Fitch Affirms 7 Classes of Whately CDO I Limited.

NEW YORK -- Fitch Ratings affirms seven classes of notes issued by Whately CDO I Ltd. (Whately). These affirmations are the result of Fitch's review process and are effective immediately:

-- $261,000,000 class A-1A affirmed at 'AAA';

-- $6,000,000 class A-1BF affirmed at 'AAA';

-- $63,000,000 class A-1BV affirmed at 'AAA';

-- $27,000,000 class A-2 affirmed at 'AA';

-- $12,000,000 class A-3 affirmed at 'A';

-- $4,000,000 class BF affirmed at 'BBB';

-- $10,000,000 class BV affirmed at 'BBB'.

Whately is a collateralized debt obligation (CDO) managed by Babson Capital Management (Babson), which closed on June 9, 2004. Babson is currently rated 'CAM2' by Fitch in Structured Finance CDO management. The collateral is composed of 76% residential mortgage-backed securities (RMBS), 9% commercial mortgage-backed securities (CMBS), 6% collateralized debt obligations (CDO), 6% asset-backed securities (ABS) and 2% real estate investment trusts (REITs).

Fitch discussed the current state of the portfolio with Babson and conducted cash flow modeling, using various default timing and interest rate scenarios to measure the breakeven default rates going forward relative to the minimum cumulative default rates required for the rated liabilities.

Since the last review in July 2005, the collateral has continued to perform with the Fitch weighted average rating factor at 2.97 ('A-/BBB+') as of the trustee report dated May 1, 2006. There are no defaulted or distressed assets in the portfolio. As of the same trustee report, the structure is passing all of its overcollateralization (OC) tests. The B interest coverage (IC) test is also above its corresponding covenant. The senior interest coverage test and the A-3 interest coverage tests are presently below their triggers and are 120.58% and 115.79%, respectively.

The ratings of the class A-1A, A-1BF, A-1BV and A-2 notes address the likelihood that investors will receive timely payments of interest, as per the governing documents, as well as the aggregate principal amount by the June 2044 maturity date. The ratings of the class A-3, BF and BV notes address the likelihood that investors will receive ultimate interest payments, as per the governing documents, as well as the aggregate principal amount by the June 2044 maturity date.

Fitch has determined the original ratings assigned to the Whately notes still reflect the current risk to noteholders. Fitch will continue to monitor and review this transaction for future rating adjustments. Additional deal information and historical data are available on the Fitch Ratings web site at 'www.fitchratings.com'.

Fitch's rating definitions and the terms of use of such ratings are available on the agency's public site, 'www.fitchratings.com'. Published ratings, criteria and methodologies are available from this site, at all times. Fitch's code of conduct, confidentiality, conflicts of interest, affiliate firewall, compliance and other relevant policies and procedures are also available from the 'Code of Conduct' section of this site.