and O commercial mortgage pass-through certificates
from 'CCC (sf)' and 'CCC- (sf)' from Wachovia Bank Commercial
Mortgage Trust's series 2005-C21, a U.S. commercial mortgage-
backed securities (CMBS) transaction.

"The downgrades reflect principal losses that classes N and O
incurred, as detailed in the May 17, 2012, trustee remittance
report. According to the May 2012 trustee remittance report, the
aggregate principal losses, which totaled $16.2 million, are
attributed to the Meridian Bank Tower asset. The asset had an
aggregate beginning scheduled principal balance of $18.6 million
and was liquidated in May at a loss severity of 87.3%.
Consequently, class N incurred an 8.7% loss of its $12.2 million
beginning principal balance. Classes O and P experienced principal
losses that reduced their outstanding balances to zero. Standard &
Poor's does not rate class P," S&P said.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com


WACHOVIA CRE 2006-1: Fitch Lifts Rating on 3 Note Classes to CCCsf
------------------------------------------------------------------
Fitch Ratings has upgraded all classes of Wachovia CRE CDO 2006-1,
Ltd. (Wachovia CRE CDO 2006-1) as a result of the considerably
improved credit characteristics of the CDO collateral as well as
increased credit enhancement to all classes.  Fitch's base case
loss expectation of 9.5% has decreased substantially from 24.1% at
last review.  Fitch's performance expectation incorporates
prospective views regarding commercial real estate market value
and cash flow declines.

Since last review, the collateral asset manager, Structured Asset
Investors, LLC (SAI), replaced approximately $540 million in
assets and invested an additional $280 million of un-invested
principal proceeds in new investments totaling over $860 million,
including built par.  The removed assets had a modeled 'B' stress
expected loss of approximately 30.6%, as of last review; while the
new investments have a significantly lower modeled expected loss
of only 4.2%.  The lower modeled expected loss reflects that the
newly added loans are backed by assets that have more stable cash
flows.  Loans on transitional assets or 'bridge loans' had
comprised the majority of the collateral at last review.  Further,
realized losses since last review were only $6 million as the
majority of the assets with significant modeled losses were
removed or paid off at par.

The CDO exited its reinvestment period in September 2011 at which
point, the CDO became static and principal proceeds began to be
used to pay down the liability structure.  Increased credit
enhancement to all classes resulted from paydown to classes A1A
and A2A totaling $127 million primarily from loan disposals,
partial repayments, and scheduled amortization.  The CDO is also
overcollateralized by approximately $75 million, as of the April
2012 trustee report.

As of the April 2012 trustee report, and per Fitch categorization,
the CDO is substantially invested as follows: whole loans/A-notes
(88.1%), B-notes (0.8%), mezzanine debt (0.6%), CMBS (5.2%), REIT
debt (1.7%), and cash (3.5%).  There are interests in 67 different
assets contributed to the CDO.  The current percentage of
defaulted assets and Loans of Concern is 6.9% and 15%,
respectively.  The weighted average Fitch derived rating of the
rated securities is 'BBB/BBB-'.

Under Fitch's methodology, approximately 50.8% of the portfolio is
modeled to default in the base case stress scenario, defined as
the 'B' stress.  In this scenario, the modeled average cash flow
decline is 10.5% from, generally, YE 2011.  Modeled recoveries are
well above average at 81.4% due to the, generally, stabilized
nature of the collateral and the senior position of the majority
of the debt.

The largest component of Fitch's base case loss expectation is a
whole loan (1.7%) secured by an anchored retail center located in
Macon, GA.  Cash flow at the property dropped significantly after
the second largest tenant, a movie theater, went dark.  Fitch
modeled a significant loss on this loan in its base case scenario.

The next largest component of Fitch's base case loss expectation
is a whole loan (1.2%) secured by a 233-room hotel located in
Warwick, RI, proximate to the airport.  The property is
underperforming its market with trailing 12 months January 2012
RevPAR 21% below its competitive set.  Fitch modeled a significant
loss on this loan in its base case scenario.

The third largest component of Fitch's base case loss expectation
is an A-note (1.3%) secured by a 417,000 sf office property
located in San Jose, CA.  As of Dec. 31, 2011, the property was
only 45.2% occupied, which is well below market level.  Fitch
modeled a significant loss on this loan in its base case scenario.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio tests to project future default levels
for the underlying portfolio. Recoveries are based on stressed
cash flows and Fitch's long-term capitalization rates.  The
default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under the various
defaults timing and interest rate stress scenarios as described in
the report 'Global Criteria for Cash Flow Analysis in CDOs'.  The
breakeven rates for classes A through L pass the cash flow model
at the ratings listed below.

The Stable Outlooks on classes A through L generally reflect the
positive cushion in the modeling.

The 'CCC' ratings for classes M through O are based on a
deterministic analysis that considers Fitch's base case loss
expectation for the pool and the current percentage of defaulted
assets and Fitch Loans of Concern, factoring in anticipated
recoveries relative to each class's credit enhancement.

Wachovia CRE CDO 2006-1 is a $1.3 billion CRE collateralized debt
obligation (CDO) managed by Structured Asset Investors, LLC with
Wells Fargo Bank, N.A., successor-by-merger to Wachovia Bank,
N.A., as sub-advisor.

Fitch upgrades the following classes and assigns Outlooks and
revises REs as indicated:

  -- $527,043,919 class A-1A notes to 'AAsf' from 'BBsf'; Outlook
     Stable;
  -- $68,500,000 class A-1B notes to 'AAsf' from 'BBsf'; Outlook
     Stable;
  -- $107,128,083 class A2A notes to 'AAAsf' from 'Asf'; Outlook
     Stable;
  -- $145,000,000 class A-2B notes to 'AAsf' from 'BBsf'; Outlook
     Stable;
  -- $53,300,000 class B notes to 'Asf' from 'CCCsf'; Outlook
     Stable;
  -- $39,000,000 class C notes to 'Asf' from 'CCCsf'; Outlook
     Stable;
  -- $12,350,000 class D notes to 'Asf' from 'CCCsf'; Outlook
     Stable;
  -- $13,650,000 class E notes to 'Asf' from 'CCCsf'; Outlook
     Stable;
  -- $24,700,000 class F notes to 'Asf' from 'CCCsf'; Outlook
     Stable;
  -- $16,900,000 class G notes to 'BBBsf' from 'CCCsf'; Outlook
     Stable;
  -- $35,100,000 class H notes to 'BBBsf' from 'CCCsf'; Outlook
     Stable;
  -- $13,000,000 class J notes to BBsf' from 'CCsf'; Outlook
     Stable;
  -- $14,950,000 class K notes to 'BBsf' from 'CCsf'; Outlook
     Stable;
  -- $9,100,000 class L notes to 'BBf' from 'CCsf'; Outlook
     Stable;
  -- $34,450,000 class M notes to 'CCCsf' from 'Csf'; RE 100%;
  -- $16,250,000 class N notes to 'CCCsf' from 'Csf'; RE 100%;
  -- $6,500,000 class O notes to 'CCCsf' from 'Csf'; RE 55%.

Fitch removes all classes from Rating Watch Positive.


WAVE 2007-2: Moody's Withdraws Junk Ratings on 7 Note Classes
-------------------------------------------------------------
Moody's Investors Service has withdrawn the ratings of nine
classes of Notes issued by WAVE 2007-2.

Moody's rating action is as follows:

Cl. A-1, Withdrawn (sf); previously on Mar 8, 2012 Downgraded to
Baa3 (sf)

Cl. A-2, Withdrawn (sf); previously on Mar 8, 2012 Downgraded to
B3 (sf)

Cl. B, Withdrawn (sf); previously on Mar 8, 2012 Downgraded to
Caa1 (sf)

Cl. C-FL, Withdrawn (sf); previously on Mar 8, 2012 Downgraded to
Caa2 (sf)

Cl. C-FX, Withdrawn (sf); previously on Mar 8, 2012 Downgraded to
Caa2 (sf)

Cl. D-FL, Withdrawn (sf); previously on Mar 8, 2012 Downgraded to
Caa3 (sf)

Cl. D-FX, Withdrawn (sf); previously on Mar 8, 2012 Downgraded to
Caa3 (sf)

Cl. E-FL, Withdrawn (sf); previously on Mar 8, 2012 Downgraded to
Caa3 (sf)

Cl. E-FX, Withdrawn (sf); previously on Mar 8, 2012 Downgraded to
Caa3 (sf)

Ratings Rationale

Moody's has withdrawn the rating for its own business reasons.


