TEXT-S&P Rates AABS Ltd. $650.345 Million Series A/B Loans

OVERVIEW

-- AABS Ltd.'s series A and B loans are backed by the lease revenue and sales proceeds from a portfolio of 26 narrow-body commercial passenger aircraft.

-- We assigned our 'A+ (sf)' rating to the series A loan and our 'BBB (sf)' rating to the series B loan.

-- The ratings reflect our opinion of the lessees' credit worthiness, the aircraft collateral's value and quality, the transaction's payment structure and cash flow mechanism, and other factors.

NEW YORK (Standard & Poor's) Jan. 15, 2013--Standard & Poor's Ratings Services today assigned its 'A+ (sf)' rating to AABS Ltd.'s $557.01 million series A loan and its 'BBB (sf)' rating to the $93.335 million series B loan.

The loans are backed by the lease revenue and sales proceeds from a portfolio of 26 narrow-body commercial passenger aircraft.

The ratings reflect our opinion of:

-- The lessees' credit worthiness.

-- The aircraft collateral's value and quality.

-- The transaction's payment structure and cash flow mechanism.

-- The overcollateralization available to the loans.

-- The transaction's legal structure.

-- The liquidity facility provided by Credit Agricole CIB.

-- GE Aviation Capital Services' strong servicing capability.

Standard & Poor's ratings address timely interest (excluding step-up interest) on the senior-most loan and ultimate interest (excluding step-up interest) and ultimate principal payments on or before the loans' legal final maturity date. The step-up interest is payable only after the series A and B loans are paid in full and the failure to pay the step-up interest due to insufficient available cash is not an event of default according to the transaction documents.

RELATED CRITERIA AND RESEARCH Related Criteria

-- Revised Cash Flow Assumptions And Stresses For Global Aircraft And Aircraft Engine Lease Securitization, Aug. 26, 2010

-- Legal Criteria For U.S. Structured Finance Transactions: Overview Of Legal Criteria For U.S. Structured Finance Transactions, Oct. 1, 2006

-- Aircraft Securitization Criteria: The Rating Process For Aircraft Financings, Sept. 1, 2004

-- Aircraft Securitization Criteria: The Rating Process For Aircraft Portfolio Securitizations, Sept. 1, 2004

-- Aircraft Securitization Criteria: Rating Considerations For Lease Pools, Sept. 1, 2004

-- Aircraft Securitization Criteria: Special Considerations For Aircraft Loan Portfolios, Sept. 1, 2004

-- Aircraft Securitization Criteria: The Servicer's Role And Responsibilities, Sept. 1, 2004

-- Aircraft Securitization Criteria: Maintenance And Related Issues, Sept. 1, 2004

-- Aircraft Securitization Criteria: Surveillance, Sept. 1, 2004 Related Research

-- New Issue: AABS Ltd. (Series A And B Loans), Jan. 15, 2013

-- Global Structured Finance Scenario And Sensitivity Analysis: The Effects Of The Top Five Macroeconomic Factors, Nov. 4, 2011

-- North American Transportation Continues To Move Forward Despite The Uneven Economic Recovery And Rising Fuel Prices, Jan. 20, 2011