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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, June 24, 2012, Vol. 16, No. 174

                            Headlines

1998 FRANKLIN: Fitch Affirms Rating on $15.6-Mil. Revenue Bonds
ACA ABS 2004-1: Fitch Affirms 'Csf' Rating on Three Note Classes
ANTHRACITE CDO: Fitch Junks Rating on Two Note Classes
ARES X: Moody's Raises Ratings on Two Note Classes From 'Ba1'
BANC OF AMERICA: Moody's Cuts Ratings on Four Tranches to 'Ca'

BANC OF AMERICA: Fitch Cuts Rating on $22MM Certificates to 'Dsf'
CENTURION CDO 9: Moody's Upgrades Rating on 2 Note Classes to B1
CIFC FUNDING 2007-III: S&P Raises Rating on Class D Notes to 'BB'
COBALT CMBS 2007-C2: Moody's Keeps 'C' Ratings on 8 Cert. Classes
COMM 2004-RS1: Fitch Junks Rating on Three Note Classes

CPS AUTO 2012-B: S&P Rates $5.6-Mil. Class D Fixed Notes 'B+'
CREDIT CARD 2012-II: Fitch Rates $8.25MM Asset-Backed Notes 'BBsf'
CREDIT SUISSE 1997-C2: Fitch Lowers Rating on $11.2MM Certs to Dsf
CREDIT SUISSE 2000-C1: Fitch Raises Rating on $12.5MM Certs to Bsf
CREDIT SUISSE 2001-CF2: Moody's Keeps 'C' Ratings on 2 Certs.

CREDIT SUISSE 2005-C1: Moody's Lowers Rating on J Certs. to 'C'
CREDIT SUISSE 2007-TFL2: Fitch Affirms D Ratings on 7 Note Classes
CRESS 2008-1: Moody's Affirms 'Caa3' Ratings on 3 Note Classes
CW CAPITAL: Moody's Downgrades Rating on Cl. B Notes to 'Caa3'
DLJ COMMERCIAL: Fitch Affirms 'Dsf' Rating on 2 Note Classes

ECP CLO 2012-4: S&P Gives 'BB' Rating on Class D Deferrable Notes
EMBLEM FINANCE: Fitch Lowers Rating on CLP5.0-Bil. Notes to BB+sf
FIRST NATIONAL 2008-2: S&P Withdraws 'BB' Rating on Class D Notes
G-FORCE CDO: Moody's Lowers Rating on Cl. JRFL Notes to 'Caa3'
GS MORTGAGE: Moody's Affirms 'C' Ratings on 10 Note Classes

INDIANA HEALTH: Fitch Retains 'BB+' Rating on $11.3-Mil. Bonds
INDX 2006-AR13: Moody's Lifts Rating on Cl. A-1 Certs. to Caa1'
JPMCC 2002-CIBC4: Fitch Affirms 'Dsf' Rating on Three Note Classes
JPMCC 2004-C2: Moody's Lowers Rating on Class K Certs. to 'Caa3'
JPMCC 2004-C3: Modeled Losses Hike Cues Fitch to Downgrade Ratings

KATONAH 2007-I: S&P Raises Rating on Class B-2L Notes to 'BB+'
LEHMAN BROTHERS: Deleveraging Cues Fitch to Upgrade Ratings
MERRILL LYNCH: Moody's Cuts Rating on Cl. P Certificates to 'Ca'
MORGAN STANLEY 2001-TOP5: Moody's Keeps Caa1 Rating on X-1 Certs
MORGAN STANLEY 2002-TOP7: Fitch Affirms Csf Rating on $4.8MM Notes

MORGAN STANLEY 2003-IQ4: Moody's Lowers Rating on L Certs. to 'C'
MORGAN STANLEY 2003-SD1: Moody's Cuts Rating on M-2 Tranche to B3
MORGAN STANLEY 2005-RR6: Losses Cues Fitch to Cut Ratings
MORGAN STANLEY 2005-RR6: Moody's Cuts Ratings on 5 Classes to 'C'
MORGAN STANLEY 2006-XLF: Fitch Cuts Rating on $6.8MM Notes to Bsf

N-45 FIRST: Fitch Raises Rating on C$3.7-Mil. Bonds From 'BB+sf'
NAVIGATOR CDO: Moody's Lifts Rating on US$15-Mil. Notes From Ba1
PACIFIC COAST: Fitch Affirms Junk Rating on Two Note Classes
PPM AMERICA: Fitch Affirms Junk Rating on $13.3-Mil. Class C Notes
SECURITY NAT'L: Moody's Cuts Rating on Cl. AF-3 Tranche to 'Caa2'

SEQUOIA MORTGAGE: Fitch To Rate $1.4-Mil. Certificate 'BBsf'
TRUMAN CAPITAL: Moody's Lowers Rating on Cl. M-2 Tranche to 'Ca'
VERMEER FUNDING: Fitch Affirms Junk Rating on Three Note Classes
WACHOVIA BANK 2007-C31: Moody's Keeps 'C' Ratings on 13 Certs.
WF-RBS COMMERCIAL: Moody's Affirms 'B2' Rating to Cl. G Certs.

WHITEHORSE IV: S&P Ups Rating on Class D Notes to 'BB'; Off Watch
WIND RIVER: S&P Affirms Ratings on 3 Note Classes to 'CCC-'

* S&P Cuts Ratings on 33 Classes From 6 U.S. RRMBS Transactions
* S&P Puts Ratings on 242 Tranches From 53 CDOs on Watch Pos
* Fitch Cuts Ratings on 31 Bonds on 25 US CMBS Transactions to 'D'
* Moody's Says Some Leveraged Loan Provisions Give Flexibility
* S&P Takes Various Rating Actions on U.S. Synthetic CDOs

* S&P Withdraws 'D' Ratings on 9 Classes From 2 U.S. CMBS Deals


                            *********


1998 FRANKLIN: Fitch Affirms Rating on $15.6-Mil. Revenue Bonds
---------------------------------------------------------------
Fitch Ratings has affirmed the 'BB-' rating on the $15.6 million
of series 1998 Franklin County, Ohio health care facilities
revenue refunding and improvement bonds issued on behalf
Friendship Village of Columbus (FVC).

The Rating Outlook is Stable.

RATING RATIONALE:

  -- CONTINUED WEAK BUT STABLE PROFILE: The affirmation of the BB-
     rating reflects FVC's continued weak but stable financial
     profile with light liquidity and minimal coverage due to
     sustained low occupancy.

  -- STABILIZED OCCUPANCY: Independent living unit (ILU) occupancy
     improved to 74% as of March 31, 2012, but remains low.  The
     improvement is due to reduced entrance fees and strengthened
     marketing efforts.  The improved occupancy generated strong
     net entrance fees of $1.7 million through May 30, 2012
     compared to net entrance fees of $421K in fiscal 2011.

  -- COMPRESSED INTERIM PROFITABILITY: Interim profitability
     declined during the 10 month period ending April 30, 2012
     with operating ratio increasing from 100.9% in fiscal 2011 to
     107.9% due to increased staffing related to efforts to
     improve skilled nursing facility (SNF) occupancy.
     Profitability is expected to rebound in fiscal 2013 due to
     cost management initiatives.

  -- LIGHT COVERAGE: Maximum annual debt service coverage was only
     1 times (x) through the 10 months ended April 30, 2012 and
     0.9x in fiscal 2011 per Fitch's calculation.  This did not
     result in a rate covenant violation since FVC's covenant
     calculation was 1.36x for fiscal 2011.  In addition, as a
     Type A continuing care retirement community (CCRC), FVC
     remains highly dependent upon entrance fee receipts to cover
     debt service.

  -- LOW LIQUIDITY: Unrestricted liquidity is light with 26.3%
     cash to debt and 2.9x cushion ratio at April 30, 2012 and has
     remained stable since fiscal year-end 2011.

SECURITY:

The bonds are secured by a revenue pledge, first mortgage, and
debt service reserve fund.

CREDIT SUMMARY:

The affirmation of the 'BB-' rating and Stable Outlook reflects
FVC's low but improved ILU occupancy, light liquidity and debt
service coverage.  While operating profitability was compressed in
the interim period due to investments in increasing the SNF
census, Fitch expects fiscal 2013 profitability to continue to
improve.

Occupancy has improved across the board from the levels in fiscal
2011 but remains low.  ILU occupancy increased from 71% in the
second quarter of 2011 to 74% as of March 31, 2012 while assisted
living unit (ALU) and SNF occupancy increased from 84% to 96% and
70% to 85%, respectively.  The increased occupancy reflects the
impact of the 25% reduction in ILU entrance fees effective Jan. 1,
2012 as well as increased marketing efforts across all areas, but
particularly within skilled nursing.

While the Columbus, Ohio area faired fairly well through the
recent recession, the three primary zip codes that FVC draws from
were hit particularly hard.  The 25% reduction in ILU entrance
fees was necessary to bring entrance fees in line with local real
estate prices.  The strategy has been successful in increasing ILU
sales, with ILU sales increasing from 21 in fiscal 2011 to 27 in
the 11 month interim period ending May 30, 2012 while net entrance
fees increased from $421 thousand to $1.7 million.

Operating profitability has been erratic since fiscal 2009
reflecting the difficult operating environment.  Operating ratio
varied from 98.5% to 103.8% between fiscal years 2009 and 2011.
Operating profitability declined markedly in the 10 month interim
period ending April 30, 2012, with operating ratio increasing to
108%, primarily due to the increased staffing related to the
efforts to improve the SNF census.  With the improved SNF
occupancy, management believes that it can achieve operating
efficiencies while maintaining the current occupancy levels in
fiscal 2013.

Total outstanding debt is $15 million and is 100% fixed rate.
FVC's debt service coverage is light with 1x coverage through the
10 months ended April 30, 2012 and 0.9x in fiscal 2011 per Fitch's
calculation.  Additionally, FVC remains dependent upon entrance
fee receipts to cover debt service, which is typical of type A
CCRCs.  FVC has a rate covenant of 1.15x and coverage below 1.15x
would require a consultant call in.  Based on FVC's covenant
calculation, debt service coverage equaled 1.36x in fiscal 2011
and is projected to be 1.4x in fiscal 2012 and 1.47x in fiscal
2013.

Unrestricted liquidity has been consistent, but relatively light.
At March 31, 2012, FVC had $4 million of unrestricted cash and
investments equating to 96.6 days cash on hand, 26.3% cash to debt
and 2.9x cushion ratio.  These metrics are well below the
corresponding 'BBB' category medians of 361.4, 51% and 5.9x,
respectively.

Future capital plans include regular maintenance and refurbishment
of units, however no major capital projects are planned in the
near to medium term.

The Stable Outlook reflects Fitch's expectation that operating
performance will continue to improve due to the recent success in
sales activity, which is expected to be sustained.

FVC operates a type-A CCRC located in Columbus, OH, which
consists of 226 independent living units, 63 assisted living
units, and 80 skilled nursing beds.  Total operating revenue
equaled approximately $15.4 million in fiscal 2011.  FVC covenants
to provide annual disclosure within 150 days of the end of each
fiscal year and quarterly disclosure within 50 days of the end of
each quarter.  Disclosure is provided through the Municipal
Securities Rulemaking Board's EMMA system.


ACA ABS 2004-1: Fitch Affirms 'Csf' Rating on Three Note Classes
---------------------------------------------------------------
Fitch Ratings has upgraded one class and affirmed four classes of
notes issued by ACA ABS 2004-1, Ltd. and revised the Outlook on
one class as follows:

  -- $14,796,903 class A-1 notes upgraded to 'AAsf' from 'Asf';
     Outlook Stable;

  -- $49,500,000 class A-2 notes affirmed at 'Bsf'; Outlook
     revised to Stable from Negative;

  -- $47,250,000 class B notes affirmed at 'Csf';

  -- $15,002,866 class C-1 affirmed at 'Csf';

  -- $2,449,447 class C-2 affirmed at 'Csf'.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Structured Finance Portfolio Credit Model (SF PCM) for
projecting future default levels for the underlying portfolio.
These default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis'.  Fitch also
considered additional qualitative factors into its analysis to
conclude the rating actions for the rated notes.

Since Fitch's last rating action in June 2011, the credit quality
of the underlying collateral has remained relatively stable with
19.5% of the portfolio downgraded a weighted average 2.5 notches,
and 12.1% upgraded a weighted average 2.5 notches.  Approximately
68.7% of the current portfolio has a Fitch derived rating below
investment grade and 52.1% has a rating in the 'CCC' rating
category or lower, compared to 64.9% and 48.9% respectively, at
last review.

The class A-1 notes have continued to amortize, receiving $8.1
million, or 35.4% of their previous balance in principal payments
since the last review.  The notes now represent 4.7% of their
original balance at the close of the transaction.  The credit
enhancement level of the notes is robust due to the amortization,
and breakeven levels for the class indicate that the notes can
withstand a higher rating stress compared to the previous review.
The upgrade of the class A-1 notes reflects the increased credit
enhancement levels and improved performance by the notes in
Fitch's cash flow model.

The Outlook on the class A-1 notes remains Stable to reflect
Fitch's view that the notes have sufficient credit enhancement to
offset potential further deterioration of the underlying portfolio
over the next one to two years.

The affirmation of the class A-2 notes is due to the de-leveraging
of the capital structure offsetting the deterioration in the
portfolio, reflected in the notes increased credit enhancement
levels compared with last review.  The Outlook on the class A-2
notes has been revised to Stable from Negative, to reflect Fitch's
view that the performance of the notes will remain stable as the
A-1 notes continue to pay down, and the A-2 notes begin to
amortize in succession.

Breakeven levels for the class B, class C-1, and class C-2 notes
were below SF PCM's 'CCC' default level, the lowest level of
defaults projected by SF PCM.  For these classes, Fitch compared
the respective credit enhancement levels of the classes to the
expected losses from the distressed and defaulted assets in the
portfolio (rated 'CCsf' or lower).  This comparison indicates that
default continues to appear inevitable for the notes at or prior
to maturity.

ACA ABS 2004-1 is a structured finance collateralized debt
obligation (SF CDO) that closed on May 27, 2004 and is monitored
by Solidus Capital, LLC.  The portfolio is composed of residential
mortgage-backed securities (54.7%), SF CDOs (17.9%), real estate
investment trusts (11.8%), corporate collateralized debt
obligations (8.6%), and asset-backed securities (7.0%), from 2002
through 2004 vintage transactions.


ANTHRACITE CDO: Fitch Junks Rating on Two Note Classes
------------------------------------------------------
Fitch Ratings has downgraded two and affirmed seven classes issued
by Anthracite CDO II Ltd./Corp.  The affirmations are a result of
amortization of the capital structure offsetting the negative
credit migration of the underlying portfolio.  The downgrades are
a result of increased principal losses on the underlying
collateral.

Since Fitch's last rating action in June 2011, approximately 13.7%
of the collateral has been downgraded and 11.1% has been upgraded.
Currently, 36.6% of the portfolio has a Fitch derived rating below
investment grade and 25.4% has a rating in the 'CCC' category and
below.  Over this period, the class A notes received $36.3 million
in paydowns and the transaction has realized approximately $32.8
million of principal losses.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model (PCM) for projecting future default
levels for the underlying portfolio.  The default levels were then
compared to the breakeven levels generated by Fitch's cash flow
model of the CDO under the various default timing and interest
rate stress scenarios, as described in the report 'Global Criteria
for Cash Flow Analysis in CDOs'. Fitch also analyzed the
structure's sensitivity to the assets that are distressed,
experiencing interest shortfalls, and those with near-term
maturities.  The breakeven rates on the class A and E notes are
consistent with the ratings assigned below.  The class B through D
notes are passing above their current ratings.  However, an
upgrade to these classes is not warranted given the increasing
concentration risk and potential adverse selection as the
portfolio continues to amortize.

For the class F and G notes, Fitch analyzed the class' sensitivity
to the default of the distressed assets.  Given the high
probability of default of the underlying assets and the expected
limited recovery prospects upon default, the class F and G notes
have been downgraded to 'CCsf', indicating that default is
probable.

The Stable Outlook on the class A notes reflects Fitch's
expectation that the notes will continue to delever.  The Negative
Outlook on the class C through E notes reflects the increasing
exposure to concentration risk.  Fitch does not assign Outlooks to
classes rated 'CCC' and below.

Anthracite CDO II is a commercial real estate collateralized debt
obligation (CRE CDO) that closed on Dec. 10, 2002.  The collateral
is composed of 32 assets from 22 obligors of which 87% commercial
mortgage backed securities (CMBS), 9.9% real estate investment
trusts (REIT), and 3.1% commercial real estate loans.

Fitch has affirmed the following classes and revised the rating
outlooks as indicated:

  -- $23,953,833 class A notes at 'AAAsf'; Outlook Stable;
  -- $12,979,000 class B notes at 'AAsf'; Outlook to Stable from
     Negative;
  -- $31,000,000 class B-FL notes at 'AAsf'; Outlook to Stable
     from Negative;
  -- $42,978,000 class C notes at 'BBB-sf'; Outlook Negative;
  -- $5,000,000 class C-FL notes at 'BBB-sf'; Outlook Negative;
  -- $20,107,114 class D notes at 'B'sf'; Outlook Negative;
  -- $10,632,635 class E notes at 'Bsf'; Outlook Negative;

Fitch has downgraded the following classes as indicated:

  -- $13,601,282 class F notes to 'CCsf' from 'CCCsf';
  -- $10,749,219 class G to 'CCsf' from 'CCCsf'.


ARES X: Moody's Raises Ratings on Two Note Classes From 'Ba1'
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Ares X CLO Ltd.:

U.S. $4,000,000 Class C-1 Deferrable Floating Rate Notes, Upgraded
to Aaa (sf); previously on December 9, 2011 Upgraded to Aa3 (sf);

U.S. $20,000,000 Class C-2 Deferrable Fixed Rate Notes, Upgraded
to Aaa (sf); previously on December 9, 2011 Upgraded to Aa3 (sf);

U.S. $30,000,000 Class D-1 Deferrable Floating Rate Notes (current
outstanding balance of $25,294,867), Upgraded to Baa3 (sf);
previously on December 9, 2011 Upgraded to Ba1 (sf);

U.S. $10,000,000 Class D-2 Deferrable Floating Rate Notes (current
outstanding balance of $8,431,622), Upgraded to Baa3 (sf);
previously on December 9, 2011 Upgraded to Ba1 (sf);

U.S. $5,000,000 Combination Securities (current outstanding rated
balance of $3,192,987), Upgraded to Aaa (sf); previously on
December 9, 2011 Upgraded to Aa1 (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes are
primarily a result of deleveraging of the senior notes and an
increase in the transaction's overcollateralization ratios since
the rating action in December 2011. Moody's notes that the Class A
notes have been paid down by approximately 53% or 71 million since
the last rating action in December 2011. Based on the latest
trustee report dated May 2012, the Class A/B, Class C, and Class D
overcollateralization ratios are reported at 165.10%, 137.00%, and
110.60%, respectively, versus October 2011 levels of 149.40%,
129.20%, and 108.60%, respectively.

Notwithstanding benefits of the deleveraging, Moody's notes that
the credit quality of the underlying portfolio has deteriorated
since the last rating action. Based on the May 2012 trustee
report, the weighted average rating factor is currently 2624
compared to 2496 in October 2011.

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 $160 million, no
defaulted par, a weighted average default probability of 16.7%
(implying a WARF of 2760), a weighted average recovery rate upon
default of 47.7%, and a diversity score of 31. 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.

Ares X CLO Ltd., issued in September 2005, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans.

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

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% (2208)

Class A-1: 0
Class A-2: 0
Class A-3: 0
Class B: 0
Class C-1: 0
Class C-2: 0
Class D-1: +2
Class D-2: +2
Combo: 0

Moody's Adjusted WARF + 20% (3312)

Class A-1: 0
Class A-2: 0
Class A-3: 0
Class B: 0
Class C-1: -1
Class C-2: -1
Class D-1: -1
Class D-2: -1
Combo: 0

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. Deleveraging: The main source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will continue 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.


BANC OF AMERICA: Moody's Cuts Ratings on Four Tranches to 'Ca'
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 41
tranches, upgraded the ratings of 15 tranches, and confirmed the
ratings of 27 tranches from 10 RMBS transactions, backed by Alt-A
loans, issued by Banc of America.

Ratings Rationale

The actions are a result of the recent performance review of Alt-A
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 action constitute of a number of upgrades as well as
downgrades. The upgrades are due to significant improvement in
collateral performance, and/ or rapid build-up in credit
enhancement due to high prepayments.

The downgrades are a result of deteriorating performance and/or
structural features resulting in higher expected losses for
certain bonds than previously anticipated. For example in shifting
interest structures, back-ended liquidations could expose the
senior bond holders 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

Moody's adjusts the methodologies noted above for 1) Moody's
current view on loan modifications 2) small pool volatility.

Loan Modifications

As a result of an extension of the Home Affordable Modification
Program (HAMP) to 2013 and an increased use of private
modifications, Moody's is extending its previous view that loan
modifications will only occur through the end of 2012. It is now
assuming that the loan modifications will continue at current
levels until the end of 2013.

Small Pool Volatility

The above RMBS approach only applies to structures with at least
40 loans and a pool factor of greater than 5%. Moody's can
withdraw its rating when the pool factor drops below 5% and the
number of loans in the deal declines to 40 loans or lower. If,
however, a transaction has a specific structural feature, such as
a credit enhancement floor, that mitigates the risks of small pool
size, Moody's can choose to continue to rate the transaction.

For pools with loans less than 100, Moody's adjusts its
projections of loss to account for the higher loss volatility of
such pools. For small pools, a few loans becoming delinquent would
greatly increase the pools' delinquency rate.

To project losses on Alt-A pools with fewer than 100 loans,
Moody's first calculates an annualized delinquency rate based on
vintage, number of loans remaining in the pool and the level of
current delinquencies in the pool. For Alt-A and Option Arm pools,
Moody's first applies a baseline delinquency rate of 10% for 2004,
5% for 2003 and 3% for 2002 and prior. Once the loan count in a
pool falls below 76, this rate of delinquency is increased by 1%
for every loan fewer than 76. For example, for a 2004 pool with 75
loans, the adjusted rate of new delinquency is 10.1%. Further, to
account for the actual rate of delinquencies in a small pool,
Moody's multiplies the rate calculated above by a factor ranging
from 0.50 to 2.0 for current delinquencies that range from less
than 2.5% to greater than 30% respectively. Moody's then uses this
final adjusted rate of new delinquency to project delinquencies
and losses for the remaining life of the pool under the approach
described in the methodology publication.

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 primary source of assumption uncertainty is the uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in April 2011 to 8.2% in May 2012. Moody's forecasts a
further drop to 7.8% for 2013. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

Complete rating actions are as follows:

Issuer: Banc of America Alternative Loan Trust 2003-7

Cl. 1-A-1, Upgraded to A3 (sf); previously on Mar 15, 2011
Downgraded to Baa1 (sf)

Cl. 1-A-3, Downgraded to Baa3 (sf); previously on Jan 31, 2012
Baa2 (sf) Placed Under Review for Possible Downgrade

Cl. 1-A-WIO, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. 1-CB-WIO, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. 2-A-2, Upgraded to Baa1 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. 2-A-4, Confirmed at Ba1 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-WIO, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Issuer: Banc of America Alternative Loan Trust 2004-11

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

Cl. 4-A-1, Downgraded to Ba1 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-1, Upgraded to Ba1 (sf); previously on Mar 15, 2011
Downgraded to B2 (sf)

Cl. 15-IO, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. 15-PO, Upgraded to Ba2 (sf); previously on Mar 15, 2011
Downgraded to B2 (sf)

Cl. CB-IO, Confirmed at B3 (sf); previously on Feb 22, 2012 B3
(sf) Placed Under Review Direction Uncertain

Issuer: Banc of America Alternative Loan Trust 2004-12

Cl. 2-CB-1, Downgraded to Caa1 (sf); previously on Jan 31, 2012 B2
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A-1, Upgraded to Ba1 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Upgrade

Cl. 3-IO, Confirmed at B3 (sf); previously on Feb 22, 2012 B3 (sf)
Placed Under Review Direction Uncertain

Cl. 15-IO, Confirmed at Ba3 (sf); previously on Feb 22, 2012 Ba3
(sf) Placed Under Review Direction Uncertain

Cl. 15-PO, Downgraded to B2 (sf); previously on Mar 15, 2011
Downgraded to Ba3 (sf)

Cl. CB-IO, Downgraded to B3 (sf); previously on Feb 22, 2012 B2
(sf) Placed Under Review Direction Uncertain

Issuer: Banc of America Alternative Loan Trust 2004-2

Cl. 1-A-1, Downgraded to Ba2 (sf); previously on Mar 15, 2011
Downgraded to Baa3 (sf)

Cl. 2-A-2, Downgraded to Ba3 (sf); previously on Mar 15, 2011
Downgraded to Ba2 (sf)

Cl. 2-A-3, Downgraded to B1 (sf); previously on Mar 15, 2011
Downgraded to Ba3 (sf)

Cl. 2-A-6, Downgraded to Ba3 (sf); previously on Mar 15, 2011
Downgraded to Ba2 (sf)

Cl. 2-A-7, Downgraded to B1 (sf); previously on Mar 15, 2011
Downgraded to Ba3 (sf)

Cl. 3-A-1, Confirmed at Ba3 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-IO, Confirmed at Ba3 (sf); previously on Feb 22, 2012 Ba3
(sf) Placed Under Review Direction Uncertain

Cl. 15-IO, Confirmed at B2 (sf); previously on Feb 22, 2012 B2
(sf) Placed Under Review Direction Uncertain

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

Cl. PO, Downgraded to B1 (sf); previously on Mar 15, 2011
Downgraded to Ba3 (sf)

Issuer: Banc of America Alternative Loan Trust 2004-3

Cl. 3-A-1, Upgraded to Aa1 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Upgrade

Cl. 3-A-3, Downgraded to Caa2 (sf); previously on Jan 31, 2012 B3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-4, Downgraded to Caa2 (sf); previously on Mar 15, 2011
Downgraded to B3 (sf)

Cl. 3-IO, Downgraded to Caa1 (sf); previously on Feb 22, 2012 Ba3
(sf) Placed Under Review Direction Uncertain

Cl. 4-IO, Confirmed at B3 (sf); previously on Feb 22, 2012 B3 (sf)
Placed Under Review Direction Uncertain

Cl. CB-IO, Confirmed at B2 (sf); previously on Feb 22, 2012 B2
(sf) Placed Under Review Direction Uncertain

Issuer: Banc of America Alternative Loan Trust 2004-4

Cl. 1-A-1, Downgraded to Baa1 (sf); previously on Jan 31, 2012 A2
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-1, Downgraded to Ba1 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-1, Downgraded to B3 (sf); previously on Jan 31, 2012 Ba2
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A-2, Downgraded to B1 (sf); previously on Jan 31, 2012 Ba2
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A-3, Downgraded to Caa2 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A-4, Downgraded to Caa2 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A-5, Downgraded to Caa1 (sf); previously on Jan 31, 2012 Ba2
(sf) Placed Under Review for Possible Downgrade

Cl. 4-IO, Downgraded to B3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. 5-A-1, Upgraded to B2 (sf); previously on Mar 15, 2011
Downgraded to B3 (sf)

Cl. 15-IO, Confirmed at B2 (sf); previously on Feb 22, 2012 B2
(sf) Placed Under Review Direction Uncertain

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

Cl. PO, Downgraded to B2 (sf); previously on Mar 15, 2011
Downgraded to Ba2 (sf)

Issuer: Banc of America Alternative Loan Trust 2004-5

Cl. 1-A-1, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-1, Downgraded to B2 (sf); previously on Mar 15, 2011
Downgraded to B1 (sf)

Cl. 3-A-1, Confirmed at Ba3 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-2, Downgraded to B3 (sf); previously on Jan 31, 2012 B1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-3, Downgraded to B3 (sf); previously on Mar 15, 2011
Downgraded to B1 (sf)

Cl. 3-IO, Downgraded to B1 (sf); previously on Feb 22, 2012 Ba3
(sf) Placed Under Review Direction Uncertain

Cl. 4-A-2, Downgraded to B1 (sf); previously on Mar 15, 2011
Downgraded to Ba2 (sf)

Cl. 4-A-1, Upgraded to Baa3 (sf); previously on Mar 15, 2011
Downgraded to Ba2 (sf)

Cl. 4-IO, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

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

Cl. PO, Downgraded to B2 (sf); previously on Mar 15, 2011
Downgraded to B1 (sf)

Issuer: Banc of America Alternative Loan Trust 2004-8

Cl. 2-CB-1, Confirmed at B1 (sf); previously on Jan 31, 2012 B1
(sf) Placed Under Review for Possible Upgrade

Cl. 3-A-1, Downgraded to B2 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 15-IO, Downgraded to B2 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. 15-PO, Downgraded to B2 (sf); previously on Mar 15, 2011
Downgraded to Ba1 (sf)

Cl. CB-IO, Confirmed at B1 (sf); previously on Feb 22, 2012 B1
(sf) Placed Under Review Direction Uncertain

Issuer: Banc of America Alternative Loan Trust 2004-9

Cl. 2-CB-2, Upgraded to A2 (sf); previously on Mar 15, 2011
Downgraded to Ba1 (sf)

Cl. 2-CB-3, Upgraded to Ba3 (sf); previously on Mar 15, 2011
Downgraded to B1 (sf)

Cl. 2-CB-4, Upgraded to A2 (sf); previously on Mar 15, 2011
Downgraded to Ba1 (sf)

Cl. 2-CB-5, Upgraded to A2 (sf); previously on Mar 15, 2011
Downgraded to Ba1 (sf)

Cl. 3-A-1, Confirmed at Ba2 (sf); previously on Jan 31, 2012 Ba2
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-3, Confirmed at Ba2 (sf); previously on Jan 31, 2012 Ba2
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-6, Confirmed at Ba2 (sf); previously on Feb 22, 2012 Ba2
(sf) Placed Under Review for Possible Downgrade

Cl. 3-IO, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. 15-IO, Confirmed at B2 (sf); previously on Feb 22, 2012 B2
(sf) Placed Under Review Direction Uncertain

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

Issuer: Banc of America Funding 2004-C Trust

Cl. 1-A-1, Downgraded to Baa1 (sf); previously on Jan 31, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-1, Downgraded to Caa1 (sf); previously on Jan 31, 2012 B1
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-2, Downgraded to Caa1 (sf); previously on Jan 31, 2012 B1
(sf) Placed Under Review for Possible Downgrade

Cl. 2-X-1, Downgraded to Caa1 (sf); previously on Feb 22, 2012 B1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-1, Downgraded to B3 (sf); previously on Jan 31, 2012 B1
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A-2, Upgraded to Baa1 (sf); previously on Jan 31, 2012 B3
(sf) Placed Under Review for Possible Upgrade

Cl. 4-A-3A, Downgraded to Ca (sf); previously on Mar 15, 2011
Downgraded to Caa2 (sf)

Cl. 4-A-3B, Upgraded to Ba1 (sf); previously on Mar 15, 2011
Downgraded to Caa2 (sf)

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

Cl. 1-B-2, Downgraded to Caa3 (sf); previously on Jan 31, 2012 B2
(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_SF289294

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://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF237256


BANC OF AMERICA: Fitch Cuts Rating on $22MM Certificates to 'Dsf'
-----------------------------------------------------------------
Fitch Ratings downgrades two distressed classes of Banc of America
Commercial Mortgage Inc. series 2001-1 commercial mortgage pass-
through certificates.