WAVE SPC 2007-2: S&P Lowers Ratings on 3 Classes to 'CCC-'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on three
classes from WAVE SPC's series 2007-2, a commercial real estate
collateralized debt obligation (CRE CDO) transaction, and removed
them from CreditWatch with negative implications. "We also
affirmed our 'CCC- (sf)' ratings on six classes and removed them
from CreditWatch with negative implications. Subsequently, we
withdrew our ratings on all the classes in this review upon the
issuer's request," S&P said.

"The downgrades and affirmations reflect our analysis of the
transaction's liability structures and the credit characteristics
of the underlying collateral using our criteria in 'Global CDOs Of
Pooled Structured Finance Assets: Methodology And Assumptions,'
published Feb. 21, 2012. Our criteria include revisions to our
assumptions on correlations, recovery rates, and default patterns
and timings of the collateral. The criteria also includes
supplemental stress tests (largest obligor default test and
largest industry default test), which we considered in our
analysis," S&P said.

According to the April 30, 2012, trustee report, the transaction's
collateral totaled $699.7 million, while its liabilities totaled
$699.7 million. The transaction's current asset pool consists of
43 classes of CMBS from 28 distinct transactions issued in 2006 or
2007.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111585.pdf

RATINGS LOWERED, REMOVED FROM CREDITWATCH, AND WITHDRAWN

WAVE SPC
Collateralized debt obligations series 2007-2
                       Rating
Class         To         Interim        From
A-1           NR         CCC- (sf)      B+ (sf)/Watch Neg
A-2           NR         CCC- (sf)      B- (sf)/Watch Neg
B             NR         CCC- (sf)      CCC+ (sf)/Watch Neg

RATINGS AFFIRMED, REMOVED FROM CREDITWATCH, AND WITHDRAWN

WAVE SPC
Collateralized debt obligations series 2007-2
                       Rating
Class         To         Interim        From
C-FL          NR         CCC- (sf)      CCC- (sf)/Watch Neg
C-FX          NR         CCC- (sf)      CCC- (sf)/Watch Neg
D-FL          NR         CCC- (sf)      CCC- (sf)/Watch Neg
D-FX          NR         CCC- (sf)      CCC- (sf)/Watch Neg
E-FL          NR         CCC- (sf)      CCC- (sf)/Watch Neg
E-FX          NR         CCC- (sf)      CCC- (sf)/Watch Neg

NR-Not rated.


* DBRS Confirms Ratings on 30 Classes From 30 US RMBS Transactions
------------------------------------------------------------------
DBRS, Inc. has confirmed its outstanding ratings on 30 classes
from 3 U.S. Residential Mortgage-Backed Securities (RMBS)
transactions based on a review of the assignment and transfer of
all or substantially all of Saxon Mortgage Services, Inc.'s
(Saxon) duties and obligations under all pooling and servicing
agreements, servicing agreements or similar or related agreements,
for which Saxon is a party, to Ocwen Loan Servicing, LLC,
effective from and after the Servicing Transfer Date of April 2,
2012.


Issuer                       Debt Rated      Rating Action
------                       ----------      -------------
Asset Backed Securities      Asset-Backed    Confirmed B(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE1                          Series 2005-
                             HE1, Class M1

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE1                          Series 2005-
                             HE1, Class M2

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE1                          Series 2005-
                             HE1, Class M3

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE1                          Series 2005-
                             HE1, Class M4

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE1                          Series 2005-
                             HE1, Class M5

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE1                          Series 2005-
                             HE1, Class M6

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE1                          Series 2005-
                             HE1, Class M7

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE1                          Series 2005-
                             HE1, Class M8

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE1                          Series 2005-
                             HE1, Class M9

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE1                          Series 2005-
                             HE1, Class M10

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE1                          Series 2005-
                             HE1, Class M11

Asset Backed Securities      Asset-Backed    Confirmed AA (low)
Corporation Home Equity      Pass-Through     (sf)
Loan Trust, Series 2005-     Certificates,
HE2                          Series 2005-
                             HE2, Class M1

Asset Backed Securities      Asset-Backed    Confirmed BBB(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE2                          Series 2005-
                             HE2, Class M2

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE2                          Series 2005-
                             HE2, Class M3

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE2                          Series 2005-
                             HE2, Class M4

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE2                          Series 2005-
                             HE2, Class M5

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE2                          Series 2005-
                             HE2, Class M6

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE2                          Series 2005-
                             HE2, Class M7

Asset Backed Securities      Asset-Backed    Confirmed C(sf)
Corporation Home Equity      Pass-Through
Loan Trust, Series 2005-     Certificates,
HE2                          Series 2005-
                             HE2, Class M8

Meritage Mortgage Loan       Asset-Backed    Confirmed C(sf)
Trust 2005-2                 Certificates,
                             Series 2005-
                             2, Class M-2

Meritage Mortgage Loan       Asset-Backed    Confirmed C(sf)
Trust 2005-2                 Certificates,
                             Series 2005-
                             2, Class M-3

Meritage Mortgage Loan       Asset-Backed    Confirmed C(sf)
Trust 2005-2                 Certificates,
                             Series 2005-
                             2, Class M-4

Meritage Mortgage Loan       Asset-Backed    Confirmed C(sf)
Trust 2005-2                 Certificates,
                             Series 2005-
                             2, Class M-5

Meritage Mortgage Loan       Asset-Backed    Confirmed C(sf)
Trust 2005-2                 Certificates,
                             Series 2005-
                             2, Class M-6

Meritage Mortgage Loan       Asset-Backed    Confirmed C(sf)
Trust 2005-2                 Certificates,
                             Series 2005-
                             2, Class M-7

Meritage Mortgage Loan       Asset-Backed    Confirmed C(sf)
Trust 2005-2                 Certificates,
                             Series 2005-
                             2, Class M-8

Meritage Mortgage Loan       Asset-Backed    Confirmed C(sf)
Trust 2005-2                 Certificates,
                             Series 2005-
                             2, Class M-9

Meritage Mortgage Loan       Asset-Backed    Confirmed C(sf)
Trust 2005-2                 Certificates,
                             Series 2005-
                             2, Class M-10

Meritage Mortgage Loan       Asset-Backed    Confirmed C(sf)
Trust 2005-2                 Certificates,
                             Series 2005-
                             2, Class M-11

Meritage Mortgage Loan       Asset-Backed    Confirmed C(sf)
Trust 2005-2                 Certificates,
                             Series 2005-
                             2, Class B-1


* S&P Cuts Ratings on 8 Classes From JC Penney Deals to 'BB-'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on eight
classes of certificates linked to J.C. Penney Co. Inc. debentures
to 'BB-' from 'BB' and placed them on CreditWatch with negative
implications. The certificates are related to five J.C. Penney Co.
Inc.-related transactions.

"Our ratings on the eight classes depend on our rating on the
underlying security, J.C. Penny Co. Inc.'s 7.625% debentures due
March 1, 2097 ('BB-')," S&P said.

"The rating actions reflect our May 17, 2012, rating actions where
we lowered our rating on the underlying security to 'BB-' from
'BB' and placed it on CreditWatch negative. We may take subsequent
rating actions on these transactions due to changes in our rating
on the underlying security," S&P said.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111585.pdf

RATINGS LOWERED AND PLACED ON CREDITWATCH NEGATIVE

CABCO Trust For J.C. Penney Debentures
$52.65 mil ser:trust certificates due 03/01/2097

Class                       Rating
                     To                 From
Certificates         BB-/Watch Neg      BB

CorTS Trust For J.C. Penney Debentures
$100 mil corporate-backed trust securities (CorTS) certificates

Class                       Rating
                     To                 From
Certificates         BB-/Watch Neg      BB

Corporate Backed Callable Trust Certificates
J.C. Penney Debenture-Backed Series 2006-1
$27.5 mil series 2006-1

Class                       Rating
                     To                 From
A-1                  BB-/Watch Neg      BB
A-2                  BB-/Watch Neg      BB

Corporate Backed Callable Trust Certificates
J.C. Penney Debenture Backed Series 2007-1 Trust
$55 mil corporate backed callable trust certificates
J.C. Penney debentures-backed series 2007-1

Class                       Rating
                     To                 From
A-1                  BB-/Watch Neg      BB
A-2                  BB-/Watch Neg      BB

Structured Asset Trust Unit Repackaging (SATURNS)
J.C. Penney Co. $54.5 mil units series 2007-1

Class                       Rating
                     To                 From
A                    BB-/Watch Neg      BB
B                    BB-/Watch Neg      BB


* S&P Takes Rating Actions on 41 U.S. RMBS Transactions
-------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 84
classes from 32 U.S. residential mortgage-backed securities (RMBS)
transactions issued from 2003 through 2007. "In addition, we
raised our ratings on two classes from two transactions, and
affirmed our ratings on 137 classes from 28 of the transactions
with lowered ratings as well as nine additional transactions. We
also withdrew our ratings on two classes from one transaction
based on our interest-only (IO) criteria. All of the reviewed
transactions are backed primarily by scratch-and-dent mortgage
loan collateral. These transactions generally fall into four
categories: outside-the-guidelines, document-deficient,
reperforming, and nonperforming liquidation trusts. The collateral
for these transactions is similar to that of conventional RMBS,
however some underlying factors such as loan documentation, may be
different, which could impact each transaction's performance," S&P
said.

