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Rating Action:

MOODY'S ABCP RATING ACTIONS FOR THE SEVEN-DAY PERIOD ENDED DECEMBER 18, 2003:

19 Dec 2003

New York, December 19, 2003 -- MOODY'S RATED THE FOLLOWING ABCP PROGRAM PRIME-1 DURING THE SEVEN-DAY PERIOD ENDED DECEMBER 18, 2003:

MOODY'S ASSIGNS DEFINITIVE PRIME-1 RATING TO EUROPEAN SOVEREIGN FUNDING S.A.

In Paris, Moody's assigned a definitive Prime-1 rating to ESF S.A. ("European Sovereign Funding S.A"), a new multiseller, asset-backed commercial paper (ABCP) sponsored by Credit Lyonnais S.A. (rated Aa3/Prime-1/B-). ESF will issue Billets de Tresorerie (French ABCP) and Euro commercial paper.

The Prime-1 rating assigned to the program is based upon, among other things, Moody's prior review of each new asset, the credit quality of ESF assets, the liquidity support provided by Credit Lyonnais, Credit Lyonnais' credit quality and experience in managing ABCP programs,and ESF's bankruptcy-remote status.

ESF's asset portfolio is expected to be made up of secured loans with the benefit of first demand guarantees issued (either directly or through an agency) by a Aaa-rated OECD government, such as France. The assets will be securitized via a Fonds Commun de Creances (FCC, the French securitisation vehicle) and ESF will purchase only senior tranches of FCC units.

Liquidity facilities will be structured as asset purchase agreements with Credit Lyonnais. The liquidity facilities will insulate investors against the risk that the guarantee proceeds might not be sufficient or received in time to pay maturing ABCP. However, funds will not be available under any asset-specific purchase agreement in the case of the downgrade to a C rating of the OECD state that provides or supports the guarantee.

The management and administration of the program will be carried out by Credit Lyonnais in Paris. ESF is the third ABCP program to be sponsored by Credit Lyonnais in Paris. It also sponsors LMA S.A. and H2O S.A.

For further details, please see Moody's press release dated November 27, 2003.

THE RATINGS OF THE FOLLOWING ABCP PROGRAMS WERE AFFIRMED BY MOODY'S AT PRIME-1 DURING THE DURING THE SEVEN-DAY PERIOD ENDED DECEMBER 18, 2003:

SUN TRUST'S THREE PILLARS AND SOCGEN'S BARTON ADD CLASS A AND CLASS B VARIABLE FUNDING NOTES FROM CREDIT CARD MASTER TRUST

Three Pillars Funding Corp. ("Three Pillars"), Sun Trust Bank's (Aa2/Prime-1/B+) multiseller ABCP conduit, purchased a $89.75 million Class A-2 Note and a $10.25 million Class B-2 Note issued by a retail credit card master trust. Barton Capital Corp. ("Barton"), administered by Societe Generale (Aa3/Prime-1/B) purchased a $80.78 million Class A-1 Note issued out of the same series. The notes purchased by Three Pillars and Barton are backed by a pool of MasterCard/Visa credit card receivables.

Credit enhancement for the Class A Notes is provided by subordinated Class B Notes, which offer first-loss protection and must always equal at least 10.25% of the aggregate outstanding principal balances of the Class A and Class B Notes. The Class A and B Notes also benefit from a funded spread account sized at 1% of the Series size.

Liquidity facilities are provided by Prime-1-rated Sun Trust Bank and Societe Generale for each of their respective investments. For each conduit's investment in the Class A Note, the liquidity facility funds against good assets. The liquidity facility fully supports Three Pillar's investment in the Class B-2 Note.

Program-level credit enhancement for Three Pillars was increased by 10% ($10 million) of its purchase commitments for the Class A-2 and Class B-2 Notes. Barton's program-level credit enhancement was increased by 8% of its investment in the Class A-1 Note. Three Pillars is now authorized to issue up to $4.6 billion of ABCP and Barton is authorized to issue up to $12.6 billion of ABCP.

