#textfitch

Cedulas TDA 13, FTA, notes (ISIN ES0318826007): 'AAsf'; Maintained on RWNThe agency says that further to the placement of Cedulas TDA 13, FTA on RWN due to counterparty risk (see "Fitch Places 14 Spanish SF Transactions On Rating Watch Negative Due To Counterparty Risk" dated 06 October 2011 at www.fitchratings.com), Fitch has received confirmation from the SPV management company (Titulizacion de Activos SGFT) that the counterparty risk on Banco Popular Espanol (BPE; 'BBB+'/RWN/'F2') as liquidity bank account provider has been fully mitigated as of 07 October 2011, when Banco Santander ('AA-'/Negative/'F1+') replaced BPE under the terms of the liquidity bank account agreement.Consequently, the implementation of this remedial action adequately mitigates the counterparty risk that was present on this transaction following the initial rating action on BPE (see 'Fitch Downgrades Banco Popular to 'A-'; Outlook Negative ' dated 06 July 2011 at www.fitchratings.com).Nevertheless, the RWN is maintained on the transaction as Fitch took another rating action following the breach of an overcollateralisation (OC) commitment of one of the participating banks (see 'Fitch Places Two MICH Transactions Participated by Banco de Valencia on RWN' dated 15 September 2011 at www.fitchratings.com). As this action is still unresolved, the RWN on the transaction is maintained.

Cedulas TDA 13, FTA, notes (ISIN ES0318826007): 'AAsf'; Maintained on RWNThe agency says that further to the placement of Cedulas TDA 13, FTA on RWN due to counterparty risk (see "Fitch Places 14 Spanish SF Transactions On Rating Watch Negative Due To Counterparty Risk" dated 06 October 2011 at www.fitchratings.com), Fitch has received confirmation from the SPV management company (Titulizacion de Activos SGFT) that the counterparty risk on Banco Popular Espanol (BPE; 'BBB+'/RWN/'F2') as liquidity bank account provider has been fully mitigated as of 07 October 2011, when Banco Santander ('AA-'/Negative/'F1+') replaced BPE under the terms of the liquidity bank account agreement.Consequently, the implementation of this remedial action adequately mitigates the counterparty risk that was present on this transaction following the initial rating action on BPE (see 'Fitch Downgrades Banco Popular to 'A-'; Outlook Negative ' dated 06 July 2011 at www.fitchratings.com).Nevertheless, the RWN is maintained on the transaction as Fitch took another rating action following the breach of an overcollateralisation (OC) commitment of one of the participating banks (see 'Fitch Places Two MICH Transactions Participated by Banco de Valencia on RWN' dated 15 September 2011 at www.fitchratings.com). As this action is still unresolved, the RWN on the transaction is maintained.

The rating actions follow the announcement on 13 October 2011 that OeVAG will report a significant loss for FY2011 primarily as a result of write-downs of the book values of its subsidiaries Investkredit Bank AG and Volksbank Romania S.A. At the same time, OeVAG has stated that it will not repay the first tranche (EUR300m) of the government participation capital received in 2009 and that it will postpone the planned demerger of the banking business of OeVAG to Investkredit until further notice.In addition, and as part of its capital strengthening measures in preparation for Basel III implementation, VB-Verbund and OeVAG announced that they have decided to reorganise the structure of the group similar to Rabobank Group's ('AA+'/RWN), a development which Fitch views positively as it is likely to strengthen corporate governance, risk management control and consolidated supervision.The RWN on VB-Verbund's VR predominately reflects Fitch's view that VB-Verbund's central institution, OeVAG, continues to face material challenges in relation to its capital position, risk profile and business model, despite considerable deleveraging efforts since 2008. As Fitch does not assign a Viability Rating to OeVAG, the rating action is taken at VB-Verbund level.In its latest rating action commentary dated 19 July 2011, Fitch stated that should OeVAG's core capital not be strengthened as a result of the capital strengthening measures, VB-Verbund's VR would come under pressure. OeVAG represents a considerable proportion of VB-Verbund and for FY2011, net profit generated by the steadily performing VB-Verbund's primary banks will likely not be sufficient to offset OeVAG's expected sizeable loss (around EUR500m under IFRS on a consolidated level as publicly stated by management).With the exception of the VBI sale, which is likely to increase the regulatory core Tier 1 capital ratio at end-2011, capital raising measures announced earlier this year are being postponed, which is of concern as capital raising measures are being delayed at a time when European banks are faced with increasing capital requirements.Fitch expects to resolve the RWN in the near term once it has assessed the impact of the planned measures on the group's capital position, financial strength and business model. Depending on the outcome of Fitch's assessment, VB-Verbund's VR could be downgraded by more than one notch.VB-Verbund's and OeVAG's IDRs are solely based on the agency's view of sovereign support by the Republic of Austria ('AAA'/Stable). In Fitch's view, VB-Verbund's sizeable domestic market share should improve as the result of the announced reorganisation and will therefore continue to be systemically important for the Austrian economy. However, should the Austrian government's propensity to support the bank weaken or become constrained by legislative changes, then this would result in a downgrade of VB-Verbund's and OeVAG's IDRs.VB-Verbund, which is not a legal entity itself but a cooperative grouping of member banks, is Austria's fourth-largest banking group. OeVAG is the central institution of VB-Verbund, Austria's second-largest cooperative banking group. As such, Fitch has assigned OeVAG "group" ratings under Fitch's rating criteria for banking structures backed by mutual support mechanisms. Fitch does not assign OeVAG a Viability Rating.

