TCREUR_Public/050214.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

            Monday, February 14, 2005, Vol. 6, No. 31

                            Headlines

A U S T R I A

VA TECHNOLOGIE: Siemens Stake Now Over 90%


F R A N C E

STEPHANOISE DE CONSTRUCTION: Falls into Receivership
WAVECOM SA: Fourth-quarter Net Loss Widens to EUR20.5 Million


G E R M A N Y

DACHDECKEREI JAWE: Creditors Claims Due Wednesday
ERNST AUWARTER: Bus Maker Heads to Bankruptcy Court
GARDEN & ART: Administrator's Report Out Mid-March
GOLIM 3: Bankruptcy Proceedings Begin
HEINZE + NAZAROW: Creditors Meeting Set Second Week of April

IMMO BAUTRAGER: Claims Verification Set April
MOBEL HAUFE: Creditors Meeting Set Tomorrow
P UND J: Duisburg Court Stays All Pending Lawsuits
ROWE BAUTRAGER: Proofs of Claim Due this Week
RUST + KIETZMANN: Last Day for Filing of Claims Today

SUGARIS GMBH: Munster Court Appoints Provisional Administrator
THYSSENKRUPP AG: Rating Returns to Investment Grade
WALTER BAU: Loses Deutsche Bahn Contract


I T A L Y

ALITALIA SPA: Strike Cripples Flights
CIRIO FINANZIARIA: Court Clears Banca Intesa in Cirio Bond Case
LUCCHINI SPA: Severstal Buys 62% Stake for EUR450 Million
PARMALAT U.S.A.: Opens Adversary Proceeding vs. Tuscan/Lehigh


N E T H E R L A N D S

PETROPLUS INTERNATIONAL: Recommends RIVR Offer
PETROPLUS INTERNATIONAL: Warns of Losses in 4th-quarter Results


P O L A N D

ELEKTRIM SA: Talks with Vivendi Over PTC Sale Collapse


R U S S I A

ANDREAPOLSKIY MASLODEL: Bankruptcy Hearing Resumes Friday
KOMI-STROY-INDUSTRY: Komi Court Appoints Insolvency Manager
NAROVCHATSKIY: Gives Creditors Until March to File Claims
OIL-GAS-MASH: Bankruptcy Hearing Resumes Tomorrow
ORENBURG-STROY-MATERIALY-CERAMICS: Under Bankruptcy Supervision

POGRUZCHIK: Names M. Bologov Insolvency Manager
PRIGORODNOYE: Insolvency Manager Takes over Operations
RUSSIA INTERNATIONAL: US$75 Million Class 2004 Notes Rated 'B+'
SEMENOVSKIY BAKERY: Declared Insolvent
SIB-OIL-SPETS-KOMPLECT: Claims Filing Period Ends Next Week

VIOLET: Undergoes Bankruptcy Supervision Procedure
YUKOS OIL: Gives Creditors Until May 1 to File Claims
YUKOS OIL: Puts U.S. Bank Deposits Under Texas Court's Control


S W E D E N

CONCORDIA BUS: Moody's Fears Default; Downgrades Ratings
SAS GROUP: Posts SEK1.872 Billion Loss in 2004
SAS GROUP: SEK344 Mln 4th-quarter Loss Best Result in Years
SAS GROUP: Management Revamp Next on Restructuring Checklist


U N I T E D   K I N G D O M

ABACUS (INDIA): Calls in Joint Liquidators from PwC
ABREY BEATTY: Hires Liquidator from Berley
ARNSIDE PROPERTIES: Sets Final Shareholders Meeting March
AYRTON (EUROPE): Liquidator to Give Update Next Month
BAE SYSTEMS: S&P Affirms 'BBB' Corporate Credit Rating

BERMONDSEY MOTOR: Hires Tenon Recovery as Liquidator
BOXCREW LIMITED: Calls Final General Meeting
B.R.S. BUYING: Shareholders Opt to Wind up Firm
CENTENARY EUROPEAN: Hires PricewaterhouseCoopers as Liquidator
CJFO REALISATIONS: Calls in PricewaterhouseCoopers

CLYDE CAKES: Creditors to Appoint Liquidator Next Week
COLORMET INTERNATIONAL: Hires Stones & Co. to Liquidate Assets
CONCEPT DESIGN: Names Sargent & Company Administrator
CONTINUOUS TIME: Begbies Traynor Liquidator Takes over Company
CORUS GROUP: Regulator Okays Sale of Sheet Piling Business

CROSS TELECOM: Members Decide to Wind up Firm
DELTA EMD: Liquidator's Final Report Out Next Month
DELTA MOTOR: Liquidator from Moore Stephens Moves in
ECO-BAT TECHNOLOGIES: Moody's Affirms All Ratings
ECO-BAT TECHNOLOGIES: S&P Takes Different Tack; Cuts Ratings

ELFORD PARK: Appoints Administrator from Albert Goodman
FEDERAL-MOGUL: U.K. Administrators Object to Plan Confirmation
HHG PLC: LCIG Now Leads Race to Buy Life Services Business
MARK BLOXHAM: Calls in Administrators from Tenon Recovery
MIDLAND COPYING: Brings in Joint Liquidators from Chantrey

MOODY CASHMERE: First Creditors Meeting Thursday
NORSTAR BIOMAGNETICS: Creditors Meeting Next Week
OCTEL CORPORATION: Rating Outlook Changed to Negative
ORDERTIDY LIMITED: Hires Joint Liquidators from Chantrey
PACIFIC SHELF: Liquidator to Present Report March

PHILIP CORNES: Members Decide to Wind up Firm
PLAYTIME NURSERIES: Winding-up Report Out Next Week
PLECK CASTINGS: Joint Administrators from CBA Move in
RUBBER CYCLE: Calls in Joint Administrators from Harrisons
TOM BRANDS: Appoints Liquidator from KPMG

U.K. COAL: To Phase out Welbeck Colliery Production
VEGEM LIMITED: Names Ernst & Young Administrator
WESTERN FOODS: Appoints Baker Tilly Liquidator


                            *********


=============
A U S T R I A
=============


VA TECHNOLOGIE: Siemens Stake Now Over 90%
------------------------------------------
The general acceptance period for the Siemens takeover bid for
VA Technologie AG terminated on February 9, 2005.  More than 90%
of VA Tech shares have been tendered to Siemens at a price of
EUR65 per share.  Accordingly, this Siemens' condition for a
takeover has been fulfilled.

The VA Tech Managing Board acknowledges the clear decision of
the shareholders and sees this as a common challenge to further
develop business in a changed situation in the interests of all
employees, customers, suppliers and partners.

One further condition for a successful takeover is still
outstanding, namely approval by the antitrust authorities in the
European Union, U.S.A. and Canada.  Should this approval not be
granted by July 20, 2005, at the latest, according to its offer,
Siemens has the right to waive this condition.  Until a final
decision is made, a prohibition on the concentration process
applies to both Siemens and VA Tech, i.e. no measures may be
taken to integrate VA Tech into the Siemens Group.

The VA Tech Group can look back on an eventful business year in
2004.  As a result of sizeable resizing measures, a basis has
been created for a prosperous business future.  Order intake and
backlog reached all-time highs and as a consequence of this
positive business development, over 70% of the sales planned for
2005 are already secured by order backlog.  Thus the VA Tech
Divisions have either consolidated their international
competitive positions, or improved them still further.

Vienna, February 10, 2005

About VA Tech

The listed VA Technologie AG is a focused Technology and Service
Company, which provides value to customers over the entire plant
life cycle.  Leading international positions are held in
Metallurgy, Power Generation, Transmission and Distribution and
Infrastructure.  In 2003, VA Tech achieved sales of EUR3.8
billion, according to IFRS with a work force of 17,478
employees.

CONTACT:  VA TECHNOLOGIE AG
          Lunzerstrasse 64
          A-4031 Linz, Austria
          Phone: +43-732-6986-9222
          Fax: +43-732-6980-3416
          Web site: http://www.vatech.co.at

          Bettina Pepek
          Press Officer
          Phone: +43 1/89100-3400
          Fax: +43 1/89100-4103
          E-mail: bettina.pepek@vatech.at

          Wolfgang Schwaiger
          Communications and Investor Relations
          Phone: +43 70/6986-9222
          Fax: +43 70/6980-3416
          E-mail: wolfgang.schwaiger@vatech.at


===========
F R A N C E
===========


STEPHANOISE DE CONSTRUCTION: Falls into Receivership
----------------------------------------------------
The commercial court in Saint-Etienne has placed equipment maker
Stephanoise de Construction Mecanique (SCM) into receivership.
SCM, which manufactures mine pit equipment and maintains turnkey
plants, has been experiencing steep decline in orders.  Around
50 employees will lose their jobs if the company is liquidated.

Set up in 1878, SCM specializes in customization and maintenance
of equipment, particularly belt conveyors, scraper recliners,
fixed and mobile feeder, belt conveyors, for cement and mining
companies.

CONTACT: STEPHANOISE DE CONSTRUCTION MECANIQUE (SCM)
          10, Rue Scheurer Kestner, B.P. 519
          Saint-Etienne Cedex 1 42007
          Phone: +33 4-77-92-82-42
          Fax: +33 4-77-93-37-12
          E-mail: scm@stephanoise.com
          Web site: http://www.stephanoise.com


WAVECOM SA: Fourth-quarter Net Loss Widens to EUR20.5 Million
-------------------------------------------------------------
Wavecom S.A. on Thursday announced financial results for fourth
quarter ended December 31, 2004. Ron Black, chief executive
officer commented: "During the fourth quarter of 2004 we were
once again able to significantly limit our cash consumption
through continued tightened operational performance.  We also
successfully and swiftly completed a major restructuring related
to our exit from the mobile handset business.  We achieved this
difficult task on-time and below budget.  On the business front,
both our sales and operation teams continued to make progress to
meet our previously-stated goal of returning the company to
breakeven within the second half of 2005."

Fourth Quarter 2004 Financial Highlights:

All figures are unaudited and reported in accordance with U.S.
generally accepted accounting principles (U.S. GAAP). Condensed
consolidated financial tables are provided at the end of this
release.  It should be noted that following the company's
announcement to exit the mobile telephone handset market in
September 2004, the scope of the company's business changed
significantly thus making comparisons of consolidated results to
the same period the previous year not meaningful.

Cash: Wavecom's cash position was EUR53.3 million at December
31, 2004, slightly down from the previous quarter of EUR55
million.  The company was able to continue to limit the decline
in its cash reserves as a result of improved operating
performance, particularly in accounts receivable and reduction
of inventory.

Revenues

Total fourth quarter revenues were EUR37.4 million, increasing
3% from the previous quarter.  With the significant decline of
the U.S. dollar versus the Euro in the fourth quarter of 2004,
foreign currencies[1] had a EUR1.4 million unfavorable impact on
revenues.  Revenues for vertical applications (83% of total)
remained flat on a like-for-like currency basis compared to the
previous quarter with an increase in the Americas region offset
by a decrease in EMEA (Europe Middle-East and Africa) due mainly
to the successful completion of a major automotive project in
the third quarter.

Revenue breakdown for the fourth quarter by region: 50% EMEA,
44% APAC (Asia-Pacific) and 6% the Americas.  Revenues for our
PCD (Personal Communication Device) business (17% of total)
increased from EUR3.8 million in the third quarter to EUR6.2
million in the fourth quarter as we continued to deliver
products to fulfill contractual obligations to customers in this
market.  The customer portfolio remained balanced with no single
customer representing more than 13% of total revenues in the
fourth quarter.  The top ten customers combined represented 71%
of revenues as compared to 72% in the third quarter, four of
which are key vertical applications accounts, five of which are
distributors to the vertical markets representing thousands of
manufacturers of wireless-enabled machines and one was a PCD
customer.

Backlog

Backlog as of December 31, 2004 stood at EUR32 million, compared
to EUR40 million at the end of the previous quarter, which is
consistent with typical seasonality.  Orders for vertical
applications, make up 90% of this backlog as compared to 84% of
the backlog as of September 30, 2004.

Gross Margin

Total gross margin was 32% compared to 20% in the previous
quarter, which is approaching our previously-stated target range
of 33% to 35%.  It should be noted that the gross margin in the
third quarter was exceptionally low due mainly to the decision
to write-off approximately EUR4 million related to the excess
inventories of products that had reached end-of-life, most of
which had been destined for the handset market.

Operating Results

Total operating expenses for the fourth quarter were EUR29.3
million compared to EUR25.7 million in the third quarter.  The
company's management successfully negotiated the terms of the
restructuring plan announced in September 2004 within the fourth
quarter.  A charge of EUR11.1 million relating to the
restructuring plans was taken during the fourth quarter of 2004,
this includes a EUR2.5 million charge for impairment of assets.
Expenses associated with R&D declined 17% in the fourth quarter
2004 compared to the third quarter due mainly to headcount and
other restructuring-related cost reductions.

Expenses for both Sales and Marketing and G&A also declined as
compared to the third quarter of 2004 by 3.5% and 7.5%
respectively.  Management successfully sub-leased all excess
office space during the fourth quarter.  The company posted an
operating loss for the fourth quarter 2004 of EUR17.3 million as
compared to EUR18.4 million during the previous quarter.
Excluding the restructuring charges and related impairments for
the third and fourth quarters of 2004, the operational results
would have improved from a loss of EUR13.2 million in the third
quarter to a loss of EUR6.2 million in the fourth quarter.

Net Result

Net result for the fourth quarter 2004 was a loss of EUR20.5
million compared to a loss of EUR18.2 million for the previous
quarter.  This result included a net foreign exchange loss of
EUR3.4 million in the fourth quarter while the net foreign
exchange loss for the full year 2004 was EUR578,000.

Restatement of 2003 Net Result

Wavecom also announced that it is restating its financial
accounts in U.S. GAAP related to incorrect accounting for its
deferred income tax during the fiscal year ended December 31,
2003.

During the closure process of its 2004 accounts in February
2005, the company identified an error in accounting related to
its deferred income tax during fiscal year 2003.  The company
believes that the error, which led to the decision to restate
its U.S. GAAP accounts, was the result of a material weakness in
internal control over financial reporting.  The adjustments in
its restated financial accounts will reflect an increase of
approximately EUR5 million in income tax expense for fiscal year
2003.  No cash outlays are expected as a result of the
restatement.  The net result as of December 31, 2003 will be
restated to a net loss of EUR31.1 million from the previously
published net loss of EUR25.9 million.

Ron Black, Wavecom CEO commented: "Any restatement of financial
performance is a serious matter that must be addressed to ensure
that errors of this type do not occur in the future."  The
company intends to implement a more stringent review process
over the filing of tax returns and preparation of its deferred
tax computations on a prospective basis within the first half of
2005.  He added: "We did not identify any adjustments to our
historical revenues or operating expenses for the period being
restated."

Wavecom will announce its first quarter 2005 results on April
28, 2005 at 7:30 a.m. Paris time to be followed in the afternoon
by a conference call hosted by management commenting on the
results.

About Wavecom

Wavecom (NASDAQ: WVCM)(Euronext Nouveau Marche Euronext:
AVM)(ISIN: FR0000073066) is a leading worldwide leader in pre-
packaged wireless communication solutions for automotive,
industrial and mobile professional applications.  Wavecom's
solutions include all the software and hardware elements that
are necessary to develop truly innovative wireless devices, as
well as the development tools and services needed to bring them
to market quickly and easily.

Founded in 1993 and headquartered near Paris in Issy-les-
Moulineaux, Wavecom has subsidiaries in Hong Kong (PRC), San
Diego (U.S.A.), and Darmstadt (Germany).  Wavecom is publicly
traded on Euronext Paris (Nouveau Marche) in France and on the
NASDAQ (WVCM) exchange in the U.S.

- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
[1] Calculation is based on the following weighted average
    rates, applied to sales denominated in U.S. dollars, for the
    period from July 1, 2004 to September 30, 2004 (EUR1 =
    $1.2195) and October 1, 2004 to December 31, 2004 (EUR1 =
    $1.3074)
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

Financial statements are available free of charge at:
http://bankrupt.com/misc/Wavecom_Q42004.htm

CONTACT:  WAVECOM S.A.
          Lisa Ann Sanders
          Phone: +33-1-46-29-41-81, IR Director
          E-mail: lisaann.sanders@wavecom.com
          Web site: http://www.wavecom.com

          OGILVY PUBLIC RELATIONS WORLDWIDE
          John D. Lovallo, +1-212-880-5216
          E-mail: john.lovallo@ogilvypr.com


=============
G E R M A N Y
=============


DACHDECKEREI JAWE: Creditors Claims Due Wednesday
-------------------------------------------------
The district court of Rostock opened bankruptcy proceedings
against Dachdeckerei Jawe GmbH on Jan. 3, 2005.  Consequently,
all pending proceedings against the company have been
automatically stayed.  Creditors have until Feb. 16, 2005 to
register their claims with court-appointed provisional
administrator Stefan Niederste Frielinghaus.

Creditors and other interested parties are encouraged to attend
the meeting on March 23, 2005, 9:00 a.m. at the district court
of Rostock, Zochstrasse, 18057 Rostock at which time the
administrator will present his first report of the insolvency
proceedings.  The court will also verify the claims set out in
the administrator's report during this meeting, while creditors
may constitute a creditors committee and or opt to appoint a new
insolvency manager.

CONTACT:  DACHDECKEREI JAWE GMBH
          Althofer Weg 71
          18209 Bad Doberan

          Stefan Niederste Frielinghaus, Insolvency Manager
          Heinrich-Mann-Strasse 18
          19053 Schwerin


ERNST AUWARTER: Bus Maker Heads to Bankruptcy Court
---------------------------------------------------
Bus maker Ernst Auwarter Karosserie- und Fahrzeugbau KG has
filed for insolvency due to unfavorable trading environment,
Frankfurter Allgemeine Zeitung says.  The group blamed loan
losses, consumer hesitancy and a turnover dive for its demise.
Ernst Auwarter has appointed Volker Grub receiver.  The group's
insolvency is expected to affect 130 employees and 25 trainees.
Ernst Auwarter plans to downsize and retain its bus-making
operation.

