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2.            You acknowledge and agree that Moody’s credit ratings: (i) are current opinions of the future relative creditworthiness of securities and address no other risk; and (ii) are not statements of current or historical fact or recommendations to purchase, hold or sell particular securities.  Moody’s credit ratings and publications are not intended for retail investors, and it would be reckless and inappropriate for retail investors to use Moody’s credit ratings and publications when making an investment decision.  No warranty, express or implied, as the accuracy, timeliness, completeness, merchantability or fitness for any particular purpose of any Moody’s credit rating is given or made by Moody’s in any form whatsoever.          

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Related Issuers
Rating Action:

Moody's downgrades/continues review of Godo Kaisha Orso Funding CMBS 6 (CMBS) for possible downgrade

 The document has been translated in other languages

22 Dec 2010

Class A through F and Class X Notes affected

Tokyo, December 22, 2010 -- Moody's Japan K.K has today downgraded its ratings on the Class A through F and Class X notes issued by Godo Kaisha Orso Funding CMBS 6.

In addition, Moody's continues to review for possible further downgrade on the Class A through F and Class X notes.

The complete rating actions follow.

Class A, Downgraded to Aa3 (sf) from Aaa (sf) and Remains On Review for Possible Downgrade; previously on Nov 25, 2010 Aaa (sf) Placed Under Review for Possible Downgrade

Class B, Downgraded to A3 (sf) from Aa3 (sf) and Remains On Review for Possible Downgrade; previously on Nov 25, 2010 Aa3 (sf) Placed Under Review for Possible Downgrade

Class C, Downgraded to Ba1 (sf) from Baa1 (sf) and Remains On Review for Possible Downgrade; previously on Nov 25, 2010 Baa1 (sf) Placed Under Review for Possible Downgrade

Class D, Downgraded to B1 (sf) from Ba1 (sf) and Remains On Review for Possible Downgrade; previously on Nov 25, 2010 Ba1 (sf) Placed Under Review for Possible Downgrade

Class E, Downgraded to Caa2 (sf) from B2 (sf) and Remains On Review for Possible Downgrade; previously on Nov 25, 2010 B2 (sf) Placed Under Review for Possible Downgrade

Class F, Downgraded to Caa3 (sf) from B3 (sf) and Remains On Review for Possible Downgrade; previously on Nov 25, 2010 B3 (sf) Placed Under Review for Possible Downgrade

Class X, Downgraded to Aa3 (sf) from Aaa (sf) and Remains On Review for Possible Downgrade; previously on Nov 25, 2010 Aaa (sf) Placed Under Review for Possible Downgrade

Deal Name: Godo Kaisha Orso Funding CMBS 6

Class: Class A through F and Class X

Issue Amount (initial): JPY 29.9 billion

Dividend: Floating

Issue Date (initial): March 19, 2007

Final Maturity Date: November, 2013

Underlying Asset (initial): Two non-recourse loans and four TMK bonds and cash

Originator: Bear Stearns Japan, Ltd. Tokyo Branch (as of the issue date)

Arranger: Bear Stearns Japan, Ltd. Tokyo Branch (as of the issue date)

Godo Kaisha Orso Funding CMBS 6, effected in March 2007, represents the securitization of two non-recourse loans and four TMK bonds.

The Originator transferred six loans and TMK bonds in total to the Issuer and issued the Class A through F and Class X notes. The notes were sold to investors. The notes are rated by Moody's.

In this transaction, redemptions of the notes are made on a pro-rata basis, such as payments at maturity and prepayments resulting from refinancing. Sequential payments from the most senior class of the notes are applied in the event of loan defaults and fast pay by the breach of the triggers. Losses incurred by any defaulted loans are allocated in reverse sequential order, and starting with the most subordinate class of the notes.

The transaction is backed by four TMK bonds. Five properties remain: an office/residential complex and a business hotel in Tokyo; two residential properties in Yokohama and Osaka; and a full-service hotel in Oita prefecture.

One TMK bond backed by a residential property in Osaka is expected to be fully redeemed by the sale of the property.

RATINGS RATIONALE

The current rating action and review reflect the following factors:

1) One TMK bond (30.1 % of initial balance) is backed by an office/residential complex in central Tokyo. According to the Servicer report, a main office tenant -- which occupied 35% of the net rentable area -- has vacated the building and the asset manager is currently leasing the property. Moody's is concerned about the recovery from the property when it is sold after transferred under special servicing; therefore, Moody's re-assessed its recovery stress assumptions, lowering them approximately 37% from its initial assumptions.

