MOODY' S ABCP RATING ACTIONS FOR THE SEVEN DAY PERIOD ENDED DECEMBER 19, 2002:

New York, December 23, 2002 -- MOODY'S RATED THE FOLLOWING ABCP CONDUIT PRIME-1 DURING THE PERIOD DECEMBER 12, 2002 THROUGH DECEMBER 19, 2002:

MOODY'S RATES CENTURY CAPITAL MARKETS' VENUS FUNDING ABCP PROGRAM PRIME-1 AND VENUS FUNDING ADDS FIRST TRANSACTION

Moody's Investors Service assigned a Prime-1 rating to the asset-backed commercial paper (ABCP) of Venus Funding Corp. (Venus), a newly created, prior review, fully supported, non-bank sponsored, multiseller program administered by U.S. Bank National Association (Aa2/Prime-1/B+). While U.S. Bank is the administrator of the Venus program, it has delegated most of the day-to-day operations of Venus to Global Securitization Services, LLC (GSS). Century Capital Markets LLC (CCM) will provide advisory services to Venus. CCM is a limited liability company headquartered in Orlando, FL. It is 65% owned by CNL Capital Corp. CCM's responsibilities will include, among other things, identification of potential sellers and liquidity providers and negotiation of the structure of asset purchase or financing agreements. Venus is authorized to issue up to $5 billion of ABCP. Subject to Moody's prior review, Venus will use the ABCP proceeds to purchase or finance U.S. dollar-denominated asset interests.

As its first transaction, Venus acquired a $23.52 million loan facility that financed the acquisition of five real estate properties. This transaction is fully supported by a liquidity loan facility provided by Bank Hapoalim B.M. (A2/Prime-1/C).

THE FOLLOWING ABCP PROGRAMS TERMINATED DURING THE PERIOD DECEMBER 12, 2002 THROUGH DECMBER 19, 2002:

BANK ONE'S LAKE FRONT FUNDING CO. LLC TERMINATES PROGRAM

Lake Front Funding Co. LLC, an extendable note program sponsored by Bank One, N.A. (Aa2/Prime-1/B+), terminated as of December 17 with the final maturity of the secured notes. Proceeds of the Lake Front program were invested in two of Bank One's other ABCP programs, Preferred Receivables Funding Corp. (PREFCO) and Falcon Asset Securitization Corp. Upon termination of the program, Falcon and PREFCO asset-backed commercial paper was funded in the ABCP market, since Lake Front will no longer be an investor in those conduits. The termination is not related to any FASB consolidation initiative related developments.

NATIONAL CITY BANK'S NORTH COAST FUNDING TERMINATES PROGRAM

North Coast Funding LLC, sponsored by National City Bank (Aa3/Prime-1/B+) of Cleveland, Ohio, terminated as of December 13 with the final maturity of its outstanding ABCP. North Coast was a dual-purpose conduit investing in both securities and trade and lease transactions. Administered by National City and owned by GSS Holdings Inc., North Coast was the first ABCP conduit sponsored by National City.

THE RATINGS OF THE FOLLOWING ABCP PROGRAMS WERE CONFIRMED BY MOODY'S DURING THE PERIOD DECEMBER 12 THROUGH DECEMBER 19, 2002:

SUNTRUST'S THREE PILLARS AND WACHOVIA'S BLUE RIDGE FUNDING ADD $200 MILLION TRADE RECEIVABLES CO-PURCHASE FACILITY

Three Pillars Funding Corp., SunTrust Bank's (Aa2/Prime-1/B+) partially supported, multiseller ABCP conduit and Blue Ridge Asset Funding Corp., Wachovia Bank's (Aa3/Prime-1/B) partially supported ABCP conduit, each added a $100 million interest in a $200 million trade receivables facility. The seller is a Ba1-rated manufacturer and distributor of lumber, pulp, timber and specialty paper products.

Transaction-specific credit enhancement in the form of overcollateralization, is set at a minimum of 15%. The pool-specific enhancement increases dynamically based upon the performance of the pool of receivables.