CONTACT:  ERNST AUWARTER KAROSSERIE- UND FAHRZEUGBAU KG
          D-71141 Steinenbronn bei Stuttgart
          Phone: (0 71 57) 4 08-1
          Fax: (0 71 57) 4 08 -2 90
          Contact: info@auwaerter.de


GARDEN & ART: Administrator's Report Out Mid-March
--------------------------------------------------
The district court of Duisburg opened bankruptcy proceedings
against Garden & Art GmbH on Jan. 20, 2005.  Consequently, all
pending proceedings against the company have been automatically
stayed.  Creditors have until March 16, 2005 to register their
claims with court-appointed provisional administrator Dr. Helmut
Schmitz.

Creditors and other interested parties are encouraged to attend
the meeting on April 15, 2005, 9:00 a.m. at the district court
of Duisburg, Nebenstelle, Kardinal-Galen-Strasse 124-130, 47058
Duisburg at which time the administrator will present his first
report of the insolvency proceedings.  The court will also
verify the claims set out in the administrator's report during
this meeting, while creditors may constitute a creditors
committee and or opt to appoint a new insolvency manager.

CONTACT:  GARDEN & ART GMBH
          Friedhofallee 19
          47239 Duisburg
          Contact:
          Bernhard Kaspar, Manager
          Robert-Koch-Str. 19
          47229 Duisburg

          Dr. Helmut Schmitz, Insolvency Manager
          Am Flohbusch 1
          47802 Krefeld


GOLIM 3: Bankruptcy Proceedings Begin
-------------------------------------
The district court of Dresden opened bankruptcy proceedings
against Golim 3 Grundstucksverwaltungsgesellschaft mbH on Jan.
10, 2005.  Consequently, all pending proceedings against the
company have been automatically stayed.  Creditors have until
Feb. 23, 2005 to register their claims with court-appointed
provisional administrator Hannelore Kruger-Knief.

Creditors and other interested parties are encouraged to attend
the meeting on April 6, 2005, 1:00 p.m. at the district court of
Dresden, Olbrichtplatz 1, 01099 Dresden at which time the
administrator will present his first report of the insolvency
proceedings.  The court will also verify the claims set out in
the administrator's report during this meeting, while creditors
may constitute a creditors committee and or opt to appoint a new
insolvency manager.

CONTACT:  GOLIM 3 GRUNDSTUCKSVERWALTUNGSGESELLSCHAFT MBH
          Rheingauer Str. 49
          65388 Schlangenbad

          Hannelore Kruger-Knief, Insolvency Manager
          Konigstrasse 1
          01097 Dresden


HEINZE + NAZAROW: Creditors Meeting Set Second Week of April
------------------------------------------------------------
The district court of Munster opened bankruptcy proceedings
against Heinze + Nazarow Anlagenbau GmbH on Jan. 17, 2005.
Consequently, all pending proceedings against the company have
been automatically stayed.  Creditors have until March 21, 2005
to register their claims with court-appointed provisional
administrator Dr. Frank Kreuznacht.

Creditors and other interested parties are encouraged to attend
the meeting on April 11, 2005, 9:00 a.m. at the district court
of Munster, Gebaudeteil Eingang B, Gerichtsstrasse 2-6, 48149
Munster at which time the administrator will present his first
report of the insolvency proceedings.  The court will also
verify the claims set out in the administrator's report during
this meeting, while creditors may constitute a creditors
committee and or opt to appoint a new insolvency manager.

CONTACT:  HEINZE + NAZAROW ANLAGENBAU GMBH
          Warendorfer Strasse 182
          59227 Ahlen
          Contact:
          Jorg Nazarow, Manager
          Osterstr. 19
          23769 Burg/Fehmarn

          Dr. Frank Kreuznacht, Insolvency Manager
          Wolbecker Windmuhle 15 a
          48167 Munster
          Phone: 02506/821-0
          Fax: +492506821100


IMMO BAUTRAGER: Claims Verification Set April
---------------------------------------------
The district court of Dresden opened bankruptcy proceedings
against Immo Bautrager Zeithain GmbH on Jan. 11, 2005.
Consequently, all pending proceedings against the company have
been automatically stayed.  Creditors have until Feb. 23, 2005
to register their claims with court-appointed provisional
administrator Dr. Helmut Schwarz.

Creditors and other interested parties are encouraged to attend
the meeting on April 6, 2005, 9:15 a.m. at the district court of
Dresden, Olbrichtplatz 1, 01099 Dresden at which time the
administrator will present his first report of the insolvency
proceedings.  The court will also verify the claims set out in
the administrator's report during this meeting, while creditors
may constitute a creditors committee and or opt to appoint a new
insolvency manager.

CONTACT:  IMMO BAUTRAGER ZEITHAIN GMBH
          Friedrich-Engels Str. 35b
          01587 Riesa

          Dr. Helmut Schwarz, Insolvency Manager
          Dreikonigskirche 10
          01097 Dresden


MOBEL HAUFE: Creditors Meeting Set Tomorrow
-------------------------------------------
The district court of Dresden opened bankruptcy proceedings
against Mobel Haufe GmbH & Co. KG on Jan. 1, 2005.
Consequently, all pending proceedings against the company have
been automatically stayed.  Creditors have until March 21, 2005
to register their claims with court-appointed provisional
administrator Olaf Seidel.

Creditors and other interested parties are encouraged to attend
the meeting on Feb. 15, 2005, 10:00 a.m. at the district court
of Dresden, Olbrichtplatz 1, 01099 Dresden at which time the
administrator will present his first report of the insolvency
proceedings.  The court will verify the claims set out in the
administrator's report on March 21, 2005, 9:30 a.m. while
creditors may constitute a creditors committee and or opt to
appoint a new insolvency manager.

CONTACT:  MOBEL HAUFE GMBH & CO. KG
          LonguyonerStr. 9
          01796 Pirna

          Olaf Seidel, Insolvency Manager
          Weisseritzstrasse 3
          01067 Dresden


P UND J: Duisburg Court Stays All Pending Lawsuits
--------------------------------------------------
The district court of Duisburg opened bankruptcy proceedings
against P und J Bau Sobottka GbR on Jan. 20, 2005.
Consequently, all pending proceedings against the company have
been automatically stayed.  Creditors have until April 5, 2005
to register their claims with court-appointed provisional
administrator Dr. Andreas Ropke.

Creditors and other interested parties are encouraged to attend
the meeting on April 26, 2005, 9:00 a.m. at the district court
of Duisburg, Nebenstelle, Kardinal-Galen-Strasse 124-130, 47058
Duisburg at which time the administrator will present his first
report of the insolvency proceedings.  The court will also
verify the claims set out in the administrator's report during
this meeting, while creditors may constitute a creditors
committee and or opt to appoint a new insolvency manager.

CONTACT:  P UND J BAU SOBOTTKA GBR
          Gottliebstr. 71
          47166 Duisburg

          Dr. Andreas Ropke, Insolvency Manager
          Dammstr. 26
          47119 Duisburg


ROWE BAUTRAGER: Proofs of Claim Due this Week
---------------------------------------------
The district court of Dresden opened bankruptcy proceedings
against RoWe Bautrager GmbH on Jan. 10, 2005.  Consequently, all
pending proceedings against the company have been automatically
stayed.  Creditors have until Feb. 17, 2005 to register their
claims with court-appointed provisional administrator Jan
Gartner.

Creditors and other interested parties are encouraged to attend
the meeting on March 31, 2005, 10:15 a.m. at the district court
of Dresden, Olbrichtplatz 1, 01099 Dresden at which time the
administrator will present his first report of the insolvency
proceedings.  The court will also verify the claims set out in
the administrator's report during this meeting, while creditors
may constitute a creditors committee and or opt to appoint a new
insolvency manager.

CONTACT:  ROWE BAUTRAGER GMBH
          Grillenburger Strasse 6 in 01159 Dresden

          Jan Gartner, Insolvency Manager
          Weisseritzstrasse 3, 01067 Dresden


RUST + KIETZMANN: Last Day for Filing of Claims Today
-----------------------------------------------------
The district court of Rostock opened bankruptcy proceedings
against Rust + Kietzmann GmbH on Jan. 3, 2005.  Consequently,
all pending proceedings against the company have been
automatically stayed.  Creditors have until Feb. 14, 2005 to
register their claims with court-appointed provisional
administrator Jens Dohse.

Creditors and other interested parties are encouraged to attend
the meeting on March 16, 2005, 11:00 a.m. at the district court
of Rostock, Zochstrasse, 18057 Rostock at which time the
administrator will present his first report of the insolvency
proceedings.  The court will also verify the claims set out in
the administrator's report during this meeting, while creditors
may constitute a creditors committee and or opt to appoint a new
insolvency manager.

CONTACT:  RUST + KIETZMANN GMBH
          Pruzen-Hof/B 104
          18276 Pruzen
          Contact:
          Manfred Rust, Manager

          Jens Dohse, Insolvency Manager
          Hermannstrasse 5
          18055 Rostock


SUGARIS GMBH: Munster Court Appoints Provisional Administrator
--------------------------------------------------------------
The district court of Munster opened bankruptcy proceedings
against Sugaris GmbH on Jan. 17, 2005.  Consequently, all
pending proceedings against the company have been automatically
stayed.  Creditors have until March 17, 2005 to register their
claims with court-appointed provisional administrator Dr.
Stephan Thiemann.

Creditors and other interested parties are encouraged to attend
the meeting on April 7, 2005, 8:45 a.m. at the district court of
Munster, Gebaudeteil Eingang B, Gerichtsstrasse 2-6, 48149
Munster at which time the administrator will present his first
report of the insolvency proceedings.  The court will also
verify the claims set out in the administrator's report during
this meeting, while creditors may constitute a creditors
committee and or opt to appoint a new insolvency manager.

CONTACT:  SUGARIS GMBH
          Nottulner Landweg 90
          48161 Munster
          Contact:
          Dr. Frank Hulshorst, Manager
          Ludgeristrasse 23
          48143 Munster

          Dr. Stephan Thiemann, Insolvency Manager
          Lublinring 12
          48147 Munster
          Phone: 0251/16283-0
          Fax: +492511628311


THYSSENKRUPP AG: Rating Returns to Investment Grade
---------------------------------------------------
Standard & Poor's Ratings Services raised its long-term
corporate credit ratings on German industrial conglomerate
ThyssenKrupp AG to 'BBB-' from 'BB+' and its short-term
corporate credit ratings to 'A-3' from 'B', following the
group's announcement on Feb. 10, 2005 that it had completed the
disposal of a large part of its real estate assets for EUR2.1
billion and reduced net debt with the proceeds.  At the same
time, the ratings were removed from CreditWatch, where they were
placed on Dec. 15, 2004.  The outlook is stable.

"The upgrade on TK reflects the group's improving financial
profile and its commitment to keep leverage low," said Standard
& Poor's credit analyst Olivier Beroud.  TK's financial ratios
in the three fiscal years to September 2004 have benefited from
an improving operational performance (with total discretionary
cash flows for the three year period of EUR1.93 billion), as the
group showed restraint in capital expenditures, and had a
relatively moderate dividend payout level.

"The disposal of the group's real estate assets is viewed by
Standard & Poor's as a significant step and a confirmation of
TK's determination to reduce net financial debt to a level that
is compatible with an investment-grade rating," added Mr.
Beroud.

In effect, including the EUR2.1 billion proceeds from the real
estate disposal, the discretionary cash flows (EUR1.93 billion)
and net disposal proceeds (EUR1.4 billion) generated in the past
three fiscal years, TK reduced its overall debt burden by EUR5.4
billion.

In addition, fiscal 2005 should be another year of strong
performance for TK, with strong steel markets for most of 2005,
and an expected continuation of TK's portfolio restructuring
efforts (including disposing of underperforming assets).

The stable outlook reflects Standard & Poor's expectation that
TK's credit protection measures such as funds from operations
(FFO) to net debt and debt to capital, will remain strong in
fiscal 2005, as performance remains strong and debt decreases
after the real estate disposal.  Pro forma for the disposal of
the real estate assets, the group's FFO-to-net debt (adjusted
for pensions) ratio is closer to 25%, a level that Standard &
Poor's expects to be maintained.

As important, TK is expected to continue to generate free cash
flows after capital expenditures and dividends as it has done in
the past three years, and is also expected to refrain from
funding acquisitions with debt.  Instead, the group is expected
to continue its prudent policy of funding growth through
disposals or internally generated cash flows.

Ratings information is available to subscribers of
RatingsDirect, Standard & Poor's Web-based credit analysis
system, at http://www.ratingsdirect.com. It can also be found
at http://www.standardandpoors.com. Alternatively, call one of
the following Standard & Poor's numbers: London Ratings Desk
(44) 20-7176-7400; London Press Office Hotline (44) 20-7176-
3605; Paris (33) 1-4420-6708; Frankfurt (49) 69-33-999-225;
Stockholm (46) 8-440-5916; or Moscow (7) 095-783-4017.  Members
of the media may also contact the European Press Office via e-
mail on media_europe@standardandpoors.com.

CONTACT:  STANDARD AND POOR'S RATING SERVICES
          Group E-mail Address
          CorporateFinanceEurope@standardandpoors.com

          THYSSENKRUPP AG
          P.O. Box 10 10 10
          D-40001 Dusseldorf
          Phone: +49 211 824 0
          Fax: +49 211 824 36000
          E-mail: info@thyssenkrupp.com
          Web site: http://www.thyssenkrupp.com


WALTER BAU: Loses Deutsche Bahn Contract
----------------------------------------
Insolvent construction group Walter Bau lost a major contract
with national railway operator Deutsche Bahn, Die Welt says.

Deutsche Bahn terminated the contract, which involves an
extension of a railway station in Berlin, to ensure that
projects would be completed on time.  Walter Bau, as part of a
group, had worked on the station's skeleton.  Deutsche Bahn had
awarded the unfinished project to other companies.

Deutsche Bahn earlier said it would review all contracts with
Walter Bau to establish whether the projects would be affected
by the building group's insolvency.  The railway operator had
expressed concern Walter Bau's situation would affect project
deadlines, quality and cost.

CONTACT:  WALTER BAU AG
          Boheimstr. 8
          86153 Augsburg
          Phone: +49 (0)8 21/55 82-00
          Fax: +49 (0)8 21/55 82-3 20
          Web site: http://www.walter-bau.de

          DEUTSCHE BAHN AKTIENGESELLSCHAFT
          Potsdamer Platz 2
          D-10785 Berlin
          Phone: +49-30-297-0
          Fax: +49-30-297-6-19-19
          Web site: http://www.bahn.de


=========
I T A L Y
=========


ALITALIA SPA: Strike Cripples Flights
-------------------------------------
Troubled national carrier Alitalia cancelled Thursday around 141
local and international flights due to a strike by cabin crew
and ground workers, Reuters says.

The employees, belonging to the SULT union, were demanding for
improved working conditions.  Around 1,000 flight attendants
were protesting over increased working hours, which they say
compromises safety, while more than 3,000 ground employees were
seeking greater contractual guarantees on a national level.
Airport officials said the four-hour protest, which lasted from
12:30 p.m. to 4:30 p.m., had also caused delays and
cancellations of other carrier's flights.  SULT union leader
Fabrizio Tomaselli said "Whether it's Rome or it's Naples or
it's Milan, there's been a high turnout in the strike."

Coincidentally, rail workers across the country stage a similar
strike, following a recent train accident in January, killing 17
people.

Meanwhile, unions will hold a general strike, which involves all
public sectors, on March 18.  Pilots threatened to strike ahead
of schedule unless airline companies provide them with proper
resting room aboard long-haul flights.

CONTACT:  ALITALIA S.p.A.
          Viale A. Marchetti 111
          00148 Rome, Italy
          Phone: +39 06 6562 2151
          Fax: +39 06 6562 4733
          Web site: http://www.alitalia.it


CIRIO FINANZIARIA: Court Clears Banca Intesa in Cirio Bond Case
---------------------------------------------------------------
Banca Intesa has been cleared by a court in Monza of any
liability in a case filed by two investors regarding bonds
issued by the collapsed Italian food group Cirio Finanziaria
through the bank, reveals Europe Intelligence Wire.

The complainants had sought to cancel the contract governing
their purchase of EUR30,000 worth of bonds in the group's Del
Monte division, along with bonds valued at EUR61,000 in Telecom
Argentina.

However, the court ruled that all of Banca Intesa's obligations
under the contract have already been fulfilled, including the
need to obtain sufficient information from the clients.
According to Banca Intesa, it has tried to request information
from the bond buyers at least six times, but to no avail.

Meanwhile, a court in Rome has found Banca Popolare di Lodi
guilty of not obtaining and providing sufficient information in
the course of its own sale of Cirio bonds. The case was filed by
a group of six investors seeking the cancellation of their bond
purchase contract. The stocks in question were due to mature on
30 May 2003.

Cirio, which defaulted on EUR1.1 billion in bonds in November
2002, has been under liquidation since its investors rejected a
restructuring plan.

CONTACT:  CIRIO DEL MONTE ITALIA S.p.A.
          Legal Address:
          Via Augusto Valenziani
          10 - 00187 Rome
          Phone: 06 421761
          Fax: 06 42176230

          Administrative Address:
          Strada Provinciale per Podenzano,
          10 - 29010 San Polo di Podenzano
          Phone: 0523 536123
          Fax: 0523 379257
          Web site: http://www.cirio.it


LUCCHINI SPA: Severstal Buys 62% Stake for EUR450 Million
---------------------------------------------------------
Severstal group, the second-largest Russian steelmaker, and
Lucchini S.p.A. announce the signing of a definitive agreement
pursuant to which the Russian steel concern will acquire a 62%
stake in the Italian company.

The transaction will take the form of a EUR450 million capital
increase, to which Severstal and Lucchini's existing
shareholders will subscribe for EUR430 million and EUR20
million, respectively.  As a result, Severstal, which will fund
the transaction from existing cash, will own a 62% stake in
Lucchini, while the Lucchini family and the other existing
shareholders are expected to own a 29% stake and a 9% stake post
the capital increase respectively.  The transaction is expected
to be completed in 60 days, subject to European Antitrust
clearance.

