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        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

            Tuesday, November 7, 2006, Vol. 7, No. 221

                            Headlines


A U S T R I A

HABLE KEG: Korneuburg Court Orders Closing of Business
HASIC LLC: Property Manager Declares Insufficient Assets
MALLIN HEIM: Salzburg Court Orders Business Closure
MEC.COM LLC: Leoben Court Orders Closing of Business
SEMIR KORO: Property Manager Declares Insufficient Assets

SPELLITZ PHILIPP: Korneuburg Court Orders Business Shutdown
STANISLAV TOMECEK: Property Manager Declares Insufficient Assets


B E L G I U M

CHIQUITA BRANDS: Operational Challenges Spur S&P to Cut Ratings
GATEWAY TELECOM: Moody's Rates US$100-Mln Notes at (P)B3
SOLUTIA INC: Begins Design of New Saflex Plant in Ghent, Belgium


C Z E C H   R E P U B L I C

FREESCALE SEMICONDUCTOR: Firestone to Offer US$4.35-Bln Notes
FREESCALE SEMICONDUCTOR: Moody's Puts Ba3 Rating on Acquisition
FREESCALE SEMICONDUCTOR: S&P Keeps Ratings on Watch Negative


F R A N C E

ALCATEL SA: Inks EUR53 Million Network Deal with China Mobile
INTRAWEST CORP: Moody's Withdraws Ratings Following Acquisition
TK ALUMINUM: Selling Assets to Tenedora Nemak for US$497 Million
TK ALUMINUM: Asset Disposal Cues Moody's to Review Junk Rating


G E R M A N Y

AF-TER BETEILIGUNGSGESELLSCHAFT: Claims Filing Ends Nov. 10
BUCKEYE TECHNOLOGIES: S&P Affirms BB- Corporate Credit Rating
CASYLUX GMBH: Claims Registration Ends November 10
GOP, GAS: Claims Registration Ends November 10
CORD HATJE: Claims Registration Ends November 13

H2O GEBAUDEREINIGUNG: Claims Registration Ends November 12
HANF & KUNKEL: Claims Registration Ends November 13
HANNO SCHWIDTMANN: Claims Registration Ends November 13
HOUSE OF EUROPE: Moody's Rates EUR6-Mln Class E2 Notes at Ba2
MAUSER HOLDING: S&P Cuts Rating to B on Weak Financial Profile

MECANO GMBH: Creditors' Meeting Slated for November 10
NRG ENERGY: Resetting 2006-2010 Hedges to Current Market Price
NRG ENERGY: Moody's Changes Rating Outlook to Negative
NRG ENERGY: Fitch Affirms IDR at B Following Hedge Reset Program
PAPROTTA STRASSEN: Claims Registration Ends November 13

REHA AKTIENGESELLSCHAFT: Claims Registration Ends November 12
VISTEON CORP: Anticipates 900-Person Workforce Reduction
VISTEON CORP: Posts US$177 Million Net Loss in 2006 Third Qtr.
WECON DISTRIBUTION: Claims Registration Ends November 13
WIELAND UND SOEHNE: Claims Registration Ends November 12


I R E L A N D

EGRET FUNDING: Moody's Rates EUR12.3-Mln Class E Notes at (P)Ba3
HALYARD CDO: Moody's Assigns Ba2 Rating on Class E Notes
LADBROKES PLC: In Talks to Acquire 888 Holdings Plc
TOWER RECORDS: Wants to End Russell Solomon's Employment Pact


I T A L Y

ALITALIA SPA: Lazio Court Nullifies EUR38-Mln Volare Takeover
FREESCALE SEMICONDUCTOR: Firestone to Offer US$4.35-Bln Notes
FREESCALE SEMICONDUCTOR: Moody's Puts Ba3 Rating on Acquisition
FREESCALE SEMICONDUCTOR: S&P Keeps Ratings on Watch Negative

VOLARE GROUP: Lazio Court Nullifies Takeover by Alitalia


K A Z A K H S T A N

AKSAI PLUS: Almaty Court Opens Bankruptcy Proceedings
BIRLIK LLP: Creditors Must File Claims by Dec. 13
JALYN LLP: South Kazakhstan Court Starts Bankruptcy Procedure
KAZAHSTAN ELECTRICITY: S&P Affirms BB+ Corporate Credit Rating
KAZAKHGOLD GROUP: Fitch Places B Rating on US$200-Mln Sr. Notes

REMONTNO MEHANICHESKY: Creditors' Claims Due Dec. 13
SKIF LLP: Proof of Claim Deadline Slated for Dec. 13
SWIFT TRANSIT: Claims Registration Ends Dec. 15
TALAPTY OJSC: Creditors Must File Claims by Dec. 13
TECHSTROYSNABPLUS LLP: Creditors' Claims Due Dec. 15

TIKS LLP: Almaty Court Begins Bankruptcy Proceedings


K Y R G Y Z S T A N

IAP WORLDWIDE: Moody's Cuts Ratings on Covenant Violations
KISLOROD OJSC: Public Auction Scheduled for Nov. 23
SHORO DJALAL-ABAD: Creditors' Claims Due Dec. 20
SULUKTA KOMUR: Public Auction Slated for Nov. 14


L U X E M B O U R G

TEKSID ALUMINUM: Parent Inks US$497-Mln Sale Pact with Tenedora
TEKSID ALUMINUM: Asset Disposal Cues Moody's to Review Ratings


N E T H E R L A N D S

CAIRN CLO: Moody's Rates EUR10.5-Mln Class E Notes at (P)Ba3


N O R W A Y

AKER KVAERNER: Doubles Investment in Malaysia to NOK500 Million
INTERGRAPH CORP: Moody's Junks US$275-Million Second Lien Debt


P O L A N D

TK ALUMINUM: Selling Assets to Tenedora Nemak for US$497 Million
TK ALUMINUM: Asset Disposal Cues Moody's to Review Junk Rating


P O R T U G A L

BEARINGPOINT INC: Obtains Waivers & Amends Credit Facility


R U S S I A

ARKH-AGRO-SERVICE: Court Names P. Tarasov as Insolvency Manager
BALT-SHIP-REPAIR: Court Names A. Trifonov as Insolvency Manager
CHEREPOVETS-KHIM-STROY: Court Starts Reorganization Procedure
INGOSSTRAKH INSURANCE: Moody's Puts Ba2 Rating Under Review
LIVNY-STORY OJSC: Orel Bankruptcy Hearing Slated for Dec. 20

LUKOIL OAO: To Buy Back US$3 Billion Shares in 2007
MINER CJSC: Moscow Court Names B. Kantor as Insolvency Manager
MINERAL LLC: Murmansk Court Names P. Tarasov to Manage Assets
MOBILE TELESYSTEMS: Shareholders OK Restructuring & ReCom Merger
NORTH-IMPORT CJSC: Court Names I. Bashmakova to Manage Assets

PRIMA-TRAVEL CJSC: Court Names A. Trifonov as Insolvency Manager
ROS-GOLD-PROJECT: Court Starts B. Kantor as Insolvency Manager
RUSSIAN TRADING: Court Starts V. Shevelev as Insolvency Manager
SVIAZ-BANK: Moody's Assigns E+ Financial Strength Rating
TVER-INKOU-TOBACCO: Tver Court Starts Bankruptcy Supervision

UAZ-AUTO-SERVICE: Court Names P. Tarasov as Insolvency Manager
VIMPEL-COMMUNICATIONS: Acquires 90% of Armentel for EUR381.9 Mln
YUKOS OIL: Court Denies Reverse Privatization of Apatit Stake
YURYEV-POLSKIY: Vladimir Bankruptcy Hearing Slated for Jan. 18
YUZH-URAL-GRANITE: Court Starts Bankruptcy Supervision Procedure

* Revenue Growth Cues S&P's Positive Outlook on Moscow Oblast
* High Economic Growth Spurs S&P to Revise Outlook on Klin Rayon


S P A I N

VALENCIA HIPOTECARIO: Moody's Rates Series D Notes at (P)Ca


U K R A I N E

AGROINKOM LLC: Court Names V. Bolhovitin as Insolvency Manager
AGROPRODUKT LLC: Court Names V. Bolhovitin as Insolvency Manager
BUD-MARKETING: Court Names Sergij Benedyuk as Insolvency Manager
ELIT-KONTAKT LLC: Court Names Olena Zorina as Insolvency Manager
ELLADA LLC: Court Names Sergij Benedyuk as Insolvency Manager

KROPIVYANSKE LLC: Vinnitsya Court Names S. Malahov as Liquidator
MERCURY LLC: Creditors Must File Claims by November 10
MIKST LLC: Donetsk Court Starts Bankruptcy Supervision Procedure
MOBILE TELESYSTEMS: Shareholders OK Restructuring & ReCom Merger
SANATORIUM FOROS: AR Krym Court Starts Bankruptcy Supervision


U N I T E D   K I N G D O M

39 STEPS: Appoints John Paul Bell to Liquidate Assets
ACTIVATION ENTERPRISE: Brings In Administrators from BWC
AKER KVAERNER: Doubles Investment in Malaysia to NOK500 Million
ALL ACCESS: Names Andrew John Whelan Liquidator
ANDREW CORP: Posts US$59.7 Mil. Net Loss in Fourth Quarter 2006

ATHERTON PLASTICS: Hires Timothy Hargreaves to Liquidate Assets
BEARINGPOINT INC: Obtains Waivers & Amends Credit Facility
BRITISH AIRWAYS: Sells BA Connect's Regional Operations to Flybe
BRITISH AIRWAYS: Earns GBP168 Million in Second Quarter 2006
BRITISH AIRWAYS: Reports October 2006 Traffic & Capacity Results

C P CONTRACTS: Creditors' Meeting Slated for November 15
CAP ALUMINIUM: Fortis Bank Appoints Kroll as Joint Receivers
CASTLE ACOUSTICS: Bank of Scotland Taps Begbies as Receivers
CLEARWATER PAPER: Hires Administrators from Quadra Business
COUNTRY TRAILS: Taps Herron Fisher to Administer Assets

CREATIVE KITCHENS: Robert Gibbons Leads Liquidation Procedure
CROWN HOLDINGS: Sept. 30 Balance Sheet Upside-Down by US$107 Mln
CROWTHER & SHAW: Brings In BWC Business to Administer Assets
EAST YORKSHIRE: Claims Filing Period Ends Nov. 27
EUROPA THREE: Fitch Keeps BB Rating on EUR5-Mln Class E-2 Notes

FIELDINGS LIMITED: Taps Liquidator from Begbies Traynor
HAMNETT HAYWARD: HSBC Bank Taps Receivers from Begbies Traynor
HELMSBURY LIMITED: Claims Registration Ends Dec. 8
HUNTSMAN CORP: Expects to Raise US$708 Mln in Private Placement
IAP WORLDWIDE: Moody's Cuts Ratings on Covenant Violations

ISLE OF CAPRI: S&P Affirms Ratings on Review of Growth Plans
J.B. DESIGNS: Names Martin Dominic Pickard as Administrator
KRISPY KREME: Settles Securities Fraud Lawsuit for US$75 Million
KRISPY KREME: Files Annual Report for 2006 Fiscal Year with SEC
KRS PROUD: Brings In KPMG LLP to Administer Assets

LADBROKES PLC: In Talks to Acquire 888 Holdings Plc
LIGHT SOURCE: Creditors' Claims Due Jan. 24, 2007
LINK PLASTICS: Brings In Liquidators from Grant Thornton UK
MARBLE ARCH: Fitch Puts Low-B Ratings to GBP31.4-Million Notes
NEWGATE FUNDING: Fitch Places BB- Rating on GBP6.5-Mln Notes

NORTH YORKSHIRE: Taps David Anthony Horner to Administer Assets
NURSES WELFARE: Liquidator Sets Nov. 30 Claims Bar Date
P & W DRIVERS: Brings In David Rubin as Administrators
PARTYGAMING PLC: Eyes 888 Holdings & bwin Interactive
PLM PROPERTIES: Barclays Bank Taps PwC as Joint Receivers

PRESTIGE PERSONNEL: Taps Administrator from Mayfields Insolvency
PROVENTURE UK: Appoints Liquidator from B & C Associates
R.K.S. PALLET: Creditors Confirm Liquidator's Appointment
ROGER KITE: Appoints CBA to Administer Assets
S PLA: Joint Liquidators Take Over Operations

SCEPTRE PRINT: Names Situl Devji Raithatha Liquidator
SEA CONTAINERS: Court Allows Payment of Employee Obligations
SEMGROUP LP: Moody's Assigns Loss-Given-Default Rating
SILKJET LIMITED: Hires Liquidators from Grant Thornton UK
SMART COATINGS: Brings In DTE Leonard as Joint Administrators

SOLUTIA INC: Begins Design of New Saflex Plant in Ghent, Belgium
STATE OF THE ART: Nominates Liquidator from Sinclair Harris
UK COAL: Expects Asset Worth Boost on Higher Land Valuation
WINTON CAVEN: Appoints Vantis as Joint Administrators
WRINGSLAND BUILDING: Names Simon Thornton as Administrator

* Large Companies with Insolvent Balance Sheets

                            *********

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A U S T R I A
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HABLE KEG: Korneuburg Court Orders Closing of Business
------------------------------------------------------
The Land Court of Korneuburg entered an order Sept. 13 closing
the business of KEG Hable (FN 264193w).  Court-appointed
property manager Viktor Igali-Igalffy recommended the business
closure after determining that the continuing operations would
reduce the value of the estate.

The property manager can be reached at:

         Dr. Viktor Igali-Igalffy
         Landstrasser Hauptstrasse 34
         1030 Vienna, Austria
         Tel: 01/713 80 57
         Fax: 01/713 07 76
         E-mail: vii@aon.at

Headquartered in Gramatneusiedl, Austria, the Debtor declared
bankruptcy on July 13 (Bankr. Case No. 36 S 77/06z).


HASIC LLC: Property Manager Declares Insufficient Assets
--------------------------------------------------------
Mag. Martin Hengstschlager, the court-appointed property manager
for LLC Hasic (FN 247854t), declared Sept. 13 that the Debtor's
property is insufficient to cover creditors' claim.

The Land Court of Linz is yet to rule on the property manager's
claim.

Headquartered in Linz, Austria, the Debtor declared bankruptcy
on Sept. 7 (Bankr. Case No. 38 S 41/06t).

The property manager can be reached at:

         Mag. Martin Hengstschlager
         Fadingerstrasse 9/2
         4020 Linz, Austria
         Tel: 78 40 80 -0
         Fax: 78 40 80-4
         E-mail: office@hengstschlaeger-lindner.at


MALLIN HEIM: Salzburg Court Orders Business Closure
---------------------------------------------------
The Land Court of Salzburg entered an order Sept. 13 closing the
business of KEG Mallin Heim & Gartenmarkt (FN 243189g).  Court-
appointed property manager Edwin Demoser recommended the
business closure after determining that the continuing
operations would reduce the value of the estate.

The property manager can be reached at:

         Dr. Edwin Demoser
         Mohrstr. 10
         5020 Salzburg, Austria
         Tel: 0662-823907
         Fax: 0662-823907-21
         E-mail: office@rademoser.at

Headquartered in Anif, Austria, the Debtor declared bankruptcy
on Aug. 24 (Bankr. Case No. 23 S 54/06w).


MEC.COM LLC: Leoben Court Orders Closing of Business
----------------------------------------------------
The Land Court of Leoben entered an order Sept. 13 closing the
business of LLC Mec.com (FN 171730w).  Court-appointed property
manager Helmut Fetz recommended the business closure after
determining that the continuing operations would reduce the
value of the estate.

The property manager can be reached at:

         Dr. Helmut Fetz
         Hauptplatz 11
         8700 Leoben, Austria
         Tel: 03842-42751
         Fax: 03842-42751-40
         E-mail: office@fetz-fetz.at

Headquartered in Kindberg, Austria, the Debtor declared
bankruptcy on July 6 (Bankr. Case No. 17 S 53/06x).


SEMIR KORO: Property Manager Declares Insufficient Assets
---------------------------------------------------------
Mag. Petra Diwok, the court-appointed property manager for KEG
Semir Koro (FN 256717a), declared Sept. 13 that the Debtor's
property is insufficient to cover creditors' claim.

The Land Court of Korneuburg is yet to rule on the property
manager's claim.

Headquartered in Fischamend, Austria, the Debtor declared
bankruptcy on July 17 (Bankr. Case No. 36 S 81/06p).

The property manager can be reached at:

         Mag. Petra Diwok
         Landstrasser Hauptstrasse 34
         1030 Vienna, Austria
         Tel: 01/713 80 57
         Fax: 01/713 07 76
         E-mail: diwok@aon.at


SPELLITZ PHILIPP: Korneuburg Court Orders Business Shutdown
-----------------------------------------------------------
The Land Court of Korneuburg entered an order Sept. 13 shutting
down the business of KEG Spellitz Philipp (FN 190913f).  Court-
appointed property manager Kurt Schick recommended the business
shutdown after determining that the continuing operations would
reduce the value of the estate.

The property manager can be reached at:

         Mag. Kurt Schick
         Bahnstrasse 1 A
         2130 Mistelbach, Austria
         Tel: 02572/320 20
         Fax: 02572/ 320 20 32
         E-mail: kanzlei-laa@ra-stenitzer.at

Headquartered in Weikendorf, Austria, the Debtor declared
bankruptcy on July 26 (Bankr. Case No. 36 S 84/06d).


STANISLAV TOMECEK: Property Manager Declares Insufficient Assets
----------------------------------------------------------------
Dr. Andrea Simma, the court-appointed property manager for LLC
Stanislav Tomecek (FN 96125k), declared Sept. 13 that the
Debtor's property is insufficient to cover creditors' claim.

The Trade Court of Vienna is yet to rule on the property
manager's claim.

Headquartered in Vienna, Austria, the Debtor declared bankruptcy
on Aug. 1 (Bankr. Case No. 28 S 46/06b).

The property manager can be reached at:

         Dr. Andrea Simma
         Schulerstrasse 18
         1010 Vienna, Austria
         Tel: 513 67 03
         Fax: 513 67 03 33
         E-mail: RA_Simma@aon.at


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B E L G I U M
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CHIQUITA BRANDS: Operational Challenges Spur S&P to Cut Ratings
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on
Cincinnati, Ohio-based Chiquita Brands International Inc.,
including its corporate credit rating, from 'B+' to 'B'.

The ratings remain on CreditWatch with negative implications
where they were placed on Sept. 26 following the company's
announcement that third-quarter operating performance was
expected to be significantly affected by continued weak banana
prices in European and trading markets, excess fruit supply, and
lower sales/higher costs in its Fresh Express business because
of recent industry health concerns related to E.-coli-tainted
spinach.

Total debt outstanding at the company was about US$990 million
as of Sept. 30, 2006.

"The downgrade follows Chiquita's recent third-quarter earnings
release and reflects continued weak operating performance and
significantly higher than expected leverage," said Standard &
Poor's credit analyst Alison Sullivan.

For the twelve months ended Sept. 30, 2006, adjusted EBITDA
declined by 45% as compared to the prior-year period.  This
included over a 75% decline in adjusted EBITDA for the third
quarter alone: Third-quarter operating performance was weaker
than expected because of intense pricing pressure in Europe; and
unusually hot weather in northern Europe, which reduced consumer
demand for bananas, depressed prices, and contributed to
substantial price weakness in trading markets, where Chiquita
incurred substantial losses on the sale of temporary excess
supply from Latin America.  Additionally, Fresh Express
experienced lower sales and higher costs related to fresh
spinach health concerns in the U.S. beginning in mid-September,
although there have been no confirmed cases of consumer illness
linked by the FDA to Fresh Express products.

Chiquita is also faced with ongoing challenging conditions in
Europe following the tariff change effective Jan. 1, 2006, that
has increased competition, leading to lower pricing, and higher
net tariff costs.  As a result, credit measures have weakened
further.  Lease adjusted total debt to EBITDA increased to about
6.5x for the 12 months ended Sept. 30, 2006 from about 4x at
Dec. 31, 2006, and Standard & Poor's believes leverage could
increase further over the near term, given challenging operating
conditions.

In addition, the company is seeking an amendment of its credit
facility to preclude any violation of its covenants that
otherwise would occur upon the expiration of the existing waiver
and to provide additional flexibility in future periods.  If
Chiquita receives an amendment to its credit facility and
operating performance does not deteriorate significantly in the
interim, Standard & Poor's will affirm the 'B' corporate credit
rating, remove all ratings from credit watch and assign a
negative outlook.


GATEWAY TELECOM: Moody's Rates US$100-Mln Notes at (P)B3
--------------------------------------------------------
Moody's Investors Service assigned a (P)B3 corporate family
rating to Gateway Telecommunications S.A. (Pty) Ltd. and a (P)
B3 rating to the proposed US$100 million issuance of senior
secured notes due 2013 to be issued by Gateway
Telecommunications Plc.  This is the first time that Moody's
rates Gateway's indebtedness.

The ratings are prospective assuming that the planned financing
is completed as presented to Moody's.  The assigned ratings also
assume that there will be no material variations to the draft
legal documentation reviewed by Moody's and that these
agreements are legally valid, binding and enforceable.  The
ratings outlook is stable.

Ratings assigned:

    * Corporate family rating at (P) B3

    * US$100 million senior secured notes due 2013 rated
     (P) B3

                Summary Rating Rationale

Gateway's corporate family rating of (P) B3 rating reflects:

   -- competition from established global telcos, primarily
      for voice traffic, and relatively low industry barriers
      to entry, as well as alternative methods of delivery
      for Gateway's services

   -- exposure to technology risk through a business model
      that favors a satellite platform, mobile technology
      and leans towards low-margin, inbound voice traffic

   -- its small size and limited track record as a
      stand-alone entity due to recent acquisitions
      and corporate activity; this also makes a
      like-for-like historical financial analysis
      more challenging

   -- high levels of indebtedness that will constrain
      financial flexibility

   -- an aggressive financial profile where the proceeds of
      the notes are used to fund the exit of
      certain shareholders of the business

   -- limited tangible assets and a high reliance on
      leased satellite capacity to continue to provide
      services to customers

   -- reliance on, and a concentration in, key customers
      and suppliers

   -- the liberalization of the telco markets in Africa
      carries higher political and regulatory risks than
      in developed countries, together with risks of
      political monetary interference in some African countries

The rating also reflects:

   -- growth opportunities in Africa which is considered
      under-penetrated in wireless terms due to geographical
      and commercial factors

   -- a broad product offering across voice, data and
      satellite with a focus on quality of delivery

   -- some track record of price elasticity supporting
      tariff reduction resulting in revenue growth

   -- low maintenance capex requirements owing to a
      minimal tangible fixed assets resulting a
      greater conversion of operating cashflow to free cashflow

The stable outlook reflects the outlook for the intermediate
term for the company's operations and the strength of the
underlying free cash flows without a requirement for major
maintenance capex or significant investments.

A decline in the company's operating margins, coupled with a
deterioration of its credit metrics in the form of adjusted
gross leverage above 5.8 times on a sustained basis, are likely
to place downward pressure on the ratings.  Conversely, upward
pressure would develop should adjusted gross leverage improve to
below 4.2 times on a sustainable basis.  Moody's will also
continue to monitor the potential cash outflow relating to
Gateway's investments into its broadcasting business, which is
outside the restricted group.  Moody's does not expect Gateway
to make investments in its broadcasting business while its core
business is not performing as anticipated.

                Structural Consideration

Gateway Telecommunications Plc, a 100% subsidiary of Gateway,
will issue the notes.  The notes will be guaranteed by Gateway,
as well as by all material operating subsidiaries, and will rank
effectively senior to the company's future senior unsecured debt
reflecting the benefit from the security package granted to
noteholders, although the security does not carry a pledge of
the company's or its restricted subsidiaries' assets.

The notes will be senior to the company's US$15 million deeply
subordinated subsidiary loan.  Moody's has reviewed draft
documentation and the financial forecasts and has concluded,
after discussions with management, that the subsidiary loan is
intended to be considered as permanent equity and is deeply
subordinated to the senior secured notes in terms of cashflow
and security.

                     Company Summary

Headquartered in London, United Kingdom, with operations in
Belgium and South Africa, Gateway provides voice and data
connectivity services between Africa and the rest of the world,
and a provider of mobile intra-network connectivity to African
wireless operators.

For the last twelve months as of September 2006, the company
reported pro-forma, unaudited, consolidated sales of
US$137.5 million and adjusted EBITDAR of US$31.3 million
respectively.  At September 2006, the company's adjusted gross
debt (including PIK notes of US$15 million) would have amounted
to US$170 million pro-forma for the proposed transaction.


SOLUTIA INC: Begins Design of New Saflex Plant in Ghent, Belgium
----------------------------------------------------------------
At the Glasstec 2006 exhibition in Dusseldorf, Germany, the
Saflex(r) unit of Solutia Inc. (OTCBB:SOLUQ), has begun the
design and engineering of a new manufacturing line for its
Saflex(r) PVB interlayers at its plant in Ghent, Belgium.

Upon the successful completion of the design and engineering
phase, the company would begin the construction phase, targeting
startup during the second half of 2008.  This expansion will
bring the total number of Saflex production lines at the plant
to three.

"We are making significant investments across our Saflex
business in order to meet the growing demands of our customers
worldwide," said Luc De Temmerman, president, Performance
Products, Solutia Inc.  "This project is a key part of our
global growth strategy for the Saflex business, which also
includes our recent acquisition of a plant in Puebla, Mexico,
and the construction of our new plant in Suzhou, China."

The new Ghent manufacturing line is being designed to produce
3.2-meter-wide rolls of Saflex PVB interlayers.  These specific
inter-layers are used primarily to make laminated glass for the
growing European architectural market.  The new line also will
provide the Saflex business with greater flexibility in how it
operates its plants worldwide.

"By designing a third manufacturing line at Ghent, we are taking
a key step forward in our strategy to optimize our production on
a global scale in order to provide the highest degree of
responsiveness, quality and innovation to our customers," said
Dirk Duquet, director of manufacturing for the Saflex business.

The new manufacturing line is being designed for construction
within the current boundaries of the Saflex Ghent plant,
leveraging existing infrastructure and the plant's 40-plus years
of experience in manufacturing Saflex products.  In addition,
the new line is being designed to employ the latest technology,
enabling the production process to be highly automated.

"Our customers recognize the Ghent plant as a proven supplier of
the world's premier PVB interlayers," added Mr. Duquet, "and
this expansion will enable us to very efficiently take that
tradition of quality to an even greater scale."

The Saflex Ghent plant employs 300 people and began operation in
1961.  The plant maintains ISO 14001 registration for its
environmental management systems, OSHAS 18001 registration for
its occupational safety and health management systems, as well
as several registrations for its quality management systems,
including QS 9000, ISO 9001 and TS 16949.

Saflex manufactures PVB interlayers at Ghent, Belgium; Puebla,
Mexico; San Jose Dos Campos, Brazil; Springfield, Mass., USA;
and Trenton, Mich., USA.  It also operates a PVB finishing and
distribution center in Singapore, and is constructing a new
Saflex PVB interlayer plant scheduled to begin production in
Suzhou, China, in mid 2007.