"The underlying collateral for these deals consists predominantly
of reperforming first-lien, fixed- and adjustable-rate,
residential mortgage loans secured by first liens on one- to four-
family residential properties. Subordination,
overcollateralization (prior to its depletion), and excess spread
provide credit support for the affected transactions," S&P said.

"Our review of these transactions incorporated our current and
projected losses, which is based on the dollar amounts of loans
currently in the transactions' delinquency, foreclosure, and real
estate owned (REO) pipelines, as well as our projection of future
defaults. We also incorporated cumulative losses to date in our
analysis when assessing rating outcomes," S&P said.

"Reperforming loan transactions include loans that were either
delinquent or had delinquent payment histories at the time of
securitization. Previously, we projected defaults using observed
monthly losses to account for loans that may be contractually
delinquent but still generating cash flow. However, as these
transactions age, reperforming loans that are still classified as
delinquent may exhibit a lower likelihood of eventually achieving
a current payment status. Therefore, we adjusted our assumptions
to use each transaction's cumulative losses to date, pool factor,
and assumed losses from the delinquency pipeline to project
defaults going forward," S&P said.

"Two transactions in this review, GSMPS Mortgage Loan Trust 2004-4
and Financial Asset Securities Corp. 2004-RP1, are primarily
collateralized by residential mortgage loans guaranteed by either
the Federal Housing Administration (FHA) or the U.S. Department of
Veterans Affairs (VA). Any applicable government insurance or
guarantee by the FHA or the VA will generally cover the majority
of losses incurred on a liquidated loan within these transactions.
Historically we've applied a 5% loss severity on projected
defaults to derive losses. Over the past year we've observed a
general increase in loss severities among these transactions.
Based on our observations, we have applied a higher loss severity
of 13% on projected defaults to derive losses for the transactions
in this review," S&P said.

"The downgrades reflect our belief that projected credit
enhancement for the affected classes will be insufficient to cover
the projected losses at the previous rating levels. The downgrades
to class B-1 from GSRPM Mortgage Loan Trust 2006-1, class M-2 from
Security National Mortgage Loan Trust 2006-1, and classes 1-M-3
and 2-B-1 from CWABS Asset Backed Notes Trust 2007-SEA1 reflect
principal write-downs that the classes incurred," S&P said.

"The upgrades reflect our assessment that the projected credit
enhancement for each of the upgraded classes will be more than
sufficient to cover projected losses at the revised rating levels;
however, we are limiting the extent of the upgrades to reflect our
view of the ongoing market risk. The upgrades to class B from
GMACM Mortgage Loan Trust 2003-GH1 and class M-2 from Bear Stearns
Asset Backed Securities 2005-1 reflect our view of a decrease in
total and serious delinquencies within the structures associated
with these classes. This has reduced the remaining projected
losses for these structures, allowing these classes to withstand
more stressful scenarios," S&P said.

"The affirmations reflect our belief that projected credit
enhancement available for the affected classes will be sufficient
to cover our projected losses at the current rating levels," S&P
said.

"We withdrew our ratings on classes 1AS and AX from GSMPS Mortgage
Loan Trust 2004-4 due to our interest-only criteria," S&P said.

"In order to maintain a 'B' rating on a class, we assessed
whether, in our view, a class could absorb the base-case loss
assumptions we used in our analysis. In order to maintain a rating
higher than 'B', we assessed whether the class could withstand
losses exceeding the base-case loss assumptions at a percentage
specific to each rating category, up to 150% for an 'AAA' rating.
For example, in general, we would assess whether one class could
withstand approximately 110% of our base-case loss assumptions to
maintain a 'BB' rating, while we would assess whether a different
class could withstand approximately 120% of our base-case loss
assumptions to maintain a 'BBB' rating. Each class with an
affirmed 'AAA' rating can, in our view, withstand approximately
150% of our base-case loss assumptions under our analysis," S&P
said.

"Classes rated 'CCC (sf)' and 'CC (sf)' reflect our assessment
that the credit enhancement for these classes will remain
insufficient to cover projected losses," S&P said.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111618.pdf

RATING ACTIONS

Bayview Financial Mortgage Pass Through Trust Series 2006-B
Series      2006-B
                               Rating
Class      CUSIP       To                   From
M-1        07325NDU3   B- (sf)              BB- (sf)
M-2        07325NDV1   CCC (sf)             B- (sf)
M-3        07325NDW9   CC (sf)              CCC (sf)

Bayview Financial Mortgage Pass-Through Trust 2006-A
Series      2006-A
                               Rating
Class      CUSIP       To                   From
M-1        07325NCY6   BBB (sf)             AA- (sf)
M-2        07325NCZ3   B (sf)               BBB (sf)
M-3        07325NDA7   CC (sf)              B- (sf)
M-4        07325NDB5   CC (sf)              CCC (sf)
B-1        07325NDC3   CC (sf)              CCC (sf)

Bayview Financial Mortgage Pass-Through Trust 2006-C
Series      2006-C
                               Rating
Class      CUSIP       To                   From
1-A2       07325DAC8   A+ (sf)              AAA (sf)
1-A3       07325DAD6   B- (sf)              BB (sf)
1-A5       07325DAF1   CCC (sf)             B- (sf)

Bear Stearns Asset Backed Securities Trust 2003-SD1
Series      2003-SD1
                               Rating
Class      CUSIP       To                   From
M-2        07384YKN5   B- (sf)              BBB+ (sf)
B          07384YKP0   CC (sf)              CCC (sf)

Bear Stearns Asset Backed Securities Trust 2004-2
Series      2004-2
                               Rating
Class      CUSIP       To                   From
M-1        073879GZ5   A (sf)               AA (sf)

Bear Stearns Asset Backed Securities Trust 2005-1
Series      2005-1
                               Rating
Class      CUSIP       To                   From
M-2        073877AW2   B (sf)               B- (sf)

Bear Stearns Asset Backed Securities Trust 2007-2
Series      2007-2
                               Rating
Class      CUSIP       To                   From
M-2        07400TAE7   CC (sf)              CCC (sf)

CWABS Asset Backed Certificates Trust 2007-QH1
Series      2007-QH1
                               Rating
Class      CUSIP       To                   From
A-1        12669HAA7   CCC (sf)             B+ (sf)
M-2        12669HAE9   CC (sf)              CCC (sf)
M-3        12669HAF6   CC (sf)              CCC (sf)

CWABS Asset Backed Notes Trust 2007-SEA1
Series      2007-SEA1
                               Rating
Class      CUSIP       To                   From
1-A-1      23248AAA9   CC (sf)              CCC (sf)
1-M-1      23248AAB7   CC (sf)              CCC (sf)
1-M-3      23248AAD3   D (sf)               CC (sf)
2-A-1      23248AAJ0   CCC (sf)             B- (sf)
2-B-1      23248AAR2   D (sf)               CC (sf)

EMC Mortgage Loan Trust 2006-A
Series      2006-A
                               Rating
Class      CUSIP       To                   From
M-2        268668FF2   CC (sf)              CCC (sf)

Financial Asset Securities Corp.
Series      2004-RP1
                               Rating
Class      CUSIP       To                   From
II-A       92922FZD3   A+ (sf)              AA+ (sf)
II-B-1     92922FYV4   B+ (sf)              A+ (sf)
II-B-2     92922FYW2   CCC (sf)             B+ (sf)
II-B-3     92922FYX0   CC (sf)              CCC (sf)

GMACM Mortgage Loan Trust 2003-GH1
Series      2003-GH1
                               Rating
Class      CUSIP       To                   From
B          36185NXU9   BB (sf)              B- (sf)

GSAMP Trust Series 2007-SEA1
Series      2007-SEA1
                               Rating
Class      CUSIP       To                   From
M-2        3622MLAC1   CC (sf)              CCC (sf)