This transaction comes at a time when Lucchini has started to
see the results of its major program of industrial capital
expenditure of the past few years.

Lucchini is also benefiting from the financial restructuring
plan implemented by its Vice-Chairman and Chief Executive, Dott.
Enrico Bondi, since mid-2003, including attentive management
controls, refinancing transactions and the divestiture of non-
strategic assets (Lusid, Lutek and Elettra).

Proceeds from capital increase will be used to further reduce
Lucchini's financial indebtedness.  Lucchini will thereby have
regained the balance sheet strength and financial flexibility
needed to compete efficiently in the engineering steels market
in the European Community.

The deal is expected to substantially benefit both parties:
Severstal will be able to leverage off an established European
platform and highly complementary range of engineering steel
long products, while Lucchini will preserve its integrity and
benefit from a partnership with a world-class, financially
strong steelmaker.  The acquisition of Lucchini is part of
Severstal's international expansion strategy, which has included
the recent acquisition of Rouge Industries in the United States.

Vadim Makhov, Severstal's Deputy General Director commented: "We
are very pleased with this agreement, which is an important step
forward in our international strategy and a milestone with
respect to our European growth.  The Lucchini group's
significant and high-quality product breadth, especially in the
sector of special and high-quality steel, will beneficially
complement our product range and significantly enlarge our
market presence in Europe.  We are also very excited to enter
into a partnership with the Lucchini family, one of the most
prestigious names in the Italian industrial landscape, who has
earned an excellent reputation of solid entrepreneurship in
steelmaking through over 50 years of dedication to the company
they founded."

Giuseppe Lucchini, Chairman of Lucchini, commented: "I am very
proud that our company and the Lucchini name will now be
associated with a dynamic player in the global steel market such
as Severstal.  Both as Chairman of Lucchini and as
representative of the family, I am convinced that this
transaction will be very positive and will allow the company to
compete even more successfully in the steel industry, which is
currently undergoing a phase of increasing concentration.
Thanks to the Company's regained financial strength, we have
agreed to this proposal in order for our company to compete
effectively and to play an important role in the European
special steels market with Severstal's support."

Severstal and Lucchini were assisted by Citigroup and Lazard
respectively.

Delfino Wilkie Farr Gallagher acted as Legal Advisor to
Severstal and Grimaldi e Associati, Studio Legale Tracanella and
McDermott Will Emery Carnelutti as Legal Advisors to Lucchini
and the Lucchini Family.  Marsh acted as Environmental Advisor
to Severstal.

Severstal Group

Severstal is the main company within a major Russia-based
industrial group with substantial assets in metallurgy, mining,
automobile manufacture, machinery, transportation and other
business.  The company's main activity is the production and
sale of steel and steel products.  The Group, which employs
130,000 people, operates with more than 30 plants in 14 regions
across Russia and in the United States, produces approximately
(12.8) million tons of steel annually, and exports to more than
100 countries.

Metallurgy is the core business of Severstal Group.  Company's
steel-making division unites assets of Cherepovets steel mill in
Russia and Severstal North America Inc., Dearborn, MI, U.S.A.
According to preliminary operational and unaudited financial
results, in 2004, steel-making division produced 12.8 million
tons of crude steel, of which 10.4 million were produced by
Cherepovets Steel Mill and 2.4 million by Severstal North
America, Dearborn, MI, U.S.A.  The expected sales revenues (net
of VAT and other taxes) reached US$6,415 million, a two-fold
increase compared to the previous FY2003 figure of US$3,202
million.  EBITDA increased to US$2,376 million, with a margin of
37.0%, versus EBITDA of US$1,002 million and a margin of 31.3%
in 2003.  The net profit increased by 127% to US$1,344 million,
compared to US$591 million for the FY2003.

Lucchini Group

The Lucchini Group, founded by Luigi Lucchini after the Second
World War, is a significant steel producer and is the European
leader for the complete-cycle production of special steel long
products.

With approximately 9,000 employees and 20 industrial plants
located in Italy, France, Poland, Great Britain and Sweden, the
Lucchini Group produces annually around 4.0 million tons of
steel in various forms and sizes, including: hot rolled long
products (wire rod, bars and billets), railway products (rails
and switches and parts for rolling stock), castings, forgings,
tool steels, bright steels (drawn, peeled, ground and shaved)
and semi-finished products (continuous cast billets, slabs,
ingots and pig iron for foundries).

Based on the preliminary data recently submitted to its Board of
Directors, Lucchini expects to report for 2004 on a consolidated
basis, revenues of around EUR2.1 billion, an EBITDA in excess of
EUR280 million and a return to substantial bottom line profit.
The recent capital expenditure program together with the
financial restructuring plan have enabled Lucchini to reduce its
consolidated net financial indebtedness from EUR1.8 billion as
of June 2003 to an estimated EUR1.18 billion at the end of 2004.

CONTACT:  LUCCHINI S.p.A.
          Via Oberdan, 1/a
          I-25128 Brescia BS
          Phone: +39 030 3992.1
          Fax: +39 030-3992517
          Web site: http://www.lucchini.it


PARMALAT U.S.A.: Opens Adversary Proceeding vs. Tuscan/Lehigh
-------------------------------------------------------------
Parmalat U.S.A. Corp. and Farmland Dairies, LLC seek to avoid as
a fraudulent transfer a supply agreement between Parmalat U.S.A.
and Tuscan/Lehigh Dairies, Inc., executed within one year before
the U.S. Debtors' Petition Date.  Parmalat U.S.A. and Farmland
also want to recover amounts owed by Tuscan and disallow
Tuscan's claims arising out of their rejection of the Supply
Agreement.

Parmalat U.S.A. and Farmland further ask the Court to disallow
any claim filed by Tuscan against them until the time it has
already paid all amounts for which it is liable in connection
with the fraudulent transfer.

Gary T. Holtzer, Esq., at Weil, Gotshal & Manges, LLP in New
York, relates that on May 30, 2003, Parmalat U.S.A. and Tuscan
entered into the Supply Agreement, pursuant to which Parmalat
U.S.A. agreed to process, package, and load milk products under
the Tuscan label at Farmland's Sunnydale facility in Brooklyn,
New York.

Mr. Holtzer explains that the U.S. Debtors were insolvent or
their property constituted unreasonably small capital within the
meaning of Section 548 of the Bankruptcy Code and Section 25:2-
29 of the New Jersey Uniform Fraudulent Transfer Act in the year
prior to their Petition Date, including when the Supply
Agreement was executed.

On June 2, 2004, Tuscan filed a request to compel Parmalat
U.S.A. to assume or reject the Supply Agreement.  On June 30,
2004, the Court approved a stipulation dated June 29, 2004,
between Tuscan and Parmalat U.S.A. wherein the parties agreed to
Parmalat U.S.A.'s rejection of the Supply Agreement effective as
of Sept. 30, 2004.

On October 28, 2004, Tuscan filed a proof of claim against
Parmalat U.S.A., and an identical claim against Farmland
asserting general unsecured claims against each of the Debtors
for $57,052,568 for alleged damages arising from the rejection
of the Supply Agreement.

Mr. Holtzer notes that as of the Contract Date, the Processing
Fee of $0.28 per gallon of fluid milk fixed by the Supply
Agreement was far below the market value of the Co-Packing and
other services required from Parmalat USA.  According to Tuscan,
in 2005, it would cost them $0.43 to 0.44 per gallon of fluid
milk to obtain similar services in the open market.  For the
2005-2006 contract year, Tuscan's calculations show that the
discrepancy between the Processing Fee set by the Supply
Agreement and the market price for similar services will be more
than $4.9 million.

As set forth in the Rejection Damage Claims, in each successive
year, Tuscan estimates that the market price would rise by an
additional penny per gallon of fluid milk, further increasing
the discrepancy between the market price and the contract price
each and every year.  Tuscan states that the difference between
the value of the services it was entitled to receive under the
Supply Agreement, and the value that it is required to pay
aggregates over $57 million.

Tuscan is not obligated and gave no consideration for the
licenses and easements provided to them, to Beyer Farms, Inc.,
and to any other Tuscan designees under the Provided Facilities
feature of the Supply Agreement.  The fair market value for the
use of the Provided Facilities is estimated to be not less than
$175,000 per year, Mr. Holtzer says.

Mr. Holtzer contends that Tuscan gave less than the equivalent
value in exchange for the obligations incurred under the Supply
Agreement.  Moreover, the Supply Agreement constituted a
transfer by the U.S. Debtors of an interest in property that
occurred, and an obligation that they incurred, within one year
before their Petition Date.

Headquartered in Wallington, New Jersey, Parmalat U.S.A.
Corporation -- http://www.parmalatusa.com/-- generates more
than EUR7 billion in annual revenue.  The Parmalat Group's 40-
some brand product line includes milk, yogurt, cheese, butter,
cakes and cookies, breads, pizza, snack foods and vegetable
sauces, soups and juices.  The company employs over 36,000
workers in 139 plants located in 31 countries on six continents.
It filed for chapter 11 protection on February 24, 2004 (Bankr.
S.D.N.Y. Case No. 04-11139). Gary Holtzer, Esq., and Marcia L.
Goldstein, Esq., at Weil Gotshal & Manges LLP represent the
Debtors in their restructuring efforts.  On June 30, 2003, the
Debtors listed EUR2,001,818,912 in assets and EUR1,061,786,417
in debt.  (Parmalat Bankruptcy News, Issue No. 43; Bankruptcy
Creditors' Service, Inc., 215/945-7000)

CONTACT:  PARMALAT FINANZIARIA S.p.A.
          Legal Seat
          43044 Collecchio (Pr)
          Via Oreste Grassi, 26

          Administrative Seat
          20122 Milan
          Piazza Erculea, 9
          Phone: +39 02 806 8801
          Fax: +39 02 869 3863
          Web site: http://www.parmalat.net


=====================
N E T H E R L A N D S
=====================


PETROPLUS INTERNATIONAL: Recommends RIVR Offer
----------------------------------------------
Petroplus International N.V. and RIVR jointly announce[*] that
agreement has been reached on the making of a recommended public
offer by RIVR for all outstanding ordinary shares in the share
capital of Petroplus with a nominal value of EUR0.04.  The full
terms, conditions and restrictions of the Offer are described in
the offer document d.d. 10 February 2005.

The Offer

RIVR is making an Offer to purchase or otherwise acquire all
Petroplus Shares, on the terms and subject to the conditions and
restrictions contained in the Offer Document.  The Offer
Document is available as of 10 February 2005, as described
below.

Holders of Petroplus Shares are required to make an election as
to the form of consideration they wish to receive, namely the
Cash Consideration or the Depositary Receipt Consideration (as
defined below).  Petroplus Shareholders tendering their
Petroplus Shares without making such election will be deemed to
have chosen the Cash Consideration.

Petroplus Shareholders tendering their Petroplus Shares under
the Offer will receive, in consideration of each Petroplus Share
validly tendered (or defectively tendered provided that such
defect has been waived by RIVR) and delivered (geleverd):

     (i) if and to the extent Petroplus Shareholders choose for,
         or are deemed to have chosen for, the Cash
         Consideration: a cash amount of EUR9.00, which amount
         includes a consideration for any dividends declared in
         respect of the Petroplus Shares but unpaid; or

    (ii) if and to the extent Petroplus Shareholders choose for
         the Depositary Receipt Consideration and subject to the
         limits on the availability of this option as described
         in the Offer Document: 13 Depositary Receipts S for
         shares in RIVR, issued at EUR0.10 per Depositary
         Receipt S, with a nominal value of EUR0.01 and paid up
         share premium reserve of EUR0.09, and 770 Depositary
         Receipts P for participating preferred equity
         securities issued by RIVR with a nominal value of
         EUR0.01 per Depositary Receipt (the Depositary Receipts
         S and Depositary Receipts P together the "Depositary
         Receipts"), which consideration includes a
         consideration for any dividends declared in respect of
         the Petroplus Shares but unpaid (together the
         "Depositary Receipt Consideration").  There are a
         maximum of 28,487,004 Depositary Receipts S and a
         maximum of 1,687,307,160 Depositary Receipts P
         available under the Depositary Receipt Consideration.

Accordingly this option is available for a total number of
2,191,308 of Petroplus Shares, representing about 7.1% of the
total Petroplus Shares.  If and to the extent the Depositary
Receipt Consideration is oversubscribed by Petroplus
Shareholders, it will be allocated on a pro rata basis according
to the number of Petroplus Shares tendered for the Depositary
Receipt Consideration (rounded up or downwards, as the case may
be) and, in respect of those Petroplus Shares not settled by way
of the Depositary Receipt Consideration, the relevant Petroplus
Shareholders will be deemed to have chosen the Cash
Consideration.

Irrevocables

A number of large shareholders, including Reggeborgh Invest
B.V., NPM Capital N.V., Delta Lloyd Asset Management, Orange
Deelnemingen Fund N.V., Fortis ASR Verzekeringsgroep N.V.,
Darlin N.V. and Minefa Holdings B.V., have irrevocably
undertaken to tender Petroplus Shares held by them under the
Offer.  Such undertakings are in respect of a total of
19,422,668 Petroplus Shares, representing 63% of the total
issued and outstanding share capital of Petroplus at the date of
this Offer Document.  In addition, the personal holding
companies of Messrs. M.Q.H. van Poecke and W.A. Willemstein have
irrevocably undertaken to tender all Petroplus Shares held by
them under the Offer.  Such undertakings are in respect of a
total of 5,884,828 Petroplus Shares, representing 19% of the
Petroplus Shares at the date of this Offer Document.  The
undertakings all together are in respect of a total of
25,307,496 Petroplus Shares, representing 82% of the total
issued and outstanding share capital of Petroplus at the date of
this Offer Document.

Extraordinary General Meeting of Shareholders

On 3 March 2005, an extraordinary general meeting of
shareholders will be convened, during which the Offer will be
explained and discussed in compliance with the provisions of
Article 9q of the Bte 1995.

Recommendation

The supervisory board and the executive board of Petroplus are
of the opinion the Offer is in the best interests of Petroplus,
the Petroplus Shareholders and other stakeholders in Petroplus,
and that, in respect of the Cash Consideration, the Offer is
reasonable and fair to the Petroplus Shareholders.  Accordingly,
the supervisory board and the executive board unanimously
recommend the Cash Consideration to the Petroplus Shareholders
for acceptance.  In this respect, reference is made to section 5
of the Offer Document.

Acceptance Period

The acceptance period begins on 11 February 2005 and ends,
subject to extension in accordance with Article 9o, paragraph 5,
of the Bte 1995, on 11 March 2005 at 15.00 hours, Amsterdam time
(Acceptance Closing Date) (Acceptance Period).

Acceptance

Petroplus Shareholders choosing the Cash Consideration are
requested to make their acceptance known via their bank or
stockbroker (Admitted Institution) no later than 15.00 hours,
Amsterdam time on 11 March 2005, unless the Acceptance Period is
extended to Rabo Securities N.V. in Amsterdam.  The Admitted
Institutions may allow Petroplus Shareholders a shorter period
to make sure the Admitted Institution has sufficient time to
inform Rabo Securities of the acceptances.

Petroplus Shareholders electing the Depositary Receipt
Consideration are requested to duly complete and return to their
Admitted Institution, the depositary receipt acceptance form set
out in annex 2 of the Offer Document (Depositary Receipt
Acceptance Form) and to comply with the other requirements
therein.  Copies of the Depositary Receipt Acceptance Form are
available on request from their Admitted Institution, the Rabo
Securities and at the registered offices of RIVR and Petroplus.

The Depositary Receipt Acceptance Form contains several
statements and procedures that should be carefully considered
(see annex 2 of the Offer Document).  If Depositary Receipt
Acceptance Forms are not duly completed, the Petroplus Shares
tendered will (unless RIVR waives this requirement) be deemed to
have been tendered in acceptance of the Cash Consideration.

If one or more of the offer conditions set out in section 8.2
(Conditions to the Offer) is not fulfilled, RIVR may extend the
Acceptance Period until all such Offer Conditions have been
satisfied or waived.  During an extension of the Acceptance
Period, any Petroplus Shares previously tendered and not
withdrawn will remain subject to the Offer, subject to the right
of each Petroplus Shareholder to withdraw the Petroplus Shares
he or she has already tendered.  Petroplus Shares tendered on or
prior to the Acceptance Closing Date may not be withdrawn,
subject to the right of withdrawal of any tender during any
extension of the Acceptance Period in accordance with the
provisions of article 9o, paragraph 5, of the Bte 1995.

Conditions to the Offer

The Offer shall be declared unconditional (gestanddoening) if
the Offer Conditions, including the condition that at least 95%
of the Petroplus Shares are tendered for acceptance under the
Offer as described in the Offer Document.

Declaring Unconditional

RIVR will announce within five business days following the
Acceptance Closing Date (Unconditional Date) whether the Offer
has been declared unconditional, all in accordance with article
9t, paragraph 4, of the Bte 1995.

Should the Offer be declared unconditional (gestanddoening), it
is intended that Petroplus' listing on Euronext Amsterdam N.V.
will be terminated as soon as possible after the Settlement
Date, and where appropriate, RIVR and Petroplus will liaise with
Euronext Amsterdam in respect of such a delisting.  Furthermore,
also dependent on the number of Petroplus Shares obtained by
RIVR as a result of the Offer, RIVR expects to initiate a
squeeze-out procedure as referred to in article 2:92a of the
Dutch Civil Code in order to acquire all Petroplus Shares held
by minority shareholders or to take such other steps to
terminate the listing and/or acquire Petroplus Shares not being
tendered, including effecting a legal merger.