Liquidity provided by Prime-1-rated Sun Trust Bank and Wachovia Bank, partially supports each conduit's commitment. Program-level credit enhancement for both Three Pillars and Wachovia was increased by 10%, or $10 million, of each of their respective purchase commitments. Three Pillars is now authorized to issue up to $4.4 billion of ABCP, while Blue Ridge is authorized to issue up to approximately $6.5 billion.

CREDIT LYONNAIS' LA FAYETTE AND ATLANTIC ADD $100 MILLION INTERESTS IN EARLY BUY-OUT GNMA FACILITY

La Fayette Asset Securitization LLC and Atlantic Asset Securitization Corp., partially supported, multiseller conduits both sponsored by Credit Lyonnais' (A1/B-, each on review for upgrade/Prime-1), each purchased a $100 million interest in a residential mortgage early buy-out facility. The seller is an unrated United States-based originator of residential mortgages and an indirect, wholly-owned subsidiary of a financial services company rated Prime-1 by Moody's. The facility finances non-performing FHA-insured and or VA-guaranteed residential mortgage loans. These loans were repurchased from existing GNMA securitizations by the seller. Pool-specific credit enhancement is provided through overcollateralization. The advance rate on eligible loans is 92% for VA loans and 95% for FHA loans. In addition, excess spread will be captured in a reserve fund up to 2% of the facility limit if annualized net losses exceed 2%. Incremental program-level credit enhancement for these transactions is equal to 8% and 10% of the transaction for La Fayette and Atlantic, respectively.

Giving effect to these new commitments, La Fayette and Atlantic are each now authorized to issue up to $1.2 billion and $3.7 billion of ABCP.

SOCIETE GENERALE'S ANTALIS ADDS RECEIVABLES TRANSACTION AND INCREASES TRADE RECEIVABLE POOL

In Paris, Moody's has confirmed the Prime-1 rating of Antalis SA, the multiseller, partially supported ABCP program sponsored by Societe Generale (Aa3/Prime-1/B). This rating action follows one pool addition and the increase of an existing program. The pool addition is a Euro 240 million transaction backed by receivables originated by a large European telecom operator. Antalis has also increased an existing transaction of trade receivables originated by a pharmaceutical wholesaler in Germany by Euro 55 million. Structural protections in each of these transactions consist of overcollateralization and pool-specific liquidity facilities provided by Societe Generale, amounting to 102.5% of each transaction purchase limit. In addition, Antalis' program-wide credit enhancement has been increased to Euro 411 million, or about 7.8% of the conduit's authorized issuance amount. Antalis is now authorized to issue up to Euro 5.28 billion of ABCP.

DRESDNER'S BEETHOVEN ADDS $800 MILLION SECURITIES ARBITRAGE FACILITY

Beethoven Funding Corp., a partially supported, multiseller ABCP program sponsored by Dresdner Bank AG (Aa3/Prime-1/C), added an $800 million credit arbitrage facility to its portfolio. The transaction is with a Aa2-rated German bank. Investors are protected by the quality of the assets securitized, as well as overcollateralization that is calculated according to a dynamic formula based on asset ratings. A liquidity facility is provided by Prime-1 rated Landesbank Sachsen GZ (Aa2/Prime-1/C-), with currency risk guaranteed by Prime-1-rated Dresdner. This is the second such facility added to Beethoven's portfolio, bringing Beethoven's exposure to credit arbitrage facilities to $1.3 billion, or about half of Beethoven's portfolio.

Beethoven is authorized to issue approximately $3 billion of ABCP. Program-level credit enhancement is currently at its $50 million floor.

WACHOVIA'S BLUE RIDGE ADDS $140 MILLION AUTO FLEET LEASING TRANSACTION

Blue Ridge Asset Funding Corp., a partially supported, multi-seller ABCP program sponsored by Wachovia Bank N.A (Aa2/Prime-1/B+) added a $150 million auto fleet leasing transaction to its portfolio. The transaction benefits an unrated fleet leasing company. Investors are protected by the quality of the lease pool, overcollateralization set at a 5.25% minimum and calculated in accordance with a dynamic formula based on pool composition, as well as various structural protections that will cause the revolving pool to amortize should lease performance deteriorate. A liquidity facility is provided by Prime-1 rated Wachovia.