GSMPS Mortgage Loan Trust 2004-4
Series      2004-4
                               Rating
Class      CUSIP       To                   From
1AF        36242DJQ7   BBB+ (sf)            AA+ (sf)
1AS        36242DJR5   NR                   AA+ (sf)
1A2        36242DJS3   A- (sf)              AA+ (sf)
1A3        36242DJT1   A- (sf)              AA+ (sf)
1A4        36242DJU8   A- (sf)              AA+ (sf)
AX         36242DJV6   NR                   AA+ (sf)
2A1        36242DJW4   A- (sf)              AA+ (sf)

GSRPM Mortgage Loan Trust 2006-1
Series      2006-1
                               Rating
Class      CUSIP       To                   From
A-3        362334QG2   AA (sf)              AAA (sf)
M-1        362334NV2   B- (sf)              AA+ (sf)
M-2        362334NW0   CC (sf)              CCC (sf)
B-1        362334NX8   D (sf)               CCC (sf)

GSRPM Mortgage Loan Trust 2007-1
Series      2007-1
                               Rating
Class      CUSIP       To                   From
A          362707AA9   CCC (sf)             B (sf)
M-1        362707AB7   CC (sf)              CCC (sf)

Lake Country Mortgage Loan Trust 2006-HE1
Series      2006-HE1
                               Rating
Class      CUSIP       To                   From
M-6        50820TAK5   BBB (sf)             A (sf)
M-7        50820TAL3   BB (sf)              A- (sf)
M-8        50820TAM1   B- (sf)              BBB- (sf)

MASTR Specialized Loan Trust 2004-01
Series      2004-01
                               Rating
Class      CUSIP       To                   From
M-2        576436AC3   B- (sf)              BB- (sf)

MASTR Specialized Loan Trust 2006-02
Series      2006-02
                               Rating
Class      CUSIP       To                   From
M-1        57643AAB6   CC (sf)              CCC (sf)

MASTR Specialized Loan Trust 2006-03
Series      2006-03
                               Rating
Class      CUSIP       To                   From
A          57643BAA6   CCC (sf)             B (sf)
M-1        57643BAB4   CC (sf)              CCC (sf)

MASTR Specialized Loan Trust 2007-2
Series      2007-2
                               Rating
Class      CUSIP       To                   From
A          55291QAA2   CCC (sf)             B (sf)
M-1        55291QAB0   CC (sf)              CCC (sf)
M-2        55291QAC8   CC (sf)              CCC (sf)

Morgan Stanley ABS Capital I Inc. Trust 2004-SD1
Series      2004-SD1
                               Rating
Class      CUSIP       To                   From
M-2        61744CBF2   BB (sf)              A (sf)
B          61744CBG0   CC (sf)              B- (sf)

Morgan Stanley ABS Capital I Inc. Trust 2004-SD2
Series      2004-SD2
                               Rating
Class      CUSIP       To                   From
M-1        61744CEA0   AA- (sf)             AA (sf)
M-2        61744CEB8   B- (sf)              BBB+ (sf)
B-1        61744CEC6   CC (sf)              CCC (sf)

RAAC Series 2006-RP3 Trust
Series      2006-RP3
                               Rating
Class      CUSIP       To                   From
A-1        74919RAA3   CCC (sf)             B- (sf)

RAMP Series 2003-RS4 Trust
Series      2003-RS4
                               Rating
Class      CUSIP       To                   From
A-I-5      760985UR0   CCC (sf)             B- (sf)
A-I-6      760985US8   CCC (sf)             B- (sf)

RAMP Series 2003-RS6 Trust
Series      2003-RS6
                               Rating
Class      CUSIP       To                   From
A-I-5      760985XK2   CC (sf)              B- (sf)
A-I-6      760985XL0   CC (sf)              B- (sf)

SASCO Mortgage Loan Trust 2004-GEL3
Series      2004-GEL3
                               Rating
Class      CUSIP       To                   From
M1         80382UAS2   BBB+ (sf)            AA (sf)
M2         80382UAT0   CCC (sf)             BBB (sf)

SASCO Mortgage Loan Trust Series 2005-GEL1
Series      2005-GEL1
                               Rating
Class      CUSIP       To                   From
M2         86359BX22   BB (sf)              A (sf)
M4         86359BX48   CC (sf)              CCC (sf)

Security National Mortgage Loan Trust 2004-2
Series      2004-2
                               Rating
Class      CUSIP       To                   From
M-1        81441PCB5   CCC (sf)             B- (sf)

Security National Mortgage Loan Trust 2005-1
Series      2005-1
                               Rating
Class      CUSIP       To                   From
M-1        81441PCH2   AA- (sf)             AA (sf)
M-2        81441PCJ8   B (sf)               BBB- (sf)
B-1        81441PCK5   CCC (sf)             B- (sf)
B-2        81441PCL3   CC (sf)              CCC (sf)

Security National Mortgage Loan Trust 2006-1
Series      2006-1
                               Rating
Class      CUSIP       To                   From
1-A-3      81441LAC4   B- (sf)              BB- (sf)
2-A        81441LAD2   B- (sf)              BB- (sf)
M-1        81441LAE0   CC (sf)              CCC (sf)
M-2        81441LAF7   D (sf)               CC (sf)

Structured Asset Securities Corp.
Series      2004-GEL1
                               Rating
Class      CUSIP       To                   From
M3         86359BMT5   B- (sf)              BBB (sf)

Structured Asset Securities Corporation Mortgage Loan Trust 2007-
GEL2
Series      2007-GEL2
                               Rating
Class      CUSIP       To                   From
A2         86363MAB7   CCC (sf)             B (sf)
A3         86363MAC5   CCC (sf)             B (sf)
M1         86363MAD3   CC (sf)              CCC (sf)
M2         86363MAE1   CC (sf)              CCC (sf)
M3         86363MAF8   CC (sf)              CCC (sf)

Wachovia Loan Trust 2005-SD1
Series      2005-SD1
                               Rating
Class      CUSIP       To                   From
M-1        92977XAD5   BB (sf)              AA+ (sf)
M-2        92977XAE3   B- (sf)              BBB+ (sf)
M-3        92977XAF0   CC (sf)              B- (sf)
B-1        92977XAB9   CC (sf)              B- (sf)
B-2        92977XAC7   CC (sf)              CCC (sf)

RATINGS AFFIRMED

BayView Financial Asset Trust 2003-A
Series      2003-A
Class      CUSIP       Rating
PO         07324QCR5   AAA (sf)
A          07324QCT1   AAA (sf)
M-1        07324QCU8   AA+ (sf)
M-2        07324QCV6   AA (sf)
M-3        07324QCW4   A (sf)
M-4        07324QCX2   A- (sf)

Bayview Financial Mortgage Pass Through Trust Series 2006-B
Series      2006-B
Class      CUSIP       Rating
1-A2       07325NDL3   AAA (sf)
1-A3       07325NDM1   AAA (sf)
1-A4       07325NDN9   AAA (sf)
1-A5       07325NDP4   AAA (sf)
2-A3       07325NDS8   AAA (sf)
2-A4       07325NDT6   AAA (sf)
M-4        07325NDX7   CC (sf)
B-1        07325NDY5   CC (sf)

Bayview Financial Mortgage Pass-Through Trust 2006-A
Series      2006-A
Class      CUSIP       Rating
1-A2       07325NCQ3   AAA (sf)
1-A3       07325NCR1   AAA (sf)
1-A4       07325NCS9   AAA (sf)
1-A5       07325NCT7   AAA (sf)
2-A3       07325NCW0   AAA (sf)
2-A4       07325NCX8   AAA (sf)
B-2        07325NDD1   CC (sf)

Bayview Financial Mortgage Pass-Through Trust 2006-C
Series      2006-C
Class      CUSIP       Rating
1-A1       07325DAB0   AAA (sf)
1-A4       07325DAE4   CCC (sf)
2-A2       07325DAH7   AAA (sf)
2-A3       07325DAJ3   CCC (sf)
2-A4       07325DAK0   CCC (sf)

Bear Stearns Asset Backed Securities Trust 2003-3
Series      2003-3
Class      CUSIP       Rating
A-2        07384YLS3   AAA (sf)
M-1        07384YLU8   BBB+ (sf)
M-2        07384YLV6   CCC (sf)
B          07384YLW4   CC (sf)

Bear Stearns Asset Backed Securities Trust 2003-SD1
Series      2003-SD1
Class      CUSIP       Rating
A          07384YKL9   AAA (sf)
M-1        07384YKM7   AA (sf)