Settlement

In the event RIVR announces that the Offer is declared
unconditional (gestanddoening), Petroplus Shareholders tendering
Petroplus Shares for acceptance pursuant to the Offer will
receive on the Settlement Date the relevant Consideration per
Petroplus Share (as determined in accordance with this Offer
Document) in respect of each Petroplus Share validly tendered
(or defectively tendered provided that such defect has been
waived by RIVR) and delivered (geleverd), at which point,
dissolution or annulment of a Petroplus Shareholder's tender or
delivery (levering) shall not be permitted.  Those Petroplus
Shareholders that receive Depositary Receipts will be promptly
informed of the number of each class of Depositary Receipts
entered against their respective names in the Depositary
Receipts register.

Announcements

Announcements contemplated by the foregoing sections will be
issued by press release and will be published in one or more
Dutch national newspapers and the Daily Official List (Officiele
Prijscourant), as appropriate.

Admitted Institutions

The Admitted Institutions may tender Petroplus Shares, held in
bearer form, for acceptance only via a duly completed and signed
application form to the Rabo Securities and only in writing,
such application forms being available upon request from
Petroplus and the Rabo Securities.  In submitting acceptances,
the Admitted Institutions are required to declare:

     (i) they have the tendered Petroplus Shares in their
         administration;

    (ii) each Petroplus Shareholder who accepts the Offer via
         that Admitted Institution, irrevocably represents and
         warrants that the Petroplus Shares tendered by him or
         her are being tendered in compliance with the
         restrictions set out in the Offer Document; and

   (iii) they undertake to transfer those Petroplus Shares to
         RIVR on the Settlement Date, provided the Offer has
         been declared unconditional (gestanddoening).

On behalf of RIVR, on the Settlement Date, the Rabo Securities
will pay to individual Admitted Institutions a commission
amounting EUR0.0207 per Petroplus Share tendered and delivered
under the Offer and with a maximum of EUR5,000 per depot by the
applicable Admitted Institution for the settlement of Petroplus
Shares tendered by that Admitted Institution.  In addition, on
behalf of RIVR, on the Settlement Date, the Rabo Securities will
pay to individual Admitted Institutions a commission for
Petroplus Shares tendered and delivered under the Offer and in
respect of which the Depositary Receipt Consideration was
chosen.  Such commission will not be based on the number of
Petroplus Shares tendered and delivered, but will amount to
EUR4.50 per Petroplus Shareholder that has validly chosen the
Depositary Receipt Consideration.

Offer Document and Other Information

Petroplus Shareholders are advised to read the Offer Document
carefully and when necessary seek independent advice to where
necessary when in connection with the Offer and the description
thereof in the Offer Document.  The information in this press
release is not complete, for the full description of the Offer
reference is made to the Offer Document.

Copies of this Offer Document, the Depositary Receipt Acceptance
Form for Petroplus Shareholders choosing for the Depositary
Receipt Consideration the current Petroplus articles of
association, the third quarter financial statements of Petroplus
in respect of the nine months ended 30 September 2004 and the
financial statements (jaarrekeningen) of Petroplus for the
financial years 2001, 2002 and 2003, as well as the Proposed
Petroplus Articles of Association (as defined below), the
current articles of association and the post-settlement articles
of association of RIVR, the articles of association of Stichting
Investors RIVR, the conditions of administration enacted by the
board of Stichting Investors RIVR and the terms and conditions
applicable to the participating preferred equity securities to
be issued by RIVR, which documents are incorporated by reference
in, and form an integral part of, this Offer Document, are
available free of charge at the offices of the Rabo Securities
and Petroplus and can be obtained by contacting the Rabo
Securities or Petroplus at:

Rabo Securities N.V.
Rembrandt Tower
Amstelplein 1
1096 HA Amsterdam
Nederland
Tel: +31 (0)20 462 4602
Fax: +31 (0)20 460 4958
E-mail: prospectus@rabobank.com

Petroplus International N.V.
Investor Relations
Martijn L.D. Schuttevaer
Max Euwelaan 21
3062 MA Rotterdam
Nederland
Tel: +31 (0)10 242 6046
Fax: +31 (0)10 242 5977
E-mail: prospectus@petroplus.nl

Senior Notes Offer

The Offer was preceded by a solicitation of consents from
holders of the 10.5% Senior Notes 2010 to the proposed
amendments to the trust deed governing the Senior Notes that
will eliminate most of the restrictive covenants of the trust
deed governing the Senior Notes (Senior Notes Consent
Solicitation).  On 1 February 2005 holders of 97% of the Senior
Notes had given their consents and tendered their Senior Notes
under the Senior Notes Offer.  Accordingly, the trust deed
governing the Senior Notes was amended on 9 February 2005.  The
offer for the Senior Notes is extended and ends at 17:00 hours,
London time, on 14 March 2005, unless extended.

For further information relating to the conditions of the offer
for the Senior Notes and Senior Notes Consent Solicitation
please contact the Dealer Manager: Barclays Capital, Phone: +44
20 7773 8575.

Profile of Petroplus

Petroplus was established 10 years ago and has since developed
into a leading player in the European midstream oil market.  The
midstream sector encompasses refining, marketing and logistics
(predominantly tank storage).

Petroplus is the owner of refineries in Antwerp (Belgium),
Cressier (Switzerland) and Teesside (United Kingdom) with a
total capacity of 240,000 barrels per day including its Antwerp
desulphurisation capacity.  Petroplus has a sales volume in
excess of 20 million tons a year of oil products and a storage
capacity of almost 5 million m3 throughout Western Europe.

Petroplus, with its head office in Rotterdam and regional head
office in Zug, has branch offices in more than 20 countries and
employs approximately 1000 employees.  Petroplus is publicly
listed in the NextPrime segment of the Official Segment of
Euronext Amsterdam N.V.

The Carlyle Group and Riverstone Holdings

The Carlyle Group is a global private equity firm with more than
US$18.9 billion under management.  The Carlyle Group employs a
conservative, proven, and disciplined investment approach.  The
Carlyle Group invests in buyouts, venture, real estate, and
leveraged finance, in North America, Europe, and Asia, focusing
on aerospace, automotive & transportation, consumer, energy &
power, healthcare, industrial, technology & business services,
and telecommunications & media.  Since 1987, the firm has
invested US$12.4 billion of equity in 355 transactions.  The
Carlyle Group employs more than 540 people in 14 countries.  The
Carlyle Group will participate in the transaction through its
dedicated energy and power fund and through other affiliates.

Riverstone Holdings LLC and The Carlyle Group are the co-general
partners of the Carlyle/Riverstone Global Energy and Power Fund
II, a US$1.1 billion private equity fund established to make
investments in the energy and power industry globally.
Riverstone Holdings LLC, a New York-based energy and power
focused private equity firm founded in 2000, has approximately
US$1.5 billion under management.  Riverstone Holdings LLC
conducts buyout and growth capital investments in the midstream,
upstream, power, and oilfield service sectors of the energy
industry.  To date, the firm has committed approximately US$875
million to 10 investments across these four sectors.

This is a joint press release of Petroplus International N.V.
and RIVR Acquisition B.V.  This is not for release, publication
or distribution, in whole or in part, in or into the United
States, Canada, Australia, Japan or the Republic of Italy.  This
announcement and related materials do not constitute an
invitation or offer to sell or the solicitation of an invitation
or offer to buy the Senior Notes (as defined below), an offer
for the ordinary shares in Petroplus, or an offer for the shares
in, and other shareholder financing to, RIVR.

- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
[*] With reference to the press releases of 18 May 2004, 17 June
    2004, 27 July 2004, 6 September 2004, 30 September 2004, 11
    November 2004, 1 December 2004, 9 December 2004, 15 December
    2004, 30 December 2004, 17 January 2005, 18 January 2005, 28
    January 2005 and 2 February 2005

CONTACT:  PETROPLUS INTERNATIONAL N.V.
          Martijn L.D. Schuttevaer
          Investor Relations Manager
          Phone: + 31 10 242 6046
          E-mail: M.L.Schuttevaer@Petroplus.nl

          THE CARLYLE GROUP
          Katherine Elmore-Jones
          Director of European Communications
          Phone: +44 20 78 94 1200
          E-mail: Katherine.ElmoreJones@Carlyle.com


PETROPLUS INTERNATIONAL: Warns of Losses in 4th-quarter Results
---------------------------------------------------------------
The consolidated net income after taxes over the fourth quarter
of Petroplus International N.V. is negative due to several
exceptional write-offs and provisions.  The net income after
taxes from operational activities is positive.

The 2004 fourth quarter results were positively influenced by
continuingly strong refinery margins but were negatively
impacted by the continued restructuring of the refinery margin
hedge portfolio, as previously announced.

The performance of the marketing activities in Switzerland was
good while the restructuring process of the German marketing
activities and the Dubai office resulted in continuing losses.
Both restructurings will be completed in the first quarter of
2005.

The consolidated balance sheet as per 31 December 2004 will show
a lower cash position as compared to the end of the third
quarter 2004, due to the abovementioned restructuring of the
German activities.

Petroplus will publish details of the fourth quarter
developments and the audited 2004 annual figures once these are
available.

Profile of Petroplus International N.V.

Petroplus International N.V. was established 10 years ago and
has since developed into a leading player in the European
midstream oil market.  The midstream sector encompasses
refining, marketing and logistics (predominantly tank storage).

Petroplus is the owner of refineries in Antwerp (Belgium),
Cressier (Switzerland) and Teesside (United Kingdom) with a
total capacity of 240,000 barrels per day including the Antwerp
desulphurisation capacity.  Petroplus has a sales volume in
excess of 20 million tons a year of oil products and a storage
capacity of almost 5 million m3 throughout Western Europe.

Petroplus, with its head office in Rotterdam and regional head
office in Zug, has branch offices in more than 20 countries and
employs approximately 1000 employees.  Petroplus International
N.V. has been listed on the Official Market of Euronext
Amsterdam since 14 July 1998.

CONTACT:  PETROPLUS INTERNATIONAL N.V.
          P.O. Box 85002 3009 MA Rotterdam The Netherlands
          Phone: +31 (0)10 242 5900
          Fax: +31 (0)10 242 6052
          E-mail: IR@petroplus.nl
          Web site: http://www.petroplusinternational.com

          Executive Board
          Marcel van Poecke (Co-chairman)
          Willem Willemstein (Co- chairman)
          Paul van Poecke
          Theo Zwijnenberg

          Martijn Schuttevaer, Investor Relations Manager

          Phone: +31 10 242 5900
          Web site: http://www.petroplusinternational.com


===========
P O L A N D
===========


ELEKTRIM SA: Talks with Vivendi Over PTC Sale Collapse
------------------------------------------------------
Negotiations over the sale of Elektrim Telekomunikacja's (ET)
entire stake in Polska Telefonia Cyfrowa (PTC) to Vivendi
Universal were called off last week, Warsaw Business Journal
says.

According to the report, Vivendi presented a new offer worth at
least EUR650 million to be paid in cash, in exchange for
Elektrim's total withdrawal from PTC, which owns the Era GSM
mobile phone network.  But Elektrim's supervisory board head
Zygmunt Solorz-Zak objected, claiming, "[t]he offer presented to
Elektrim is far from the previously planned concepts."

Vivendi said the proposition had a chance of being implemented
before the deadline set by the Vienna arbitration court.
Elektrim holds a 51% stake in PTC, while Deutsche Telekom
controls the remaining 49%.  Vivendi Universal still controls a
51% stake in ET, with ET holding 49%.

CONTACT:  ELEKTRIM S.A.
          Panska 77/79
          00-834 Warszawa

          Public relations:
          Ewa Bojar
          Company Spokesman
          Phone: (+48 22) 432 89 55
          Fax:   (+48 22) 432 87 99
          E-mail: ewa_bojar@elektrim.pl

          Investor relations:
          Phone: (+48 22) 432 87 75
          Fax:   (+48 22) 432 87 99
          Web site: http://www.elektrim.pl


===========
R U S S I A
===========


ANDREAPOLSKIY MASLODEL: Bankruptcy Hearing Resumes Friday
---------------------------------------------------------
The Arbitration Court of Tver region has commenced bankruptcy
supervision procedure on butter factory Andreapolskiy Maslodel.
The case is docketed as A66-12394/2004.  Mr. M. Orlov has been
appointed temporary insolvency manager.  Creditors have until
Feb. 21, 2005 to submit their proofs of claim to 170000, Russia,
Tver, Post Office, Post User Box 522.  A hearing will take place
on Feb. 18, 2005.

CONTACT:  ANDREAPOLSKIY MASLODEL
          172800, Russia, Tver region,
          Andreapol, Nelidovskaya Str. 9

          Mr. M. Orlov
          Temporary Insolvency Manager
          170000, Russia, Tver,
          Post Office, Post User Box 522


KOMI-STROY-INDUSTRY: Komi Court Appoints Insolvency Manager
-----------------------------------------------------------
The Arbitration Court of Komi republic commenced bankruptcy
proceedings against Komi-Stroy-Industry after finding the
limited liability company insolvent.  The case is docketed as
A29-4802/04-3B.  Mr. I. Rayushkin has been appointed insolvency
manager.  Creditors have until Feb. 21, 2005 to submit their
proofs of claim to 167023, Russia, Komi republic, Syktyvkar,
Post User Box 2034.

CONTACT:  KOMI-STROY-INDUSTRY
          Russia, Komi republic,
          Syktyvkar, Kalinina Str. 12

          Mr. I. Rayushkin
          Insolvency Manager
          167023, Russia, Komi republic,
          Syktyvkar, Post User Box 2034


NAROVCHATSKIY: Gives Creditors Until March to File Claims
---------------------------------------------------------
The Arbitration Court of Penza region commenced bankruptcy
proceedings against Narovchatskiy after finding the hemp factory
insolvent.  The case is docketed as A49-4280/04-78b/10.  Mr. A.
Martsenyuk has been appointed insolvency manager.

Creditors have until March 21, 2005 to submit their proofs of
claim to:

(a) Narovchatskiy
    Russia, Penza region, Narovchatskiy region,
    Narovchat, Penkozavodksya Str. 27

(b) Insolvency Manager
    Russia, Penza, Khororshiy Per. 27

(c) The Arbitration Court Of Penza Region
    Russia, Penza, Belinskogo Str. 2


OIL-GAS-MASH: Bankruptcy Hearing Resumes Tomorrow
-------------------------------------------------
The Arbitration Court of Volgograd region has commenced
bankruptcy supervision procedure on open joint stock company
Oil-Gas-Mash.  The case is docketed as A12-34209/04-s58.  Mr. A.
Yudkin has been appointed temporary insolvency manager.
Creditors may submit their proofs of claim to 400005, Russia,
Volgograd, 7th Gvardeyskaya Str. 2A, Office 400.  A hearing will
take place on Feb. 15, 2005, 11:00 a.m.

CONTACT:  OIL-GAS-MASH
          400075, Russia,
          Volgograd, Aviatorov Str. 6

          Mr. A. Yudkin
          Temporary Insolvency Manager
          400005, Russia, Volgograd,
          7th Gvardeyskaya Str. 2A, Office 400


ORENBURG-STROY-MATERIALY-CERAMICS: Under Bankruptcy Supervision
---------------------------------------------------------------
The Arbitration Court of Orenburg region has commenced
bankruptcy supervision procedure on limited liability company
Orenburg-Stroy-Materialy-Ceramics.  The case is docketed as A47-
14590/04-14GK.  Ms. S. Pototskaya has been appointed temporary
insolvency manager.  Creditors have until Feb. 21, 2005 to
submit their proofs of claim to 460001, Russia, Orenburg, Post
User Box 1515.

CONTACT:  ORENBURG-STROY-MATERIALY-CERAMICS
          460000, Russia,
          Orenburg, Amurskaya Str. 129

          Ms. S. Pototskaya
          Temporary Insolvency Manager
          460001, Russia,
          Orenburg, Post User Box 1515


POGRUZCHIK: Names M. Bologov Insolvency Manager
-----------------------------------------------
The Arbitration Court of Orel region commenced bankruptcy
proceedings against Pogruzchik after finding the open joint
stock company insolvent.  The case is docketed as A48-585/02-
17b.  Mr. M. Bologov has been appointed insolvency manager.
Creditors may submit their proofs of claim to 302011, Russia,
Orel, Novosilskoye Shosse, 11.

CONTACT:  POGRUZCHIK
          302011, Russia, Orel,
          Novosilskoye Shosse, 11

          Mr. M. Bologov
          Insolvency Manager
          302011, Russia, Orel,
          Novosilskoye Shosse, 11


PRIGORODNOYE: Insolvency Manager Takes over Operations
------------------------------------------------------
The Arbitration Court of Tyumen region has commenced bankruptcy
supervision procedure on close joint stock company Prigorodnoye.
The case is docketed as A-70-10172/3-2004.  Mr. S. Pshonko has
been appointed temporary insolvency manager.  Creditors may
submit their proofs of claim to 625000, Russia, Tyumen,
Gertsena Str. 78, Office 313.

CONTACT:  PRIGORODNOYE
          Russia, Tyumen region,
          Zavodoukovsk, Timiryazeva Str. 5

          Mr. S. Pshonko
          Temporary Insolvency Manager
          625000, Russia, Tyumen,
          Gertsena Str. 78, Office 313


RUSSIA INTERNATIONAL: US$75 Million Class 2004 Notes Rated 'B+'
---------------------------------------------------------------
Fitch Ratings assigned Russia International Card Finance S.A.'s
further US$75 million Class 2004 9.75% structured receivables
fixed-rate notes a final 'B+' rating.  At the same time, the
agency has affirmed the 'B+' rating of the original US$225
million Class 2004 notes issued in November 2004.

The latest Class 2004 will be consolidated with the original
Class 2004 notes to form a single series of Class 2004 notes.
In Fitch's opinion, the issuance of the latest Class 2004 notes
will not negatively affect the original Class 2004 noteholders.
The transaction securitizes existing and future international
credit card voucher receivables generated by JCS United Card
Services (UCS) through its merchant-acquiring business and due
to JSCB Rosbank (Rosbank) from Visa and MasterCard for settling
the vouchers with the merchants.