                          About Saflex

In addition to being the world's largest producer and seller of
PVB interlayers, Saflex -- http://www.saflex.com/-- is the
global leader in PVB innovation, quality and reliability.  When
laminated between layers of glass, PVB interlayers greatly
enhance the performance characteristics of glass, providing
benefits such as security, solar protection, sound attenuation
and safety.  Laminated glass made with Saflex PVB is used
extensively in both the automotive and architectural markets.

Headquartered in St. Louis, Missouri, Solutia, Inc.
(OTCBB:SOLUQ) -- http://www.solutia.com/-- with its
subsidiaries, make and sell a variety of high-performance
chemical-based materials used in a broad range of consumer and
industrial applications.  The Company filed for chapter 11
protection on Dec. 17, 2003 (Bankr. S.D.N.Y. Case No. 03-17949).
When the Debtors filed for protection from their creditors, they
listed US$2,854,000,000 in assets and US$3,223,000,000 in debts.
Solutia is represented by Richard M. Cieri, Esq., at Kirkland &
Ellis.  Daniel H. Golden, Esq., Ira S. Dizengoff, Esq., and
Russel J. Reid, Esq., at Akin Gump Strauss Hauer & Feld LLP
represent the Official Committee of Unsecured Creditors, and
Derron S. Slonecker at Houlihan Lokey Howard & Zukin Capital
provides the Creditors' Committee with financial advice.
(Solutia Bankruptcy News, Issue No. 71; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


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C Z E C H   R E P U B L I C
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FREESCALE SEMICONDUCTOR: Firestone to Offer US$4.35-Bln Notes
-------------------------------------------------------------
Freescale Semiconductor Inc. disclosed of Firestone Acquisition
Corp.'s intention to offer an aggregate of US$4.35 billion
principal amount of senior notes, comprised of floating rate
notes, fixed rate notes and PIK-election notes, and US$1.6
billion of senior subordinated notes.

The consummation of the notes offerings is subject to market and
other conditions including, without limitation, the closing of
the merger.

Firestone Acquisition Corp. was formed in connection with
Freescale's previously announced agreement to merge with an
entity controlled by affiliates of a private equity consortium
led by The Blackstone Group and including The Carlyle Group,
Permira and Texas Pacific Group.  Firestone Acquisition Corp
will issue the notes.  Freescale will assume all of the
obligations under the notes upon consummation of the merger.
The net proceeds from the offering of the notes, together with
other financing sources, will be used to consummate the merger
and related transactions.

The notes will not be registered under the Securities Act of
1933, as amended, and, unless so registered, may not be offered
or sold in the United States absent registration or an
applicable exemption from, or in a transaction not subject to,
the registration requirements of the Securities Act and other
applicable securities laws.

                      About Freescale

Freescale Semiconductor, Inc. -- http://www.Freescale.com/--
designs and manufactures embedded semiconductors for the
automotive, consumer, industrial, networking and wireless
markets.  The company is based in Austin, Texas, and has design,
research and development, manufacturing or sales operations in
more than 30 countries, including the Czech Republic, France,
Germany, Ireland, Italy, Romania, Turkey and the United Kingdom.

                        *     *     *

Freescale Semiconductor's 7-1/8% Senior Notes due 2014 carry
Moody's Investors Service's Ba1 rating.

Fitch downgraded Freescale Semiconductor Inc.'s Issuer Default
Rating, senior unsecured notes, and senior unsecured bank credit
facility to 'BB+' from 'BBB-' following the company's
confirmation that it has entered into a definitive agreement to
be purchased by a consortium of private equity firms for US$17.6
billion, the largest ever technology leveraged buy-out.


FREESCALE SEMICONDUCTOR: Moody's Puts Ba3 Rating on Acquisition
---------------------------------------------------------------
Moody's Investors Service assigned Freescale Semiconductor, Inc.
a corporate family rating of Ba3 and a speculative grade
liquidity rating of SGL-1.  A shareholder meeting has been
scheduled for Nov. 13 to vote on the company's proposed
acquisition, which is expected to close by the end of
November 2006.

Subsequent to transaction closing, Moody's will withdraw the Ba1
ratings on the former Freescale's corporate family and senior
unsecured notes, and conclude the review for possible downgrade
given the likelihood that following the planned buyout, the
former Freescale will have substantially tendered all of the
US$850 million existing senior notes.  Any remaining stub notes
would likely be lowered to B1.

At the same time, Moody's has also assigned these provisional
ratings:

    * (P)Baa3 rating to the prospective US$4.25 billion
       of secured bank credit facilities;

    * (P)B1 rating to the prospective US$4.35 billion of
       senior unsecured notes; and

    * (P)B2 rating to the prospective US$1.6 billion of
       senior subordinated notes.

The ratings reflect both the overall probability of default of
the company under Moody's LGD framework, to which Moody's
assigns a PDR of Ba3, and a loss-given-default of LGD-2 for the
prospective secured bank credit facilities, LGD-4 for the
prospective senior unsecured notes and LGD-6 for the prospective
senior subordinated notes.  The ratings outlook is stable.

The new debt is being issued to finance Freescale's
US$19.05 billion leveraged buyout (US$17.6 billion excluding
fees, expenses and debt repayment) by a consortium of private
equity investors.  Net proceeds from the debt issuance together
with US$7.1 billion of new equity from Blackstone, Carlyle,
Permira and TPG, plus US$2.5 billion of cash will be used to
fund the acquisition, which has received board approval.  The
assigned ratings assume receipt of shareholder approval, that
there will be no material variations from the draft legal
documentation reviewed by Moody's and that the agreements are
legally valid, binding and enforceable.  Upon receipt and review
of final documentation, the provisional ratings will be
affirmed.

The Ba3 corporate family rating reflects Moody's belief that
Freescale's diversified revenue base, non-exposure to
commoditized semiconductor product segments, and strategic use
of internal and external foundries which enable the company to
respond quickly to demand shifts and sustain high asset
utilization levels, collectively contribute to relatively lower
earnings volatility. Although its business areas are subject to
strong competition and credit metrics may point to a lower CFR,
the rating is bolstered by:

   -- the company's leading market and incumbency
      positions through a wide range of end markets,
      products and customers;

   -- Moody's expectations that Freescale will maintain
      good defensibility of its business positions by virtue
      of the depth and breadth of its technology;

   -- its design and manufacturing capabilities;

   -- operating efficiency improvements and strong
      management execution since its July 2004 separation
      from Motorola;

   -- high stable-to-improving gross margins, solid
      operating earnings and track record of free
      cash flow generation, which facilitates
      debt reduction over the near-to-medium term; and

   -- positive efforts toward expanding and diversifying
      the wireless segment's product offering and customer base.

The rating also reflects Freescale's relatively high pro forma
leverage approximating 5.1x (on a modified basis), reduced
financial flexibility and modest interest coverage ratio
following the recapitalization.  The rating, which captures
Freescale's limited track record as a standalone company, is
constrained by the lack of historical performance during an
industry downturn, which Moody's believes is helpful in
assessing the magnitude of profitability and free cash flow
shortfalls in downcycles.  This concern is further magnified by
the company's elevated leverage following the LBO.

The Ba3 rating also factors:

   -- the concentration of sales to Motorola, primarily in
      the wireless product segment (representing 70% of
      the wireless segment's revenues and roughly 25% of
      total company revenues);

   -- historically modest top-line revenue growth;

   -- customer concentration; and

   -- rising capital expenditures.

Upward rating pressure is also constrained by the high operating
and technology risk associated with leading edge semiconductor
design and manufacturing as well as the cyclicality and
volatility inherent to the semiconductor sector.

The stable outlook reflects Moody's expectation of improving
revenue growth in conjunction with higher margins via cost
improvement measures.  The current ratings and outlook
incorporate modest acquisition spending and limited equity
investments and dividend payments.  Moody's expects the company
to maintain solid levels of free cash flow after internally
funding capital expenditures and working capital requirements,
which will be applied towards debt reduction.

The (P)Baa3 rating assigned to the senior secured bank credit
facilities, reflecting a LGD-2 loss-given-default assessment, is
three notches higher than the CFR to reflect the senior position
of the secured debt in the company's debt structure and the
protection provided by the collateral package.  The revolver and
term loan facilities, which benefit from the same collateral
package, will be secured by a first priority lien on
substantially all tangible and intangible assets, 100% stock of
each wholly-owned domestic subsidiary and 65% stock of each
material foreign subsidiary.  The bank credit facilities benefit
from secured guarantees from the borrower's wholly owned
domestic subsidiaries and parent company.

The (P)B1 rating (LGD-4) on the senior unsecured notes is
notched four levels below the secured debt rating to reflect the
contractual subordination of this debt to the claim of the
secured debt.  The (P)B2 rating (LGD-6) on the senior
subordinated notes reflects the extremely low level of tangible
asset protection available and the possibility that this junior
class of creditors would not likely recover all principal in the
event of distress.  The senior and senior subordinated notes are
guaranteed on an unsecured basis; however the guarantee on the
senior subordinated notes is junior to the guarantee on the
senior unsecured notes.

Ratings and assessments assigned:

    * Corporate Family Rating (New) -- Ba3

    * Probability of Default Rating -- Ba3

    * US$750 Million Senior Secured Revolving
      Credit Facility due 2012 -- (P)Baa3 (LGD-2, 16%)

    * US$3.5 Billion Senior Secured Term Loan B Facility
      due 2013 -- (P)Baa3 (LGD-2, 16%)

    * US$2.85 Billion Senior Unsecured Notes
      due 2014 -- (P)B1 (LGD-4, 63%)

    * US$1.5 Billion Senior Unsecured Toggle Notes
      due 2014 -- (P)B1 (LGD-4, 63%)

    * US$1.6 Billion Senior Subordinated Unsecured Notes
      due 2016 -- (P)B2 (LGD-6, 91%)

    * Speculative Grade Liquidity Rating -- SGL-1

Ratings to be withdrawn upon closing of the acquisition:

    * Corporate Family Rating (Old) -- Ba1

    * US$850 Million Senior Unsecured Guaranteed Notes
      due 2011 and 2014 -- Ba1

Headquartered in Austin, TX, Freescale Semiconductor, Inc.
designs and manufactures embedded semiconductors for the
transportation, networking and wireless markets.  The company
was separated from Motorola via IPO in July 2004.  Freescale has
operations in more than 30 countries and sells to over 10,000
end customers.  Revenues for the twelve months ended
Sept. 30, 2006 were US$6.2 billion.


FREESCALE SEMICONDUCTOR: S&P Keeps Ratings on Watch Negative
------------------------------------------------------------
Standard & Poor's Ratings Services kept its ratings, including
the 'BB+' corporate credit rating, on Austin, Texas-based
Freescale Semiconductor Inc. on CreditWatch with negative
implications, where they were placed on Sept. 11 following the
company's announcement that it was considering a business
transaction, later confirmed as a leveraged buyout.

"We have determined the rating actions that will be taken upon
the completion of the financing that will facilitate the
acquisition of Freescale by the consortium, expected to be in
the near term," said Standard & Poor's credit analyst Bruce
Hyman.   The anticipated rating actions reflect the pending LBO,
which will materially increase debt leverage while substantially
reducing liquidity and free cash flows.

The corporate credit rating will be lowered to 'BB-' with a
negative outlook, and a 'BB' rating will be assigned to the
company's senior secured bank loan package with a '1' recovery
rating.  Freescale's US$4.25 billion senior secured bank
facility will consist of a US$3.5 billion senior secured term
loan and a US$750 million revolving credit agreement.  The term
loan and credit facility will be rated 'BB', one notch higher
than the corporate credit rating, with a recovery rating of '1',
indicating an expectation of full recovery of principal in the
event of a payment default.  The senior fixed-rate, senior
toggle, senior unsecured floating rate, and senior subordinated
notes will all be rated 'B'; the 'BB+' rating on the existing
senior unsecured notes will be withdrawn.

The anticipated post-LBO ratings on Freescale reflect the
company's near-investment grade business profile, enabling a
leverage profile that is high for the rating level.  The
business profile reflects the company's strong position in its
industry and improving cost structure, offset by substantial
customer concentration in a cyclical, capital-intensive
marketplace.  Debt leverage will be high, about 5.6x trailing
four quarters' adjusted EBITDA, treating pensions,
postretirement benefits and capitalized operating leases as
debt, with an adequate initial cash balance around
US$600 million.  The planned ratings anticipate that free cash
flows should enable the company to deleverage moderately over
the intermediate term.


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


ALCATEL SA: Inks EUR53 Million Network Deal with China Mobile
-------------------------------------------------------------
Alcatel S.A. secured three separate GSM and GPRS expansion
contracts with Chinese mobile service providers, Shaanxi Mobile
Communication Company Limited (Shaanxi MCC) and Jiangsu Mobile
Communication Company Limited (Jiangsu MCC), both subsidiaries
of China Mobile.

The contracts, valued at around EUR53 million, were won through
Alcatel Shanghai Bell, Alcatel's flagship company in China.
They confirm Alcatel's growing momentum in the country.

Under the contract with Shaanxi MCC, Alcatel will provide and
install its Evolium GSM/EDGE platform to expand mobile service
in five major cities across Shaanxi Province: Yulin, Yan'an,
Shangluo, Baoji and Xianyang.  To ensure quality of service,
Alcatel has reinforced its rural coverage solution with indoor
and outdoor base stations.

Alcatel will also provide Shaanxi MCC with its Alcatel's
advanced TCA-compliant SGSN (Serving GPRS Support Node), that
will enable nearly one million additional subscribers to take
advantage of enhanced mobile voice and data services, such as
web browsing, video streaming, and instant messaging.

Alcatel's contract with Jiangsu MCC provides for installation of
Alcatel's Evolium GSM/EDGE solutions including Base Stations
(BTS), Base Station Controllers (BSC), Transcoder (TC), Multi-
BSS Fast Packet Server (MFS) and Operation & Maintenance Center
for Radio (OMC-R).  Once deployed the network will serve
subscribers in Jiangsu Province located in the cities of
Nanjing, Yangzhou, Xuzhou, Huaian, Yancheng, Lianyungang, Suqian
and Taizhou. This is the 9th GSM network expansion contract that
Alcatel has secured with Jiangsu MCC.

Alcatel is a leader in providing advanced mobile communication
solutions in China, a position the company established as early
as 1993 when it introduced the country's first GSM system in
Zhejiang Province. To date, Alcatel's Evolium® solutions have
already been installed in 25 Chinese provinces.

                          About Alcatel

Headquartered in Paris, France, Alcatel S.A. (Paris: CGEP.PA and
NYSE: ALA) -- http://www.alcatel.com/-- provides communications
solutions to telecommunication carriers, Internet service
providers and enterprises for delivery of voice, data and video
applications to their customers or employees.  Alcatel brings
its leading position in fixed and mobile broadband networks,
applications and services, to help its partners and customers
build a user-centric broadband world.  With sales of EUR13.1
billion and 58,000 employees in 2005, Alcatel operates in more
than 130 countries.

                         *     *     *

Moody's Investors Service has placed the Ba1 long-term debt
ratings of Alcatel SA on review for possible downgrade following
its definitive agreement to merge with Lucent Technologies
(rated B1).  The ratings placed on review include Alcatel's
senior, unsecured Eurobonds, convertible bonds, Euro-medium term
notes, its EUR1.0 billion revolving credit facility and its
corporate family rating, all at Ba1 currently.  Alcatel's rating
for short-term debt was affirmed at Not-Prime.

In March 2006, Standard & Poor's Services placed its 'BB' long-
term corporate credit rating on France-based telecommunications
equipment maker Alcatel on CreditWatch with negative
implications.


INTRAWEST CORP: Moody's Withdraws Ratings Following Acquisition
---------------------------------------------------------------
Moody's Investors Service withdrew all ratings of Intrawest
Corp. following the completion of the company's acquisition by
funds managed by affiliates of Fortress Investment Group, LLC
and the subsequent completion of a tender offer for all of
Intrawest's rated debt obligations.

Ratings withdrawn:

    * Corporate family rating of Ba3

    * Probability of default rating of Ba3

    * US$225 million 7.5%, senior global notes due
      Oct. 15, 2013, rated B1 / 76% / LGD5

    * US$350 million 7.5%, senior global notes due
      Oct. 15, 2013, rated B1 / 76% / LGD5

    * CAD$125 million 6.875%, Canadian bonds
      due Oct. 15, 2009, rated B1 / 76% / LGD5

Intrawest operates nine mountain ski resorts in North America,
five in the United States and four in Canada.  The company also
owns, develops, and manages residential and commercial real
estate in areas adjoining its resorts.  Additionally, the
company owns Abercrombie & Kent Group a luxury travel company,
as well as a resort community and golf course in Florida, and
Alpine Helicopter Ltd. a Canadian helicopter skiing and hiking
company.


TK ALUMINUM: Selling Assets to Tenedora Nemak for US$497 Million
----------------------------------------------------------------
TK Aluminum Ltd., the indirect parent of Teksid Aluminum
Luxembourg S.a r.l. S.C.A., has entered into a definitive
agreement to sell certain assets to Tenedora Nemak, S.A. de
C.V., a subsidiary of ALFA, S.A.B. de C.V.

Under the terms of the agreement, the Company will sell its
operations in North America (except for its lost-foam operations
in Alabama, which will be retained by the Company), and its
operations and interests in South America, China, and Poland.

As consideration for the operations being purchased, TK Aluminum
will receive US$496.8 million in cash, along with a synthetic
equity interest in the Nemak business post-closing.  At closing,
the Nemak business will be recapitalized to have approximately
US$667 million of debt.  After completion of the financing,
TK Aluminum Ltd. will hold a synthetic 11.5% equity interest in
the Nemak business, subject to downward revision for various
indemnities, guarantees, and repayment of a US$25 million loan
issued in connection with the transaction.

"We are pleased with this transaction," Joachim V. Hirsch, CEO
of TK Aluminum, said.  "Combining specific plants with Nemak, a
world-class automotive supplier, will allow the new company to
continue to best support our customers, employees, and their
communities in the future.  The transaction will also allow us
to continue to focus on restructuring our remaining operations
in Italy and France."

Both the Board of Directors of TK Aluminum and by Nemak has
approved the transaction, which will close on the first quarter
of 2007.  Closing of the deal is subject to various conditions,
including the receipt by seller of certain consents and waivers
from TK Aluminum´s bondholders and other customary conditions,
including regulatory approvals.

                        Tender Offer

Additionally, in conjunction with the transaction TK Aluminum
intends to announce a tender offer and consent solicitation for
its 11-3/8% Senior Notes due 2011 at a price of EUR950 per
EUR1,000 of notes outstanding (exclusive of early consent fees),
a significant premium to their normalized trading price during
the pre-announcement period.  Closing of the transaction will be
subject to acceptance of the tender offer by a majority of the
notes outstanding.

In addition to the tender offer, proceeds from the sale will be
used to fund the redemption of TK Aluminum´s current outstanding
debt, including:

   -- approximately EUR115 million (US$147 million) for the
      senior secured credit facilities (both the first lien
      revolver and the second lien facility);

   -- required repayments under capitalized leases of
      approximately EUR55 million (US$71 million);

   -- anticipated tax payments as a result of this transaction
      of approximately EUR20 million (US$26 million); and

   -- various other payments, including fees and expenses,
      totaling approximately EUR32 million (US$41 million).

Remaining funds will be used to fund the working capital,
capital expenditures, operations, and restructuring of the
remaining businesses.

TK Aluminum Ltd. is committed to support its remaining
operations and customers, and, to further this effort, has
negotiated the support of Nemak during the reorganization
process.  As such, Nemak has agreed to provide certain limited
assistance to TK Aluminum, including the assumption of at least
US$7 million in liabilities in connection with the
reorganization of the Company´s remaining operations.

                       Credit Facility

In addition, ALFA has agreed to provide credit enhancement to
support up to US$42 million of letters of credit in favor of
commercial counterparties to replace existing arrangements under
the Company´s senior credit facility, and the loan of
US$25 million.  The credit enhancement will be supported by the
synthetic equity interest and the loan will be repaid from the
synthetic equity interest.

Pro Forma for the sale of the above-mentioned operations, TK
Aluminum´s remaining operations would have had revenue of
approximately EUR437 million and an EBITDA loss of approximately
EUR28 million for the twelve months ended June 2006.  Given the
continuing turnaround efforts with respect to the remaining
operations, TK Aluminum will have significant liquidity
requirements to ensure adequate funding to support
restructuring, continuing operations, and financial flexibility
for contingencies.

There can be no assurance that the conditions to the definitive
agreement, including the completion of the tender offer and
consent solicitation, will be satisfied.

Lazard Freres & Co. LLC served as financial advisor to
TK Aluminum Ltd. for this transaction.  The Blackstone Group
advised ALFA.

                           About Nemak

Nemak, a world leader in quality, cost, technology, and new
product development, currently has facilities in Mexico, Canada,
Germany, Slovakia, and the Czech Republic.  During 2005, Nemak
had sales of US$1,243 million and employed more than 7,400
people.  Nemak, a company primarily owned by ALFA, is the
largest auto-parts company headquartered in Mexico and one of
North America´s top 50 automotive suppliers.

                           About ALFA

ALFA is a Mexican company involved in the production of
petrochemicals, refrigerated food products, high-tech aluminum
auto components and telecommunications.  ALFA operates
production facilities in nine countries in the Americas and
Europe.  In 2005, the company reported revenues in excess of
US$6.2 billion, including sales outside Mexico of more than
US$2.7 billion, assets of US$5.9 billion, and employed more than
38,000 people.

                      About Teksid Aluminum

Headquartered in Bermuda, Teksid Aluminum --
http://www.teksidaluminum.com/-- is a leading independent
manufacturer of aluminum engine castings for the automotive
industry.  Principal products include cylinder heads, engine
blocks, transmission housings and suspension components.  The
company operates 15 manufacturing facilities in Europe, North
America, South America and Asia.  In Europe, the company
maintains operations in Italy, France and Poland.

                        *     *     *

As reported in the TCR-Europe on June 9, Moody's Investors
Service downgraded TK Aluminum Ltd. Corporate Family Rating to
Caa1 from B2 and Teksid Aluminum Luxembourg Sarl SCA senior
unsecured rating to Caa3 from Caa1 following the continuing
deterioration in the companies operating performance and the
prospect for a modest recovery over the medium term.
Moody's said the outlook on the ratings remains negative.


TK ALUMINUM: Asset Disposal Cues Moody's to Review Junk Rating
--------------------------------------------------------------
Moody's Investors Service placed the Caa1 Corporate Family
Rating of Teksid Aluminum Ltd. and the Caa3 senior unsecured
rating of Teksid Aluminum Luxembourg Sarl SCA on review with an
uncertain direction, following the company's announcement that
it has entered into a definitive agreement to sell certain core
assets to Tenedora Nemak, S.A. de C.V and the intention of a
redemption of outstanding debt with the proceeds of the asset
disposal.

The review considers that closing of the deal is subject to
various conditions, including the receipt by seller of certain
consents and waivers from TK Aluminum's bondholders and other
customary conditions, including regulatory approvals.

Moody's rating review will concentrate on

   (1) Teksid's business model and its cash generation
       ability going forward given the disposal of a number
       of manufacturing plants,

   (2) expected financial structure and liquidity
       position following the disposal,

   (3) prospect recovery of existing bondholders of the
       senior notes, which is subject to acceptance of
       the tender offer by a majority of the notes outstanding.

On Review Direction Uncertain:

Issuer: TK Aluminum Ltd.

    * Corporate Family Rating, currently Caa1

Issuer: Teksid Aluminum Luxembourg Sarl SCA

    * Senior Unsecured Regular Bond/Debenture, currently Caa3

Outlook Actions:

Issuer: TK Aluminum Ltd.

    * Outlook, Changed To Rating Under Review From Negative

Issuer: Teksid Aluminum Luxembourg Sarl SCA

    * Outlook, Changed To Rating Under Review From Negative

TK Aluminum Ltd., a Bermuda-based company with corporate offices
in Carmagnola, Italy, is a leading global supplier of aluminium
casting components for the automotive industry worldwide.  For
the twelve months ended Dec. 31, 2005, the company generated net
revenues of EUR1 billion.


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


AF-TER BETEILIGUNGSGESELLSCHAFT: Claims Filing Ends Nov. 10
-----------------------------------------------------------
Creditors of AF-ter Beteiligungsgesellschaft GmbH have until
Nov. 10 to register their claims with court-appointed
provisional administrator Oliver Liersch.

Creditors and other interested parties are encouraged to attend
the meeting at 11:45 a.m. on Nov. 29 at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court of Celle
         Hall 014
         Ground Floor
         Branch Mill Road 4
         29221 Celle, Germany

The Court will also verify the claims set out in the
administrator's report during this meeting, while creditors may
constitute a creditors' committee or opt to appoint a new
insolvency manager.

The District Court of Celle opened bankruptcy proceedings
against AF-ter Beteiligungsgesellschaft GmbH on Sept. 14.
Consequently, all pending proceedings against the company have
been automatically stayed.

The Debtor can be contacted at:

         AF-ter Beteiligungsgesellschaft GmbH
         Attn: Astrid Behrens, Manager
         Raffineriestr. 49
         29323 Wietze, Germany

The administrator can be contacted at:

         Dr. Oliver Liersch
         Karl-Wiechert-Avenue 1c
         30625 Hanover, Germany
         Tel: 0511/554706-0
         Fax: 0511/554706-99
         E-mail: OLiersch@schubra.de


BUCKEYE TECHNOLOGIES: S&P Affirms BB- Corporate Credit Rating
------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
Memphis, Tenn.-based Buckeye Technologies Inc. to stable from
negative.  At the same time the rating agency affirmed all
ratings, including its 'BB-' corporate credit rating on the
company.

"The outlook revision reflects our view that Buckeye has taken
steps that will strengthen its credit metrics to a level
appropriate for the current rating," said Standard & Poor's
credit analyst John Kennedy.

"The successful implementation of price increases in its
specialty fibers, fluff pulp, and nonwoven products to offset
higher input costs is improving the company's profitability and
cash flow.  Furthermore, Buckeye has reconfigured its
manufacturing capabilities to become a lower lower-cost
producer.  We could revise the outlook to negative if earnings
and cash flow fall below current levels.  It is not likely we
would revise the outlook to positive in the next two years,
given the company's need to strengthen its financial profile for
the current rating."

Buckeye is a producer of absorbent products and specialty pulps
that serve a wide variety of end uses.

"In fiscal 2007, we expect Buckeye's product mix and overall
financial performance to improve because of the conversion of
the company's Americana plant in Brazil to a market facility
from toll manufacturing and the closure of its high-cost
facility in Glueckstadt, Germany," Mr. Kennedy said.


CASYLUX GMBH: Claims Registration Ends November 10
--------------------------------------------------
Creditors of CASYLUX GmbH & Co. KG have until Nov. 10 to
register their claims with court-appointed provisional
administrator Oliver Liersch.

