Fitch Downgrades 19 Classes CGCMT 2007-FL3; Revises Outlooks.

CHICAGO -- Fitch Ratings downgrades the following classes of Citigroup Commercial Mortgage Trust (CGCMT), series 2007-FL3, commercial mortgage pass-through certificates and revises Rating Outlooks as follows:

--$24,903,000 class B to 'AA-' from 'AA+'; to Outlook Negative from Stable;

--$19,923,000 class C to 'A+' from 'AA'; to Outlook Negative from Stable;

--$12,949,000 class D to 'A' from 'AA-'; to Outlook Negative from Stable;

--$11,954,000 class E to 'BBB+' from 'A+'; to Outlook Negative from Stable;

--$12,950,000 class F to 'BBB' 'A'; to Outlook Negative from Stable;

--$11,953,000 class G to 'BBB-' from 'A-'; to Outlook Negative from Stable;

--$11,954,000 class H to 'BB+' from 'BBB+'; Outlook Negative;

--$11,953,000 class J to 'BB' from 'BBB'; Outlook Negative;

--$19,923,000 class K to 'B' from 'BB'; Outlook Negative;

--$2,900,000 class INM to 'B-' from 'BBB-'; Outlook Negative;

--$3,600,000 class MLA-1 to 'B-' from 'BBB'; Outlook Negative;

--$3,200,000 class MLA-2 to 'B-' from 'BBB-'; Outlook Negative;

--$3,000,000 class VSM-1 to 'BB-' from 'BBB-'; to Outlook Negative from Stable;

--$1,000,000 class VSM-2 to 'BB-' from 'BBB-'; to Outlook Negative from Stable;

--$1,504,921 class WES to 'B' from 'BB+'; Outlook Negative;

--$1,200,000 class RSI-1 to 'B-' from 'BBB+'; Outlook Negative;

--$1,600,000 class RSI-2 to 'B-' from 'BBB-'; Outlook Negative;

--$1,900,000 class AVA to 'B-' from 'BBB-'; Outlook Negative;

--$800,000 class MOF to 'BB-' from 'BBB-'; to Outlook Negative from Stable.

In addition, Fitch affirms and revises Rating Outlooks on the following classes:

--$369,037,174 class A-1 at 'AAA'; Outlook Stable;

--$164,608,000 class A-2 at 'AAA'; to Outlook Negative from Stable;

--$796,900,000 interest only class X-2 at 'AAA'; Outlook Stable;

--$3,800,000 class THH-1 at 'BBB-'; Outlook Stable;

--$1,900,000 class HTT-1 at 'BBB-'; Outlook Stable.

Classes X-1, HOA-1, HOA-2, HFS-1, HFS-2, and HFS-3 have all paid in full. Fitch does not rate classes THH-2 and HTT-2.

The downgrades reflect the lowering of the shadow ratings of eight loans in the pool to below investment grade. These loans are The Fairmont Scottsdale Princess (19.9%), Intercontinental Miami (9.1%), Mondrian Los Angeles (5.6%), Viceroy Santa Monica (4.8%), Westmont Hotel Portfolio (3.2%), Residence Inn White Plains (1.8%), Avalon Hotel (1.7%) and Maison 140 (0.8%). These loans have seen a negative impact on performance due to the economic downturn and are not expected to stabilize as anticipated at issuance.

The Rating Outlooks reflect the likely direction of rating changes over the next one to two years. Negative Outlooks reflect loans that are behind on their stabilization plans or where economic pressures, which have hit hotels particularly hard, may make execution of the original business plans less feasible.

The Fairmont Scottsdale Princess is a 651-key resort located in Scottsdale, Arizona. Performance at the hotel has weakened despite recent renovations and significant performance gains expected at issuance are unlikely to be achieved. Per the March 2009 Smith Travel Research (STR) report the hotel's revenue per available room (RevPAR) had declined 44.1% over the trailing twelve months (TTM) period. The borrower exercised one extension option, extending the loan through September 2009 and there are two remaining one-year extension options.

The Intercontinental Miami is a 641-key hotel located in Miami, FL. Per the March 2009 STR report, RevPAR declined by 15% over the TTM period. Additionally, expenses increased. The borrower exercised one extension option, extending the loan through October 2009 and there are two remaining one-year extension options.

The Mondrian Los Angeles is a 237-room hotel located in West Hollywood, CA, on the Sunset Strip. The property underwent a renovation of all rooms which began in September 2007 and was completed during the first week of September 2008. While the hotel was not closed, operations were significantly impacted by the renovation. Despite this, Fitch views the stabilization scenario projected at issuance as unlikely. Per the February 2009 STR report, the hotel's RevPAR declined 22.5% over the trailing three months from December-February 2009 vs. the same period in 2008 when the hotel was being renovated. The TTM RevPAR declined by 27%.

The downgrades of the shadow ratings of the Viceroy Santa Monica, Westmont Hotel Portfolio, Residence Inn White Plains, Avalon Hotel and Maison 140 are due to a decline in revenues driven by falling RevPAR which is in some cases combined with higher expenses.

As of the April 2009 distribution date, the transaction has paid down by 16.6% to $705.3 million from $845.8 million at issuance. All of the loans are secured by hotel properties, and apart from the previously mentioned loans, all pooled senior participations included in the trust maintain investment-grade shadow ratings. The non-pooled participations interest of nine loans in the trust, The Hudson Hotel, Intercontinental Miami, The Mondrian Hotel, Hotel Thirty-Thirty, Viceroy Santa Monica, The Westmont Portfolio, Residence Inn-White Plains, Hotel Avalon and Maison 140, are structured as rake classes. The 13 remaining loans in the pool are interest only. The principal reduction since issuance reflects the full payment of Hotel on the Avenue, Holiday Inn Soho and Hotel 57 loans.

The second-largest loan is secured by the Radisson Lexington Hotel (14.2%), a 705-key hotel located in New York City, New York. For the TTM period ending January 2009, the Fitch-stressed debt service coverage ratio (DSCR) had improved to 2.43 times (x), compared to 2.35x at issuance.

Seventy six percent of the pool's loans have reached their initial maturity and have used an extension option. There is only one loan (3.2%) which has an initial maturity remaining in 2009. All of the loans in the pool still have at least one extension option.

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.