Fitch Downgrades 2 Classes Of Bleecker Structured Asset Fund Ltd.

Business Editors

NEW YORK--(BUSINESS WIRE)--May 21, 2003

Fitch Ratings downgrades two classes of notes issued by Bleecker Structured Asset Fund Ltd (Bleecker).

The following rating actions are effective immediately:

-- Class A-1 floating-rate notes affirmed at 'AAA', removed from

Rating Watch Negative;

-- Class A-2 floating-rate notes affirmed at 'AAA', removed from

Rating Watch Negative;

-- Class B floating-rate notes to 'BBB' from 'AA', removed from

Rating Watch Negative; and

-- Class C fixed-rate notes to 'B' from 'BBB', removed from Rating

Watch Negative.

The transaction, a collateralized bond obligation (CBO), is supported by a diversified portfolio of asset-backed securities (ABS), residential mortgage-backed securities (RMBS) and commercial mortgage-backed securities (CMBS). The class A-1, A-2, B and C notes were placed on Rating Watch Negative on Apr. 24, 2003. Fitch has had discussions with the Clinton Group, Inc. (Clinton), the asset manager, regarding the current state of the portfolio and asset management strategy. Fitch has reviewed the credit quality of the individual assets comprising the portfolio and has conducted cash flow modeling of various default timing and interest rate scenarios. As a result, Fitch has determined that the original ratings assigned to the class B and C notes of Bleecker no longer reflected the current risk to noteholders.

The rating actions are based on a number of factors including substantial downward rating migration in the credit quality of the portfolio and a reduction in excess spread. According to the March 2003 trustee report, the transaction was failing the Fitch weighted average rating factor (WARF) test. The Fitch WARF was 27 (or approximately 'BB+') for the period ended March 28, 2003. This exceeds the max WARF limitation of 17.00 (between 'BBB' and 'BBB-').

The portfolio contains a number of securities whereby default is a real possibility, although no defaults have occurred to date. Fitch believes these factors have negatively impacted the expected performance of the transaction to the point where the available credit enhancement levels no longer support the original ratings. Approximately 22% of the collateral pool is currently rated in the non-investment grade category, including 15% rated 'CCC' or below. Bleecker holds a number of securities that Fitch has identified as having a potential for adverse impact on the ability of the CBO to pay ultimate interest and ultimate principal on the class B and C notes. One area where the portfolio has experienced significant credit deterioration is manufactured housing transactions.