BANK ONE'S JUPITER AND FALCON INCREASE COMMITMENT TO CREDIT CARD MASTER TRUST

Bank One's (Aa2/Prime-1/B+) Jupiter Securitization Corporation ("Jupiter") and Falcon Asset Securitization Corporation ("Falcon") have added a $750 million Class A tranche of an existing credit card master trust. This brings the conduits' commitment in this transaction to $1.75 billion. Before the addition, the existing $1 billion was equally shared between PREFCO and Jupiter. Jupiter's share will now be $750 million, while Falcon will acquire the remaining $500 million of the increase in the deal, bringing its holding to $1 billion.

The transaction is backed by receivables originated by a highly rated financial institution and frequent securitizer of MasterCard and Visa receivables. Investors are protected by a 6% cash collateral account. Performance triggers are incorporated into the transaction that mirror public issuances out of this same trust. Additional loss protection is provided by an increase of 10% of the amount of this transaction in program-level credit enhancement for both Falcon and Jupiter. The portfolio continues to perform in line with expectations. Jupiter is authorized to issue $17 billion of ABCP and as of November 30, 2003, had $11 billion in ABCP outstanding. Falcon, which is authorized to issue $23 billion of ABCP, had over $12.3 billion in ABCP outstanding at the end of November 2003.

CREDIT LYONNAIS' ATLANTIC ADDS TWO TRADE DEALS

Atlantic Asset Securitization Corp., Credit Lyonnais' (Aa3/Prime-1/B-) partially supported, multiseller conduit, added two trade receivable transactions for a combined total of $275 million. The first revolving transaction is sized at $100 million, with receivables originated by a major oil and gas company. Its parent is rated Baa2. The portfolio is comprised of receivables from retail, wholesale and chemical sales with obligor limitations of 4% on highly rated obligors. Investors are protected by reserves set at a floor of 15.5%, which would increase to 25% if defaults exceed 1% and dilutions exceed 1.5%. The portfolio has performed well within these trigger levels. As long as these reserves are adequate to cover the deal's defaults (defined as 60 days past due plus charge offs), liquidity provided by Credit Lyonnais will cover outstanding ABCP. The liquidity facility also absorbs all risks relating to collections made but not remitted. Bank One's Falcon purchased a $100 million share in this transaction.

Atlantic also entered into a second trade receivable transaction to an unrated seller prominent in the electrical parts distribution business in the United States and Europe. This transaction funds only U.S. dollar-denominated and originated receivables, with the total deal sized at $175 million. The portfolio is fairly well diversified, with receivables originated by sellers in eight different divisions nationwide. Government obligors, however, may comprise up to 10% of the portfolio. Investors benefit from several structural protections. These include a requirement to cease issuing ABCP in the event that liabilities exceed the transaction's eligible assets, or if the seller or its unrated Europe-based parent becomes insolvent. A liquidity facility provided by Credit Lyonnais will fund for face ABCP as long as reserves, sized with a 15% floor, are adequate to cover defaults. Defaults have been consistently below their trigger levels of 8.5% based on a three-month rolling average and 9.5% for one month. Liquidity also covers dilution and collections made but not remitted.

An incremental increase of 10% of in the program letter of credit provided by Credit Lyonnais was added for each transaction.

In a separate action, Atlantic recently amended its Administration Agreement to allow Atlantic to purchase Prime-1- rated ABCP as an investment. Any purchases will be match-funded as to both yield and maturity with the ABCP that Atlantic issues to fund the purchase.

Atlantic is currently authorized to issue up to $3.79 billion in ABCP and has $ 2.121 billion in outstandings.

BELMONT FUNDING LLC ADDS $700 MILLION CDO FACILITY

Belmont Funding LLC, Hudson Castle's partially supported ABCP program administered by Deutsche Bank Trust Company Americas (A1/Prime-1/C), has added a $700 million Aaa-rated collateralized debt obligation (CDO). The CDO is fully supported by a liquidity facility provided by a Prime-1-rated commercial bank. The CDO transaction is the first transaction funded by Belmont.