Bear Stearns Asset Backed Securities Trust 2004-2
Series      2004-2
Class      CUSIP       Rating
A-1        073879GX0   AAA (sf)
A-3        073879HY7   AAA (sf)
A-5        073879JA7   AAA (sf)
M-2        073879HA9   CCC (sf)
M-3        073879HB7   CC (sf)
B          073879HC5   CC (sf)

Bear Stearns Asset Backed Securities Trust 2005-1
Series      2005-1
Class      CUSIP       Rating
M-1        073877AV4   AA (sf)
M-3        073877AX0   CCC (sf)
M-4        073877AY8   CC (sf)
M-5        073877AZ5   CC (sf)
M-6        073877BA9   CC (sf)

Bear Stearns Asset Backed Securities Trust 2005-SD4
Series      2005-SD4
Class      CUSIP       Rating
I-A-1      073877DY5   CCC (sf)
I-A-2      073877DZ2   CCC (sf)
I-PO       073877EB4   CCC (sf)
I-B1       073877EC2   CC (sf)
II-A-1     073877EF5   A (sf)
II-A-2     073877EG3   A (sf)
II-M-1     073877EH1   B (sf)
II-M-2     073877EJ7   CCC (sf)
II-M-3     073877EK4   CC (sf)
II-M-4     073877EL2   CC (sf)

Bear Stearns Asset Backed Securities Trust 2007-2
Series      2007-2
Class      CUSIP       Rating
A-1        07400TAA5   BB (sf)
A-2        07400TAB3   CCC (sf)
A-3        07400TAC1   CCC (sf)
M-1        07400TAD9   CCC (sf)
M-3        07400TAF4   CC (sf)
M-4        07400TAG2   CC (sf)

CWABS Asset Backed Certificates Trust 2007-QH1
Series      2007-QH1
Class      CUSIP       Rating
M-1        12669HAD1   CCC (sf)

CWABS Asset Backed Notes Trust 2007-SEA1
Series      2007-SEA1
Class      CUSIP       Rating
1-M-2      23248AAC5   CC (sf)
2-M-1      23248AAK7   CCC (sf)
2-M-2      23248AAL5   CCC (sf)
2-M-3      23248AAM3   CC (sf)
2-M-4      23248AAN1   CC (sf)
2-M-5      23248AAP6   CC (sf)
2-M-6      23248AAQ4   CC (sf)

EMC Mortgage Loan Trust 2006-A
Series      2006-A
Class      CUSIP       Rating
A          268668FD7   B (sf)
M-1        268668FE5   CCC (sf)
B          268668FG0   CC (sf)

Financial Asset Securities Corp.
Series      2004-RP1
Class      CUSIP       Rating
I-F        92922FYJ1   AA+ (sf)
I-HJ       92922FYK8   AA+ (sf)
I-S        92922FYL6   AA+ (sf)
I-B-1      92922FYN2   B+ (sf)
I-B-2      92922FYP7   CCC (sf)
I-B-3      92922FYQ5   CC (sf)
II-B-4     92922FYY8   CC (sf)
II-B-5     92922FYZ5   CC (sf)

GMACM Mortgage Loan Trust 2003-GH1
Series      2003-GH1
Class      CUSIP       Rating
A-5        36185NXR6   AAA (sf)
M-1        36185NXS4   AA (sf)
M-2        36185NXT2   A (sf)

GSAMP Trust Series 2007-SEA1
Series      2007-SEA1
Class      CUSIP       Rating
A          3622MLAA5   B (sf)
M-1        3622MLAB3   CCC (sf)
B-1        3622MLAD9   CC (sf)
B-2        3622MLAE7   CC (sf)
B-3        3622MLAF4   CC (sf)

GSRPM Mortgage Loan Trust 2006-1
Series      2006-1
Class      CUSIP       Rating
A-1        362334NU4   AAA (sf)

Lake Country Mortgage Loan Trust 2006-HE1
Series      2006-HE1
Class      CUSIP       Rating
A-3        50820TAC3   AAA (sf)
A-4        50820TAD1   AAA (sf)
M-1        50820TAE9   AA+ (sf)
M-2        50820TAF6   AA (sf)
M-3        50820TAG4   AA (sf)
M-4        50820TAH2   AA- (sf)
M-5        50820TAJ8   A+ (sf)

MASTR Specialized Loan Trust 2004-01
Series      2004-01
Class      CUSIP       Rating
A-1        576436AA7   AAA (sf)
A-2        576436AG4   AAA (sf)
M-1        576436AB5   AA (sf)
M-3        576436AD1   CC (sf)

MASTR Specialized Loan Trust 2005-03
Series      2005-03
Class      CUSIP       Rating
A-1        576436CM9   AAA (sf)
A-2        576436CN7   AAA (sf)
M-1        576436CP2   CCC (sf)
M-2        576436CQ0   CC (sf)
M-3        576436CR8   CC (sf)

MASTR Specialized Loan Trust 2006-01
Series      2006-01
Class      CUSIP       Rating
A-1        576436CV9   A (sf)
M-1        576436CW7   CCC (sf)

MASTR Specialized Loan Trust 2006-02
Series      2006-02
Class      CUSIP       Rating
A          57643AAA8   B- (sf)

Morgan Stanley ABS Capital I Inc. Trust 2004-SD1
Series      2004-SD1
Class      CUSIP       Rating
A          61744CBD7   AAA (sf)
M-1        61744CBE5   AA (sf)

Morgan Stanley ABS Capital I Inc. Trust 2004-SD2
Series      2004-SD2
Class      CUSIP       Rating
A-1        61744CDZ6   AAA (sf)
B-2        61744CED4   CC (sf)

Option One Woodbridge Loan Trust 2004-1
Series      2004-1
Class      CUSIP       Rating
A          68401NAD3   AAA (sf)
M          68401NAE1   B+ (sf)

RAAC Series 2006-RP3 Trust
Series      2006-RP3
Class      CUSIP       Rating
M-1        74919RAE5   CC (sf)

RAAC Series 2006-RP4 Trust
Series      2006-RP4
Class      CUSIP       Rating
A          74919TAA9   B (sf)
M-1        74919TAB7   CC (sf)
M-2        74919TAC5   CC (sf)

RAMP Series 2003-RS4 Trust
Series      2003-RS4
Class      CUSIP       Rating
A-II-A     760985UT6   B- (sf)
A-II-B     760985UU3   B- (sf)

RAMP Series 2003-RS6 Trust
Series      2003-RS6
Class      CUSIP       Rating
A-II-A     760985XM8   B- (sf)
A-II-B     760985XN6   B- (sf)

SASCO Mortgage Loan Trust 2004-GEL3
Series      2004-GEL3
Class      CUSIP       Rating
A          80382UAR4   AAA (sf)
B          80382UAU7   CC (sf)

SASCO Mortgage Loan Trust Series 2005-GEL1
Series      2005-GEL1
Class      CUSIP       Rating
A          86359BW80   AAA (sf)
M1         86359BW98   AA (sf)
M3         86359BX30   CCC (sf)

Security National Mortgage Loan Trust 2004-2
Series      2004-2
Class      CUSIP       Rating
AF-3       81441PBZ3   A- (sf)
AV         81441PCA7   AA- (sf)

Security National Mortgage Loan Trust 2005-1
Series      2005-1
Class      CUSIP       Rating
AF-1       81441PCE9   AAA (sf)
AF-2       81441PCF6   AAA (sf)
AV         81441PCG4   AAA (sf)

Security National Mortgage Loan Trust 2006-1
Series      2006-1
Class      CUSIP       Rating
1-A-2      81441LAB6   AA- (sf)

Structured Asset Securities Corp.
Series      2004-GEL1
Class      CUSIP       Rating
A          86359BMQ1   AAA (sf)
M1         86359BMR9   AA (sf)
M2         86359BMS7   A (sf)
M4         86359BMU2   CCC (sf)

Structured Asset Securities Corporation Mortgage Loan Trust 2007-
GEL2
Series      2007-GEL2
Class      CUSIP       Rating
A1         86363MAA9   BB (sf)

Wachovia Loan Trust 2005-SD1
Series      2005-SD1
Class      CUSIP       Rating
A-1        92977XAA1   AAA (sf)


* S&P Takes Various Rating Actions on 12 Sallie Mae ABS Deals
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on four
classes of notes and certificates and lowered its ratings on 18
classes of notes and certificates from 12 Sallie Mae private
student loan asset-backed securities (ABS) transactions issued
between 2002 and 2007. "At the same time, we affirmed our ratings
on 39 of classes of notes and certificates," S&P said.