Creditors and other interested parties are encouraged to attend
the meeting at 11:30 a.m. on Nov. 29 at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court of Celle
         Hall 014
         Ground Floor
         Branch Mill Road 4
         29221 Celle, Germany

The Court will also verify the claims set out in the
administrator's report during this meeting, while creditors may
constitute a creditors' committee or opt to appoint a new
insolvency manager.

The District Court of Celle opened bankruptcy proceedings
against CASYLUX GmbH & Co. KG on Sept. 14.  Consequently, all
pending proceedings against the company have been automatically
stayed.

The Debtor can be contacted at:

         CASYLUX GmbH & Co. KG
         Attn: Astrid Behrens, Manager
         Raffineriestr. 49
         29323 Wietze, Germany

The administrator can be contacted at:

         Dr. Oliver Liersch
         Karl-Wiechert-Avenue 1c
         30625 Hanover, Germany
         Tel: 0511/554706-0
         Fax: 0511/554706-99
         E-mail: OLiersch@schubra.de


GOP, GAS: Claims Registration Ends November 10
----------------------------------------------
Creditors of GOP, Gas und Oil Production International GmbH have
until Nov. 10 to register their claims with court-appointed
provisional administrator Berthold Riering.

Creditors and other interested parties are encouraged to attend
the meeting at 9:45 a.m. on Dec. 12 at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court of Hamburg
         Hall B 405 (Civil Law Courts)
         4th Floor Anbau
         Sievkingplatz 1
         20355 Hamburg, Germany

The Court will also verify the claims set out in the
administrator's report during this meeting, while creditors may
constitute a creditors' committee or opt to appoint a new
insolvency manager.

The District Court of Hamburg opened bankruptcy proceedings
against GOP, Gas und Oil Production International GmbH on
Sept. 12.  Consequently, all pending proceedings against the
company have been automatically stayed.

The Debtor can be contacted at:

         GOP, Gas und Oil Production International GmbH
         Attn: Holger Goyn, Manager
         Mueggelseedamm 136
         12587 Berlin, Germany

The administrator can be contacted at:

         Dr. Berthold Riering
         Osdorfer Highway 230
         22549 Hamburg, Germany


CORD HATJE: Claims Registration Ends November 13
------------------------------------------------
Creditors of Cord Hatje Verwaltungsgesellschaft mbH have until
Nov. 13 to register their claims with court-appointed
provisional administrator Heiko Fialski.

Creditors and other interested parties are encouraged to attend
the meeting at 9:05 a.m. on Dec. 4 at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court of Pinneberg
         Hall 5
         1st Floor
         Station Route 17
         25421 Pinneberg, Germany

The Court will also verify the claims set out in the
administrator's report during this meeting, while creditors may
constitute a creditors' committee or opt to appoint a new
insolvency manager.

The District Court of Pinneberg opened bankruptcy proceedings
against Cord Hatje Verwaltungsgesellschaft mbH on Sept. 6.
Consequently, all pending proceedings against the company have
been automatically stayed.

The Debtor can be contacted at:

         Cord Hatje Verwaltungsgesellschaft mbH
         Attn: Cord and Thorsten Hatje, Managers
         Osterbrooksweg 55
         22869 Schenefeld, Germany

The administrator can be contacted at:

         Heiko Fialski
         Raboisen 38
         20095 Hamburg, Germany


H2O GEBAUDEREINIGUNG: Claims Registration Ends November 12
----------------------------------------------------------
Creditors of H2O Gebaudereinigung GmbH Bruno Graef have until
Nov. 12 to register their claims with court-appointed
provisional administrator Mechthild Greve.

Creditors and other interested parties are encouraged to attend
the meeting at 9:00 a.m. on Nov. 24 at which time the
administrator will present her first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court of Koblenz
         Hall 123
         Main Law Courts
         Karmeliterstrasse 14
         56068 Koblenz, Germany

The Court will also verify the claims set out in the
administrator's report during at 9:00 a.m. on Dec. 15, at the
same venue.

The District Court of Koblenz opened bankruptcy proceedings
against H2O Gebaudereinigung GmbH Bruno Graef on Sept. 12.
Consequently, all pending proceedings against the company have
been automatically stayed.

The Debtor can be contacted at:

         H2O Gebaudereinigung GmbH Bruno Graef
         Tannenweg 11
         56075 Koblenz, Germany

         Attn: Bruno Graef, Manager
         Trierer Str. 96
         56072 Koblenz, Germany

The administrator can be contacted at:

         Mechthild Greve
         Josef-Goerres-Place 5
         56068 Koblenz, Germany
         Tel: 0261/30479-0
         Fax: 0261/9114729
         E-mail: info@lieser-rechtsanwaelte.de


HANF & KUNKEL: Claims Registration Ends November 13
---------------------------------------------------
Creditors of Hanf & Kunkel GbR have until Nov. 13 to register
their claims with court-appointed provisional administrator
Annegret Schwarz.

Creditors and other interested parties are encouraged to attend
the meeting at 10:20 a.m. on Dec. 13 at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court Meiningen
         Hall A 0105
         Linden Avenue 15
         Meiningen, Germany

The Court will also verify the claims set out in the
administrator's report during this meeting, while creditors may
constitute a creditors' committee or opt to appoint a new
insolvency manager.

The District Court of Meiningen opened bankruptcy proceedings
against Hanf & Kunkel GbR on Sept. 5.  Consequently, all pending
proceedings against the company have been automatically stayed.

The Debtor can be contacted at:

         Hanf & Kunkel GbR
         Attn: Horst and Torsten Hanf, Managers
         Waldauer Berg 07
         98553 Hinternah, Germany

The administrator can be contacted at:

         Annegret Schwarz
         Helenenstr. 15
         99867 Gotha, Germany


HANNO SCHWIDTMANN: Claims Registration Ends November 13
-------------------------------------------------------
Creditors of Hanno Schwidtmann Transporte GmbH have until
Nov. 13 to register their claims with court-appointed
provisional administrator Volkhard Frenzel.

Creditors and other interested parties are encouraged to attend
the meeting at 1:30 p.m. on Dec. 12 at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court of Leipzig
         Hall 145
         Leipzig, Germany

The Court will also verify the claims set out in the
administrator's report during this meeting, while creditors may
constitute a creditors' committee or opt to appoint a new
insolvency manager.

The District Court of Leipzig opened bankruptcy proceedings
against Hanno Schwidtmann Transporte GmbH on Sept. 21.
Consequently, all pending proceedings against the company have
been automatically stayed.

The Debtor can be contacted at:

         Hanno Schwidtmann Transporte GmbH
         Attn: Hanno Schwidtmann, Manager
         Koburger Str. 7
         04277 Leipzig, Germany

The administrator can be contacted at:

         Dr. Volkhard Frenzel
         Magdeburger Str. 23
         06112 Halle, Germany


HOUSE OF EUROPE: Moody's Rates EUR6-Mln Class E2 Notes at Ba2
-------------------------------------------------------------
Moody's Investors Service assigned definitive ratings to these
notes issued by House of Europe Funding V PLC:

   -- EUR200,000,000 Class A1 Delayed Draw Notes due 2090: Aaa;

   -- EUR580,000,000 Class A1 Floating Rate Notes due 2090: Aaa;

   -- EUR70,000,000 Class A2 Floating Rate Notes due 2090: Aaa;

   -- EUR70 million Class A3-a Floating Rate Notes
      due 2090: Aaa;

   -- EUR15,000,000 Class A3-b Fixed Rate Notes due 2090: Aaa;

   -- EUR21,000,000 Class B Floating Rate Notes due 2090: Aa2;

   -- EUR21,000,000 Class C Deferrable Floating Rate Notes
      due 2090: A2;

   -- EUR9,000,000 Class D Deferrable Floating Rate Notes
      due 2090: Baa2;

   -- EUR4,000,000 Class E1 Deferrable Floating Rate Notes
      due 2090: Baa3; and

   -- EUR6,000,000 Class E2 Deferrable Floating Rate Notes
      due 2090: Ba2.

The ratings on the Notes address the ultimate cash receipt of
all interest and principal payments required by the notes'
governing documents, and are based on the expected loss posed to
holders of the notes relative to the promise of receiving the
present value of such payments.  The ratings are also based upon
the transaction's legal structure and the characteristics of the
collateral pool.  This transaction is managed by Collineo Asset
Management GmbH based in Dortmund, Germany.


MAUSER HOLDING: S&P Cuts Rating to B on Weak Financial Profile
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term
corporate credit ratings on Germany-based packaging manufacturer
Mauser Holding GmbH and its subsidiaries to 'B' from 'B+'.  At
the same time, the long-term senior unsecured debt rating on
Mauser Beteiligungs GmbH's EUR185 million notes due 2013 was
lowered to 'CCC+' from 'B-'.  The outlook is stable.

"The downgrade primarily reflects Mauser's continued weaker-
than-expected financial profile, as well as a continuously
aggressive financial policy, evidenced by the debt-financed
acquisition of Metalurgica Barra do Pirai S.A., a Brazil-based
leading manufacturer of rigid industrial packaging, in
October 2006," said Standard & Poor's credit analyst Izabela
Listowska.  "This will add to Mauser's already highly leveraged
capital structure, with adjusted debt of EUR464.5 million --
including shareholder loans, pension liabilities, and operating
leases -- at the end of June 2006."

The MBP acquisition will impede the previously expected
improvement in the Mauser group's credit protection measures.
In the 12 months to June 30, 2006, these were already weak for
the rating category, with lease- and pension-adjusted debt to
EBITDA of about 5x.  Standard & Poor's had been expecting the
group to improve credit protection measures to achieve total
debt to EBITDA of about 4x in the short term through
improvements in profitability via cost savings and synergies
gained from other recent acquisitions.  The acquisition also
highlights that Mauser's financial policy is continuously
aggressive -- MBP represents its fourth acquisition since
December 2004.  These factors more than offset the benefits from
the acquisition of enhanced geographic diversity and a leading
position in industrial packaging in Brazil.

The ratings continue to reflect the group's sensitivity to
raw-material price fluctuations, particularly with regard to
steel and high-density polyethylene resin (although Mauser can
largely pass through price increases to customers with a time
lag), as well as the fairly mature and fragmented industry in
which the group operates.  These factors are mitigated by the
group's large market share in the industrial packaging industry,
global distribution network and market presence, and focus on
higher growth segments of the industry such as plastic drums and
containers and intermediate bulk containers.

"The stable outlook reflects our expectation that Mauser's
financial profile will remain adequate for the current ratings,
with funds from operations to debt at 10%-15% and debt to EBITDA
at about 5x," said Ms. Listowska.

At this stage, Standard & Poor's does not incorporate the
possible credit quality impact of any potential changes to the
capital structure that could result from the recently announced
exit considerations of the major shareholder.  The rating agency
will, however, monitor developments closely.


MECANO GMBH: Creditors' Meeting Slated for November 10
------------------------------------------------------
The court-appointed provisional administrator for mecano gmbh
projektmanagement, Wilhelm Klaas, will present his first report
on the Company's insolvency proceedings at a creditors' meeting
at 9:04 a.m. on Nov. 10.

The meeting of creditors and other interested parties will be
held at:

         The District Court of Krefeld
         Meeting Room H 131
         1st Floor
         Nordwall 131
         47798 Krefeld, Germany

The Court will also verify the claims set out in the
administrator's report at 10:02 a.m. on Jan. 26, 2007, at the
same venue.

Creditors have until Dec. 11 to register their claims with the
court-appointed provisional administrator.

The District Court of Krefeld opened bankruptcy proceedings
against mecano gmbh projektmanagement on Sept. 13.
Consequently, all pending proceedings against the company have
been automatically stayed.

The Debtor can be reached at:

         mecano gmbh projektmanagement
         Attn: Reiner Maria Diehl, Manager
         Flohbusch 76
         47802 Krefeld, Germany

The administrator can be reached at:

         Wilhelm Klaas
         Eichendorffstrasse 25
         47800 Krefeld, Germany


NRG ENERGY: Resetting 2006-2010 Hedges to Current Market Price
--------------------------------------------------------------
NRG Energy Inc. is in the process of implementing a series of
transactions that are designed to reduce the earnings impact of
commodity volatility, increase capital structure efficiency and
flexibility, and expand the capacity for the return of capital
to shareholders, while committing to debt reduction.

These transactions include:

    * resetting existing out-of-the-money hedges (acquired
      as part of the NRG Texas acquisition) primarily for
      years 2006 through 2010 to current market price levels;

    * placing new hedges on baseload power generation for
      the years 2010 and 2011 (increasing the baseload
      hedge positions to 48% and 53%, respectively), and
      opening up counterparty capacity for additional hedges
      in 2010 through 2012;

    * amending the senior secured credit facility; and

    * incurring US$1.1 billion of unsecured debt and use of
      cash on hand to fund the reset of existing hedges.

Under the amended agreements, NRG has reset the pricing of these
hedges to current market prices and has agreed to a negotiated
cash settlement with hedge counterparties.  The total amount to
be paid to the counterparties is approximately US$1.3 billion.
NRG's obligations under the new and amended hedges are or will
be secured by second liens on substantially all of the assets of
NRG and its subsidiaries, pursuant to NRG's existing second lien
structure.

Already, with the additional hedge capacity made available as a
result of the Hedge Reset, NRG has increased its baseload hedged
profile from 41% to 48% in 2010 and from 19% to 53% in 2011 at
prices above those assumed in the valuation of NRG Texas.
Resetting existing hedges also improves the Company's near term
earnings, cash flows, and credit profile, which contribute to
the Company's ability to amend the existing senior secured
credit facilities.

The main amendments, among other things:

    * permit the incurrence of debt to fund the Hedge Reset;

    * increase the amount of the synthetic letter of
      credit facility by US$500 million, from US$1 billion
      to US$1.5 billion to support incremental hedging
      activity; and

    * increase and reset the restricted payments basket
      to US$500 million along with a more appropriate
      annual adder calculation.

The transactions are expected to close by Nov. 21.  The primary
financial statement impacts will be a US$1.1 billion increase in
long-term debt and US$1.3 billion in higher cash flows from
operations in 2007 through 2010.  Partially offsetting the debt
increase will be the previously announced US$400 million pay
down of the Term B debt and the use of approximately
US$250 million of cash to fund the Hedge Reset.  In connection
with the Hedge Reset, the Company expects to record a noncash
after-tax loss of approximately US$60 million in the fourth
quarter 2006.  The loss is due primarily to the assumptions used
for the purchase price accounting at the NRG Texas acquisition
date.

"These transactions will have an immediate and positive impact
on the Company's financial profile and provide the capacity and
flexibility to allocate capital to investment opportunities,
debt reduction, and a continuing return of capital to
shareholders," stated Robert Flexon, NRG Executive Vice
President and Chief Financial Officer.  "The transactions will
also significantly improve our 2007 credit statistics, in
particular the leverage and coverage ratios as well as operating
cash flows."

Headquartered in Princeton, New Jersey, NRG Energy, Inc. (NYSE:
NRG) -- http://www.nrgenergy.com/-- presently owns and operates
a diverse portfolio of power-generating facilities, primarily in
Texas and the Northeast, South Central and Western regions of
the United States.  Its operations include baseload,
intermediate, peaking, and cogeneration facilities, thermal
energy production and energy resource recovery facilities.  NRG
also has ownership interests in generating facilities in
Australia and Germany.

                        *     *     *

As reported in the TCR-Europe on Aug. 7, Fitch Ratings has
upgraded the rating of NRG Energy's senior notes to 'B+' from
'B' and affirmed the company's issuer default rating and all
other instrument ratings.  Fitch said the rating outlook is
stable.


NRG ENERGY: Moody's Changes Rating Outlook to Negative
------------------------------------------------------
Moody's Investors Service changed the rating outlook to negative
from stable for NRG Energy, Inc. following the announcement that
the company had entered into a series of transactions with
counterparties to reset and extend existing power and gas hedges
at market prices, requiring a payment to counterparties of
around US$1.35 billion.  Moody's also affirmed all existing
ratings of NRG and assigned a B1 rating to the planned issuance
of US$1.1 billion of senior unsecured notes which will be used
by NRG to partially fund the counterparty payment.

"While the rating affirmation incorporates the increase in near-
term cash flow and the reduction in cash flow volatility
following the reset and extension of power and gas hedges, the
negative outlook considers the US$1.1 billion of permanent
indebtedness added to the capital structure, at a time when
share repurchases and future capital requirements have increased
and are expected to stay at an elevated level," said A.J.
Sabatelle, Vice President of Moody's.

The rating affirmation reflects the increase in operating cash
flow and free cash flow anticipated over the next three years
following the reset of existing hedges across NRG's Texas
generation fleet.  Operating cash flow and free cash flow are
expected to increase by US$1.3 billion over the next three years
and the company's operating margin will continue to remain
highly contracted over this timeframe.

Moody's expects that under most reasonable scenarios, the
company's funds from operations (FFO) to total adjusted debt is
expected to be at least 13% over this timeframe, which remains
consistent with the existing Ba3 Corporate Family Rating.  While
most of the incremental cash flow will surface over the next
three years, the execution of additional gas hedges maturing in
2010 and 2011 should enable NRG to reduce its exposure to future
changes in natural gas prices, an important driver of cash flow
volatility for the company.

The negative outlook incorporates the permanent increase in
leverage that will occur to facilitate completion of this
transaction and factors in the company's previously announced
capital investment program and recent actions to return more
capital to shareholders.  To that end, Moody's also notes that
NRG intends to modify the terms of its secured credit agreement
in a manner that will increase the restricted payments basket,
increase the amount of permitted indebtedness, allow greater
flexibility for the company to make capital investments, and
reduce the existing cash sweep mechanism.

While free cash flow is expected to increase as the result of
the reset of the power hedges over the next three years, Moody's
believes that a substantial portion of this cash may end being
used for share repurchases and for capital investment, thereby
leaving the company with higher permanent debt levels than
originally anticipated.  To the extent that the company's future
margins compress due to lower natural gas prices or lower market
heat rates, the company's credit quality will weaken.

In light of the negative rating outlook as well as the company's
capital investment plan and announced share repurchases, limited
near-term prospects exist for the rating to be upgraded.
However, the rating outlook could be stabilized if the company's
credit if the company makes meaningful progress towards using
free cash flow to permanently reduce debt by more than
US$1 billion over the next several years, and if the company
finances its anticipated large capital investment program in a
relatively conservative manner resulting in a adjusted FFO to
total adjusted debt of 16% on a sustainable basis.

The rating could be downgraded if the level of share repurchases
continues to increase materially over the next eighteen months
without meaningful progress towards reducing consolidated debt
or if the company chooses to finance its capital investment
program with higher than anticipated levels of debt.
Additionally, should margins compress across NRG's existing
generation fleet or should additional leverage be incurred to
finance shareholder rewards or capital investments, causing
adjusted FFO to total adjusted debt to approach 10% for an
extended period, the rating could be downgraded.

Ratings affirmed/assessments revised:

    * Corporate family rating at Ba3;

    * Probability of default rating at Ba3;

    * Senior secured 1st lien term loan at Ba1
     (LGD 2, 22% from LGD 2, 25%);

    * Senior secured 1st lien revolver at Ba1
     (LGD 2, 22% from LGD 2, 25%);

    * Senior unsecured notes at B1 (LGD 5, 77% from LGD 5, 80%);

    * Shelf registration for senior secured debt at (P) Ba1
     (LGD 2, 22% from LGD 2, 25%); and

    * Shelf registration for senior unsecured debt at
     (P) B1 (LGD 5, 77% from LGD 5, 80%).

Ratings and assessments affirmed:

    * Preferred stock at B2, LGD 6, 98%;

    * Shelf registration for subordinated debt at
     (P)B2, LGD 6, 97%; and

    * Shelf registration for preferred stock at
     (P)B2, LGD 6, 98%.

Rating assignment:

    * US$1.1 billion of senior unsecured notes at B1
     (LGD 5, 77%)

Headquartered in Princeton, New Jersey, NRG Energy, Inc. owns
and operates power generating facilities, primarily in Texas and
the northeast, south central and western regions of the United
States.  NRG also owns generating facilities in Australia,
Brazil, and Germany.


NRG ENERGY: Fitch Affirms IDR at B Following Hedge Reset Program
----------------------------------------------------------------
Fitch Ratings affirmed the issuer default and instrument ratings
of NRG Energy following the company's announced hedge reset and
capital allocation program.  The Rating Outlook is Stable.

The hedge reset program entails resetting existing power/gas
hedges that were acquired along with the purchase of Texas
Genco, to reflect the current market prices and entering into
new, longer-dated gas hedges.  Given the high correlation
between natural gas prices and power prices, and the greater
liquidity and depth in the natural gas market, using natural gas
derivatives provides a good hedge to the power generated from
the company's Texas coal and nuclear plants.

The last of the Legacy Hedges will expire in 2010.  Given the
natural gas prices prevailing at the time the Legacy Hedges were
put into place as compared to prices today, these hedges are
substantially out of the money.

The proposed transaction involves the following:

   -- Borrow US$1.1 billion of unsecured debt;

   -- Use US$1.1 billion of debt proceeds plus US$250 million of
      cash on hand to reset the existing hedges to market;

   -- Add to hedged positions for years 2010 to 2012; and

   -- Increase share repurchase from US$250 million to US$500
      million.

The hedge reset transaction will provide NRG with greater cash
flow certainty by hedging its projected production into the 2012
time frame.  With the existing hedges in place, the company
currently has US$1.7 billion in mark to market exposure under
its second lien collateral structure.

Consequently, existing counterparties are reluctant to enter
into longer dated hedging transactions as they already have
significant mark to market exposure to NRG.  By resetting the
existing hedges to market, the company would eliminate the
US$1.7 billion of existing second lien exposure freeing the
company to enter into hedges for the 2010 to 2012 time frame.

Resetting the Legacy Hedges at current market prices will
substantially increase the company's cash flow.  As such, this
transaction has the perverse effect of improving cash flow-based
coverage and leverage metrics for 2007-2010 in spite of the
increase in total debt outstanding.  In addition, by permitting
longer dated hedges, the transaction provides greater cash flow
certainty for the medium term.

Offsetting in part these benefits is that by incurring the
incremental debt, the company is, in effect, taking an
obligation that would have amortized to zero over time and
crystallized it into a bullet maturity.

The proposed transaction will not materially alter the company's
business risk.  The key risk for NRG remains a sustained outage
at one of its large base load plants in Texas and this risk is
unaffected as a result of this transaction.

Although the ability to make interest payments during such an
outage is modestly weakened, the incremental interest expense is
small as compared to available liquidity.  This increase in
financial risk is offset by a reduction in NRG's business risk;
by resetting the hedges at a higher price, the likelihood of
having to cover a naked short gas position by buying higher
price spot gas is lower than it is currently since the Legacy
Hedges are below market.

A second major business risk for the company is a sustained
period of low natural gas prices.  This risk is also unchanged
as a result of the transaction.  Moreover, with the longer
hedges in place, the company would have greater time to address
a long-term decline in natural gas price by retiring its term
loan B debt.

As part of the proposed transaction, the company is seeking to
increase its 2007 stock buyback plan from US$250 million to
US$500 million.  On August 1, Fitch affirmed NRG's IDR following
the announcement of a US$500 million stock repurchase via a non-
recourse debt structure.

The company created a subsidiary, which raised US$334 million in
non-recourse debt from Credit Suisse.  The company also injected
US$166 million.  The purpose of the structure was to take
advantage of the company's restricted payment basket.

However, the structure was somewhat inefficient in that Credit
Suisse had to take a short position in NRG's stock to hedge its
exposure. This shorting activity muted the benefit of the share
buyback from NRG's perspective.  Going forward, the company
plans to seek an amendment to allow greater restricted payments

NRG owns and operates a diverse portfolio of power-generating
facilities, primarily in Texas and the Northeast, South Central
and Western regions of the United States.  Its operations
include baseload, intermediate, peaking, and cogeneration
facilities, thermal energy production and energy resource
recovery facilities.  NRG also has ownership interests in
generating facilities in Australia and Germany.

Fitch affirms these ratings with a Stable Outlook:

   -- Senior secured term loan B at BB/RR1;
   -- Senior secured revolving credit facility at BB/RR1;
   -- Senior notes to B+/RR3;
   -- Convertible preferred stock at CCC+/RR6; and
   -- Issuer default rating at B.


PAPROTTA STRASSEN: Claims Registration Ends November 13
-------------------------------------------------------
Creditors of Paprotta Strassen- und Tiefbau GmbH have until
Nov. 13 to register their claims with court-appointed
provisional administrator Frank Kebekus.

Creditors and other interested parties are encouraged to attend
the meeting at 9:00 a.m. on Dec. 8 at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court of Paderborn
         Meeting Room 216
         2nd Floor
         Bogen 2-4
         33098 Paderborn, Germany

The Court will also verify the claims set out in the
administrator's report during this meeting, while creditors may
constitute a creditors' committee or opt to appoint a new
insolvency manager.

The District Court of Paderborn opened bankruptcy proceedings
against Paprotta Strassen- und Tiefbau GmbH on Sept. 21.
Consequently, all pending proceedings against the company have
been automatically stayed.

The Debtor can be contacted at:

         Paprotta Strassen- und Tiefbau GmbH
         Attn: Horst-Friedhelm Paprotta, Manager
         Oppelner Str. 13
         59558 Lippstadt, Germany

The administrator can be contacted at:

         Dr. Frank Kebekus
         Liboriberg 21
         33098 Paderborn, Germany


REHA AKTIENGESELLSCHAFT: Claims Registration Ends November 12
-------------------------------------------------------------
Creditors of REHA Aktiengesellschaft have until Nov. 12 to
register their claims with court-appointed provisional
administrator Henning Dohrmann.

Creditors and other interested parties are encouraged to attend
the meeting at 10:00 a.m. on Dec. 12 at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court of Cologne
         Meeting Room 1240
         12th Floor
         Luxemburger Road 101
         50939 Cologne, Germany

The Court will also verify the claims set out in the
administrator's report during this meeting, while creditors may
constitute a creditors' committee or opt to appoint a new
insolvency manager.

The District Court of Cologne opened bankruptcy proceedings
against REHA Aktiengesellschaft on Sept. 14.  Consequently, all
pending proceedings against the company have been automatically
stayed.

The Debtor can be contacted at:

         REHA Aktiengesellschaft
         Attn: Frank Dominique and Stephan Frackenpohl, Managers
         Halstenbachstr. 23
         51645 Gummersbach, Germany

The administrator can be contacted at:

         Dr. Henning Dohrmann
         Moltkestrasse 12
         51643 Gummersbach, Germany


VISTEON CORP: Anticipates 900-Person Workforce Reduction
--------------------------------------------------------
Visteon Corp. expects to reduce its salaried workforce by
approximately 900 people, primarily in higher cost countries.

A charge of up to US$65 million is expected to be recorded in
the fourth quarter of 2006, and the related costs will qualify
for reimbursement from the escrow account.  The company
anticipates that this action will generate up to US$75 million
of annual savings when completed.

Visteon says its three-year restructuring plan remains on track.
In January of this year, the company announced plans to fix,
sell or close 23 facilities, of which 11 were to be addressed in
2006.  To date, the company has addressed seven of the 11
facilities.  The company continues to evaluate alternatives and
solutions for the remaining facilities, including divestitures,
that yield acceptable returns to the company.

