Fitch Expects to Rate Tailwind Holdings, LLC Series A 'AAA'

Business Wire, Nov 1, 2006

CHICAGO & NEW YORK -- Fitch Ratings expects to assign 'AAA' ratings to the $130,000,000 series A floating-rate insured notes due 2036 issued by Tailwind Holdings, LLC (Tailwind).

The series A floating-rate insured notes (assigned ratings) will be supported by a financial guaranty insurance policy from MBIA Insurance Corporation (MBIA; insurer financial strength rated 'AAA' by Fitch). The insurance policy guarantees the timely payment of interest and ultimate payment of principal due on the notes during the term of the policy. Fitch's ratings address the likelihood that noteholders will receive full payments of interest and principal in accordance with the terms of the transaction documents and conducting activities related to the notes' issuance.

The notes issued by Tailwind are designed to finance a portion of the statutory capital requirements for a defined block of group long-term disability (LTD) claim reserves using non-recourse debt. Tailwind represents the first group long term disability insurance capital funding transaction introduced into the 144A term asset-backed securities (ABS) market and is anticipated to be the first in a series of securitizations sponsored by UnumProvident Corporation (UNM, rated 'BBB' with a Stable Rating Outlook by Fitch).

Strengths of the Tailwind transaction include the following:

--Quality of collateral. The defined block of group long-term disability liabilities is large, diversified and seasoned. No addition of new liabilities will be added to the structure. Credibility also benefits from the high degree of data resolution.

--Cash flow stress test results

--Strength of UnumProvident as a sponsor.

--Transaction cash flow and sound legal structure.

Tailwind Holdings is a newly formed limited liability company and an insurance holding company under the laws of the State of Delaware. The company is a wholly-owned subsidiary of UnumProvident and was established for the limited purpose of issuing notes. The proceeds from the issuance will be contributed to Tailwind Re, a special purpose financial captive (SPFC) reinsurance company domiciled in South Carolina and wholly owned by Tailwind Holdings. Tailwind Re will be established and regulated in accordance with applicable state insurance regulations for the limited purpose of entering into a reinsurance trust agreement with Unum Insurance Company of America (Unum America), a wholly owned subsidiary of Unum of UnumProvident. Unum America will cede to Tailwind Re on a modified co-insurance basis a defined block of business consisting of 23,036 of Unum America's seasoned group long-term disability (LTD) claims representing approximately $1.5 billion of statutory reserves as of Dec. 31, 2005.

Fitch's rating definitions and the terms of use of such ratings are available on the agency's public site, www.fitchratings.com. Published ratings, criteria and methodologies are available from this site, at all times. Fitch's code of conduct, confidentiality, conflicts of interest, affiliate firewall, compliance and other relevant policies and procedures are also available from the 'Code of Conduct' section of this site.