The downgrades of classes K and L are the result of realized
losses incurred.  Fitch expected losses of the original pool are
at 6.6%, which includes 4.8% in realized losses to date.

As of the May 2012 distribution date, the pool's certificate
balance has paid down 91.4% to $35.8 million from $948.1 million
at issuance.  Six loans are remaining in the pool.  There are five
(96.7%) specially serviced loans, of which four (58%) are in
foreclosure and one (38.7%) property is real estate owned (REO).

The largest contributor to Fitch expected losses is secured by a
673,400 square foot (SF) industrial warehouse located in Grand
Blanc, MI.  The property transferred to special servicing in May
2009 and became REO in May 2011.The special servicer reports that
the former borrower retained ownership of land parcels within the
warehouse complex that were not part of the collateral for the
mortgage.  The retained parcels have caused a dispute between the
special servicer and borrower, but do not encumber the operation
of the property.  The special servicer states that the property
will be listed for sale once a resolution has been reached.

The second largest contributor to Fitch expected losses is a loan
(34%) collateralized by a 159,000 SF office property located in
Irving, TX.  The loan transferred to special servicing in
September 2011 for imminent default. As per the special servicer,
occupancy at the property was 50% as of February 2012.

The third largest contributor to expected losses is a loan (13.5%)
secured by two mobile home properties comprising 326 pads, located
in Lockport, NY.  The loan transferred to the special servicing in
April 2010 for imminent default.

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

  -- $22 million class K to 'Dsf' from 'Csf'; RE 20%;
  -- Class L to 'Dsf' from 'Csf' to 'Dsf'; RE 0%.

Fitch affirms the following classes and revises Outlook as
indicated:

  -- $0.5 million class H at 'BBsf'; Outlook to Stable from
     Negative;
  -- $13.2 million class J at 'CCCsf'; RE 100%.

Fitch does not rate class P.

Classes A-1, A-2, A-2F, B, C, D, E, F, and G have paid in full.
Due to realized losses classes M, N, and O have been reduced to
zero and remain at 'Dsf/ RE 0%'.

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


CENTURION CDO 9: Moody's Upgrades Rating on 2 Note Classes to B1
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Centurion CDO 9 Limited :

U.S.$35,000,000 Class A-2 Floating Rate Notes Due July 17, 2019,
Upgraded to Aa2 (sf); previously on August 19, 2011 Upgraded to
Aa3 (sf);

U.S.$38,000,000 Class B Floating Rate Notes Due July 17, 2019,
Upgraded to A3 (sf); previously on August 19, 2011 Upgraded to
Baa1 (sf);

U.S.$9,500,000 Class D-1 Floating Rate Notes Due July 17, 2019,
Upgraded to B1 (sf); previously on August 19, 2011 Upgraded to B2
(sf);

U.S.$4,000,000 Class D-2 Fixed Rate Notes Due July 17, 2019,
Upgraded to B1 (sf); previously on August 19, 2011 Upgraded to B2
(sf);

U.S.$5,000,000 Class Q-2 Combination Securities Due July 17, 2019
(current rated balance of $2,535,732), Upgraded to Aa3 (sf);
previously on August 19, 2011 Upgraded to A1 (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 July 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 weighted
average spread and weighted average recovery rate levels than in
the last rating analysis. Additionally, the overcollateralization
ratios of the rated notes have improved since the last rating
action in August 2011. The Class A, Class B, Class C and Class D
overcollateralization ratios are reported at 122.5%, 115.8%,
107.4% and 105.5%, respectively, versus July 2011 levels of
121.7%, 115.1%, 106.7% and 104.8%, respectively, and all related
overcollateralization tests are currently in compliance.

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 $808 million,
defaulted par of $6.4 million, a weighted average default
probability of 20.19% (implying a WARF of 2809), a weighted
average recovery rate upon default of 49.61%, and a diversity
score of 79. 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.

Centurion CDO 9 Limited, issued in June 2005, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans.

The methodologies used in this rating were "Moody's Approach to
Rating Collateralized Loan Obligations" published in June 2011,
and "Using the Structured Note Methodology to Rate CDO Combo-
Notes" published in February 2004. Please see the Credit Policy
page on www.moodys.com for a copy of these methodologies.

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% (2247)

Class A1-A: 0
Class A1-B: 0
Class A-2: +1
Class B: +3
Class C: +1
Class D-1: +2
Class D-2: +1
Class Q-2: +2

Moody's Adjusted WARF + 20% (3371)

Class A1-A: -1
Class A1-B: -1
Class A-2: -3
Class B: -2
Class C: -1
Class D-1: 0
Class D-2: -1
Class Q-2: -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. 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) Deleveraging: The main source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will commence after the end of reinvestment period in
July 2012 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.


CIFC FUNDING 2007-III: S&P Raises Rating on Class D Notes to 'BB'
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on five
classes of notes from CIFC Funding 2007-III Ltd., a collateralized
loan obligation (CLO) transaction backed by corporate loans.
Commercial Industrial Finance Corp. manages the transaction. "At
the same time, we removed the ratings from CreditWatch with
positive implications, where we placed them on April 18, 2012. We
affirmed our ratings on two other classes from the transaction,"
S&P said.

"This transaction is currently in its reinvestment phase, which
ends in July 2014. The upgrades reflect the improvement in the
credit quality of the transaction's portfolio since our March 2010
rating actions. According to the May 2012 trustee report, the
amount of defaulted assets within the asset portfolio decreased to
$2.54 million from $21.37 million reported in the January 2010
trustee report, which we used for our March 2010 actions. Over the
same time period, the amount of 'CCC' rated assets decreased to
$42.36 million from $66.32 million. Due to these and other
factors, overcollateralization ratios increased for the class A,
B, C, and D notes," S&P said.

The class A-1-R is a revolving note with a maximum funding
capacity of $50.0 million. The class is currently at 86.2% ($43.1
million) of its maximum funding capacity.

The affirmations reflect credit support commensurate with the
current rating levels.

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 Report
included in this credit rating report is available at:

           http://standardandpoorsdisclosure-17g7.com

RATING AND CREDITWATCH ACTIONS

CIFC Funding 2007-III Ltd.
                Rating
Class        To         From
A-1-J        AAA (sf)   AA+ (sf)/Watch Pos
A-2          AA+ (sf)   A+ (sf)/Watch Pos
B            A (sf)     BBB+ (sf)/Watch Pos
C            BBB (sf)   BB+ (sf)/Watch Pos
D            BB (sf)    B+ (sf)/Watch Pos

RATINGS AFFIRMED

CIFC Funding 2007-III Ltd.
Class          Rating
A-1-S          AAA (sf)
A-1-R          AAA (sf)


COBALT CMBS 2007-C2: Moody's Keeps 'C' Ratings on 8 Cert. Classes
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 20 classes of
Cobalt CMBS Commercial Mortgage Trust, Commercial Mortgage Pass-
Through Certificates, Series 2007-C2 as follows:

Cl. A-AB, Affirmed at Aaa (sf); previously on Apr 19, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Dec 2, 2010 Confirmed
at Aaa (sf)

Cl. A-1A, Affirmed at Aaa (sf); previously on Dec 2, 2010
Confirmed at Aaa (sf)

Cl. A-MFX, Affirmed at A1 (sf); previously on Dec 2, 2010
Downgraded to A1 (sf)

Cl. A-MFL, Affirmed at A1 (sf); previously on Dec 2, 2010
Downgraded to A1 (sf)

Cl. A-JFX, Affirmed at Ba3 (sf); previously on Dec 2, 2010
Downgraded to Ba3 (sf)

Cl. A-JFL, Affirmed at Ba3 (sf); previously on Dec 2, 2010
Downgraded to Ba3 (sf)

Cl. B, Affirmed at B3 (sf); previously on Dec 2, 2010 Downgraded
to B3 (sf)

Cl. C, Affirmed at Caa2 (sf); previously on Dec 2, 2010 Downgraded
to Caa2 (sf)

Cl. D, Affirmed at Caa3 (sf); previously on Dec 2, 2010 Downgraded
to Caa3 (sf)

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

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

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

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

Cl. J, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. K, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. L, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. M, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. N, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. X, 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
11.0% of the current balance. At last review, Moody's cumulative
base expected loss was 12.1%. Realized losses have increased from
1.8% of the original balance to 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 assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment 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 assessment
level, is incorporated for loans with similar credit assessments
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 assessments; 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 22 compared to 27 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 August 11, 2011.

Deal Performance

As of the June 15, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 17% to $2.02
billion from $2.42 billion at securitization. The Certificates are
collateralized by 124 mortgage loans ranging in size from less
than 1% to 12% of the pool, with the top ten loans representing
48% of the pool.

Forty-eight loans, representing 24% 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.

Fifteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $47.6 million (47% loss severity on
average). Currently 12 loans, representing 19% of the pool, are in
special servicing. The largest specially serviced loan is the
Peter Cooper Village and Stuyvesant Town (PCV/ST) Loan ($250.0
million -- 12.4% of the pool), which represents a pari-passu
interest in a $3.0 billion first mortgage loan spread among five
separate CMBS deals. There is also a $1.4 billion in mezzanine
debt secured by the borrower's interest. The loan is secured by
two adjacent multifamily apartment complexes with 11,229 units
located on the east side of Manhattan. The loan transferred to
special servicing in November 2009 after the Appellate Division,
First Department, reversed an August 2007 decision of the State
Supreme Court, which held that properties receiving tax benefits,
including those pursuant to the J-51 program, be permitted to
decontrol rent stabilized apartments pursuant to New York State
rent stabilization laws. The court's decision compromised the
Borrower's original business plan and the borrower agreed to
forfeit ownership rights to the property. As of October 2010, the
special servicer engaged Rose Associates to manage the day-to-day
operations at the property. The special servicer has been working
to resolve the ongoing litigation through settlement talks with
the Plaintiffs to decide future legal rents and the historical
overcharge liability. The special servicer believes final
resolution of the class-action litigation is not likely until
early 2014. Overall, property performance has improved since the
end of 2009 and the property was appraised for $3.0 billion in
September 2011 compared to $2.8 billion in September 2010. The
whole loan currently has over $320 million in cumulative ASERs,
P&I advances, and property protective advances to date. The
special servicer believes that resolution of the litigation is a
prerequisite to optimal capital recovery.

The remaining 14 specially serviced properties are secured by a
mix of property types. Moody's estimates an aggregate $116.0
million loss for the specially serviced loans (30% expected loss
on average).

Moody's has assumed a high default probability for 18 poorly
performing loans representing 12% of the pool and has estimated an
aggregate $49.2 million loss (20% expected loss on average) from
these troubled loans.

Moody's was provided with full year 2010/2011 operating results
for 96% of the pool. Excluding specially serviced and troubled
loans, Moody's weighted average LTV is 109% compared to 110% 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%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.32X and 0.95X, respectively, compared to
1.43X and 0.96X 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 loans represent 16% of the pool balance.
The largest loan is the 75 Broad Street Loan ($243.5 million --
12.0% of the pool), which is secured by a 648,000 square foot (SF)
office telecom building located in the Financial District of New
York. The property was 98% leased as of December 2011 compared to
94% at last review. The largest tenants include Internap (13% of
the new rentable area (NRA); lease expiration December 2016) and
the Board of Education (12% of the NRA; lease expiration August
2018). The loan is interest only for its entire ten-year term.
Moody's LTV and stressed DSCR are 122% and 0.78X, respectively,
compared to 115% and 0.87X at last review.

The second largest loan is The Woodies Building Loan (171.4
million -- 8.5% of the pool) which is secured by two buildings
totaling 493,668 SF with street level retail and office space
above. These properties are located in the East End sub-market of
Washington, D.C. The office component represents 73% of the NRA
and is predominantly leased to government agencies. The largest
office tenants are the Federal Bureau of Investigation (29% of the
NRA; lease expiration in 2015), the National Endowment of
Democracy (13% of the NRA; lease expiration in March 2021) and the
Environmental Protection Agency (10% of the NRA; lease expiration
in March 2014). The largest retail tenants are Forever 21, H&M,
Madame Tussauds and Zara. As of September 2011, the property was
95% leased compared to 96% at the last review. Moody's LTV and
stressed DSCR are 122% and 0.77X, respectively, compared to 145%
and 0. 67X at last review.

The third largest loan is One Summer Street Loan ($78.4 million --
3.9% of the pool), which is secured by a 388,000 SF office telecom
building located in Boston, Massachusetts. The largest tenants
include Qwest Communications Corp (17% of the NRA; lease
expiration June 2015) and WiTel Communications LLC (15% of the
NRA; lease expiration February 2020). The property was 63% leased
as of December 2011 compared to 62% at last review. The loan was
interest only for the first 24 months of its ten-year term and is
now amortizing. Moody's LTV and stressed DSCR are 60% and 1.79X,
respectively, compared to 64% and 1.73X at last review.


COMM 2004-RS1: Fitch Junks Rating on Three Note Classes
-------------------------------------------------------
Fitch Ratings has downgraded nine and affirmed 11 classes issued
by COMM 2004-RS1 Ltd./Corp. (COMM 2004-RS1).  The affirmations are
a result of improved credit enhancement to the notes due to
deleveraging of the capital structure.  The downgrades are a
result of increased interest shortfalls on the underlying
collateral.

Since Fitch's last rating action in June 2011, the credit quality
of the portfolio has declined slightly to a current weighted
average Fitch derived rating of 'BB', down from 'BB+/BB' at last
review.  As of the May 31, 2012 trustee report, 15.8% of the
portfolio is currently experiencing interest shortfalls, compared
to 8% at the last review.  The portfolio's concentration risk is
high with only 21 assets from 12 obligors.

One obligor, Marquee 2004-1, comprises 68% of the portfolio.
Marquee 2004-1 is a repack of one mezzanine class of CMCMT
1998-C1, a commercial mortgage-backed securities (CMBS)
resecuritization.  The current weighted average Fitch derived
rating of the underlying bonds in CMCMT 1998-C1 has remained the
same since last rating action at 'B-/CCC+'.  However, the Marquee
notes within COMM 2004-RS1 have begun to amortize.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model (PCM) for projecting future default
levels for the underlying portfolio.  The Rating Loss Rates (RLR)
were then compared to the credit enhancement of the classes.
Fitch also analyzed the structure's sensitivity to the assets that
are distressed, experiencing interest shortfalls, and those with
near-term maturities. Given the significant concentration of
Marquee 2004-1 within the portfolio, Fitch analyzed the Marquee
2004-1 classes based on an analysis of the CMCMT 1998-C1 portfolio
using the PCM.  Based on this analysis, the credit enhancement for
the class A notes exceeds the rating loss rate for their current
rating.  However, an upgrade is not warranted given the
concentration risk with one obligor representing 68% of the
underlying collateral.  The passing ratings on the class B notes
are generally consistent with the ratings assigned below.

For the class C through N notes, Fitch analyzed the class'
sensitivity to the default of the distressed assets ('CCC' and
below).  Given the high probability of default of the underlying
assets and the expected limited recovery prospects upon default,
the class C notes have been affirmed at 'CCCsf', indicating that
default is possible.  Similarly, the class D through K notes have
been affirmed at 'CCsf', indicating that default is probable, and
the class L through N notes downgraded to 'Csf', indicating that
default is inevitable.

The Negative Outlook on the class A and B notes reflects their
vulnerability to negative migration and that increasing
concentration risk and potential adverse selection remain a
concern as the portfolio continues to amortize.  Fitch does not
assign Outlooks to classes rated 'CCC' and below.

COMM 2004-RS1 is a CMBS mezzanine resecuritization that closed in
November 2004.  Currently, 68% of the portfolio is composed of six
classes of Marquee 2004-1 and the remaining 22% is CMBS collateral
from the 2001 and 2004 vintages.

Fitch has affirmed the following classes as indicated:

  -- $115,953,469 class A at 'BBBsf'; Outlook Negative;
  -- $39,020,000 class B-1 at 'Bsf'; Outlook Negative;
  -- $41,298,000 class B-2 at 'Bsf'; Outlook Negative;
  -- $13,386,000 class C at 'CCCsf';
  -- $12,955,000 class D at 'CCsf';
  -- $4,318,000 class E at 'CCsf';
  -- $3,023,000 class F at 'CCsf';
  -- $2,056,000 class G at 'CCsf';
  -- $2,176,000 class H at 'CCsf';
  -- $725,000 class J at 'CCsf';
  -- $1,313,000 class K at 'CCsf'.

Fitch has downgraded the following classes as indicated:

  -- $1,520,000 class L to 'Csf' from 'CCsf';
  -- $622,000 class M to 'Csf' from 'CCsf';
  -- $2,384,528 class N to 'Csf' from 'CCsf'.


CPS AUTO 2012-B: S&P Rates $5.6-Mil. Class D Fixed Notes 'B+'
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to CPS
Auto Receivables Trust 2012-B's $141.5 million asset-backed notes
series 2012-B.

The note issuance is an asset-backed securitization backed by
subprime auto loan receivables.

The ratings reflect S&P's view of:

-  The availability of approximately 35.4%, 28.8%, 21.8%, and
    21.0% of credit support for the class A, B, C, and D notes
    based on stressed cash flow scenarios (including excess
    spread). These credit support levels provide coverage of more
    than 2.3x, 1.75x, 1.45x, and 1.15x S&P's 13.00-13.50% expected
    cumulative net loss range for the class A, B, C, and D notes.

-  The expectation that, under a moderate stress scenario of
    1.75x our expected net loss level, the ratings on the class A,
    B, and C notes will not decline by more than two rating
    categories during the first year, all else being equal. This
    is consistent with S&P's credit stability criteria, which
    outlines the outer bound of credit deterioration equal to a
    two-category downgrade within the first year for 'A', 'BBB',
    and 'BB' rated securities.

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

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

-  The collateral characteristics of the subprime automobile
    loans securitized in this transaction.

-  The transaction's payment and credit enhancement structures,
    which include performance triggers.

-  The transaction's legal structure.

             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

CPS Auto Receivables Trust 2012-B

Class   Rating    Type          Interest      Amount
                                rate        (mil. $)
A       A (sf)    Senior        Fixed        120.275
B       BBB (sf)  Subordinate   Fixed          8.490
C       BB (sf)   Subordinate   Fixed          7.075
D       B+ (sf)   Subordinate   Fixed          5.660


CREDIT CARD 2012-II: Fitch Rates $8.25MM Asset-Backed Notes 'BBsf'
------------------------------------------------------------------
Fitch Ratings expects to assign the following ratings to Cabela's
Credit Card Master Note Trust's asset-backed notes, series 2012-
II:

  -- $255,000,000 class A-1/A-2 fixed/floating-rate 'AAAsf';
     Outlook Stable;
  -- $24,000,000 class B fixed-rate 'Asf'; Outlook Stable;
  -- $12,750,000 class C fixed-rate 'BBBsf'; Outlook Stable;
  -- $8,250,000 class D fixed-rate 'BBsf'; Outlook Stable.

Fitch's expected ratings are based on the underlying receivables
pool, available credit enhancement, World's Foremost Bank's
underwriting and servicing capabilities, and the transaction's
legal and cash flow structures, which employ early redemption
triggers.  The class B, C, and D bonds may be able to achieve a
rating one notch higher than indicated at closing if a substantial
majority of class A bonds have a fixed, rather than floating,
coupon.

The transaction structure is similar to series 2012-I, with credit
enhancement totaling 15% for class A, credit enhancement of 7% for
the class B, credit enhancement of 2.75% plus an amount from a
spread account for the class C, and credit enhancement of an
amount from a spread account for the class D notes only.


CREDIT SUISSE 1997-C2: Fitch Lowers Rating on $11.2MM Certs to Dsf
------------------------------------------------------------------
kFitch Ratings has downgraded one and affirmed three classes of
Credit Suisse First Boston Mortgage Securities Corp., commercial
mortgage pass-through certificates, series 1997-C2 (CSFB 1997-C2).

The affirmation of classes F through H reflects continued stable
pool performance and sufficient credit enhancement to offset Fitch
modeled losses for the pool.  Fitch modeled losses of 4.3% of the
remaining pool; modeled losses of the original pool are at 3.1%,
including losses already incurred to date.  The downgrade to class
I reflects the class experiencing a principal loss.

As of the June 2012 distribution date, the pool's certificate
balance has been reduced by 91.7% (to $117.6 million from $1.47
billion), of which 89% were due to paydowns and 2.7% were due to
realized losses.  Eight loans (23.4%) have been defeased,
including the largest loan in the pool (16.9%).  Interest
shortfalls totaling $821,973 million are currently affecting
classes I and J.

Fitch has designated seven loans (23%) as Fitch Loans of Concern,
which includes three specially serviced loans (10.5%).  One asset
(3.4%) is classified as real-estate owned (REO), one loan (3.2%)
is classified as in foreclosure, and one loan (3.9%) remains
current.

The largest contributor to Fitch modeled losses is the REO asset
(3.4%), a multifamily property located in Louisville, KY. The
asset became REO in February 2012.  Recent valuation indicates
significant losses upon liquidation.

The second largest contributor to Fitch modeled losses is a
specially serviced loan (3.9%) secured by a 127,200 square foot
industrial property located in Valley View, OH.  The loan was
transferred to special servicing in March 2009 for a non-monetary
default.  The borrower had transferred 100% interest in the
property without the lender's consent.  The loan remains current.
Property performance is stable as the property is fully occupied
by a single tenant with a long term lease until 2022.

Fitch downgrades the following class:

  -- $11.2 million class I to 'Dsf' from 'Csf'; RE 65%.

In addition, Fitch affirms the following classes:

  -- $62.5 million class F at 'AA+sf'; Outlook Stable;
  -- $14.7 million class G at 'A+sf'; Outlook Stable;
  -- $29.3 million class H at 'B+sf'; Outlook Stable.

Classes A-1, A-2, A-3, B, C, and D have paid in full. Fitch does
not rate class E or class J.

Fitch had previously withdrawn the rating of the interest-only
class A-X.


CREDIT SUISSE 2000-C1: Fitch Raises Rating on $12.5MM Certs to Bsf
------------------------------------------------------------------
Fitch Ratings has upgraded one and affirmed five classes of Credit
Suisse First Boston Mortgage Securities Corp., commercial mortgage
pass-through certificates, series 2000-C1 (CSFB 2000-C1).

Fitch modeled losses of 42% of the remaining pool; modeled losses
of the original pool are at 4.5%, including losses already
incurred to date.  The upgrade of class H reflects the increase in
credit enhancement to the class resulting from principal paydowns.
The affirmation of the other classes reflects sufficient credit
enhancement to offset Fitch's modeled losses for the pool.

As of the June 2012 distribution date, the pool's certificate
balance has been reduced by 95.7% (to $47.8 million from $1.11
billion), of which 93% were due to paydowns and 2.7% were due to
realized losses.  The pool is concentrated with only 36 loans
remaining.  Two loans are in special servicing (53%), including
the largest in the pool (42.3%).  An additional 12 loans (18.5%
are Fitch Loans of Concern.  Three loans (3.3%) have been
defeased.  Interest shortfalls totaling $3.1 million are currently
affecting classes J through N.

The largest contributor to Fitch modeled losses is the largest
loan in the pool (42.3%) secured by a 190,908 square foot office
complex located in Seattle, WA.  The loan transferred to special
servicing in February 2010 for imminent default.  The property's
sole tenant, Amazon.com, vacated the property to move to a new
headquarter.  The borrower had been marketing the property, but
all efforts have failed.  The property remains vacant.  Recent
valuations indicate significant losses upon liquidation.

Fitch has upgraded and revised the Rating Outlook on the following
class:

  -- $12.5 million class H to 'Bsf' from 'B-sf'; Outlook to Stable
     from Negative.

Additionally, Fitch affirms the following classes as indicated:

  -- $10.8 million class G at 'AAsf'; Outlook Stable;
  -- $9.8 million class J at 'CCsf'; RE 45%;
  -- $11.1 million class K at 'Csf'; RE 0%;
  -- $3.6 million class L at 'Dsf'; RE 0%;
  -- $0 million class M at 'Dsf'; RE 0%.

Classes A-1, A-2, B, C, D, E, and F have paid in full.  Fitch does
not rate class N.

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


CREDIT SUISSE 2001-CF2: Moody's Keeps 'C' Ratings on 2 Certs.
-------------------------------------------------------------
Moody's Investors Service affirmed the ratings of nine classes of
Credit Suisse First Boston Mortgage Securities, Commercial
Mortgage Pass-Through Certificates, Series 2001-CF2 as follows:

Cl. D, Affirmed at Aa1 (sf); previously on Mar 26, 2008 Upgraded
to Aa1 (sf)

Cl. E, Affirmed at Aa3 (sf); previously on Mar 26, 2008 Upgraded
to Aa3 (sf)

Cl. F, Affirmed at A3 (sf); previously on Mar 26, 2008 Upgraded to
A3 (sf)

Cl. G, Affirmed at B1 (sf); previously on Jun 24, 2011 Downgraded
to B1 (sf)

Cl. H, Affirmed at B3 (sf); previously on Jun 24, 2011 Downgraded
to B3 (sf)

Cl. J, Affirmed at Caa3 (sf); previously on Oct 7, 2010 Downgraded
to Caa3 (sf)

Cl. K, Affirmed at C (sf); previously on Oct 7, 2010 Downgraded to
C (sf)

Cl. L, Affirmed at C (sf); previously on Oct 7, 2010 Downgraded to
C (sf)

Cl. A-X, Affirmed at Caa2 (sf); previously on Feb 22, 2012
Downgraded to Caa2 (sf)

Ratings Rationale

The affirmations are due to key parameters, including Moody's LTV
ratio, Moody's stressed debt service coverage ratio (DSCR) and the
Herfindahl Index (Herf), remaining within acceptable ranges.
Despite an increase in base expected loss since Moody's last
review, 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
approximately 26% of the current deal balance. At last review,
Moody's cumulative base expected loss was approximately 20%.
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 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 underlying ratings is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment 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 assessments
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 assessments; 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 8 compared to a Herf of 12 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 24, 2011.

Deal Performance

As of the June 15, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 90% to $109 million
from $1.13 billion at securitization. The Certificates are
collateralized by 21 mortgage loans ranging in size from less than
1% to 25% of the pool, with the top ten loans (excluding
defeasance) representing 82% of the pool. The pool contains no
loans with investment-grade credit assessments. One loan,
representing approximately 7% of the pool, is defeased and is
collateralized by U.S. Government securities.

Four loans, representing 30% 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.

Thirty-six loans have liquidated from the pool, resulting in an
aggregate realized loss of $37 million (15% average loan loss
severity). Currently, 11 loans, representing 60% of the pool, are
in special servicing. The largest specially serviced loan is the
2001 York Road Loan ($27 million -- 25% of the pool), which is
secured by a 180,000 square foot office building located in Oak
Brook, Illinois, a western suburb of Chicago. Foreclosure on the
property was finalized on June 14, 2012, and the property is now
REO. The major tenant at the property, Comcast Corporation
(Moody's senior unsecured rating Baa1, stable outlook), recently
signed a lease renewal through 2020. The renewal has alleviated
concerns of a major vacancy at the property which could have had a
significant negative impact on market value. As of April 2012, the
property is 100% occupied.

The remaining ten specially serviced loans are secured by a mix of
commercial, manufactured housing, and hotel property types.
Moody's estimates an aggregate $18 million loss (47% expected loss
severity overall) for all specially serviced loans.