In the third quarter, the company announced two additional
restructuring actions that were not in the original plan.  These
actions were the announcement of the closure of Visteon's
Chicago facility and the exit of its Vitro Flex glass joint
venture.

"We are making good progress implementing our restructuring
activities," James F. Palmer, executive vice president and chief
financial officer, said.  "In addition to the original actions
identified, we have addressed more facilities and announced
plans to further reduce our salaried workforce to continue
improving performance.  We know we have to do more to meet our
objectives, and we are taking the necessary actions."

                          About Visteon

Headquartered in Van Buren Township, Michigan, Visteon Corp.
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and
services to aftermarket customers.  With corporate offices in
the Michigan (U.S.); Shanghai, China; and Kerpen, Germany; the
company has more than 170 facilities in 24 countries and employs
approximately 50,000 people.

                          *     *     *

As reported in the TCR-Europe on Oct. 6, Moody's Investors
Service placed the ratings of Visteon Corp. under review for
possible downgrade.  The action reflects concern on the extent
which lower North American production volumes from Visteon's
largest customer, Ford Motor Co., may have on the company's
performance and capital requirements in 2007 and afterwards.
Moody's also affirmed Visteon's Speculative Grade Liquidity
rating at SGL-3, representing adequate liquidity over the coming
year.

Ratings under review:

Visteon Corporation

    * Corporate Family rating, B2

    * Probability of default ratings, B2

    * Senior Secured Bank term loan, Ba2, LGD2, 22%

    * Senior Unsecured Notes, Caa1, LGD6, 91%

    * Shelf filings for unsecured, subordinated,
      and preferred; (P)Caa1, LGD6, 91%; (P)Caa1, LGD6, 97%; and

    * (P)Caa1, LGD6, 97% respectively

Visteon Capital

    * Trust preferred shelf, (P)Caa1, LGD6, 97%

Ratings affirmed:

    * Speculative Grade Liquidity, SGL-3

The last rating action was on Sept. 22 when ratings were revised
upon the implementation of Moody's Loss Given Default
methodology.

As reported in the TCR-Europe on Nov. 2, Standard & Poor's
Ratings Services lowered its long-term corporate credit rating
on Visteon Corp. to 'B' from 'B+' and its short-term rating to
'B-3' from 'B-2'.


VISTEON CORP: Posts US$177 Million Net Loss in 2006 Third Qtr.
--------------------------------------------------------------
Visteon Corporation reported third quarter 2006 results that
included a net loss of US$177 million, an improvement over the
third quarter 2005's net loss of US$207 million.   The company
also reported continued progress in implementing its three-year
plan, which includes restructuring, improving base operations
and profitably growing its business.

"Our third quarter results came under pressure due, in part, to
significant reductions in vehicle production by a number of our
customers.  We are taking aggressive actions to resize the
business in light of these declines, and we expect conditions to
continue to be challenging for the remainder of the year and
into 2007," Michael F. Johnston, chairman and chief executive
officer, said.  "Through the efforts of our employees around the
world, we continued to make solid progress implementing our
three-year plan which is key to positioning Visteon for the
long-term."

For third quarter 2006, product sales were US$2.48 billion.
Sales for the same period a year ago totaled US$4.12 billion.
Lower product sales were primarily due to the Oct. 1, 2005
transaction with Ford Motor Co. that transferred 23 Visteon
facilities to Automotive Components Holdings, LLC, a Ford-
managed business entity.  Services sales for third quarter 2006
were US$133 million; no sales for services were recorded in
third quarter 2005.

                       Nine-Month Results

For the first nine months of 2006, product sales were
US$8.16 billion.  More than half of the company's product sales
were generated from customers other than Ford, demonstrating
continued progress in diversifying Visteon's customer base.
Sales for the same period a year ago totaled US$14.11 billion,
of which non-Ford sales were 35 percent.  Product sales were
lower by US$5.95 billion, primarily due to the transfer of
certain plants to ACH in October 2005.  Services sales for the
first nine months of 2006 were
US$416 million; no sales for services were recorded in the first
nine months of 2005.

Visteon's net loss of US$124 million for the first nine months
reflects cost savings net of customer price reductions, the
financial benefit of the elimination of the plants transferred
to ACH and lower depreciation and amortization expense.  The
results include US$22 million of non-cash asset impairments
related to the Company's restructuring actions and an
extraordinary gain of US$8 million associated with the
acquisition of a lighting facility in Mexico, both of which were
recognized in the second quarter of 2006.  Also, as previously
indicated, Visteon recognized a cumulative benefit of US$72
million in the first half of 2006 related to the relief of post-
employment benefits for Visteon salaried employees associated
with two ACH manufacturing facilities transferred to Ford.

For the first nine months of 2005, Visteon reported a net loss
of US$1.61 billion.  These results included US$1.18 billion of
non-cash asset impairments and US$18 million of restructuring
expenses.

                        New Business Wins

During the first nine months of the year, Visteon was awarded
new incremental business totaling nearly US$1 billion, more than
20% of which will go into production in 2007.  The company
continues to win new business from a diverse range of customers
around the world and across each of the company's key product
lines of climate, electronics, including lighting, and
interiors.

"Our business wins highlight the strength of our global
footprint, our innovation, the capability of our people and the
growing diversification of our customer base," Donald J.
Stebbins, president and chief operating officer, said.  "Growing
the business profitably and leveraging technology for our
customers are key elements of our three-year plan."

                      Financing Activities

Free cash flow of negative US$116 million for the quarter was an
improvement of US$137 million over third quarter 2005.  For the
first nine months of 2006, free cash flow was negative
US$223 million, compared with negative US$25 million for the
same period in 2005 in which Visteon received the benefit of
accelerated payment terms from Ford as part of the funding
agreement.

During the third quarter, Visteon closed on a new U.S. secured
five-year revolving credit facility with an aggregate
availability of up to US$350 million and a European accounts
receivable securitization facility that provides for up to
US$325 million of funding for qualified trade receivables, both
of which expire in 2011.  These facilities replaced the
company's multi-year secured revolving credit facility of US$500
million that was to expire in June 2007.

The completion of these financings, including the seven-year
US$800 million secured term loan closed earlier this year,
provides Visteon with additional flexibility as it implements
its three-year plan.

                             Outlook

The fourth quarter of 2006 is expected to be challenged by low
production volumes from several key customers globally.  Visteon
currently estimates that its 2006 full year EBIT-R will be in
the range of US$40 million to US$50 million, reflecting lower
production levels and other cost pressures in the second half of
the year.  Additionally, the company currently expects free cash
flow to be negative US$100 million for full year 2006.  Full
year product sales are expected to be US$10.9 billion.

                          About Visteon

Headquartered in Van Buren Township, Michigan, Visteon Corp.
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and
services to aftermarket customers.  With corporate offices in
the Michigan (U.S.); Shanghai, China; and Kerpen, Germany; the
company has more than 170 facilities in 24 countries and employs
approximately 50,000 people.

                          *     *     *

As reported in the TCR-Europe on Oct. 6, Moody's Investors
Service placed the ratings of Visteon Corp. under review for
possible downgrade.  The action reflects concern on the extent
which lower North American production volumes from Visteon's
largest customer, Ford Motor Co., may have on the company's
performance and capital requirements in 2007 and afterwards.
Moody's also affirmed Visteon's Speculative Grade Liquidity
rating at SGL-3, representing adequate liquidity over the coming
year.

Ratings under review:

Visteon Corporation

    * Corporate Family rating, B2

    * Probability of default ratings, B2

    * Senior Secured Bank term loan, Ba2, LGD2, 22%

    * Senior Unsecured Notes, Caa1, LGD6, 91%

    * Shelf filings for unsecured, subordinated,
      and preferred; (P)Caa1, LGD6, 91%; (P)Caa1, LGD6, 97%; and

    * (P)Caa1, LGD6, 97% respectively

Visteon Capital

    * Trust preferred shelf, (P)Caa1, LGD6, 97%

Ratings affirmed:

    * Speculative Grade Liquidity, SGL-3

The last rating action was on Sept. 22 when ratings were revised
upon the implementation of Moody's Loss Given Default
methodology.

As reported in the TCR-Europe on Nov. 2, Standard & Poor's
Ratings Services lowered its long-term corporate credit rating
on Visteon Corp. to 'B' from 'B+' and its short-term rating to
'B-3' from 'B-2'.


WECON DISTRIBUTION: Claims Registration Ends November 13
--------------------------------------------------------
Creditors of WECON Distribution GmbH have until Nov. 13 to
register their claims with court-appointed provisional
administrator Stefan Denkhaus.

Creditors and other interested parties are encouraged to attend
the meeting at 10:35 a.m. on Dec. 13 at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court of Hamburg
         Hall B 405 (Civil Law Courts)
         4th Floor Anbau
         Sievkingplatz 1
         20355 Hamburg, Germany

The Court will also verify the claims set out in the
administrator's report during this meeting, while creditors may
constitute a creditors' committee or opt to appoint a new
insolvency manager.

The District Court of Hamburg opened bankruptcy proceedings
against WECON Distribution GmbH on Sept. 19.  Consequently, all
pending proceedings against the company have been automatically
stayed.

The Debtor can be contacted at:

         WECON Distribution GmbH
         Attn: Jens-Peter Hoege and Wilbert Slebos, Managers
         Ottensener Road 1-5
         22525 Hamburg, Germany

The administrator can be contacted at:

         Stefan Denkhaus
         Jungfernstieg 30
         20354 Hamburg, Germany


WIELAND UND SOEHNE: Claims Registration Ends November 12
--------------------------------------------------------
Creditors of Wieland und Soehne GmbH have until Nov. 12 to
register their claims with court-appointed provisional
administrator Frank Kebekus.

Creditors and other interested parties are encouraged to attend
the meeting at 9:30 a.m. on Dec. 12 at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court of Cologne
         Meeting Room 1240
         12th Floor
         Luxemburger Road 101
         50939 Cologne, Germany

The Court will also verify the claims set out in the
administrator's report during this meeting, while creditors may
constitute a creditors' committee or opt to appoint a new
insolvency manager.

The District Court of Cologne opened bankruptcy proceedings
against Wieland und Soehne GmbH on Sept. 14.  Consequently, all
pending proceedings against the company have been automatically
stayed.

The Debtor can be contacted at:

         Wieland und Soehne GmbH
         Further Way 29
         42799 Leichlingen, Germany

         Attn: Karsten Wieland, Manager
         Further Weg 27
         42799 Leichlingen, Germany

The administrator can be contacted at:

         Dr. Frank Kebekus
         Carl-Theodor-Str. 1
         40213 Duesseldorf, Germany


=============
I R E L A N D
=============


EGRET FUNDING: Moody's Rates EUR12.3-Mln Class E Notes at (P)Ba3
----------------------------------------------------------------
Moody's assigned provisional credit ratings to these five
classes of notes to be issued by Egret Funding CLO I plc, an
Irish special purpose company:

   -- EUR288,750,000 Class A Senior Floating Rate Notes
      due 2022: (P)Aaa;

   -- EUR30,200,000 Class B Senior Floating Rate Notes
      due 2022: (P)Aa2;

   -- EUR24,600,000 Class C Deferrable Floating Rate Notes
      due 2022: (P)A2;

   -- EUR23,100,000 Class D Deferrable Floating Rate Notes
      due 2022: (P)Baa3; and

   -- EUR12,250,000 Class E Deferrable Floating Rate Notes
      due 2022: (P)Ba3.

A EUR43,000,000 Class M Subordinated Notes due 2022 are expected
to be issued but will not be rated.

The provisional ratings address the expected loss posed to
investors by the legal final maturity in 2022.  Moody's ratings
address only the credit risks associated with the transaction.
Other non-credit risks, such as those associated with the timing
of principal prepayments and other market risks, have not been
addressed and may have a significant effect on yield to
investors.

These provisional ratings are based upon:

   1. An assessment of the eligibility criteria and
      portfolio guidelines applicable to the future additions
      to the portfolio;

   2. The protection against losses through the subordination
      of the more junior classes of notes to the more
      senior classes of notes;

   3. The par coverage and interest coverage tests, which
      divert cash flows towards senior notes;

   4. The hedging strategy to be implemented to cover
      currency and interest rate risk;

   5. The expertise of Egret Capital, LLP as
      collateral manager; and

   6. The legal and structural integrity of the issue.

This transaction is a high yield collateralized loan obligation
related to a collateral portfolio of approximately
EUR410 million, comprised primarily of senior secured loans
(minimum 80% of the portfolio), second lien loans and mezzanine
loans from mostly European borrowers.  This portfolio is
dynamically managed by Egret Capital LLP.

The portfolio will be partially acquired at closing date and
partially during the 9 months ramp-up period in compliance with
portfolio guidelines (which include, among other tests, a
diversity score test, a weighted average rating factor test, a
weighted average recovery rate test and a weighted average
spread test).  Thereafter, the portfolio of loans will be
actively managed and the portfolio manager will have the option
to buy or sell assets in the portfolio.  Any addition or removal
of assets will be subject to a number of portfolio criteria.

Moody's issues provisional ratings in advance of the final sale
of financial instruments, but these ratings only represent
Moody's preliminary credit opinions.  Upon a conclusive review
of the transaction and associated documentation, Moody's will
endeavor to assign definitive ratings.  A definitive rating (if
any) may differ from a provisional rating.

The transaction is arranged by Societe Generale CIB.


HALYARD CDO: Moody's Assigns Ba2 Rating on Class E Notes
--------------------------------------------------------
Moody's Investors Service assigned these definitive ratings to
the debt issuance of Halyard CDO I p.l.c, a limited purpose
vehicle incorporated in Ireland:

   -- US$101,250,000 Class A Senior Floating Rate Notes
      due 2051: Aaa;

   -- US$41,250,000 Class B Senior Floating Rate Notes
      due 2051: Aa2;

   -- US$15,000,000 Class C Mezzanine Floating Rate
      Deferrable Notes due 2051: A1;

   -- US$30,000,000 Class D Mezzanine Floating Rate
      Deferrable Notes due 2051: Baa2; and

   -- US$13,125,000 Class E Mezzanine Floating Rate
      Deferrable Notes due 2051: Ba2.

Also to be issued are up to USD 16,875,000 Subordinated Notes,
which are not rated by Moody's.

The ratings address the expected loss posed to investors by the
final maturity of the Notes.

Halyard CDO I p.l.c. is a partially-funded managed CDO of Asset
Backed Securities.  The Issuer may either buy cash obligations
or enter into Pay As You Go Credit Default Swaps referencing
mezzanine Asset Backed Securities.  It is established for the
sole purpose of issuing the notes, purchasing the collateral
obligations and entering into credit default swaps.  The
structure also provides for an unfunded super senior swap, which
may be drawn upon to hedge temporary liquidity shortfalls on the
Senior Notes as well as fulfill the obligations of the Issuer
under the credit default swaps.

The ratings on the Notes reflect:

   -- an assessment of the credit quality of (and the
      portfolio constraints surrounding) the collateral to
      which Halyard CDO I p.l.c. is exposed;

   -- an assessment of the diversification of the
      US$750,000,000 pool of collateral debt obligations;

   -- the protection against losses through the subordination
      of more junior notes;

   -- the legal and structural integrity of the issue; and

   -- the abilities of the Investment Manager, Solent
      Capital (Jersey) Ltd. and Investment Advisor,
      Solent Capital Partners LLP.


LADBROKES PLC: In Talks to Acquire 888 Holdings Plc
---------------------------------------------------
PartyGaming Plc and Ladbrokes Plc are eyeing a possible takeover
of 888 Holdings Plc.

888, in a statement to the London Stock Exchange, said it had
held "various preliminary discussions with third parties"
following suspension of its U.S. activities.

PartyGaming and 888, the Sunday Times relates, will hold further
talks in the next few weeks to discuss a GBP1.6-billion merger.
PartyGaming, however, seemed to grow uninterested in 888 and has
started reviewing other options -- including a possible takeover
of Austrian group bwin Interactive Entertainment AG and other
smaller online bingo and casino operators, an industry source
told the Financial Times.

"It is a logical extension from PartyGaming buying Gamebookers
in August," the source added.

bwin, however, denied merger talks with Partygaming, Philipp
Grontzki of Bloomberg News reports citing bwin spokeswoman Karin
Klein as saying.

"There are no takeover talks," Ms. Klein states.  "We do talk
with them on issues like lobbying."

Ladbrokes, meanwhile, has confirmed it is holding takeover talks
with 888 Holdings.

"The Board of Ladbrokes notes the speculation in the weekend
press and the company can confirm that it is in the early stages
of reviewing a possible transaction involving 888," Ladbrokes
said in a statement.  "No decision has been made as to whether
any proposal will be made to 888."

Ladbrokes is believed to offer US$894 million for 888, The Money
Times reports.  888 is reportedly favoring a merger with
Ladbrokes as its chief executive, John Anderson, had been a
executive director at the latter.

According to BBC, experts believed the merger talks were results
of the U.S. Congress' passing of the Safe Port Act on Sept. 30,
which contained certain provisions known as the "Unlawful
Internet Gambling Enforcement Act of 2006" that will affect the
processing of payments between U.S. customers and online
gambling companies that are publicly traded and licensed and
regulated in respected jurisdictions.

Experts forecasted merger in the gambling sector following moves
that will make it impossible for PartyGaming, 888 and other
British online betting businesses to collect revenues in the
U.S.  Analysts, however, said the companies could shift their
focus from the U.S. market to the European and Asian arena.

                           About bwin

Headquartered in Vienna, Austria, bwin Interactive Entertainment
AG, -- http://www.bwin.ag/-- provides online gaming
entertainment.  It has over 10 million registered customers in
over 20 core target markets.  The company operates in Gibraltar,
Canada, Belize, Germany, Italy, Mexico, Austria and the United
Kingdom.

                           About 888

Headquartered in Gibraltar, United Kingdom, 888 Holdings --
http://www.888holdingsplc.com/-- offers a variety of online
casino, poker and skill games, and access to a third party
betting exchange, through its various websites 888.com, Casino-
on-Net.com, PacificPoker.com, ReefClubCasino.com, 888.tv,
888.info and Betmate.com.

                        About PartyGaming

Headquartered in Gibraltar, United Kingdom, PartyGaming Plc --
http://www.partygaming.com/-- engages in online gaming business
and owns and operates PartyPoker.com, the world's largest online
poker room.  The Group is also the world's largest online casino
and operates PartyCasino.com and StarluckCasino Online.  In
addition, the Group offers online bingo through PartyBingo.com,
online backgammon through PartyGammon.com, and non-US facing
sports betting through Gamebookers.com.

                         About Ladbrokes

Headquartered in Watford, United Kingdom, Ladbrokes plc --
http://www.ladbrokesplc.com/-- engages in fixed odds betting.
The company is comprised of Ladbrokes, the biggest retail
bookmaker in the U.K. and Ireland, Ladbrokes.com, a world-
leading provider of interactive betting and gaming services,
Vernons, the leading football pools operator and Ladbrokes
Casinos, which opened its first casino at the Hilton London
Paddington in July 2006.

                        *     *     *

As reported in the TCR-Europe on Oct. 26, Standard & Poor's
Ratings Services affirmed its 'BB' ratings on the senior
unsecured debt of U.K.-based gaming operator Ladbrokes PLC and
its guaranteed subsidiary Ladbrokes Group Finance PLC, and
removed the ratings from CreditWatch with negative implications.

Moody's Investors Service downgraded in February the senior
unsecured long-term ratings of Hilton Group Plc (nka Ladbrokes
Plc) and its guaranteed subsidiaries to Ba2 from Baa3; the
outlook is stable.


TOWER RECORDS: Wants to End Russell Solomon's Employment Pact
-------------------------------------------------------------
MTS Incorporated, dba Tower Records, and its debtor-affiliates
ask the Hon. Brendan Linehan Shannon of the U.S. Bankruptcy
Court for the District of Delaware to end Russell Solomon's
employment contract, The Associated Press reports.

According to the report, Mr. Solomon, the founder and chairman
emeritus of the Company, had enjoyed annual compensation of
US$400,000 in cash and US$232,000 in notes.

On Thursday, Tower Records' lawyers said no one protested the
decision to sever the employment.  Mr. Solomon, who led the
music retailer for more than 40 years, also did not object to
the request.

                       About Tower Records

Headquartered in West Sacramento, California, MTS, Inc., dba
Tower Records -- http://www.towerrecords.com/-- is a retailer
of music in the U.S., with nearly 100 company-owned music, book,
and video stores.  The Company and its affiliates previously
filed for chapter 11 protection on Feb. 9, 2004 (Bankr. D. Del.
Lead Case No. 04-10394).  The Court confirmed the Debtors' plan
on March 15, 2004.

The Company and seven of its affiliates filed their second
voluntary chapter 11 petition on Aug. 20, 2006 (Bankr. D. Del.
Case Nos. 06-10886 through 06-10893).  Richards, Layton &
Finger, P.A. and O'Melveny & Myers LLP represent the Debtors.
The Official Committee of Unsecured Creditors is represented by
McGuirewoods LLP.  When the Debtors filed for protection from
their creditors, they estimated assets and debts of more than
US$100 million.  The Debtors' exclusive period to file a
chapter 11 plan expires on Dec. 18, 2006.


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


ALITALIA SPA: Lazio Court Nullifies EUR38-Mln Volare Takeover
-------------------------------------------------------------
The Lazio Regional Tribunal has declared invalid Alitalia
S.p.A.'s takeover of low-cost carrier Volare Group S.p.A.

The court, Alitalia said in a statement, rejected the carrier's
appeal against the annulment of the contract to acquire Volare.
As reported in the TCR-Europe on Oct. 5, Italy's State Council,
the highest appellate court for administrative affairs, ordered
the government to restart the auction process for Volare Group
S.p.A. within 60 days, annulling the company's EUR38-million
takeover of Volare.

Air One, which after failing to win the bid for Volare appealed
for the annulment of the contract, claims that Alitalia is an
unfair competitor and that it lacks the conditions to buy
another airline following a near-bankruptcy miss in 2005.  Air
One is reportedly eyeing the carrier's prized slots at Milan's
Linate Airport -- the closest commercial airport to the city.
Alitalia had said it wanted to penetrate the low-cost market
more effectively and develop leisure routes in the Milan and
Lombardy regions through Volare.

The Lazio court, Alitalia added, also rejected Alitalia's appeal
against the cancellation of its operating license to Sardinia.
Ente Nazionale per l'Aviazione Civile had barred Alitalia from
using the Rome-to-Cagliari and Milan-to-Cagliari routes after
the carrier failed to beat the deadline for renewal application.
Alitalia filed for renewal on April 27, three days after the
April 24 deadline.  ENAC then awarded the Cagliari routes to
carriers Air One and Meridiana.

                         About Volare

Headquartered in Milan, Italy, Volare Group S.p.A. --
http://www.volare-group.it/-- is an operative holding company
that controls Volare Airlines S.p.A. and Air Europe since 2001.
The company declared insolvency on Nov. 22, 2004, citing huge
debt and heavy losses.  The group then filed for extraordinary
administration, which allowed it to be protected from creditors
while resuming daily operations.  Volare emerged from
administration in spring, after beating its EUR7 million revenue
forecast by around EUR3.8 million.  Volare needs fresh capital
to expand its fleet.

                         About Alitalia

Headquartered in Rome, Italy, Alitalia S.p.A. --
http://www.alitalia.it/-- generates around EUR4.8 billion in
annual revenue and employs more than 11,000 people.  Alitalia
flies to about 80 destinations in more than 60 countries from
hubs in Rome and Milan and operates a fleet of about 185
aircraft.  The Italian government owns 49.9% of Alitalia.

Despite a EUR1.4 billion state-backed restructuring in 1997,
Alitalia posted net losses of EUR256 million and EUR907 million
in 2000 and 2001 respectively.  Alitalia registered EUR93
million in net profits in 2002 after a EUR1.4 billion capital
injection.  The carrier booked net losses of EUR520 million in
2003; EUR813 million in 2004; and EUR168 million in 2005.

At Sept. 30, 2006, the Group's net debt amounted to EUR1.023
billion, showing an increase in net indebtedness of EUR91
million (+9.8%) compared with the situation on Aug. 31, 2006.


FREESCALE SEMICONDUCTOR: Firestone to Offer US$4.35-Bln Notes
-------------------------------------------------------------
Freescale Semiconductor Inc. disclosed of Firestone Acquisition
Corp.'s intention to offer an aggregate of US$4.35 billion
principal amount of senior notes, comprised of floating rate
notes, fixed rate notes and PIK-election notes, and US$1.6
billion of senior subordinated notes.

The consummation of the notes offerings is subject to market and
other conditions including, without limitation, the closing of
the merger.

Firestone Acquisition Corp. was formed in connection with
Freescale's previously announced agreement to merge with an
entity controlled by affiliates of a private equity consortium
led by The Blackstone Group and including The Carlyle Group,
Permira and Texas Pacific Group.  Firestone Acquisition Corp
will issue the notes.  Freescale will assume all of the
obligations under the notes upon consummation of the merger.
The net proceeds from the offering of the notes, together with
other financing sources, will be used to consummate the merger
and related transactions.

The notes will not be registered under the Securities Act of
1933, as amended, and, unless so registered, may not be offered
or sold in the United States absent registration or an
applicable exemption from, or in a transaction not subject to,
the registration requirements of the Securities Act and other
applicable securities laws.

                      About Freescale

Freescale Semiconductor, Inc. -- http://www.Freescale.com/--
designs and manufactures embedded semiconductors for the
automotive, consumer, industrial, networking and wireless
markets.  The company is based in Austin, Texas, and has design,
research and development, manufacturing or sales operations in
more than 30 countries, including the Czech Republic, France,
Germany, Ireland, Italy, Romania, Turkey and the United Kingdom.

                        *     *     *

Freescale Semiconductor's 7-1/8% Senior Notes due 2014 carry
Moody's Investors Service's Ba1 rating.

Fitch downgraded Freescale Semiconductor Inc.'s Issuer Default
Rating, senior unsecured notes, and senior unsecured bank credit
facility to 'BB+' from 'BBB-' following the company's
confirmation that it has entered into a definitive agreement to
be purchased by a consortium of private equity firms for US$17.6
billion, the largest ever technology leveraged buy-out.


FREESCALE SEMICONDUCTOR: Moody's Puts Ba3 Rating on Acquisition
---------------------------------------------------------------
Moody's Investors Service assigned Freescale Semiconductor, Inc.
a corporate family rating of Ba3 and a speculative grade
liquidity rating of SGL-1.  A shareholder meeting has been
scheduled for Nov. 13 to vote on the company's proposed
acquisition, which is expected to close by the end of
November 2006.

Subsequent to transaction closing, Moody's will withdraw the Ba1
ratings on the former Freescale's corporate family and senior
unsecured notes, and conclude the review for possible downgrade
given the likelihood that following the planned buyout, the
former Freescale will have substantially tendered all of the
US$850 million existing senior notes.  Any remaining stub notes
would likely be lowered to B1.