The rating actions follow the announcement on 13 October 2011 that OeVAG will report a significant loss for FY2011 primarily as a result of write-downs of the book values of its subsidiaries Investkredit Bank AG and Volksbank Romania S.A. At the same time, OeVAG has stated that it will not repay the first tranche (EUR300m) of the government participation capital received in 2009 and that it will postpone the planned demerger of the banking business of OeVAG to Investkredit until further notice.In addition, and as part of its capital strengthening measures in preparation for Basel III implementation, VB-Verbund and OeVAG announced that they have decided to reorganise the structure of the group similar to Rabobank Group's ('AA+'/RWN), a development which Fitch views positively as it is likely to strengthen corporate governance, risk management control and consolidated supervision.The RWN on VB-Verbund's VR predominately reflects Fitch's view that VB-Verbund's central institution, OeVAG, continues to face material challenges in relation to its capital position, risk profile and business model, despite considerable deleveraging efforts since 2008. As Fitch does not assign a Viability Rating to OeVAG, the rating action is taken at VB-Verbund level.In its latest rating action commentary dated 19 July 2011, Fitch stated that should OeVAG's core capital not be strengthened as a result of the capital strengthening measures, VB-Verbund's VR would come under pressure. OeVAG represents a considerable proportion of VB-Verbund and for FY2011, net profit generated by the steadily performing VB-Verbund's primary banks will likely not be sufficient to offset OeVAG's expected sizeable loss (around EUR500m under IFRS on a consolidated level as publicly stated by management).With the exception of the VBI sale, which is likely to increase the regulatory core Tier 1 capital ratio at end-2011, capital raising measures announced earlier this year are being postponed, which is of concern as capital raising measures are being delayed at a time when European banks are faced with increasing capital requirements.Fitch expects to resolve the RWN in the near term once it has assessed the impact of the planned measures on the group's capital position, financial strength and business model. Depending on the outcome of Fitch's assessment, VB-Verbund's VR could be downgraded by more than one notch.VB-Verbund's and OeVAG's IDRs are solely based on the agency's view of sovereign support by the Republic of Austria ('AAA'/Stable). In Fitch's view, VB-Verbund's sizeable domestic market share should improve as the result of the announced reorganisation and will therefore continue to be systemically important for the Austrian economy. However, should the Austrian government's propensity to support the bank weaken or become constrained by legislative changes, then this would result in a downgrade of VB-Verbund's and OeVAG's IDRs.VB-Verbund, which is not a legal entity itself but a cooperative grouping of member banks, is Austria's fourth-largest banking group. OeVAG is the central institution of VB-Verbund, Austria's second-largest cooperative banking group. As such, Fitch has assigned OeVAG "group" ratings under Fitch's rating criteria for banking structures backed by mutual support mechanisms. Fitch does not assign OeVAG a Viability Rating.

The rating actions are as listed below.AUD254.6m Class A1 (ISIN: USQ49677AA73) Long-Term rating affirmed at 'AAAsf'; Outlook Stable; Short-Term rating of 'F1+' placed on RWNAUD233.4m Class A2 (ISIN: USQ49677AB56) affirmed at 'AAAsf'; Outlook StableAUD24.2m Class AB (ISIN: AU0000INBHC6) affirmed at 'AAAsf'; Outlook StableAUD28.4m Class B (ISIN: AU0000INBHD4) 'A+sf'; remains on RWNThe RWN on the Short-Term rating of class A1 reflects that of Barclays Bank Plc , which is the conditional purchaser agent for this particular class of notes. Barclays Capital , as re-marketing agent, is obliged to use reasonable efforts to identify third-party purchasers for all of the class A1 notes. In the event that a third-party purchaser cannot be identified, Barclays Bank Plc will under a conditional purchaser agreement purchase the tender notes at a pre agreed margin over the Libor. On 13 October 2011, Barclays' Issuer Default Ratings and Viability Rating were placed on RWN (see 'Fitch Lowers UK Support Rating Floors; Downgrades Lloyds, RBS to 'A', dated 13 October 2011 and available at www.fitchratings.com).At the same time Fitch has affirmed the ratings of the class A2 and AB notes as there performance has been stable since the last rating action on 8 August 2011. Arrears have remained steady since April 2011. As of end-July 2011, 30+ days and 90+days arrears were recorded at 2.44% and 0.60% respectively (versus 2.42% and 0.64% in April 2011). As at July 2011 the trusts cumulative gross loss on sale of properties amounted to AUD 7,058,563 of which only one loss (AUD 129,049) occurred in 2011. All gross losses on sales have been covered by lenders mortgage insurance.The class B notes were placed on RWN on 16 May 2011, as a result of an exposure draft criteria report published on the same day about the credit given to lenders' mortgage insurance (LMI) within RMBS. The Class B notes remain on RWN pending a response from the servicer, Mortgage Management Pty Limited (Challenger).

