Fitch Rates Lexington Capital Funding, Ltd. 'AAA/AAA/AA/A/BBB/BB+'.

NEW YORK -- Fitch Ratings assigns the following ratings to Lexington Capital Funding, Ltd. and Lexington Capital Funding, Inc. (Lexington Capital):

-- $135,000,000 class A-1AV first priority senior secured voting floating-rate notes due May 6, 2042 'AAA';

-- $199,750,000 class A-1ANV first priority senior secured non-voting floating-rate notes due May 6, 2042 'AAA';

-- $250,000 class A-1B first priority senior secured floating-rate notes due May 6, 2042 'AAA';

-- $72,000,000 class A-2 second priority senior secured floating-rate notes due May 6, 2042 'AAA';

-- $44,000,000 class B third priority senior secured floating-rate notes due May 6, 2042 'AA';

-- $10,000,000 class C fourth priority senior deferrable secured floating-rate notes due May 6, 2042 'A';

-- $19,000,000 class D fifth priority senior deferrable secured floating-rate notes due May 6, 2042 'BBB';

-- $5,000,000 class E sixth priority mezzanine deferrable secured floating-rate notes due May 6, 2042 'BB+'.

Lexington Capital is an arbitrage cash flow collateralized debt obligation (CDO) managed by Maxim Advisory, LLC (Maxim). Maxim is an indirect wholly owned subsidiary of Maxim Partners, also the owner of Maxim Group, a broker dealer with equity, fixed-income and options trading desks. To date, Maxim has closed three CDOs: Jupiter High-Grade CDO I, a $750 million cash flow CDO, Jupiter High-Grade CDO II, a $1 billion cash flow CDO, and Jupiter High Grade CDO III, a $2 billion cash flow CDO. Lexington Capital Funding is Maxim's first mezzanine grade cash flow CDO.

The ratings of the class A-1, class A-2 and class B notes address the likelihood that investors will receive full and timely payments of interest, as per the governing documents, as well as the aggregate outstanding amount of principal by the stated maturity date. The ratings of the class C, class D and class E notes address the likelihood that investors will receive ultimate interest payments, as per the governing documents, as well as the aggregate outstanding amount of principal by the stated maturity date.

The ratings are based upon the credit quality of the underlying assets, 80% of which will be purchased by the transaction's close, in addition to credit enhancement provided by support from subordination, excess spread, and protections incorporated in the structure.

Proceeds from the issuance will be invested primarily in a portfolio of residential mortgage-backed securities (RMBS), commercial mortgage-backed securities (CMBS), asset-backed securities (ABS), and collateralized debt obligations (CDOs). The collateral supporting the capital structure will have a maximum Fitch weighted average rating factor (WARF) of 6.05 ('BBB'/'BBB-').

Lexington Capital Funding CDO will have a three-year substitution period, during which Maxim may trade the collateral portfolio, subject to certain limitations. Principal payments will be used to pay down notes immediately. Sale proceeds may be used to purchase substitute collateral or pay down notes. Lexington Capital has entered into an interest rate swap to hedge the risk arising from a mismatch between floating-rate liabilities and assets.

Lexington Capital Funding, Inc. is a special purpose company, incorporated under the laws of the State of Delaware. Lexington Capital Funding, Ltd. is a Cayman Islands limited-liability company.

For more information, please see the presale report titled 'Lexington Capital Funding', available on the Fitch Ratings web site at www.fitchratings.com. Additional information about the collateral manager is also available 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.