2) One TMK bond (9.1 % of initial balance) is backed by a residential property in Yokohama. Moody's is concerned about the recovery from the property when it is sold after transferred under special servicing; Moody's therefore re-assessed its recovery stress assumptions, lowering them approximately 21% from its initial assumptions.

3) In light of Moody's re-assessment, losses on the remaining balance of the TMK bond in 1) above are highly likely and could affect the Class E and F notes negatively.

4) One specified bond (17.1% of initial balance) is backed by a business hotel in Tokyo and a full-service hotel in Oita prefecture. The hotel operator has changed since May 2009; however; the hotel's performance -- such as occupancy rates, among others -- has been flagging. Moody's is in the process of confirming its operating status and the prospects for refinancing, and will decide on the ratings of Class A through F and Class X after reviewing its recovery assumptions for the properties.

The principal methodology used in this rating was "Updated: Moody's Approach to Rating CMBS Transactions in Japan" (June 2010) published on September 30, 2010, and available on www.moodys.co.jp. In addition, Moody's publishes a weekly summary of structured finance credit, ratings and methodologies, available to all registered users of our website, at www.moodys.com/SFQuickCheck.

Moody's did not receive or take into account any third party due diligence reports on the underlying assets or financial instruments related to the monitoring of this transaction in the past six months.

REGULATORY DISCLOSURES

For an explanation of the (sf) indicator, please see "Moody's Structured Finance Rating Scale" on www.moodys.com.

The principal information used to prepare the credit rating included Trustee Reports, Servicer Reports, Property Management Reports.

Information sources used to prepare the credit rating came the following: parties involved in the ratings (such as the Arranger), parties not involved in the ratings (such as the Servicer), public information, confidential and proprietary Moody's information.

Measures taken to ensure the quality of this information include preparation or reviews by a third party.

Moody's considers the quality of information available on the issuer or obligation satisfactory for the purposes of maintaining a credit rating.

Moody's adopts all necessary measures so that the information it uses in assigning a credit rating is of sufficient quality and from sources Moody's considers to be reliable including, when appropriate, independent third-party sources. However, Moody's is not an auditor and cannot in every instance independently verify or validate information received in the rating process.

Credit ratings are Moody's current opinions of the relative future credit risk of entities, credit commitments, or debt or debt-like securities. Moody's 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. Credit ratings do not address any other risk, including but not limited to: liquidity risk, market value risk, or price volatility. Credit ratings do not constitute investment or financial advice, and credit ratings are not recommendations to purchase, sell, or hold particular securities. No warranty, express or implied, as to the accuracy, timeliness, completeness, merchantability or fitness for any particular purpose of any such rating or other opinion or information is given or made by Moody's in any form or manner whatsoever. The credit risk of an issuer or its obligations is assessed based on information received from the issuer or from public sources. Moody's may change the rating when it deems necessary. Moody's may also withdraw the rating due to insufficient information, or for other reasons.

Moody's Japan K.K. is a credit rating agency registered with the Japan Financial Services Agency and its registration number is FSA Commissioner (Ratings) No. 2. The Financial Services Agency has not imposed any supervisory measures on Moody's Japan K.K. in the past year.

Please see ratings tab on the issuer/entity page on the Moody's website for the last rating action and the rating history.

The date on which some Credit Ratings were first released goes back to a time before Moody's Credit Ratings were fully digitized and accurate data may not be available. Consequently, Moody's provides a date that it believes is the most reliable and accurate based on the information that is available to it. Please see the ratings disclosure page on the Moody's website for further information.

Please see the Credit Policy page on the Moody's website for the methodologies used in determining ratings, further information on the meaning of each rating category and the definition of default and recovery.

Tokyo
Meishuku Ohno
Analyst
Structured Finance Group
Moody's Japan K.K.
JOURNALISTS: (03) 5408-4110
SUBSCRIBERS: (03) 5408-4100

Tokyo
Koji Kumamaru
MD - Structured Finance
Structured Finance Group
Moody's Japan K.K.
JOURNALISTS: (03) 5408-4110
SUBSCRIBERS: (03) 5408-4100

Moody's Japan K.K.
Atago Green Hills Mori Tower 20fl
2-5-1 Atago, Minato-ku
Tokyo 105-6220
Japan
JOURNALISTS: (03) 5408-4110
SUBSCRIBERS: (03) 5408-4100