The rating actions are as listed below.AUD254.6m Class A1 (ISIN: USQ49677AA73) Long-Term rating affirmed at 'AAAsf'; Outlook Stable; Short-Term rating of 'F1+' placed on RWNAUD233.4m Class A2 (ISIN: USQ49677AB56) affirmed at 'AAAsf'; Outlook StableAUD24.2m Class AB (ISIN: AU0000INBHC6) affirmed at 'AAAsf'; Outlook StableAUD28.4m Class B (ISIN: AU0000INBHD4) 'A+sf'; remains on RWNThe RWN on the Short-Term rating of class A1 reflects that of Barclays Bank Plc , which is the conditional purchaser agent for this particular class of notes. Barclays Capital , as re-marketing agent, is obliged to use reasonable efforts to identify third-party purchasers for all of the class A1 notes. In the event that a third-party purchaser cannot be identified, Barclays Bank Plc will under a conditional purchaser agreement purchase the tender notes at a pre agreed margin over the Libor. On 13 October 2011, Barclays' Issuer Default Ratings and Viability Rating were placed on RWN (see 'Fitch Lowers UK Support Rating Floors; Downgrades Lloyds, RBS to 'A', dated 13 October 2011 and available at www.fitchratings.com).At the same time Fitch has affirmed the ratings of the class A2 and AB notes as there performance has been stable since the last rating action on 8 August 2011. Arrears have remained steady since April 2011. As of end-July 2011, 30+ days and 90+days arrears were recorded at 2.44% and 0.60% respectively (versus 2.42% and 0.64% in April 2011). As at July 2011 the trusts cumulative gross loss on sale of properties amounted to AUD 7,058,563 of which only one loss (AUD 129,049) occurred in 2011. All gross losses on sales have been covered by lenders mortgage insurance.The class B notes were placed on RWN on 16 May 2011, as a result of an exposure draft criteria report published on the same day about the credit given to lenders' mortgage insurance (LMI) within RMBS. The Class B notes remain on RWN pending a response from the servicer, Mortgage Management Pty Limited (Challenger).

The rating actions are as listed below.AUD254.6m Class A1 (ISIN: USQ49677AA73) Long-Term rating affirmed at 'AAAsf'; Outlook Stable; Short-Term rating of 'F1+' placed on RWNAUD233.4m Class A2 (ISIN: USQ49677AB56) affirmed at 'AAAsf'; Outlook StableAUD24.2m Class AB (ISIN: AU0000INBHC6) affirmed at 'AAAsf'; Outlook StableAUD28.4m Class B (ISIN: AU0000INBHD4) 'A+sf'; remains on RWNThe RWN on the Short-Term rating of class A1 reflects that of Barclays Bank Plc , which is the conditional purchaser agent for this particular class of notes. Barclays Capital , as re-marketing agent, is obliged to use reasonable efforts to identify third-party purchasers for all of the class A1 notes. In the event that a third-party purchaser cannot be identified, Barclays Bank Plc will under a conditional purchaser agreement purchase the tender notes at a pre agreed margin over the Libor. On 13 October 2011, Barclays' Issuer Default Ratings and Viability Rating were placed on RWN (see 'Fitch Lowers UK Support Rating Floors; Downgrades Lloyds, RBS to 'A', dated 13 October 2011 and available at www.fitchratings.com).At the same time Fitch has affirmed the ratings of the class A2 and AB notes as there performance has been stable since the last rating action on 8 August 2011. Arrears have remained steady since April 2011. As of end-July 2011, 30+ days and 90+days arrears were recorded at 2.44% and 0.60% respectively (versus 2.42% and 0.64% in April 2011). As at July 2011 the trusts cumulative gross loss on sale of properties amounted to AUD 7,058,563 of which only one loss (AUD 129,049) occurred in 2011. All gross losses on sales have been covered by lenders mortgage insurance.The class B notes were placed on RWN on 16 May 2011, as a result of an exposure draft criteria report published on the same day about the credit given to lenders' mortgage insurance (LMI) within RMBS. The Class B notes remain on RWN pending a response from the servicer, Mortgage Management Pty Limited (Challenger).

JPY2bn* Series M415 repackaged notes due 2016 'Asf' placed on RWNJPY600m* Series M496 repackaged notes due 2017 'Asf' placed on RWN*as of 17 October 2011The RWN reflects Fitch's recent rating action on BNP Paribas (BNP; 'AA-' placed on RWN), the swap counterparty in these transactions, For further details, see "Fitch Places Major French Banks on RWN", dated 13 October 2011.The ratings of the notes reflect the first-to-default risk of the two risk-presenting entities in these transactions - the collateral issuer and the swap counterparty. A downgrade of the swap counterparty, if any, would lead to a similar rating action on both transactions.Fitch will resolve the RWN on these transactions once that on BNP's Long-Term IDR is resolved.