Blue Ridge is authorized to issue approximately $6.5 billion of ABCP and has program level credit enhancement in excess of $118 million.

CDC'S EIFFEL ADDS $100 MILLION STUDENT LOAN FACILITY AND $150 MILLION AUTO LOAN TRANSACTION

Eiffel Funding LLC, the partially supported, multiseller ABCP program sponsored by CDC Financial Products, Inc. (Aaa/Prime-1) has committed to lend up to $100 million to an unrated finance company backed by a pool of student loans. The transaction benefits from an insurance policy provided by Aaa-rated AMBAC. A liquidity facility provided by Prime-1-rated CDC will fund the face amount of maturing ABCP unless AMBAC is rated below Caa2. Moody's believes the risk of a precipitous decline in the insurer's rating is consistent with the Prime-1 rating assigned to Eiffel's ABCP.

Eiffel also purchased a $150 million certificate issued by a finance company backed by a pool of auto loans. This is the second such certificate Eiffel has purchased. This purchase brings Eiffel's total exposure to $319 million. ABCP investors are not exposed to the risk of the underlying assets, since both certificates are supported by a total return swap provided by Prime-1 rated CDC-FP.

Eiffel is authorized to issue approximately $4.6 billion of ABCP and has $130 million of program-level credit enhancement.

STATE STREE'T'S GALLEON CAPITAL CORP ADDS TRADE RECEIVABLES DEAL AND AUTO LEASE TRANSACTION

Galleon Capital Corp. (Galleon), a partially supported, multiseller ABCP conduit sponsored by State Street Bank and Trust Co., (Aa2/ Prime-1/B+) financed a 1,200 million Swedish Krona interest in trade receivables originated by a Swedish distributor of retail pharmaceuticals. The credit risk of the transaction is entirely correlated with the sovereign credit rating of Sweden (currently rated Aaa).

Galleon also financed a Euro 60 million receivables purchase of auto leases originated by a German leasing company. Credit enhancement is comprised of overcollateralization and a cash reserve account. Although partially supported by liquidity, the transaction has limited risk due to structural features, which will cause it to be removed from the conduit if certain triggers are hit.

Galleon has increased its incremental program-level credit enhancement by 10% for both of these transactions. Galleon is now authorized to issue $2.8 billion of ABCP, which is supported by about $240 million of program-level credit enhancement

DEUTSCHE BANK'S GEMINI SECURITIZATION PURCHASES $975 MILLION OF PRIME-1 RATED ABCP BACKED BY TWO ASSETS AND ADDS $29.7 MILLION Baa2-RATED VFC FROM AN INSURANCE PREMIUM LOAN TRUST

Gemini Securitization Corp., a partially supported, multiseller conduit sponsored by Deutsche Bank (DB, Aa3/Prime-1/B), purchased a total of $975 million of Prime-1 ABCP from a sister conduit administered by DB. The Prime-1 rated ABCP is backed by two different asset pools, a $225 million unrated Class A certificate backed by credit card receivables from an established issuer and $750 million note from an investment-grade-rated auto financing company. The credit enhancement for the credit card certificate is 14% of subordination and an incremental increase in Gemini's program credit enhancement by 8%. The credit enhancement for the auto loan receivable facility is a combination of a 1.5% funded reserve account and 4.5% of overcollateralization. In addition, Gemini's program credit enhancement was increased by 8%.

Gemini also added a $29.75 million collateral investment amount variable floating rate certificate to its portfolio. The CIA is from an insurance premium loan trust. Gemini holds other VFCs issued by this trust from earlier series. Due to timing constraints, Gemini added this asset with full liquidity support.

As of November 30, 2002, Gemini's total authorized commitment amount was $8.7 billion. Total outstanding ABCP at $5.4 million, and program enhancement was $217.3 million. Gemini's program limit is set at $10 billion.