Moody's has assumed a high default probability for two poorly-
performing loans representing 25% of the pool. Moody's analysis
attributes to these troubled loans an aggregate $9 million loss
(33% expected loss severity).

Moody's was provided with full-year 2010 and full-year 2011
operating results for 85% of the performing pool. Excluding
specially serviced and troubled loans, Moody's weighted average
LTV is 96% compared to 91% at last full review. Moody's net cash
flow reflects a weighted average haircut of 25% 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 1.02X and 1.29X, respectively, compared to
1.03X and 1.24X 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 loans represent 29% of the pool. The
largest loan is the Pacific Bell Office Building Loan ($14 million
-- 12% of the pool), which is secured by a 150,000 square foot
two-story office building located in Riverside, California. The
building was formerly 100% occupied by AT&T Corp. (Moody's senior
unsecured rating A2, stable outlook) until 2010, when the company
renewed its lease for only a 63% portion of the property NRA. The
sponsor has since been unable to find a tenant to fill the
remaining space in a sluggish leasing environment. Marketing
efforts continue in search of a tenant to fill the vacant space,
or to take over the entire building upon AT&T's lease expiration
in February 2016 -- or in the event AT&T exercises its early
termination option in January 2014. The anticipated repayment date
for the loan was in December 2010. The loan is current. Moody's
current LTV and stressed DSCR are 141% and 0.77X, respectively,
compared to 125% and 0.87X at last review.

The second-largest loan is the Jenkins Court Loan ($13 million --
12% of the pool). The loan is secured by a 172,000 squarefoot,
1930-era office building located in Jenkintown, Pennsylvania, a
northern suburb of Philadelphia. The building includes a ground-
floor retail component. The property was 86% leased as of March
2012 compared to 89% at Moody's prior review. Net operating income
has followed a slow but steady downward trajectory over recent
years due to declining rental revenue coupled with higher vacancy
and increasing operating costs. The anticipated repayment date was
in May 2011. The loan is current. Moody's current LTV and stressed
DSCR are 147% and 0.74X, respectively, compared to 114% and 0.95X
at last review.

The third-largest loan is the Eckerds Loan ($4 million -- 4% of
the pool), which is secured by two retail properties in New York
State, totaling 24,000 square feet. The loan is on the master
servicer's watchlist due to low DSCR. Moody's current LTV and
stressed DSCR are 93% and, 1.08X respectively, compared to 85% and
1.19X at last review.


CREDIT SUISSE 2005-C1: Moody's Lowers Rating on J Certs. to 'C'
---------------------------------------------------------------
Moody's Investors Service downgraded the ratings of four classes
and affirmed 11 classes of Credit Suisse First Boston Mortgage
Securities Corp., Commercial Mortgage Pass-Through Certificates
2005-C1 as follows:

Cl. A-AB, Affirmed at Aaa (sf); previously on Apr 19, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Apr 19, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Apr 19, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-J, Affirmed at Aa2 (sf); previously on Oct 13, 2010
Downgraded to Aa2 (sf)

Cl. B, Affirmed at A3 (sf); previously on Oct 13, 2010 Downgraded
to A3 (sf)

Cl. C, Affirmed at Baa2 (sf); previously on Oct 13, 2010
Downgraded to Baa2 (sf)

Cl. D, Affirmed at Ba1 (sf); previously on Oct 13, 2010 Downgraded
to Ba1 (sf)

Cl. E, Downgraded to B2 (sf); previously on Oct 13, 2010
Downgraded to B1 (sf)

Cl. F, Downgraded to Caa1 (sf); previously on Oct 13, 2010
Downgraded to B3 (sf)

Cl. G, Downgraded to Caa2 (sf); previously on Oct 13, 2010
Downgraded to Caa1 (sf)

Cl. H, Affirmed at Caa3 (sf); previously on Oct 13, 2010
Downgraded to Caa3 (sf)

Cl. J, Downgraded to C (sf); previously on Oct 13, 2010 Downgraded
to Ca (sf)

Cl. K, Affirmed at C (sf); previously on Oct 13, 2010 Downgraded
to C (sf)

Cl. L, Affirmed at C (sf); previously on Oct 13, 2010 Downgraded
to C (sf)

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

Ratings Rationale

The downgrades are due to higher than expected realized losses
from liquidated loans and an increase in expected 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
6.2% of the current pooled balance compared to 6.4% at last
review. Cumulative realized losses have increased by $27 million
since last review. Moody's based expected loss plus cumulative
realized losses is 7.0% of the original pooled balance compared to
6.0% at last review. Moody's provides a current list of base
expected losses for conduit and fusion CMBS transactions on
moodys.com at http://is.gd/INmyw5

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 assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment 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 assessment
level, is incorporated for loans with similar credit assessments
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 assessments; 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 36 compared to 37 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 23, 2011.

Deal Performance

As of the June 15, 2012 distribution date, the transaction's
aggregate pooled certificate balance has decreased by 31% to $1.0
billion from $1.5 billion at securitization. The Certificates are
collateralized by 133 mortgage loans ranging in size from less
than 1% to 8% of the pool, with the top ten loans representing 40%
of the pool. Fourteen loans, representing 10% of the pool, have
been defeased and are collateralized with U.S. Government
Securities. The pool does not contain any loans with an investment
grade credit assessment.

Thirty-four 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 its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Twenty-two loans have been liquidated from the pool, resulting in
an aggregate realized loss of $42 million (31% average loss
severity). Seven loans, representing 7% of the pool, are currently
in special servicing. The largest specially serviced loan is The
Mall at Yuba City Loan ($34 million -- 3.2% of the pool), which is
secured by the borrower's interest in a 408,000 square foot (SF)
retail property located in Yuba City, California. The loan is
current, but has been in special servicing since March 2011. The
total mall is 96% leased, while the in-line space is 88% leased as
of December 2011. November 2011 trailing twelve month in-line
sales increased by 5% to $350 per square foot (PSF) compared to
$335 PSF in 2010. Since the loan is current and the borrower and
lender are engaged in potential loan modification discussions, the
servicer has not recognized an appraisal reduction for this loan.
However, the most recent appraised value of $25.2 million from
March 2011 is less than the outstanding loan amount.

The servicer has recognized an aggregate $12 million appraisal
reduction for four of the seven specially serviced loans, while
Moody's has estimated an aggregate $25 million loss (33% expected
loss based on a 69% probability of default on average) for all of
the specially serviced loans.

Moody's has assumed a high default probability for 19 poorly
performing loans representing 15% of the pool and has estimated a
$27 million aggregate loss (18% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2010 and 2011 operating
results for 97% and 82% of the conduit, respectively. The conduit
portion of the pool excludes specially serviced, troubled and
defeased loans. Moody's weighted average conduit LTV is 87%
compared to 99% 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 9.3%.

Moody's actual and stressed conduit DSCRs are 1.52X and 1.24X,
respectively, compared to 1.46X and 1.13X 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.

Based on the most recent remittance statement, Classes H through P
have experienced cumulative interest shortfalls totaling $4
million. Moody's anticipates that the pool will continue to
experience interest shortfalls because of the exposure to
specially serviced and troubled loans. Additionally, the pool's
largest loan, the GGP Retail Portfolio Loan, was previously in
special servicing when GGP declared bankruptcy. The loan was
modified and returned to the master servicer. The trust will incur
a 1% fee upon payoff of this loan, which may lead to a spike in
interest shortfalls. Interest shortfalls are caused by special
servicing fees, including workout and liquidation fees, appraisal
subordinate entitlement reductions (ASERs), extraordinary trust
expenses, loan modifications that include either an interest rate
reduction or a non-accruing note component, and non-recoverability
determinations by the servicer that involve a clawback for
previously made advances.

The top three conduit loans represent 17% of the pool balance. The
largest loan is the GGP Retail Portfolio Loan ($78 million -- 7.5%
of the pool), which was originally secured by four regional malls
containing 2.2 million SF, of which 1.8 million SF was collateral
for the loan. The properties are located in Wyoming, Idaho, Utah
and Washington. One of the four collateral properties, Three
Rivers Mall, was part of GGP's spinoff of 30 non-core regional
malls to Rouse. The loan amount was paid down by $27 million as
part of the collateral release. This curtailment was $4 million
more than the original loan balance allocated to Three Rivers
Mall. The remaining three collateral properties have a weighted
average occupancy of 80% at 2011 YE compared to 82% at 2010 YE.
2011 in-line sales for the three remaining properties range from
$246 - $329 PSF. The weighted average in-line sales increased by
5% to $296 from $282. Moody's LTV and stressed DSCR are 88% and
1.17X, respectively, compared to 101% and 1.01X at last review.

The second largest loan is the Phelps Dodge Tower Loan ($55
million -- 5.2% of the pool), which is secured by a 410,000 SF
class A office building located in Phoenix, Arizona. The property
is subject to a 50-year ground lease with the City of Phoenix. The
property was 96% leased as of January 2012 compared to 91% at 2010
YE. The property's previous largest tenant, Freeport McMoran,
vacated the property in May 2010 but paid rent through its 2011 YE
lease expiration. Phoenix School of Law took over the vacated
Freeport space and now occupies half of the net rentable area
(NRA) through August 2021. Phoenix Law's pays no base rent until
December 2012, so 2012 net operating income is expected to decline
significantly. The loan has sufficient reserves to cover the 2012
operating shortfall and the performance decline is expected to be
temporary. Moody's analysis incorporated a stabilized cash flow
for the property. Moody's LTV and stressed DSCR are 98% and 0.99X,
respectively, compared to 100% and 0.97X at last review.

The third largest conduit loan is the BP Multifamily Portfolio A
Portfolio Loan ($44 million -- 4.2% of the pool). The portfolio
consists of four cross collateralized and cross defaulted loans
that are secured by one class A and three Class B garden style
apartment properties located 10-17 miles from downtown Dallas,
Texas. The weighted average portfolio occupancy improved to 87% at
2011 YE from 82% at 2010 YE. Each property's occupancy increased.
Moody's LTV and stressed DSCR are 106% and 0.88, respectively,
compared to 135% and 0.69X at last review.


CREDIT SUISSE 2007-TFL2: Fitch Affirms D Ratings on 7 Note Classes
------------------------------------------------------------------
Fitch Ratings has upgraded two classes of Credit Suisse First
Boston Mortgage Securities Corp., series 2007-TFL2 based on lower
loss expectations, stable performance, and scheduled paydown since
the last review.  Fitch's performance expectation incorporates
prospective views regarding commercial real estate values and cash
flow declines.

There are two remaining loans in the pool, Planet Hollywood
(59.4%), and Whitehall Seattle Portfolio (40.6%).  The 100 West
Putnam Avenue loan (formerly representing 8.5% of the pool), which
Fitch modeled with losses, recently paid in full.  Recovery
prospects remain strong for the pool.

Planet Hollywood Resort & Casino is secured by a resort, casino
and entertainment complex in Las Vegas, NV, that includes a 2,519
room hotel, a 116,000 square foot (sf) casino, an outdoor pool
area and 32,000 sf spa, eight restaurants, and 75,000 sf of
convention, trade show, and meeting facility space.  The
property's NOI has been steadily improving from its recessionary
low, and as of year-end 2011, NOI was $71.6 million, compared with
$29.9 million in 2010 and $12.7 million in 2009.

The Planet Hollywood loan was modified and assumed by Harrah's in
February 2010.  The loan's maturity occurs in December 2012, with
extension options available through 2015. Harrah's is one of the
largest casino operators in Las Vegas, with nine casinos and an
estimated 25,000 employees.  The Planet Hollywood has been
benefiting from Harrah's extensive experience in the operation and
management of its portfolio of gaming properties.

The Whitehall Seattle Portfolio loan is secured by a portfolio of
12 office buildings consisting of approximately 2.6 million sf.
The properties, which were built in the 1980s, are all located in
Seattle, WA.  Major tenants in the portfolio include Symetra
Financial Corporation (8.3% of NRA), Foster Pepper LLC (3.3%), and
Coinstar, Inc. (2.4%).  The largest and second largest tenant
leases expire in 2015, and the third largest expires in 2019.

The loan was transferred to special servicing in December 2011
after the borrower indicated they did not have the means to pay
off the loan at the April 2012 maturity.  As the property
continues to perform, the lender is trapping all excess cash flow
after mortgage debt service and property operating expenses.
Based on a recent value estimate and the relatively low leverage
point of the rated A-note, losses to the trust are not expected at
this time.

Fitch upgrades the following classes:

  -- $42.6 million class C to 'Bsf' from 'CCCsf'; Outlook Stable;
  -- $33.5 million class D to 'CCCsf' from 'Csf'; RE 100%

Fitch also affirms the following classes and revises the Outlooks
and Recovery Estimates as indicated:

  -- $288.9 million class A-1 at 'Asf'; Outlook to Positive from
     Stable;
  -- $100 million class A-2 at 'BBBsf'; Outlook Stable;
  -- $207 million class A-3 at 'BBsf'; Outlook Stable;
  -- $45.7 million class B at 'Bsf'; Outlook Stable;
  -- $2.2 million class E at 'Dsf'; RE 5%;
  -- $0 class F at 'Dsf'; RE 0%;
  -- $0 class G at 'Dsf'; RE 0%;
  -- $0 class H at 'Dsf'; RE 0%;
  -- $0 class J at 'Dsf'; RE 0%;
  -- $0 class K at 'Dsf'; RE 0%;
  -- $0 class L at 'Dsf' RE 0%.


CRESS 2008-1: Moody's Affirms 'Caa3' Ratings on 3 Note Classes
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of one class
of Notes issued by Cress 2008-1, Ltd. due to deterioration in the
underlying collateral as evidenced by the increase in defaulted
assets and decrease in par value coverage. 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 CLO) transactions.

Class A-1 Notes, Affirmed at Aa3 (sf); previously on Jun 30, 2010
Downgraded to Aa3 (sf)

Class A-2 Notes, Affirmed at Ba1 (sf); previously on Jun 22, 2011
Downgraded to Ba1 (sf)

Class B Notes, Downgraded to Caa2 (sf); previously on Jun 22, 2011
Downgraded to B3 (sf)

Class C Notes, Affirmed at Caa3 (sf); previously on Jun 22, 2011
Downgraded to Caa3 (sf)

Class D Notes, Affirmed at Caa3 (sf); previously on Jun 22, 2011
Downgraded to Caa3 (sf)

Class E Notes, Affirmed at Caa3 (sf); previously on Jun 22, 2011
Downgraded to Caa3 (sf)

Ratings Rationale

Cress 2008-1, Ltd. is a currently static (reinvestment period
ended in December 2010) cash CRE CLO transaction backed by a
portfolio of a-notes and whole loans (69.0% of the pool balance),
commercial mortgage backed securities (CMBS) (24.1%) and b-notes
(6.9%). As of the May 31, 2012 Trustee report, the aggregate Note
balance of the transaction, including preferred shares, has
decreased to $577.3 million from $750.0 million at issuance, with
the paydown directed to the Class A1 Notes, as a result of
amortization of the underlying collateral as well as failure of
the par value tests.

There are 12 assets with a par balance of $180.4 million (48.5% of
the current pool balance) that are considered Defaulted Securities
as of the May 31, 2012 Trustee report. While there have been
realized losses on the underlying collateral to date, Moody's does
expect significant losses 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 assessments 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 8,890 compared to 8,110 at last review. The
current distribution of Moody's rated collateral and assessments
for non-Moody's rated collateral is as follows: Aaa-Aa3 (4.4%
compared to 6.0% at last review), A1-A3 (0.6% compared to 0.0% at
last review), Baa1-Baa3 (1.7% compared to 3.8% at last review),
Ba1-Ba3 (0.0% compared to 10.9% at last review), B1-B3 (5.6%
compared to 0.0% at last review), and Caa1-C (87.7% compared to
79.3% 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 2.3 years compared
to 1.9 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 fixed WARR of
51.4% compared to 50.1% 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 17.3% compared to 12.0% 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. Rated notes are particularly sensitive to
changes in recovery rate assumptions. Holding all other key
parameters static, changing the recovery rate assumption down from
51.4% to 41.4% or up to 61.4% would result in average rating
movement on the rated tranches of 0 to 2 notches downward and 0 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.


CW CAPITAL: Moody's Downgrades Rating on Cl. B Notes to 'Caa3'
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of five
classes of Notes issued by CW Capital II, Ltd. due to
deterioration in the underlying collateral as evidenced by a
greater concentration of higher credit risk and higher correlation
assets accompanied with lower weighted average recovery rate
(WARR). 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.

Cl. A-1A, Downgraded to Baa2 (sf); previously on Jun 29, 2011
Downgraded to A2 (sf)

Cl. A-1AR, Downgraded to Baa2 (sf); previously on Jun 29, 2011
Downgraded to A2 (sf)

Cl. A-1B, Downgraded to Caa1 (sf); previously on Jun 29, 2011
Downgraded to B1 (sf)

Cl. A-2A, Affirmed at Aaa (sf); previously on Jun 30, 2010
Confirmed at Aaa (sf)

Cl. A-2B, Downgraded to Ba3 (sf); previously on Jun 29, 2011
Downgraded to Ba1 (sf)

Cl. B, Downgraded to Caa3 (sf); previously on Jun 29, 2011
Downgraded to Caa2 (sf)

Cl. C, Affirmed at C (sf); previously on Jun 30, 2010 Downgraded
to C (sf)

Cl. D, Affirmed at C (sf); previously on Jun 30, 2010 Downgraded
to C (sf)

Cl. E, Affirmed at C (sf); previously on Jun 30, 2010 Downgraded
to C (sf)

Cl. F, Affirmed at C (sf); previously on Jun 30, 2010 Downgraded
to C (sf)

Cl. G, Affirmed at C (sf); previously on Jun 30, 2010 Downgraded
to C (sf)

Cl. H, Affirmed at C (sf); previously on Jun 30, 2010 Downgraded
to C (sf)

Cl. J, Affirmed at C (sf); previously on Jun 30, 2010 Downgraded
to C (sf)

Cl. K, Affirmed at C (sf); previously on Jun 30, 2010 Downgraded
to C (sf)

Ratings Rationale

CW Capital II, Ltd. is a static cash CRE CDO transaction backed by
a portfolio of commercial mortgage backed securities (CMBS) (77.5%
of the pool balance), whole loans (13.8%), and CRE CDOs (8.7%). As
of the April 26, 2012 Note Valuation report, the aggregate Note
balance of the transaction, including preferred shares, has
decreased to $513.4 million from $600.0 million at issuance, with
the paydown directed to the Class A1A, Class A1AR and Class A2A
Notes, as a result of amortization of the underlying collateral as
well as failure of the par value tests.

There are 26 assets with a par balance of $222.3 million (41.3% of
the current pool balance) that are considered Defaulted Securities
as of the May 31, 2012 Trustee report. While there have been
limited realized losses on the underlying collateral to date,
Moody's does expect significant losses 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), 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 assessments 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 5,272 compared to 5,704 at last review. The
current distribution of Moody's rated collateral and assessments
for non-Moody's rated collateral is as follows: Aaa-Aa3 (16.6%
compared to 14.6% at last review), A1-A3 (4.1% compared to 3.6% at
last review), Baa1-Baa3 (14.9% compared to 12.9% at last review),
Ba1-Ba3 (4.9% compared to 4.6% at last review), B1-B3 (6.9%
compared to 8.0% at last review), and Caa1-C (52.7% compared to
56.2% 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 3.1 years compared
to 3.4 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 fixed WARR of
24.6% compared to 31.5% 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 10.2% compared to 5.3% 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. Rated notes are particularly sensitive to
changes in recovery rate assumptions. Holding all other key
parameters static, changing the recovery rate assumption down from
24.6% to 14.6% or up to 34.6% would result in average rating
movement on the rated tranches of 0 to 2 notches 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.


DLJ COMMERCIAL: Fitch Affirms 'Dsf' Rating on 2 Note Classes
------------------------------------------------------------
Fitch Ratings upgrades two classes of DLJ Commercial Mortgage
Corp., series 1999-CG1.

The upgrades are the result of increasing credit enhancement
levels and stable performance of the remaining pool.  Fitch
modeled losses of 4.2% of the original pool including 3.4% losses
already incurred to date.

As of the June 2012 distribution date, the pool's aggregate
principal balance has been paid down by approximately 97% (to $44
million from $1.24 billion at issuance).  One (2.9%) of the
remaining eight loans is defeased.  Interest shortfalls are
affecting classes B-6 through the non-rated class C with
cumulative unpaid interest totaling $1.7 million.

Fitch stressed the cash flow of the remaining loans by applying a
10% reduction to the most recent fiscal year-end net operating
income.  Fitch also applied a stressed 10% cap rate to determine
value.  Under this analysis only one loan, the largest in the
pool, would take a loss.  The collateral for the loan, recently
modified per the bankruptcy court, is four multifamily complexes
in the Dallas Fort Worth area of Texas.

Fitch upgrades the following classes as indicated:

  -- $12.9 million class B-4 to 'Asf' from 'A-sf'; Outlook Stable;
  -- $9.3 million class B-5 to 'BBBsf' from 'BBB-sf'; Outlook
     Stable.

Fitch also affirms the following classes:

  -- $12.4 million class B-6 at 'CCsf; RE 90%;
  -- $8 million class B-7 at 'Dsf'; RE 0%;
  -- Class B-8 at 'Dsf'; RE 0%.

Classes A-1A, A-1B, A-2, A-3, A-4, B-1, B-2 and B-3 are paid in
full.  Fitch does not rate class C. Fitch previously withdrew the
rating of interest-only class S.  Additional information on the
withdrawal of the rating on Class X is available in Fitch's June
23, 2010 report, 'Fitch Revises Practice for Rating IO & Pre-
Payment Related Structured Finance Securities'.


ECP CLO 2012-4: S&P Gives 'BB' Rating on Class D Deferrable Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to ECP CLO
2012-4 Ltd./ECP CLO 2012-4 LLC's $275.1 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 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 primarily
    comprises broadly syndicated speculative-grade senior secured
    term loans.

    The collateral manager's experienced management team.

    Its projections regarding the timely interest and ultimate
    principal payments on the rated notes, which it assessed using
    our cash flow analysis and assumptions commensurate with the
    assigned ratings under various interest-rate scenarios,
    including LIBOR ranging from 0.34%-12.81%.

    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 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 ASSIGNED
ECP CLO 2012-4 Ltd./ECP CLO 2012-4 LLC

Class                         Rating       Amount
                                         (mil. $)
A-1                           AAA (sf)     201.20
A-2                           AA (sf)       13.50
B-1 (deferrable)              A (sf)        19.10
B-2 (deferrable)              A (sf)        12.00
C (deferrable)                BBB (sf)      15.40
D (deferrable)                BB (sf)       13.90
Subordinated notes            NR            36.36

NR-Not rated.


EMBLEM FINANCE: Fitch Lowers Rating on CLP5.0-Bil. Notes to BB+sf
-----------------------------------------------------------------
Fitch Ratings has downgraded the notes issued by Emblem Finance
Company No. 2 Limited (Emblem No. 2) as follows:

  -- CLP5,082,000,000 credit-linked notes to 'BB+sf' from 'BBB-
     sf'; Outlook Stable.

The downgrade follows Fitch's downgrade of the swap counterparty
to the transaction, JPMorgan Chase & Co. (rated 'A+'; Rating Watch
Negative by Fitch).

Fitch applied the three-risk matrix under Fitch's current credit-
linked note (CLN) criteria, 'Global Rating Criteria for Single-
and Multi-Name Credit-Linked Notes', dated Feb. 22, 2012.  The
rating considers the credit quality of JPMorgan Chase & Co.  as
swap counterparty, Votorantim Participacoes S.A.'s (VPAR) current
Issuer Default Rating (IDR) of 'BBB' with a Stable Outlook, and
HSBC Holdings Plc subordinated notes as the eligible investments
(rated 'AA-' by Fitch).  The Rating Outlook reflects the Outlook
on the main risk driver, VPAR, which is the lowest rated risk-
presenting entity.

The rating addresses the likelihood that investors will receive
full and timely payments of interest as well as the stated balance
of principal by the legal final maturity date, as per the
transaction's governing documents.  Payments of interest and
principal will be made in U.S. dollar (USD) amounts adjusted
according to both the prevailing value of the Unidad de Fomento
(UF) and the CLP/USD exchange rate.

Emblem No. 2 is a credit-linked structure designed to provide
credit protection on the reference entity, VPAR, with a reference
amount of USD10 million.  The credit protection is arranged
through a credit default swap (CDS) between the issuer and the
swap counterparty, JPMorgan Chase & Co.  The CDS is collateralized
by HSBC Holdings Plc subordinated notes as the eligible
investments issued by HSBC Holdings Plc.


FIRST NATIONAL 2008-2: S&P Withdraws 'BB' Rating on Class D Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its long-term credit
ratings on the class B, C, and D notes issued by First National
Master Note Trust's series 2008-2.

"The issuer previously cancelled the class B, C, and D notes and
combined them into one larger class B note, which we were not
requested to rate. The rating withdrawals reflect the issuer's
request to withdraw our ratings, which was not captured in our
systems," S&P said.

RATINGS WITHDRAWN

First National Master Note Trust, Series 2008-2
                      Rating
Class            To             From
B                NR             A (sf)
C                NR             BBB (sf)
D                NR             BB (sf)


G-FORCE CDO: Moody's Lowers Rating on Cl. JRFL Notes to 'Caa3'
--------------------------------------------------------------
Moody's Investors Service has downgraded four classes and affirmed
four classes of Notes issued by G-Force CDO 2006-1 Ltd. The
downgrades are due to the deterioration in the credit quality of
the underlying portfolio as evidenced by an increase in realized
losses and an increase in the weighted average rating factor
(WARF). The affirmations are due to key transaction parameters
performing within the current ratings of the notes. 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.

Cl. A-1, Affirmed at Aaa (sf); previously on Mar 9, 2009 Confirmed
at Aaa (sf)

Cl. A-2, Downgraded to Aa1 (sf); previously on Dec 18, 2009
Upgraded to Aaa (sf)

Cl. A-3, Downgraded to Caa2 (sf); previously on Jul 20, 2011
Downgraded to B3 (sf)

Cl. SSFL, Downgraded to Baa3 (sf); previously on Jul 20, 2011
Downgraded to Baa1 (sf)

Cl. JRFL, Downgraded to Caa3 (sf); previously on Jul 20, 2011
Downgraded to Caa2 (sf)

Cl. B, Affirmed at C (sf); previously on Jul 20, 2011 Downgraded
to C (sf)

Cl. C, Affirmed at C (sf); previously on Dec 18, 2009 Downgraded
to C (sf)

Cl. D, Affirmed at C (sf); previously on Dec 18, 2009 Downgraded
to C (sf)

Ratings Rationale

G-Force CDO 2006-1 Ltd. is a static CRE CDO transaction backed by
a portfolio of commercial mortgage backed securities (CMBS)
(92.6%) and non-pooled, or rake classes of CMBS (7.4%). As of the
May 25, 2012 Trustee report, the aggregate Note balance of the
transaction has decreased to $791.4 million from $880.4 million at
issuance, with the paydown directed to the Class A-1 Notes and the
Class SSFL Notes.

There are fifty-one assets with a par balance of $371.3 million
(71.5% of the current pool balance) that are considered Impaired
Securities as of the May 25, 2012 Trustee report. All of these
assets (100% of the impaired balance) are CMBS. There have been
approximately $259 million of realized losses to date, compared to
$237 million at last review. Moody's expects significant
additional losses to occur from the Impaired Securities and other
low speculative grade securities.

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 assessments 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 2,492 compared to 2,456 at last review. The
current distribution of Moody's rated collateral and assessments
for non-Moody's rated collateral is as follows: Aaa-Aa3 (17.2%
compared to 22.4% at last review), A1-A3 (13.1% compared to 5.4%
at last review), Baa1-Baa3 (11.4% compared to 20.0% at last
review), Ba1-Ba3 (22.2% compared to 18.6% at last review), B1-B3
(16.8% compared to 13.6% at last review), and Caa1-C (19.4%
compared to 20.0% 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 3.0 compared to 3.3
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 fixed WARR of
24.8% compared to 26.3% 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 9.2% 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. Rated notes are particularly sensitive to
changes in recovery rate assumptions. Holding all other key
parameters static, changing the recovery rate assumption down from
24.8% to 34.8% or up to 14.8% would result in average rating
movement on the rated tranches of 0 to 3 notches downward and 0 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.


GS MORTGAGE: Moody's Affirms 'C' Ratings on 10 Note Classes
-----------------------------------------------------------
Moody's Investors Service has affirmed all classes of Notes issued
by GS Mortgage Securities Corporation II, Series 2007-GKK1 due to
key transaction parameters performing within the current ratings
of the notes. 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.