The rating of the transaction is based on UCS and Rosbank's
ability to generate future credit card receivables, which is
measured by Fitch's going concern assessment of both entities.
The rating addresses the timely payment of interest and ultimate
payment of principal by the legal final maturity date of
September 2010, and the likelihood that cash flows generated by
the assigned receivables will be sufficient to make timely
interest payments and ultimate principal repayments on the notes
over the life of the transaction.

The transaction is structured as a loan from Russia
International Card Finance S.A., located in Luxembourg, to
Rosbank.  This loan is secured by an assignment of the
receivables.  Obligor notices and consents instruct VISA and
MasterCard to deposit payments owed to Rosbank into a segregated
offshore account.

A new issue report for this transaction, as well as the new
issue report published in November 2004, is available on Fitch's
global Web site: http://www.fitchratings.com.

CONTACT:  FITCH RATINGS
          Jennifer O'Neil, London
          Phone: +44 20 7417 3550

          Natasha Page, Moscow
          Phone: +7 095 956 9901

          Media Relations:
          Julian Dennison, London
          Phone: +44 20 7862 4080


SEMENOVSKIY BAKERY: Declared Insolvent
--------------------------------------
The Arbitration Court of Nizhniy Novgorod region commenced
bankruptcy proceedings against Semenovskiy Bakery after finding
the open joint stock company insolvent.  The case is docketed as
A43-8101/04-206.  Mr. N. Chertanovskiy has been appointed
insolvency manager.  Creditors have until March 21, 2005 to
submit their proofs of claim to 603086, Russia, Nizhniy
Novgorod, Mira Avenue, 12, Office 201.

CONTACT:  SEMENOVSKIY BAKERY
          Russia, Nizhniy Novgorod region,
          Semenov, Chernyshevskogo Str. 16

          Mr. N. Chertanovskiy
          Insolvency Manager
          603086, Russia, Nizhniy Novgorod,
          Mira Avenue, 12, Office 201


SIB-OIL-SPETS-KOMPLECT: Claims Filing Period Ends Next Week
-----------------------------------------------------------
The Arbitration Court of Khanty-Mansiyskiy autonomous region has
commenced bankruptcy supervision procedure on limited liability

company Sib-Oil-Spets-Komplect.  The case is docketed as A75-
314-B/07.  Ms. V. Kuzmina has been appointed temporary
insolvency manager.  Creditors have until Feb. 21, 2005 to
submit their proofs of claim to 628183, Russia, Khanty-
Mansiyskiy autonomous region, Nyagan, Neftyannikov Pr. 1A.

CONTACT:  Ms. V. Kuzmina
          Temporary Insolvency Manager
          628183, Russia, Khanty-Mansiyskiy autonomous region,
          Nyagan, Neftyannikov Pr. 1A


VIOLET: Undergoes Bankruptcy Supervision Procedure
--------------------------------------------------
The Arbitration Court of Belgorod region has commenced
bankruptcy supervision procedure on close joint stock company
Violet.  The case is docketed as A08-15637/04-2 B.  Mr. Y.
Reznikov has been appointed temporary insolvency manager.
Creditors have until Feb. 21, 2005 to submit their proofs of
claim to 300514, Russia, Belgorod region, Staryj Oskol,
Demokratricheskaya Str. 26.  A hearing will take place on March
3, 2005, 11:20 a.m.

CONTACT:  VIOLET
          306518, Russia, Belgorod, Staryj Oskol,
          Priborostroitelnyj location, 54

          Mr. Y. Reznikov
          Temporary Insolvency Manager
          300514, Russia, Belgorod region, Staryj Oskol,
          Demokratricheskaya Str. 26
          Phone: (0725) 22-58-63


YUKOS OIL: Gives Creditors Until May 1 to File Claims
-----------------------------------------------------
Yukos Oil Company on Friday filed with the U.S. Bankruptcy
Court, Southern District of Texas, a Plan of Reorganization
explaining how it plans to complete its Chapter 11 case and
treat fairly its creditors, shareholders and the Russian
Government in that Plan.

To implement its Plan, Yukos also filed with the U.S. Bankruptcy
Court a Motion setting May 1, 2005 as the Bar Date for filing of
any claims in the Company's bankruptcy case.

To ensure fair treatment of the Russian Government if it files a
proof of claim in Yukos' Chapter 11 case, Yukos also filed on
Friday an Amended Motion to Arbitrate.  That Motion asks the
Court to send any Russian Government claim to an international
arbitral forum.  The Russian Government agreed to this kind of
arbitration under its Law on Foreign Investments in the Russian
Federation (the Foreign Investment Law) on 9 July 1999.

CONTACT:   YUKOS OIL
           Web site: http://www.yukos.com/
           International Information Department
           Hugo Erikssen
           Phone: +7 095 540 6313
           E-mail: inter@yukos.ru

           Investor Relations Contact
           Alexander Gladyshev
           Phone: +7095 788 00 33
           E-mail: investors@yukos.ru

           Alexander Shadrin, Press Service
           Phone: +7-095-785-08-55
           E-mail: pr@yukos.ru

           United States
           Mike Lake
           Phone: +1-214-714-2004
           E-mail: mike_lake@dal.bm.com

           London
           Claire Davidson
           Phone: +44-7767-351-433
           E-mail: cdavidson@policypartnership.com


YUKOS OIL: Puts U.S. Bank Deposits Under Texas Court's Control
--------------------------------------------------------------
Zack A. Clement, Esq., at Fulbright & Jaworski in
Houston, Texas said Yukos Oil Company opened a bank account at
Southwest Bank of Texas in the name of Yukos U.S.A., Inc. and
deposited into that account cash owned by the Debtor to insure
that the Debtor would have sufficient funds to operate:

    (i) the office of its chief financial officer; and

   (ii) in its Chapter 11 case, including paying professionals.

Currently, the Southwest Account contains approximately US$22
million of cash that is the Debtor's property.

Pursuant to a January 12, 2005, stipulation, the Debtor has
reached an agreement with the U.S. Trustee concerning a
procedure to invest, in compliance with Section 345 of the
Bankruptcy Code, the Estate Cash that is in the Southwest
Account and in Fulbright & Jaworski's Trust Account at Wells
Fargo Bank.  However, the Debtor has concluded that it can
protect its Estate Cash better by paying US$21 million from the
Southwest Account into the Registry of the Court in its own
name.

The Debtor recognizes that it will require a court order for any
of the money to be removed from the Registry of the Court.  The
Debtor is prepared to accept that burden.  Mr. Clement says that
the Debtor want to ensure that no one has access to its Estate
Cash except pursuant to Court order.

Accordingly, the Debtor seeks the United States Bankruptcy Court
for the Southern District of Texas's authority to transfer all
Estate Cash in the Southwest Account except for US$1 million
into the Court Registry to be invested by the Clerk of the Court
in compliance with the Court's investment guidelines, Section
345 and the U.S. Trustee Investment Guidelines.

The Debtor will provide adequate notice to the Clerk of the
Court of any subsequent cash deposit it makes into the Registry
of the Court, and will promptly thereafter report any new
deposit to the U.S. Trustee.

Mr. Clement also notes that the Debtor, as a holding company,
will not be paying a large volume of bills.  Many of the
Debtor's bills will be for professionals working for the estate,
and those already are subject to Court approval.  Small
expenditures, made in the ordinary course, can be paid out of
the US$1 million Estate Cash in the Southwest Account.

                       Deutsche Bank Objects

On behalf of Deutsche Bank AG, Jeffrey E. Spiers, Esq., at
Andrews Kurth, LLP in Houston, Texas, argues that the Debtor has
not provided any concrete justification for its request.  The
Debtor provides no description of the alleged impending harm
that is threatening Yukos U.S.A.'s funds in the Yukos U.S.A.
account.

Mr. Spiers notes that the Debtor has already worked out an
agreed stipulation with the U.S. Trustee whereby Yukos USA would
invest its cash in investments backed by the Full Faith and
Credit of the U.S. Government and thereby in compliance with
Section 345 of the Bankruptcy Code.  Yukos U.S.A. has already
invested the funds in compliance with the agreement with the
U.S. Trustee and has no need to place the majority of the funds
in the registry of the Court.

Deutsche Bank does not believe that the Debtor's request and the
stipulation with the U.S. Trustee are linked.  The U.S. Trustee
Stipulation is entirely separate and distinct.  The only linkage
between the two motions is the Debtor's attempt to have the
Court make findings on issues germane to the Court's
consideration of Deutsche Bank's Motion to Dismiss and prior to
Deutsche Bank's opportunity to conduct discovery on these issues
on a timetable agreed to by the Debtor.

Deutsche Bank suggests that the Court defer ruling on the
Debtor's request until after it has ruled on the Motion to
Dismiss.  In the event the Court is inclined to consider the
Debtor's request, Deutsche Bank asks the Court to refrain from
making any findings of fact or conclusions of law prejudicial to
the full and fair development and presentation to the Court of
these issues relevant to the pending Motion to Dismiss.

                            *   *   *

Judge Clark authorizes Yukos Oil Company and Yukos U.S.A., Inc.,
to pay all but US$1,000,000 of the Estate Cash in the Yukos
U.S.A. Account into the Court Registry to be held in the name
and ownership of Yukos Oil.  Yukos Oil may make subsequent cash
deposits into the Court Registry.  Yukos Oil will provide
adequate notice to the Clerk of the Court of any subsequent cash
deposit it proposes to make and will promptly, after new deposit
is made, report any deposit to the U.S. Trustee.  Any withdrawal
or payment of funds from the Court Registry may only be made
pursuant to a Court Order.

Headquartered in Houston, Texas, Yukos Oil Company --
http://www.yukos.com/-- is an open joint stock company existing
under the laws of the Russian Federation.  Yukos is involved in
the energy industry substantially through its ownership of its
various subsidiaries, which own or are otherwise entitled to
enjoy certain rights to oil and gas production, refining and
marketing assets.  The Company filed for chapter 11 protection
on Dec. 14, 2004 (Bankr. S.D. Tex. Case No. 04-47742).  Zack A.
Clement, Esq., C. Mark Baker, Esq., Evelyn H. Biery, Esq., John
A. Barrett, Esq., Johnathan C. Bolton, Esq., R. Andrew Black,
Esq., Fulbright & Jaworski, LLP represent the Debtor in its
restructuring efforts.  When the Debtor filed for protection
from its creditors, it listed $12,276,000,000 in total assets
and $30,790,000,000 in total debt.  (Yukos Bankruptcy News,
Issue No. 8; Bankruptcy Creditors' Service, Inc., 215/945-7000)

CONTACT:  YUKOS OIL
          Web site: http://www.yukos.com/
          International Information Department
          Hugo Erikssen
          Phone: +7 095 540 6313
          E-mail: inter@yukos.ru

          Press Service:
          Alexander Shadrin
          Phone: +7 095 785-08-55
          E-mail: pr@yukos.ru

          Investor Relations Contact
          Alexander Gladyshev
          Phone: +7095 788 00 33
          E-mail: investors@yukos.ru




===========
S W E D E N
===========


CONCORDIA BUS: Moody's Fears Default; Downgrades Ratings
--------------------------------------------------------
Moody's Investors Service ratings of Concordia Bus AB:

(a) The rating for the EUR130 million in senior secured notes of
    Concordia Bus Nordic AB remains unchanged at Caa1,

(b) The senior implied rating for Concordia Bus AB lowered to
    Caa3 from Caa1,

(c) The rating assigned to the EUR160 million senior
    subordinated notes of Concordia Bus AB lowered to Ca from
    Caa3,

(d) The senior unsecured issuer rating for Concordia Bus AB
    lowered to Ca from Caa2

[The] downgrade reflects the expectation of a debt restructuring
following the group's default in payment of the interest coupon
due on the senior secured notes on 1 February 2005.  A payment
of only 83% of the full amount payable was made, and the company
is availing itself of the grace period of one month to consider
its options in respect of the remaining balance.  Given the
group's very limited liquid resources, Moody's believes that the
interest payment due on the subordinated notes on 15 February
2005 will also not be made.

The unchanged Caa1 rating on the senior secured notes reflects
the expectation that secured note holders will recover
meaningful value.  The secured notes rank senior to the
unsecured indebtedness and benefit from upstream guarantees from
all operating subsidiaries and from security over most of the
assets of the issuer and its subsidiaries.  The Ca rating on the
company's subordinated notes reflects their structural,
effective and contractual subordination to the group's senior
secured notes and Moody's expectation that bondholders will
likely incur material losses in an insolvency scenario.

Our ratings review is now concluded.  However, in the light of
Concordia's announcement last month that they are seeking to
recapitalize the balance sheet and are in discussions with both
sets of note holders and the equity sponsors, we will continue
to monitor the situation.

For the first nine months of fiscal year ending 28 February
2005, Concordia reported figures substantially below
expectations.  LTM pre-exceptional items EBITDAR was
approximately SEK628.0 million (FYE Feb'04 SEK649 million),
total net debt was approximately SEK2,401.0 million.  Annual
bond interest cost is SEK262.0 million and the group also has
sizeable operating lease exposure.  Unexpected additional
operating costs, such as wage increases in Sweden and higher
diesel prices, continue to weaken the group's operating margins

Concordia Bus AB, headquartered in Stockholm, Sweden, is the
largest private bus transportation company in Scandinavia with
revenues for the 12 months period ended 30 November, 2004 of
SEK4.8 billion.

CONTACT:  CONCORDIA BUS
          Frode Larsen, Chief Executive Officer
          Phone:+ 47 67 83 29 33
          Mobile: + 47 92 80 00 02


SAS GROUP: Posts SEK1.872 Billion Loss in 2004
----------------------------------------------
2004 in brief

(a) Operating revenue for the full year amounted to SEK58.073
    billion (SEK57.754 billion), an increase of 0.6%.  Operating
    revenue for the fourth quarter amounted to SEK14.940 billion
    (SEK13,824 billion), an increase of 8.1%.  For comparable
    units and currency effects, operating revenue for the full
    year increased by 3.3% or SEK1.892 billion;

(b) Number of passengers increased by 4.4% to 32.4 million;

(c) Income before depreciation and leasing costs for aircraft
    (EBITDAR) amounted to SEK4.383 billion (SEK3.761 billion)
    for the full year and SEK1.181 billion (SEK814 million)
    for the fourth quarter;

(d) Income before capital gains and nonrecurring items amounted
    to -SEK1.813 billion (-SEK2.221 billion) for the full year
    and -SEK344 million (-SEK415 million) for the fourth
    quarter;

(e) Income after financial items amounted to -SEK1.945 billion
    (-SEK1.470 billion) and -SEK419 million (-SEK245 million)
    for the fourth quarter;

(f) Income after tax was -SEK1.872 billion (-SEK1.415 billion)
    and -SEK636 million (-SEK581 million) for the fourth
    quarter;

(g) CFROI for the 12-month period January-December 2004 was 9%
    (7%);

(h) Earnings per share for SAS Group amounted to -SEK11.38
    (-SEK8.60) for the full year and -SEK3.87 (-SEK3.53) for the
    fourth quarter.  Equity per share was SEK67.84 (SEK79.84);

(i) Currency-adjusted total unit cost decreased by 11% for
    Scandinavian Airlines Businesses during the period January-
    December 2004 and 6% for the fourth quarter of 2004.
    Adjusted for increased jet fuel prices, the unit cost
    decreased by 14% and 10% respectively.  Since the fourth
    quarter of 2002, the unit cost has fallen by 26% adjusted
    for currency effects and increased fuel prices;

(j) The Board of Directors proposes to the Annual General
    Meeting that no dividend be paid to SAS AB's shareholders
    for the 2004 fiscal year;

(k) Continued major uncertainty over development in the airline
    industry gives reason to be cautious, but subject to
    unchanged yields, favorable traffic development and no
    significant changes in the business environment, adopted
    business plans indicate positive earnings for 2005.

CONTACT:  SCANDINAVIAN AIRLINES SYSTEM
          Information Department
          Contact:
          Susanne Larsen, Chief Executive Officer
          Phone: +45 32 32 30 44
          Troels Rasmussen, Head of Information
          Phone: +45 32 32 46 75


SAS GROUP: SEK344 Mln 4th-quarter Loss Best Result in Years
-----------------------------------------------------------
Highlights of the SAS Group's year-end report:

(a) Group total operating revenue increased by 0.6% to SEK58.073
    billion for the full-year 2004;

(b) Group transported a total of 32.4 million passengers, an
    increase of 4.4% vs. 2003;

(c) Income before capital gains and nonrecurring items amounted
    to a loss of SEK1.814 billion for the full-year 2004.  This
    is an improvement of SEK407 million vs. 2003;

(d) Income before capital gains and nonrecurring items amounted
    to -SEK344 million for 4th Quarter 2004;

The market consensus indicated a loss of SEK1.814 billion
(Reuters) or SEK1.748 billion (SME Direct), fairly in line with
the outcome of SEK1.814 billion.

Fourth Quarter income before capital gains and nonrecurring
items amounted to a loss of SEK344 million vs. a loss of SEK415
million in 2003.  The 4th Quarter result were negatively
affected by the Spanair pilot industrial action, a negative
accounting effect from a revenue method change in SAS Cargo, a
cabin crew dispute in Denmark and ATC problems in Norway
totaling SEK350 million.

Jorgen Lindegaard, President & CEO of the SAS Group comments:
"2004 was a year with many achievements.  We have successfully
reduced our costs by a substantial amount, created a new
business structure and turned many unprofitable units into
profitable ones.  Due to yield reductions of unprecedented
scale, record high jet fuel prices and severe overcapacity in
many markets, the outcome for the Group full-year result was
clearly unsatisfactory.

"It must be stated though; that the underlying results in 4th
Quarter are the best Q4 result in four years.  This is an
indication that our actions on both the revenue side and the
cost side are taking effect, getting SAS under way for 2005."

Turnaround 2005 has continued to bring significant cost savings
in the Group.  Since 4th Quarter 2002, Scandinavian Airlines has
lowered its unit cost by 26% adjusted for fuel and currency
effects.  It is expected that 2005 will also be a challenging
year with continued overcapacity in many markets, but with a new
cost platform, changed business structure and new commercial
activities, the Group expects to strengthen its position further
in 2005.