At the same time, Moody's has also assigned these provisional
ratings:

    * (P)Baa3 rating to the prospective US$4.25 billion
       of secured bank credit facilities;

    * (P)B1 rating to the prospective US$4.35 billion of
       senior unsecured notes; and

    * (P)B2 rating to the prospective US$1.6 billion of
       senior subordinated notes.

The ratings reflect both the overall probability of default of
the company under Moody's LGD framework, to which Moody's
assigns a PDR of Ba3, and a loss-given-default of LGD-2 for the
prospective secured bank credit facilities, LGD-4 for the
prospective senior unsecured notes and LGD-6 for the prospective
senior subordinated notes.  The ratings outlook is stable.

The new debt is being issued to finance Freescale's
US$19.05 billion leveraged buyout (US$17.6 billion excluding
fees, expenses and debt repayment) by a consortium of private
equity investors.  Net proceeds from the debt issuance together
with US$7.1 billion of new equity from Blackstone, Carlyle,
Permira and TPG, plus US$2.5 billion of cash will be used to
fund the acquisition, which has received board approval.  The
assigned ratings assume receipt of shareholder approval, that
there will be no material variations from the draft legal
documentation reviewed by Moody's and that the agreements are
legally valid, binding and enforceable.  Upon receipt and review
of final documentation, the provisional ratings will be
affirmed.

The Ba3 corporate family rating reflects Moody's belief that
Freescale's diversified revenue base, non-exposure to
commoditized semiconductor product segments, and strategic use
of internal and external foundries which enable the company to
respond quickly to demand shifts and sustain high asset
utilization levels, collectively contribute to relatively lower
earnings volatility. Although its business areas are subject to
strong competition and credit metrics may point to a lower CFR,
the rating is bolstered by:

   -- the company's leading market and incumbency
      positions through a wide range of end markets,
      products and customers;

   -- Moody's expectations that Freescale will maintain
      good defensibility of its business positions by virtue
      of the depth and breadth of its technology;

   -- its design and manufacturing capabilities;

   -- operating efficiency improvements and strong
      management execution since its July 2004 separation
      from Motorola;

   -- high stable-to-improving gross margins, solid
      operating earnings and track record of free
      cash flow generation, which facilitates
      debt reduction over the near-to-medium term; and

   -- positive efforts toward expanding and diversifying
      the wireless segment's product offering and customer base.

The rating also reflects Freescale's relatively high pro forma
leverage approximating 5.1x (on a modified basis), reduced
financial flexibility and modest interest coverage ratio
following the recapitalization.  The rating, which captures
Freescale's limited track record as a standalone company, is
constrained by the lack of historical performance during an
industry downturn, which Moody's believes is helpful in
assessing the magnitude of profitability and free cash flow
shortfalls in downcycles.  This concern is further magnified by
the company's elevated leverage following the LBO.

The Ba3 rating also factors:

   -- the concentration of sales to Motorola, primarily in
      the wireless product segment (representing 70% of
      the wireless segment's revenues and roughly 25% of
      total company revenues);

   -- historically modest top-line revenue growth;

   -- customer concentration; and

   -- rising capital expenditures.

Upward rating pressure is also constrained by the high operating
and technology risk associated with leading edge semiconductor
design and manufacturing as well as the cyclicality and
volatility inherent to the semiconductor sector.

The stable outlook reflects Moody's expectation of improving
revenue growth in conjunction with higher margins via cost
improvement measures.  The current ratings and outlook
incorporate modest acquisition spending and limited equity
investments and dividend payments.  Moody's expects the company
to maintain solid levels of free cash flow after internally
funding capital expenditures and working capital requirements,
which will be applied towards debt reduction.

The (P)Baa3 rating assigned to the senior secured bank credit
facilities, reflecting a LGD-2 loss-given-default assessment, is
three notches higher than the CFR to reflect the senior position
of the secured debt in the company's debt structure and the
protection provided by the collateral package.  The revolver and
term loan facilities, which benefit from the same collateral
package, will be secured by a first priority lien on
substantially all tangible and intangible assets, 100% stock of
each wholly-owned domestic subsidiary and 65% stock of each
material foreign subsidiary.  The bank credit facilities benefit
from secured guarantees from the borrower's wholly owned
domestic subsidiaries and parent company.

The (P)B1 rating (LGD-4) on the senior unsecured notes is
notched four levels below the secured debt rating to reflect the
contractual subordination of this debt to the claim of the
secured debt.  The (P)B2 rating (LGD-6) on the senior
subordinated notes reflects the extremely low level of tangible
asset protection available and the possibility that this junior
class of creditors would not likely recover all principal in the
event of distress.  The senior and senior subordinated notes are
guaranteed on an unsecured basis; however the guarantee on the
senior subordinated notes is junior to the guarantee on the
senior unsecured notes.

Ratings and assessments assigned:

    * Corporate Family Rating (New) -- Ba3

    * Probability of Default Rating -- Ba3

    * US$750 Million Senior Secured Revolving
      Credit Facility due 2012 -- (P)Baa3 (LGD-2, 16%)

    * US$3.5 Billion Senior Secured Term Loan B Facility
      due 2013 -- (P)Baa3 (LGD-2, 16%)

    * US$2.85 Billion Senior Unsecured Notes
      due 2014 -- (P)B1 (LGD-4, 63%)

    * US$1.5 Billion Senior Unsecured Toggle Notes
      due 2014 -- (P)B1 (LGD-4, 63%)

    * US$1.6 Billion Senior Subordinated Unsecured Notes
      due 2016 -- (P)B2 (LGD-6, 91%)

    * Speculative Grade Liquidity Rating -- SGL-1

Ratings to be withdrawn upon closing of the acquisition:

    * Corporate Family Rating (Old) -- Ba1

    * US$850 Million Senior Unsecured Guaranteed Notes
      due 2011 and 2014 -- Ba1

Headquartered in Austin, TX, Freescale Semiconductor, Inc.
designs and manufactures embedded semiconductors for the
transportation, networking and wireless markets.  The company
was separated from Motorola via IPO in July 2004.  Freescale has
operations in more than 30 countries and sells to over 10,000
end customers.  Revenues for the twelve months ended
Sept. 30, 2006 were US$6.2 billion.


FREESCALE SEMICONDUCTOR: S&P Keeps Ratings on Watch Negative
------------------------------------------------------------
Standard & Poor's Ratings Services kept its ratings, including
the 'BB+' corporate credit rating, on Austin, Texas-based
Freescale Semiconductor Inc. on CreditWatch with negative
implications, where they were placed on Sept. 11 following the
company's announcement that it was considering a business
transaction, later confirmed as a leveraged buyout.

"We have determined the rating actions that will be taken upon
the completion of the financing that will facilitate the
acquisition of Freescale by the consortium, expected to be in
the near term," said Standard & Poor's credit analyst Bruce
Hyman.   The anticipated rating actions reflect the pending LBO,
which will materially increase debt leverage while substantially
reducing liquidity and free cash flows.

The corporate credit rating will be lowered to 'BB-' with a
negative outlook, and a 'BB' rating will be assigned to the
company's senior secured bank loan package with a '1' recovery
rating.  Freescale's US$4.25 billion senior secured bank
facility will consist of a US$3.5 billion senior secured term
loan and a US$750 million revolving credit agreement.  The term
loan and credit facility will be rated 'BB', one notch higher
than the corporate credit rating, with a recovery rating of '1',
indicating an expectation of full recovery of principal in the
event of a payment default.  The senior fixed-rate, senior
toggle, senior unsecured floating rate, and senior subordinated
notes will all be rated 'B'; the 'BB+' rating on the existing
senior unsecured notes will be withdrawn.

The anticipated post-LBO ratings on Freescale reflect the
company's near-investment grade business profile, enabling a
leverage profile that is high for the rating level.  The
business profile reflects the company's strong position in its
industry and improving cost structure, offset by substantial
customer concentration in a cyclical, capital-intensive
marketplace.  Debt leverage will be high, about 5.6x trailing
four quarters' adjusted EBITDA, treating pensions,
postretirement benefits and capitalized operating leases as
debt, with an adequate initial cash balance around
US$600 million.  The planned ratings anticipate that free cash
flows should enable the company to deleverage moderately over
the intermediate term.


VOLARE GROUP: Lazio Court Nullifies Takeover by Alitalia
--------------------------------------------------------
The Lazio Regional Tribunal has declared invalid Alitalia
S.p.A.'s takeover of low-cost carrier Volare Group S.p.A.

The court, Alitalia said in a statement, rejected the carrier's
appeal against the annulment of the contract to acquire Volare.
As reported in the TCR-Europe on Oct. 5, Italy's State Council,
the highest appellate court for administrative affairs, ordered
the government to restart the auction process for Volare Group
S.p.A. within 60 days, annulling the company's EUR38-million
takeover of Volare.

Air One, which after failing to win the bid for Volare appealed
for the annulment of the contract, claims that Alitalia is an
unfair competitor and that it lacks the conditions to buy
another airline following a near-bankruptcy miss in 2005.  Air
One is reportedly eyeing the carrier's prized slots at Milan's
Linate Airport -- the closest commercial airport to the city.
Alitalia had said it wanted to penetrate the low-cost market
more effectively and develop leisure routes in the Milan and
Lombardy regions through Volare.

The Lazio court, Alitalia added, also rejected Alitalia's appeal
against the cancellation of its operating license to Sardinia.
Ente Nazionale per l'Aviazione Civile had barred Alitalia from
using the Rome-to-Cagliari and Milan-to-Cagliari routes after
the carrier failed to beat the deadline for renewal application.
Alitalia filed for renewal on April 27, three days after the
April 24 deadline.  ENAC then awarded the Cagliari routes to
carriers Air One and Meridiana.

                         About Alitalia

Headquartered in Rome, Italy, Alitalia S.p.A. --
http://www.alitalia.it/-- generates around EUR4.8 billion in
annual revenue and employs more than 11,000 people.  Alitalia
flies to about 80 destinations in more than 60 countries from
hubs in Rome and Milan and operates a fleet of about 185
aircraft.  The Italian government owns 49.9% of Alitalia.

Despite a EUR1.4 billion state-backed restructuring in 1997,
Alitalia posted net losses of EUR256 million and EUR907 million
in 2000 and 2001 respectively.  Alitalia registered EUR93
million in net profits in 2002 after a EUR1.4 billion capital
injection.  The carrier booked net losses of EUR520 million in
2003; EUR813 million in 2004; and EUR168 million in 2005.

At Sept. 30, 2006, the Group's net debt amounted to EUR1.023
billion, showing an increase in net indebtedness of EUR91
million (+9.8%) compared with the situation on Aug. 31, 2006.

                         About Volare

Headquartered in Milan, Italy, Volare Group S.p.A. --
http://www.volare-group.it/-- is an operative holding company
that controls Volare Airlines S.p.A. and Air Europe since 2001.
The company declared insolvency on Nov. 22, 2004, citing huge
debt and heavy losses.  The group then filed for extraordinary
administration, which allowed it to be protected from creditors
while resuming daily operations.  Volare emerged from
administration in spring, after beating its EUR7 million revenue
forecast by around EUR3.8 million.  Volare needs fresh capital
to expand its fleet.


===================
K A Z A K H S T A N
===================


AKSAI PLUS: Almaty Court Opens Bankruptcy Proceedings
-----------------------------------------------------
The Specialized Inter-Regional Economic Court of Almaty
commenced bankruptcy proceedings against LLP Aksai Plus
(RNN 600800514249) on Sept. 29.


BIRLIK LLP: Creditors Must File Claims by Dec. 13
-------------------------------------------------
The Specialized Inter-Regional Economic Court of Almaty Region
entered on Sept. 22 an order placing LLP Trade Agency Birlik
(RNN 090400211582) into compulsory liquidation.

Creditors have until Dec. 13 to submit written proofs of claim
to:

         LLP Birlik
         Room 208
         Jangusurov Str. 113a
         Taldykorgan
         Almaty Region
         Kazakhstan
         Tel: 8 (32822) 24-19-77


JALYN LLP: South Kazakhstan Court Starts Bankruptcy Procedure
-------------------------------------------------------------
The Specialized Inter-Regional Economic Court of South
Kazakhstan Region commenced bankruptcy proceedings against
LLP Security Agency Jalyn.

LLP Jalyn is located at:

         Abai Ave. 12a
         Shymkent
         South Kazakhstan Region
         Kazakhstan


KAZAHSTAN ELECTRICITY: S&P Affirms BB+ Corporate Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB+' long-term
corporate credit rating on Kazakhstan Electricity Grid Operating
Co. (JSC).  The outlook remains stable.

"The rating on KEGOC continues to reflect its aggressive
financial policy, as a result of an ambitious grid renovation
and development program," said Standard & Poor's credit analyst
Eugene Korovin.

The rating is further constrained by:

   -- the company's high exposure to foreign currency
      and floating interest risk;

   -- the operational challenges arising from the
      implementation of its North-South construction
      project; and

   -- the relatively weak characteristics of the
      national power sector.

These risks are offset by KEGOC's strategic importance to the
Republic of Kazakhstan: The company benefits from strong
explicit support and relatively supportive tariff regulation.
The rating is further supported by KEGOC's continued monopoly
position in a relatively stable electricity transmission
business, and the good medium-term prospects for national power
consumption growth.

Standard & Poor's expects the company's increasing financial
risk in the medium term will offset the ongoing implicit and
explicit support from the Kazakh government.

A change in the sovereign credit rating would not automatically
result in a change in the rating on KEGOC -- if this occurred,
the company would be subject to a separate review.  Standard &
Poor's would focus on the degree of government support KEGOC
receives to offset its capital expenditure program and debt
build-up.  The rating agency would particularly focus on any
government guarantees on new debt, the government's record in
tariff setting, and possible equity injections.

Were the government to alter its supportive policy or initiate a
privatization process, KEGOC's credit risk would likely weaken
due to the influence of its weaker stand-alone credit profile,
and this might put downward pressure on the rating or the
outlook.


KAZAKHGOLD GROUP: Fitch Places B Rating on US$200-Mln Sr. Notes
---------------------------------------------------------------
Fitch Ratings assigned KazakhGold Group Ltd.'s US$200 million
9.375% senior notes issue due 2013 a final B rating and a final
RR4 Recovery rating.  At the same time, Fitch has affirmed
KazakhGold's foreign currency Issuer Default rating at B with
Stable Outlook.

KazakhGold is a Kazakhstan-based gold producer, which is
undertaking a major expansion and modernization program at its
three operating gold mines.  The capital expenditure is
primarily being funded by proceeds from the company's IPO on the
London Stock Exchange and the US$200 million senior notes.

The issue was upsized from an original proposed amount of US$150
million.  The additional proceeds from the upsized amount will
be used to support KazakhGold's expansion plans, to reduce debt
and to provide additional liquidity to supplement the company's
funding requirements.

The RR4 Recovery rating reflects average recovery prospects in
the event of default.  Recovery ratings for Kazakhstan
corporates are capped at RR4.

The senior notes issue is guaranteed by KazakhGold's operating
subsidiaries and includes a covenant package viewed as typical
for a high-yield offering.  These provisions include a
limitation on debt incurrence, limitation on restricted
payments, negative pledge as well as standard covenants
regarding mergers, sales of assets and affiliated transactions.


REMONTNO MEHANICHESKY: Creditors' Claims Due Dec. 13
----------------------------------------------------
LLP Kazygurtsky Repair And Engineering Works
Remontno-Mehanichesky Zavod has declared insolvency.

Creditors have until Dec. 13 to submit written proofs of claim
to:

         LLP Remontno-Mehanichesky Zavod
         Kunaev Street
         Kazyrgurt
         Kazyrgurt District
         South Kazakhstan Region
         Kazakhstan


SKIF LLP: Proof of Claim Deadline Slated for Dec. 13
----------------------------------------------------
The Specialized Inter-Regional Economic Court of Almaty Region
entered an order Sept. 22 placing LLP Skif (RNN 090400015670)
into compulsory liquidation.

Creditors have until Dec. 13 to submit written proofs of claim
to:

         LLP Skif
         Room 208
         Jangusurov Str. 113a
         Taldykorgan
         Almaty Region
         Kazakhstan
         Tel: 8 (32822) 24-19-77


SWIFT TRANSIT: Claims Registration Ends Dec. 15
-----------------------------------------------
LLP Swift Transit Ltd. has declared insolvency.  Creditors have
until Dec. 15 to submit written proofs of claim to:

         LLP Swift Transit Ltd.
         Marecheka Str. 14a
         Almaty, Kazakhstan


TALAPTY OJSC: Creditors Must File Claims by Dec. 13
---------------------------------------------------
The Specialized Inter-Regional Economic Court of South
Kazakhstan Region declared OJSC Talapty insolvent on Aug. 11.
Subsequently, bankruptcy proceedings were introduced at the
company.

Creditors have until Dec. 13 to submit written proofs of claim.

Inquiries can be addressed to 8 701 771 02-09.


TECHSTROYSNABPLUS LLP: Creditors' Claims Due Dec. 15
----------------------------------------------------
LLP Construction Company Techstroysnabplus has declared
insolvency.  Creditors have until Dec. 15 to submit written
proofs of claim to:

         LLP Techstroysnabplus
         Lineinaya Str. 6-1
         Station Kokshetau-2
         Kokshetau
         Akmola Region
         Kazakhstan


TIKS LLP: Almaty Court Begins Bankruptcy Proceedings
----------------------------------------------------
The Specialized Inter-Regional Economic Court of Almaty
commenced bankruptcy proceedings against LLP Tiks
(RNN 600800502707) on Sept. 29.


===================
K Y R G Y Z S T A N
===================


IAP WORLDWIDE: Moody's Cuts Ratings on Covenant Violations
----------------------------------------------------------
Moody's Investors Service lowered the Corporate Family Rating of
IAP Worldwide Services Inc. to B3 from B2.

Government funding constraints have led to shortfalls in revenue
and operating cash flow such that IAP was in violation of
financial covenants under its secured credit facilities for the
fiscal third quarter ended Sept. 30, 2006.  IAP's lenders have
granted waivers and temporarily reset financial covenants.

Rating actions:

   -- US$75 million 1st lien revolver maturing 2010,
      lowered to B2 (LGD3, 34%) from B1 (LGD3, 34%);

   -- US$413 million 1st lien term loan due 2012,
      lowered to B2 (LGD3, 34%) from B1 (LGD3, 34%);

   -- US$120 million second lien term loan due 2013,
      lowered to Caa2 (LGD5, 84%) from Caa1 (LGD5, 84%);

   -- Corporate Family Rating, lowered to B3 from B2; and

   -- Probability of Default Rating, lowered to B3 from B2.

The ratings outlook is stable.

Shortfalls in revenue and EBITDA have resulted in IAP exhibiting
a credit profile that is more consistent with a B3 than a B2
Corporate Family Rating.  For fiscal year 2006, Moody's is
expecting total debt to EBITDA to reach near 8 times, with
deficit free cash flow after including payments related to the
dividend approved in December 2005.  Moody's assesses that
cushion under the reset covenants is limited and gives rise to
the potential for further covenant violations before there is
clear evidence of a rebound in revenue and operating cash flow.

Moody's believes that the company's liquidity remains adequate
with over US$20 million in cash on hand and full availability
under the US$75 million revolver.  IAP also continues to
maintain a strong funded contract backlog in excess of
US$1.5 billion.

If IAP exhibits improved financial performance over the next
several quarters such that total debt to EBITDA improves to
below 7 times and free cash flow turns positive, the outlook or
ratings could be raised.  If performance declines such that the
company again violates financial covenants under its bank
facilities and total debt to EBITDA rises above 8 times, the
outlook or ratings would likely be lowered.

IAP Worldwide Services, Inc., headquartered in Cape Canaveral,
Florida, is a leading provider of facilities management,
contingency support, and technical services to U.S. military and
government agencies.  IAP's revenue for the twelve months ended
June 30, 2006 amounted to approximately US$1.1 billion.


KISLOROD OJSC: Public Auction Scheduled for Nov. 23
---------------------------------------------------
The State Committee on State Property of the Kyrgyz Republic
will auction 100% of OJSC Kislorod's state share holding to the
public at 10:00 a.m. on Nov. 23 at:

         State Committee on State Property
         of the Kyrgyz Republic
         Moskovskaya Str. 151
         Bishkek, Kyrgyzstan

The starting price for the state share holding is set at
KGS4,642,000.

OJSC Kislorod is located at:

         Sovetskyi Tupik Str. 1
         Nijnaya Ala-Archa
         Alamudun District
         Kyrgyzstan

Asset features:

        * Condition of immovable: satisfactory
        * Authorized capital stock: KGS19, 691,000
        * Cost of the assets: KGS83,119,000
        * Bill payable: KGS36,699,000
        * Accounts receivable: KGS2,100,000
        * Clear profit for 2005: KGS4,885,000
        * Type of activity: production of oxygen gas
        * Number of workers: 27
        * Area of land: 1.02 hectares

Participants have until 5:00 p.m. on Nov. 22 to deposit an
amount equivalent to 10% of the starting price to the settlement
account of:

         State Committee on State Property
         of the Kyrgyz Republic
         Settlement Account No. 8534172080101001/202802429
         Pervomayskyi District Treasury Department 2
         Bishkeksky Branch of OJSC Settlement and Saving Company
         BIK 129052
         INN 00405200110158
         Pervomayskaya State Tax Inspection

and submit their bids to:

         State Committee on State Property
         of the Kyrgyz Republic
         Room 208, 210, 225
         Moskovskaya Str. 151
         720017 Bishkek, Kyrgyzstan
         Tel: (+996 312) 21-65-38
              (+996 312) 21-66-38
              (+996 312) 21-67-22


SHORO DJALAL-ABAD: Creditors' Claims Due Dec. 20
------------------------------------------------
LLC Shoro Djalal-Abad has declared insolvency.  Creditors have
until Dec. 20 to submit written proofs of claim to:

         LLC Shoro Djalal-Abad
         Lenin Street
         Djalal-Abad
         Djalal-Abad Region
         Kyrgyzstan
         Tel: (+996 3743) 5-63-21


SULUKTA KOMUR: Public Auction Slated for Nov. 14
------------------------------------------------
The Sulukta State Tax Inspection will auction OJSC Sulukta
Komur's properties to the public at 10:00 a.m. on Nov. 14 at:

         Building of ABK OJSC Sulukta Komur
         Shahta Str. 6-18
         Sulukta
         Batken Region
         Kyrgyzstan

The assets for sale are:

   -- Lot 1: Building of ABK OJSC Sulukta Komur
             Starting price is KGS2,042,645.

   -- Lot 2: Building of substation of OJSC Sulukta Komur
             Starting price is KGS72,073.

Participants have until 5:30 p.m. on Nov. 13 to submit their
bids and necessary documents at:

         Building of State Tax Inspection
         Room 2
         Razzakov Str. 7
         Sulukta
         Batken Region
         Kyrgyzstan
         Tel: (+996 3653) 2-27-00
              (+996 3653) 2-25-31
              (+996 3653) 2-25-61


===================
L U X E M B O U R G
===================


TEKSID ALUMINUM: Parent Inks US$497-Mln Sale Pact with Tenedora
---------------------------------------------------------------
TK Aluminum Ltd., the indirect parent of Teksid Aluminum
Luxembourg S.a r.l. S.C.A., has entered into a definitive
agreement to sell certain assets to Tenedora Nemak, S.A. de
C.V., a subsidiary of ALFA, S.A.B. de C.V.

Under the terms of the agreement, the Company will sell its
operations in North America (except for its lost-foam operations
in Alabama, which will be retained by the Company), and its
operations and interests in South America, China, and Poland.

As consideration for the operations being purchased, TK Aluminum
will receive US$496.8 million in cash, along with a synthetic
equity interest in the Nemak business post-closing.  At closing,
the Nemak business will be recapitalized to have approximately
US$667 million of debt.  After completion of the financing,
TK Aluminum Ltd. will hold a synthetic 11.5% equity interest in
the Nemak business, subject to downward revision for various
indemnities, guarantees, and repayment of a US$25 million loan
issued in connection with the transaction.

"We are pleased with this transaction," Joachim V. Hirsch, CEO
of TK Aluminum, said.  "Combining specific plants with Nemak, a
world-class automotive supplier, will allow the new company to
continue to best support our customers, employees, and their
communities in the future.  The transaction will also allow us
to continue to focus on restructuring our remaining operations
in Italy and France."

Both the Board of Directors of TK Aluminum and by Nemak has
approved the transaction, which will close on the first quarter
of 2007.  Closing of the deal is subject to various conditions,
including the receipt by seller of certain consents and waivers
from TK Aluminum´s bondholders and other customary conditions,
including regulatory approvals.

                        Tender Offer

Additionally, in conjunction with the transaction TK Aluminum
intends to announce a tender offer and consent solicitation for
its 11-3/8% Senior Notes due 2011 at a price of EUR950 per
EUR1,000 of notes outstanding (exclusive of early consent fees),
a significant premium to their normalized trading price during
the pre-announcement period.  Closing of the transaction will be
subject to acceptance of the tender offer by a majority of the
notes outstanding.

In addition to the tender offer, proceeds from the sale will be
used to fund the redemption of TK Aluminum´s current outstanding
debt, including:

   -- approximately EUR115 million (US$147 million) for the
      senior secured credit facilities (both the first lien
      revolver and the second lien facility);

   -- required repayments under capitalized leases of
      approximately EUR55 million (US$71 million);

   -- anticipated tax payments as a result of this transaction
      of approximately EUR20 million (US$26 million); and

   -- various other payments, including fees and expenses,
      totaling approximately EUR32 million (US$41 million).

Remaining funds will be used to fund the working capital,
capital expenditures, operations, and restructuring of the
remaining businesses.

TK Aluminum Ltd. is committed to support its remaining
operations and customers, and, to further this effort, has
negotiated the support of Nemak during the reorganization
process.  As such, Nemak has agreed to provide certain limited
assistance to TK Aluminum, including the assumption of at least
US$7 million in liabilities in connection with the
reorganization of the Company´s remaining operations.

                       Credit Facility

In addition, ALFA has agreed to provide credit enhancement to
support up to US$42 million of letters of credit in favor of
commercial counterparties to replace existing arrangements under
the Company´s senior credit facility, and the loan of
US$25 million.  The credit enhancement will be supported by the
synthetic equity interest and the loan will be repaid from the
synthetic equity interest.

Pro Forma for the sale of the above-mentioned operations, TK
Aluminum´s remaining operations would have had revenue of
approximately EUR437 million and an EBITDA loss of approximately
EUR28 million for the twelve months ended June 2006.  Given the
continuing turnaround efforts with respect to the remaining
operations, TK Aluminum will have significant liquidity
requirements to ensure adequate funding to support
restructuring, continuing operations, and financial flexibility
for contingencies.

There can be no assurance that the conditions to the definitive
agreement, including the completion of the tender offer and
consent solicitation, will be satisfied.

Lazard Freres & Co. LLC served as financial advisor to
TK Aluminum Ltd. for this transaction.  The Blackstone Group
advised ALFA.

