Item 1. Business.
Not applicable.
Item 1A.
Item 1A. Risk Factors.
Not applicable.
Item 1B.
Item 1B. Unresolved Staff Comments.
None.
Item 2.
Item 2. Properties.
Not applicable.
Item 3.
Item 3. Legal Proceedings.
Not applicable.
Item 4.
Item 4. Submission of Matters to a Vote of Security Holders.
Not applicable.
PART II
Item 5.
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Not applicable.
Item 6.
Item 6. Selected Financial Data.
Not applicable.
Item 7.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operation.
Not applicable.
Item 7A.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
Not applicable.
Item 8.
Item 8. Financial Statements and Supplementary Data.
Not applicable.
Item 9.
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
Not applicable.
Item 9A.
Item 9A. Controls and Procedures.
Not applicable.
Item 9A(T). Controls and Procedures.
Not applicable.
Item 9B.
Item 9B. Other Information.
None.
PART III
Item 10.
Item 10. Directors, Executive Officers and Corporate Governance.
Not applicable.
Item 11.
Item 11. Executive Compensation.
Not applicable.
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
Not applicable.
Item 13.
Item 13. Certain Relationships and Related Transactions, and Director Independence.
Not applicable.
Item 14.
Item 14. Principal Accounting Fees and Services.
Not applicable.
ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB
Item 1112(b) of Regulation AB, Significant Obligor Financial Information.
No single obligor represents 10% or more of the pool assets held by the issuing entity.
Item 1114(b)(2) of Regulation AB, Significant Enhancement Provider Financial Information.
No entity or group of affiliated entities provides any external credit enhancement or other support for the certificates within this transaction as described under Item 1114 (a) of Regulation AB.
Item 1115(b) of Regulation AB, Certain Derivatives Instruments (Financial Information).
No entity or group of affiliated entities provides any derivative instruments or other support for the certificates within this transaction as described under Item 1115 of Regulation AB.
Item 1117 of Regulation AB, Legal Proceedings.
The registrant knows of no material pending legal proceedings involving the issuing entity and all parties related to the issuing entity or any other entities contemplated by Item 1117 of Regulation AB, other than routine litigation incidental to the duties of those respective parties.
Item 1119 of Regulation AB, Affiliations and Certain Relationships and Related Transactions.
The information regarding this Item has been previously disclosed in a 424(b)(5) filed on December 26, 2007 (Commission File No. 333-146993-01).
Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria.
The reports on assessment of compliance with the servicing criteria for asset-backed securities and the related attestation reports on such assessments of compliance are attached hereto under Item 15(a).
LaSalle Bank National Association's ("LaSalle") Report on Assessment of Compliance with Servicing Criteria for 2007 (the "2007 Assessment") attached to this Report on Form 10-K describes in Appendix B the following material instance of noncompliance related to investor reporting: "1122(d)(3)(i)(A) and (B) - During the Reporting Period, certain monthly investor or remittance reports were not prepared in accordance with the terms set forth in the transaction agreements and certain investor reports did not provide the information calculated in accordance with the terms specified in the transaction agreements for which certain individual errors may or may not have been material."
The investor reporting errors identified on LaSalle's 2007 Assessment as material instances of noncompliance (the "Investor Reporting Errors") included, for example, revised delinquency, REO, foreclosure, repurchase, payoff or modified loan counts, category indicators and/or balances. The conclusion that the Investor Reporting Errors amounted to a material instance of noncompliance was based primarily on the aggregate number of errors as opposed to the materiality of any one error.
The Investor Reporting Errors were generally caused by human error resulting primarily from high volume monthly data processing demands that had to be addressed within constricted time frames with less than a full complement of operational staff. Between the fourth quarter of the Reporting Period and the date of the 2007 Assessment, LaSalle has employed additional operational staff to accommodate the high volume of monthly investor reporting requirements and minimize the risk of the Investor Reporting Errors recurring. Other necessary controls are in place to minimize the risk of such errors.
With respect to the specific pool assets and asset-backed securities related to the Investor Reporting Errors, the errors did not have, and are not reasonable likely in the future to have, any material impact or effect on pool asset performance, servicing of the pool assets and payments or expected payments on the mortgage-backed securities.
Item 1123 of Regulation AB, Servicer Compliance Statement.
The servicer compliance statements are attached hereto under Item 15(a).
Part IV
Item 15.
Item 15. Exhibits, Financial Statement Schedules.
(a) Exhibits.
(1) Not Applicable.
(2) Not Applicable.