Continued major uncertainty over development in the airline
industry gives reason to be cautious, but subject to unchanged
yields, favorable traffic development and no significant changes
in the business environment, adopted business plans indicate
positive earnings for 2005.

For more detailed information the full year-end report available
at http://www.sasgroup.net.

CONTACT:  SCANDINAVIAN AIRLINES SYSTEM
          Information Department
          Contact:
          Susanne Larsen, Chief Executive Officer
          Phone: +45 32 32 30 44
          Troels Rasmussen, Head of Information
          Phone: +45 32 32 46 75


SAS GROUP: Management Revamp Next on Restructuring Checklist
------------------------------------------------------------
In recent years, the SAS Group has implemented more sweeping
structural changes than at any time during its history.  There
has been major internal focus on rationalization measures and
efficiency enhancement within the framework of Turnaround 2005,
which has resulted in a considerably reduced cost level.

The top priorities for the next few years are customer focus and
sales, which is why certain adjustments to the areas of
responsibility within SAS Group Management are being implemented
simultaneously.  In addition to total Group responsibility, SAS
CEO Jorgen Lindegaard will focus on the Group's long-term
strategic effort and external relations, customers and
shareholders, and the Group's managers and employees.
Operational responsibility will be concentrated in each business
area.

Executive Vice President John Dueholm, currently head of the
Airline Support and Airline Related Businesses business areas,
will assume responsibility for the Scandinavian Airlines
Businesses business area, while also assuming the role of
Chairman of the airlines involved [1].

"This change will result in the Group's five business areas
achieving a more similar structure, with distinct earnings
responsibility," says SAS CEO Jorgen Lindegaard.

In conjunction with the reorganization the Group management's
areas of responsibility, Soren Belin has decided to leave SAS.

"I have chosen to leave the Group in May 2005 after being
involved in an historic change within the SAS Group.  I have
participated with a large amount of enthusiasm in the work on
the changes that are now being implemented vigorously," says
Soren Belin.

"With his abilities, Soren Belin has been a driving force in the
Group's process of change and a good team player.  I regret his
decision to leave the company," says Jorgen Lindegaard.

A recruitment process has begun for the position of Group
director for the units within Airline Support and Airline
Related Businesses, two business areas with sales of
approximately SEK17 billion.

- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
[1] SAS Scandinavian Airlines Sweden, SAS Braathens, SAS
Scandinavian Airlines Denmark and Scandinavian Airlines
International

CONTACT:  SAS GROUP
          Hans Ollongren
          Senior Vice President SAS Group Communications
          Phone: +46 (0)8 797 19 50

          SAS Group Corporate Communications


===========================
U N I T E D   K I N G D O M
===========================


ABACUS (INDIA): Calls in Joint Liquidators from PwC
---------------------------------------------------
At the extraordinary general meeting of Abacus (India) Limited,
on Feb. 2, 2005, the special and ordinary resolutions to wind up
the company were passed.  Tim Walsh and Ian Oakley-Smith of
PricewaterhouseCoopers LLP, Plumtree Court, London EC4A 4HT have
been appointed joint liquidators of the company.

CONTACT:  PRICEWATERHOUSECOOPERS LLP
          Plumtree Court
          London EC4A 4HT
          Phone: [44] (20) 7583 5000
          Fax:   [44] (20) 7822 4652
          Web site: http://www.pwc.com


ABREY BEATTY: Hires Liquidator from Berley
------------------------------------------
At the extraordinary general meeting of Abrey Beatty & Partners
(Financial Services) Limited on Feb. 3, 2005 held at 76 New
Cavendish Street, London W1G 9TB, the subjoined extraordinary
resolution to wind up the company was passed.  Jeremy Berman of
Berley, 76 New Cavendish Street, London W1G 9TB has been
appointed liquidator of the company.

CONTACT:  BERLEY
          76 New Cavendish Street,
          London W1G 9TB


ARNSIDE PROPERTIES: Sets Final Shareholders Meeting March
---------------------------------------------------------
The final meeting of Arnside Properties Limited will be on March
16, 2005 at 10:00 a.m.  It will be held at 4 Shakespeare Road,
London N3 1XE.  The purpose of the meeting is to receive the
account showing
how the winding-up has been conducted and the property of the
company disposed of, and to hear any explanation that may be
given by the liquidator.


AYRTON (EUROPE): Liquidator to Give Update Next Month
-----------------------------------------------------
Name of companies:
Ayrton (Europe) Limited
Ayrton Holdings Limited
Ayrton Metals Limited

The general meeting of the members of these companies will be on
March 14, 2005 commencing at 11:00 a.m. and thereafter at 15-
minute intervals.  It will be held at 26-28 Bedford Row, London
WC1R 4HE.

The purpose of the meeting is to receive the account showing
how the winding-up has been conducted and the property of the
company disposed of, and to hear any explanation that may be
given by the liquidator.  Members who want to be represented at
the meeting may appoint proxies.  Proxy forms must be lodged
with David Rubin & Partners, 26-28 Bedford Row, London WC1R 4HE
not later than 12:00 noon, March 11, 2005.

CONTACT:  DAVID RUBIN & PARTNERS
          26-28 Bedford Row, London WC1R 4HE
          E-mail: info@davidhornerandco.co.uk
          Web site: http://www.davidhornerandco.co.uk


BAE SYSTEMS: S&P Affirms 'BBB' Corporate Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services said Thursday it assigned its
'BBB' senior unsecured rating to BAE Systems PLC's GBP1.5
billion revolving credit facility maturing in February 2010.  At
the same time, Standard & Poor's affirmed its ratings, including
the 'BBB' corporate credit rating, on the company.  Outstanding
debt is about GBP2.6 billion.  The outlook is stable.

Farnborough, U.K.-based BAE Systems is a major supplier of
military aircraft, defense electronics, submarines and surface
combatants for the Royal Navy, support services, information
technology, and aerostructures.  It has strong competitive
positions in the global defense market, an industry with
generally favorable credit characteristics, and good liquidity,
offset by low profitability and a sizable pension deficit.

On June 30, 2004, contractual backlog of GBP45 billion was
substantial, equaling several times annual revenues.

"Profitability is expected to gradually improve in the
intermediate term, as problem contracts are worked through.
Strong competitive positions, improvements in operations, and
moderate financial policy should support recovery longer term,
enabling BAE Systems to achieve and maintain credit protection
measures consistent with current ratings," said Standard &
Poor's credit analyst Roman Szuper.

"Unanticipated developments, including cost overruns on key U.K.
programs, problems with the important Al Yamamah contract, or a
step-up in debt-financed acquisitions could weaken the financial
profile and warrant an outlook revision to negative.  The
outlook could be revised to positive if better-than-expected
performance is coupled with meaningful debt reduction."

The GBP1.5 billion revolving credit facility matures in February
2010.  The borrowers are BAE Systems PLC and BAE Systems
Holdings Inc., with BAE Systems PLC as the guarantor.  The
facility is available for cash advances and letters of credit
and also serves as backup for the issuance of commercial paper.
Standard & Poor's rates this credit facility 'BBB', the same as
BAE Systems' corporate credit rating.  Because the facility is
unsecured, lenders will fare the same as other unsecured
creditors in the event of bankruptcy or payment default.  The
only financial covenant is minimum operating income interest
coverage of 3x.

Ratings information is available to subscribers of
RatingsDirect, Standard & Poor's Web-based credit analysis
system, at http://www.ratingsdirect.com. It can also be found
at http://www.standardandpoors.com. Alternatively, call one of
the following Standard & Poor's numbers: London Ratings Desk
(44) 20-7176-7400; London Press Office Hotline (44) 20-7176-
3605; Paris (33) 1-4420-6708; Frankfurt (49) 69-33-999-225;
Stockholm (46) 8-440-5916; or Moscow (7) 095-783-4017.  Members
of the media may also contact the European Press Office via e-
mail on media_europe@standardandpoors.com.

CONTACT:  BAE SYSTEMS plc
          Warwick House, PO Box 87, Farnborough Aerospace Center
          Farnborough Hampshire GU14 6YU, United Kingdom
          Phone: +44-1252 373232
          Fax: +44-1252 383000
          Web site: http://www.baesystems.com


BERMONDSEY MOTOR: Hires Tenon Recovery as Liquidator
----------------------------------------------------
At the extraordinary general meeting of the members of
Bermondsey Motor Company Limited on Jan. 26, 2005 held at
Salisbury House, 31 Finsbury Circus, London EC2M 5SQ, the
extraordinary and ordinary resolutions to wind up the company
were passed.  Nigel Ian Fox and Carl Stuart Jackson of Tenon
Recovery, Highfield Court, Tollgate, Chandlers Ford, Eastleigh,
Hampshire SO53 3TZ have been appointed joint liquidators of the
company.

CONTACT:  TENON RECOVERY
          Highfield Court, Tollgate, Chandlers Ford,
          Eastleigh, Hampshire SO53 3TZ
          Phone: 023 8064 6464
          Fax: 023 8064 6666
          E-mail: southampton@tenongroup.com
          Web site: http://www.tenongroup.com


BOXCREW LIMITED: Calls Final General Meeting
--------------------------------------------
The final general meeting of the members of Boxcrew Limited will
be on March 8, 2005 at 11:00 a.m.  It will be held at the
offices of Baker Tilly, First Floor, International House, Queens
Road, Brighton, East Sussex BN1 3XE.

The purpose of the meeting is to receive the account showing
how the winding-up has been conducted and the property of the
company disposed of, and to hear any explanation that may be
given by the liquidator.  Members who want to be represented at
the meeting may appoint proxies.

CONTACT:  BAKER TILLY
          International House
          Queens Road, Brighton BN1 3XE
          Phone: 01273 223400
          Fax: 01273 223401
          E-mail: jonathan.ericson@bakertilly.co.uk
          Web site: http://www.bakertilly.co.uk


B.R.S. BUYING: Shareholders Opt to Wind up Firm
-----------------------------------------------
At the extraordinary general meeting of the members of B.R.S.
Buying Group Limited on Feb. 2, 2005 held at Gable House, 239
Regents Park Road, Finchley, London N3 3LF, the extraordinary
and ordinary resolutions to wind up the company were passed.  H.
J. Sorsky and M. Sanders have been appointed joint liquidators
of the company.

CONTACT:  SPW Poppleton & Appleby
          Gable House
          239 Regents Park Road
          London N3 3LF


CENTENARY EUROPEAN: Hires PricewaterhouseCoopers as Liquidator
--------------------------------------------------------------
Name of companies:
Centenary European Business Services Limited
Centenary Finance Company Limited
Centenary International Holdings Limited

At the extraordinary general meeting of these companies on Feb.
1, 2005, the special and ordinary resolutions to wind up the
company were passed.  Jonathan Sisson and Richard Setchim of
PricewaterhouseCoopers LLP, Plumtree Court, London EC4A 4HT have
been appointed joint liquidators of the company.

CONTACT:  PRICEWATERHOUSECOOPERS LLP
          Plumtree Court
          London EC4A 4HT
          Phone: [44] (20) 7583 5000
          Fax:   [44] (20) 7822 4652
          Web site: http://www.pwc.com


CJFO REALISATIONS: Calls in PricewaterhouseCoopers
--------------------------------------------------
Toby Scott Underwood and Stephen Andrew Ellis (IP Nos 9270,
8843) have been appointed joint administrators for CJFO
Realisations Limited (formerly Chas J Fox (Organs) Limited).
The appointment was made Feb. 1, 2005.  The company sells
musical instruments.  Its registered office is located at 15-21
Angel Street, Sheffield, South Yorkshire S3 8LN.

CONTACT:  PRICEWATERHOUSECOOPERS LLP
          Hill House
          Richmond Hill
          Bournemouth BH2 6HR
          United Kingdom
          Phone: [44] (1202) 294621
          Fax: [44] (1202) 556978
          Web site: http://www.pwc.com


CLYDE CAKES: Creditors to Appoint Liquidator Next Week
------------------------------------------------------
            IN THE MATTER OF THE INSOLVENCY ACT 1986

                               and

          IN THE MATTER OF Clyde Cakes (Wholesale) Ltd.
                    (In Compulsory Liquidation)

I, David K. Hunter, of Campbell Dallas, Sherwood House, 7
Glasgow Road, Paisley PA1 3QS, hereby give notice that I was
appointed Interim Liquidator of Clyde Cakes (Wholesale) Ltd. on
January 11, 2005, by Interlocutor of the Sheriff at Paisley.

Notice is hereby given, pursuant to section 138 of the
Insolvency Act 1986, that the First Meeting of Creditors of the
above Company will be held within Sherwood House, 7 Glasgow
Road, Paisley PA1 3QS, on February 21, 2005, at 12:00 noon, for
the purpose of choosing a Liquidator and determining whether to
establish a Liquidation Committee.  A Resolution at the Meeting
will be passed if a majority of those voting have voted in favor
of it.

A Creditor will be entitled to vote at the Meeting only if a
claim has been lodged with me at the Meeting or before the
Meeting at my office and it has been accepted for voting
purposes in whole or in part.  For the purpose of formulating
claims, Creditors should note that the date of commencement of
the Liquidation is December 8, 2004.  Proxies may also be lodged
with me at the Meeting or before the Meeting at my office.

David K. Hunter, Interim Liquidator
January 18, 2005

CONTACT:  CAMPBELL DALLAS
          Sherwood House
          7 Glasgow Road
          Paisley PA1 3QS
          Phone: 0141 887 4141
          Fax: 0141 887 1103
          E-mail: psly@camdal.com
          Web site: http://www.camdal.com


COLORMET INTERNATIONAL: Hires Stones & Co. to Liquidate Assets
--------------------------------------------------------------
At the extraordinary general meeting of the members of Colormet
International Limited on Jan. 28, 2005 held at 63 Walter Road,
Swansea SA1 4PT, the extraordinary and ordinary resolutions to
wind up the company were passed.  Gary Stones of Stones & Co.,
63 Walter Road, Swansea SA1 4PT has been nominated liquidator of
the company.

CONTACT:  STONES & CO.
          63 Walter Road,
          Swansea SA1 4PT


CONCEPT DESIGN: Names Sargent & Company Administrator
-----------------------------------------------------
Peter Sargent (IP No 8636) has been appointed administrator for
Concept Design (Halifax) Limited.  The appointment was made Feb.
3, 2005.  The company manages shopfitters.  Its registered
office is located at 64 Bowers Mill, Branch Road, Barkisland,
Halifax HX4 0AD.

CONTACT:  SARGENT & COMPANY LIMITED
          36 Clare Road,
          Halifax, HX1 2HX


CONTINUOUS TIME: Begbies Traynor Liquidator Takes over Company
--------------------------------------------------------------
At the Meeting of the members of Continuous Time Finance LLP on
Jan. 31, 2005 held at 31 Cornhill, London EC3V 3BT, the
subjoined resolutions to wind up the company were passed.
Vivian Murray Bairstow and Paul Michael Davis of Begbies
Traynor, of 32 Cornhill, London EC3V 3BT have been appointed
joint liquidators of the company.

CONTACT:  BEGBIES TRAYNOR (SOUTH) LLP
          32 Cornhill, London EC3V 3BT
          Phone: 020 7398 3800
          Fax:   020 7398 3799
          Web site: http://www.begbies.com


CORUS GROUP: Regulator Okays Sale of Sheet Piling Business
----------------------------------------------------------
The U.K. Competition Commission has formally cleared the
acquisition by Arcelor S.A. of the U.K. hot rolled steel sheet
piling business of Corus Group plc.

This confirms the conclusion made in the provisional findings
report, which was published in January.  In its final report
published Thursday, the CC's inquiry group has concluded (by a
majority of four to one) that the acquisition may not be
expected to lead to a substantial lessening of competition.
Sheet piling is used in the construction industry as a retaining
structure acting as a barrier to earth or water.

Chairman of the Inquiry Group, Peter Freeman commented: "By this
deal Arcelor has bought the commercial operations of the hot
rolled steel sheet business of Corus, that is the goodwill,
know-how and some staff.

"Corus's heavy section mill at Scunthorpe was not included in
the transfer, and we are satisfied that Corus would have closed
this mill, and withdrawn from this loss-making business in any
event, even if the Arcelor deal had not happened.

"Any reduction of competition, and we accept that there may be
some, at least in the short term, stems from Corus's withdrawal
rather than the deal with Arcelor; we have accordingly concluded
that the merger itself will not lead to a substantial lessening
of competition."

One member dissents from this majority view.

The final report and other information regarding the inquiry can
be found at: http://www.competition-
commission.org.uk/inquiries/current/arcelor/index.htm

CONTACT:  COMPETITION COMMISSION
          Web site: http://www.competition-commission.org.uk/

          Francis Royle, Press Officer
          Phone: 020 7271 0242,
          or
          Rory Taylor
          Phone: 020 7271 0488/
          E-mail: rory.taylor@competition-commission.gsi.gov.uk

          OFT
          Web site: http://www.oft.gov.uk

          CORUS GROUP PLC
          30 Millbank
          London SW1P 4WY, United Kingdom
          Phone: +44-20-7717-4444
          Fax: +44-20-7717-4455
          Web site: http://www.corusgroup.com


CROSS TELECOM: Members Decide to Wind up Firm
---------------------------------------------
At the extraordinary general meeting of the members of Cross
Telecom Limited on Feb. 1, 2005 held at 25 Harley Street, London
W1G 9BR, the extraordinary and ordinary resolutions to wind up
the company were passed.  Bernard Hoffman and Ian Douglas
Yerrill of Suite 1, Kent House, Station Road, Ashford, Kent TN23
1PP have been appointed joint liquidators of the company.


DELTA EMD: Liquidator's Final Report Out Next Month
---------------------------------------------------
The final meeting of Delta Emd Marketing Limited will be on
March 31, 2005 at 2:00 p.m.  It will be held at Athene Place, 66
Shoe Lane, London EC4A 3WA.  The purpose of the meeting is to
receive the account showing how the winding-up has been
conducted and the property of the company disposed of, and to
hear any explanation that may be given by the liquidator.
Members who want to be represented at the meeting may appoint
proxies.