                           About Nemak

Nemak, a world leader in quality, cost, technology, and new
product development, currently has facilities in Mexico, Canada,
Germany, Slovakia, and the Czech Republic.  During 2005, Nemak
had sales of US$1,243 million and employed more than 7,400
people.  Nemak, a company primarily owned by ALFA, is the
largest auto-parts company headquartered in Mexico and one of
North America´s top 50 automotive suppliers.

                           About ALFA

ALFA is a Mexican company involved in the production of
petrochemicals, refrigerated food products, high-tech aluminum
auto components and telecommunications.  ALFA operates
production facilities in nine countries in the Americas and
Europe.  In 2005, the company reported revenues in excess of
US$6.2 billion, including sales outside Mexico of more than
US$2.7 billion, assets of US$5.9 billion, and employed more than
38,000 people.

                      About Teksid Aluminum

Headquartered in Bermuda, Teksid Aluminum --
http://www.teksidaluminum.com/-- is a leading independent
manufacturer of aluminum engine castings for the automotive
industry.  Principal products include cylinder heads, engine
blocks, transmission housings and suspension components.  The
company operates 15 manufacturing facilities in Europe, North
America, South America and Asia.  In Europe, the company
maintains operations in Italy, France and Poland.

                        *     *     *

As reported in the TCR-Europe on June 9, Moody's Investors
Service downgraded TK Aluminum Ltd. Corporate Family Rating to
Caa1 from B2 and Teksid Aluminum Luxembourg Sarl SCA senior
unsecured rating to Caa3 from Caa1 following the continuing
deterioration in the companies operating performance and the
prospect for a modest recovery over the medium term.
Moody's said the outlook on the ratings remains negative.


TEKSID ALUMINUM: Asset Disposal Cues Moody's to Review Ratings
--------------------------------------------------------------
Moody's Investors Service placed the Caa1 Corporate Family
Rating of Teksid Aluminum Ltd. and the Caa3 senior unsecured
rating of Teksid Aluminum Luxembourg Sarl SCA on review with an
uncertain direction, following the company's announcement that
it has entered into a definitive agreement to sell certain core
assets to Tenedora Nemak, S.A. de C.V and the intention of a
redemption of outstanding debt with the proceeds of the asset
disposal.

The review considers that closing of the deal is subject to
various conditions, including the receipt by seller of certain
consents and waivers from TK Aluminum's bondholders and other
customary conditions, including regulatory approvals.

Moody's rating review will concentrate on

   (1) Teksid's business model and its cash generation
       ability going forward given the disposal of a number
       of manufacturing plants,

   (2) expected financial structure and liquidity
       position following the disposal,

   (3) prospect recovery of existing bondholders of the
       senior notes, which is subject to acceptance of
       the tender offer by a majority of the notes outstanding.

On Review Direction Uncertain:

Issuer: TK Aluminum Ltd.

    * Corporate Family Rating, currently Caa1

Issuer: Teksid Aluminum Luxembourg Sarl SCA

    * Senior Unsecured Regular Bond/Debenture, currently Caa3

Outlook Actions:

Issuer: TK Aluminum Ltd.

    * Outlook, Changed To Rating Under Review From Negative

Issuer: Teksid Aluminum Luxembourg Sarl SCA

    * Outlook, Changed To Rating Under Review From Negative

TK Aluminum Ltd., a Bermuda-based company with corporate offices
in Carmagnola, Italy, is a leading global supplier of aluminium
casting components for the automotive industry worldwide.  For
the twelve months ended Dec. 31, 2005, the company generated net
revenues of EUR1 billion.


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


CAIRN CLO: Moody's Rates EUR10.5-Mln Class E Notes at (P)Ba3
------------------------------------------------------------
Moody's Investors Service assigned provisional ratings to eight
classes of notes to be issued by Cairn CLO I B.V.:

   -- EUR35 million Class A-1 Senior Secured Floating
      Rate Variable Funding Notes due 2022: (P)Aaa;

   -- EUR169.75 million Class A-2 Senior Secured Floating
      Rate Notes due 2022: (P)Aaa;

   -- GBP11.45 million Class A-3 Senior Secured Floating
      Rate Notes due 2022: (P)Aaa;

   -- EUR11.7 million Class A-4 Senior Secured Floating
      Rate Notes due 2022: (P)Aaa;

   -- EUR30 million Class B Senior Secured Deferrable
      Floating Rate Notes due 2022: (P)Aa2;

   -- EUR23 million Class C Senior Secured Deferrable
      Floating Rate Notes due 2022: (P)A2;

   -- EUR21.5 million Class D Senior Secured Deferrable
      Floating Rate Notes due 2022: (P)Baa3; and

   -- EUR10.5 million Class E Senior Secured Deferrable
      Floating Rate Notes due 2022: (P)Ba3.

A EUR32 million of Class M Subordinated Notes due 2022 will also
be issued by Cairn CLO I B.V.  This Class is not rated.

The provisional ratings address the expected loss posed to
investors by the legal final maturity date in 2022.

This transaction features variable funding notes, the Class A-1,
that can be drawn either in Euro or in GBP (up to EUR35 million
equivalent) and a Class A-3, which is denominated in GBP.
Initially, GBP drawings will be used to purchase GBP denominated
assets.  Should such non-Euro assets default, GBP advances would
not be fully collateralized by GBP assets and therefore Euro
proceeds may need to be converted into GBP in order to redeem
non-Euro advances, thus creating a foreign exchange risk
exposure.  This currency risk is partially mitigated with
foreign currency options purchased by the Issuer at closing and
has been considered in Moody's analysis.

This transaction is a leveraged loan collateralised loan
obligation related to a EUR350.49 million portfolio of mostly
European senior and mezzanine loans (with a predominance of
senior secured loans).  The investments may also include high
yield bonds and synthetics, and non-Euro and non-GBP collateral.
This portfolio will be partially acquired at closing and
partially during the six months ramp-up period in compliance
with portfolio guidelines.  Thereafter, the portfolio of loans
will be actively managed and the investment manager will be able
to buy or sell loans on behalf of the Issuer.  Any addition or
removal of loans will be subject to a number of portfolio
criteria.  Cairn Financial Products Limited will act as
investment manager.  This is the first European Leverage Loans
CLO managed by Cain.

Moody's issues provisional ratings in advance of the final sale
of securities and these ratings reflect Moody's preliminary
credit opinion regarding the transaction.  Upon a conclusive
review of the final versions of all the documents and legal
opinions, Moody's will endeavor to assign a definitive rating to
the transaction.  A definitive rating (if any) may differ from a
provisional rating.

This transaction is arranged by Credit Suisse Securities
(Europe) Limited.


===========
N O R W A Y
===========


AKER KVAERNER: Doubles Investment in Malaysia to NOK500 Million
---------------------------------------------------------------
As a consequence of the positive development in the subsea
market, Aker Kvaerner ASA decided to increase the investment in
the new production facility currently under construction in
Malaysia from NOK250 million to NOK500 million.

This investment will improve Aker Kvaerner's possibilities to
serve the markets in both Malaysia and the other parts of the
Asia-Pacific region.

                      About Aker Kvaerner

Headquartered in Lysaker, Norway, Aker Kvaerner ASA --
http://www.akerkvaerner.com/-- through its subsidiaries and
affiliates, provides engineering and construction services,
technology products and integrated solutions.

The Aker Kvaerner group is organized into two principal business
streams, namely Oil & Gas and E&C.  The group operates in
Austria, Azerbaijan, Belgium, Denmark, Finland, France, Germany,
Netherlands, Poland, Russia, Spain, Sweden, United Kingdom,
Australia, China, India, Indonesia, Japan, Malaysia, Singapore,
South Korea, Thailand, Brazil, Chile, Canada and the United
States.

                        *     *     *

As reported in the TCR-Europe on April 26, Moody's Investors
Service upgraded the of Aker Kvaerner Oil & Gas Group and Aker
Kvaerner AS, primarily to reflect the sustainable strong
recovery in profitability and cash flow generation of the ring-
fenced oil and gas group over the past two years, coupled with
the clear reduction in senior debt, repaid from internally
generated funds.

Ratings affected:

Aker Kvaerner Oil & Gas Group AS

   -- Corporate family rating: upgraded to Ba1 from Ba3

Aker Kvaerner AS

   -- Rating of the second priority lien notes due 2011:
      upgraded to Ba1 from Ba3.

Moody's said the outlook on all ratings is stable.


INTERGRAPH CORP: Moody's Junks US$275-Million Second Lien Debt
--------------------------------------------------------------
Moody's Investors Service assigned a B2 corporate family rating,
a Ba3 rating to the US$75 million first lien Revolver and
US$390 million first lien term loan and a Caa1 rating to the
US$275 million second lien debt to first time issuer
Intergraph Corp.

A consortium of private equity buyers is acquiring Intergraph
for US$1.3 billion.  The acquisition will be financed by the
proceeds of the first and second lien debt, equity from the
private equity groups, cash on hand and proceeds from US$60
million of unrated non-recourse PIK loans.  The outlook is
stable.

The B2 rating reflects:

   -- the company's leading market positions within
      specific verticals of the spatial information
      management software industry,

   -- large recurring revenue base,

   -- strong cash flow generating capabilities, and

   -- potential income from pending patent
      infringement lawsuits.

These factors are offset however by:

   -- the substantial leverage post closing,

   -- large well capitalized competitors in several
      key markets, and

   -- recent restructuring of its Security, Government
      & Infrastructure business unit, a key unit
      representing 65% of revenue for six months ended
      June 30, 2006.

Moody's estimates that leverage (excluding the PIK loans) at
closing will be 6.3x pro forma for cost cuts completed over the
past year and excluding unusual items, recent restructuring
charges and soon to be eliminated costs associated with being a
public company.

The company anticipates entering into a securitization
transaction for their primary office facilities shortly after
closing.  The proceeds are expected to be US$45 million, which
will be used to reduce the second lien facility.  Although the
details are not final, the increase in rent expense will be
largely offset by a reduction in interest expense and the
transaction is not anticipated to affect the ratings.

The company has built the leading position as a provider of
software systems for the design and operation of complex plants
and ships through its Process, Power, and Marine division.  It
also is a leading provider of government, law enforcement and
military geo-spatial enhanced systems to manage a broad array of
tasks from integrated 911 systems, to public safety solutions
for complex metropolitan transportation systems through its SG&I
division.

The company has recently completed a restructuring of its
operations and integrated four business units into two.  The
restructuring has dramatically reduced costs within the overall
business and improved EBITDA.  SG&I, the business unit primarily
affected by the restructuring, has experienced a 5% reduction in
revenue over the last year however it has seen a significant
improvement in its orders and backlog implying that the trend
may be temporary.

The stable outlook reflects Moody's view that the company will
achieve moderate revenue, profit and cash flow growth and
reductions in leverage over the short to medium term.  The
ratings could face upward pressure if the company were to
receive an unusually large settlement from pending patent
infringement suits that are in turn used to significantly reduce
leverage.  Alternatively, the company could face downward rating
pressure if the company were to see a drop in new system orders
and a subsequent deterioration in leverage.

Intergraph is a leading provider of spatial information
management software and systems with 2005 revenues of
US$577 million.  The company is headquartered in Huntsville,
Alabama.


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


TK ALUMINUM: Selling Assets to Tenedora Nemak for US$497 Million
----------------------------------------------------------------
TK Aluminum Ltd., the indirect parent of Teksid Aluminum
Luxembourg S.a r.l. S.C.A., has entered into a definitive
agreement to sell certain assets to Tenedora Nemak, S.A. de
C.V., a subsidiary of ALFA, S.A.B. de C.V.

Under the terms of the agreement, the Company will sell its
operations in North America (except for its lost-foam operations
in Alabama, which will be retained by the Company), and its
operations and interests in South America, China, and Poland.

As consideration for the operations being purchased, TK Aluminum
will receive US$496.8 million in cash, along with a synthetic
equity interest in the Nemak business post-closing.  At closing,
the Nemak business will be recapitalized to have approximately
US$667 million of debt.  After completion of the financing,
TK Aluminum Ltd. will hold a synthetic 11.5% equity interest in
the Nemak business, subject to downward revision for various
indemnities, guarantees, and repayment of a US$25 million loan
issued in connection with the transaction.

"We are pleased with this transaction," Joachim V. Hirsch, CEO
of TK Aluminum, said.  "Combining specific plants with Nemak, a
world-class automotive supplier, will allow the new company to
continue to best support our customers, employees, and their
communities in the future.  The transaction will also allow us
to continue to focus on restructuring our remaining operations
in Italy and France."

Both the Board of Directors of TK Aluminum and by Nemak has
approved the transaction, which will close on the first quarter
of 2007.  Closing of the deal is subject to various conditions,
including the receipt by seller of certain consents and waivers
from TK Aluminum´s bondholders and other customary conditions,
including regulatory approvals.

                        Tender Offer

Additionally, in conjunction with the transaction TK Aluminum
intends to announce a tender offer and consent solicitation for
its 11-3/8% Senior Notes due 2011 at a price of EUR950 per
EUR1,000 of notes outstanding (exclusive of early consent fees),
a significant premium to their normalized trading price during
the pre-announcement period.  Closing of the transaction will be
subject to acceptance of the tender offer by a majority of the
notes outstanding.

In addition to the tender offer, proceeds from the sale will be
used to fund the redemption of TK Aluminum´s current outstanding
debt, including:

   -- approximately EUR115 million (US$147 million) for the
      senior secured credit facilities (both the first lien
      revolver and the second lien facility);

   -- required repayments under capitalized leases of
      approximately EUR55 million (US$71 million);

   -- anticipated tax payments as a result of this transaction
      of approximately EUR20 million (US$26 million); and

   -- various other payments, including fees and expenses,
      totaling approximately EUR32 million (US$41 million).

Remaining funds will be used to fund the working capital,
capital expenditures, operations, and restructuring of the
remaining businesses.

TK Aluminum Ltd. is committed to support its remaining
operations and customers, and, to further this effort, has
negotiated the support of Nemak during the reorganization
process.  As such, Nemak has agreed to provide certain limited
assistance to TK Aluminum, including the assumption of at least
US$7 million in liabilities in connection with the
reorganization of the Company´s remaining operations.

                       Credit Facility

In addition, ALFA has agreed to provide credit enhancement to
support up to US$42 million of letters of credit in favor of
commercial counterparties to replace existing arrangements under
the Company´s senior credit facility, and the loan of
US$25 million.  The credit enhancement will be supported by the
synthetic equity interest and the loan will be repaid from the
synthetic equity interest.

Pro Forma for the sale of the above-mentioned operations, TK
Aluminum´s remaining operations would have had revenue of
approximately EUR437 million and an EBITDA loss of approximately
EUR28 million for the twelve months ended June 2006.  Given the
continuing turnaround efforts with respect to the remaining
operations, TK Aluminum will have significant liquidity
requirements to ensure adequate funding to support
restructuring, continuing operations, and financial flexibility
for contingencies.

There can be no assurance that the conditions to the definitive
agreement, including the completion of the tender offer and
consent solicitation, will be satisfied.

Lazard Freres & Co. LLC served as financial advisor to
TK Aluminum Ltd. for this transaction.  The Blackstone Group
advised ALFA.

                           About Nemak

Nemak, a world leader in quality, cost, technology, and new
product development, currently has facilities in Mexico, Canada,
Germany, Slovakia, and the Czech Republic.  During 2005, Nemak
had sales of US$1,243 million and employed more than 7,400
people.  Nemak, a company primarily owned by ALFA, is the
largest auto-parts company headquartered in Mexico and one of
North America´s top 50 automotive suppliers.

                           About ALFA

ALFA is a Mexican company involved in the production of
petrochemicals, refrigerated food products, high-tech aluminum
auto components and telecommunications.  ALFA operates
production facilities in nine countries in the Americas and
Europe.  In 2005, the company reported revenues in excess of
US$6.2 billion, including sales outside Mexico of more than
US$2.7 billion, assets of US$5.9 billion, and employed more than
38,000 people.

                      About Teksid Aluminum

Headquartered in Bermuda, Teksid Aluminum --
http://www.teksidaluminum.com/-- is a leading independent
manufacturer of aluminum engine castings for the automotive
industry.  Principal products include cylinder heads, engine
blocks, transmission housings and suspension components.  The
company operates 15 manufacturing facilities in Europe, North
America, South America and Asia.  In Europe, the company
maintains operations in Italy, France and Poland.

                        *     *     *

As reported in the TCR-Europe on June 9, Moody's Investors
Service downgraded TK Aluminum Ltd. Corporate Family Rating to
Caa1 from B2 and Teksid Aluminum Luxembourg Sarl SCA senior
unsecured rating to Caa3 from Caa1 following the continuing
deterioration in the companies operating performance and the
prospect for a modest recovery over the medium term.
Moody's said the outlook on the ratings remains negative.


TK ALUMINUM: Asset Disposal Cues Moody's to Review Junk Rating
--------------------------------------------------------------
Moody's Investors Service placed the Caa1 Corporate Family
Rating of Teksid Aluminum Ltd. and the Caa3 senior unsecured
rating of Teksid Aluminum Luxembourg Sarl SCA on review with an
uncertain direction, following the company's announcement that
it has entered into a definitive agreement to sell certain core
assets to Tenedora Nemak, S.A. de C.V and the intention of a
redemption of outstanding debt with the proceeds of the asset
disposal.

The review considers that closing of the deal is subject to
various conditions, including the receipt by seller of certain
consents and waivers from TK Aluminum's bondholders and other
customary conditions, including regulatory approvals.

Moody's rating review will concentrate on

   (1) Teksid's business model and its cash generation
       ability going forward given the disposal of a number
       of manufacturing plants,

   (2) expected financial structure and liquidity
       position following the disposal,

   (3) prospect recovery of existing bondholders of the
       senior notes, which is subject to acceptance of
       the tender offer by a majority of the notes outstanding.

On Review Direction Uncertain:

Issuer: TK Aluminum Ltd.

    * Corporate Family Rating, currently Caa1

Issuer: Teksid Aluminum Luxembourg Sarl SCA

    * Senior Unsecured Regular Bond/Debenture, currently Caa3

Outlook Actions:

Issuer: TK Aluminum Ltd.

    * Outlook, Changed To Rating Under Review From Negative

Issuer: Teksid Aluminum Luxembourg Sarl SCA

    * Outlook, Changed To Rating Under Review From Negative

TK Aluminum Ltd., a Bermuda-based company with corporate offices
in Carmagnola, Italy, is a leading global supplier of aluminium
casting components for the automotive industry worldwide.  For
the twelve months ended Dec. 31, 2005, the company generated net
revenues of EUR1 billion.


===============
P O R T U G A L
===============


BEARINGPOINT INC: Obtains Waivers & Amends Credit Facility
----------------------------------------------------------
BearingPoint Inc. reached an agreement in principle with holders
of a majority of each of the Company's 2.50% Series A
Convertible Subordinated Debentures due 2024 (CUSIP No.
074002AA4) and 2.75% Series B Convertible Subordinated
Debentures due 2024 (CUSIP No. 074002AB2).

The agreement, among other things, contains waivers through
Oct. 31, 2008, to the covenants relating to the Company's U.S.
Securities and Exchange Commission reporting requirements and
rescinds any acceleration related to the Company's failure to
file such SEC reports.

The proposed agreement with the holders of the Series A and
Series B Debentures is also conditioned on the relevant holders
of the Series B Debentures who had alleged that the Company is
in default under the applicable indenture discontinuing their
current lawsuit pending in New York State Supreme Court entitled
The Bank of New York v. BearingPoint, Inc., Index No. 600169/06.

                     Credit Facility Amendment

The Company also amended its existing US$150 million senior
secured credit facility.  The amendments to the credit facility
include extensions of the filing deadlines for the Company's
Annual Report on Form 10-K for the year ended Dec. 31, 2005, to
Nov. 30, 2006, and the Company's Quarterly Reports on Forms 10-Q
for the first three quarters of 2005 to the earlier of two
months after filing the 2005 Form 10-K and Jan. 31, 2007.  The
filing dates for the Company's 2006 Quarterly Reports on Form
10-Q have also been extended.

"While we continue to disagree with the opinion of the New York
State Court, we are pleased to have so quickly resolved the
debenture issue in the best interest of all parties such that we
may now move quickly on completing our 2005 Form 10-K filing,"
said Harry You, the Company's Chief Executive Officer.  "We
appreciate the continuing support of our shareholders, banks,
surety providers, clients and employees in standing by us as we
worked through this process.  We have already turned our
attention to completing our 2005 Form 10-K filing and hope to
complete this by Thanksgiving to stay on course for holding our
annual meeting of shareholders in early December."

The revised terms of the consent solicitation for the Series A
and Series B Debentures will be reflected in a supplement, which
will be distributed to holders of the Series A Debentures and
Series B Debentures shortly and which amend certain of the terms
and conditions of the Consent Solicitation Statement dated
Oct. 18, 2006.  Holders of a majority of each series of
Debentures, as modified, have agreed to the terms, in principle.

                     Consent Solicitation

Among other things, under the revised terms of the consent
solicitation, in lieu of paying a consent fee:

   -- the interest rate payable on the Series A Debentures will
      be increased from the current 3.00% interest per annum to
      3.10% per annum (inclusive of any liquidated damages
      relating to the failure to file a registration statement
      for the Series A Debentures that may be payable) until
      Dec. 23, 2011; and

   -- the interest rate payable on the Series B Debentures will
      be increased from the current 3.25% per annum to 4.10% per
      annum (inclusive of any liquidated damages relating to the
      failure to file a registration statement for the Series B
      Debentures that may be payable) until December 23, 2014.

The increased interest rate will apply to all Series A
Debentures and Series B Debentures outstanding.

Additionally, the expiration date for the consent solicitation
with respect to the Series A Debentures and Series B Debentures
was extended until 5:00 p.m. New York City time yesterday,
Nov. 6.  BearingPoint reserves the right to further amend the
consent solicitation for the Series A Debentures and Series B
Debentures or further extend the expiration date at its sole
discretion.

On Nov. 2, 2006, the Company entered into a Supplemental
Indenture with The Bank of New York, as trustee, which amends
the indenture governing the Company's 5.00% Convertible Senior
Subordinated Debentures due 2025 (CUSIP No. 074000AE0) in
accordance with the Consent Solicitation Statement sent to the
holders of the 5.00% Debentures.  The Supplemental Indenture
includes a waiver of the Company's SEC reporting requirements
through Oct. 31, 2007, and provides for further extension
through Oct. 31, 2008, upon payment of an addition fee of 0.25%.
The Company paid to the holders of the 5.00% Debentures who
provided their consents prior to the expiration of the consent
solicitation the consent fee required under the Consent
Solicitation Statement in an amount equal to 1.00% of the
outstanding principal amount of the 5.00% Debentures.

Citigroup Corporate and Investment Banking continues to serve as
the solicitation agent for the consent solicitations.  Questions
regarding the consent solicitations may be directed to the
Liability Management Group of Citigroup Corporate and Investment
Banking at (800) 558-3745 (toll-free) or (212) 723-6106.  The
information agent for the consent solicitations is Global
Bondholder Services Corporation.  Requests for copies of the
Consent Solicitation Statement and related documents may be
directed to Global Bondholder Services Corporation at (866) 857-
2200 (toll- free) or (212) 430-3774.

                      About the Company

Headquartered in McLean, Virginia, BearingPoint, Inc., (NYSE:
BE) -- http://www.BearingPoint.com/-- provides of management
and technology consulting services to Global 2000 companies and
government organizations in 60 countries worldwide.  The firm
has approximately 17,500 employees, and major practice areas
focusing on the Public Services, Financial Services and
Commercial Services markets.

BearingPoint has global locations in Australia, Austria, Brazil,
China, France, India, Indonesia, Japan, Mexico, Portugal,
Singapore, Thailand, and the United Kingdom, among others.

                         *     *     *

As reported in the TCR-Europe on Oct. 11, Moody's
downgraded and placed these ratings on review for further
possible downgrade:

   * Corporate Family Rating --downgraded to B2 from B1

   * US$250 million series A subordinated convertible bonds due
     2024 --downgraded to B3 from B2

   * US$200 million series B subordinated convertible bonds due
     2024 --downgraded to B3 from B2.


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


ARKH-AGRO-SERVICE: Court Names P. Tarasov as Insolvency Manager
---------------------------------------------------------------
The Arbitration Court of Arkhangelsk Region appointed Mr. P.
Tarasov as Insolvency Manager for CJSC Arkh-Agro-Service.  He
can be reached at:

         P. Tarasov
         Post User Box 183
         OPS-100
         170100 Tver Region
         Russia

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.  The case is docketed under Case No.
A56-8286/2006.

The Arbitration Court of Arkhangelsk Region is located at:

         Loginova Str. 17
         163069 Arkhangelsk Region
         Russia

The Debtor can be reached at:

         CJSC Arkh-Agro-Service
         P. Mostotryad 9, 53
         163035 Arkhangelsk Region
         Russia


BALT-SHIP-REPAIR: Court Names A. Trifonov as Insolvency Manager
---------------------------------------------------------------
The Arbitration Court of St. Petersburg and Leningrad Region
appointed Mr. A. Trifonov as Insolvency Manager for CJSC Balt-
Ship-Repair.  He can be reached at:

         A. Trifonov
         Post User Box 183
         Ops-100
         170100 Tver Region
         Russia

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.  The case is docketed under Case No.
A56-28130/2006.

The Arbitration Court of St. Petersburg and the Leningrad Region
is located at:

         Hall 113
         Suvorovskiy Pr. 50/52
         St. Petersburg
         Russia

The Debtor can be reached at:

         CJSC Balt-Ship-Repair
         Apartment 407
         Korablestroiteley Str. 40
         St. Petersburg Region
         Russia


CHEREPOVETS-KHIM-STROY: Court Starts Reorganization Procedure
-------------------------------------------------------------
The Arbitration Court of Vologda Region commenced external
management bankruptcy procedure on OJSC Cherepovets-Khim-Stroy.
The case is docketed under Case No. A13-349/2006-22.

The External Insolvency Manager is:

         V. Klubov
         Post User Box 38
         Kaduy
         162510 Vologda Region
         Russia

The Arbitration Court of Vologda Region is located at:

         Hall 4
         Gertsena Str. 1a
         Vologda Region
         Russia

The Debtor can be reached at:

         OJSC Cherepovets-Khim-Story
         Metallistov Str. 5
         Cherepovets
         162600 Vologda Region
         Russia


INGOSSTRAKH INSURANCE: Moody's Puts Ba2 Rating Under Review
-----------------------------------------------------------
Moody's Investors Service placed the Ba2 insurance financial
strength rating of the Russian Ingosstrakh Insurance Company on
review for possible upgrade.

Commenting on its decision, Moody's says that Ingosstrakh has
continued to improve the quality of its invested assets in 2006
by further reducing its exposure to Soyuz Bank.  Moody's expects
this process to be completed by year-end 2007.  Moody's also
noted the strong operating earnings of the Group in 2005 and the
first half of 2006, despite a challenging operating environment
in several key lines of business, as well as Ingosstrakh's
sustained capitalization notwithstanding rapid premium growth.