Cl. A-1, Affirmed at Ca (sf); previously on Jul 13, 2011
Downgraded to Ca (sf)

Cl. A-2, Affirmed at C (sf); previously on Jul 13, 2011 Downgraded
to C (sf)

Cl. B, Affirmed at C (sf); previously on Aug 11, 2010 Downgraded
to C (sf)

Cl. C, Affirmed at C (sf); previously on Aug 11, 2010 Downgraded
to C (sf)

Cl. D, Affirmed at C (sf); previously on Aug 11, 2010 Downgraded
to C (sf)

Cl. E, Affirmed at C (sf); previously on Aug 11, 2010 Downgraded
to C (sf)

Cl. F, Affirmed at C (sf); previously on Aug 11, 2010 Downgraded
to C (sf)

Cl. G, Affirmed at C (sf); previously on Aug 11, 2010 Downgraded
to C (sf)

Cl. H, Affirmed at C (sf); previously on Aug 11, 2010 Downgraded
to C (sf)

Cl. J, Affirmed at C (sf); previously on Aug 11, 2010 Downgraded
to C (sf)

Cl. K, Affirmed at C (sf); previously on Mar 6, 2009 Downgraded to
C (sf)

Ratings Rationale

GS Mortgage Securities Corporation II, Series 2007-GKK1 is a
static CRE CDO transaction backed by a portfolio commercial
mortgage backed securities (CMBS) (100.0% of the pool balance).
All of the collateral was issued between 1998 and 2007, with a
majority of the collateral concentrated in 2005 (19.8%), 2006
(53.7%) and 2007 (17.6%). As of the May 22, 2012 Trustee report,
the aggregate Note balance of the transaction has decreased to
$602.9 million from $633.7 million at issuance due to losses
attributed to classes J, K, L and M.

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 assessments 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 8,623 compared to 8,293 at last review. The
current distribution of Moody's rated collateral and assessments
for non-Moody's rated collateral is as follows: A1-A3 (4.0%
compared to 3.9% at last review), Baa1-Baa3 (3.3% compared to 3.2%
at last review), Ba1-Ba3 (0.2% compared to 0.3% at last review),
B1-B3 (4.2% compared to 5.2% at last review), and Caa1-C (88.3%
compared to 87.5% 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 4.5 compared to 5.3
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 fixed WARR of
2.4% compared to 2.6% 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 100.0% compared to 0.0% 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. Rated notes are particularly sensitive to
changes in recovery rate assumptions. Holding all other key
parameters static, changing the recovery rate assumption down from
2.4% to 0.0% or up to 7.4% would not result in any rating movement
downward or upward.

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.


INDIANA HEALTH: Fitch Retains 'BB+' Rating on $11.3-Mil. Bonds
--------------------------------------------------------------
Fitch Ratings has affirmed its 'BB+' rating on the following
Indiana Health Facilities Financing Authority revenue bonds issued
on behalf of Greenwood Village South (GVS):

  -- $11.3 million series 1998.

The Rating Outlook is Stable.

SECURITY

The bonds are secured by a security interest in the gross revenues
of the corporation, a first mortgage lien on property and a debt
service reserve fund.

KEY RATING DRIVERS

  -- RECENT REBOUND IN ILU OCCUPANCY: Occupancy had declined
     steadily in recent years, highlighted by a decrease in
     independent living unit (ILU) occupancy from 93% in fiscal
     2007 to 85.2% in fiscal 2011 before rebounding to 89.7% at
     March 31, 2012 due to enhanced marketing efforts.

  -- ADEQUATE OPERATING PROFITABILITY: Operating profitability
     remains adequate for the rating level; net operating margin -
     adjusted was equal to 14.5% in fiscal 2011 and was a solid
     17.5% in the nine-month interim period ending March 31, 2012
     (the interim period).  However, profitability has declined
     over the past three years in step with occupancy.

  -- SOLID COVERAGE: Maximum annual debt service (MADS) coverage
     remains solid for the rating category, averaging 1.5 times
     (x) since fiscal 2009 and equal to 1.5x in the interim
     period.  However, GVS remains highly dependent upon entrance
     fee generation to cover debt service.

  -- LIGHT LIQUIDITY: Unrestricted liquidity is light for the
     rating category with 25.7% cash to debt and 3.3x cushion
     ratio at March 31, 2012, which has declined from the prior
     year.

WHAT COULD TRIGGER A RATING ACTION:

FAILURE TO SUSTAIN IMPROVED PERFORMANCE: Fitch expects that recent
improved sales activity should generate better financial
performance for fiscal 2012.  The failure to improve liquidity and
to sustain recent occupancy trends as well as interim operating
profitability and debt service coverage levels would result in
downward rating pressure.

CREDIT PROFILE
The affirmation of the 'BB+' rating reflects GVS' recently
improved ILU occupancy, adequate operating profitability, solid
coverage for the rating level and light liquidity metrics.  While
operating profitability and coverage metrics had declined over the
past three years, recent improvements in sales and ILU occupancy
preclude negative rating pressure at this time.

Occupancy had declined in recent years due to increased attrition
and the weak sales results in fiscal 2010. Occupancy has begun to
rebound due to increased focus on marketing efforts.  ILU sales
were particularly strong with 31 sales in fiscal 2011 (June 30
year end) and 28 sales through March 31, 2012 compared to 12 sales
in fiscal 2010.  Management reports that ILU occupancy as of May
2012 is at its highest level in 3.5 years at 92% (includes sold
units).  GSV currently has 25 applicants on the wait list which
requires a $2,500 deposit and is 90% refundable.  However, SNF
occupancy remains low at 75.4% at March 31, 2012.

Operating profitability remains adequate for the rating category
but has steadily declined since fiscal 2009 reflecting the decline
in occupancy.  Net operating margin decreased to 6% in fiscal 2011
from 10% in fiscal 2009.  However, strong sales and net entrance
fee generation produced a strong net operating margin adjusted for
the rating category of 17.2% in the interim period.

MADS coverage of 1.5x EBITDA in the interim period is solid for
the rating category.  Coverage had declined in step with operating
profitability but rebounded in the interim period due to strong
sales and entrance fee generation.  MADS coverage is dependent
upon entrance fee generation as highlighted by a low revenue only
coverage of 0.5x in fiscal 2011.

Unrestricted cash and investments decreased to $8 million at March
31, 2012 from $10.2 million at March 31, 2011.  Liquidity metrics
of 161.6 days cash on hand, a 3.3x cushion ratio and 25.7% cash-
to-long term debt are well below Fitch's 'BBB' category medians of
361.4 days, 5.9x and 51%.  The decline in cash was driven by a
$960,000 reserve requirement related to its direct bank loan
refinancing, which closed in June 2011.

Total long-term debt equaled $31.3 million at March 31, 2012, of
which 36% is fixed rate and 64% underlying variable rate.  The
variable rate debt has been swapped to fixed rate.  GVS refunded
its $21.6 million series 2006A variable rate demand bonds
(supported by a letter of credit) with a bank qualified direct
placement with Huntington Bank in 2011.  The direct bank loan is
at an indexed floating rate with an initial term of three years
with a two-year term out period.  The inability to extend the term
of the loan would be viewed negatively since GVS' financial
profile would be extremely stressed if there was an acceleration
of the $21 million direct bank loan.  There are no collateral
posting requirements on the swap.

The Stable Outlook reflects Fitch's expectation that GVS will
continue its recent trends in entrance fee generation, increase
occupancy rates and improve operating profitability.  Failure to
sustain the positive trends would likely result in negative rating
pressure.


INDX 2006-AR13: Moody's Lifts Rating on Cl. A-1 Certs. to Caa1'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of Cl. A-1
issued by INDX 2006-AR13 from Caa3 (sf) to Caa1 (sf).

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR13

Cl. A-1, Upgraded to Caa1 (sf); previously on Dec 30, 2010
Downgraded to Caa3 (sf)

Ratings Rationale

The upgrade is due to a change in the allocation of realized
losses on the senior Class A-1 after the subordinate certificates
are depleted as a result of an amendment to the Pooling and
Servicing Agreement (PSA).

A trust petition granted on this transaction allowed for the loss
allocation rules (in section 4.05) in the PSA to be amended by
providing that Realized Losses that would otherwise be allocated
to the Class A-1, Class A-2 and Class A-3 Certificates will
instead be allocated to the Class A-4 Certificates until its Class
Certificate Balance is reduced to zero. The original PSA allowed
for the Class A-4 as a support class only for Classes A-2 and A-3.
Moody's has adjusted its ratings to reflect this change. The
actions also reflect the recent performance of the transaction and
Moody's updated loss expectations on the underlying pool.

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.

Moody's adjusts the methodologies noted above for its current view
on loan modifications. As a result of an extension of the Home
Affordable Modification Program (HAMP) to 2013 and an increased
use of private modifications, Moody's is extending its previous
view that loan modifications will only occur through the end of
2012. It is now assuming that the loan modifications will continue
at current levels until the end of 2013.

The primary source of assumption uncertainty is the uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in April 2011 to 8.2% in May 2012. Moody's forecasts a
further drop to 7.8% for 2013. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF289285

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://v3.moodys.com/page/viewresearchdoc.aspx?docid=PBS_SF198174


JPMCC 2002-CIBC4: Fitch Affirms 'Dsf' Rating on Three Note Classes
------------------------------------------------------------------
Fitch Ratings has placed on Rating Watch Negative three classes of
J.P. Morgan Chase Commercial Mortgage Securities Corp., commercial
mortgage pass-through certificates, series 2002-CIBC4 (JPMC 2002-
CIBC4).  In addition, Fitch has downgraded one and affirmed seven
classes of the transaction.

The placement of classes B through D on Rating Watch Negative
reflects the uncertainty surrounding the workout of the largest
asset (46.5% of the pool), which is real-estate owned (REO).  The
collateral comprises 487,170 square feet of a 1.12 million square
foot regional mall located in Austin, TX.  The loan transferred to
the special servicer in June 2009 for imminent default relating to
tenancy issues.  The asset subsequently became REO in May 2010.

The mall was originally anchored by Dillard's Women's, Macy's, and
Dillard's Men's and Home.  Dillard's Women's and Macy's had owned
their own stores and the underlying land.  In 2009, Dillard's
filed a law suit against the borrower noting a breach of the
ground lease and to void its lease on additional square footage at
the mall.  The borrower disputed the alleged breach and filed suit
to prevent the termination of the ground lease.  Litigation
between Dillard's and the borrower was resolved resulting in
Dillard's closing its remaining store at the end of May 2011.  In
the first quarter of 2011, Macy's also vacated the property.  As
of March 2012, in-line occupancy was 23%. The land subject to the
ground lease was recently sold to a new owner, a community
college.

Fitch expects a significant loss may be realized on this asset.
Fitch expects to resolve the Rating Watch status within the next
several months following the receipt of updates regarding the
valuation and workout strategy of the loan, and a complete review
of the transaction, which will incorporate year-end 2011 operating
history.

As of the June 2012 distribution date, the pool's certificate
balance has been reduced by 83.6% (to $131.1 million from $798.9
million), of which 79.7% were due to pay down and 3.9% were due to
realized losses.  One loan (1.8%) has been defeased. Interest
shortfalls totaling $4.9 million are currently affecting classes E
through NR.

Fitch has designated 12 loans (81.7%) as Fitch Loans of Concern,
which includes five specially serviced loans (53.9%).  One loan
(46.5%) is classified as real-estate owned (REO) and the four
remaining loans (7.4%) are classified as non-performing matured
balloon loans.

Fitch has placed the following classes on Rating Watch Negative:

  -- $18.1 million class B 'AAAsf';
  -- $34 million class C 'Asf';
  -- $10 million class D 'BBB-sf'.

Fitch has also downgraded the following class:

  -- $24 million class E to 'Csf' from 'CCCsf'; RE 0%.

Additionally, Fitch has affirmed the following classes:

  -- $12 million class F at 'Csf'; RE 0%;
  -- $14 million class G at 'Csf'; RE 0%;
  -- $12 million class H at 'Csf'; RE 0%;
  -- $4 million class J at 'Csf'; RE 0%;
  -- $3.2 million class K at 'Dsf'; RE 0%;
  -- $0 million class L at 'Dsf'; RE 0%;
  -- $0 million class M at 'Dsf'; RE 0%.

Classes A-1, A-2, A-3, and X-2 have paid in full.  Fitch does not
rate class NR.


JPMCC 2004-C2: Moody's Lowers Rating on Class K Certs. to 'Caa3'
----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of four classes
and affirmed 18 classes of J.P. Morgan Chase Commercial Mortgage
Securities Corp., Commercial Mortgage Pass-Through Certificates,
Series 2004-C2 as follows:

Cl. A-2, Affirmed at Aaa (sf); previously on Jun 2, 2004
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Jun 2, 2004
Definitive Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed at Aaa (sf); previously on Jun 2, 2004
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aa2 (sf); previously on Oct 13, 2010 Confirmed
at Aa2 (sf)

Cl. C, Affirmed at Aa3 (sf); previously on Oct 13, 2010 Confirmed
at Aa3 (sf)

Cl. D, Affirmed at A3 (sf); previously on Oct 13, 2010 Downgraded
to A3 (sf)

Cl. E, Affirmed at Baa1 (sf); previously on Oct 13, 2010
Downgraded to Baa1 (sf)

Cl. F, Affirmed at Ba1 (sf); previously on Oct 13, 2010 Downgraded
to Ba1 (sf)

Cl. G, Downgraded to Ba3 (sf); previously on Oct 13, 2010
Downgraded to Ba2 (sf)

Cl. H, Downgraded to B3 (sf); previously on Oct 13, 2010
Downgraded to Ba3 (sf)

Cl. J, Downgraded to Caa2 (sf); previously on Oct 13, 2010
Downgraded to B3 (sf)

Cl. K, Downgraded to Caa3 (sf); previously on Oct 13, 2010
Downgraded to Caa2 (sf)

Cl. L, Affirmed at Ca (sf); previously on Oct 13, 2010 Downgraded
to Ca (sf)

Cl. M, Affirmed at C (sf); previously on Oct 13, 2010 Downgraded
to C (sf)

Cl. N, Affirmed at C (sf); previously on Oct 13, 2010 Downgraded
to C (sf)

Cl. P, Affirmed at C (sf); previously on Oct 13, 2010 Downgraded
to C (sf)

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

Cl. RP-1, Affirmed at A1 (sf); previously on Oct 9, 2008 Upgraded
to A1 (sf)

Cl. RP-2, Affirmed at A2 (sf); previously on Oct 9, 2008 Upgraded
to A2 (sf)

Cl. RP-3, Affirmed at A3 (sf); previously on Oct 9, 2008 Upgraded
to A3 (sf)

Cl. RP-4, Affirmed at Baa1 (sf); previously on Oct 9, 2008
Upgraded to Baa1 (sf)

Cl. RP-5, Affirmed at Baa2 (sf); previously on Oct 9, 2008
Upgraded to Baa2 (sf)

Ratings Rationale

The downgrades are due to higher than anticipated losses from the
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
4.6% of the current balance compared to 2.8% 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.

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,
"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 assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment 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 assessment
level, is incorporated for loans with similar credit assessment 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 assessments; 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 15 compared to 16 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 23, 2011.

Deal Performance

As of the June 15, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 23% to $828.1
million from $1.06 billion at securitization. The Certificates are
collateralized by 112 mortgage loans ranging in size from less
than 1% to 16% of the pool, with the top ten loans representing
47% of the pool. There are two loans with investment-grade credit
assessments, representing 30% of the pool. There are five rake
classes, totaling $25.1 million, associated with one these loans.
Thirteen loans, representing 15% of the pool, have defeased and
are secured by U.S. Government securities. At last review there
were nine defeased loans, representing 4% of the pool.

Nineteen loans are on the master servicer's watchlist,
representing 15% of the pool. 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.

Eight loans have been liquidated since securitization, resulting
in an aggregate $12.0 million loss (40% average loss severity).
Currently, there are three loans in special servicing,
representing 4% of the pool. The largest loan in special servicing
is the Gateway Chula Vista Loan ($17.4 million -- 2.2% of the
pool), which was transferred for the second time to special
servicing in March 2012 for imminent payment default. The
collateral is a 100,312 square foot (SF) office property located
in Chula Vista, California, a suburb of San Diego. Per the special
servicer, the property is 51% leased. The Borrower is seeking a
loan modification. Moody's has estimated a $15.5 million aggregate
loss (49% expected loss on average) for the specially serviced
loans.

Moody's has assumed a high default probability for six poorly
performing loans representing 5% of the pool and has estimated an
aggregate $8.5 million loss (20% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2010 and 2011 operating
results for 99% and 98% of the conduit pool. Excluding defeased,
special and troubled loans, Moody's weighted average conduit LTV
is 85% compared to 84% at last Moody's prior. Moody's net cash
flow (NCF) reflects a weighted average haircut of 15% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 9.2%.

Excluding defeased, special and troubled loans, Moody's actual and
stressed conduit DSCRs are 1.70X and 1.46X, respectively, compared
to 1.47X and 1.23X at last review. Moody's actual DSCR is based on
Moody's net cash flow 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 an investment-grade credit assessment is the
Somerset Collection Loan ($125.5 million -- 16% of the pool),
which represents a 50% pari passu interest in a $251.0 million
first mortgage loan. The loan is encumbered with a $49.0 million
B-note held outside the trust. The loan is secured by a 1.4
million square foot (SF) regional mall located in Troy, Michigan.
The mall is the dominant mall in its trade area and is anchored by
Macy's, Nordstrom, Saks Fifth Avenue and Neiman Marcus. As of
April 2012, the center was 94% leased compared to 99%. Despite a
slight dip in occupancy, the property's performance remains strong
due to higher base revenues and recoveries. The loan is interest-
only for its entire 10-year term. Moody's current credit
assessment and stressed DSCR are Aa3 and 1.65X, respectively,
compared to A1 and 1.52X at last review.

The second loan with a credit assessment is the Republic Plaza
Loan ($95.8 million -- 12% of the pool), which represents the
pooled portion of a $121.1 million first mortgage loan.
Additionally, there is a $25.1 million B-note in the trust that
supports non-pooled Classes RP-1, RP-2, RP-3, RP-4 and RP-5. The
loan is secured by a 1.3 million SF Class A office building
located in downtown Denver, Colorado. As of March 2012, the
property was 89% leased compared to 98% at Moody's prior review.
The largest tenants include Encana Oil & Gas (35% of the net
rentable area (NRA); lease expiration in April 2019) and DCP
Midstream LP (11% of the NRA; lease expiration in May 2016). The
2011 net operating income (NOI) dipped due to lower base revenues
and higher operating expenses. The decline in NOI was anticipated
in Moody's previous review and the loan benefits from
amortization. Moody's current credit assessment and stressed DSCR
for the pooled note are Aa3 and 2.1X, the same as at last review.

The top three conduit loans represent 10% of the pool. The largest
conduit loan is the Robert Duncan Plaza Loan ($39.7 million --
4.9% of the pool), which is secured by a 332,608 SF Class A office
building located in Portland, Oregon. As of March 2012, the
property was 97% leased compared to 98% at last review. The loan
is currently on the master servicer's watchlist due to the
property's exposure to a GSA tenant which leases 97% of the NRA.
The tenant has recently renewed for five years but with an option
to terminate a majority of its premises after two years. This
means that the tenant could terminate a significant portion of the
leased spaced in September 2013. Termination requires 12 months of
advance notice. In 2011, the NOI increased 18% since 2010. Moody's
valuation is based on a Lit/Dark approach due to concerns
regarding the tenant's termination option and the loan's June 2014
maturity date. Moody's LTV and stressed DSCR are 104% and 0.97X,
respectively, compared to 83% and 1.17X at last review.

The second largest loan is the Shoppes at English Village Loan
($23.8 million -- 3.0% of the pool), which is secured by a 104,014
SF lifestyle retail center located approximately 30 miles
northwest of downtown Philadelphia in North Wales, Pennsylvania.
As of April 2012, the center was 100% leased compared to 99% at
last review. The largest tenants are Trader Joe's and Talbot's.
Performance remains stable. Moody's LTV and stressed DSCR are 95%
and 1.03X, respectively, compared to 97% and 1.00X at last review.

The third largest loan is the Eastlake Village Marketplace ($19.6
million -- 2.4% of the pool), which is secured by a 101,664 SF
community retail center, consisting of nine single-story buildings
located 12 miles south of San Diego, California. As of December
2011, the center was 100% leased compared to 76% in 2010. The
largest tenant is Office Depot. Performance remains stable.
Moody's LTV and stressed DSCR are 66% and 1.51X, essentially the
same as at last review.


JPMCC 2004-C3: Modeled Losses Hike Cues Fitch to Downgrade Ratings
------------------------------------------------------------------
Fitch Ratings has downgraded three and affirmed 16 classes of JP
Morgan Chase Commercial Mortgage Securities Corp. series 2004-C3
(JPMCCM 2004-C3) commercial mortgage pass-through certificates.

The downgrades reflect an increase in Fitch modeled losses across
the pool, due to further deterioration of loan performance, most
of which involves higher losses on the specially-serviced loans.
Fitch modeled losses of 8.5% of the remaining pool; modeled losses
of the original pool are at 7.4%, including losses already
incurred to date.

As of the May 2012 distribution date, the pool's aggregate
principal balance has been reduced by 30.5% to $1.05 billion from
$1.52 billion at issuance, due to a combination of principal
repayment (29%) and realized losses (1.5%).  Interest shortfalls
totaling $6.2 million are currently affecting classes H through
NR.  Nine loans (13.7%) are fully defeased.

Fitch has identified 38 loans (45.8%) as Fitch Loans of Concern,
which includes eight specially-serviced loans (10.5%).

The largest contributor to modeled losses is a real estate owned
(REO) portfolio (5.3% of the pool) of eight industrial/flex
properties located in the greater Boston metropolitan statistical
area.  The loan went into maturity default in January 2010, and
the Trust took title to the properties this year.  A third-party
manager has been hired and the special servicer is reviewing a
project capital improvement plan and evaluating a leasing and
disposition strategy.

The second largest contributor to modeled losses is a defaulted
loan (2.5%) secured by a 650-unit multifamily property located in
Tampa, FL.  The loan transferred to the special servicer in
December 2009 as amortization was scheduled to commence and cash
flow from the property could not support the higher debt service
obligation.  While the borrower has been making partial payments,
disposition discussions with the special servicer remain ongoing.

The third largest contributor to modeled losses is a loan (5.7%)
secured by a 310,000 square foot (sf) anchored retail center
located in White Plains, NY.  As of the March 2012 rent roll,
occupancy at the property was approximately 82%.  Cash flow
declined when bankrupt A&P Supermarket (12% of the net rentable
area [NRA]) vacated its space in 2011.  An additional 10% of the
space rolls over the next 12 months.

Fitch has downgraded the following class and assigned Recovery
Estimates (RE) as indicated:

  -- $19 million class G to 'CCCsf' from 'B-sf'; RE 50%;
  -- $15.2 million class H 'CCCsf' from 'B-sf'; RE 0%;
  -- $20.9 million class J to 'CCsf' from 'CCCsf'; RE 0%.

Fitch has affirmed the following classes and revised Outlooks as
indicated:

  -- $141.9 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $44.7 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $166.1 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $421.4 million class A-5 at 'AAAsf'; Outlook Stable;
  -- $87.3 million class A-J at 'AAsf'; Outlook Stable;
  -- $43.6 million class B at 'Asf''; Outlook Stable;
  -- $13.3 million class C at 'BBB-sf'; Outlook Stable;
  -- $13.3 million class D at 'BBsf'; Outlook Stable;
  -- $15.2 million class E at 'BBsf'; Outlook Stable;
  -- $15.2 million class F at 'Bsf'; Outlook to Negative from
     Stable;
  -- $7.6 million class K at 'Csf'; RE 0%;
  -- $5.7 million class L at 'Csf'; RE 0%;
  -- $9.5 million class M at 'Csf'; RE 0%;
  -- $3.8 million class N at 'Csf'; RE 0%;
  -- $5.7 million class P at 'Csf'; RE 0%;
  -- $5.6 million class Q at 'Dsf'; RE 0%.


KATONAH 2007-I: S&P Raises Rating on Class B-2L Notes to 'BB+'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on four
classes of notes from Katonah 2007-I CLO Ltd., a collateralized
loan obligation (CLO) transaction backed by corporate loans.
Katonah Debt Advisors manages the transaction. "At the same time,
we removed the ratings from CreditWatch with positive
implications, where we placed them on April 18, 2012. We affirmed
our rating on one other class from the transaction," S&P said.

"This transaction is currently in its reinvestment period, which
ends in April 2014. Today's upgrades reflect the improvement in
the credit quality of the transaction's portfolio since our March
2010 rating actions. According to the May 2012 trustee report, the
amount of defaulted assets within the portfolio decreased to $2.29
million from $15.15 million reported in the January 2010 trustee
report, which we used for our March 2010 actions. Over the same
time period, the amount of 'CCC' rated assets decreased to $10.69
million from $29.79 million. Due to these and other factors,
overcollateralization ratios increased for the class A, B, C, and
D notes," S&P said.

The affirmation reflects credit support commensurate with the
current rating level.

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 Report
included in this credit rating report is available at:

             http://standardandpoorsdisclosure-17g7.com

RATING AND CREDITWATCH ACTIONS

Katonah 2007-I CLO Ltd.
                Rating
Class        To         From
A-2L         AA (sf)    A+ (sf)/Watch Pos
A-3L         A (sf)     BBB+ (sf)/Watch Pos
B-1L         BBB (sf)   BB+ (sf)/Watch Pos
B-2L         BB+ (sf)   BB (sf)/Watch Pos

RATING AFFIRMED

Katonah 2007-I CLO Ltd.
Class          Rating
A-1L           AA+ (sf)


LEHMAN BROTHERS: Deleveraging Cues Fitch to Upgrade Ratings
-----------------------------------------------------------
Fitch Ratings has upgraded seven classes and affirmed three
classes of Lehman Brothers Floating Rate Commercial Mortgage Trust
2007-LLF C5.  The upgrades reflect the deleveraging of the
transaction due to $1.2 billion in loan repayments since the last
review.  Fitch's performance expectations incorporate prospective
views regarding the outlook of the commercial real estate market.

All of the remaining loans have reached their original final
maturity dates; three loans have been modified or are in
forbearance.  Eleven of the twelve remaining loans are in special
servicing or are expected to be transferred imminently.

Under Fitch's methodology, all loans are modeled to default in the
base case stress scenario, defined as the 'B' stress.  In this
scenario, the modeled average cash flow decline is 9.1% and pooled
expected losses are 10.6%.  To determine a sustainable Fitch cash
flow and stressed value, Fitch analyzed servicer-reported
operating statements and STR reports, updated property valuations,
and recent sales comparisons.  Fitch estimates that average
recoveries will be strong at approximately 89.4% in the base case.

The transaction is collateralized by 12 loans; five loans are
secured by office or office/industrial properties (33.8%), six by
hotels (26.1%), and one by industrial properties (40.1%).  Ten
loans (89.3%) mature in 2012 or have already matured, and two
loans (10.7%) mature in 2013/2014.

The three largest pooled contributors to losses in the 'B' stress
scenario are: the CalWest Industrial Portfolio (40.1%), Sheraton
Old San Juan (3.6%) and Park Hyatt Beaver Creek (4.6%).

The CalWest Industrial Portfolio loan is secured by 95 warehouse,
business park, and flex/office properties located in 12 distinct
markets across six states with a total of 23.4 million rentable
sf.  In addition to the $275 million included in the trust, there
is $825 million of pari passu debt and $1.348 billion of mezzanine
debt held outside the trust.  Since issuance, occupancy has
dropped as tenant leases have expired and in place rents have
declined.  Occupancy at issuance was 92% with in place rents of
approximately $7.29 psf. As of April 2012, the portfolio was 83.8%
occupied with average in place rents of approximately $7.03 psf.
The loan reached its final maturity in June 2012 and is expected
to transfer to special servicing imminently.  According to news
reports, Blackstone Group LP reached an agreement to take control
of the properties after having acquired significant portions of
the mezzanine debt.

The Sheraton Old San Juan loan is secured by the leasehold
interest in a full service hotel containing 240 rooms located in
San Juan, Puerto Rico.  Amenities for the hotel include a casino,
meeting space, full service restaurants, a swimming pool, and an
exercise room.  Performance lags the competition and is well below
the banker's expectations underwritten at issuance.  The loan
transferred to special servicing in November 2011.  The special
servicer is assessing various resolution strategies.

The Park Hyatt Beaver Creek loan is secured by a full serve hotel
containing 190 rooms located in Avon, Colorado (Vail).  The
performance is well below the banker's expectations underwritten
at issuance.  The loan transferred to special servicing in April
2012 for imminent maturity.

Fitch has upgraded the following classes and revised outlooks as
indicated:

  -- $276,478,550 class A-2 to 'AAAsf' from 'AAsf'; Outlook
     Stable;
  -- $80,308,000 class A-3 to 'AAAsf' from 'Asf'; Outlook Stable;
  -- $52,674,000 class B to 'AAAsf' from 'BBBsf'; Outlook Stable;
  -- $48,678,000 class C to 'Asf' from 'BBBsf'; Outlook to Stable;
  -- $31,839,000 class D to 'BBBsf' from 'BBsf'; Outlook to Stable
     from Negative;
  -- $28,756,000 class E to 'BBB-sf' from 'BBsf'; Outlook Stable
     from Negative;
  -- $28,756,000 class G to 'Bsf' from 'CCC'; Outlook Stable.

Fitch has affirmed the following classes and revised outlooks as
indicated:

  -- $28,756,000 class F at 'BBsf'; Outlook to Stable from
     Negative;
  -- $51,761,000 class H at 'CCC', RE 30%;
  -- $57,513,000 class J at 'D' RE 0%.

Classes A-1 and X-1 have paid in full.  Fitch does not rate
classes CGC, CPE, CQR-1, CQR-2, DMC-1, DMC-2, FBS-1, FBS-2, FTC-1,
FTC-2, HAR-1, HAR-2, HRH, HSS, INO, JHC, LCC, MVR, NOP-1, NOP-2,
NOP-3, OCS, ONA, OWS-1, OWS-2, PHO, SBG, SFO-1, SFO-2, SFO-3, SFO-
4, SFO-5, TSS-1, and TSS-2, UCP, VIS, and WHH.