Moody's downgrades/continues review of Godo Kaisha Orso Funding CMBS 6 (CMBS) for possible downgrade
No Related Data.
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CREDIT RATINGS ISSUED BY MOODY'S INVESTORS SERVICE, INC. AND ITS RATINGS AFFILIATES (“MIS”) ARE MOODY’S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES, AND MOODY’S PUBLICATIONS MAY INCLUDE MOODY’S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES. MOODY’S 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 RATINGS. CREDIT RATINGS DO NOT ADDRESS ANY OTHER RISK, INCLUDING BUT NOT LIMITED TO: LIQUIDITY RISK, MARKET VALUE RISK, OR PRICE VOLATILITY. CREDIT RATINGS AND MOODY’S 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. CREDIT RATINGS AND MOODY’S PUBLICATIONS DO NOT CONSTITUTE OR PROVIDE INVESTMENT OR FINANCIAL ADVICE, AND CREDIT RATINGS AND MOODY’S PUBLICATIONS ARE NOT AND DO NOT PROVIDE RECOMMENDATIONS TO PURCHASE, SELL, OR HOLD PARTICULAR SECURITIES. NEITHER CREDIT RATINGS NOR MOODY’S PUBLICATIONS COMMENT ON THE SUITABILITY OF AN INVESTMENT FOR ANY PARTICULAR INVESTOR. MOODY’S ISSUES ITS CREDIT RATINGS AND PUBLISHES MOODY’S 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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Moody’s Investors Service, Inc., a wholly-owned credit rating agency subsidiary of Moody’s Corporation (“MCO”), hereby discloses that most issuers of debt securities (including corporate and municipal bonds, debentures, notes and commercial paper) and preferred stock rated by Moody’s Investors Service, Inc. have, prior to assignment of any rating, agreed to pay to Moody’s Investors Service, Inc. for ratings opinions and services rendered by it fees ranging from $1,000 to approximately $2,700,000. MCO and MIS also maintain policies and procedures to address the independence of MIS’s ratings and rating processes. Information regarding certain affiliations that may exist between directors of MCO and rated entities, and between entities who hold ratings from MIS and have also publicly reported to the SEC an ownership interest in MCO of more than 5%, is posted annually at www.moodys.com under the heading “Investor Relations — Corporate Governance — Director and Shareholder Affiliation Policy.”

Additional terms for Australia only: Any publication into Australia of this document is pursuant to the Australian Financial Services License of MOODY’S affiliate, Moody’s Investors Service Pty Limited ABN 61 003 399 657AFSL 336969 and/or Moody’s Analytics Australia Pty Ltd ABN 94 105 136 972 AFSL 383569 (as applicable). This document is intended to be provided only to “wholesale clients” within the meaning of section 761G of the Corporations Act 2001. By continuing to access this document from within Australia, you represent to MOODY’S that you are, or are accessing the document as a representative of, a “wholesale client” and that neither you nor the entity you represent will directly or indirectly disseminate this document or its contents to “retail clients” within the meaning of section 761G of the Corporations Act 2001. MOODY’S credit rating is an opinion as to the creditworthiness of a debt obligation of the issuer, not on the equity securities of the issuer or any form of security that is available to retail investors.

Additional terms for Japan only: Moody's Japan K.K. (“MJKK”) is a wholly-owned credit rating agency subsidiary of Moody's Group Japan G.K., which is wholly-owned by Moody’s Overseas Holdings Inc., a wholly-owned subsidiary of MCO. Moody’s SF Japan K.K. (“MSFJ”) is a wholly-owned credit rating agency subsidiary of MJKK. MSFJ is not a Nationally Recognized Statistical Rating Organization (“NRSRO”). Therefore, credit ratings assigned by MSFJ are Non-NRSRO Credit Ratings. Non-NRSRO Credit Ratings are assigned by an entity that is not a NRSRO and, consequently, the rated obligation will not qualify for certain types of treatment under U.S. laws. MJKK and MSFJ are credit rating agencies registered with the Japan Financial Services Agency and their registration numbers are FSA Commissioner (Ratings) No. 2 and 3 respectively.

MJKK or MSFJ (as applicable) hereby disclose that most issuers of debt securities (including corporate and municipal bonds, debentures, notes and commercial paper) and preferred stock rated by MJKK or MSFJ (as applicable) have, prior to assignment of any rating, agreed to pay to MJKK or MSFJ (as applicable) for ratings opinions and services rendered by it fees ranging from JPY125,000 to approximately JPY250,000,000.

MJKK and MSFJ also maintain policies and procedures to address Japanese regulatory requirements.

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