"The raised ratings reflect our view of the classes' senior
positions in the respective capital structures, the sequential-pay
structure of the deals, and our expectations regarding the
likelihood of repayment in full of the remaining balances of the
affected classes before the class A notes would become
undercollateralized in our stress scenarios," S&P said.

The downgrades reflect our view of the higher-than expected levels
of defaults within the collateral pools that have reduced
available credit support, as exhibited by continued declines in
parity levels. Based on the ongoing performance of the Sallie Mae
private loan collateral pools, we anticipate further deterioration
in the performance of each transaction that will exceed our
previously revised lifetime gross default expectation (see table
4). As a result, the rating actions reflect our revised views
regarding future collateral performance and each trust's
structure," S&P said.

"The affirmed ratings reflect our view that the available credit
enhancement is sufficient to support the respective classes at
their current rating levels," S&P said.

"Our analysis incorporated various cash flow stress scenarios and
secondary credit factors, such as credit stability, and payment
priority," S&P said.

                       POOL PERFORMANCE

"For the quarterly performance period ended February 2012 (March
2012 quarterly distribution date), all 12 transactions had between
20 and 38 quarters of performance, with collateral pool factors
(the principal balance remaining in the pool as a percent of the
original pool balance) ranging between approximately 38% and 86%.
At the same time, the percentage of loans in repayment was between
79% and 96% (see table 1)," S&P said.

"Cumulative gross defaults for the transactions currently range
from 11.0% to 16.0% (see table 2). Lastly, total parity levels for
most of the transactions continues to decline to varying degrees
as a result of the poor collateral performance and now ranges
between 98.4% and 105.2% (see table 3)," S&P said.

TABLE 1

          Transaction  Pool
          seasoning    factor       Repayment(1)
Series    (quarters)   (%)          (%)
2002-A     38          38.15        95.64
2003-A     36          41.17        91.72
2003-B     35          48.35        90.65
2003-C     34          50.09        91.64
2004-A     32          50.22        90.79
2004-B     31          61.62        88.26
2005-A     28          64.71        85.95
2005-B     26          71.13        84.77
2006-A     24          78.71        82.48
2006-B     23          74.16        84.21
2006-C     22          76.01        80.41
2007-A     20          86.30        79.36

(1)Repayment: as a percent of the current collateral balance; does
not include accrued interest.

TABLE 2
              Cumulative   12-month cum.
              default (1)  default (2)
Series        (%)          (%)
2002-A        10.99        1.00
2003-A        12.03        1.12
2003-B        12.93        1.42
2003-C        13.78        1.50
2004-A        15.17        1.76
2004-B        13.12        1.84
2005-A        16.04        2.34
2005-B        12.61        2.38
2006-A        12.08        2.61
2006-B        14.14        3.00
2006-C        15.70        3.26
2007-A        12.71        3.48

(1) Cumulative default: as a % of initial collateral balance. (2)
12-month cumulative default: the % incurred within the past year--
Feb. 2011-Feb. 2012 (as a % of initial collateral balance).

                                90-plus       Total
              Forbearance (1)   delinq. (2)   delinq. (3)
Series        (%)               (%)           (%)
2002-A        0.77              2.99           6.55
2003-A        1.41              3.35           7.35
2003-B        1.41              3.37           7.34
2003-C        1.39              3.43           7.46
2004-A        1.35              3.99           8.22
2004-B        1.96              3.31           7.24
2005-A        2.60              3.89           8.28
2005-B        2.50              3.81           8.32
2006-A        3.09              4.06           8.88
2006-B        2.99              4.53           9.99
2006-C        3.21              4.81          10.46
2007-A        4.14              4.34           9.63

(1)Forbearance: as a % of loans in repayment and
forbearance.(2)90-plus day delinquencies: as a % of loans in
repayment. (3)Total delinquencies: as a % of loans in repayment.

TABLE 3
                       Current     Current     12 Months Prior
          Senior       Mezzanine   Total       Total
          Parity (1)   Parity(2)   Parity(3)   Parity (4)
Series    (%)          (%)         (%)         (%)
2002-A    118.42        111.99     105.20       104.28
2003-A    118.36        110.38     100.05       102.48
2003-B    117.95        109.29      99.02       101.85
2003-C    116.42        108.08      98.40       101.52
2004-A    118.23        110.68     100.09       101.78
2004-B    118.12        110.06     100.55       102.14
2005-A    115.26        108.37     100.09       101.31
2005-B    115.77        109.21     101.26       101.72
2006-A    116.63        110.63     103.28       102.39
2006-B    115.05        108.89     101.38       101.71
2006-C    113.22        107.47     100.42       101.36
2007-A    114.89        109.57     102.97       102.48

(1) Senior parity: total pool balance plus cash capitalization
account plus reserve account over class A notes outstanding. (2)
Mezzanine parity: total pool balance plus cash capitalization
account plus reserve account over class A and B notes outstanding.
(3)Total parity: the total pool balance plus cash capitalization
account plus reserve account over total notes outstanding. (4)
12-month Prior Total parity: the total pool balance plus cash
capitalization account plus reserve account over total notes
outstanding as of February 2011.

           DEFAULT EXPECTATIONS AND NET LOSS PROJECTIONS

"Based on our view of the current and projected performance of
these pools of private student loans, we have raised our lifetime
cumulative default expectations for each trust to 14.0%-26.0% of
the original pool balance (see table 4) from 12.0%-23.0%. We
assumed future stressed recovery rates of 20% of the dollar amount
of cumulative defaults, which results in our expectation for
remaining cumulative net losses ranging from 6.5% to 13.0%," S&P
said.

TABLE 4
         Projected                                Projected
         lifetime      Cumulative                 remaining
         cumulative    default      Recovery      cumulative
         default (1)   to date (2)  assumption    net loss (3)
Series   (%)            (%)          (%)           (%)
2002-A   14.0 - 16.0    10.99       20            6.5 - 10.5
2003-A   16.0 - 18.0    12.03       20            7.5 - 12.0
2003-B   18.0 - 20.0    12.93       20            8.0 - 12.0
2003-C   18.0 - 20.0    13.78       20            6.5 - 10.0
2004-A   20.0 - 22.0    15.17       20            7.0 - 11.0
2004-B   20.0 - 22.0    13.12       20            8.5 - 12.0
2005-A   22.0 - 24.0    16.04       20            7.0 - 10.0
2005-B   21.0 - 23.0    12.61       20            9.0 - 12.0
2006-A   22.0 - 24.0    12.08       20           10.0 - 13.0
2006-B   23.0 - 25.0    14.14       20            9.0 - 12.0
2006-C   25.0 - 27.0    15.70       20            9.0 - 12.0
2007-A   24.0 - 26.0    12.71       20           10.0 - 13.0

(1) Projected lifetime cumulative default-as a % of initial
collateral balance. (2) Cumulative defaults as of the March 2012
distribution date, as a % of the initial collateral balance. (3)
Projected remaining cumulative net loss: as a % of current
collateral balance (as of the March 2012 distribution date).

                          STRUCTURE

Each of the transactions have a five-year lockout period during
which principal is paid sequentially to the class A, B, and C
notes. After the five-year lockout (the step-down date), if the
cumulative realized loss trigger is not in effect and the
overcollateralization amount is at its target level (i.e., 15.0%
of senior debt, 10.125% of mezzanine debt, 3.0% of overall
debt, and 2.0% of the initial pool balance), the class B and C
notes are entitled to receive payments of principal if there are
funds available in the principal distribution account after paying
the class A noteholders' principal distribution amount.

The cumulative realized loss triggers switch the principal payment
priority back to sequential if cumulative net losses exceed 15%
within five years, 18% within seven years, or 20% thereafter.

"In addition, the transactions pay principal sequentially within
the subclasses of the class A notes, provided that if the class A
notes become undercollateralized (i.e., breach the class A note
parity trigger), the class A notes outstanding will be paid pro
rata (based on their outstanding balances) until their principal
balances have been reduced to zero or the class A notes become
collateralized again," S&P said.