MERRILL LYNCH: Moody's Cuts Rating on Cl. P Certificates to 'Ca'
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of three classes,
downgraded three classes and affirmed the ratings of 11 classes of
Merrill Lynch Mortgage Trust 2004-MKB1, Commercial Mortgage Pass-
Through Certificates, Series 2004-MKB1 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-1A, Affirmed at Aaa (sf); previously on Mar 9, 2011
Confirmed at Aaa (sf)

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

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

Cl. D, Upgraded to Aa1 (sf); previously on Jun 23, 2011 Upgraded
to Aa2 (sf)

Cl. E, Upgraded to Aa2 (sf); previously on Jun 23, 2011 Upgraded
to Aa3 (sf)

Cl. F, Upgraded to A1 (sf); previously on Jun 23, 2011 Upgraded to
A2 (sf)

Cl. G, Affirmed at Baa1 (sf); previously on Jun 23, 2011 Upgraded
to Baa1 (sf)

Cl. H, Affirmed at Baa3 (sf); previously on May 14, 2004
Definitive Rating Assigned Baa3 (sf)

Cl. J, Affirmed at Ba2 (sf); previously on Nov 4, 2010 Downgraded
to Ba2 (sf)

Cl. K, Affirmed at B1 (sf); previously on Nov 4, 2010 Downgraded
to B1 (sf)

Cl. L, Affirmed at B3 (sf); previously on Nov 4, 2010 Downgraded
to B3 (sf)

Cl. M, Downgraded to Caa2 (sf); previously on Nov 4, 2010
Downgraded to Caa1 (sf)

Cl. N, Downgraded to Caa3 (sf); previously on Jun 23, 2011
Upgraded to Caa2 (sf)

Cl. P, Downgraded to Ca (sf); previously on Jun 23, 2011 Upgraded
to Caa3 (sf)

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

Ratings Rationale

The upgrades are due to increased credit support from loan payoffs
and amortization. The pool has paid down by 59% since
securitization and 4.5% since Moody's prior review.

The downgrades are due to higher than expected 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 compared to 2.6% 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 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. Conduit CMBS 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 assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment 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 assessment
level, is incorporated for loans with similar credit assessments
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 assessments; 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 29 compared to 30 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 23, 2011.

Deal Performance

As of the June 15, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 59% to $405.9
million from $979.9 million at securitization. The Certificates
are collateralized by 49 mortgage loans ranging in size from less
than 1% to 6% of the pool, with the top ten loans representing 35%
of the pool. Seven loans, representing 27% of the pool, have
defeased and are secured by U.S. Government securities.

Presently, there are seven loans on the master servicer's
watchlist, representing 12% of the pool. 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 since securitization, of which four
have incurred actual losses, totaling $7.1 million. The average
loss severity is 16%. Currently, two loans are in special
servicing, representing 4% of the pool. Moody's has estimated a
$7.6 million loss (49% expected loss overall) from the specially
serviced loans.

Moody's identified three loans, representing 4% of the pool, with
a high probability of default and has estimated a $2.6 million
loss (30% expected loss overall) from these loans.

Moody's was provided with full year 2011 and 2010 operating
results for 95% and 100%, respectively, of the conduit pool.
Excluding defeased, specially serviced and troubled loans, Moody's
weighted average LTV is 83%, essentially the same as last Moody's
prior. Moody's net cash flow (NCF) 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 9.5%.

Excluding defeased, specially serviced and troubled loans, Moody's
actual and stressed DSCRs are 1.46X and 1.39X, respectively,
compared to 1.48X and 1.35X at last review. Moody's actual DSCR is
based on Moody's net cash flow 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 loans represent 14% of the pool. The largest loan is
the WestPoint Crossing Shopping Center Loan ($24.5 million -- 6%
of the pool), which is secured by a leasehold interest in a
241,000 square foot retail center consisting of 11 one-story
buildings located in Tucson, Arizona. The center is shadow-
anchored by Home Depot and Target. The largest in-line tenants are
Basha's Supermarket (23% of net rentable area (NRA); lease
expiration in February 2022), Ross Dress for Less (13% of the NRA;
lease expiration in January 2013 and Marshall's (12% of the NRA;
lease expiration in October 2017). As of January 2012, the
property was 99% leased compared to 97% at last review. Moody's
LTV and stressed DSCR are 85% and 1.18X, respectively, compared to
89% and 1.12X at last review.

The second largest loan is the GFS Marketplace Portfolio Loan
($17.8 million -- 4.4% of the pool), which is secured by 17
single-tenant retail properties with a total of 272,000 square
feet located in Ohio (6), Michigan (5) Indiana (4), and Illinois
(2). All the properties are leased to GFS Holdings, Inc.,
privately-owned Candian grocer/ foodservice distributor,through
September 2028. Moody's LTV and stressed DSCR are 48% and 2.14X,
respectively, compared to 50% and 2.06X at last review.

The third largest loan is the MHC Portfolio - Mariner's Cove Loan
($15.3 million -- 3.8% of the pool), which is secured by a 374-pad
manufactured housing community located in Millsboro, Delaware. As
of February 2012, the property was 98% leased compared to 97% at
last review. Moody's LTV and stressed DSCR are 65% and 1.41X,
respectively, compared to 67% and 1.37X at last review.


MORGAN STANLEY 2001-TOP5: Moody's Keeps Caa1 Rating on X-1 Certs
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of two classes and
affirmed four classes of Morgan Stanley Dean Witter Capital I
Trust 2001-TOP 5, Commercial Mortgage Pass-Through Certificates,
Series 2001-TOP5 as follows:

Cl. H, Upgraded to Baa2 (sf); previously on Dec 27, 2001 Assigned
Ba2 (sf)

Cl. J, Upgraded to Ba1 (sf); previously on Dec 27, 2001 Assigned
Ba3 (sf)

Cl. K, Affirmed at B1 (sf); previously on Dec 27, 2001 Assigned B1
(sf)

Cl. L, Affirmed at B2 (sf); previously on Dec 27, 2001 Assigned B2
(sf)

Cl. M, Affirmed at B3 (sf); previously on Dec 27, 2001 Assigned B3
(sf)

Cl. X-1, Affirmed at Caa1 (sf); previously on Feb 22, 2012
Downgraded to Caa1 (sf)

Ratings Rationale

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

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
17% of the current balance. At last review, Moody's cumulative
base expected loss was 3%. The current cumulative base expected
loss represents a higher percentage of the pool than at last
review because of significant paydowns since last review. However,
the dollar amount of expected loss has declined. At last review
Moody's cumulative expected loss was $12 million compared to $6
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 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 assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment 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 assessment
level, is incorporated for loans with similar credit assessments
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 assessments; 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 6 compared to 19 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 August 11, 2011.

Deal Performance

As of the June 15, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 97% to $35.9
million from $1.04 billion at securitization. Since the prior
review the balance has declined by 91%. The Certificates are
collateralized by ten mortgage loans ranging in size from less
than 1% to 22% of the pool, with the top ten non-defeased loans
representing 90% of the pool. One loan, representing 10% of the
pool, has defeased and is secured by U.S. Government securities.

There are no loans on the watchlist.

Eleven loans have been liquidated from the pool, resulting in an
aggregate realized loss of $3.5 million (8% loss severity
overall). Currently three loans, representing 35% of the pool, are
in special servicing. The three loans are either in foreclosure or
are real estate owned (REO) and secured by a mix of property
types. Moody's estimates an aggregate $6 million loss for the
specially serviced loans (47% expected loss on average).

Moody's was provided with full year 2011 operating results for
100% of the pool. Excluding specially serviced loans, Moody's
weighted average LTV is 46% compared to 67% at Moody's prior
review. Moody's net cash flow reflects a weighted average haircut
of 17% 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 1.46X and 2.61X, respectively, compared to 1.52X 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.

The top three performing loans represent 46% of the pool balance.
The largest performing loan is the Lake Forest Shopping Center
Loan ($7.9 million -- 22% of the pool), which is secured by a
112,600 square foot shopping center located in Lake Forest
California. The two largest tenants at the property are Ralphs
(39% of the NRA, lease expiration in 2015) and CVS (13% of the
NRA, lease expiration in 2016). As of December 2011, the property
was 96% leased compared to 98% at last review. Financial
performance has remained stable since last review and the loan
benefits from amortization. Moody's LTV and stressed DSCR are 54%
and 1.90X, respectively, compared to 55% and 1.86X at last review.

The second largest loan is the Schaefer Court II, Rotunda Court II
& III, Tokico Building Loan ($6.8 million -- 19% of the pool),
which is secured by three cross collateralized office properties
totalling 203,300 square feet and located in Dearborn Michigan.
Each building is leased to a single tenant, Ford, Ford Racing, and
Severstal respectively. Each tenant's lease is triple net and is
coterminous with the loan maturity in 2016. In addition, the loan
is fully amortizing and has paid down 57% since securitization. A
dark/lit analysis was done to address the term risk associated
with this loan due to its single tenancy. Moody's LTV and stressed
DSCR are 46% and 2.47X, respectively, compared to 45% and 2.54X at
last review.

The third largest loan is the Walgreens--Van Nuys Loan ($1.6
million -- 3.7% of the pool), which is secured by a 15,000 square
foot single tenant retail building leased to Walgreens. The
property is located in Van Nuys California. Walgreens' senior
unsecured rating is A3, and is on review for possible downgrade.
Property performance remains stable and the loan benefits from
amortization, as the property is fully amortizing and matures in
2021. Moody's LTV and stressed DSCR are 45% and 2.30X,
respectively, compared to 47% and 2.21X at last review.


MORGAN STANLEY 2002-TOP7: Fitch Affirms Csf Rating on $4.8MM Notes
------------------------------------------------------------------
Fitch Ratings has upgraded Morgan Stanley Dean Witter Capital I
Trust 2002-TOP7 (MSDW 2002-TOP7) commercial mortgage pass-through
certificates.

The rating upgrades are a result of increased credit enhancement
due to pay-down, minimal Fitch expected losses, and defeasance.
Fitch modeled losses of 7.8% of the remaining pool; expected
losses of the original pool are at 2.3%, including losses already
incurred to date.  Fitch has designated six loans (45.1%) as Fitch
Loans of Concern, which includes five specially serviced loans
(37.7%).

As of the May 2012 distribution date, the pool's certificate
balance has paid down 92.6% to $71.8 million from $969.4 million
at issuance.  Interest shortfalls are affecting classes L through
O with cumulative unpaid interest totaling $570,500. Two loans
(11.7%) are fully defeased.

The largest contributor to modeled losses is an 84,098 square foot
(sf) retail property (7.4%) located in Tucson, AZ.  Occupancy has
not been above 50% since the anchor tenant filed bankruptcy in
2009 and rejected the lease.  The loan is currently with the
master servicer after being modified by the special servicer in
August 2011.  The terms of the modification include a maturity
extension until November 2014 with interest-only payments for all
remaining months.

The second largest contributor to modeled losses is a 48,147 sf
retail property (3.6%) located in Northglenn, CO, approximately 10
miles north of Denver.  The asset was transferred to the special
server in November 2010 due to monetary default, and was acquired
through foreclosure in February 2012. Occupancy as of April 2012
was 19%.

Fitch has upgraded the following classes as indicated:

  -- $5.8 million class C to 'AAAsf' from 'AAsf'; Outlook Stable;
  -- $7.3 million class D at 'AAsf' from 'AA-sf'; Outlook Stable.

Fitch has affirmed the following classes and assigned Recovery
Estimates (RE) as indicated:

  -- $7.3 million class E at 'A+sf'; Outlook Stable;
  -- $12.1 million class F at 'A-sf'; Outlook Stable;
  -- $7.3 million class G at 'BBB+sf'; Outlook Stable;
  -- $10.9 million class H at 'BBsf'; Outlook Stable;
  -- $8.5 million class J at 'Bsf'; Outlook Negative;
  -- $7.3 million class K at 'CCsf'; RE 100%;
  -- $4.8 million class L at 'Csf'; RE 10%.

The class M and N remain at 'Dsf'; RE 0%.  Class O, which is not
rated by Fitch has been reduced to zero due to realized losses.
Class A-1, A-2, B, and X-2 have paid in full.


MORGAN STANLEY 2003-IQ4: Moody's Lowers Rating on L Certs. to 'C'
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 12 classes and
downgraded four classes of Morgan Stanley Capital I Inc.,
Commercial Mortgage Pass-Thru Certificates, Series 2003-IQ4 as
follows:

Cl. A-2, Affirmed at Aaa (sf); previously on Jun 17, 2003
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on May 8, 2006 Upgraded to
Aaa (sf)

Cl. C, Affirmed at A1 (sf); previously on Nov 13, 2007 Upgraded to
A1 (sf)

Cl. D, Affirmed at A2 (sf); previously on Nov 13, 2007 Upgraded to
A2 (sf)

Cl. E, Affirmed at Baa1 (sf); previously on Jun 17, 2003
Definitive Rating Assigned Baa1 (sf)

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

Cl. G, Affirmed at Ba2 (sf); previously on Nov 18, 2010 Downgraded
to Ba2 (sf)

Cl. H, Downgraded to B3 (sf); previously on Nov 18, 2010
Downgraded to B2 (sf)

Cl. J, Downgraded to Caa2 (sf); previously on Nov 18, 2010
Downgraded to Caa1 (sf)

Cl. K, Downgraded to Caa3 (sf); previously on Nov 18, 2010
Downgraded to Caa2 (sf)

Cl. L, Downgraded to C (sf); previously on Nov 18, 2010 Downgraded
to Caa3 (sf)

Cl. M, Affirmed at C (sf); previously on Nov 18, 2010 Downgraded
to C (sf)

Cl. N, Affirmed at C (sf); previously on Nov 18, 2010 Downgraded
to C (sf)

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

Cl. MM-A, Affirmed at Baa2 (sf); previously on Jul 9, 2009
Upgraded to Baa2 (sf)

Cl. MM-B, Affirmed at Baa3 (sf); previously on Jul 9, 2009
Upgraded to Baa3 (sf)

Ratings Rationale

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 downgrades are
due to realized and anticipated losses from specially serviced and
troubled loans.

Moody's rating action reflects a cumulative base expected loss of
4.7% of the current balance compared to 3.1% at last review. The
increase is attributable to higher forecast losses from specially
serviced loans. 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 assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
underlying credit assessment 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 assessments 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 assessments; 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 15, down from 16 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 June 15, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 31% to $498.9
million from $727.8 million at securitization. The Certificates
are collateralized by 86 mortgage loans ranging in size from less
than 1% to 13% of the pool, with the top ten loans, excluding
defeasance, representing 55% of the pool. Eight loans,
representing 12% of the pool, have defeased and are secured by
U.S. government securities. There are three loans with investment
grade credit assessments.

There are twenty-six loans, representing 30% of the pool, on the
master servicer's watchlist compared to twenty-five loans,
representing 15% 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 its ongoing monitoring of a
transaction, Moody's reviews the watchlist to assess which loans
have material issues that could impact performance.

Five loans have been liquidated from the pool since securitization
resulting in an aggregate realized loss totaling $2.1 million
(average loss severity of 10%). There are currently three loans,
representing 5% of the pool, in special servicing compared to four
loans, representing 4% of the pool, at last review. Moody's has
estimated an aggregate $11.7 million loss (48% expected loss) for
these three specially serviced loans.

Moody's has assumed a high default probability for five poorly
performing loans representing 7% of the pool and has estimated a
$5.9 million aggregate loss (17% expected loss based on a 50%
probability of default) from these troubled loans.

Moody's was provided with full year 2010 and full year 2011
operating results for 98% and 75% of the performing pool,
respectively. Excluding specially serviced and troubled loans,
Moody's weighted average conduit LTV is 67% compared to 75% at
last full review. Moody's net cash flow reflects a weighted
average haircut of 11.0% 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 conduit DSCRs are 1.70X and 1.92X, respectively,
compared to 1.56X and 1.69X, 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 largest loan with a credit assessment is the Mall at Millenia
Loan ($65.9 million -- 13.2%), which represents a 36%
participation interest in the senior component of a $183.1 million
mortgage loan. The loan is secured by the borrower's interest in a
1.1 million square foot (SF) high-end mall located in Orlando,
Florida. The mall is anchored by Bloomingdale's, Macy's and Neiman
Marcus. Property performance declined slightly between year-end
2010 and 2011 in concert with declining occupancy yet in-line
tenant sales remain strong. The property is 94% leased compared to
99% at last review. The property is also encumbered by a $15.0
million non-pooled junior loan that serves as the security for
non-pooled Classes MM-A and MM-B. Moody's current credit
assessment and stressed DSCR for the senior loan are Baa1 and
1.54X, respectively, compared to Baa1 and 1.52X at last review.
Moody's current credit assessment for the junior loan is Baa2 for
MM-A and Baa3 for MM-B, the same as at last review.

The second largest loan with a credit assessment is the Federal
Center Plaza Loan ($63.4 million -- 12.7%), which represents a 50%
participation interest in a $126.9 million mortgage loan. The loan
is secured by two adjacent Class B office buildings located in
Washington D.C. The buildings total 722,000 SF. General Services
Agency (GSA) is the largest tenant, occupying approximately 87% of
total SF under two leases expiring in August 2019 (38% of total
SF) and January 2013 (49% of total SF). The GSA has leased space
at the property since 1981 and has previously renewed leases on a
long-term basis in 1991, 1992, 2001 and 2009. At this juncture
however, the GSA lease renewal for 49% of total SF is uncertain,
therefore, Moody's valuation incorporates a stressed cash flow to
reflect potential leasing risk. Total property occupancy was 100%
as of December 2011 compared to 99% at last review. Moody's
current credit assessment and stressed DSCR are Baa3 and 1.38X,
respectively, compared to Baa3 and 1.46X at last review.

The third loan with a credit assessment is the Oakbrook Center
Loan ($20.6 million -- 4.1%), which represents a 10% participation
interest in a $206.5 million mortgage loan. The loan is secured by
a mixed-use property located west of Chicago in Oak Brook,
Illinois that consists of an open-air regional mall, three office
buildings and a ground lease to a hotel and a theater. The center
totals approximately 2.4 million SF, of which 1.6 million SF
serves as collateral for the loan. The mall is anchored by Macy's,
Lord & Taylor, Neiman Marcus, Nordstrom and Sears. Bloomingdale's
announced in January 2012 that it would close its 93,000 SF Home
Store, increasing near-term leasing uncertainty at this property.
In-line tenant occupancy was 91% as of December 2011 versus 93% at
last review. The loan matures October 2012 and New York Life and
Prudential have announced that they will provide a $425 million
fixed rate mortgage. Moody's current credit assessment and
stressed DSCR are Aa2 and 1.7X, respectively, compared to Aa2 and
1.8X at last review.

The top three performing conduit loans represent 15% of the pool
balance. The largest loan is the Katy Mills Loan ($51.9 million --
10.2% of the pool), which represents a 37% participation interest
in a $137.5 million mortgage loan. The loan is secured by the
borrower's interest in a 1.2 million SF outlet mall located near
Houston in Katy, Texas. The mall is anchored by Bass Pro Shops,
Burlington Coat Factory, Marshall's, and AMC Theaters. Total
property occupancy was 87% as of December 2011 compared to 85%
last review. Moody's LTV and stressed DSCR are 73% and 1.42X,
respectively, compared to 94% and 1.07X at last review.

The second largest loan is the Laurels Apartments Loan ($14.4
million -- 2.9%), which is secured by a 254-unit multi-family
property located in Gainesville, Florida. Property performance has
improved in each of the past three years. Total property occupancy
was 95% as of December 2011 compared with 96% as of December 2010.
Moody's LTV and stressed DSCR are 103% and 0.92X, respectively,
compared to 125% and 0.76X at last review.

The third largest loan is the Indian Creek Phase IV Loan ($11.2
million -- 2.2%), which is secured by a 248-unit multifamily
property located in Cincinnati Ohio. The property was 95% leased
as of December 2011 compared to 96% at last review. Property
performance has steadily increased over each of the past three
years. Moody's LTV and stressed DSCR are 49% and 2.10X,
respectively, compared to 52% and 1.97X at last review.


MORGAN STANLEY 2003-SD1: Moody's Cuts Rating on M-2 Tranche to B3
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 6
tranches, upgraded the ratings of 2 tranches, and confirmed the
ratings of 3 tranches from four RMBS transactions, backed by
scratch and dent loans, issued by Morgan Stanley.

Ratings Rationale

The actions are a result of the recent performance review of
Scratch and Dent pools 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 "US RMBS Surveillance Methodology for Scratch
and Dent" published in May 2011.

The rating action constitute two upgrades as well as six
downgrades. The upgrades are due to an increase in the available
credit enhancement. The downgrade is primarily due to
deteriorating collateral performance.

Moody's adjusts the methodologies noted above for Moody's current
view on loan modifications. As a result of an extension of the
Home Affordable Modification Program (HAMP) to 2013 and an
increased use of private modifications, Moody's is extending its
previous view that loan modifications will only occur through the
end of 2012. It is now assuming that the loan modifications will
continue at current levels until the end of 2013.

The above RMBS approach only applies to structures with at least
40 loans and a pool factor of greater than 5%. Moody's can
withdraw its rating when the pool factor drops below 5% and the
number of loans in the deal declines to 40 loans or lower. If,
however, a transaction has a specific structural feature, such as
a credit enhancement floor, that mitigates the risks of small pool
size, Moody's can choose to continue to rate the transaction.

When assigning the final ratings to the bonds, in addition to the
methodologies described above, Moody's considered the volatility
of the projected losses and timeline of the expected defaults.

The primary source of assumption uncertainty is the uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in April 2011 to 8.2% in May 2012. Moody's forecasts a
further drop to 7.8% for 2013. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

Complete rating actions are as follows:

Issuer: Morgan Stanley ABS Capital I Inc. Trust 2003-SD1

Cl. A-1, Upgraded to A3 (sf); previously on Apr 19, 2012 Baa1 (sf)
Placed Under Review for Possible Upgrade

Cl. A-2, Confirmed at Baa1 (sf); previously on Apr 19, 2012 Baa1
(sf) Placed Under Review for Possible Upgrade

Issuer: Morgan Stanley ABS Capital I Inc. Trust 2004-SD1

Cl. A, Downgraded to A3 (sf); previously on May 20, 2011
Downgraded to A1 (sf)

Cl. M-1, Downgraded to Baa3 (sf); previously on May 20, 2011
Downgraded to Baa1 (sf)

Cl. M-2, Downgraded to B2 (sf); previously on Apr 19, 2012 Ba2
(sf) Placed Under Review for Possible Downgrade

Issuer: Morgan Stanley ABS Capital I Inc. Trust 2004-SD2

Cl. A, Downgraded to A2 (sf); previously on Apr 19, 2012 Aa1 (sf)
Placed Under Review for Possible Downgrade

Cl. M-1, Downgraded to Baa3 (sf); previously on Apr 19, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. M-2, Downgraded to B3 (sf); previously on Apr 19, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. B-1, Confirmed at Caa2 (sf); previously on Apr 19, 2012 Caa2
(sf) Placed Under Review for Possible Downgrade

Issuer: Morgan Stanley ABS Capital I Inc. Trust 2004-SD3

Cl. M-1, Upgraded to Baa1 (sf); previously on May 20, 2011
Downgraded to Baa3 (sf)

Cl. M-2, Confirmed at B3 (sf); previously on Apr 19, 2012 B3 (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_SF289462

A list of updated estimated pool losses and sensitivity analysis
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_SF247004


MORGAN STANLEY 2005-RR6: Losses Cues Fitch to Cut Ratings
---------------------------------------------------------
Fitch Ratings has downgraded three and affirmed 13 classes issued
by Morgan Stanley Capital I 2005-RR6 (MSCI 2005-RR6).  The
affirmations to the senior notes are a result of principal
amortization offsetting the negative credit migration of the
underlying collateral.  The downgrades are a result of increased
principal losses on the underlying portfolio.

Since Fitch's last rating action in July 2011, approximately 21.3%
of the collateral has been downgraded and 7% has been upgraded.
Currently, 51.7% of the portfolio has a Fitch derived rating below
investment grade and 41.2% has a rating in the 'CCC' rating
category or lower, compared to 38.5% and 23%, respectively, at
last rating action.  Over this period, the class A-2 notes have
been paid in full and the class A-3 notes have received $33.9
million in paydowns.  As of the May 24, 2012 trustee report, the
underlying collateral has experienced $15 million in losses since
issuance; an increase from $8.8 million at the last rating action.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model (PCM) for projecting future default
levels for the underlying portfolio.  The Rating Loss Rates (RLR)
were then compared to the credit enhancement of the classes.
Fitch also analyzed the structure's sensitivity to the assets that
are distressed, experiencing interest shortfalls, and those with
near-term maturities.  Based on this analysis, the credit
enhancement for the class A-3 notes is consistent with the current
rating of the notes.

For the classes A-J through K notes, Fitch analyzed the class'
sensitivity to the default of the distressed assets ('CCC' and
below). Given the high probability of default of the underlying
assets and the expected limited recovery prospects upon default,
the class A-J have been affirmed at 'CCCsf', indicating that
default is possible.  Similarly, the class B notes have been
downgraded and the class C through K notes affirmed at 'Csf',
indicating that default is inevitable.

The class L notes have experienced principal losses of
approximately 61.9% of their original balance while the class M
and N notes have experienced complete principal losses.  Thus, the
class L notes have been downgraded and the class M and N notes
affirmed at 'Dsf'.

The Negative Outlook on the class A-3 notes reflects Fitch's
expectation that underlying commercial mortgage backed security
(CMBS) loans will continue to face refinance risk at maturity.
Fitch does not assign Outlooks to classes rated 'CCC' and below.

MSCI 2005-RR6 is a static collateralized debt obligation (CDO)
that closed on Oct. 15, 2005. The current portfolio consists of 57
bonds from 38 CMBS transactions of which 88% were issued in 2002
and earlier and 12% were issued between 2003 and 2005.

Fitch has taken the following action as indicated:

  -- $48,085,393 class A-3-FL notes affirmed at 'BBB-sf'; Outlook
     Negative;
  -- $88,598,139 class A-3-FX notes affirmed at 'BBB-sf'; Outlook
     Negative;
  -- $50,061,000 class A-J notes affirmed at 'CCCsf';
  -- $27,498,000 class B notes downgraded to 'Csf' from 'CCsf';
  -- $14,102,000 class C notes affirmed at 'Csf';
  -- $2,115,000 class D notes affirmed at 'Csf';
  -- $8,461,000 class E notes affirmed at 'Csf';
  -- $4,231,000 class F notes affirmed at 'Csf';
  -- $6,346,000 class G notes affirmed at 'Csf';
  -- $7,050,000 class H notes affirmed at 'Csf';
  -- $2,821,000 class J notes affirmed at 'Csf';
  -- $2,820,000 class K notes affirmed at 'Csf';
  -- $537,256 class L notes downgraded to 'Dsf' from 'Csf';
  -- Class M notes affirmed at 'Dsf';
  -- Class N notes affirmed at 'Dsf'.


MORGAN STANLEY 2005-RR6: Moody's Cuts Ratings on 5 Classes to 'C'
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of nine
classes of Certificates issued by Morgan Stanley Capital I Inc.
2005-RR6 due to deterioration in the underlying collateral as
evidenced by the increase in the weighted average rating factor
(WARF) and decrease in the weighted average recovery rate (WARR).
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.

Cl. A-3FX, Downgraded to Aa2 (sf); previously on Aug 3, 2011
Downgraded to Aa1 (sf)

Cl. A-3FL, Downgraded to Aa2 (sf); previously on Aug 3, 2011
Downgraded to Aa1 (sf)

Cl. A-J, Downgraded to Caa2 (sf); previously on Aug 3, 2011
Downgraded to B3 (sf)

Cl. B, Downgraded to C (sf); previously on Oct 7, 2010 Downgraded
to Caa3 (sf)

Cl. C, Downgraded to C (sf); previously on Oct 7, 2010 Downgraded
to Ca (sf)

Cl. D, Downgraded to C (sf); previously on Oct 7, 2010 Downgraded
to Ca (sf)

Cl. E, Downgraded to C (sf); previously on Oct 7, 2010 Downgraded
to Ca (sf)

Cl. F, Downgraded to C (sf); previously on Oct 7, 2010 Downgraded
to Ca (sf)

Cl. G, Affirmed at C (sf); previously on Oct 7, 2010 Downgraded to
C (sf)

Cl. H, Affirmed at C (sf); previously on Oct 7, 2010 Downgraded to
C (sf)

Cl. J, Affirmed at C (sf); previously on Oct 7, 2010 Downgraded to
C (sf)

Cl. K, Affirmed at C (sf); previously on Oct 7, 2010 Downgraded to
C (sf)

Cl. L, Affirmed at C (sf); previously on Oct 7, 2010 Downgraded to
C (sf)

Cl. X, Downgraded to Caa1 (sf); previously on Feb 22, 2012
Downgraded to B2 (sf)

Ratings Rationale

Morgan Stanley Capital I Inc. 2005-RR6 is a static cash CRE CDO
transaction backed by a portfolio of commercial mortgage backed
securities (CMBS) (100.0% of the pool balance). As of the May 24,
2012 Trustee report, the aggregate Certificate balance of the
transaction, has decreased to $564.1 million from $262.7 million
at issuance, with the paydown currently directed to the Class A3FX
and Class A3FL Certificates. Class M and Class N have experienced
full realized losses.

