Fitch Rates Deutsche Bank's Gemini Securitization Corp. LLC ABCP 'F1+sf'

NEW YORK--()--Fitch Ratings has assigned an 'F1+sf' rating to the asset backed commercial paper (ABCP) issued by Gemini Securitization Corp. LLC (Gemini), a multi-seller ABCP conduit sponsored by Deutsche Bank AG (Deutsche Bank) (Issuer Default Rating (IDR) of 'A+/F1+' by Fitch).

The rating is based on the credit and liquidity support provided by Deutsche Bank, the credit quality of the assets held by Gemini, the managerial capabilities of Deutsche Bank, and the program's legal structure.

Gemini is a multiseller, ABCP conduit program established in 1992 by Deutsche Bank. The conduit is structured as a special purpose, bankruptcy-remote, Delaware limited liability company. Its sole purpose is to issue 4(2) ABCP and use the proceeds to purchase or make loans secured by, interests in various financial assets and securities. Gemini issues ABCP with a maximum tenor of 270 days.

Deutsche Bank serves as the administrative agent and is responsible for managing the day-to-day operations of the conduit. Deutsche Bank's responsibilities include negotiating and structuring all asset purchases, monitoring asset performance, arranging for the issuance and payment of CP, arranging transaction-specific credit and liquidity facilities, entering into hedge agreements, and making funding requests under the applicable liquidity and credit agreements, if necessary. Deutsche Bank is currently Gemini's sole liquidity and program-wide credit enhancement (PWCE) provider. Additional liquidity coverage may be provided by other diversified sources. Liquidity is available to fund for 100% of the face amount of ABCP outstanding and PWCE is sized at 8% of outstanding CP.

As a bankruptcy-remote entity, Gemini may not incur any indebtedness other than the issuance of ABCP, requisite hedging obligations, draws pursuant to the liquidity agreements, the enhancement agreement, and other incidental amounts permitted under the organizational documents. All parties contracting with Gemini have agreed not to file or join in filing bankruptcy proceedings against Gemini until one year and one day after all outstanding ABCP is paid in full.

Deutsche Bank will provide Fitch with monthly reporting on the conduit. Fitch monitors the conduit regularly and as warranted by events.

Additional information is available at 'www.fitchratings.com'. The ratings above were solicited by, or on behalf of, the issuer, and therefore, Fitch has been compensated for the provision of the ratings.

Applicable Criteria and Related Research:

-- 'Global Rating Criteria for Asset-Backed Commercial Paper' (Nov. 08, 2012);

-- 'Global Structured Finance Rating Criteria' (June 06, 2012);

-- 'Counterparty Criteria for Structured Finance Transactions' (May 30, 2012).

Applicable Criteria and Related Research:

Global Rating Criteria for Asset-Backed Commercial Paper
http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=692299

Global Structured Finance Rating Criteria
http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=679923

Counterparty Criteria for Structured Finance Transactions
http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=678938

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