NORDLB'S HANNOVER FUNDING ADDS $192.7 MILLION SYNTHETIC LEASE TRANSACTION AND $25.6 MILLION SERVICER ADVANCE TRANSACTION

Hannover Funding Corp. is Norddeutsche Landesbank Girozentrale's (Aa1/Prime-1/C-) hybrid ABCP conduit. Hannover combines the features of several types of ABCP programs: standard partially supported term and trade receivable financing, maturity-matched loan-backed program and a security credit arbitrage program. Hannover purchased a $192.7 million interest in a note backed by a synthetic lease originated by an A3-rated company. This transaction is fully supported through liquidity provided by a syndicate of Prime-1-rated banks. This transaction increases the size of Hannover's multiseller portfolio to $715 million.

Hannover also purchased a $25.6 million certificate backed by a pool of servicer advances made by an unrated servicer in support of RMBS transactions. Investors are not exposed to the risk of the underlying asset as the transaction benefits from a liquidity facility provided by Prime-1 rated NordLB that will fund for the face amount of ABCP.

Hannover is authorized to issue approximately $1.2 billion against term and trade receivables and has program level credit enhancement of $110 million.

ROYAL BANK OF SCOTLAND'S LOCH NESS ADDS GBP 112.5 MILLION TRANSACTION FINANCING UK TELECOM RECEIVABLES

Loch Ness Limited/Ness LLC (Loch Ness), a Prime-1 rated, partially supported multiseller conduit sponsored by The Royal Bank of Scotland, has funded a GBP 112.5 million trust facility. The funding is in respect of a financing of a revolving portfolio of United Kingdom telecom- related receivables. A United Kingdom-based mobile telecom company originates the receivables, which include both billed and unbilled receivables owed by private and corporate customers resident in the UK. The receivables can be divided into two main types, line rentals and call charges owed by customers and receivables generated through equipment sales to retailers. This facility is part of a Euro 800 million co-purchase agreement entered into by Loch Ness and Citibank's Prime-1-rated EUREKA program. The transaction is partially supported by a liquidity facility provided by The Royal Bank of Scotland (Aa2/Prime-1/A-), with the possibility of syndication to other Prime-1-rated banks. The transaction benefits from dynamic pool-specific credit enhancement in the form of overcollateralization, which mitigates potential default and dilution risk associated with the portfolio. The default and dilution reserves are calculated monthly for each receivable type and are subject to an initial floor level of 12.5% for defaults and 1% and 7.5%, respectively for dilutions. Furthermore, performance triggers have been introduced. Such triggers would either result in a) the receivable type involved becoming ineligible for ABCP financing or ii) a stop purchase of further receivables. The total authorized amount for the Loch Ness conduit is currently approximately $4.5 billion.

METRIS OWNER TRUST'S ABCP PRIME-1 RATING CONFIRMED AFTER DOWNGRADE OF CLASS A-3 VFC TO Aa3

Moody's has confirmed the Prime-1 rating of the single seller asset-backed commercial paper (ABCP) of Metris Owner Trust after the downgrade of 24 classes of securities issued by Metris Master Trust (MMT) and the Metris secured note trusts (MSNTs), which are backed by credit card receivables. These securities were placed on review for possible downgrade on October 18, 2002. Moody's also downgraded to Aa3 from Aaa the Series 2001-A Class A-3 variable funding certificate (VFC) issued by MMT which is Metris Owner Trust's sole asset.

The Aa3 rating of the Series 2001-A Class A-3 VFC is consistent with Metris Owner Trust's Prime-1 rating. Nevertheless, the Aa3 rating of this security is in the lower range of long-term ratings that are consistent with a Prime-1 ABCP rating. Therefore, the Prime-1 rating of Metris Owner Trust's ABCP program is subject to a higher degree of volatility than previously. If the Class A-3 VFC were downgraded below Aa3, the likelihood increases that Moody's would downgrade the current rating of Metris Owner Trust's asset-backed commercial paper.

Of additional concern are the ratings and financial flexibility of Metris Companies Inc. ("Metris Companies") and Direct Merchants Credit Card Bank (the "Bank"). In July, Moody's downgraded Metris Companies to B1 from Ba3. On December 20 Moody's further lowered the senior unsecured rating of Metris Companies to B3.

For further information, please see Moody's press release dated December 13, 2002.