Moody's has identified the following parameters as key indicators
of the expected loss within CRE CDO transactions: WARF, weighted
average life (WAL), 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 assessments 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 3,939 compared to 2,779 at last review. The
current distribution of Moody's rated collateral and assessments
for non-Moody's rated collateral is as follows: Aaa-Aa3 (23.5%
compared to 34.3% at last review), A1-A3 (18.4% compared to 17.6%
at last review), Baa1-Baa3 (1.3% compared to 1.0% at last review),
Ba1-Ba3 (2.9% compared to 8.3% at last review), B1-B3 (12.8%
compared to 14.7% at last review), and Caa1-C (41.1% compared to
24.2% 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 2.1 years compared
to 2.2 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 fixed WARR of
20.1% compared to 26.4% 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 3.0% compared to 2.5% 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.

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 for Moody's rated collateral and assessments for non-
Moody's rated collateral; 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.

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. Rated notes are particularly sensitive to
changes in recovery rate assumptions. Holding all other key
parameters static, changing the recovery rate assumption down from
20.1% to 15.1% or up to 25.1% would result in average rating
movement on the rated tranches of 0 to 3 notches 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, "Moody's Approach to Rating
Commercial Real Estate CDOs" published in July 2011, and "Moody's
Approach to Rating Structured Finance Interest-Only Securities"
published in February 2012.


MORGAN STANLEY 2006-XLF: Fitch Cuts Rating on $6.8MM Notes to Bsf
-----------------------------------------------------------------
Fitch Ratings downgrades one class of Morgan Stanley Capital I
Inc. commercial mortgage pass-through certificates, series 2006-
XLF as the result of an increase in Fitch's base case loss
expectation of 13.2% compared to 7.2% at last review.

The transaction is collateralized by two loans: one hotel (85.3%)
with an amended final maturity in 2015 and one cooperative housing
development (14.7%) with an amended final maturity in July 2012.

The ResortQuest Kauai, interest only loan is collateralized by a
311 room full service hotel located on a fee-simple beach front
parcel of land in the city of Kapaa, along the east coast of
Kauai, HI.  The loan transferred to the special servicer January
2009 due to imminent default.  The property was sold in October
2010 and the note assumed for $38 million, which resulted in a
$5.2 million realized loss to the N-RQK non pooled rake bond.  The
loan was modified with a 2015 maturity and the establishment of
cap ex and debt service reserves, and the property was re-flagged
as a Courtyard Marriott.  The property's performance has declined
significantly since issuance and current operations do not cover
the debt.  The current borrower has been coming out of pocket for
debt service and the loan remains current on its modified terms.

As of the trailing 12-month April 2012 STR Report, occupancy, ADR
and RevPAR were 49.9%, $96 and $48, respectively, compared to the
underwriter's stabilized estimates of 81.1%, $165 and $134.
However, this represents a slight improvement from performance as
of the April 2011 STR Report, when occupancy, ADR and RevPAR were
37.2%, $98 and $37, respectively.  The property was recently
damaged by excessive rainfall, however, repairs have been
completed and per the special servicer, the loan will be returned
to the master servicer in the next several months.

The Lafayette Estates is collateralized by the 900 unit Lafayette
Morrison affordable housing property located in the Soundview
section of the Bronx, NY.  The units have been converting into
individually owned cooperative units.  In 2009 the Lafayette
Boynton property was released resulting in significant paydown to
the loan.  The loan is currently being paid as units are sold
which results in monthly curtailments between approximately
$100,000 to almost $2 million. As of April 2012, there were 681
unsold units, compared to 701 at Fitch's last review.

Fitch downgrades the following pooled certificate:

  -- $6.8 million class K to 'Bsf' from 'BBsf'; Outlook Negative.

Fitch affirms the ratings on the following pooled certificates:

  -- $4.7 million class H at 'Asf'; Outlook Stable;
  -- $23.3 million class J at 'BBBsf'; Outlook Stable;
  -- $5.1 million class L at 'Dsf; RE 0.

Fitch affirms the ratings on the following non-pooled component
certificates:

  -- $2.5 million class N-LAF at 'BBBsf'; Outlook Stable;
  -- $1.8 million class O-LAF at 'BBB-sf'; Outlook Stable;
  -- $4 million class N-RQK at 'Dsf'; RE 0.

Classes A-1 through G and N-SDF have been paid in full.  The
ratings of interest only classes X-1 and X-2 had previously been
withdrawn.  Class M, currently rated 'Dsf'; RE 0%, has been
reduced to zero due to realized losses.


N-45 FIRST: Fitch Raises Rating on C$3.7-Mil. Bonds From 'BB+sf'
----------------------------------------------------------------
Fitch Ratings has upgraded two classes and affirmed three classes
of N-45 First CMBS Issuer Corporation, series 2003-3 commercial
mortgage pay-through bonds.

The upgrades are a result of additional principal paydown from the
payoff of the Fifth Avenue Place loan, as well as continued stable
occupancy and cash flow on the remaining loan, which is secured by
Place Bell.  The Stable Outlooks reflect the likely direction of
any changes to the ratings over the next one to two years.

Place Bell, located in Ottawa, Canada, consists of a one million-
square foot (sf) class A office building built in 1971 and
renovated in the late 1990s.  The Place Bell loan is full recourse
to the sponsor, H & R REIT.  The largest tenant, Bell Canada
(rated investment grade), is Canada's largest telephone and
telecommunications company.  The tenant represents approximately
46% of the net rentable area (NRA) and is on a long-term lease
until 2022.  Other major tenants include Public Works and
Government Services Canada, which leases 21.6%% of the space
through 2016 and 2017, and Gowlings, which leases 13.8% of the
space through 2016.

As of May 2012, Place Bell remained 99% occupied.  There are
limited lease expirations through the loan's Dec. 1, 2012 maturity
date.  The next significant rollover concentration, representing
approximately 18% of the space, occurs in 2016.

As of year-end (YE) 2011, the Fitch adjusted debt service coverage
ratio (DSCR) for the Place Bell loan was 1.50x, compared with
1.55x at the previous review and 1.36x at issuance.  The stressed
cash flow was calculated using a higher vacancy stress to account
for the tenant concentration, as well as the upcoming loan
maturity.  The DSCR was calculated using the stressed cash flow,
and a stressed debt service amount calculated using a hypothetical
mortgage constant.

As of the June 2011 distribution date, the pool's aggregate
certificate balance has paid down approximately 71.7% to C$129.9
million from C$462.4 million at issuance.

Fitch has upgraded the following classes:

  -- C$31.4 million class D to 'Asf' from 'BBBsf''; Outlook
     Stable;
  -- C$3.7 million class E to 'BBBsf'' from 'BB+sf'; Outlook
     Stable.

Additionally, Fitch has affirmed the following classes:

  -- C$15.7 million class A-2 at 'AAAsf'; Outlook Stable;
  -- C$47.6 million class B at 'AAAsf'; Outlook Stable;
  -- C$31.4 million class C at 'AAAsf'; Outlook Stable.

Class A-1 has repaid in full, and the interest-only class IO was
previously withdrawn.


NAVIGATOR CDO: Moody's Lifts Rating on US$15-Mil. Notes From Ba1
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Navigator CDO 2003, Ltd.:

U.S. $15,000,000 Class D Floating Rate Junior Subordinate Notes
Due 2015, Upgraded to Baa3 (sf); previously on December 21, 2011
Upgraded to Ba1 (sf);

U.S. $4,000,000 Class Q-3 Notes Due 2015 (current rated balance of
$937,246.25), Upgraded to Aaa (sf); previously on December 21,
2011 Upgraded to Aa3 (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes are
primarily a result of deleveraging of the senior notes and an
increase in the transaction's overcollateralization ratios since
the rating action in December 2011. Moody's notes that the Class A
Notes have been fully paid down and the Class B Notes have been
paid down by approximately 95% or $24.6 million since the last
rating action. Based on the latest trustee report dated June 3,
2012, the Class B, Class C, and Class D overcollateralization
ratios are reported at 3721.5%, 197.8% and 126.0%, respectively,
versus December 2011 levels of 279.0%, 149.2%, and 116.6%,
respectively.

Notwithstanding the benefits of the deleveraging, Moody's notes
that the credit quality of the underlying portfolio has
deteriorated since the last rating action. Based on the June 2012
trustee report, the weighted average rating factor is currently
3565 compared to 2771 in December 2011.

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 $53.8 million, no
defaulted par, a weighted average default probability of 16.53%
(implying a WARF of 3627), a weighted average recovery rate upon
default of 49.56%, and a diversity score of 22. 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.

Navigator CDO 2003, Ltd., issued in December 2003, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

The methodologies used in this rating were "Moody's Approach to
Rating Collateralized Loan Obligations" published in June 2011,
and "Using the Structured Note Methodology to Rate CDO Combo-
Notes" published in February 2004.

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.

For securities whose default probabilities are assessed through
credit estimates ("CEs"), Moody's applied additional default
probability stresses. For each CE where the related exposure
constitutes more than 3% of the collateral pool, Moody's applied a
2-notch equivalent assumed downgrade (but only on the CEs
representing in aggregate the largest 30% of the pool) as
described in Moody's Ratings Implementation Guidance "Updated
Approach to the Usage of Credit Estimates in Rated Transactions",
October 2009.

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% (2902)

Class B: 0
Class C: 0
Class D: +2
Class Q-3: 0

Moody's Adjusted WARF + 20% (4352)

Class B: 0
Class C: 0
Class D: -1
Class Q-3: 0

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
2015, 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) Deleveraging: The main source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will continue 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) 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.

3) Reliance on principal proceeds to pay Class D Notes' interest:
The Class D Notes are receiving at least a part of their interest
from principal proceeds, which increases the risk of interest
deferrals if principal proceeds are not available to pay interest
on the notes.


PACIFIC COAST: Fitch Affirms Junk Rating on Two Note Classes
------------------------------------------------------------
Fitch Ratings has affirmed two classes of notes issued by Pacific
Coast CDO, Ltd./Inc. as follows:

  -- $49,525,806 class A notes at 'CCCsf';
  -- $96,000,000 class B notes at 'Csf'.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Structured Finance Portfolio Credit Model (SF PCM) for
projecting future default levels for the underlying portfolio.
These default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis'.  Fitch also
considered additional qualitative factors into its analysis to
conclude the rating actions for the rated notes.

Since Fitch's last rating action in June 2011, the credit quality
of the underlying collateral has remained relatively stable, with
approximately 15.6% of the portfolio downgraded a weighted average
of 5.1 notches and 17.1% of the portfolio upgraded a weighted
average of 2.2 notches.  Approximately 68.8% of the current
portfolio has a Fitch derived rating below investment grade and
58.3% has a rating in the 'CCC' rating category or lower, compared
to 79.3% and 51.4% respectively, at last review.

The affirmation of the class A notes is due to the amortization of
approximately $22.9 million, or 31.7% of the note's previous
balance, increasing credit enhancement levels to withstand the
potential for future portfolio concentration and interest rate
sensitivity of the notes.  The amortization of the notes has
resulted in marginally improved performance in some scenarios of
Fitch's cash flow model; however, the performance is significantly
more volatile in scenarios where interest rates rise.  This is due
to the mismatch of 77% of the portfolio paying a fixed rate, the
CDO liabilities paying a floating rate, and the absence of an
interest rate swap that expired in October 2010.  The notes are
expected to be outstanding for a considerable amount of time, and
it is uncertain as to whether interest rates will rise in this
time frame.  Additionally, robust interest collections from the
underlying collateral are expected to decrease in the future due
to portfolio concentration resulting in adverse selection.

Breakeven levels for the class B notes were below SF PCM's 'CCC'
default level, the lowest level of defaults projected by SF PCM.
For this class, Fitch compared the credit enhancement level to the
expected losses from the distressed and defaulted assets in the
portfolio (rated 'CCsf' or lower).  This comparison indicates that
default continues to appear inevitable for the class B notes at or
prior to maturity.

Pacific Coast is a structured finance collateralized debt
obligation (SF CDO) that closed on Sept. 5, 2001 and is monitored
by Pacific Investment Management Company.  The portfolio is
composed of residential mortgage-backed securities (41.5%),
commercial and consumer asset-backed securities (23.4%), corporate
debt (13.8%), SF CDOs (12.1%), and commercial mortgage-backed
securities (9.2%) from primarily 1997 through 2004 vintage
transactions.


PPM AMERICA: Fitch Affirms Junk Rating on $13.3-Mil. Class C Notes
------------------------------------------------------------------
Fitch Ratings has affirmed one class of notes issued by PPM
America High Grade CBO I, Ltd./Corp. (PPM HG I) as follows:

  -- $13,368,447 class C notes at 'Csf', RE 45%.

The affirmation is indicative of insufficient collateral and
principal proceeds remaining to repay the rated balance of the
notes at maturity.  Only one asset remains in the portfolio ($10
million par, rated 'BBB-' by Fitch).

Fitch considered the credit quality of the remaining obligor and
its default probability through the asset's maturity date in
August 2012.  Principal proceeds are expected to be applied under
the terms of the waterfall as a pro rata payment between the class
C notes and the class A-3 participating notes, which were not
rated by Fitch.  Fitch expects class C to receive 60% of the
remaining principal proceeds under this pro rata payment.  Default
remains inevitable since this pro rata share will be less than the
class C note's rated balance of almost $13.4 million.

This review was conducted under the framework described in the
reports 'Global Structured Finance Rating Criteria' and 'Global
Rating Criteria for Corporate CDOs'.  Fitch did not utilize the
Portfolio Credit Model (PCM) or a cash flow model in this analysis
due to the single obligor in the portfolio and the short remaining
term to the asset's maturity.

PPM HG I is a collateralized bond obligation (CBO) managed by PPM
America, Inc. that closed Dec. 19, 2000.  The remaining portfolio
is composed of one investment grade corporate bond. Payments are
made semi-annually in January and July, and the reinvestment
period ended in January 2005.


SECURITY NAT'L: Moody's Cuts Rating on Cl. AF-3 Tranche to 'Caa2'
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 3
tranches, upgraded the rating of 1 tranche, and confirmed the
ratings of 5 tranches from six RMBS transactions, backed by
scratch and dent loans, issued by Security National.

Ratings Rationale

The actions are a result of the recent performance review of
scratch and dent pools 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 "US RMBS Surveillance Methodology for Scratch
and Dent" published in May 2011.

The rating action constitute of one upgrade as well as three
downgrades. The upgrades are due to an increase in the available
credit enhancement mainly due to paydown. The downgrade is
primarily due to deteriorating collateral performance.

Moody's adjusts the methodologies noted above for Moody's current
view on loan modifications. As a result of an extension of the
Home Affordable Modification Program (HAMP) to 2013 and an
increased use of private modifications, Moody's is extending its
previous view that loan modifications will only occur through the
end of 2012. It is now assuming that the loan modifications will
continue at current levels until the end of 2013.

The above RMBS approach only applies to structures with at least
40 loans and a pool factor of greater than 5%. Moody's can
withdraw its rating when the pool factor drops below 5% and the
number of loans in the deal declines to 40 loans or lower. If,
however, a transaction has a specific structural feature, such as
a credit enhancement floor, that mitigates the risks of small pool
size, Moody's can choose to continue to rate the transaction.

When assigning the final ratings to the bonds, in addition to the
methodologies described above, Moody's considered the volatility
of the projected losses and timeline of the expected defaults.

The primary source of assumption uncertainty is the uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in April 2011 to 8.2% in May 2012. Moody's forecasts a
further drop to 7.8% for 2013. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

Complete rating actions are as follows:

Issuer: Security National Mortgage Loan Trust 2004-1

Cl. AF-3, Downgraded to Caa2 (sf); previously on Apr 19, 2012 B2
(sf) Placed Under Review for Possible Downgrade

Issuer: Security National Mortgage Loan Trust 2004-2

Cl. AV, Confirmed at Ba3 (sf); previously on Apr 19, 2012 Ba3 (sf)
Placed Under Review for Possible Upgrade

Issuer: Security National Mortgage Loan Trust 2005-1

Cl. AF-1, Confirmed at Aa2 (sf); previously on Apr 19, 2012 Aa2
(sf) Placed Under Review for Possible Downgrade

Cl. AF-2, Confirmed at A3 (sf); previously on Apr 19, 2012 A3 (sf)
Placed Under Review for Possible Downgrade

Cl. AV, Downgraded to Baa1 (sf); previously on Apr 19, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. M-2, Upgraded to Caa3 (sf); previously on May 20, 2011
Downgraded to Ca (sf)

Issuer: Security National Mortgage Loan Trust 2006-2

Cl. A-3, Downgraded to B3 (sf); previously on Apr 19, 2012 B1 (sf)
Placed Under Review for Possible Downgrade

Issuer: Security National Mortgage Loan Trust 2006-3

Cl. A-1, Confirmed at Baa3 (sf); previously on Apr 19, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Issuer: Security National Mortgage Loan Trust 2007-1

Cl. 1-A2, Confirmed at A3 (sf); previously on Apr 19, 2012 A3 (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_SF289457

A list of updated estimated pool losses and sensitivity analysis
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_SF247004


SEQUOIA MORTGAGE: Fitch To Rate $1.4-Mil. Certificate 'BBsf'
------------------------------------------------------------
Fitch's stress and rating sensitivity analysis are discussed in
the presale report titled 'Sequoia Mortgage Trust 2012-3', dated
June 19, 2012.

Fitch expects to assign the following ratings:

  -- $172,158,000 class A-1 certificate 'AAAsf'; Outlook Stable;
  -- $100,000,000 class A-2 certificate 'AAAsf'; Outlook Stable;
  -- $272,158,000 class A-IO1 notional certificate 'AAAsf';
     Outlook Stable;
  -- $100,000,000 class A-IO2 notional certificate 'AAAsf';
     Outlook Stable;
  -- $9,248,000 class B-1 certificate 'AAsf'; Outlook Stable;
  -- $5,137,000 class B-2 certificate 'Asf'; Outlook Stable;
  -- $2,496,000 class B-3 certificate 'BBBsf'; Outlook Stable;
  -- $1,468,000 non-offered class B-4 certificate 'BBsf'; Outlook
     Stable.

The non-offered class B-5 certificate will not be rated.


TRUMAN CAPITAL: Moody's Lowers Rating on Cl. M-2 Tranche to 'Ca'
----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 1 tranche,
upgraded the ratings of 2 tranches, and confirmed the ratings of 2
tranches from three RMBS transactions, backed by scratch and dent
loans, issued by Truman Capital.

Ratings Rationale

The actions are a result of the recent performance review of
scratch and dent pools 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 "US RMBS Surveillance Methodology for Scratch
and Dent" published in May 2011.

The rating action constitute two upgrades and one downgrade. The
upgrades are due to an increase in the available credit
enhancement since the senior most class receives all principal
distribution because these transactions are failing performance
triggers. The downgrade is primarily due to deteriorating
collateral performance.

Moody's adjusts the methodologies noted above for Moody's current
view on loan modifications. As a result of an extension of the
Home Affordable Modification Program (HAMP) to 2013 and an
increased use of private modifications, Moody's is extending its
previous view that loan modifications will only occur through the
end of 2012. It is now assuming that the loan modifications will
continue at current levels until the end of 2013.

The above RMBS approach only applies to structures with at least
40 loans and a pool factor of greater than 5%. Moody's can
withdraw its rating when the pool factor drops below 5% and the
number of loans in the deal declines to 40 loans or lower. If,
however, a transaction has a specific structural feature, such as
a credit enhancement floor, that mitigates the risks of small pool
size, Moody's can choose to continue to rate the transaction.

When assigning the final ratings to the bonds, in addition to the
methodologies described above, Moody's considered the volatility
of the projected losses and timeline of the expected defaults.

The primary source of assumption uncertainty is the uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in April 2011 to 8.2% in May 2012. Moody's forecasts a
further drop to 7.8% for 2013. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

Complete rating actions are as follows:

Issuer: Truman Capital Mortgage Loan Trust 2002-1

Cl. M-2, Confirmed at Caa3 (sf); previously on Apr 19, 2012 Caa3
(sf) Placed Under Review for Possible Upgrade

Issuer: Truman Capital Mortgage Loan Trust 2002-2

Cl. M-1, Confirmed at A3 (sf); previously on Apr 19, 2012 A3 (sf)
Placed Under Review for Possible Upgrade

Cl. M-2, Downgraded to Ca (sf); previously on Apr 19, 2012 Caa3
(sf) Placed Under Review for Possible Downgrade

Issuer: Truman Capital Mortgage Loan Trust 2004-1

Cl. M-1, Upgraded to A2 (sf); previously on Apr 19, 2012 Baa1 (sf)
Placed Under Review for Possible Upgrade

Cl. M-2, Upgraded to B3 (sf); previously on Apr 19, 2012 Caa3 (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_SF289229

A list of updated estimated pool losses and sensitivity analysis
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_SF247004


VERMEER FUNDING: Fitch Affirms Junk Rating on Three Note Classes
----------------------------------------------------------------
Fitch Ratings has upgraded one and affirmed three classes of notes
issued by Vermeer Funding, Ltd./Inc. as follows:

  -- $12,000,090 Class A-1 Notes upgraded to 'BBBsf' from 'Bsf';
     Outlook Stable;
  -- $38,500,000 Class A-2 Notes affirmed at 'CCsf';
  -- $37,625,000 Class B Notes affirmed at 'Csf';
  -- $16,574,167 Class C Notes affirmed at 'Csf'.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Structured Finance Portfolio Credit Model (SF PCM) for
projecting future default levels for the underlying portfolio.
These default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis in CDOs'.
Fitch also considered additional qualitative factors in its
analysis to conclude the rating affirmations for the rated notes.

The upgrade for the class A-1 notes is due to the amortization of
the notes increasing credit enhancement which has more than offset
the deterioration of the underlying portfolio.  Since Fitch's last
review in June 2011, the notes have received approximately $14.0
million, or 53.8%, of its previous outstanding balance from
interest and principal proceeds.  A portion of the paydowns were
due to excess spread as a result of the failing class A/B
overcollateralization test, and Fitch expects the notes to
continue benefitting from this until the class is paid in full.
Although the notes are passing at ratings higher than 'BBBsf'
based on the cash flow modeling results, potential concentration
risk and adverse selection remain a concern as the portfolio
continues to amortize.

Fitch maintains the Stable Outlook on the class A-1 notes to
reflect the cushion in the modeling results and the notes' ability
to withstand potential further deterioration in the underlying
portfolio.

Given the high probability of default for distressed underlying
assets (rated 'CCsf' and below) and the expected limited recovery
prospects, the class A-2 notes have been affirmed at 'CCsf',
indicating that default is probable for the notes.  Similarly, the
class B and C notes have been affirmed at 'Csf', indicating that
default appears inevitable.

Vermeer Funding is a cash flow collateralized debt obligation
(CDO) that closed on April 13, 2004 and is monitored by Rabobank
International.  The portfolio is composed of residential mortgage
backed securities (53.6%), commercial and consumer asset backed
securities (17.9%), corporate debt (13.4%), corporate CDOs
(10.3%), and commercial mortgage backed securities (4.9%), from
2002 through 2004 vintage transactions.


WACHOVIA BANK 2007-C31: Moody's Keeps 'C' Ratings on 13 Certs.
--------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 26 classes of
Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-
Through Certificates, Series 2007-C31 as follows:

Cl. A-2, Affirmed at Aaa (sf); previously on May 29, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on May 29, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-PB, Affirmed at Aaa (sf); previously on May 29, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aa2 (sf); previously on Dec 2, 2010
Downgraded to Aa2 (sf)

Cl. A-5, Affirmed at Aa2 (sf); previously on Dec 2, 2010
Downgraded to Aa2 (sf)

Cl. A-5FL, Affirmed at Aa2 (sf); previously on Dec 2, 2010
Downgraded to Aa2 (sf)

Cl. A-1A, Affirmed at Aa2 (sf); previously on Dec 2, 2010
Downgraded to Aa2 (sf)

Cl. A-M, Affirmed at Baa2 (sf); previously on Dec 2, 2010
Downgraded to Baa2 (sf)

Cl. A-J, Affirmed at B2 (sf); previously on Dec 2, 2010 Downgraded
to B2 (sf)

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

Cl. C, Affirmed at Caa3 (sf); previously on Dec 2, 2010 Downgraded
to Caa3 (sf)

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

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

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

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

Cl. H, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. J, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. K, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. L, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. M, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. N, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. O, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. P, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. Q, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. S, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (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 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
13.0% of the current balance. At last review, Moody's cumulative
base expected loss was 12.1%. Realized losses have increased from
0.4% of the original balance to 1.0% 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 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 assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment 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 assessment
level, is incorporated for loans with similar credit assessments
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 assessments; 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 32 compared to 34 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 August 25, 2011.

Deal Performance

As of the May 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 9% to $5.32 billion
from $5.85 billion at securitization. The Certificates are
collateralized by 163 mortgage loans ranging in size from less
than 1% to 10% of the pool, with the top ten loans representing
46% of the pool. The pool contains one loan with an investment
grade credit assessment, representing 3% of the pool.

Forty-three loans, representing 44% 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.

Thirteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $59.1 million (47% loss severity on
average). Currently 26 loans, representing 17% of the pool, are in
special servicing. The largest specially serviced loan is the
Beacon D.C. & Seattle Pool ($283.6 million -- 5.3% of the pool).
The loan was transferred to special servicing in April 2010 for
imminent default. In December 2010, the loan has was modified and
the loan is current. The modification includes a five-year
extension and a coupon reduction along with an unpaid interest
accrual feature and a waiver of the yield maintenance period in
order to permit property sales. Six properties have been
liquidated from the portfolio which is now secured by 14 office
properties located in Washington, Virginia and Washington, DC. The
portfolio now totals seven million square feet (SF) and is
expected to return to the master servicer shortly.

The second largest specially serviced loan is the Peter Cooper
Village/Stuyvesant Town Loan ($247.7 million -- 4.7% of the total
pool), which represents a pari-passu interest in a $3.0 billion
first mortgage loan spread among five separate CMBS deals. There
is also a $1.4 billion in mezzanine debt secured by the borrower's
interest. The loan is secured by two adjacent multifamily
apartment complexes with 11,229 units located on the east side of
Manhattan. The loan transferred to special servicing in November
2009 after the Appellate Division, First Department, reversed an
August 2007 decision of the State Supreme Court, which held that
properties receiving tax benefits, including those pursuant to the
J-51 program, be permitted to decontrol rent stabilized apartments
pursuant to New York State rent stabilization laws. The court's
decision compromised the Borrower's original business plan and the
borrower agreed to forfeit ownership rights to the property. As of
October 2010, the special servicer engaged Rose Associates to
manage the day-to-day operations at the property. The special
servicer has been working to resolve the ongoing litigation
through settlement talks with the Plaintiffs to decide future
legal rents and the historical overcharge liability. The special
servicer believes final resolution of the class-action litigation
is not likely until early 2014. Overall, property performance has
improved since the end of 2009 and the property was appraised for
$3.0 billion in September 2011 compared to $2.8 billion in
September 2010. The whole loan currently has over $320 million in
cumulative ASERs, P&I advances, and property protective advances
to date. The special servicer believes that resolution of the
litigation is a prerequisite to optimal capital recovery.

The remaining 24 specially serviced properties are secured by a
mix of property types. Moody's estimates an aggregate $230.1
million loss for the specially serviced loans (26% expected loss
on average).

Moody's has assumed a high default probability for 26 poorly
performing loans representing 23% of the pool and has estimated an
aggregate $246.1 million loss (20% expected loss on average) from
these troubled loans.

Moody's was provided with full year 2010/2011 operating results
for 90% of the pool. Excluding specially serviced and troubled
loans, Moody's weighted average conduit LTV is 124%, the same as
at Moody's prior review. Moody's net cash flow reflects a weighted
average haircut of 3% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 8.8%.

Excluding special serviced and troubled loans, Moody's actual and
stressed conduit DSCRs are 1.34X and 0.80X, respectively, compared
to 1.28X and 0.81X 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 an investment grade credit assessment is the Hyatt
Regency Grand Cypress Loan ($174.3 million -- 3.3% of the total
pool), which is secured by a 750-room resort hotel property
located in Orlando, Florida. The property is 100% leased to a
subsidiary of Hyatt Hotels Corporation (Hyatt; senior unsecured
rating Baa2, stable outlook) under a 30-year triple-net (NNN)
lease. Moody's credit assessment is Baa2, the same as at the prior
review.

The top three conduit loans represent 28% of the pool. The largest
loan is the Five Times Square Loan ($536.0 million -- 10.1% of the
pool), which represents a 50% pari-passu interest in a $1.07
billion first mortgage loan. The property also secures a $67.0
million B note and there is also $184.0 million in mezzanine debt.
The loan is secured by a 1.1 million SF Class A office building
located in Midtown Manhattan, New York. The property has
maintained 100% occupancy since securitization. The office
component represents 97% of the total building's net rentable area
(NRA) of which 89% is leased to Ernst and Young through May 2022
and serves as its U.S. World Headquarters. Property performance
has been stable. The loan is on the servicer's watchlist due to
low DSCR. The loan is interest only for the full ten-year term.
Moody's LTV and stressed DSCR are 143% and 0.61X, respectively,
compared to 159% and 0.58X at last review.