Timour Boudkeev, Vice President -- Senior Credit Officer and
lead analyst for Ingosstrakh at Moody's, said: "The review will
focus on establishing the degree to which the Group can maintain
a balanced asset profile, underwriting profitability and sound
capitalization over the medium term at a level consistent with a
higher insurance financial strength rating.  Any upgrade of
Ingosstrakh's rating will likely be limited to one notch.  In
the event of an upgrade of the Global Scale Rating to Ba1, the
National Scale Rating is likely to be upgraded to Aa1.ru."

The date of the previous rating action was Dec. 9, 2005, when
the outlook on Ingosstrakh's Ba2 insurance financial strength
rating was changed from stable to positive.

Rating placed on review for possible upgrade:

Ingosstrakh Insurance Company

    * Ba2 insurance financial strength rating

Based in Moscow, Russia, Ingosstrakh Insurance Company is a
leading Russian Property & Casualty insurer.  It generated Gross
Written Premiums of RUR31.8 billion in 2005 and had
shareholders' equity of RUR7 billion as of Dec. 31, 2005, under
International Financial Reporting Standards.


LIVNY-STORY OJSC: Orel Bankruptcy Hearing Slated for Dec. 20
------------------------------------------------------------
The Arbitration Court of Orel Region will convene on Dec. 20 to
hear the bankruptcy supervision procedure on OJSC Livny-Stroy.
The case is docketed under Case No. A48-4114/06-16b.

The Temporary Insolvency Manager is:

         E. Mikhaylov
         8th Floor
         Leskova Str. 19
         302040 Orel Region
         Russia

The Arbitration Court of Orel Region is located at:

         Gorkogo Str. 42
         302000 Orel Region
         Russia

The Debtor can be reached at:

         OJSC Livny-Story
         M. Gorkogo Str. 18
         Livny
         Orel Region
         Russia


LUKOIL OAO: To Buy Back US$3 Billion Shares in 2007
---------------------------------------------------
OAO Lukoil will buy back US$3 billion in shares at US$100 apiece
as soon as U.S. shareholder ConocoPhillips raises its stake to
20%, Reuters reports.

Gennady Krasovsky, Lukoil's Head of Investor Relations, said the
company had promised to conduct a buyback in 2007 once
ConocoPhillips owns a fifth of the Russian oil producer.  Mr.
Krasovsky said the U.S. group is "pretty close" to that level,
holding 18.6% of Lukoil.

"We would be happy to buy shares at up to US$100," Mr. Krasovsky
told Reuters.

                          Yukos Assets

Mr. Krasovsky, meanwhile, ruled out bidding for assets of almost
collapsed oil group OAO Yukos Oil Co. to increase its production
capacity.

As reported in the TCR-Europe on Oct. 30, Lukoil plans to raise
its fuel production output in anticipation of greater demand for
oil and gas products in Russia and Europe.  The company will
invest up to US$112 billion by 2016 to almost double crude oil
and gas production, to around four million barrels a day.

Lukoil expects local fuel demand to rise faster than companies
could supply within the next three years, hampering exports to
Europe.  With the rise in demand, domestic gas prices, Lukoil
expects, will breach the US$100 per 1,000 cubic meters level in
the next five to 10 years.

"We cannot take risky assets with a controversial legal
background," Mr. Krasovsky said.

                     About ConocoPhillips

Headquartered in Houston, Texas, ConocoPhillips --
http://www.conocophillips.com/-- is an international,
integrated energy company.  It operates in more than 40
countries. The company has approximately 38,000 employees
worldwide and assets of US$162 billion.

                        About Lukoil

Headquartered in Moscow, Russia, OAO Lukoil (LSE: LKOD; MICEX,
RTS: LKOH) -- http://www.lukoil.com/-- explores and produces
oil & gas, petroleum products and petrochemicals, and markets
the outputs.  Most of the Company's exploration and production
activity is located in Russia, and its main resource base is in
Western Siberia.

                        *     *     *

As reported in the TCR-Europe on July 12, Standard & Poor's
Ratings Services raised its long-term corporate credit rating on
Lukoil OAO to 'BB+' from 'BB'.  S&P said the outlook is
positive.


MINER CJSC: Moscow Court Names B. Kantor as Insolvency Manager
--------------------------------------------------------------
The Arbitration Court of Moscow appointed Mr. B. Kantor as
Insolvency Manager for CJSC Miner (TIN 7706009833).  He can be
reached at:

         B. Kantor
         To be called for Mr. B. Kantor
         125009 Moscow Region
         Russia

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.  The case is docketed under Case No.
A40-20907/06-123-225B.

The Arbitration Court of Moscow is located at:

         Novaya Basmannaya Str. 10
         Moscow Region
         Russia

The Debtor can be reached at:

         CJSC Miner
         Building 3
         18-20-22
         Bersenevskaya Quay
         109072 Moscow Region
         Russia


MINERAL LLC: Murmansk Court Names P. Tarasov to Manage Assets
-------------------------------------------------------------
The Arbitration Court of Murmansk Region appointed Mr. P.
Tarasov as Insolvency Manager for LLC Mineral.  He can be
reached at:

         P. Tarasov
         Post User Box 19
         OPS-100
         Tver Region
         Russia

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.  The case is docketed under Case No.
A42-4605/2006.

The Arbitration Court of Murmansk Region is located at:

         Knipovicha Str. 20
         Murmansk Region
         Russia

The Debtor can be reached at:

         LLC Mineral
         Rikolatva
         Kovdorskiy Region
         Murmansk Region
         Russia


MOBILE TELESYSTEMS: Shareholders OK Restructuring & ReCom Merger
----------------------------------------------------------------
The extraordinary general meeting of Mobile TeleSystems OJSC,
held on Oct. 30, adopted these resolutions:

   -- approval of the revised version of the Company's Charter;

   -- approval of the Statute on the Executive Board;

   -- reorganization and approval of a merger of ReCom and
      Telesot-Alania into MTS;

   -- approval of supplements and amendments to be entered into
      the Statute on the Board of Directors;

   -- approval of supplements and amendments to be entered into
      the Statute on the President;

   -- approval of the revised Statute on General Shareholder
      Meetings of Shareholders.

                  Executive Board Election

At the meeting of the BoD held on the same day, in accordance
with the Statute on the Executive Board, the number and the
individuals to be included on the Executive Board were
determined.  The number of members of the Executive Board was
set at 12. These persons were elected to the Executive Board:

   -- Leonid Melamed, President and CEO of MTS;

   -- Mikhail Shamolin, Vice President, Head of Business unit
      "MTS Russia";

   -- Sergey Aslanyan, Vice President, Chief Information
      Officer;

   -- Vsevolod Rozanov, Vice President, Chief Financial Officer:

   -- Grzegorz Esz, Vice President, Chief Marketing Officer;

   -- Tatiana Evtushenkova, Vice President, Strategy and
      Corporate Development;

   -- Andrei Terebenin, Vice President, Corporate Communication;

   -- Pavel Belik, Vice President, Security;

   -- Sergey Nikonov, acting Vice President, Human Resources;

   -- Pavel Pavlovsky, acting Vice President, Foreign
      Subsidiaries;

   -- Alexander Nikitin, Director of Corporate Development;

   -- Adam Wojacki, Chief Executive Officer of UMC.

Mr. Melamed is appointed Chairman of the Executive Board in
accordance with the Company's charter and the Statute on the
Executive Board.  These issuesare within the competence of the
Executive Board:

   -- arrangement of efficient operating management of current
      activity of the Company;

   -- elaboration of key principles to be used for planning of
      the Company activity;

   -- elaboration and submission to the Company's Board of
      Directors of proposals on strategy related to organization
      and planning of the Company activity on the whole;

   -- elaboration and improvement of Company staff motivation
      system;

   -- development of recommendations for the President and Board
      of Directors of the Company based on yearly targets to be
      achieved with regard to the general objectives;

   -- preliminary review of discussion materials submitted to
      the members of Board of Directors and shareholders of the
      Company in course of preparation to the Board of Directors
      Meetings and General Shareholders Meetings;

   -- arrangement for fulfillment of resolutions of General
      Shareholders' Meetings and Board of Directors Meetings;

   -- taking decisions on settlement of a transaction (non-
      material and related-party transaction) or a number of
      connected transactions related to purchase, alienation or
      potential alienation, direct or indirect, of property
      priced exceeding US$100 million.

"The creation of a collegial executive body -- the Executive
Board -- will increase the Company's level of transparency and
corporate governance," Leonid Melamed, President and CEO of MTS,
noted.  "The Board of Directors believes that the Executive
Board will strengthen the Company's control mechanisms over its
use of financial resources."

                    About Mobile TeleSystems

Headquartered in Moscow, Russia, Mobile TeleSystems OJSC --
http://www.mtsgsm.com/-- company provides global system for
mobile communications technology-based mobile telecommunications
services in Russia, Belarus, Ukraine, Uzbekistan and
Turkmenistan.  Since June 2000, MTS' Level 3 ADRs have been
listed on the New York Stock Exchange (ticker symbol MBT).

As of Dec. 31, 2005, MTS had a working capital deficit of
US$631.6 million, compared with a US$189 million working capital
deficit at Dec. 31, 2004.

MTS is rated to BB-/outlook stable by S&P in and Ba3/outlook
stable by Moody's.


NORTH-IMPORT CJSC: Court Names I. Bashmakova to Manage Assets
-------------------------------------------------------------
The Arbitration Court of St. Petersburg and Leningrad Region
appointed Ms. I. Bashmakova as Insolvency Manager for CJSC
North-Import.  She can be reached at:

         I. Bashmakova
         Post User Box 19
         OPS-100
         170100 Tver Region
         Russia

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.  The case is docketed under Case No.
A56-26348/2006.

The Arbitration Court of St. Petersburg and the Leningrad Region
is located at:

         Hall 113
         Suvorovskiy Pr. 50/52
         St. Petersburg
         Russia

The Debtor can be reached at:

         CJSC North-Import
         Serpukhovskaya Str. 18
         St. Petersburg Region
         Russia


PRIMA-TRAVEL CJSC: Court Names A. Trifonov as Insolvency Manager
----------------------------------------------------------------
The Arbitration Court of St. Petersburg and Leningrad Region
appointed Mr. A. Trifonov as Insolvency Manager for CJSC Prima-
Travel.  He can be reached at:

         A. Trifonov
         Post User Box 383
         OPS-100
         170100 Tver Region
         Russia

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.  The case is docketed under Case No.
A56-27397/2006.

The Arbitration Court of St. Petersburg and the Leningrad Region
is located at:

         Hall 113
         Suvorovskiy Pr. 50/52
         St. Petersburg
         Russia

The Debtor can be reached at:

         CJSC Prima-Travel
         Leontyevskaya 35
         Pushkin
         St. Petersburg Region
         Russia


ROS-GOLD-PROJECT: Court Starts B. Kantor as Insolvency Manager
--------------------------------------------------------------
The Arbitration Court of Moscow appointed Mr. B. Kantor as
Insolvency Manager for CJSC Ros-Gold-Project (TIN 7701051550).
He can be reached at:

         B. Kantor
         To be called for Mr. B. Kantor
         125009 Moscow Region
         Russia

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.  The case is docketed under Case No.
A40-21611/06-123-245B.

The Arbitration Court of Moscow is located at:

         Novaya Basmannaya Str. 10
         Moscow Region
         Russia

The Debtor can be reached at:

         CJSC Ros-Gold-Project
         S. Basmannaya Str. 21
         107066 Moscow Region
         Russia


RUSSIAN TRADING: Court Starts V. Shevelev as Insolvency Manager
---------------------------------------------------------------
The Arbitration Court of St. Petersburg and Leningrad Region
appointed Mr. V. Shevelev as Insolvency Manager for CJSC Russian
Trading.  He can be reached at:

         V. Shevelev
         Post User Box 183
         OPS-100
         170100 Tver Region
         Russia

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.  The case is docketed under Case No.
A56-27578/2006.

The Arbitration Court of St. Petersburg and the Leningrad Region
is located at:

         Hall 113
         Suvorovskiy Pr. 50/52
         St. Petersburg
         Russia

The Debtor can be reached at:

         CJSC Russian Trading
         Nevskiy Pr. 20
         St. Petersburg Region
         Russia


SVIAZ-BANK: Moody's Assigns E+ Financial Strength Rating
--------------------------------------------------------
Moody's Investors Service assigned these global scale ratings
with stable outlook to Sviaz-Bank:

   -- B2 long-term and Not-Prime short-term foreign and
      local currency deposit ratings; and

   -- an E+ financial strength rating.

At the same time, Moody's Interfax Rating Agency has assigned a
Baa1.ru long-term national scale credit rating to the bank.

According to Moody's and Moody's Interfax, the B2/NP/E+ global
scale ratings reflect global default and loss expectation, while
the Baa1.ru national scale rating reflects the standing of the
bank's credit quality relative to its domestic peers.

Sviaz-Bank's ratings are underpinned primarily by its
relationship with such key players in the Russian post and
telecommunications sector as Post of Russia, a state-owned post
service operator covering 99% of the territory of Russia, and
Svyazinvest, a state-owned holding company which has controlling
stakes in a number of national and regional telecommunications
operators, including Rostelecom, a leading long-distance calls
provider in the country.

Other positive rating drivers are:

   -- relatively wide territorial coverage with the
      network comprising 34 regional branches,

   -- entrenched positions in the booming market segment
      of arrangement of local currency-denominated
      corporate bond issues in Russia, particularly
      for companies from the telecommunications sector.

The key rating constraints for Sviaz-Bank are its short period
of activity under the present business model introduced in 2004
when the new shareholders arrived, and its sensitivity to
possible management changes in the Russian government bodies in
charge of the post and telecommunications sector.  Downward
pressure on the bank's ratings is also exerted by significant
level of single-party and industry concentration on both sides
of the balance sheet.

Other negative rating drivers are:

   -- unconfirmed ability to raise capital to support
      future growth (although the expected increase in
      share capital by RUR2.76 billion (US$103 million) by
      the end of 2006 would certainly result in
      material improvement of the bank's capital
      adequacy ratios, further contributions of capital are
      not guaranteed under the current ownership structure);

   -- modest profitability, mainly due to high
      operating expenses, and

   -- exposure to market risks, as the trading
      securities portfolio makes up about 25% of the
      bank's total assets.

The B2/NP long-term foreign currency deposit ratings do not take
into account possible support from the bank's shareholders.  In
Moody's view, although such support cannot be ruled out, its
scope and timeliness are rather uncertain, while support from
the Russian financial authorities in the event of need is
unlikely.

Headquartered in Moscow, Russia, Sviaz-Bank, reported total
assets of US$1056 million under IFRS as at year-end 2005.
Sviaz-bank ranked 38th by assets and 120th by regulatory capital
among Russian banks as of July 1, according to Interfax.


TVER-INKOU-TOBACCO: Tver Court Starts Bankruptcy Supervision
------------------------------------------------------------
The Arbitration Court of Tver Region commenced bankruptcy
supervision procedure on CJSC Russian-Chinese Joint Enterprise
Tver-Inkou-Tobacco.  The case is docketed under Case No.
A66-7933/2006.

The Temporary Insolvency Manager is:

         S. Eliseev
         Post User Box 38
         OPS-100
         170100 Tver Region
         Russia

The Arbitration Court of Tver Region is located at:

         Room 7
         Sovetskaya Str. 23b
         Tver Region
         Russia

The Debtor can be reached at:

         CJSC Russian-Chinese Joint Enterprise Tver-Inkou-
         Tobacco
         Pomzona Lazurnaya St.
         170017 Tver Region
         Russia


UAZ-AUTO-SERVICE: Court Names P. Tarasov as Insolvency Manager
--------------------------------------------------------------
The Arbitration Court of Murmansk Region appointed Mr. P.
Tarasov as Insolvency Manager for CJSC Kandalaksha Uaz-Auto-
Service.  He can be reached at:

         P. Tarasov
         Post User Box 19
         OPS-100
         170100 Tver Region
         Russia

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.  The case is docketed under Case No.
A 42-4798/2006.

The Arbitration Court of Murmansk Region is located at:

         Knipovicha Str. 20
         Murmansk Region
         Russia

The Debtor can be reached at:

         CJSC Kandalaksha Uaz-Auto-Service
         Pronina
         Kandalaksha
         Murmansk Region
         Russia


VIMPEL-COMMUNICATIONS: Acquires 90% of Armentel for EUR381.9 Mln
----------------------------------------------------------------
OJSC Vimpel-Communications will acquire Hellenic
Telecommunications Organization's 90% stake in CJSC Armenia
Telephone Company for EUR341.9 million.  Vimpelcom will also
absorb Armentel's EUR40 million in liabilities.

Vimpelcom bested fellow bidders MTC, ETISALAT, VTEL Holdings and
Knightsbridge Associates in a tender launched by OTE.  The
acquisition is subject to approval by the Armenian government,
which holds a 10% stake in Armentel.

Armentel, which provides a wide range of integrated products and
services for business and residential customers in Armenia,
controls 40% of the Armenian telecommunications market,
operating in the GSM 900 and CDMA standards.  Armentel serves
around 600,000 fixed-line and 400,000 mobile service
subscribers.

"With approximately 40% mobile market share, ArmenTel occupies a
strong position in the Armenian market and we will work to
enhance this position," Alexander Izosimov, VimpelCom Chief
Executive, said.

                         About VimpelCom

Headquartered in Moscow, Russia, OJSC Vimpel-Communications --
http://www.vimpelcom.com/-- provides mobile telecommunications
services in Russia and Kazakhstan with newly acquired operations
in Ukraine, Tajikistan and Uzbekistan.  The Company operates
under the 'Beeline' brand in Russia and Kazakhstan.  In
addition, VimpelCom is continuing to use 'K-mobile' and 'EXCESS'
brands in Kazakhstan.  The group wholly owns Mobitel in Georgia.

                        *     *     *

As reported in the TCR-Europe on Oct. 12, Standard & Poor's
Ratings Services raised its long-term corporate credit rating on
Russia-based mobile telecommunications operator Vimpel-
Communications (JSC) to 'BB+' from 'BB', reflecting the
company's continuing strong performance.  S&P said the outlook
is stable.


YUKOS OIL: Court Denies Reverse Privatization of Apatit Stake
-------------------------------------------------------------
A Moscow court on Nov. 3 rejected the Federal Property
Management Agency's request to regain state control of a 20%
stake in Apatit Co. from bankrupt OAO Yukos Oil Co, RIA Novosti
reports.

Yukos founder and former CEO Mikhail Khodorkovsky and Yukos
shareholder Platon Lebedev have been accused of illegally
acquiring the shares of the fertilizer company in 1994, and
stealing the US$283-million asset from the state.  The fraud and
embezzlement charges against the two executives were dropped
some way down the 11-month trial as it fell outside a 10-year
statute of limitations, RIA Novosti relates.

Apatit develops calcium phosphate mines in Russia's Kola
Peninsula and produces apatite concentrate, a key ingredient in
most fertilizers.

                         About Yukos

Headquartered in Moscow, Yukos Oil -- http://yukos.com/-- is an
open joint stock company existing under the laws of the Russian
Federation.  Yukos is involved in 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 Dec. 14, 2004
(Bankr. S.D. Tex. Case No. 04-47742), but the case was dismissed
on Feb. 24, 2005, by the Hon. Letitia Z. Clark.  A few days
later, the Government sold its main production unit Yugansk, to
a little-known firm Baikalfinansgroup for US$9.35 billion, as
payment for US$27.5 billion in tax arrears for 2000- 2003.
Yugansk eventually was bought by state-owned Rosneft, which is
now claiming more than US$12 billion from Yukos.

On March 10, a 14-bank consortium led by Societe Generale filed
a bankruptcy suit in the Moscow Arbitration Court in an attempt
to recover the remainder of a US$1 billion debt under
outstanding loan agreements.  The banks, however, sold the claim
to Rosneft, prompting the Court to replace them with the state-
owned oil company as plaintiff.

On April 13, court-appointed external manager Eduard Rebgun
filed a chapter 15 petition in the U.S. Bankruptcy Court for the
Southern District of New York (Bankr. S.D.N.Y. Case No. 06-
0775), in an attempt to halt the sale of Yukos' 53.7% ownership
interest in Lithuanian AB Mazeikiu Nafta.

On May 26, Yukos signed a US$1.49 billion Share Sale and
Purchase Agreement with PKN Orlen S.A., Poland's largest oil
refiner, for its Mazeikiu ownership stake.  The move was made a
day after the Manhattan Court lifted an order barring Yukos from
selling its controlling stake in the Lithuanian oil refinery.

On Aug. 1, the Hon. Pavel Markov of the Moscow Arbitration Court
upheld creditors' vote to liquidate OAO Yukos Oil Co. and
declared what was once Russia's biggest oil firm bankrupt.  The
expected court ruling paves the way for the company's
liquidation and auction.


YURYEV-POLSKIY: Vladimir Bankruptcy Hearing Slated for Jan. 18
--------------------------------------------------------------
The Arbitration Court of Vladimir Region will convene at 1:30
p.m. on Jan. 18, 2007, to hear the bankruptcy supervision
procedure on OJSC Breeding Factory Yuryev-Polskiy.  The case is
docketed under Case No. A11-8521/2006-K1-436B.

The Temporary Insolvency Manager is:

         S. Melnikova
         Post User Box 79
         600000 Vladimir Region
         Russia

The Arbitration Court of Vladimir Region is located at:

         Oktyabrskiy Pr. 14
         600025 Vladimir Region
         Russia

The Debtor can be reached at:

         OJSC Breeding Factory Yuryev-Polskiy
         Kosinskoye
         Yuuryev-Polskiy Region
         Vladimir Region
         Russia


YUZH-URAL-GRANITE: Court Starts Bankruptcy Supervision Procedure
----------------------------------------------------------------
The Arbitration Court of Chelyabinsk Region commenced bankruptcy
supervision procedure on LLC Yuzh-Ural-Granite.  The case is
docketed under Case No. A76-15190/2006-34-217.

The Temporary Insolvency Manager is:

         A. Fazlyev
         Post User Box 220
         Ufa
         450080 Bashkortostan Republic
         Russia

The Arbitration Court of Chelyabinsk Region is located at:

         Vorovskogo Str. 2
         454091 Chelyabinsk Region
         Russia

The Debtor can be reached at:

         LLC Yuzh-Ural-Granite
         Satka
         Chelyabinsk Region
         Russia


* Revenue Growth Cues S&P's Positive Outlook on Moscow Oblast
-------------------------------------------------------------
Standard & Poor's Rating Services revised its outlook on the
Russian Moscow Oblast to positive from stable on higher-than-
expected economic and revenue growth.  At the same time,
Standard & Poor's affirmed its 'BB' long-term issuer credit
rating and 'ruAA' Russian national scale rating on the oblast.

"The ratings reflect Moscow Oblast's still low financial
flexibility, limited budget predictability coupled with a lack
of long-term financial planning," said Standard & Poor's credit
analyst Felix Ejgel.  "The ratings are supported, however, by
strong economic development and the oblast's budget
revenue growth -- revenues are estimated to have increased 2.4x
in 2003-2006 -- which helps fuel investments in the local
infrastructure and raise public sector salaries."

Moreover, the ratings continue to be supported by the oblast's
proximity to the City of Moscow, and its consistent policy
priorities, resulting in stable budgetary performance and a
gradual reduction in debt service payments.

The oblast's budgetary performance will likely improve in 2006,
with its operating surplus reaching a moderate 14% of operating
revenues and a deficit after capital expenditures of about 10%
of total revenues.  A similar level of budgetary performance is
forecast for the next two-to-three years.

Due to high revenue growth, the oblast's moderate deficit after
capital expenditures should not lead to rapid debt accumulation,
with direct debt remaining below 60% of operating revenues.
Gradual improvement of the debt profile will also result in the
reduction of debt service below 12% of operating revenues by
2008.

"We expect that consistently high economic growth will likely
result in the oblast's revenues continuing to increase, allowing
for high budget investment in transport infrastructure and
personnel spending," said Mr. Ejgel.

Standard & Poor's expect the oblast to successfully implement
municipal reform, to reduce its debt service, and to accelerate
investments in infrastructure.  In addition, if the oblast also
manages to introduce reliable medium-term planning and
streamline its relations with its with regional companies, as
planned, the ratings could be raised.  Conversely, if the oblast
fails to achieve its forecast budgetary performance and allows
its operating surplus to slip below 5% of operating revenues, or
if there are delays in developing a reliable long-term financial
plan coupled with aggressive debt accumulation, the ratings
could come under downward pressure.


* High Economic Growth Spurs S&P to Revise Outlook on Klin Rayon
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on the
Russian Klin Rayon to positive from stable on high economic and
tax base growth, good budgetary performance, and positive trends
in the debt profile.  At the same time, the long-term issuer
credit rating on Klin Rayon was affirmed at 'B-'.  In addition,
Standard & Poor's raised the Russia national scale rating on the
rayon to 'ruBBB' from 'ruBBB-'.

"The ratings on Klin Rayon, located in the Moscow Oblast, are
constrained by low financial flexibility and predictability,
continuing uncertainty created by ongoing municipal reform, and
weak liquidity," said Standard & Poor's credit analyst Irina
Pilman.  "A significant strength, however, is Klin's favorable
location, which helps to attract investments and maintain high
economic growth, resulting in the growth of the tax base."

The favorable location of the rayon attracts both domestic and
foreign investors, which contribute to its high economic growth
rate and diversification of the local economy.  Industrial
output increased by a high 8.7% in 2005, and is expected to be
more than 8% in 2006-2008.  The total amount of taxes collected
on the rayon's territory grew, in nominal terms, by 23% annually
in 2005 and 2006.  The growing economy could also help to
further increase the wealth level in the rayon, which is now
higher than the Russian average.

"We expect that Klin's rapid economic development will
continue," said Ms. Pilman. " Moreover, we expect that the
amount and timeliness of subsidies from the Moscow Oblast in the
next few years will be sufficient for the rayon to maintain good
budgetary performance, and to meet its needs for infrastructure
improvement and increasing public sector salaries."

If the rayon successfully lengthens the maturity on its debt,
and if the financial position of the rayon's municipal companies
improve, the ratings could be raised.  A reduction in the
rayon's revenues and deterioration in its debt indicators could
lead to the outlook being revised back to stable.  The details
of how intergovernmental reform will be implemented will be the
key rating factor for Klin in the long term.


=========
S P A I N
=========


VALENCIA HIPOTECARIO: Moody's Rates Series D Notes at (P)Ca
-----------------------------------------------------------
Moody's Investors Service assigned provisional credit ratings to
these five series of "Bonos de Titulizacion de Activos" issued
by VALENCIA HIPOTECARIO 3 Fondo de Titulizacion de Activos, a
Spanish Asset Securitisation Fund that has been created by
Europea de Titulizacion, S.G.F.T, S.A.:

   -- EUR90 million Series A1 notes: (P)Aaa;
   -- EUR780.7 million Series A2 notes: (P)Aaa;
   -- EUR20.8 million Series B notes: (P) A2;
   -- EUR 9.1 million Series C notes: (P)Baa3; and
   -- EUR10.4 million Series D notes: (P)Ca.

