Fitch assigned an expected rating to PTCs to be issued by Credit Asset Trust Series LXIV

Fitch Ratings has assigned an expected rating of 'F1+(ind)(SO)' to Class A1, Class A2(PO), Class A2(IO) and Class A3 Pass Through Certificates (PTCs), to be issued by an SPV called Credit Asset Trust Series LXIV. The transaction is a securitisation of receivables from a short-term loan maturing on 18 December 2009.

The PTCs' expected rating reflects the credit quality of the underlying obligor, Vodafone Essar Cellular Limited (VECL or the "obligor") and the guarantors, the payment structure of the PTCs and the legal and financial structure of the transaction. The expected rating addresses the timely payment of interest and the timely payment of principal by the final maturity date of 21 December 2009, in accordance with the transaction documentation.

The SPV shall purchase the receivables from Hongkong and Shanghai Banking Corporation Limited (HSBC or "the originator" or "the seller") in trust for the benefit of the PTC investors. After acquiring the receivables the SPV shall issue PTCs to the investors for a total consideration equivalent to the value of the discounted cash flows from the loan. The issue proceeds will be used by the SPV to pay HSBC the purchase consideration.

The loan aggregates to INR2500m and is extended by HSBC to VECL. The underlying loan to VECL is cross guaranteed by the group companies of Vodafone Essar Limited. The rating of the PTCs is directly linked to Fitch's internal credit view of the underlying obligor and the guarantors, which is sufficient to assign the PTCs an expected rating of 'F1+(ind)(SO)'.

The final rating is contingent upon receipt of final documents conforming to information already received.

A presale report for this transaction will be available shortly on Fitch's website, www.fitchindia.com.

Note to editors: Fitch's National ratings provide a relative measure of creditworthiness for rated entities in countries with relatively low international sovereign ratings and where there is demand for such ratings. The best risk within a country is rated 'AAA' and other credits are rated only relative to this risk. National ratings are designed for use mainly by local investors in local markets and are signified by the addition of an identifier for the country concerned, such as 'AAA(ind)' for National ratings in India. Specific letter grades are not therefore internationally comparable.

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