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Fitch Rates Deutsche Bank SPEARs/LIFERs Trust SPEARs and LIFERs Series DB-1321

May 22, 2014



NEW YORK--(BUSINESS WIRE)-- Fitch Ratings assigns the following ratings to the Short Puttable Exempt Adjustable Receipts (SPEARs) and Long Inverse Floating Exempt Receipts (LIFERs) of the Deutsche Bank SPEARs/LIFERs Trust series listed below:

--Series DB-1321: SPEARs ?'AA-/F1+'; Outlook Stable;

--Series DB-1321A-C LIFERs ?'AA-'; Outlook Stable.

KEY RATING DRIVERS

The long-term 'AA-' and Stable Outlook ratings assigned to the series DB-1321 SPEARs and LIFERs are based on the rating that Fitch has assigned to the Iowa Finance Authority Health Facilities Revenue Bonds, Series 2014C (UnityPoint Health) Term Bonds (rated 'AA-' with a Stable Outlook) that have been deposited in the Trust.

The 'F1+' short-term rating assigned to the SPEARs is based on the liquidity facility provided by Deutsche Bank AG New York Branch (rated 'A+/F1+' with a Stable Outlook) securing the SPEARs. The short-term rating will expire on May 31, 2015, the expiration date of the liquidity facility, unless each date is extended or earlier terminated.

RATING SENSITIVITIES

The short-term rating assigned to the SPEARs reflects the short-term rating that Fitch maintains on the bank providing liquidity support and will be adjusted upward or downward in conjunction with the short-term rating of the bank, and, in some cases, the long-term rating of the underlying bond deposited in the trust. The long-term ratings assigned to the SPEARs and LIFERs are exclusively tied to the creditworthiness of the underlying bond deposited in the trust and will reflect all changes to that rating.

Additional information is available on www.fitchratings.com.

Applicable Criteria and Related Research:

--'U.S. Municipal Structured Finance Criteria' (Feb. 24, 2014);

--'Guidelines for Rating Tender Option Bonds' (May 9, 2013).

Applicable Criteria and Related Research:

U.S. Municipal Structured Finance Criteria

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=736618

Guidelines for Rating Tender Option Bonds

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=707849

Additional Disclosure

Solicitation Status

http://www.fitchratings.com/gws/en/disclosure/solicitation?pr_id=831325

ALL FITCH CREDIT RATINGS ARE SUBJECT TO CERTAIN LIMITATIONS AND DISCLAIMERS. PLEASE READ THESE LIMITATIONS AND DISCLAIMERS BY FOLLOWING THIS LINK: HTTP://FITCHRATINGS.COM/UNDERSTANDINGCREDITRATINGS. IN ADDITION, RATING DEFINITIONS AND THE TERMS OF USE OF SUCH RATINGS ARE AVAILABLE ON THE AGENCY'S PUBLIC WEBSITE '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. FITCH MAY HAVE PROVIDED ANOTHER PERMISSIBLE SERVICE TO THE RATED ENTITY OR ITS RELATED THIRD PARTIES. DETAILS OF THIS SERVICE FOR RATINGS FOR WHICH THE LEAD ANALYST IS BASED IN AN EU-REGISTERED ENTITY CAN BE FOUND ON THE ENTITY SUMMARY PAGE FOR THIS ISSUER ON THE FITCH WEBSITE.



Fitch Ratings

Primary Analyst:

Richard Park

Director

+1 212-908-0289

Fitch Ratings, Inc.

33 Whitehall Street

New York, NY 10004

or

Secondary Analyst:

Trudy Zibit

Managing Director

+1 212-908-0689

or

Committee Chairperson:

Linda Friedman

Senior Director

+1 212-908-0727

or

Media Relations, New York

Elizabeth Fogerty, +1 212-908-0526

elizabeth.fogerty@fitchratings.com

Source: Fitch Ratings


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