BRYANT PARK ADDS VARIABLE FUNDING CERTIFICATES AND NOTES TOTALING $400 MILLION

In one transaction, Bryant Park Funding, LLC, sponsored and administered by HSBC Bank (Aa3/Prime-1/B-), has added two variable funding certificates (VFCs) that are part of a series issued from an unrated credit card master trust. These are a $185 million Class A certificate and a $15 million Collateral Interest Amount (CIA). The collateral backing the series consists of credit card receivables arising under a single affinity card relationship. The Class A certificate is supported by subordination of 7.5% of the investor interest. Moody's has reviewed the portfolio and assessed the credit quality of the VFC to be investment grade. The addition of 10% program-wide credit enhancement brings its credit quality to a level consistent with Beethoven's Prime-1 rating. The CIA is supported by excess spread, as well as a dynamic spread account. Through structural protections that limit the time that ABCP investors are exposed to losses, and additional program-level enhancement equal to 10% of outstandings, the credit quality of the CIA was brought to a level consistent with Beethoven's Prime-1 rating.

In another transaction, Bryant Park added $200 million of variable funding notes (VFNs) issued by one of the largest small business credit card issuers in the United States. The purchase includes Class A (rated A2) and Class B (rated Baa2) VFNs with purchase limits of $187.05 million and $12.95 million, respectively. For the Class B notes, ABCP investors are protected by issuance limitations. ABCP issued to fund the transaction is limited to a maximum maturity of 60 days. In addition, if excess spread on the underlying transaction declines beyond a certain point, the conduit will cease issuing ABCP against the asset, thus limiting ABCP investors' risk exposure. Program-wide credit enhancement was increased by 8% of the purchase limits, or $16 million, with the addition of the Class A and Class B notes. A liquidity facility provided by Prime-1-rated HSBC Bank USA funds for non-defaulted assets.

BAYERISCHE LANDESBANK'S GIRO BALANCED FUNDING ENTERS INTO $325 MILLION TOTAL RETURN SWAP TRANSACTION TO PURCHASE HIGHLY RATED SECURITIES

Giro Balanced Funding Corp., Bayerische Landesbank's (Aaa/Prime-1/D+) partially supported, multiseller conduit, has entered into a $325 million total return swap transaction for the purchase of highly rated securities. The total return swap is structured to fully support this transaction by absorbing liquidity, credit and market value risk. Giro Balanced Funding is now authorized to issue approximately $7.38 billion of ABCP.

ABN AMRO'S ORCHID ADDS $150 MILLION EXTENDABLE FLOATING-RATE NOTE DEAL

Orchid Funding Corp. (Orchid), a partially supported, multiseller conduit sponsored and administered by ABN AMRO Bank N.V. (Aa3/Prime-1/B), has purchased $150 million of extendable floating-rate notes (extendable FRNs) ultimately backed by a pool of freight receivables originated by a Korean container company. Moody's confirmed the Prime-1 rating assigned to Orchid's ABCP program in connection with the purchase. Moody's rating affirmation is primarily based on the liquidity facility agreement to the extendable FRNs provided by Prime-1-rated ABN AMRO Bank N.V. through its Singapore branch.

WESTLB'S PARADIGM FUNDING ADDS THREE INTERESTS TOTALING $103.7 MILLION

Paradigm Funding LLC (Paradigm), a partially supported, multiseller conduit, has acquired several unrated credit card-backed investments from Montauk Funding Corporation. Both conduits are administered by WestLB AG (Aa1/Prime-1/E, bank long-term deposit rating and bank financial strength rating on review for possible downgrade). The first transaction, for $24.2 million, benefits from 10% incremental program-level enhancement. Two additional investments, for $37.2 million and $42.3 million, are supported by 6.32% deal-specific enhancement provided through the liquidity facility as well as 10% incremental program-level credit enhancement. In each transaction, the risk to ABCP investors is minimized through a short ABCP tenor and very strong ABCP cease issuance events and other provisions in the documents. Paradigm has about $7.55 billion in outstanding ABCP, with nearly $700 million in program-level credit enhancement. Paradigm is now authorized to issue about $9.29 billion of ABCP.