(3)
(4) Pooling and Servicing Agreement, dated as of December 1, 2007, among Bear Stearns Commercial Mortgage Securities Inc. as Depositor, Prudential Asset Resources, Inc. as a Master Servicer and as Loan Specific Special Servicer, Wells Fargo Bank, National Association as a Master Servicer, as Certificate Administrator and as Tax Administrator, Centerline Servicing Inc. as General Special Servicer and LaSalle Bank National Association as Trustee (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(10.1) Primary Servicing Agreement, dated as of December 1, 2007, by and between Wells Fargo Bank, National Association, as Master Servicer, and Principal Global Investors, LLC, as primary servicer (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(10.2) Primary Servicing Agreement, dated as of December 1, 2007, by and between Wells Fargo Bank, National Association, as Master Servicer, and Nationwide Life Insurance Company, as primary servicer (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(10.3) Mortgage Loan Purchase and Sale Agreement, dated as of December 13, 2007, by and between Bear Stearns Commercial Mortgage Securities Inc. and Prudential Mortgage Capital Funding, LLC (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(10.4) Mortgage Loan Purchase and Sale Agreement, dated as of December 13, 2007, by and between Bear Stearns Commercial Mortgage Securities Inc. and Bear Stearns Commercial Mortgage, Inc. (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(10.5) Mortgage Loan Purchase and Sale Agreement, dated as of December 13, 2007, by and between Bear Stearns Commercial Mortgage Securities Inc. and Wells Fargo Bank, National Association (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(10.6) Mortgage Loan Purchase and Sale Agreement, dated as of December 13, 2007, by and between Bear Stearns Commercial Mortgage Securities Inc. and Principal Commercial Funding II, LLC (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(10.7) Mortgage Loan Purchase and Sale Agreement, dated as of December 13, 2007, by and between Bear Stearns Commercial Mortgage Securities Inc. and Nationwide Life Insurance Company (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(31) Rule 13a-14(d)/15d-14(d) Certification.
(33) Reports on assessment of compliance with servicing criteria for asset-backed securities.
(34) Attestation reports on assessment of compliance with servicing criteria for asset-backed securities.
(35) Servicer compliance statement.
(b) See (a) above.
(c) Not applicable.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Bear Stearns Commercial Mortgage Securities Inc. (Depositor)
/s/ Adam Ansaldi Adam Ansaldi, Vice President (senior officer in charge of securitization of the depositor)
Date: March 31, 2008
Exhibit Index
Exhibit No.
(4) Pooling and Servicing Agreement, dated as of December 1, 2007, among Bear Stearns Commercial Mortgage Securities Inc. as Depositor, Prudential Asset Resources, Inc. as a Master Servicer and as Loan Specific Special Servicer, Wells Fargo Bank, National Association as a Master Servicer, as Certificate Administrator and as Tax Administrator, Centerline Servicing Inc. as General Special Servicer and LaSalle Bank National Association as Trustee (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(10.1) Primary Servicing Agreement, dated as of December 1, 2007, by and between Wells Fargo Bank, National Association, as Master Servicer, and Principal Global Investors, LLC, as primary servicer (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(10.2) Primary Servicing Agreement, dated as of December 1, 2007, by and between Wells Fargo Bank, National Association, as Master Servicer, and Nationwide Life Insurance Company, as primary servicer (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(10.3) Mortgage Loan Purchase and Sale Agreement, dated as of December 13, 2007, by and between Bear Stearns Commercial Mortgage Securities Inc. and Prudential Mortgage Capital Funding, LLC (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(10.4) Mortgage Loan Purchase and Sale Agreement, dated as of December 13, 2007, by and between Bear Stearns Commercial Mortgage Securities Inc. and Bear Stearns Commercial Mortgage, Inc. (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(10.5) Mortgage Loan Purchase and Sale Agreement, dated as of December 13, 2007, by and between Bear Stearns Commercial Mortgage Securities Inc. and Wells Fargo Bank, National Association (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(10.6) Mortgage Loan Purchase and Sale Agreement, dated as of December 13, 2007, by and between Bear Stearns Commercial Mortgage Securities Inc. and Principal Commercial Funding II, LLC (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(10.7) Mortgage Loan Purchase and Sale Agreement, dated as of December 13, 2007, by and between Bear Stearns Commercial Mortgage Securities Inc. and Nationwide Life Insurance Company (As previously filed on Form 8-K filed on January 11, 2008 (Commission File No. 333-146993-01) and is hereby incorporated by reference into this report on Form 10-K).
(31) Rule 13a-14(d)/15d-14(d) Certification.
(33) Reports on assessment of compliance with servicing criteria for asset-backed securities.
(34) Attestation reports on assessment of compliance with servicing criteria for asset-backed securities.
(35) Servicer compliance statement.