STANFIELD'S MICA PURCHASES $387.75 MILLION CLO VARIABLE FUNDING NOTE

Mica Funding LLC, a partially supported, multiseller ABCP program sponsored by Stanfield Global Strategies (unrated), has added a $387.75 million CLO variable funding note to its portfolio. The VFN is rated Aaa by Moody's. Investors are protected by a liquidity facility being provided by a major European bank (Aa3/Prime-1/B). However, the bank is not required to fund if the VFN is rated below Caa2. The risk of the Aaa-rated VFN being downgraded below Caa2 is consistent with the Prime-1 rating assigned to Mica's ABCP. The asset is required to be removed by the liquidity provider at par if downgraded to a rating that is well above the Caa level. This transaction requires no program-level credit enhancement due to the Aaa rating assigned to the asset.

This is Mica's first partially supported transaction; thus, this is the first transaction where ABCP investors are exposed to risk of the underlying asset. Mica is authorized to issue approximately $3 billion of ABCP and has no program-level credit enhancement, because all but this transaction are fully supported by liquidity facilities.

WESTLB'S PARADIGM FUNDING ACQUIRES $225 INTEREST IN $450 MILLION REVOLVING RECEIVABLES PURCHASE FACILITY

Paradigm Funding LLC (Paradigm), a partially supported, multiseller conduit sponsored by WestLB AG (Aa1/Prime-1/D), acquired a $225 million interest in a $450 million revolving purchase facility of advertising and program licensing receivables originated by the companies of an investment-grade rated multimedia entertainment conglomerate. ABN AMRO Bank's (Aa3/Prime-1/B) Windmill Funding Corp. is the co-purchaser of this facility. The transaction benefits from a minimum of 20% deal-specific credit enhancement in the form of overcollateralization that adjusts dynamically depending upon asset performance. Also, incremental program-level credit enhancement of 10% purchased receivables is provided. Currently, Paradigm is authorized to issue up to $8.3 billion of ABCP and has about $493 million of program-level credit enhancement.

INTESA BCI'S ROMULUS ADDS EURO 151.7 MILLION OF HIGHLY RATED ABS

Romulus Funding Corp., a partially supported, hybrid conduit administered by IntesaBci S.p.A., made its first asset purchase which is not part of its securities arbitrage program. The pool addition is a purchase of approximately Euro151.7 million of Aa2-rated notes backed by leases originated by an Italian company. Liquidity is provided by IntesaBci S.p.A. (A1/Prime-1/B-). The liquidity provided has increased by 102% of the amount of ABCP issued to fund the purchase. Romulus currently has no program credit enhancement, since its required credit enhancement amount is zero due to high quality of its assets. There is no incremental credit enhancement for this purchase due to the high rating of the purchased note. If the rating is reduced, program enhancement will be increased by the greater of 8% of the deal and $20 million.

An IntesaBci liquidity facility will fund against the face amount of related ABCP, unless the note is downgraded to the Caa range. Since the program does not have any requirement for removal of downgraded securities and it currently has no program credit enhancement, the program is subject to ratings volatility in the event of a deterioration of this pool. Romulus may not issue ABCP if its available credit enhancement is less then the required credit enhancement. Romulus currently has approximately $1.077 billion of ABCP outstanding.

BARCLAYS' SHEFFIELD ADDS TWO CREDIT CARD TRANSACTIONS

Sheffield Receivables Corp., a partially supported, multiseller ABCP conduit sponsored by Barclays Bank plc (Aa1/Prime-1/A-), added two large credit card transactions this week. The first is a $750 million investment in credit card receivables originated by an established issuer. The transaction is an existing co-purchase facility with several other conduits. Subordination is 14%. The other transaction is a $371.4 million transaction with an unrated issuer. Enhancement is a minimum of 11%, and the occurrence of certain triggers prevent the issuance of further ABCP for this transaction.

Program-level enhancement was increased by 10% of each of these assets. Sheffield is currently authorized to issue up to approximately $21.235 billion of ABCP.