The second largest loan is the 666 Fifth Avenue Loan ($395.0
million -- 7.4% of the pool), which represents a 33% pari-passu
interest in a $1.19 billion first mortgage loan (original loan
prior to loan modification). The loan is secured by a 1.5 million
SF Class A office building located in Midtown Manhattan, New York.
The property was 77% leased as of December 2011 compared to 86% at
year-end 2009 and 98% at securitization. The loan transferred to
special servicing in March 2010 due to imminent monetary default.
The borrower requested a loan modification after the borrower
exhausted its $100 million reserve. In December 2011, the borrower
and special servicer successfully executed a modification. Terms
of the modification include a bifurcation of the original loan
into a $1.15 billion A-Note and $115 million B-Note, interest
reduction on the A-Note, $110 million equity infusion that is
senior in payment priority to the B-Note, and an extension of the
maturity date by two years. Based on the new structure, the
interest rate reduction has created interest shortfalls in the
amount of $1.2 million per month in 2012 and will create
approximately $920,000 in interest shortfalls per month in 2013.
The loan returned to the master servicer in March 2012 and is
performing under the modified terms. Moody's LTV and stressed DSCR
for the modified A note are 148% and 0.59X, respectively.

The third largest loan is the Mall at Rockingham Park Loan ($260.0
million -- 4.9% of the total pool), which is secured by a 382,012
SF anchored retail center located in Salem, New Hampshire. The
property was 95% leased as of September 2011 compared to 96% at
the last review. Anchor tenants include Sears, Macy's and J.C.
Penney. Financial performance has been consistent from 2009 to
2011 after declining from higher NOI in 2008. The loan is interest
only for its entire ten-year term. Moody's LTV and stressed DSCR
are 109% and 0.84X, respectively, compared to 105% and 0.8X at
last review.


WF-RBS COMMERCIAL: Moody's Affirms 'B2' Rating to Cl. G Certs.
--------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 14 classes of
WF-RBS Commercial Mortgage Trust 2011-C4, Commercial Mortgage
Pass-Through Certificates, Series 2011-C4 as follows:

Cl. A-1, Affirmed at Aaa (sf); previously on Aug 10, 2011
Definitive Rating Assigned Aaa (sf)

Cl. A-2, Affirmed at Aaa (sf); previously on Aug 10, 2011
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Aug 10, 2011
Definitive Rating Assigned Aaa (sf)

Cl. A-FL, Affirmed at Aaa (sf); previously on Aug 10, 2011
Definitive Rating Assigned Aaa (sf)

Cl. A-FX, Affirmed at Aaa (sf); previously on Aug 10, 2011
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Aug 10, 2011
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aa2 (sf); previously on Aug 10, 2011 Definitive
Rating Assigned Aa2 (sf)

Cl. C, Affirmed at A2 (sf); previously on Aug 10, 2011 Definitive
Rating Assigned A2 (sf)

Cl. D, Affirmed at Baa1 (sf); previously on Aug 10, 2011
Definitive Rating Assigned Baa1 (sf)

Cl. E, Affirmed at Baa3 (sf); previously on Aug 10, 2011
Definitive Rating Assigned Baa3 (sf)

Cl. F, Affirmed at Ba2 (sf); previously on Aug 10, 2011 Definitive
Rating Assigned Ba2 (sf)

Cl. G, Affirmed at B2 (sf); previously on Aug 10, 2011 Definitive
Rating Assigned B2 (sf)

Cl. X-A, Affirmed at Aaa (sf); previously on Aug 10, 2011
Definitive Rating Assigned Aaa (sf)

Cl. X-B, 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. This is Moody's
first monitoring review of this transaction since securitization
in August 2011.

Moody's rating action reflects a cumulative base expected loss of
2.1% of the current balance. 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 assessment 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 assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment 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 assessment
level, is incorporated for loans with similar credit assessments
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 assessments; 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 26 compared to 23 at securitization.

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 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.

Deal Performance

As of the June 15, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 1% to $1.46 billion
from $1.48 billion at securitization. The Certificates are
collateralized by 76 mortgage loans ranging in size from less than
1% to 11% of the pool, with the top ten loans representing 48% of
the pool. The pool contains two loans with investment grade credit
assessments, representing 11% of the pool.

There are two loans, representing 2% 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.

No loans have been liquidated and no loans are in special
servicing. Moody's did not identify any troubled loans.

Moody's was provided with full year 2010 and full or partial year
2011 operating results for 94% and 80% of the pool, respectively.
Moody's weighted average LTV for the conduit component is 89%,
compared to 91% at securitization. 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 9.52%.

Moody's actual and stressed DSCR for the conduit component are
1.59X and 1.18X, respectively, compared to 1.54X and 1.14X at
securitization. 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 was provided with full year 2010 and full or partial year
2011 operating results for 94% and 78% of the pool, respectively.

The largest loan with an investment grade credit assessment is the
E Walk Retail Loan ($82 million -- 6% of the pool), which is
secured by 182,000 square feet (SF) retail property located in
Mahattan's Times Square. The property is anchored by Regal
Cinemas. Occupancy as of year-end 2011 was 100%, the same as at
securitization. Moody's credit assessment and stressed DSCR are A1
and 1.52X, respectively, compared to A1 and 1.41X at
securitization.

The second largest loan with a credit assessment is the Windsor
Hotel Portfolio ($75 million -- 5% of the pool), which is secured
by five Embassy Suite hotels (1,054 rooms) located throughout
California. Occupancy as of year-end 2011 was 80%, the same as
securitization with performance remaining stable. Moody's credit
assessment and stressed DSCR are Baa3 and 1.51X, respectively,
compared to Baa3 and 1.49X at securitization.

The top three conduit loans represent 23% of the pool. The largest
loan is the Fox River Mall Loan ($160 million -- 11% of the pool),
which is secured by the borrower's interest in a 1.2 million
square foot super-regional mall in Appleton, Wisconsin. The mall
is anchored by Macy's, Target, Younkers and Scheels with Scheels
being the only anchor that is part of the collateral. The
collateral was 95% occupied as of March 2012 compared to 92% at
securitization. Performance declined slightly in 2011 compared to
2010 due to increased expenses. Moody's LTV and stressed DSCR are
85% and 1.14X, respectively, compared to 84% and 1.16X at
securitization.

The second largest loan is the Preferred Freezer Portfolio ($119
million -- 8% of the pool), which is secured by seven industrial
cold storage facilities. The portfolio is subject to a 25 year
triple net lease through 2033 to Preferred Freezer Operating, LLC.
Performance has been stable. Moody's LTV and stressed DSCR are 73%
and 1.48X, respectively, compared to 75% and 1.43X at
securitization.

The third largest loan is the Cole Retail Portfolio ($60 million -
- 4% of the pool), which is secured by 13 single tenant
properties, one unanchored multi-tenanted property and one
anchored multi-tenanted property located across 11 states. The
average lease term is approximately 18 years, with all tenant
leases being either NNN or NN. Tenants include CVS (24% of NRA),
On the Border and Bed Bath and Beyond. As of year-end 2011 the
portfolio was 97% occupied. Performance has been stable. Moody's
LTV and stressed DSCR are 96% and 1.03X, respectively, compared to
86% and 1.15x at securitization.


WHITEHORSE IV: S&P Ups Rating on Class D Notes to 'BB'; Off Watch
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-2, B, C, and D notes from WhiteHorse IV Ltd. and removed them
from CreditWatch with positive implications. "At the same time, we
affirmed the rating on the class A-1 notes. WhiteHorse IV Ltd. is
a collateralized loan obligation (CLO) transaction that is managed
by WhiteHorse Capital Partners L.P.," S&P said.

"The transaction's reinvestment period ends in January 2014. The
upgrades reflect the improved credit quality of the transaction's
underlying asset portfolio since our March 2010 review. We also
note that the amount of 'CCC' rated and defaulted obligations held
in the portfolio have decreased over the same period. As a result,
the class A, B, C, and D overcollateralization (O/C) ratios have
increased," 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 Report
included in this credit rating report is available at:

             http://standardandpoorsdisclosure-17g7.com

RATING ACTIONS

WhiteHorse IV Ltd.
                       Rating
Class               To           From
A-2                 AA (sf)     A+ (sf)/Watch Pos
B                   A (sf)      BBB+ (sf)/Watch Pos
C                   BBB (sf)    BB+ (sf)/Watch Pos
D                   BB (sf)     B+ (sf)/Watch Pos

RATING AFFIRMED

WhiteHorse IV Ltd.

Class               Rating
A-1                 AA+ (sf)


WIND RIVER: S&P Affirms Ratings on 3 Note Classes to 'CCC-'
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-2, B-1, B-2, and C notes from WindRiver CLO II - Tate
Investors Ltd. "At the same time, we affirmed our ratings on the
class D-1, D-2, and Type 1 Cp notes. Concurrently, we removed all
of the ratings from CreditWatch with positive implications. Wind
River CLO II - Tate Investors Ltd. is a collateralized loan
obligation (CLO) transaction that is managed by McDonnell
Investment Management LLC," S&P said.

"The transaction's reinvestment period ended in October 2011.
Since then, the class A-1 have paid down almost $66 million. The
upgrades reflect these paydowns as well as the improved credit
quality of the transaction's underlying asset portfolio since our
March 2010 review. We also note that the amount of 'CCC' rated and
defaulted obligations held in the portfolio have decreased over
the same period. As a result, the class A, B, C, and D
overcollateralization (O/C) ratios have increased," S&P said.

The Type 1 Cp notes are a combination of the class B-2 and D-2
notes.

"We affirmed our ratings on the Class D-1, D-2, and Type 1 Cp
notes to reflect the availability of credit support at the current
rating levels. We also noted that as of the May 1, 2012 trustee
report, the transaction has roughly 4.27% of long dated assets
that have a maturity later than the legal final maturity of the
transaction in October 2017.  The transaction could be exposed to
market value risk at maturity.  We took this into account in this
rating action," 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 Report
included in this credit rating report is available at:

             http://standardandpoorsdisclosure-17g7.com

RATING ACTIONS

Wind River CLO II - Tate Investors Ltd.
                       Rating
Class               To           From
A-1                 AA+ (sf)     AA- (sf)/Watch Pos
A-2                 AA- (sf)     A+ (sf)/Watch Pos
B-1                 BBB+ (sf)    BBB- (sf)/Watch Pos
B-2                 BBB+ (sf)    BBB- (sf)/Watch Pos
C                   B+ (sf)      CCC+ (sf)/Watch Pos
D-1                 CCC- (sf)    CCC- (sf)/Watch Pos
D-2                 CCC- (sf)    CCC- (sf)/Watch Pos
Type 1 Cp           CCC- (sf)    CCC- (sf)/Watch Pos


* S&P Cuts Ratings on 33 Classes From 6 U.S. RRMBS Transactions
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 33
classes from six U.S. residential mortgage-backed securities
(RMBS) transactions. "In addition, we affirmed our ratings on 67
classes from these six transactions," S&P said.

"The six RMBS transactions included in this review are backed by
prime jumbo mortgage loan collateral and were issued between 2003
and 2005. Subordination provides credit support for the affected
transactions," S&P said.

"In accordance with our published criteria, these rating actions
reflect our view of the recent performance of the collateral
backing these transactions, our current projected losses, the
timing of the projected defaults and losses, and the projected
credit support to cover those losses. The actions also reflect our
view of structural features, such as cross collateralization,
payment allocations, and super-senior/subordinate senior
relationships," S&P said.

"The downgrades reflect our belief that projected credit
enhancement for the affected classes will be insufficient to cover
the projected losses we applied at the previous rating stresses,"
S&P said.

"The affirmations reflect our belief that projected credit
enhancement available for these classes will likely be sufficient
to cover projected losses associated with these rating levels,"
S&P said.

"Classes rated 'CCC (sf)' and 'CC (sf)' reflect our assessment
that the credit enhancement for these classes will be insufficient
to cover projected losses," S&P said.

"In order to maintain a 'B (sf)' rating on a class from a prime
jumbo transaction, we assessed whether, in our view, a class could
absorb the remaining base-case loss assumptions we used in our
analysis. In order to maintain a rating higher than 'B (sf)', we
assessed whether a class could withstand losses exceeding the
base-case loss assumptions at a percentage specific to each rating
category, up to 235% of remaining losses for an 'AAA (sf)' rating.
For example, in general, we would assess whether one class could
withstand approximately 127% of our remaining base-case loss
assumption to maintain a 'BB (sf)' rating, while we would assess
whether a different class could withstand approximately 154% of
our remaining base-case loss assumption to maintain a 'BBB (sf)'
rating. Each class that we affirmed at 'AAA (sf)' can, in our
view, withstand approximately 235% of our remaining base-case loss
assumption under our analysis," 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

RATING ACTIONS

Banc of America Mortgage 2003-E Trust
Series      2003-E
                               Rating
Class      CUSIP       To                   From
B-1        05948XEF4   BBB (sf)             A- (sf)
B-2        05948XEG2   CCC (sf)             B (sf)

GSR Mortgage Loan Trust 2004-2F
Series      2004-2F
                               Rating
Class      CUSIP       To                   From
I-B1       36229RLX5   BB (sf)              BBB+ (sf)
I-B2       36229RLY3   CC (sf)              CCC (sf)
II-B2      36229RMB2   BBB- (sf)            A (sf)
II-B3      36229RMC0   B- (sf)              B+ (sf)
II-B4      36229RMG1   CC (sf)              CCC (sf)

GSR Mortgage Loan Trust 2005-9F
Series      2005-9F
                               Rating
Class      CUSIP       To                   From
1A-1       362341Q36   CC (sf)              CCC (sf)
1A-2       362341Q44   CC (sf)              CCC (sf)
1A-5       362341Q77   CC (sf)              CCC (sf)
1A-11      362341R50   CC (sf)              CCC (sf)
1A-12      362341R68   CC (sf)              CCC (sf)
1A-13      362341R76   CC (sf)              CCC (sf)
1A-15      362341R92   CC (sf)              CCC (sf)
1A-16      362341X46   CC (sf)              CCC (sf)
2A-1       362341S26   CC (sf)              CCC (sf)
2A-3       362341S42   CC (sf)              CCC (sf)
2A-4       362341S59   CC (sf)              CCC (sf)
2A-5       362341S67   CC (sf)              CCC (sf)
2A-7       362341S83   CC (sf)              CCC (sf)
2A-8       362341S91   CC (sf)              CCC (sf)
3A-1       362341T25   CC (sf)              CCC (sf)
3A-3       362341T41   CC (sf)              CCC (sf)
1A-P       362341U56   CC (sf)              CCC (sf)
4A-1       362341T58   CC (sf)              CCC (sf)
5A-1       362341T74   CC (sf)              CCC (sf)
6A-1       362341T90   CC (sf)              CCC (sf)
2A-P       362341U64   CC (sf)              CCC (sf)

MASTR Adjustable Rate Mortgages Trust 2004-1
Series      2004-1
                               Rating
Class      CUSIP       To                   From
B-1        576433JT4   BB (sf)              BBB- (sf)

Sequoia Mortgage Trust 2004-12
Series      2004-12
                               Rating
Class      CUSIP       To                   From
X-B        81744FGD3   AA+ (sf)             AAA (sf)
B-2        81744FGG6   CCC (sf)             B- (sf)

Structured Asset Mortgage Investments II Trust 2004-AR5
Series      2004-AR5
                               Rating
Class      CUSIP       To                   From
II-A-2     86359LEA3   CCC (sf)             B+ (sf)
II-A-3     86359LEB1   B (sf)               BB (sf)

RATINGS AFFIRMED

Banc of America Mortgage 2003-E Trust
Series      2003-E
Class      CUSIP       Rating
1-A-1      05948XDW8   AAA (sf)
1-A-2      05948XDX6   AAA (sf)
1-A-3      05948XDY4   AAA (sf)
2-A-1      05948XEB3   AAA (sf)
2-A-2      05948XEC1   AAA (sf)
3-A-1      05948XED9   AAA (sf)
4-A-1      05948XEE7   AAA (sf)
A-P        05948XEP2   AAA (sf)
B-3        05948XEH0   CC (sf)
B-4        05948XEL1   CC (sf)
B-5        05948XEM9   CC (sf)

GSR Mortgage Loan Trust 2004-2F
Series      2004-2F
Class      CUSIP       Rating
IA-4       36229RKQ1   AAA (sf)
IA-7       36229RKT5   AAA (sf)
IIA-1      36229RKU2   AAA (sf)
IIA-2      36229RKV0   AAA (sf)
IIIA-1     36229RLA5   AAA (sf)
IIIA-2     36229RLB3   AAA (sf)
IIIA-3     36229RLC1   AAA (sf)
IIIA-4     36229RLD9   AAA (sf)
IIIA-6     36229RLF4   AAA (sf)
IVA-1      36229RLG2   AAA (sf)
IVA-2      36229RLH0   AAA (sf)
VA-1       36229RLJ6   AAA (sf)
VIA-1      36229RLK3   AAA (sf)
VIIA-1     36229RLL1   AAA (sf)
VIIA-2     36229RLM9   AAA (sf)
A-P        36229RLV9   AAA (sf)
A-X        36229RLW7   AAA (sf)
VIIIA-1    36229RLN7   AAA (sf)
XIA-1      36229RLR8   AAA (sf)
XIIA-1     36229RLS6   AAA (sf)
XIIIA-1    36229RLT4   AAA (sf)
XIVA-1     36229RLU1   AAA (sf)
II-B1      36229RMA4   AA (sf)
I-B3       36229RLZ0   CC (sf)

GSR Mortgage Loan Trust 2005-9F
Series      2005-9F
Class      CUSIP       Rating
1A-4       362341Q69   CCC (sf)
1A-6       362341Q85   CCC (sf)
1A-7       362341Q93   CCC (sf)
1A-9       362341R35   CCC (sf)
1A-10      362341R43   CCC (sf)
1A-14      362341R84   CCC (sf)
2A-2       362341S34   CCC (sf)
2A-6       362341S75   CCC (sf)

MASTR Adjustable Rate Mortgages Trust 2004-1
Series      2004-1
Class      CUSIP       Rating
1-A-1      576433JC1   AAA (sf)
2-A-1      576433JD9   AAA (sf)
2-A-X      576433JE7   AAA (sf)
3-A-1      576433JF4   AAA (sf)
3-A-2      576433JG2   AAA (sf)
3-A-3      576433JH0   AAA (sf)
3-A-X      576433JJ6   AAA (sf)
4-A-1      576433JK3   AAA (sf)
4-A-2      576433JL1   AAA (sf)
4-A-X      576433JM9   AAA (sf)
5-A-1      576433JN7   AAA (sf)
5-A-X      576433JP2   AAA (sf)
6-A-1      576433JQ0   AAA (sf)
B-2        576433JU1   CCC (sf)
B-3        576433JV9   CC (sf)


Sequoia Mortgage Trust 2004-12
Series      2004-12
Class      CUSIP       Rating
A-1        81744FFY8   AAA (sf)
A-2        81744FFZ5   AAA (sf)
X-A1       81744FGB7   AAA (sf)
B-1        81744FGF8   AA+ (sf)

Structured Asset Mortgage Investments II Trust 2004-AR5
Series      2004-AR5
Class      CUSIP       Rating
I-A-1      86359LDX4   AAA (sf)
I-A-2      86359LDY2   AAA (sf)
I-X        86359LEC9   AAA (sf)
II-A-1     86359LDZ9   B+ (sf)
II-B-1     86359LEL9   CC (sf)


* S&P Puts Ratings on 242 Tranches From 53 CDOs on Watch Pos
------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on 242
tranches from 53 U.S. collateralized debt obligation (CDO)
transactions on CreditWatch with positive implications.

The affected tranches are from CDO transactions backed by
securities issued by corporate obligors. These tranches had an
original issuance amount of $12.94 billion.

"Most of the affected transactions are collateralized loan
obligations (CLOs), and the CreditWatch placements reflect the
continued improvement in the credit quality of the underlying
obligors, including reduction in defaults and an improvement in
the credit quality of the underlying loans that collateralize
these CLOs," S&P said.

"Although the default rate on the S&P LSTA loan Index went up
during May to a 14-month high of 1.05% by principal amount from
0.56% as seen earlier, the figure dropped marginally from 0.93% to
0.92% by number of loans. The U.S. high yield default rate was at
2.6%, up from 2.4%, which it was earlier in the year. Although
there is an increase in the high yield and loan default rates,
these rates are still below the historical average of 3.45% for
loans and 4.5% for high yields. CLOs that are collateralized by
these loans continue to benefit from relatively better loan
performances. A large part of the improved performance amongst
CLOs can also be attributed to significant pay downs to the rated
notes as many of the CLOs exited their reinvestment period in the
last several months. More than a fifth of the ratings that we are
placing on CreditWatch have experienced pay downs," S&P said.

"We will resolve the CreditWatch placements after we complete a
comprehensive cash flow analysis and committee review for each of
the affected transactions. We expect to resolve these CreditWatch
placements within 90 days. We will continue to monitor the CDO
transactions we rate 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 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 PLACED ON CREDITWATCH POSITIVE


1776 CLO I Ltd.
                            Rating
Class               To                  From
Class B             AA(sf)/Watch Pos    AA(sf)
Class C             A(sf)/Watch Pos     A(sf)
Class D             BB+(sf)/Watch Pos   BB+(sf)
Class E             B+(sf)/Watch Pos    B+(sf)

ABCLO 2007-1 Ltd.
                            Rating
Class               To                  From
Class A-1a Notes    AA+(sf)/Watch Pos   AA+(sf)
Class A-1b Notes    AA(sf)/Watch Pos    AA(sf)
Class A-2 Notes     AA-(sf)/Watch Pos   AA-(sf)
Class B Notes       BBB+(sf)/Watch Pos  BBB+(sf)
Class C Notes       BB+(sf)/Watch Pos   BB+(sf)
Class D Notes       CCC+(sf)/Watch Pos  CCC+(sf)

ARCC Commercial Loan Trust 2006
                            Rating
Class               To                  From
Class A-1B Notes    AA+(sf)/Watch Pos   AA+(sf)
Class B Notes       A+(sf)/Watch Pos    A+(sf)
Class C Notes       BB+(sf)/Watch Pos   BB+(sf)
Class D Notes       B-(sf)/Watch Pos    B-(sf)
ClassA-2B Notes     AA+(sf)/Watch Pos   AA+(sf)

Ares IX CLO Ltd.
                            Rating
Class               To                  From
Class B             AA+(sf)/Watch Pos   AA+(sf)
Class C             A+(sf)/Watch Pos    A+(sf)
Class D-1           BB+(sf)/Watch Pos   BB+(sf)
Class D-2           BB+(sf)/Watch Pos   BB+(sf)

Ares VIII CLO Ltd.
                            Rating
Class               To                  From
Class C-1 Notes     BBB+(sf)/Watch Pos  BBB+(sf)
Class C-2 Notes     BBB+(sf)/Watch Pos  BBB+(sf)
Class D-1 Notes     BBB+(sf)/Watch Pos  BBB+(sf)
Class D-2 Notes     BBB+(sf)/Watch Pos  BBB+(sf)
Class D-3 Notes     BBB+(sf)/Watch Pos  BBB+(sf)

Ares XI CLO Ltd.
                            Rating
Class               To                  From
Class A-1a Notes    AA+(sf)/Watch Pos   AA+(sf)
Class A-1b Notes    AA+(sf)/Watch Pos   AA+(sf)
Class A-1c Notes    AA-(sf)/Watch Pos   AA-(sf)
Class A-2 Notes     AA-(sf)/Watch Pos   AA-(sf)
Class B Notes       A-(sf)/Watch Pos    A-(sf)
Class C Notes       BBB-(sf)/Watch Pos  BBB-(sf)
Class D Notes       BB(sf)/Watch Pos    BB(sf)
Class E Notes       BB-(sf)/Watch Pos   BB-(sf)

Ares XII CLO Ltd.
                            Rating
Class               To                  From
Class A Notes       AA+(sf)/Watch Pos   AA+(sf)
Class B Notes       AA(sf)/Watch Pos    AA(sf)
Class C Notes       A(sf)/Watch Pos     A(sf)
Class D Notes       BBB-(sf)/Watch Pos  BBB-(sf)
Class E Notes       BB(sf)/Watch Pos    BB(sf)

Artus Loan Fund 2007-I Ltd.
                            Rating
Class               To                  From
Class A-2L Notes    AA+(sf)/Watch Pos   AA+(sf)
Class A-3L Notes    A+(sf)/Watch Pos    A+(sf)

Atrium IV
                            Rating
Class               To                  From
Class A-1a Notes    AA+(sf)/Watch Pos   AA+(sf)
Class A-1b Notes    AA+(sf)/Watch Pos   AA+(sf)
Class A-2 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class A-3 Notes     AA-(sf)/Watch Pos   AA-(sf)
Class B Notes       BBB+(sf)/Watch Pos  BBB+(sf)
Class C Notes       BB+(sf)/Watch Pos   BB+(sf)
Class D-1 Notes     B+(sf)/Watch Pos    B+(sf)
Class D-2 Notes     B+(sf)/Watch Pos    B+(sf)

Avalon Capital Ltd. 3
                            Rating
Class               To                  From
Class A-1 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class A-2 Var Fu NotAA+(sf)/Watch Pos   AA+(sf)
Class B Notes       AA(sf)/Watch Pos    AA(sf)
Class C Def Notes   BBB+(sf)/Watch Pos  BBB+(sf)
Class D Def Notes   BB+(sf)/Watch Pos   BB+(sf)

Babson CLO Ltd. 2004-II
                            Rating
Class               To                  From
Class B Notes       AA+(sf)/Watch Pos   AA+(sf)
Class C-1 Notes     A+(sf)/Watch Pos    A+(sf)
Class C-2 Notes     A+(sf)/Watch Pos    A+(sf)

Black Diamond CLO 2005-1 Ltd.
                            Rating
Class               To                  From
Class B Notes       AA+(sf)/Watch Pos   AA+(sf)
Class C Notes       A-(sf)/Watch Pos    A-(sf)
Class D-1 Notes     BB+(sf)/Watch Pos   BB+(sf)
Class D-2 Notes     BB+(sf)/Watch Pos   BB+(sf)
Class E Notes       CCC+(sf)/Watch Pos  CCC+(sf)

Carlyle High Yield Partners IX Ltd.
                            Rating
Class               To                  From
Class A-1 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class A-3 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class B Notes       AA(sf)/Watch Pos    AA(sf)
Class C Notes       A(sf)/Watch Pos     A(sf)
Class D Notes       BBB(sf)/Watch Pos   BBB(sf)

Carlyle High Yield Partners VII Ltd.
                            Rating
Class               To                  From
Class A-1 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class A-3 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class B Notes       AA-(sf)/Watch Pos   AA-(sf)
Class C Notes       BBB+(sf)/Watch Pos  BBB+(sf)
Class D-1 Notes     B+(sf)/Watch Pos    B+(sf)
Class D-2 Notes     B+(sf)/Watch Pos    B+(sf)

Carlyle High Yield Partners VIII Ltd.
                            Rating
Class               To                  From
Class A-1 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class A-2-a Notes   AA+(sf)/Watch Pos   AA+(sf)
Class A-2-b Notes   AA+(sf)/Watch Pos   AA+(sf)
Class B Notes       A+(sf)/Watch Pos    A+(sf)
Class C Notes       BBB(sf)/Watch Pos   BBB(sf)
Class D Notes       B+(sf)/Watch Pos    B+(sf)

Ares XIX CLO Ltd.
                            Rating
Class               To                  From
Class A-2 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class B Notes       A+(sf)/Watch Pos    A+(sf)
Class C-1 Notes     BBB(sf)/Watch Pos   BBB(sf)
Class C-2 Notes     BBB(sf)/Watch Pos   BBB(sf)
Class D Notes       B+(sf)/Watch Pos    B+(sf)

ColumbusNova CLO IV Ltd 2007-II
                            Rating
Class               To                  From
Class A-1 Notes     AA(sf)/Watch Pos    AA(sf)
Class A-2 Notes     A+(sf)/Watch Pos    A+(sf)
Class B Notes       BBB(sf)/Watch Pos   BBB(sf)
Class C Notes       BB-(sf)/Watch Pos   BB-(sf)
Class D Notes       B-(sf)/Watch Pos    B-(sf)

Cumberland II CLO Ltd.
                            Rating
Class               To                  From
Class A Notes       AA+(sf)/Watch Pos   AA+(sf)
Class B Notes       A-(sf)/Watch Pos    A-(sf)
Class C Notes       BB+(sf)/Watch Pos   BB+(sf)

Denali Capital CLO IV Ltd.
                            Rating
Class               To                  From
Class C Notes       A-(sf)/Watch Pos    A-(sf)
Class D Notes       BBB+(sf)/Watch Pos  BBB+(sf)

Flagship CLO VI
                            Rating
Class               To                  From
Class A-1a  Notes   AA+(sf)/Watch Pos   AA+(sf)
Class A-1b  Notes   A+(sf)/Watch Pos    A+(sf)
Class A-2 Notes     A+(sf)/Watch Pos    A+(sf)
Class B Notes       A-(sf)/Watch Pos    A-(sf)
Class C Notes       BBB-(sf)/Watch Pos  BBB-(sf)
Class D Notes       BB(sf)/Watch Pos    BB(sf)
Class E Notes       CCC+(sf)/Watch Pos  CCC+(sf)

