Standard & Poor's Ratings Services today took various credit rating actions in Landmark Mortgage Securities No.1 PLC and in Landmark Mortgage Securities No. 2 PLC.

Today's rating actions follow the application of our December 2011 U.K. residential mortgage-backed securities (RMBS) criteria and our 2012 counterparty criteria. On Dec. 12, 2011, we placed the notes on CreditWatch negative following the implementation of our 2011 U.K. criteria.

CREDIT AND CASH FLOW ANALYSIS

In our opinion, the collateral pools for both transactions have exhibited relatively stable performance in recent periods. Arrears of more than 90 days for Landmark No. 1 and Landmark No. 2 are currently stable at 25.10% and 23.95%, respectively. Cumulative losses are also stable at 3.36% for Landmark No. 1, and 5.74% for Landmark No. 2.

Both transactions are currently paying sequentially and have a 90+ day delinquency pro rata trigger of 20%. However, given the proximity of the current 90+ day delinquency level to the pro rata trigger, we have considered the possibility of this transaction paying pro rata at a point in the future based on historical arrears movements. We have factored this into our cash flow analysis.

The application of our 2011 U.K. RMBS criteria results in a higher weighted-average foreclosure frequency and a higher weighted-average loss severity for both transactions. This has led to an overall increase in the required credit coverage for both transactions.

As a more seasoned transaction, the credit enhancement levels for Landmark No. 1's class B and C notes have increased significantly to more than offset the increase in required credit enhancement under our criteria. As a result, these notes are able to pass our updated cash flow stresses at higher rating levels. By contrast, this has not been the case for Landmark No. 2's class B and C notes, where credit enhancement levels have been unable to accumulate to levels that pass our updated cash flow stresses at their current ratings. We have therefore raised and removed from CreditWatch negative our ratings on Landmark No. 1's class B and C notes. We lowered and removed from CreditWatch negative our ratings on Landmark No. 2's class B notes, and affirmed and removed from CreditWatch negative our rating on the class C notes.

For the class D notes in both transactions, we have affirmed the ratings at their current levels based on our credit and cash flow analysis and our view that these classes of notes are unlikely to default within the next 12 months.

APPLICATION OF COUNTERPARTY CRITERIA

In both transactions, the class A notes are able to pass our updated cash flow stresses at higher rating levels. However, we do not view the swap counterparty documentation to be in line with our 2010 counterparty criteria.


As such, the highest potential rating in each transaction is the issuer credit rating on Barclays Bank PLC (A+/Stable/A-1), plus one notch. These notes are no longer on CreditWatch negative due to the application of our 2011 U.K. RMBS criteria, but remain on CreditWatch negative for counterparty-related reasons.

CREDIT STABILITY

Our credit stability analysis indicates that the maximum projected
deterioration that we would expect at each rating level for time horizons of
one year and three years under moderate stress conditions, are in line with
our Credit Stability Criteria (see "Methodology: Credit Stability Criteria,"
published on May 3, 2010).

Landmark Mortgage Securities No. 1 and No. 2 are U.K. nonconforming RMBS
transactions, with mortgages originated by Amber Homeloans Ltd., Infinity
Mortgages Ltd., and Unity Homeloans Ltd.

STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a credit rating
relating to an asset-backed security as defined in the Rule, to include a
description of the representations, warranties and enforcement mechanisms
available to investors and a description of how they differ from the
representations, warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially rated (including
preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports included in this
credit rating report are available at .

RELATED CRITERIA AND RESEARCH

     -- Counterparty Risk Framework Methodology And Assumptions, May 31, 2012
-- European Structured Finance Scenario And Sensitivity Analysis: The
Effects Of TheTop Five Macroeconomic Factors, March 14, 2012
-- European RMBS CreditWatch Placements Linked To Recent Bank Rating
Actions, Dec. 21, 2011
-- Ratings On 764 Tranches In 119 U.K. RMBS Transactions Placed On
CreditWatch Negative After U.K. RMBS Criteria Update, Dec. 12, 2011
-- U.K. RMBS Methodology And Assumptions, Dec. 9, 2011
-- Barclays Bank PLC Ratings Lowered To 'A+/A-1' From 'AA-/A-1+' On Bank
Criteria Change; Outlook Stable, Nov. 29, 2011
-- Global Structured Finance Scenario And Sensitivity Analysis: The
Effects Of The Top Five Macroeconomic Factors, Nov. 4, 2011
-- Methodology: Credit Stability Criteria, May 3, 2010

RATINGS LIST

Class Rating
To From

Landmark Mortgage Securities No. 1
EUR105.2, GBP127.1 Million Mortgage-Backed Floating-Rate Notes

Ratings Raised And Removed From CreditWatch Negative

B          A+ (sf) A- (sf)/Watch Neg
Ca BB+ (sf) BB (sf)/Watch Neg
Cc BB+ (sf) BB (sf)/Watch Neg

Rating Affirmed And Removed From CreditWatch Negative

D B (sf) B (sf)/Watch Neg

Ratings Remaining On CreditWatch Negative

Aa AA- (sf)/Watch Neg AA- (sf)/Watch Neg
Ac AA- (sf)/Watch Neg AA- (sf)/Watch Neg

 These ratings are no longer on CreditWatch negative for credit reasons, but
they remain on CreditWatch negative for counterparty reasons.

Landmark Mortgage Securities No. 2
EUR51.5 Million, GBP322.645 Million Mortgage-Backed Floating-Rate Notes

Ratings Lowered And Removed From CreditWatch Negative

Ba BB (sf) BBB- (sf)/Watch Neg
Bc BB (sf) BBB- (sf)/Watch Neg

Rating Affirmed And Removed From CreditWatch Negative

C B (sf) B+ (sf)/Watch Neg

Rating Affirmed

D B- (sf) B- (sf)

Ratings Remaining On CreditWatch Negative

Aa AA- (sf) /Watch Neg AA- (sf)/Watch Neg
Ac AA- (sf) /Watch Neg AA- (sf)/Watch Neg

 These ratings are no longer on CreditWatch negative for credit reasons, but
they remain on CreditWatch negative for counterparty reasons.