GMAC's MINT AMENDED

Mortgage Interest Networking Trust ("MINT"), the mortgage warehousing program administrated by GMAC Mortgage Group, Inc., recently amended its program to increase the amount of ABCP funding available for warehouse lending receivables to 75% from 50% of bank liquidity commitments. The amount of warehouse lending receivables that may funded by MITTENS (extendible ABCP) is not limited. This amendment provides MINT with more flexibility as to how it funds assets, and does not change the risk exposure of ABCP or MITTEN investors.

Within MINT, warehouse lending receivables are structured to include a 5.25% floor level credit enhancement. In order to be eligible, both the third party mortgage lenders and the underlying mortgages must be current - no more than 30 days or 90 days past due respectively. ABCP investors are also protected from declines in asset quality by partial bank liquidity, which funds for at least 60% of the face value of commercial paper as long as $1 of overcollateralization is available. Warehouse lines funded through MITTENs benefit from liquidity provided by the 180-day extension feature. To date mortgage warehouse lending receivables sold into the MINT structure have not experienced any losses. The market value swap is not required for the warehouse lending portion of the MINT program. The Prime - 1 rating on MINT's ABCP and MITTENs are confirmed as a result of these modifications.

MINT with an authorized limit of $6 billion has approximately$ 3.8 billion of ABCP and $150 million of MITTENs currently outstanding.

CIBC'S SPARC BUYS $148.3 MILLION OF NOTES

Special Purpose Accounts Receivable Corp. (SPARC), a partially supported, multiseller conduit sponsored by Canadian Imperial Bank of Commerce (CIBC)(Aa3/Prime-1/B), has purchased $148.3 million of notes backed by Aaa-rated Class A notes in a CLO. Liquidity provided by Prime-1-rated CIBC partially supports the transaction. No incremental program credit enhancement was required for this asset. SPARC is now authorized to issue approximately $4.7 billion of ABCP.

ROYAL BANK OF CANADA'S THUNDER BAY UNWRAPS $125 MILLION INTEREST IN A CLUB REVOLVING $825 MILLION TRADE RECEIVABLES PURCHASE FACILITY

Thunder Bay Funding Inc. (Thunder Bay), a partially supported, multiseller ABCP program, sponsored by Royal Bank of Canada (Aa2/Prime-1/B+), unwrapped its $125 million interest a revolving purchase facility of trade receivables originated by a non-investment grade-rated tire manufacturer and distributor. After being unwrapped, this deal is partially supported by a minimum of 12% deal-specific credit enhancement that adjusts dynamically depending upon asset performance. Also, incremental program-level credit enhancement of 10% of ABCP is provided. ABN AMRO Bank's (Aa3/Prime-1/B) Amsterdam Funding Corp., JPMorgan Chase Bank's (Aa3/Prime-1/B) Park Avenue Receivables Corp., Canadian Imperial Bank of Commerce's (Aa3/Prime-1/B-) Special Purpose Accounts Receivable Cooperative Corp., and Bank One's (Aa2/Prime-1/B+) Jupiter Securitization Corp. are co-purchasers of this club deal. Thunder Bay is authorized to issue up to $3.8 billion of ABCP and has about $1.5 billion in program-level credit enhancement.

MBIA'S TRIPLE-A ONE FUNDING ADDS $180 MILLION NOTE BACKED BY EQUIPMENT INSTALLMENT SALES CONTRACTS

Triple-A One Funding Corp., the fully supported, multiseller conduit sponsored by MBIA, purchased a Aaa-rated $180 million note. The note, which is fully insured by MBIA, is backed by equipment installment sale contracts. Liquidity is in the form of a repurchase agreement provided by a A2/ Prime-1-rated financial institution which is not a bank. Triple-A One is now authorized to issue approximately $3.7 billion of ABCP.

For a more detailed description of these ABCP programs, see Moody's GLOBAL ASSET-BACKED BACKED COMMERCIAL PAPER MARKET REVIEW, which is published quarterly. This information is also available at http://www.moodys.com.

New York
Samuel Pilcer
Managing Director
Structured Finance Group
Moody's Investors Service
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

New York
Letitia Accarrino
Vice President - Senior Analyst
Structured Finance Group
Moody's Investors Service
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653