New York, December 04, 2012 -- Moody's Investors Service has determined that entry by GEM LIGOs III, Limited (the "Issuer") into a novation agreement relating to an existing interest rate swap among the Issuer, Citigroup Financial Products Inc. ("CFPI") and State Street Bank and Trust Company ("State Street"), dated as of November 29, 2012 (the "Novation Agreement") and performance of the activities contemplated therein will not in and of themselves and at this time result in the withdrawal, reduction or other adverse action with respect to any current rating (including any private or confidential rating) by Moody's of any Class of Notes issued by the Issuer. Moody's does not express an opinion as to whether the Novation Agreement could have non-credit-related effects.

The Novation Agreement effectively transfers all of the rights and obligations of CFPI as swap counterparty in the fixed/floating interest rate hedge transaction with the Issuer to State Street. Under the novated hedge, State Street will make floating rate payments to the Issuer and receive fixed interest rate payments from the Issuer. The hedge mitigates any difference in interest payments received on fixed-rate assets held by the Issuer and the floating-rate liabilities issued by the Issuer. State Street meets the ratings requirements to serve as hedge counterparty under the provisions of the swap documents.

In assessing the impact of the Novation Agreement on the current Moody's ratings of the Notes, Moody's assessed the credit quality of the new swap counterparty and reviewed the Novation Agreement to determine whether it changed the obligations of the swap counterparty in any respect that could negatively affect the credit quality of the rated securities. Moody's rating view is based primarily on its opinion that State Street is a highly-rated entity and that the Novation Agreement does not diminish the swap counterparty's obligations to the Issuer.

The principal methodology used in reaching its conclusion and in monitoring the ratings of the Notes issued by the Issuer is "Moody's Revises its Methodology for Emerging Market CDOs", published in April 2007 and available on www.moodys.com in the Rating Methodologies sub-directory under the Research & Ratings tab.

Other methodologies and factors that may have been considered in the process of rating the Notes issued by the Issuer can also be found in the Rating Methodologies sub-directory on Moody's website.

Stephen Lioce Senior Vice President Structured Finance Group Moody'sInvestors Service, Inc.250 Greenwich StreetNew York, NY 10007 U.S.A. JOURNALISTS: 212-553-0376 SUBSCRIBERS: 212-553-1653Ramon O. Torres Senior Vice President Structured Finance Group JOURNALISTS: 212-553-0376 SUBSCRIBERS: 212-553-1653 Releasing Office: Moody's Investors Service, Inc.250 Greenwich StreetNew York, NY 10007 U.S.A. JOURNALISTS: 212-553-0376 SUBSCRIBERS: 212-553-1653(C) 2012 Moody's Investors Service, Inc. and/or its licensors and affiliates (collectively, "MOODY'S"). All rights reserved.

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