CONTACT:  DELOITTE & TOUCHE LLP
          Athene Place
          66 Shoe Lane
          London EC4A 3BQ
          Phone: 00 44 (0) 207 936 3000
          Fax: 00 44 (0) 207 779 4001
          Web site: http://www.deloitte.com


DELTA MOTOR: Liquidator from Moore Stephens Moves in
----------------------------------------------------
At the extraordinary general meeting of Delta Motor Company
(Windsor) Sales Limited on Jan. 24, 2005 held at 9 Portland
Square, Bristol BS2 8ST, the special and ordinary resolutions to
wind up the company were passed.  Colin Andrew Prescott of Moore
Stephens, 1-2 Little King Street, Bristol BS1 4HW has been
appointed liquidator of the company.

CONTACT:  MOORE STEPHENS
          1-2 Little King Street,
          Bristol BS1 4HW
          Web site: http://www.moorestephens.co.uk


ECO-BAT TECHNOLOGIES: Moody's Affirms All Ratings
-------------------------------------------------
Moody's Investors Service affirmed the existing ratings of Eco-
Bat Technologies Limited following the proposed EUR200.0 million
senior pay-in-kind (PIK) notes issuance at EB Holdings (Holdco),
a newly created entity, which owns 86.5% of Eco-Bat Technologies
Ltd.  Proceeds from the proposed notes, which are not rated,
will be used to fund a cash distribution to EB Holdings'
shareholders.

Affected ratings are:

(a) Senior implied rating affirmed at B1 at Eco-Bat Technologies
    Limited,

(b) EUR235 million 10.125% senior notes due 2013 issued by Eco-
    Bat Finance Plc affirmed at B1,

(c) Senior Unsecured issuer rating affirmed at B3 at Eco-Bat
    Technologies Limited

The outlook for all ratings remains stable reflecting Eco-Bat's
sustained operating performance improvements since the end of
financial year 2003 and Moody's expectations of continued
favorable market conditions for the company over the near- to
medium-term although in part mitigated by the company's exposure
to the volatility of the LME lead price and its highly
acquisitive history to date.

During financial year 2004, Eco-Bat has performed above Moody's
expectations reporting an adjusted LTM EBITDA of GBP81.0 million
as of 30 September 2004 compared to GBP39.1 million for
financial year ended 31 December 2003.  The significant
improvement in operating performance mainly reflects the
increase of the LME lead price to an average of $862 per ton
during the first nine months of 2004 (peaking above $950 per ton
at the end of 2004) compared to an average of $516 per ton
during 2003 as well as the overall improvement in market
conditions for the supply of refined lead driven by industry
consolidation and capacity reduction.

In Moody's view, Eco-Bat further strengthened its market
leadership in the lead industry as the company managed to
increase its production output on a like-for-like basis by 10.8%
in the first nine months of 2004 compared to the same period
2003.

Although the solid improvement in operating performance has
translated into limited cash flow generation during the first
half of 2004 mainly due to growing working capital needs from
top-line expansion, Moody's expects the company to significantly
improve its cash flow profile starting from Q4 2004 as working
capital requirements are likely to stabilize over the short-
term.  The company's credit protection measures also improved
with adjusted total debt/EBITDAR ratio (excluding the proposed
PIK notes) down to 2.3x as of 30 September 2004 from 4.8x at the
end of December 2003 (debt adjusted for operating leases,
preference shares and pension liabilities).

The affirmation of Eco-Bat's existing ratings reflects the
limited effects that the proposed PIK notes are expected to have
for Eco-Bat's creditors within the bond group given the existing
indenture and the fact that the claim of the new notes on Eco-
Bat is solely by virtue of its equity holding.  Since the PIK
notes, which will be senior unsecured obligations of Holdco, are
raised at a holding company level, they are not restricted by
the permitted indebtedness clauses under either the senior
secured credit facilities or the existing bond indenture.

However, Moody's notes that certain covenants under the bank and
bond indentures limit permitted payments from Eco-Bat
Techonologies Ltd. and its subsidiaries.  The rating agency also
notes that any default on the PIK notes will not trigger any
acceleration nor cross-default of Eco-Bat debt obligations.

Moody's views the company's liquidity position as satisfactory
given the limited scheduled debt amortization and the
availability of GBP54.2 million under the company's main credit
facilities at the end of September 2004, combined with the
expectation that the company is likely to generate positive free
cash flow over the short- to medium-term.  However, whilst the
PIK notes will be issued outside the restricted group for the
bank and bond debt, the proposed transaction re-enforces Moody's
concerns regarding the financial aggressiveness of Eco-Bat's
shareholders and adds an element of complexity in the existing
capital structure.

The affirmed ratings assume there will be no material variations
to the draft legal documentation reviewed by Moody's and assume
that these agreements are legally valid, binding and
enforceable.

Headquartered in Matlock, U.K., Eco-Bat is the world's largest
producer of lead, focused primarily on recycling activities.
For the nine months ended 30 September 2004, Eco-Bat reported
revenues of GBP428.6 million and EBITDA of GBP62.6 million.

CONTACT:  ECO-BAT TECHNOLOGIES
          Cowley Lodge, Warren Carr
          Matlock DE4 2LE
          United Kingdom
          Phone: 44 1629 736100
          Fax: 44 1629 736109
          Web site: http://www.ecobat.co.uk


ECO-BAT TECHNOLOGIES: S&P Takes Different Tack; Cuts Ratings
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on U.K.-based lead-recycling group Eco-
Bat Technologies Ltd. to 'B' from 'B+', following the
announcement that EB Holdings Inc. -- which owns 86.5% of the
shares in Eco-Bat -- intends to issue EUR200 million (US$255
million) of pay-in-kind (PIK) notes due 2015 to fund a
distribution to its shareholders.  The outlook is stable.

At the same time, Standard & Poor's lowered its senior unsecured
debt rating on related entity Eco-Bat Finance PLC, which is
guaranteed by Eco-Bat, to 'B-' from 'B'.

In addition, Standard & Poor's also assigned its 'B' long-term
corporate credit rating to EB Holdings and its 'CCC+' long-term
debt rating to EB Holdings' proposed EUR200 million PIK notes
due 2015.  The outlook is stable.  The rating on the proposed
PIK notes is subject to documentation.

"Although there is no cash flow impact on Eco-Bat of the
proposed PIK notes in the short term, the notes still represent
additional debt that might need to be refinanced in the future,"
said Standard & Poor's credit analyst Tommy Trask.  "For the
purpose of financial ratio analysis, Standard & Poor's treats
the proposed PIK notes as debt instruments.  On this basis, the
proposed PIK notes and distribution to shareholders will result
in a significant weakening of consolidated financial ratios."

Eco-Bat continues to benefit from the very strong lead market,
and an increase in market share following competitor closures.
The price of lead remains in a moderate backwardation, however,
suggesting that that the present high price is unsustainable.
Although the company is expected to remain compliant with the
stated ratio targets for the previous 'B+' rating at this high
point in the lead price cycle, earnings are expected to moderate
in time to mid-cycle levels below the stated targets.  EB
Holdings is expected to have pro forma gross debt of about
GBP336 million (US$624 million) following the proposed PIK notes
issue.

Eco-Bat is likely to continue to act as a consolidator in a
still relatively fragmented industry through small bolt-on
acquisitions, and therefore its financial profile is expected to
remain aggressive.

Ratings information is available to subscribers of
RatingsDirect, Standard & Poor's Web-based credit analysis
system, at http://www.ratingsdirect.com. It can also be found
at http://www.standardandpoors.com. Alternatively, call one of
the following Standard & Poor's numbers: London Ratings Desk
(44) 20-7176-7400; London Press Office Hotline (44) 20-7176-
3605; Paris (33) 1-4420-6708; Frankfurt (49) 69-33-999-225;
Stockholm (46) 8-440-5916; or Moscow (7) 095-783-4017.  Members
of the media may also contact the European Press Office via e-
mail on media_europe@standardandpoors.com.

CONTACT:  STANDARD AND POOR'S RATING SERVICES
          Group E-mail Address
          CorporateFinanceEurope@standardandpoors.com

          ECO-BAT TECHNOLOGIES
          Cowley Lodge, Warren Carr
          Matlock DE4 2LE
          United Kingdom
          Phone: 44 1629 736100
          Fax: 44 1629 736109
          Web site: http://www.ecobat.co.uk


ELFORD PARK: Appoints Administrator from Albert Goodman
-------------------------------------------------------
Laurence Russell (IP No 9199) has been appointed administrator
for Elford Park Produce Limited.  The appointment was made Jan.
17, 2005.

CONTACT:  ALBERT GOODMAN
          Mary Street House, Mary Street,
          Taunton, Somerset TA1 3NW


FEDERAL-MOGUL: U.K. Administrators Object to Plan Confirmation
--------------------------------------------------------------
Under the absolute priority rule, creditors' claims take
precedence over shareholders' claims in the event of a
liquidation or reorganization.  In behalf of the officials
administering the insolvency proceedings of Federal-Mogul
Corporation's U.K. debtor-affiliates, Christopher S. Sontchi,
Esq., at Ashby & Geddes, in Wilmington, Delaware, complains that
the chapter 11 plan unfairly treats the U.K. Debtors' creditors
thereby violating the absolute priority rule.

In contrast to the U.S. Debtors, the unsecured creditors of the
U.K. Debtors -- who would have received a far greater percentage
recovery than creditors of the U.S. Debtors in liquidation --
will receive comparatively less favorable treatment under the
Plan.

Certain unsecured creditors of the U.K. Debtors that did not
guarantee the Debtors' Notes will receive only pennies on the
dollar under the Plan.

Mr. Sontchi relates that under the Plan, U.S. pensions are fully
funded while U.K. pension schemes receive only a minimal
payment.   There is also an unjustified disparity of treatment
between U.S. and U.K. claimants in the Asbestos Personal Injury
Trust Distribution Procedures.

According to Mr. Sontchi, the reorganization or liquidation of
the U.K. Debtors cannot be effected though Chapter 11 cases
alone.  Rather, the Plan must be enforceable in the U.K. with
respect to the U.K. Debtors and their creditors with claims
arising outside the United States.  In a recent decision of the
High Court of Justice in London, Justice David Richards
indicates, "absent a creditor's agreement to be bound, this can
only be achieved by the collective mechanisms under U.K. law
provided by Schemes or CVA."

The U.K. Court also directed that the U.K. Administrators should
not promote the Schemes of Arrangements or Company Voluntary
Arrangements, or call any meeting of creditors for the purpose
of directing the promotion of the Schemes or CVAs without
further order of the U.K. Court.  The U.K. Court also gave the
Administrators liberty to oppose confirmation of the Plan and,
in the event the Plan is confirmed over the U.K. Administrators'
objection, to secure limitations to any injunctions to be made
by the Bankruptcy Court so that they do not apply to the U.K.
Debtors and their creditors.

"Anticipating that the Administrators would be unable,
consistent with their duties under U.K. law, to promote Schemes
or CVAs, the Plan Proponents have included in the Plan several
purported 'alternatives' for enforcing the Plan with respect to
the U.K. Debtors.  [N]ot only are these alternatives themselves
fundamentally unfair and proposed in bad faith, but also, as
indicated in the U.K. Judgment, they are inconsistent with U.K.
law and are virtually certain not to occur."  Therefore, Mr.
Sontchi asserts that the Plan is not feasible and cannot be
confirmed pursuant to Section 1129(a)(11) of the Bankruptcy
Code.

Accordingly, the U.K. Administrators assert that confirmation of
the Plan must be denied.

                            *   *   *

It is the understanding of the Plan Proponents that the
Administrators' objection includes the views of the Trustees of
the T&N Pension Scheme as well as the views of certain U.K.
asbestos claimants, and the Plan Proponents therefore regard it
as an objection filed on behalf of the Administrators, the
Trustees of the T&N Pension Scheme, and certain U.K. asbestos
claimants.  In a letter sent to Judge Lyons in December 2004
regarding the status of objections to confirmation of the Plan,
James F. Conlan, Esq., at Sidley Austin Brown & Wood LLP, in
Chicago, Illinois, relates that the parties are discussing the
issues regarding the propriety and enforceability of the Plan.
The Plan Proponents hope that certain of the issues will be
resolved directly or indirectly by the estimation proceedings,
as well as the inter-court communication process.  In addition,
certain of the issues may be addressed by further amendments to
the Plan following the estimation proceedings.

Headquartered in Southfield, Michigan, Federal-Mogul Corporation
-- http://www.federal-mogul.com/-- is one of the world's
largest automotive parts companies with worldwide revenue of
some $6 billion.  The Company filed for chapter 11 protection on
October 1, 2001 (Bankr. Del. Case No. 01-10582).  Lawrence J.
Nyhan, Esq., James F. Conlan, Esq., and Kevin T. Lantry, Esq.,
at Sidley Austin Brown & Wood, and Laura Davis Jones, Esq., at
Pachulski, Stang, Ziehl, Young, Jones & Weintraub, represent the
Debtors in their restructuring efforts.  When the Debtors filed
for protection from their creditors, they listed $10.15 billion
in assets and $8.86 billion in liabilities.  (Federal-Mogul
Bankruptcy News, Issue No. 72; Bankruptcy Creditors' Service,
Inc., 215/945-7000)

CONTACT:  Federal-Mogul Corporation (OTC: FDMLQ)
          26555 Northwestern Hwy.
          Southfield, MI 48034
          Phone: 248-354-7700
          Fax: 248-354-8950
          Web site: http://www.Federal-Mogul.com


HHG PLC: LCIG Now Leads Race to Buy Life Services Business
----------------------------------------------------------
HHG plc announces amendments to the terms of the sale agreement
entered into with Life Company Investor Group in relation to the
proposed sale of the Life Services business.

LCIG has agreed to increase the cash consideration for the Life
Services business by GBP45 million to GBP1.070 billion (from
GBP1.025 billion) and HHG has therefore terminated discussions
with Resolution Life Group.

Background

On 10 December 2004, HHG announced that it had entered into an
agreement with LCIG to sell the Life Services business subject
to shareholder and regulatory approval.

On 3 February 2005, HHG announced that it had received an
approach on behalf of RLG, regarding a possible offer for Life
Services or for the entire issued share capital of the HHG
group.  Subsequently, on 4 February 2005, RLG confirmed it would
not be making an offer for the HHG group.  Discussions continued
with RLG in relation to Life Services.  RLG's provisional
proposal included an indicative value of GBP1.15 billion.

However, this proposal was subject to extensive due diligence
and to discussions with third parties.

On 8 February 2005, LCIG approached HHG with its revised
proposal.  LCIG also informed HHG that if the revised proposal
was not accepted it would immediately withdraw from the existing
sale agreement.

Board recommendation

The Board has given consideration to both RLG's proposal and
LCIG's revised proposal.  In judging the merits of each
proposal, the Board has assessed the certainty and value each
provides to shareholders.  In assessing certainty, the Board has
taken into account two particular factors: first, the process of
due diligence that RLG would require before deciding whether to
make a binding offer for Life Services and, secondly, the risk
that LCIG might withdraw from the existing sale agreement.

The Board has concluded that it is critical to preserve the
certainty of value offered by LCIG.  The LCIG revised proposal
provides increased value to shareholders above that agreed on 10
December 2004, with no reduction in certainty of completion.  It
is due to this combination of certainty and value, that the
Board has accepted LCIG's revised proposal and has now
terminated discussions with RLG.

                            *   *   *

HHG has entered into an exclusivity period with LCIG, which,
provided shareholders approve the resolution to sell Life
Services, will last until 31 August 2005.  The agreement
provides for an amount of up to GBP45 million to be payable by
HHG to LCIG in certain circumstances, including any breach by
HHG of its exclusivity obligations.

HHG Chairman, Sir Malcolm Bates, said: "The Board firmly
believes the proposed sale of Life Services to LCIG and the
return of proceeds to be in the best interests of shareholders.
The Directors unanimously recommend the Proposals to
shareholders and will be voting in favor of all resolutions."

Commenting on the improved Sale agreement, HHG Chief Executive,
Roger Yates, said: "The HHG board had a straightforward choice -
delivering shareholder value by accepting the certainty of the
existing agreement with improved terms or taking a gamble on
RLG's proposal and risk LCIG walking away from the deal.  The
Board's decision delivers certainty and improved value for
shareholders at no further risk."

"We continue to believe the LCIG deal delivers the right
combination of value and risk reduction with certainty of
outcome, transfer of significant pension liabilities, revenue
protection for Henderson and a good cash price relative to
embedded value."

Proposals

The resolutions related to the Proposals set out in the Circular
and Notice of Extraordinary General Meeting to Shareholders
dated 22 December 2004 will be put to a shareholder vote at the
Extraordinary General Meeting on Monday, 21 February 2005.  At
the meeting an amendment will be proposed to resolution 1 (which
deals with the sale of the Life Services business) to reflect
the fact that the parties have entered into the agreement
outlined above.

The meeting will be held at the Cazenove Auditorium, 20
Moorgate, London at 8.00 a.m. (London time) and simultaneously
broadcast to The Wesley Conference Center, 220 Pitt Street,
Sydney as a satellite meeting at 7.00 p.m. (Sydney time) where
holders can attend and vote in person.  Shareholders will also
be able to listen to the meeting via audiocast on
http://www.hhg.com.

Shareholders are reminded that the latest time for the receipt
of Proxy Forms is 8.00 a.m. (London time) 19 February 2005.  CDI
holders' latest time for the receipt of Voting Instruction Forms
is 7.00 p.m. (Sydney time) 17 February 2005 (if directing CHESS
Depositary Nominees how to vote on your behalf) or 7.00 p.m.
(Sydney time) 19 February 2005 (if directing CDN to appoint you
or someone else as its proxy).

Shareholders or CDI holders who wish to change their pre-lodged
proxy or voting instruction can do so at any time prior to the
final times for receipt of the forms specified in the Notice of
Meeting.  Shareholders or CDI holders can contact the share
registry and request a new personalized form, which they can
complete and return.  Alternatively, shareholders can attend the
meeting to vote in person, which will override any previous
instruction lodged.