            BREAKEVEN CASH FLOW MODELING ASSUMPTIONS

"We ran midstream breakeven cash flows for all the transactions
under various interest rate scenarios and rating stress
assumptions. These cash flow runs provided breakeven percentages
(breakevens) that represent the maximum amount of remaining
cumulative net losses a transaction can absorb (as a percent of
the pool balance as of the cash flow cutoff date) before failing
to pay full and timely interest and ultimate principal. The
following are some of the major assumptions we modeled," S&P said:

    Straight-line default curves that covered periods between four
    to six years, depending on the seasoning of transaction;

    Recovery rates of 20%;

    Prepayment speeds starting at approximately 2 CPR (constant
    prepayment rate, an annualized prepayment speed stated as a
    percentage of the current loan balance) and ramping up over
    three-five years to a maximum rate of 2-5 CPR. After which,
    the applicable maximum rate was held constant;

    Forbearance rates of 6% to 12% for 12 months;

    Stressed interest rate vectors for the various indices; and

    For those transactions with auction rate security exposure,
    failure of auctions for the life of each transaction with an
    auction rate coupon applicable "maximum rate" definition in
    the transaction documents.

       BREAKEVEN CASH FLOW MODELING RESULTS/RATING ACTIONS

"In general, transactions containing auction-rate class A notes
yielded lower breakevens and loss coverage multiples, primarily
because we assumed, in our cash flows, continued failure of the
auction-rate market for the life of the related transactions. As a
result, the class A auction-rate coupons will adjust to their
respective maximum rates. The maximum rates for the class A
auction-rate notes in the 2003 vintage transactions are between
LIBOR plus 1.50% and LIBOR plus 3.50%, depending on the ratings
assigned to these auction-rate notes at the time of the failed
auction. This increase in the cost of funds--and the resulting
pressure on excess spread--also caused parity levels to decline,
as principal collections in some periods were used to cover
interest expenses in our cash flows modeling," S&P said.

"Our cash flow runs indicated that the class A notes are able to
absorb remaining cumulative net losses in the range of 13.50%-
29.00% before a payment default would occur. After considering the
aforementioned breakevens and remaining expected net losses of
6.5%-13.0%, we lowered (with the exception of the current paying
class A notes within those series) our ratings on the class A
notes from series 2003-A and 2003-B to 'BBB (sf)' and the ratings
on the class A notes series 2003-C to 'A- (sf)' and affirmed the
ratings on the class A notes from all other series to reflect our
view of the current loss coverage levels," S&P said.

"We assigned higher ratings on the class A-3 notes from the 2006-
A, 2006-B, and 2006-C transactions and the class A-2 notes from
the 2007-A transaction given their senior positions in the
respective capital structures, the sequential-pay structure of the
deals, and our expectations regarding the likelihood of repayment
in full of the remaining balances of the affected classes before
the class A notes would become undercollateralized (i.e., breached
the class A note parity trigger) in our stress scenarios. If the
class A note parity trigger is in effect, all class A notes
outstanding will be paid pro rata (based on their outstanding
balance) until their principal balances have been reduced to
zero," S&P said.

"The affirmations of the ratings on the A-2 notes from series
2006-C and the class A-1 notes from series 2007-A reflect our view
of the notes' relatively short remaining lifetimes (based on the
remaining class balances) and our view that, over the short-term
risk horizon, the loss coverage given the current credit
enhancement levels is consistent with the outstanding ratings.
Both classes are expected to pay out in the next 12 months," S&P
said.

"The breakevens for the class B notes ranged between 6.25%-25.0%.
After considering the breakevens and remaining expected net losses
of 6.5%-13.0%, we lowered the class B ratings to 'BB- (sf)' for
series 2003-A and 'B- (sf)' for series 2003-B and 2003-C," S&P
said.

"The class C notes had breakevens ranging from 1.5% to 20.50%.
After comparing these breakevens to our remaining expected net
losses of 6.5%-13.0%, we lowered our ratings on the class C notes
from series 2003-A, 2003-B, and 2003-C to the 'CCC- (sf)' and
lowered the class C notes from series 2004-A and 2004-B to the
'BB- (sf)' and 'BB (sf)'," S&P said.

Standard & Poor's will continue to monitor the performance of the
student loan receivables backing these transactions relative to
our revised cumulative default expectations and available credit
enhancement.

RATINGS RAISED

SLM Private Credit Student Loan Trust 2006-A
$2.244 bil floating rate student loan-backed notes series 2006-A
                               Rating
Class      CUSIP       To                   From
A-3        78443CCG7   AA (sf)              A+ (sf)

SLM Private Credit Student Loan Trust 2006-B
$2.238 bil floating rate student loan-backed notes series 2006-B
                               Rating
Class      CUSIP       To                   From
A-3        78443CCS1   AA (sf)              A (sf)

SLM Private Credit Student Loan Trust 2006-C
$1.199 bil floating rate student loan-backed notes series 2006-C
                               Rating
Class      CUSIP       To                   From
A-3        78443JAC3   A+ (sf)             A- (sf)

SLM Private Credit Student Loan Trust 2007-A
$2.566 bil student loan-backed notes series 2007-A
                               Rating
Class      CUSIP       To                   From
A-2        78443DAB8   AA- (sf)             A (sf)

RATINGS LOWERED

SLM Private Credit Student Loan Trust 2003-A
$1.056 bil student loan-backed notes series 2003-A
                               Rating
Class      CUSIP       To                   From
A-2        78443CAF1   A- (sf)              A+ (sf)
A-3        78443CAJ3   BBB (sf)             A (sf)
A-4        78443CAK0   BBB (sf)             A (sf)
B          78443CAG9   BB- (sf)             BBB- (sf)
C          78443CAH7   CCC- (sf)            BB- (sf)

SLM Private Credit Student Loan Trust 2003-B
$1.343 bil student loan-backed notes series 2003-B
                               Rating
Class      CUSIP       To                   From
A-2        78443CAM6   A- (sf)              A+ (sf)
A-3        78443CAN4   BBB (sf)             A (sf)
A-4        78443CAP9   BBB (sf)             A (sf)
B          78443CAQ7   B- (sf)              BBB- (sf)
C          78443CAR5   CCC- (sf)            BB- (sf)

SLM Private Credit Student Loan Trust 2003-C
$1.346 bil student loan-backed notes series 2003-C
                               Rating
Class      CUSIP       To                   From
A-2        78443CAZ7   A+ (sf)              AA- (sf)
A-3        78443CBA1   A- (sf)              A (sf)
A-4        78443CBB9   A- (sf)              A (sf)
A-5        78443CBC7   A- (sf)              A (sf)
B          78443CBD5   B- (sf)              BBB- (sf)
C          78443CBE3   CCC- (sf)            BB- (sf)

SLM Private Credit Student Loan Trust 2004-A
$1.336 bil student loan-backed notes series 2004-A
                               Rating
Class      CUSIP       To                   From
C          78443CBK9   BB- (sf)             BB (sf)

SLM Private Credit Student Loan Trust 2004-B
$1.508 bil floating rate student loan-backed notes series 2004-B
                               Rating
Class      CUSIP       To                   From
C          78443CBR4   BB (sf)              BB+ (sf)

RATINGS AFFIRMED

SLM Private Credit Student Loan Trust 2002-A
$726.86 mil floating rate student loan-backed  notes series 2002-A
Class      CUSIP       Rating
A-2        78443CAB0   AA (sf)
B          78443CAC8   A- (sf)
C          78443CAD6   BBB- (sf)

SLM Private Credit Student Loan Trust 2004-A
$1.336 bil student loan-backed notes series 2004-A
Class      CUSIP       Rating
A-2        78443CBG8   AA- (sf)
A-3        78443CBH6   A (sf)
B          78443CBJ2   BBB (sf)

SLM Private Credit Student Loan Trust 2004-B
$1.508 bil floating rate student loan-backed notes series 2004-B
Class      CUSIP       Rating
A-2        78443CBM5   AA- (sf)
A-3        78443CBN3   A+ (sf)
A-4        78443CBP8   A+ (sf)
B          78443CBQ6   BBB+ (sf)

SLM Private Credit Student Loan Trust 2005-A
$1.651 bil floating rate student loan-backed notes series 2005-A
Class      CUSIP       Rating
A-2        78443CBT0   A (sf)
A-3        78443CBU7   A (sf)
A-4        78443CBV5   A (sf)
B          78443CBW3   BBB+ (sf)
C          78443CBX1   BB+ (sf)

SLM Private Credit Student Loan Trust 2005-B
$1.702 bil floating rate student loan-backed notes series 2005-B
Class      CUSIP       Rating
A-2        78443CBZ6   A+ (sf)
A-3        78443CCA0   A (sf)
A-4        78443CCB8   A (sf)
B          78443CCC6   BBB (sf)
C          78443CCD4   BB (sf)