Galaxy CLO 2003-1 Ltd.
                            Rating
Class               To                  From
Class B Notes       AA+(sf)/Watch Pos   AA+(sf)

GEM VIII Ltd.
                            Rating
Class               To                  From
Class A-3 Notes     AA(sf)/Watch Pos    AA(sf)
Class B Notes       A-(sf)/Watch Pos    A-(sf)
Class C Notes       BBB(sf)/Watch Pos   BBB(sf)
Class D-1 Notes     BB(sf)/Watch Pos    BB(sf)
Class D-2 Notes     BB(sf)/Watch Pos    BB(sf)

Goldman Sachs Asset Management CLO PLC
                            Rating
Class               To                  From
Class A-2 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class B Notes       AA(sf)/Watch Pos    AA(sf)
Class C Notes       A(sf)/Watch Pos     A(sf)
Class D Notes       BBB-(sf)/Watch Pos  BBB-(sf)
Class E Notes       B+(sf)/Watch Pos    B+(sf)

Greenbriar CLO Ltd.
                            Rating
Class               To                  From
Class A Notes       A+(sf)/Watch Pos    A+(sf)
Class B Notes       BBB+(sf)/Watch Pos  BBB+(sf)
Class C Notes       BB+(sf)/Watch Pos   BB+(sf)
Class D Notes       B+(sf)/Watch Pos    B+(sf)
Class E Notes       CCC-(sf)/Watch Pos  CCC-(sf)

GSC Capital Corp Loan Funding 2005-1
                            Rating
Class               To                  From
Class B             AA+(sf)/Watch Pos   AA+(sf)
Class C             AA(sf)/Watch Pos    AA(sf)
Class D             A+(sf)/Watch Pos    A+(sf)
Class E             BB+(sf)/Watch Pos   BB+(sf)
Class F             CCC+(sf)/Watch Pos  CCC+(sf)

GSC Partners CDO Fund VII Ltd.
                            Rating
Class               To                  From
Class B Notes       AA(sf)/Watch Pos    AA(sf)
Class C Notes       A-(sf)/Watch Pos    A-(sf)
Class D Notes       BB+(sf)/Watch Pos   BB+(sf)
Class E Notes       CCC+(sf)/Watch Pos  CCC+(sf)

Gulf Stream-Compass CLO 2003-1 Ltd.
                            Rating
Class               To                  From
Class C Notes       AA-(sf)/Watch Pos   AA-(sf)

Gulf Stream-Compass CLO 2005-1 Ltd.
                            Rating
Class               To                  From
Class B Notes       AA+(sf)/Watch Pos   AA+(sf)
Class C Notes       A+(sf)/Watch Pos    A+(sf)
Class D Notes       BBB(sf)/Watch Pos   BBB(sf)

Hewett's Island CLO II Ltd.
                            Rating
Class               To                  From
Class A-2A Notes    AA+(sf)/Watch Pos   AA+(sf)
Class A-2B Notes    AA+(sf)/Watch Pos   AA+(sf)
Class B-1A Notes    AA(sf)/Watch Pos    AA(sf)
Class B-1B Notes    AA(sf)/Watch Pos    AA(sf)

Jasper CLO Ltd.
                            Rating
Class               To                  From
Class A             A+(sf)/Watch Pos    A+(sf)
Class B             BBB+(sf)/Watch Pos  BBB+(sf)
Class C             BB+(sf)/Watch Pos   BB+(sf)
Class D-1           CCC-(sf)/Watch Pos  CCC-(sf)
Class D-2           CCC-(sf)/Watch Pos  CCC-(sf)

Kingsland I Ltd.
                            Rating
Class               To                  From
Class A-1a Notes    AA+(sf)/Watch Pos   AA+(sf)
Class A-1b Notes    AA+(sf)/Watch Pos   AA+(sf)
Class A-2 Notes     AA-(sf)/Watch Pos   AA-(sf)
Class B-1 Notes     A-(sf)/Watch Pos    A-(sf)
Class B-2 Notes     A-(sf)/Watch Pos    A-(sf)
Class C-1 Notes     B+(sf)/Watch Pos    B+(sf)
Class C-2 Notes     B+(sf)/Watch Pos    B+(sf)
Class D Notes       CCC(sf)/Watch Pos   CCC(sf)

Kingsland II Ltd.
                            Rating
Class               To                  From
Class A-1c Notes    A-(sf)/Watch Pos    A-(sf)
Class A-2 Notes     BBB+(sf)/Watch Pos  BBB+(sf)
Class B Notes       BB-(sf)/Watch Pos   BB-(sf)
Class C Notes       CCC-(sf)/Watch Pos  CCC-(sf)
Class D Notes       CCC-(sf)/Watch Pos  CCC-(sf)

Landmark VI CDO Ltd.
                            Rating
Class               To                  From
Class A Notes       AA+(sf)/Watch Pos   AA+(sf)
Class B Notes       AA(sf)/Watch Pos    AA(sf)
Class C Notes       A(sf)/Watch Pos     A(sf)
Class D Notes       BBB-(sf)/Watch Pos  BBB-(sf)
Class E Notes       CCC+(sf)/Watch Pos  CCC+(sf)

Latitude CLO II Ltd.
                            Rating
Class               To                  From
Class B Notes       BBB+(sf)/Watch Pos  BBB+(sf)
Class C Notes       BB(sf)/Watch Pos    BB(sf)
Class D Notes       CCC-(sf)/Watch Pos  CCC-(sf)

Latitude CLO III Ltd.
                            Rating
Class               To                  From
Class A Notes       AA+(sf)/Watch Pos   AA+(sf)
Class B Notes       AA(sf)/Watch Pos    AA(sf)
Class C Notes       A+(sf)/Watch Pos    A+(sf)
Class D Notes       BBB+(sf)/Watch Pos  BBB+(sf)
Class E Notes       BB+(sf)/Watch Pos   BB+(sf)
Class F Notes       B+(sf)/Watch Pos    B+(sf)

Madison Park Funding I Ltd.
                            Rating
Class               To                  From
Class A-T Notes     AA+(sf)/Watch Pos   AA+(sf)
Class A-VF Notes    AA+(sf)/Watch Pos   AA+(sf)
Class B Notes       AA(sf)/Watch Pos    AA(sf)
Class C Notes       A(sf)/Watch Pos     A(sf)
Class D Notes       BBB(sf)/Watch Pos   BBB(sf)
Class E Notes       BB+(sf)/Watch Pos   BB+(sf)

Madison Park Funding IV Ltd.
                            Rating
Class               To                  From
Class A-1b Notes    AA+(sf)/Watch Pos   AA+(sf)
Class A-2 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class B Notes       AA(sf)/Watch Pos    AA(sf)
Class C Notes       A(sf)/Watch Pos     A(sf)
Class D Notes       BBB(sf)/Watch Pos   BBB(sf)
Class E Notes       BB(sf)/Watch Pos    BB(sf)

Marquette Park CLO Ltd
                            Rating
Class               To                  From
Class B Notes       A-(sf)/Watch Pos    A-(sf)
Class C Notes       BBB(sf)/Watch Pos   BBB(sf)
Class D Notes       B+(sf)/Watch Pos    B+(sf)

Monument Park CDO Ltd.
                            Rating
Class               To                  From
Class A-1 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class A-2 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class B Notes       A-(sf)/Watch Pos    A-(sf)

Navigator CDO 2005 Ltd.
                            Rating
Class               To                  From
Class A-2 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class B-1 Notes     BBB(sf)/Watch Pos   BBB(sf)
Class B-2 Notes     BBB(sf)/Watch Pos   BBB(sf)
Class C-1 Notes     B+(sf)/Watch Pos    B+(sf)
Class C-2 Notes     B+(sf)/Watch Pos    B+(sf)

Northwoods Capital IV Ltd.
                              Rating
Class               To                  From
Class A-1a Notes    AA+(sf)/Watch Pos   AA+(sf)
Class A-1b Notes    AA+(sf)/Watch Pos   AA+(sf)
Class A-2 Notes     AA(sf)/Watch Pos    AA(sf)
Class B Notes       BBB+(sf)/Watch Pos  BBB+(sf)
Class C-1 Notes     BB+(sf)/Watch Pos   BB+(sf)
Class C-2 Notes     BB+(sf)/Watch Pos   BB+(sf)
Class C-3 Notes     BB+(sf)/Watch Pos   BB+(sf)

Northwoods Capital V Ltd.
                            Rating
Class               To                  From
Class A-2 Notes     AA-(sf)/Watch Pos   AA-(sf)
Class B Notes       BBB+(sf)/Watch Pos  BBB+(sf)
Class C-1 Notes     B+(sf)/Watch Pos    B+(sf)
Class C-2 Notes     B+(sf)/Watch Pos    B+(sf)

Northwoods Capital VI Ltd.
                            Rating
Class               To                  From
Class C Notes       BB-(sf)/Watch Pos   BB-(sf)

Octagon Investment Partners X Ltd.
                            Rating
Class               To                  From
Class B Notes       A+(sf)/Watch Pos    A+(sf)
Class C Notes       BBB+(sf)/Watch Pos  BBB+(sf)
Class D Notes       BB+(sf)/Watch Pos   BB+(sf)
Class E Notes       CCC+(sf)/Watch Pos  CCC+(sf)

PPM Grayhawk CLO Ltd.
                            Rating
Class               To                  From
Class A-1 Notes     A+(sf)/Watch Pos    A+(sf)
Class A-2a Notes    AA+(sf)/Watch Pos   AA+(sf)
Class A-2b Notes    A+(sf)/Watch Pos    A+(sf)
Class A-3 Notes     A-(sf)/Watch Pos    A-(sf)
Class B Notes       BBB-(sf)/Watch Pos  BBB-(sf)
Class C Notes       BB-(sf)/Watch Pos   BB-(sf)
Class D Notes       CCC+(sf)/Watch Pos  CCC+(sf)

Race Point IV CLO Ltd.
                            Rating
Class               To                  From
Class A-1-B Notes   AA+(sf)/Watch Pos   AA+(sf)
Class A-2 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class B Notes       AA(sf)/Watch Pos    AA(sf)
Class C Notes       A(sf)/Watch Pos     A(sf)
Class D Notes       BBB(sf)/Watch Pos   BBB(sf)

Southfork CLO Ltd.
                            Rating
Class               To                  From
Class A-2 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class A-3a Notes    AA-(sf)/Watch Pos   AA-(sf)
Class A-3b Notes    AA-(sf)/Watch Pos   AA-(sf)
Class B Notes       A-(sf)/Watch Pos    A-(sf)
Class C Notes       BB+(sf)/Watch Pos   BB+(sf)

Trimaran CLO VII Ltd.
                            Rating
Class               To                  From
Class A-2L Notes    A+(sf)/Watch Pos    A+(sf)
Class A-3L Notes    BBB+(sf)/Watch Pos  BBB+(sf)
Class B-1L Notes    B+(sf)/Watch Pos    B+(sf)
Class B-2L Notes    CCC+(sf)/Watch Pos  CCC+(sf)

Valhalla CLO Ltd.
                            Rating
Class               To                  From
Class A-2           BB+(sf)/Watch Pos   BB+(sf)

Venture IV CDO Ltd.
                            Rating
Class               To                  From
Class A-2 Notes     AA+(sf)/Watch Pos   AA+(sf)
Class C-1 Notes     BB+(sf)/Watch Pos   BB+(sf)
Class C-2 Notes     BB+(sf)/Watch Pos   BB+(sf)
Class D Notes       B+(sf)/Watch Pos    B+(sf)
Class Def. B-1 NotesA(sf)/Watch Pos     A(sf)
Class Def. B-2 NotesA(sf)/Watch Pos     A(sf)

Veritas CLO I Ltd.
                            Rating
Class               To                  From
Class C Notes       AA-(sf)/Watch Pos   AA-(sf)
Class D Notes       BBB-(sf)/Watch Pos  BBB-(sf)
Class E Notes       CCC+(sf)/Watch Pos  CCC+(sf)

Westwood CDO II Ltd.
                            Rating
Class               To                  From
CLASS A-2 NOTES     AA(sf)/Watch Pos    AA(sf)
CLASS B NOTES       A+(sf)/Watch Pos    A+(sf)
CLASS C NOTES       BBB+(sf)/Watch Pos  BBB+(sf)
CLASS D NOTES       B+(sf)/Watch Pos    B+(sf)
CLASS E NOTES       CCC-(sf)/Watch Pos  CCC-(sf)

WhiteHorse II Ltd.
                            Rating
Class               To                  From
Class A-2L Notes    AA+(sf)/Watch Pos   AA+(sf)
Class A-3L Notes    A+(sf)/Watch Pos    A+(sf)
Class B-1L Notes    BB+(sf)/Watch Pos   BB+(sf)


* Fitch Cuts Ratings on 31 Bonds on 25 US CMBS Transactions to 'D'
------------------------------------------------------------------
Fitch Ratings has downgraded 31 bonds in 25 U.S. commercial
mortgage-backed securities (CMBS) transactions to 'D', as the
bonds have incurred a principal write-down.  The bonds were all
previously rated 'CC' or 'C' which indicates that Fitch expected a
default.

The action is limited to just the bonds with write-downs. The
remaining bonds in these transactions have not been analyzed as
part of this review. Fitch has downgraded the bonds to 'D' as part
of the ongoing surveillance process and will continue to monitor
these transactions for additional defaults.

In addition, Fitch withdraws 10 bonds in four transactions that
have been reduced to zero due to paydown or realized losses.  All
10 bonds were rated 'Dsf'.

A spreadsheet detailing Fitch's rating actions on the affected
transactions is available at http://is.gd/x7V2uD


* Moody's Says Some Leveraged Loan Provisions Give Flexibility
--------------------------------------------------------------
On the first anniversary of its Leveraged Loan Covenant Quality
Assessment Service, Moody's Investors Service reviewed 45
leveraged loans from the past year totaling more than $100 billion
and found that certain loan covenant provisions provide greater
flexibility to corporate borrowers and private-equity sponsors,
although they also contain lender-friendly elements.

"We saw a wide variety of structural provisions in the 45 loans.
Many of them grant greater flexibility to the borrower, even after
accounting for offsetting benefits for the lender," said Jessica
Reiss, Moody's Vice President -- Senior Covenant Officer and
author of the report "A Year's Worth of Loan Agreements Shows
Where Benefits Tilt Toward Borrowers." "To be sure, each investor
makes their own nuanced assessments of covenant provisions, which
could differ from Moody's rationales for why individual provisions
are more friendly to borrowers or lenders."

The review marks the first anniversary of Moody's loan service,
which highlights key gaps that lenders confront in loan covenant
provisions. The service's Loan Covenant Quality Snapshots are
summaries of key covenants and definitions in loan documentation,
including descriptions of the legal effect of the provisions on
lenders. Later this year, Moody's will launch pre-sale snapshots
for leveraged loans, giving prospective lenders an overview of the
key points of the agreement before they fund. The service
complements Moody's Covenant Quality Snapshots for high-yield
bonds, and is just a part of the rating agency's significant
investment in covenant research.

"The service exemplifies our commitment to loan market
transparency, as evidenced by the 45 loan snapshots published thus
far," said Alexander Dill, Vice President -- Head of Covenant
Research.

In addition to the loan service, Moody's recently launched
Covenant Quality Scores and expects to soon make its high-yield
covenant database of over 900 bonds and counting available to
subscribers. In coming months, Moody's will launch a Covenant
Quality Index to track broad trends in bond covenant quality.

In its new report, Moody's says some of the more common loan
provisions are: auction provisions that allow borrowers to
repurchase term loans at a discount to par; repricing provisions
that allow borrowers to lower their interest rate for a modest
premium; and covenant-lite provisions that give borrowers
financial flexibility. The Moody's report also discusses pro rata
financing, a loan structure that has been widely used in recent
months and produces lower interest rates for borrowers.

Some of the provisions are more lender-friendly, Moody's said. One
is an excess cash flow sweep that starts at 75%, allowing three
quarters of the company's excess cash to go toward repaying
lenders; the more common formulation requires that 50% of excess
cash flow be used to repay debt. Another provision requires an
additional leverage test, which is tighter than compliance with
the maintenance covenant, before dividends can be paid to private
equity sponsors.


* S&P Takes Various Rating Actions on U.S. Synthetic CDOs
---------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on 49
tranches from 43 corporate-backed synthetic collateralized debt
obligation (CDO) transactions on CreditWatch positive. "At the
same time, we placed our ratings on seven tranches from seven
corporate-backed synthetic CDO transactions on CreditWatch
negative. In addition, we affirmed two tranche ratings from two
corporate-backed synthetic CDO transactions and removed them from
CreditWatch negative. The rating actions followed our monthly
review of U.S. synthetic CDO transactions," S&P said.

"The CreditWatch positive placements reflect the seasoning of the
transactions, rating stability of the obligors in the underlying
reference portfolios over the past few months, and synthetic rated
overcollateralization (SROC) ratios that had risen above 100% at
the next highest rating level. The CreditWatch negative placements
reflect negative rating migration in the respective portfolios and
SROC ratios that had fallen below 100% as of the May month-end
run. The affirmations reflect SROC ratios that were at or above
100% at their current rating levels," 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

RATING ACTIONS

ARLO Ltd.
Series 11
                           Rating
Class              To                  From
A                  BBB-p (sf)          BBB-p (sf)/Watch Neg

Athenee CDO PLC
EUR1 mil tranche A Hunter Valley CDO II fixed-rate notes due 30
June 2014
series 2007-9
                                 Rating
Class                    To                  From
Tranche A                BB+ (sf)/Watch Neg  BB+ (sf)

Athenee CDO PLC
EUR10 mil tranche A Hunter Valley CDO II floating rate notes due
June 30, 2014
series 2007-2
                                 Rating
Class                    To                  From
Tranche A                BB+ (sf)/Watch Neg  BB+ (sf)

Athenee CDO PLC
EUR12.5 mil tranche A Hunter Valley CDO II floating-rate notes due
30 June
2107 series 2007-3
                                 Rating
Class                    To                  From
Tranche A                BB- (sf)/Watch Neg  BB- (sf)

Athenee CDO PLC
EUR5 mil tranche A Hunter Valley CDO II fixed-rate notes due 30
June 2017
series 2007-8
                                 Rating
Class                    To                  From
Tranche A                BB- (sf)/Watch Neg  BB- (sf)

Athenee CDO PLC
EUR7.5 mil tranche B Hunter Valley CDO II floating rate notes due
June 30,
2017 series 2007-5
                                 Rating
Class                    To                  From
Tranche B                BB- (sf)/Watch Neg  BB- (sf)

Athenee CDO PLC
US$30 mil tranche B Hunter Valley CDO II floating-rate notes due
30 June 2017
series 2007-12
                                 Rating
Class                    To                  From
Tranche B                B+ (sf)/Watch Neg   B+ (sf)

Corsair (Jersey) No. 4 Ltd.
Series 10
                                 Rating
Class                    To              From
Notes                    BB (sf)         BB (sf)/Watch Neg

Credit Default Swap
Series SDB506551435
                                 Rating
Class                To                      From
Notes                B+srp (sf)/Watch Pos    B+srp (sf)

Credit Default Swap
Series SDB506551423
                                 Rating
Class                To                      From
Notes                B+srp (sf)/Watch Pos    B+srp (sf)

Credit Default Swap
Series SDB506494096
                                 Rating
Class                To                      From
Notes                B+srp (sf)/Watch Pos    B+srp (sf)

Credit Default Swap
Series SDB506497004
                                 Rating
Class                To                      From
Notes                BB+srp (sf)/Watch Pos   BB+srp (sf)

Credit Default Swap
Series SDB506546906
                                 Rating
Class                To                      From
Notes                BB+srp (sf)/Watch Pos   BB+srp (sf)

Credit Default Swap
Series SDB506546943
                                 Rating
Class                To                      From
Notes                BB+srp (sf)/Watch Pos   BB+srp (sf)

Credit Default Swap
Series SDB506546935
                                 Rating
Class                To                      From
Notes                BB+srp (sf)/Watch Pos   BB+srp (sf)

Credit Default Swap
Series SDB506546950
                                 Rating
Class                To                      From
Notes                BB+srp (sf)/Watch Pos   BB+srp (sf)

Credit Default Swap
Series SDB506546955
                                 Rating
Class                To                      From
Notes                BB+srp (sf)/Watch Pos   BB+srp (sf)

Credit Default Swap
Series SDB506494104
                                 Rating
Class                To                      From
Notes                BB+srp (sf)/Watch Pos   BB+srp (sf)

Credit Default Swap
Series SDB506551442
                                 Rating
Class                To                      From
Notes                B+srp (sf)/Watch Pos    B+srp (sf)

Credit Default Swap
Series SDB506551445
                                 Rating
Class                To                      From
Notes                B+srp (sf)/Watch Pos    B+srp (sf)

Credit Default Swap
Series SDB506550851
                                 Rating
Class                To                      From
Notes                B+srp (sf)/Watch Pos    B+srp (sf)

Credit Default Swap
Series SDB506551383
                                 Rating
Class                To                      From
Notes                B+srp (sf)/Watch Pos    B+srp (sf)

Credit Default Swap
Series SDB506551403
                                 Rating
Class                To                      From
Notes                B+srp (sf)/Watch Pos    B+srp (sf)

Credit Default Swap
Series SDB506551406
                                 Rating
Class                To                      From
Notes                B+srp (sf)/Watch Pos    B+srp (sf)

Credit Default Swap
Series SDB506551414
                                 Rating
Class                To                      From
Notes                B+srp (sf)/Watch Pos    B+srp (sf)

Credit Default Swap
US$187.5 mil Swap Risk Rating - Portfolio CDS Ref No.
PYR_8631051_82386545_Vizzavona
                                 Rating
Class                To                      From
Swap                 A+srp (sf)/Watch Pos    A+srp (sf)

Greylock Synthetic CDO 2006
Series 2
                                 Rating
Class                    To                  From
A3-$FMS                  B+ (sf)/Watch Pos   B+ (sf)
A3-$LMS                  B+ (sf)/Watch Pos   B+ (sf)
A3A-$FMS                 B+ (sf)/Watch Pos   B+ (sf)
A3B-$LMS                 B+ (sf)/Watch Pos   B+ (sf)

Lorally CDO Limited Series 2006-2
                                 Rating
Class                    To                  From
2006-2                   A- (sf)/Watch Pos   A- (sf)

Lorally CDO Limited Series 2006-4
                                 Rating
Class                    To                  From
2006-4                   A- (sf)/Watch Pos   A- (sf)

Magnolia Finance II PLC
Series 2006-7D
                                 Rating
Class                    To                  From
Notes                    B (sf)/Watch Pos    B (sf)

Morgan Stanley ACES SPC
Series 2005-8
                                 Rating
Class                  To                    From
Notes                  CCC- (sf)/Watch Pos   CCC- (sf)

Morgan Stanley ACES SPC
Series 2005-9
                                 Rating
Class                    To                  From
Notes                    B+ (sf)/Watch Pos   B+ (sf)

Morgan Stanley ACES SPC
Series 2006-13
                                 Rating
Class                  To                    From
A                      BBB- (sf)/Watch Pos   BBB- (sf)

Morgan Stanley ACES SPC
US$1 bil Morgan Stanley ACES SPC 2007-6
Series NF8BK
                                 Rating
Class                To                      From
Notes                A-srp (sf)/Watch Pos    A-srp (sf)

Morgan Stanley ACES SPC
US$500 mil Morgan Stanley ACES SPC 2007-6
Series NF8T1
                                 Rating
Class                To                      From
Notes                A-srp (sf)/Watch Pos    A-srp (sf)

Morgan Stanley ACES SPC
US$500 mil Morgan Stanley ACES SPC 2007-6
Series NF8BM
                                 Rating
Class                To                      From
Notes                A-srp (sf)/Watch Pos    A-srp (sf)

Morgan Stanley ACES SPC
US$500 mil Morgan Stanley ACES SPC 2007-6
Series NF8T4
                                 Rating
Class                To                      From
Notes                A-srp (sf)/Watch Pos    A-srp (sf)

Morgan Stanley Managed ACES SPC
Series 2005-1
                                 Rating
Class                    To                  From
Jr Sup Sr                AA- (sf)/Watch Pos  AA- (sf)

Portfolio CDS Trust 16
                                 Rating
Class                    To                  From
Super Sr.                AA+ (sf)/Watch Neg  AA+ (sf)

REPACS Trust Series 2006-1 Monte Rosa
                                 Rating
Class                To                      From
A-1                  CCC- (sf)/Watch Pos     CCC- (sf)
A-2                  CCC- (sf)/Watch Pos     CCC- (sf)

Rutland Rated Investments
Series 2006-2 (28)
                                 Rating
Class                 To                     From
A1-L                  CCC- (sf)/Watch Pos    CCC- (sf)

Rutland Rated Investments
EUR5 mil, US$197 mil Dryden XII - IG Synthetic CDO 2006-1
                                 Rating
Class                 To                     From
A3-$LS                BBB- (sf)/Watch Pos    BBB- (sf)
A3B-$LS               BBB- (sf)/Watch Pos    BBB- (sf)
A3C-$LS               BBB- (sf)/Watch Pos    BBB- (sf)

STARTS (Cayman) Ltd.
Series 2006-2
                                 Rating
Class                    To                  From
A1-D1                    B (sf)/Watch Pos    B (sf)

STARTS (Cayman) Ltd.
Series 2006-3
                                 Rating
Class                 To                     From
B1-D1                 CCC- (sf)/Watch Pos    CCC- (sf)

STARTS (Cayman) Ltd.
Series 2006-4
                                 Rating
Class                 To                     From
B2-D2                 CCC- (sf)/Watch Pos    CCC- (sf)

STARTS (Cayman) Ltd.
Series 2006-5
                                 Rating
Class                 To                     From
A2-D2                 BBB- (sf)/Watch Pos    BBB- (sf)

STARTS (Cayman) Ltd.
Series 2006-7
                                 Rating
Class                 To                     From
B1-H1                 CCC- (sf)/Watch Pos    CCC- (sf)

STARTS (Cayman) Ltd.
Series 2006-6
                                 Rating
Class                 To                     From
B1-A1                 CCC- (sf)/Watch Pos    CCC- (sf)

STARTS (Cayman) Ltd.
Series 2006-9
                                 Rating
Class                 To                     From
B3-D3                 CCC- (sf)/Watch Pos    CCC- (sf)

STARTS (Ireland) PLC
Series 2006-20
                                 Rating
Class                    To                  From
A1-E1                    B (sf)/Watch Pos    B (sf)

STARTS (Ireland) PLC
Series 2006-21
                                 Rating
Class                 To                     From
B1-E1                 CCC- (sf)/Watch Pos    CCC- (sf)

Steers Credit Linked Trust, ML Tranche
US$19 mil Steers Credit Linked Trust, ML Tranche
                                 Rating
Class                 To                     From
Sing Tran             CCC- (sf)/Watch Pos    CCC- (sf)


* S&P Withdraws 'D' Ratings on 9 Classes From 2 U.S. CMBS Deals
---------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on nine
classes from two U.S. commercial mortgage-backed securities (CMBS)
transactions.

"We withdrew our ratings on nine classes from two CMBS
transactions following the previous downgrades of all outstanding
ratings from each transaction to 'D (sf)'. We had previously
lowered eight of the ratings to 'D (sf)' following principal
losses to the classes. We had previously lowered one class to 'D
(sf)' due to recurring or accumulated interest shortfalls," S&P
said.

The recurring and accumulated interest shortfalls primarily
occurred due to one or more of these factors:

    Appraisal subordinate entitlement reductions (ASERs) in effect
    for the specially serviced assets;

    Trust expenses that may include, but are not limited to,
    property operating expenses, property taxes, insurance
    payments, and legal expenses; and

    Special servicing fees.

"We provide details of each of the two transactions," S&P said.

First Union-Lehman Bros. Commercial Mortgage Trust Series 1997-C1

"We had lowered our rating on the class J certificate from First
Union-Lehman Bros. Commercial Mortgage Trust's series 1997-C1 to
'D (sf)' on Feb. 10, 2012, to reflect accumulated interest
shortfalls outstanding for three months at that time. The
accumulated interest shortfalls resulted primarily from
reimbursement of the master servicer's advances ($157,457) and
interest rate reduction from the modification ($6,015) on the sole
loan with the special servicer, The Quality Inn Petaluma loan
($2.5 million, 4.0%)," S&P said.

           CBA Commercial Assets LLC Series 2006-2

"We lowered our ratings to 'D (sf)' on classes A and M-1 through
M-7 from CBA Commercial Assets LLC's series 2006-2 between October
2009 and April 2012 following principal losses to each of the
classes' opening balance," 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

RATINGS WITHDRAWN

First Union-Lehman Bros. Commercial Mortgage Trust
Commercial mortgage pass-through certificates series 1997-C1

                                 Rating
Class                    To                  From
J                        NR                  D (sf)

CBA Commercial Assets LLC
Commercial mortgage pass-through certificates series 2006-2
                                 Rating
Class                    To                  From
A                        NR                  D (sf)
M-1                      NR                  D (sf)
M-2                      NR                  D (sf)
M-3                      NR                  D (sf)
M-4                      NR                  D (sf)
M-5                      NR                  D (sf)
M-6                      NR                  D (sf)
M-7                      NR                  D (sf)

NR-Not rated.



                            *********

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
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

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.

This material is copyrighted and any commercial use, resale or
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The TCR subscription rate is $775 for 6 months delivered via
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are $25 each.  For subscription information, contact Christopher
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                  *** End of Transmission ***