Shareholders and CDI holders who have already lodged their
voting instruction in relation to the Proposals (and do not want
to change their proxy or voting instruction) do not need to do
anything.

The proposals set out in the Circular regarding the return of
approximately GBP875 million of the proceeds from the sale of
Life Services to shareholders remain unchanged.  Should the
additional cash consideration received not be required for
business purposes HHG intends to return it to shareholders
during 2006 in an efficient manner and will provide further
details in due course.

Shareholders and CDI holders with fewer than 1,041 shares or
CDIs on the Record Date (i.e. fewer than 500 shares/CDIs after
the Return of Cash proposal takes effect) are reminded that if
they take no action to opt out of the Reduction of Investor Base
Proposal, they will receive cash in exchange for the
cancellation of their entire remaining holding and will no
longer be shareholders or CDI holders in HHG.  Holders can make
this election before 5.00 p.m. in London and before 5.00 p.m. in
Australia respectively on 15 April 2005 (which is the expected
Record Date) on their Proxy or Voting Instruction Form or using
the form in the back of the Circular or electronically via
http://www.hhg.com.

Shareholders or CDI holders who have already lodged their
election to opt out and wish to alter their Election can do so
at any time prior to 5.00 p.m. on the Record Date.

Full details of the Proposals and instructions on voting and
making an election are included in the Circular sent to
shareholders in January 2005.

CONTACT:  HHG PLC
          Gail Williamson, Director of Investor Relations
          Phone: +44 20 7818 5168
          E-mail: investor.relations@hhg.com

          FINSBURY
          United Kingdom
          Media
          Phone: +44 20 7251 3801
          Roland Rudd/Julius Duncan

          CANNINGS
          Australia
          Media
          Graham Canning
          Phone: +61 2 9252 0622
          Web site: http://www.hhg.com


MARK BLOXHAM: Calls in Administrators from Tenon Recovery
---------------------------------------------------------
Christopher Ratten and Ian Kings (IP Nos 009338, 007372) have
been appointed administrators for Mark Bloxham Limited.  The
appointment was made Feb. 4, 2005.

CONTACT:  TENON RECOVERY
          Arkwright House,
          Parsonage Gardens,
          Manchester M3 2LF
          Phone: 0161 834 3313
          Fax:   0161 827 8402
          E-mail: manchester@tenongroup.com
          Web site: http://www.tenongroup.com


MIDLAND COPYING: Brings in Joint Liquidators from Chantrey
----------------------------------------------------------
Name of companies:
Midland Copying Consultants Limited
Photogo Limited
Vivitar (UK) Limited

At the general meeting of the members of these companies on Jan.
28, 2005, the special resolution to wind up the companies were
passed.  Kevin Anthony Murphy and David Anthony Ingram of
Chantrey Vellacott DFK, Russell Square House, 10-12 Russell
Square, London WC1B 5LF have been appointed joint liquidators of
companies.

CONTACT:  CHANTREY VELLACOTT DFK
          Russell Square House,
          10-12 Russell Square,
          London WC1B 5LF
          Phone: 020 7509 9000
          Fax: 020 7436 8884
          Web site: http://www.cvdfk.com


MOODY CASHMERE: First Creditors Meeting Thursday
------------------------------------------------
            IN THE MATTER OF THE INSOLVENCY ACT 1986

                               and

             IN THE MATTER OF Moody Cashmere Limited
                        (In Liquidation)

We, T. Ritchie Campbell and Keith V Anderson, of Scott &
Paterson, Chartered Accountants, Bruntsfield House, 6
Bruntsfield Terrace, Edinburgh, hereby give notice, pursuant to
Rule 4.18 of the Insolvency (Scotland) Rules 1986, were
appointed Joint Interim Liquidators of Moody Cashmere Limited by
Interlocutor of Jedburgh Sheriff Court dated January 10, 2005.

Notice is hereby given, pursuant to section 138(4) of the
Insolvency Act 1986 and Rule 4.12 of the Insolvency (Scotland)
Rules 1986, that the First Meeting of Creditors of the company
will be held at Bruntsfield Hotel, 69 Bruntsfield Place,
Edinburgh, on Thursday February 17, 2005, at 11:00 a.m. for the
purpose of choosing a Liquidator and considering the other
Resolutions specified in Rule 4.12(3) of the aforementioned
Rules.

Creditors, whose claims are unsecured in whole or in part, are
entitled to attend and vote in person or by proxy providing that
their claims and proxies have been submitted and accepted at the
meeting or lodged beforehand at the address below.  A Resolution
will be passed when a majority of those voting have been voted
in favor of it.  For the purpose of formulating claims,
Creditors should note that the date of commencement of the
Liquidation is October 14, 2004.

T. Ritchie Campbell and Keith V. Anderson
Joint Interim Liquidators

January 18, 2005

CONTACT:  SCOTT & PATERSON
          Conference House
          152 Morrison Street
          The Exchange
          Edinburgh EH3 8EB
          Phone: 0131 248 2638
          Fax: 0131 248 2608
          E-mail: mail@scottandpaterson.co.uk
          Web site: http://www.scottandpaterson.co.uk


NORSTAR BIOMAGNETICS: Creditors Meeting Next Week
-------------------------------------------------
The creditors of Norstar Biomagnetics will meet on Feb. 21, 2005
at 11:30 a.m.  It will be held at Travelodge Chieveley, Moto
Service Area, Oxford Road, Chieveley, Newbury, Berkshire RG18
9XX.

Creditors who want to be represented at the meeting may appoint
proxies.  Proxy forms must be submitted together with written
debt claims to Houghton Stone Business Recovery, The Conifers,
Filton Road, Hambrook, Bristol BS16 1QG not later than 12:00
noon, Feb. 18, 2005.

CONTACT:  HOUGHTON STONE BUSINESS RECOVERY
          The Conifers, Filton Road,
          Hambrook, Bristol BS16 1QG
          Phone: 0117 957 9009


OCTEL CORPORATION: Rating Outlook Changed to Negative
-----------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
specialty chemicals producer Octel Corp. to negative from
stable, as a result of the declining market of its main product
tetraethyl lead (TEL), a lead-based fuel additive, and the
challenges faced by the company in seeking replacement
activities.  At the same time, the 'BB' long-term corporate
credit rating on the group was affirmed.

"The ratings reflect the inevitable shrinking of the TEL market
on the back of environmental regulations," said Standard &
Poor's credit analyst Khaled Zitouni.  "The market represented a
very high 90.7% of the group's operating profit (before central
costs allocation) in 2004.  Moreover, Octel has found it
challenging to replace TEL production with new activities, and
the group's other activities remain far less profitable."

These factors are tempered, however, by the very high unit
margin of TEL, the group's main source of profits and cash
flows, which reached nearly 47% (before central costs) in 2004.
Octel has managed to maintain this high level thanks to cost
cutting and price increases, and its position as a de facto
monopoly, as no new entrants are expected in this declining
market.

In addition, financial measures remained strong for the rating
category throughout 2004, with EBITDA net interest coverage at a
robust 18x.  Cash flow generation was also healthy, with
coverage of net debt by funds from operations (FFO) at 80%, even
though -- as we had expected and mirroring the decreasing TEL
cash flow -- this is materially less than the 140% ratio in
2003.

"We are concerned about the group's strategy to replace the
lucrative but declining main cash generative unit, TEL, over the
medium-to-long term, and the relatively small scale of the
group's specialty chemicals division in which Octel is, however,
contemplating further acquisitions," said Mr. Zitouni.

Expansion in these competitive industries could prove expensive
and challenging.  The group has to transform itself in the next
few years; otherwise, downward pressure on its business profile
will increase.

Ratings information is available to subscribers of
RatingsDirect, Standard & Poor's Web-based credit analysis
system, at http://www.ratingsdirect.com. It can also be found
at http://www.standardandpoors.com. Alternatively, call one of
the following Standard & Poor's numbers: London Ratings Desk
(44) 20-7176-7400; London Press Office Hotline (44) 20-7176-
3605; Paris (33) 1-4420-6708; Frankfurt (49) 69-33-999-225;
Stockholm (46) 8-440-5916; or Moscow (7) 095-783-4017. Members
of the media may also contact the European Press Office via e-
mail on media_europe@standardandpoors.com.

CONTACT:  STANDARD AND POOR'S RATING SERVICES
          Group E-mail Address
          CorporateFinanceEurope@standardandpoors.com

          OCTEL CORPORATION
          Global House, Bailey Lane
          Manchester, EN M90 4
          Phone: +44 011-44-161-498-8889
          Web site: http://www.octel-corp.com/


ORDERTIDY LIMITED: Hires Joint Liquidators from Chantrey
--------------------------------------------------------
At the general meeting of Ordertidy Limited on Jan. 28, 2005,
the resolution to wind up the company was passed.  Kevin Anthony
Murphy and David Anthony Ingram of Chantrey Vellacott DFK,
Russell Square House, 10-12 Russell Square, London WC1B 5LF have
been appointed joint liquidators of the company.

CONTACT:  CHANTREY VELLACOTT DFK
          Russell Square House,
          10-12 Russell Square,
          London WC1B 5LF
          Phone: 020 7509 9000
          Fax: 020 7436 8884
          Web site: http://www.cvdfk.com


PACIFIC SHELF: Liquidator to Present Report March
-------------------------------------------------
            IN THE MATTER OF THE INSOLVENCY ACT 1986

                               and

           IN THE MATTER OF Pacific Shelf 956 Limited
                         (In Liquidation)

Notice is hereby given, pursuant to section 146 of the
Insolvency Act 1986, that a Final Meeting of the Creditors of
Pacific Shelf 956 Limited will be held at the offices of French
Duncan, 375 West George Street, Glasgow G2 4LW, on March 8,
2005, at 11:00 a.m. for the purpose of receiving the
Liquidator's report on the winding-up and to determine whether
the Liquidator be given his release.

Derek Simpson, Liquidator
January 22, 2005

CONTACT:  FRENCH DUNCAN
          375 West George Street
          Glasgow G2 4LH
          Phone: 0141 221 2984
          Fax: 0141 221 2980
          E-mail: enquiries@frenchduncan.co.uk
          Web site: http://www.frenchduncan.co.uk


PHILIP CORNES: Members Decide to Wind up Firm
---------------------------------------------
Name of companies:
Philip Cornes Fittings & Co. Limited
Philip Cornes International Freight Services Co. Limited
Philip Cornes International Limited
Philip Cornes Middle East & Co. Limited
Philip Cornes Projects & Co. Limited
T W Lye Technical Components Limited

At the meeting of the members of these companies on Feb. 1,
2005, the special resolutions to wind up the companies were
passed.  James Richard Tickell and Carl Derek Faulds of Portland
Business & Financial Solutions of 1640 Parkway, Solent Business
Park, Whiteley, Fareham PO15 7AH have been appointed joint
liquidators of the companies.

CONTACT:  PORTLAND BUSINESS & FINANCIAL SOLUTIONS
          1640 Parkway, Solent Business Park,
          Whiteley, Fareham PO15 7AH


PLAYTIME NURSERIES: Winding-up Report Out Next Week
---------------------------------------------------
            IN THE MATTER OF THE INSOLVENCY ACT 1986

                               and

          IN THE MATTER OF Playtime Nurseries (U.K.) Ltd.
                         (In Liquidation)

Notice is hereby given pursuant to section 146 of the Insolvency
Act 1986 that a Final Meeting of the Creditors of Playtime
Nurseries (U.K.) Ltd. will be held at 2 Blythswood Square,
Glasgow G2 4AD on February 25, 2005 at 10:30 a.m. for the
purposes of receiving the Liquidator's report on the winding-up
and to determine whether the Liquidator should be released.

T. C. MacLennan, Liquidator

CONTACT:  TENON RECOVERY
          One Royal Terrace
          Edinburgh EH7 5AD
          Phone: 0131 557 4455
          Fax: 0131 556 0662
          E-mail: edinburgh@tenongroup.com
          Web site: http://www.tenongroup.com


PLECK CASTINGS: Joint Administrators from CBA Move in
-----------------------------------------------------
Neil Charles Money and Neil Richard Gibson (IP Nos 8900, 9213)
have been appointed joint administrators for Pleck Castings
Limited.  The appointment was made Jan. 27, 2005.  The company
is into metal-casting.  Its registered office is located at 435
Lichfield Road, Aston, Birmingham B6 7SS.

CONTACT:  CBA
          435 Lichfield Road
          Aston Birmingham B6 7SS
          Phone: (0121) 326 0880
          Fax: (0121) 328 6456
          E-mail: bham@cba-insolvency.co.uk
          Web site: http://www.cba-insolvency.co.uk


RUBBER CYCLE: Calls in Joint Administrators from Harrisons
----------------------------------------------------------
J. C. Sallabank (IP No 008099) and P. R. Boyle (IP No 008897)
have been appointed joint administrators for Rubber Cycle (UK)
Limited.  The appointment was made Feb. 1, 2005.  The company
recycles non-metal waste and scrap.  Its registered office is
located at 35 Waters Edge Business Park, Modwen Road, Manchester
M5 3EZ.

CONTACT:  HARRISONS
          35 Water Edge Business Park,
          Modwen Road, Manchester M5 3EZ
          Phone: 0161 876 4567
          Fax:   0161 876 4554
          E-mail: info@harrisons.uk.com
          Web site: http://www.harrisons.uk.com

          HARRISONS
          4 St Giles Court, Southampton Street,
          Reading RG1 2QL
          Phone: 0118 951 0798
          Fax:   0118 939 4409
          E-mail: info@harrisons.uk.com
          Web site: http://www.harrisons.uk.com


TOM BRANDS: Appoints Liquidator from KPMG
-----------------------------------------
            IN THE MATTER OF THE INSOLVENCY ACT 1986

                               and

      IN THE MATTER OF Tom Brands Electrical Services Limited
                        (In Liquidation)

I, Blair Carnegie Nimmo, Chartered Accountant, KPMG LLP, 191
West George Street, Glasgow G2 2LJ, United Kingdom, hereby give
notice, that on January 13, 2005, I was appointed Liquidator of
Tom Brands Electrical Services Limited by Resolution of the
First meeting of Creditors.  A Liquidation Committee was
established.

All Creditors who have not already lodged a statement of their
claim are requested to do so on or before February 11, 2005.

B. C. Nimmo, Liquidator
January 17, 2005

CONTACT:  KPMG LLP
          191 West George Street
          Glasgow G2 2LJ
          Phone: (0141) 226 5511
          Fax: (0141) 204 1584
          Web site: http://www.kpmg.co.uk


U.K. COAL: To Phase out Welbeck Colliery Production
---------------------------------------------------
U.K. Coal announces that, following a comprehensive review of
revised mining plans conducted over the past three months and
involving the entire workforce at Welbeck, measures to allow the
remaining five million tons of reserves to be extracted viably
have not been identified.

As a consequence, mining will cease when around 1.6 million tons
of coal on the current and subsequent face now being developed,
has been extracted.  Production is to be phased out over the
next 12 months.

U.K. Coal Chief Executive Gerry Spindler says: "Despite the best
endeavors of the workforce at Welbeck, we have failed to secure
ways of reducing the high-cost gaps in production which are
forecast in the current mining plans."

The colliery lost GBP20 million last year after geological
problems, which resulted in the loss of planned production
capacity, reducing its annual output to 0.8 million tons -- half
of its target of 1.6 million tons.

Welbeck has been awarded a total of GBP7.8 million in two
tranches by the Dti under the Coal Investment Aid scheme towards
projects costing GBP27.5 million to access reserves in the Deep
Soft seam and infrastructure improvements.  U.K. Coal has so far
qualified for GBP3.5 million of the award.

As a result of the run down of operations, U.K. Coal is
reviewing the carrying value of the assets associated with
Welbeck Colliery.  This will result in a charge of around GBP13
million, which will fall in the 2004 accounting period.

In accordance with U.K. generally accepted accounting practices,
redundancy costs, depending on the level of transfers to other
collieries, of up to GBP12 million will be made in the 2005
accounting period.

CONTACT:  U.K. COAL
          Financial: Ken Cronin
          Phone: 0207 554 1400

          GAVIN ANDERSON & COMPANY
          Mobile: 07887 591 499
          Operational: Stuart Oliver
          Phone: 01525 381759
          Mobile: 07774 231178

          Chris Crouch
          Phone: 01664 434897
          Mobile: 07909 993832


VEGEM LIMITED: Names Ernst & Young Administrator
------------------------------------------------
R. H. Kelly and G. Wilson (IP Nos 8582, 9062) have been
appointed joint administrators for Vegem Limited.  The
appointment was made Feb. 4, 2005.  The company sells motor
vehicle parts.  Its registered office is located at Howley Park,
Morley, Leeds LS27 0QN.

CONTACT:  ERNST & YOUNG
          PO Box 61, Cloth Hall Court
          14 King Street, Leeds LS1 2JN
          Phone: +44 [0] 113 298 2200
          Fax:   +44 [0] 113 298 2201
          Web site: http://www.ey.com


WESTERN FOODS: Appoints Baker Tilly Liquidator
----------------------------------------------
At the extraordinary general meeting of the members of Western
Foods Limited held at 1 Georges Square, Bristol BS1 6BP, the
special resolutions to wind up the company were passed.  Andrew
M. Sheridan and Cedric M. Clapp of Baker Tilly, 1 Georges
Square, Bristol BS1 6BP have been appointed joint liquidators of
the company.

CONTACT:  BAKER TILLY
          1 Georges Square
          Bristol BS1 6BP
          Phone: 0117 945 2000
          Fax: 0117 945 2001
          Web site: http://www.bakertilley.co.uk


                            *********


S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter -- Europe is a daily newsletter co-
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Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA.  Larri-Nil Veloso, Ma. Cristina Canson,
Liv Arcipe and Julybien Atadero, Editors.

Copyright 2005.  All rights reserved.  ISSN 1529-2754.

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