SLM Private Credit Student Loan Trust 2006-A
$2.244 bil floating rate student loan-backed notes series 2006-A
Class      CUSIP       Rating
A-4        78443CCJ1   A+ (sf)
A-5        78443CCL6   A+ (sf)
B          78443CCM4   BBB+ (sf)
C          78443CCN2   BBB- (sf)

SLM Private Credit Student Loan Trust 2006-B
$2.238 bil floating rate student loan-backed notes series 2006-B
Class      CUSIP       Rating
A-4        78443CCT9   A (sf)
A-5        78443CCU6   A (sf)
B          78443CCV4   BBB+ (sf)
C          78443CCW2   BBB- (sf)


SLM Private Credit Student Loan Trust 2006-C
$1.199 bil floating rate student loan-backed notes series 2006-C
Class      CUSIP       Rating
A-2        78443JAB5   AA (sf)
A-4        78443JAD1   A- (sf)
A-5        78443JAE9   A- (sf)
B          78443JAF6   BBB (sf)
C          78443JAG4   BB+ (sf)

SLM Private Credit Student Loan Trust 2007-A
$2.566 bil student loan-backed notes series 2007-A
Class      CUSIP       Rating
A-1        78443DAA0   AA (sf)
A-3        78443DAC6   A (sf)
A-4        78443DAD4   A (sf)
B          78443DAF9   BBB+ (sf)
C-1        78443DAH5   BBB- (sf)
C-2        78443DAJ1   BBB- (sf)


* S&P Withdraws Ratings on 19 Classes From 2 CDO Transactions
-------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on 19
classes of notes from two collateralized debt obligation (CDO)
transactions.

The rating withdrawals follow the complete paydown of the notes on
their most recent payment dates.

Oak Hill Credit Partners II Ltd. is a U.S. cash flow
collateralized loan obligation (CLO). The transaction paid off the
class A-1a, A-1b, A-2a, A-2b, B, C-1, C-2, D-1, D-2, and D-3 notes
in full following an April 27, 2012, notice of optional
redemption. The transaction paid these classes down in full
on the May 14, 2012, payment date from outstanding balances of
$0.77 million, $0.13 million, $5.00 million, $32.00 million,
$32.00 million, $8.50 million, $22.50 million, $2.00 million,
$5.50 million, and $5.00 million.

Race Point II CLO Ltd. is a U.S. cash flow CLO. The transaction
paid off the class A-1, A-2, B-1, B-2, C-1, C-2, D-1, D-2, and D-3
notes in full following a May 1, 2012, notice of optional
redemption. The transaction paid these classes down in full on the
May 15, 2012, payment date from outstanding balances of $33.14
million, $15.00 million, $15.00 million, $38.00 million, $12.00
million, $5.00 million, $3.50 million, $3.00 million, and $4.00
million.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111618.pdf

RATINGS WITHDRAWN

Oak Hill Credit Partners II Ltd.
                            Rating
Class               To                  From
A-1a                NR                  AAA (sf)
A-1b                NR                  AAA (sf)
A-2a                NR                  AAA (sf)
A-2b                NR                  AAA (sf)
B                   NR                  AAA (sf)
C-1                 NR                  A (sf)/Watch POS
C-2                 NR                  A (sf)/Watch POS
D-1                 NR                  BB+ (sf)/Watch POS
D-2                 NR                  BB+ (sf)/Watch POS
D-3                 NR                  BB+ (sf)/Watch POS

Race Point II CLO Ltd.
                            Rating
Class               To                  From
A-1                 NR                  AAA (sf)
A-2                 NR                  AAA (sf)
B-1                 NR                  AAA (sf)
B-2                 NR                  AAA (sf)
C-1                 NR                  AA+ (sf)
C-2                 NR                  AA+ (sf)
D-1                 NR                  AA (sf)
D-2                 NR                  AA (sf)
D-3                 NR                  AA (sf)

NR-Not rated.


* S&P Raises Ratings on Six US TruPs CDO Transactions
-----------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on six
tranches from six U.S. collateralized debt obligation (CDO)
transactions backed by pools of trust preferred securities
(TruPs). "The upgraded tranches have a total issuance amount of
$1.29 billion. In addition, we lowered our rating on one tranche
from one CDO transaction on account of credit deterioration, and
we affirmed our ratings on 11 tranches from nine U.S. TruPs CDO
transactions. Simultaneously, we removed nine ratings from
CreditWatch with positive implications," S&P said.

"The rating actions reflect the application of our updated
criteria for rating CDOs backed by TruPs. Some of the trust
preferred CDO transactions have also benefited from improvements
in their underlying collateral portfolios, including cessation of
deferrals that had been occurring and changes in the credit
quality of the small banks that issued the TruPs collateralizing
the CDOs. Some of the rating actions also reflect significant
paydowns made to the transaction's senior notes," S&P said.

"Trust preferred CDOs are collateralized by hybrid (or TruPs)
securities issued by banks, insurance companies, and REITs (real
estate investment trusts). The assets collateralizing bank trust
preferred CDOs rated by Standard & Poor's are deeply subordinated,
long-dated securities issued predominantly by small community
banks with speculative-grade credit profiles. Further, many of
these banks have significant real estate exposures, and it is our
view that their performance in times of economic and/or credit
stress may be highly correlated," S&P said.

"The updated criteria incorporate several elements, including a
decreased emphasis on front-loaded defaults (which are generally
more stressful on the transaction's cash flows) for lower rating
categories; a potential deferral cure (PDC) credit in our cash
flow analysis for prospective deferring and currently deferring
bank TruPs; and an assumption that larger banks may redeem their
TruPs due to U.S. regulatory changes that phase out tier 1 capital
credit for such securities," S&P said.

"Given the current rating distribution of the TruPs CDOs,
incorporating the differentiated default patterns in our cash flow
scenarios will have the biggest impact on the current ratings on
the affected transactions," S&P said.

"Some tranches in our analysis had breakeven default rates (BDRs)
that failed to exceed the 'CCC-' scenario default rate (SDR)
generated by CDO Evaluator. We lowered our ratings on these
tranches to 'CC (sf)' if, in our view, the transaction collateral
even absent further deferrals was insufficient to cover the
currently outstanding tranche balance. Otherwise, we assigned a
'CCC- (sf)' rating," S&P said.

"We intend to review the remaining transactions with ratings on
CreditWatch in connection with our TruPs CDO criteria update and
resolve the CreditWatch status of the affected tranches within the
next three months," S&P said.

RATINGS LIST

ALESCO Preferred Funding III, Ltd.
                                 Rating
Class                    To             From
A-1                      BB+ (sf)       CCC (sf)/Watch Pos
A-2                      CCC- (sf)      CCC- (sf)

Preferred Term Securities VIII, Ltd.
                                 Rating
Class                    To             From
A-1                      B+ (sf)        CCC+ (sf)/Watch Pos
A-2                      CCC- (sf)      CCC- (sf)

Preferred Term Securities XIV, Ltd.
                                 Rating
Class                    To             From
A-1                      BB- (sf)       CCC (sf)/Watch Pos
A-2                      CCC- (sf)      CCC- (sf)

Preferred Term Securities XX Ltd
                                 Rating
Class                    To             From
A-1                      B+ (sf)        CCC- (sf)/Watch Pos
A-2                      CCC- (sf)      CCC- (sf)

TPref Funding II, Ltd.
                                 Rating
Class                    To             From
A-1                      A+ (sf)        A+ (sf)
A-2                      BB+ (sf)       BB+ (sf)/Watch Pos

Tropic CDO I Ltd
                                 Rating
Class                    To             From
A-2L                     CCC- (sf)      CCC- (sf)/Watch Pos

Tropic CDO II Ltd
                                 Rating
Class                    To             From
A-1L                     CCC- (sf)      CCC- (sf)/Watch Pos
A-2L                     CCC- (sf)      CCC- (sf)

Tropic CDO III Ltd
                                 Rating
Class                    To             From
A-1L                     B+ (sf)        CCC+ (sf)/Watch Pos
A-2L                     CCC- (sf)      CCC- (sf)

Tropic CDO IV Ltd
                                 Rating
Class                    To             From
A-1L                     CCC+ (sf)      CCC- (sf)/Watch Pos
A-2L                     CCC- (sf)      CCC- (sf)
A-3L                     CC (sf)        CCC- (sf)




                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
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On Thursdays, the TCR delivers a list of recently filed
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available at your local bookstore or through Amazon.com.  Go to
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Monthly Operating Reports are summarized in every Saturday edition
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The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2012.  All rights reserved.  ISSN: 1520-9474.

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