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

New York
Claire Robinson
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

MOODY'S ABCP RATING ACTIONS FOR THE SEVEN-DAY PERIOD ENDED DECEMBER 18, 2003:
No Related Data.
© 2020 Moody's Corporation, Moody's Investors Service, Inc., Moody's Analytics, Inc. and/or their licensors and affiliates (collectively, "MOODY'S"). All rights reserved.

CREDIT RATINGS ISSUED BY MOODY'S INVESTORS SERVICE, INC. AND/OR ITS CREDIT RATINGS AFFILIATES ARE MOODY'S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES, AND MATERIALS, PRODUCTS, SERVICES AND INFORMATION PUBLISHED BY MOODY'S (COLLECTIVELY, "PUBLICATIONS") MAY INCLUDE SUCH  CURRENT OPINIONS. MOODY'S INVESTORS SERVICE DEFINES CREDIT RISK AS THE RISK THAT AN ENTITY MAY NOT MEET ITS CONTRACTUAL FINANCIAL OBLIGATIONS AS THEY COME DUE AND ANY ESTIMATED FINANCIAL LOSS IN THE EVENT OF DEFAULT OR IMPAIRMENT. SEE MOODY'S RATING SYMBOLS AND DEFINITIONS PUBLICATION FOR INFORMATION ON THE TYPES OF CONTRACTUAL FINANCIAL OBLIGATIONS ADDRESSED BY MOODY'S INVESTORS SERVICE CREDIT RATINGS. CREDIT RATINGS DO NOT ADDRESS ANY OTHER RISK, INCLUDING BUT NOT LIMITED TO: LIQUIDITY RISK, MARKET VALUE RISK, OR PRICE VOLATILITY. CREDIT RATINGS, NON-CREDIT ASSESSMENTS ("ASSESSMENTS"), AND  OTHER OPINIONS INCLUDED IN MOODY'S PUBLICATIONS ARE NOT STATEMENTS OF CURRENT OR HISTORICAL FACT. MOODY'S PUBLICATIONS MAY ALSO INCLUDE QUANTITATIVE MODEL-BASED ESTIMATES OF CREDIT RISK AND RELATED OPINIONS OR COMMENTARY PUBLISHED BY MOODY'S ANALYTICS, INC. AND/OR ITS AFFILIATES. MOODY'S CREDIT RATINGS, ASSESSMENTS, OTHER OPINIONS AND PUBLICATIONS DO NOT CONSTITUTE OR PROVIDE INVESTMENT OR FINANCIAL ADVICE, AND MOODY'S CREDIT RATINGS, ASSESSMENTS, OTHER OPINIONS AND  PUBLICATIONS ARE NOT AND DO NOT PROVIDE RECOMMENDATIONS TO PURCHASE, SELL, OR HOLD PARTICULAR SECURITIES. MOODY'S CREDIT RATINGS, ASSESSMENTS, OTHER OPINIONS AND  PUBLICATIONS DO NOT COMMENT ON THE SUITABILITY OF AN INVESTMENT FOR ANY PARTICULAR INVESTOR. MOODY'S ISSUES ITS CREDIT RATINGS, ASSESSMENTS AND OTHER OPINIONS AND PUBLISHES  ITS PUBLICATIONS WITH THE EXPECTATION AND UNDERSTANDING THAT EACH INVESTOR WILL, WITH DUE CARE, MAKE ITS OWN STUDY AND EVALUATION OF EACH SECURITY THAT IS UNDER CONSIDERATION FOR PURCHASE, HOLDING, OR SALE.

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