Moody's provisional ratings address the expected loss posed to
investors by the legal final maturity.  In Moody's opinion, the
structure allows for timely payment of interest and ultimate
payment of principal at par on or before the rated final legal
maturity date on Series A1/A2/B/C, and for ultimate payment of
interest and principal at par on or before the rated final legal
maturity date on Class D.  The ratings do not address full
redemption of the notes on the expected maturity date.  Moody's
ratings address only the credit risks associated with the
transaction.  Other non-credit risks have not been addressed,
but may have a significant effect on yield to investors.

Valencia Hipotecario 3 Fondo de Titulizacion de Activos is the
third securitization by Banco de Valencia.

Strong features within this deal include among others:

   (1) a Basis swap agreement guaranteed by Banco de Valencia,

   (2) a fully funded Reserve Fund to cover potential
       shortfall in interest and principal,

   (3) an 18-month artificial write-off mechanism, and

   (4) the fact that 100% of loans are secured by
       first lien residential mortgages.

Weaker features include:

   (1) Limited excess spread, and
   (2) Strong Concentration in the region of Valencia (63.70%).

As of October 2006, the portfolio comprised 10,432 loans,
representing a provisional portfolio of EUR984,552,228.  The
loans have been contracted to individuals located in Spain.  The
loans consist of first-lien mortgages on residential properties.
All the properties on which the mortgage security has been
granted are covered by property damage and fire insurance.  At
closing date there are no loans in arrears.  The loans were
originated between 1996 and 2006, with a weighted average
seasoning of 1.95 years and a weighted average remaining
maturity of 21.99 Years.  Almost all the loans paid via monthly
instalments, which are debited to accounts held by the debtors
at Banco de Valencia.  Moody's views this feature as a positive
characteristic since delinquencies are likely to be tracked more
easily.

Moody's based its rating on

   (1) a evaluation of the underlying portfolio of
       mortgage loans securing the structure, and on

   (2) the transaction's structural protections which
       include the subordinate position of the Series B
       and C Subordinate notes with respect to the Series A1
       and A2 notes, the strength of the cash flows,
       which include the reserve fund and any excess
       spread available to cover losses.

Moody's will monitor this transaction on an ongoing basis to
ensure that it continues to perform in the manner expected,
including checking all supporting ratings and reviewing periodic
servicing reports.


=============
U K R A I N E
=============


AGROINKOM LLC: Court Names V. Bolhovitin as Insolvency Manager
--------------------------------------------------------------
The Economic Court of Vinnitsya Region appointed Mr. V.
Bolhovitin as Liquidator/Insolvency Manager for LLC Agroinkom
(code EDRPOU 32922498).

The Court commenced bankruptcy proceedings against the company
after finding it insolvent on Sept. 7.  The case is docketed
under Case No. 5/268-06.

The Economic Court of Vinnitsya Region is located at:

         Hmelnitske Shose 7
         21036 Vinnitsya Region
         Ukraine

The Debtor can be reached at:

         LLC Agroinkom
         Poza Luksemburg Str. 5/2
         Bar
         23000 Vinnitsya Region
         Ukraine


AGROPRODUKT LLC: Court Names V. Bolhovitin as Insolvency Manager
----------------------------------------------------------------
The Economic Court of Vinnitsya Region appointed Mr. V.
Bolhovitin as Liquidator/Insolvency Manager for LLC Agroprodukt
(code EDRPOU 30425519).

The Court commenced bankruptcy proceedings against the company
after finding it insolvent on Sept. 7.  The case is docketed
under Case No. 5/260-06.

The Economic Court of Vinnitsya Region is located at:

         Hmelnitske Shose 7
         21036 Vinnitsya Region
         Ukraine

The Debtor can be reached at:

         LLC Agroprodukt
         Polyova Str. 1
         Balki
         Bar District
         23006 Vinnitsya Region
         Ukraine


BUD-MARKETING: Court Names Sergij Benedyuk as Insolvency Manager
----------------------------------------------------------------
The Economic Court of Kyiv Region appointed Sergij Benedyuk as
Liquidator/Insolvency Manager for LLC Bud-Marketing (code EDRPOU
32596761).

The Court commenced bankruptcy proceedings against the company
after finding it insolvent on Oct. 4.  The case is docketed
under Case No. 23/441-b.

The Economic Court of Kyiv Region is located at:

         B. Hmelnitskij Boulevard 44-B
         01030 Kyiv Region
         Ukraine

The Debtor can be reached at:

         LLC Bud-Marketing
         Shevchenko Lane 13/21-V
         Taras
         03102 Kyiv Region
         Ukraine


ELIT-KONTAKT LLC: Court Names Olena Zorina as Insolvency Manager
----------------------------------------------------------------
The Economic Court of Kyiv Region appointed Olena Zorina as
Liquidator/Insolvency Manager for LLC Elit-Kontakt (code EDRPOU
32856813).

The Court commenced bankruptcy proceedings against the company
after finding it insolvent on Sept. 22.  The case is docketed
under Case No. 43/617.

The Economic Court of Kyiv Region is located at:

         B. Hmelnitskij Boulevard 44-B
         01030 Kyiv Region
         Ukraine

The Debtor can be reached at:

         LLC Elit-Kontakt
         Melnikov Str. 12
         04050 Kyiv Region
         Ukraine


ELLADA LLC: Court Names Sergij Benedyuk as Insolvency Manager
-------------------------------------------------------------
The Economic Court of Kyiv Region appointed Sergij Benedyuk as
Liquidator/Insolvency Manager for LLC Trading Company Ellada
(code EDRPOU 33541294).

The Court commenced bankruptcy proceedings against the company
after finding it insolvent on Oct. 4.  The case is docketed
under Case No. 23/440-b.

The Economic Court of Kyiv Region is located at:

         B. Hmelnitskij Boulevard 44-B
         01030 Kyiv Region
         Ukraine

The Debtor can be reached at:

         LLC Trading Company Ellada
         Novovokzalna Str. 39
         03039 Kyiv Region
         Ukraine


KROPIVYANSKE LLC: Vinnitsya Court Names S. Malahov as Liquidator
----------------------------------------------------------------
The Economic Court of Vinnitsya Region appointed Mr. S. Malahov
as Liquidator/Insolvency Manager for LLC Kropivyanske (code
EDRPOU 30805568).

The Court commenced bankruptcy proceedings against the company
after finding it insolvent on Sept. 21.  The case is docketed
under Case No. 5/65-06.

The Economic Court of Vinnitsya Region is located at:

         Hmelnitske Shose 7
         21036 Vinnitsya Region
         Ukraine

The Debtor can be reached at:

         LLC Kropivyanske
         Nizhnya Kropivna
         Nemirivskij District
         Vinnitsya Region
         Ukraine


MERCURY LLC: Creditors Must File Claims by November 10
------------------------------------------------------
Creditors of Agricultural LLC Mercury (code EDRPOU 30813170)
have until Nov. 10 to submit written proofs of claim to:

         The Economic Court of Donetsk Region
         Artema Str. 157
         83048 Donetsk Region
         Ukraine

The Court commenced bankruptcy supervision procedure on the
company on Sept. 7.  The case is docketed as 27/189-B.  The
Temporary Insolvency Manager is Starobeshivskij District State
Tax Inspection

The Debtor can be reached at:

         Agricultural LLC Mercury
         Lenin Str. 50
         Novokaterinivka
         Starobeshivskij District
         87240 Donetsk Region
         Ukraine


MIKST LLC: Donetsk Court Starts Bankruptcy Supervision Procedure
----------------------------------------------------------------
The Economic Court of Donetsk Region commenced bankruptcy
supervision procedure on LLC Production-Commercial Firm Mikst
(code EDRPOU 22025331).  The case is docketed as 42/152 B.

The Economic Court of Donetsk Region is located at:

         Artema Str. 157
         83048 Donetsk Region
         Ukraine

The Debtor can be reached at:

         LLC Production-Commercial Firm Mikst
         Sibirtsev Str. 192
         Artemivsk
         84500 Donetsk Region
         Ukraine


MOBILE TELESYSTEMS: Shareholders OK Restructuring & ReCom Merger
----------------------------------------------------------------
The extraordinary general meeting of Mobile TeleSystems OJSC,
held on Oct. 30, adopted these resolutions:

   -- approval of the revised version of the Company's Charter;

   -- approval of the Statute on the Executive Board;

   -- reorganization and approval of a merger of ReCom and
      Telesot-Alania into MTS;

   -- approval of supplements and amendments to be entered into
      the Statute on the Board of Directors;

   -- approval of supplements and amendments to be entered into
      the Statute on the President;

   -- approval of the revised Statute on General Shareholder
      Meetings of Shareholders.

                  Executive Board Election

At the meeting of the BoD held on the same day, in accordance
with the Statute on the Executive Board, the number and the
individuals to be included on the Executive Board were
determined.  The number of members of the Executive Board was
set at 12. These persons were elected to the Executive Board:

   -- Leonid Melamed, President and CEO of MTS;

   -- Mikhail Shamolin, Vice President, Head of Business unit
      "MTS Russia";

   -- Sergey Aslanyan, Vice President, Chief Information
      Officer;

   -- Vsevolod Rozanov, Vice President, Chief Financial Officer:

   -- Grzegorz Esz, Vice President, Chief Marketing Officer;

   -- Tatiana Evtushenkova, Vice President, Strategy and
      Corporate Development;

   -- Andrei Terebenin, Vice President, Corporate Communication;

   -- Pavel Belik, Vice President, Security;

   -- Sergey Nikonov, acting Vice President, Human Resources;

   -- Pavel Pavlovsky, acting Vice President, Foreign
      Subsidiaries;

   -- Alexander Nikitin, Director of Corporate Development;

   -- Adam Wojacki, Chief Executive Officer of UMC.

Mr. Melamed is appointed Chairman of the Executive Board in
accordance with the Company's charter and the Statute on the
Executive Board.  These issuesare within the competence of the
Executive Board:

   -- arrangement of efficient operating management of current
      activity of the Company;

   -- elaboration of key principles to be used for planning of
      the Company activity;

   -- elaboration and submission to the Company's Board of
      Directors of proposals on strategy related to organization
      and planning of the Company activity on the whole;

   -- elaboration and improvement of Company staff motivation
      system;

   -- development of recommendations for the President and Board
      of Directors of the Company based on yearly targets to be
      achieved with regard to the general objectives;

   -- preliminary review of discussion materials submitted to
      the members of Board of Directors and shareholders of the
      Company in course of preparation to the Board of Directors
      Meetings and General Shareholders Meetings;

   -- arrangement for fulfillment of resolutions of General
      Shareholders' Meetings and Board of Directors Meetings;

   -- taking decisions on settlement of a transaction (non-
      material and related-party transaction) or a number of
      connected transactions related to purchase, alienation or
      potential alienation, direct or indirect, of property
      priced exceeding US$100 million.

"The creation of a collegial executive body -- the Executive
Board -- will increase the Company's level of transparency and
corporate governance," Leonid Melamed, President and CEO of MTS,
noted.  "The Board of Directors believes that the Executive
Board will strengthen the Company's control mechanisms over its
use of financial resources."

                    About Mobile TeleSystems

Headquartered in Moscow, Russia, Mobile TeleSystems OJSC --
http://www.mtsgsm.com/-- company provides global system for
mobile communications technology-based mobile telecommunications
services in Russia, Belarus, Ukraine, Uzbekistan and
Turkmenistan.  Since June 2000, MTS' Level 3 ADRs have been
listed on the New York Stock Exchange (ticker symbol MBT).

As of Dec. 31, 2005, MTS had a working capital deficit of
US$631.6 million, compared with a US$189 million working capital
deficit at Dec. 31, 2004.

MTS is rated to BB-/outlook stable by S&P in and Ba3/outlook
stable by Moody's.


SANATORIUM FOROS: AR Krym Court Starts Bankruptcy Supervision
-------------------------------------------------------------
The Economic Court of AR Krym Region commenced bankruptcy
supervision procedure on State Enterprise Sanatorium Foros (code
EDRPOU 20670777) on Sept. 21.

The case is docketed under Case No. 2-6/13542-2006.

The Temporary Insolvency Manager is:

         I. Saliyev
         Turkenich Str. 13
         Simferopol
         95023 AR Krym Region
         Ukraine

The Economic Court of AR Krym Region is located at:

         Karl Marks Str. 18
         Simferopol
         95000 AR Krym Region
         Ukraine

The Debtor can be reached at:

         State Enterprise Sanatorium Foros
         Foros
         Yalta
         98690 AR Krym Region
         Ukraine


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


39 STEPS: Appoints John Paul Bell to Liquidate Assets
-----------------------------------------------------
John Paul Bell of Clarke Bell was appointed Liquidator of
The 39 Steps Styal Limited on Oct. 24 for the creditors'
voluntary winding-up procedure.

The company can be reached at:

         The 39 Steps Styal Limited
         4 Altrincham Road
         Styal
         Wilmslow SK9 4JE
         United Kingdom
         Tel: 01625 548144


ACTIVATION ENTERPRISE: Brings In Administrators from BWC
--------------------------------------------------------
David Leighton Cockshott and Paul Andrew Whitwam of BWC Business
Solutions were appointed joint administrators of Activation
Enterprise Ltd. (Company Number 04117030) on Oct. 25.

The administrators can be reached at:

         David Leighton Cockshott and Paul Andrew Whitwam
         Bwc Business Solutions
         8 Park Place
         Leeds
         West Yorkshire LS1 2RU
         United Kingdom
         Tel: 0113 243 3434
         Fax: 0113 243 5049
         E-mail: bwc@bwc-solutions.com

Activation Enterprise Ltd. can be reached at:

         Unit 12
         Cottesbrooke Park
         Heartlands Business Park
         Daventry
         Northamptonshire NN11 8YL
         United Kingdom
         Tel: 0870 7775440


AKER KVAERNER: Doubles Investment in Malaysia to NOK500 Million
---------------------------------------------------------------
As a consequence of the positive development in the subsea
market, Aker Kvaerner ASA decided to increase the investment in
the new production facility currently under construction in
Malaysia from NOK250 million to NOK500 million.

This investment will improve Aker Kvaerner's possibilities to
serve the markets in both Malaysia and the other parts of the
Asia-Pacific region.

                      About Aker Kvaerner

Headquartered in Lysaker, Norway, Aker Kvaerner ASA --
http://www.akerkvaerner.com/-- through its subsidiaries and
affiliates, provides engineering and construction services,
technology products and integrated solutions.

The Aker Kvaerner group is organized into two principal business
streams, namely Oil & Gas and E&C.  The group operates in
Austria, Azerbaijan, Belgium, Denmark, Finland, France, Germany,
Netherlands, Poland, Russia, Spain, Sweden, United Kingdom,
Australia, China, India, Indonesia, Japan, Malaysia, Singapore,
South Korea, Thailand, Brazil, Chile, Canada and the United
States.

                        *     *     *

As reported in the TCR-Europe on April 26, Moody's Investors
Service upgraded the of Aker Kvaerner Oil & Gas Group and Aker
Kvaerner AS, primarily to reflect the sustainable strong
recovery in profitability and cash flow generation of the ring-
fenced oil and gas group over the past two years, coupled with
the clear reduction in senior debt, repaid from internally
generated funds.

Ratings affected:

Aker Kvaerner Oil & Gas Group AS

   -- Corporate family rating: upgraded to Ba1 from Ba3

Aker Kvaerner AS

   -- Rating of the second priority lien notes due 2011:
      upgraded to Ba1 from Ba3.

Moody's said the outlook on all ratings is stable.


ALL ACCESS: Names Andrew John Whelan Liquidator
-----------------------------------------------
Andrew John Whelan of Marks Bloom was appointed Liquidator of
All Access (Southern) Limited on Oct. 27 for the creditors'
voluntary winding-up procedure.

The company can be reached at:

         All Access (Southern) Limited
         Long Pond Works
         73a Wrotham Road
         Borough Green
         Sevenoaks
         Kent TN15 8DD
         United Kingdom
         Tel: 01732 886596


ANDREW CORP: Posts US$59.7 Mil. Net Loss in Fourth Quarter 2006
---------------------------------------------------------------
Andrew Corporation reported total sales of US$599 million for
its fourth quarter ended Sept. 30, 2006, an increase of 16%
compared to US$518 million in the prior year quarter.

In the fourth quarter 2006, wireless infrastructure sales
increased 16% versus the prior year quarter and included the
US$23.7 million sales from the acquisition of Precision Antennas
Ltd. in April 2006.  Satellite Communications sales increased 2%
versus the prior year quarter.

In the fourth quarter of fiscal 2006 the Company recorded a net
loss of US$59.7 million compared to net income of US$7.5 million
in the year ago quarter.  The company recorded a non-cash charge
in the fourth quarter to provide a full valuation allowance of
US$83.4 million on its U.S. deferred tax assets.

"Recording this non-cash charge is based upon our assessment of
the accounting rules related to valuation allowances, and is not
a reflection of our future global business prospects," Ralph
Faison, president and chief executive officer, said.  "We are
currently analyzing a number of strategies that may enable us to
utilize a greater portion of these underlying U.S. tax benefits
prior to their expiration, and realize more of their cash
value."

The fourth quarter net loss also included US$4.7 million related
to intangible amortization; US$5 million related to
restructuring activities; US$10.3 million of expenses associated
with the termination of the proposed ADC merger; an impairment
charge on capitalized software of US$3.9 million; filter product
line transition costs of US$3.8 million; a gain of US$2.6
million for repatriation benefit; a gain on the sale of land at
the Company's Orland Park facility of US$9 million; and a gain
on the termination of the former Allen Telecom pension plan of
US$14.2 million.

Gross margin for the fourth quarter of fiscal 2006 was 22.6%,
compared with 22.1% in the prior quarter and 22.4% in the prior
year quarter.  Excluding a US$3.8 million charge related to the
previously announced restructuring of the filter product supply
chain, gross margin in the current quarter was 23.2%.

Operating income for the fourth quarter was US$35 million or
5.9% of sales compared to US$22 million or 4.3% of sales in the
prior year quarter.

                      Fiscal 2006 Results

Fiscal 2006 sales increased 9% to US$2.15 billion.  Wireless
infrastructure sales, including US$39 million from the
acquisition of Precision Antennas Ltd., increased 11% versus the
prior year. Satellite communication sales decreased by 13%.
Total orders increased by 13%, and backlog at fiscal year end
was 14% higher than a year ago.

Gross margin for fiscal 2006 was 22.1%, a decrease of 20 basis
points from the prior year.

Operating income for fiscal 2006 was US$83 million or 3.9% of
sales compared to US$78 million or 4% of sales in the prior
year. Including the non-cash charge to provide a full valuation
allowance of US$83.4 million on the Company's U.S. deferred tax
assets, a net loss of US$34 million was recorded for the year
compared to net income of US$39 million for the prior year.

             Balance Sheet and Cash Flow Highlights

Cash and cash equivalents were US$170 million at Sept. 30, 2006,
compared to US$116 million at June 30, 2006 and US$189 million
at Sept. 30, 2005.

Total debt outstanding and debt to capital were US$346 million
and 18.7% at Sept. 30, 2006, compared to US$302 million and
16.1% at June 30, 2006 and US$303 million and 16.3% at Sept. 30,
2005.  Debt increased during the quarter due to working capital
funding for foreign operations and foreign acquisitions and the
recognition of a US$25 million lease obligation resulting from
the classification of the Company's new Joliet facility,
currently under construction, as a capitalized lease.

Cash flow from operations was US$56.1 million for the fourth
quarter, compared to cash flow from operations of US$24.5
million in the prior quarter and cash flow from operations of
US$45.9 million in the prior year quarter.  Capital expenditures
were
US$20.2 million for the fourth quarter, compared to US$17.7
million in the prior quarter and US$17.7 million in the prior
year quarter.

For the full year, cash flow from operations was US$92.3 million
compared to cash flow from operations in the prior year of
US$89.4 million.  Capital expenditures were US$71.0 million, or
3.3% of sales, for the full year compared to US$66.4 million, or
3.4% of sales, in fiscal year 2005.

                      Fiscal 2007 Outlook

For the fiscal year 2007, the Company anticipates sales to range
from US$2.25 billion to US$2.375 billion, excluding any further
significant rationalization of product lines or significant
acquisitions.

It anticipates that total intangible amortization will be
approximately US$15 million in fiscal 2007 compared to US$19
million in fiscal 2006 and reported tax rate to be in the range
of 35% to 37%.  Average diluted shares outstanding are
anticipated to be approximately 175 million due to the
accounting effect of outstanding convertible debt.

Headquartered in Westchester, Illinois, Andrew Corporation
(NASDAQ:ANDW) -- http://www.andrew.com/-- designs, manufactures
and delivers equipment and solutions for the global
communications infrastructure market.  The company serves
operators and original equipment manufacturers from facilities
in 35 countries.

                          *     *     *

As reported in the Troubled Company Reporter, Standard & Poor's
Ratings Services revised its CreditWatch implications on Andrew
Corp. to negative from developing.  The 'BB' corporate credit
rating and other ratings on the company were placed on
CreditWatch developing on Aug. 7, 2006.


ATHERTON PLASTICS: Hires Timothy Hargreaves to Liquidate Assets
---------------------------------------------------------------
Timothy Hargreaves of T.H.Associates Insolvency Practitioners
was nominated Liquidator of Atherton Plastics Engineering
(Tools) Limited on Oct. 27 for the creditors' voluntary winding-
up procedure.

The company can be reached at:

         Atherton Plastics Engineering (Tools) Limited
         Tonge Fold Mill
         13 Clegg Street
         Bolton
         Lancashire BL2 6BL
         United Kingdom
         Tel: 01204 521 042
         Fax: 01204 430 405


BEARINGPOINT INC: Obtains Waivers & Amends Credit Facility
----------------------------------------------------------
BearingPoint Inc. reached an agreement in principle with holders
of a majority of each of the Company's 2.50% Series A
Convertible Subordinated Debentures due 2024 (CUSIP No.
074002AA4) and 2.75% Series B Convertible Subordinated
Debentures due 2024 (CUSIP No. 074002AB2).

The agreement, among other things, contains waivers through
Oct. 31, 2008, to the covenants relating to the Company's U.S.
Securities and Exchange Commission reporting requirements and
rescinds any acceleration related to the Company's failure to
file such SEC reports.

The proposed agreement with the holders of the Series A and
Series B Debentures is also conditioned on the relevant holders
of the Series B Debentures who had alleged that the Company is
in default under the applicable indenture discontinuing their
current lawsuit pending in New York State Supreme Court entitled
The Bank of New York v. BearingPoint, Inc., Index No. 600169/06.

                     Credit Facility Amendment

The Company also amended its existing US$150 million senior
secured credit facility.  The amendments to the credit facility
include extensions of the filing deadlines for the Company's
Annual Report on Form 10-K for the year ended Dec. 31, 2005, to
Nov. 30, 2006, and the Company's Quarterly Reports on Forms 10-Q
for the first three quarters of 2005 to the earlier of two
months after filing the 2005 Form 10-K and Jan. 31, 2007.  The
filing dates for the Company's 2006 Quarterly Reports on Form
10-Q have also been extended.

"While we continue to disagree with the opinion of the New York
State Court, we are pleased to have so quickly resolved the
debenture issue in the best interest of all parties such that we
may now move quickly on completing our 2005 Form 10-K filing,"
said Harry You, the Company's Chief Executive Officer.  "We
appreciate the continuing support of our shareholders, banks,
surety providers, clients and employees in standing by us as we
worked through this process.  We have already turned our
attention to completing our 2005 Form 10-K filing and hope to
complete this by Thanksgiving to stay on course for holding our
annual meeting of shareholders in early December."

The revised terms of the consent solicitation for the Series A
and Series B Debentures will be reflected in a supplement, which
will be distributed to holders of the Series A Debentures and
Series B Debentures shortly and which amend certain of the terms
and conditions of the Consent Solicitation Statement dated
Oct. 18, 2006.  The terms, as modified, have been agreed to in
principle by holders of a majority of each series of Debentures.

                     Consent Solicitation

Among other things, under the revised terms of the consent
solicitation, in lieu of paying a consent fee:

   -- the interest rate payable on the Series A Debentures will
      be increased from the current 3.00% interest per annum to
      3.10% per annum (inclusive of any liquidated damages
      relating to the failure to file a registration statement
      for the Series A Debentures that may be payable) until
      Dec. 23, 2011; and

   -- the interest rate payable on the Series B Debentures will
      be increased from the current 3.25% per annum to 4.10% per
      annum (inclusive of any liquidated damages relating to the
      failure to file a registration statement for the Series B
      Debentures that may be payable) until December 23, 2014.

The increased interest rate will apply to all Series A
Debentures and Series B Debentures outstanding.

Additionally, the expiration date for the consent solicitation
with respect to the Series A Debentures and Series B Debentures
was extended until 5:00 p.m. New York City time yesterday,
Nov. 6, 2006.  BearingPoint reserves the right to further amend
the consent solicitation for the Series A Debentures and Series
B Debentures or further extend the expiration date at its sole
discretion.

On Nov. 2, 2006, the Company entered into a Supplemental
Indenture with The Bank of New York, as trustee, which amends
the indenture governing the Company's 5.00% Convertible Senior
Subordinated Debentures due 2025 (CUSIP No. 074000AE0) in
accordance with the Consent Solicitation Statement sent to the
holders of the 5.00% Debentures.  The Supplemental Indenture
includes a waiver of the Company's SEC reporting requirements
through Oct. 31, 2007, and provides for further extension
through Oct. 31, 2008, upon payment of an addition fee of 0.25%.
The Company paid to the holders of the 5.00% Debentures who
provided their consents prior to the expiration of the consent
solicitation the consent fee required under the Consent
Solicitation Statement in an amount equal to 1.00% of the
outstanding principal amount of the 5.00% Debentures.

Citigroup Corporate and Investment Banking continues to serve as
the solicitation agent for the consent solicitations.  Questions
regarding the consent solicitations may be directed to the
Liability Management Group of Citigroup Corporate and Investment
Banking at (800) 558-3745 (toll-free) or (212) 723-6106.  The
information agent for the consent solicitations is Global
Bondholder Services Corporation.  Requests for copies of the
Consent Solicitation Statement and related documents may be
directed to Global Bondholder Services Corporation at (866) 857-
2200 (toll- free) or (212) 430-3774.

                      About the Company

Headquartered in McLean, Virginia, BearingPoint, Inc., (NYSE:
BE) -- http://www.BearingPoint.com/-- provides of management
and technology consulting services to Global 2000 companies and
government organizations in 60 countries worldwide.  The firm
has approximately 17,500 employees, and major practice areas
focusing on the Public Services, Financial Services and
Commercial Services markets.

BearingPoint has global locations in Australia, Austria, Brazil,
China, France, India, Indonesia, Japan, Mexico, Portugal,
Singapore, Thailand, and the United Kingdom, among others.

                         *     *     *

As reported in the TCR-Europe on Oct. 11, Moody's
downgraded and placed these ratings on review for further
possible downgrade:

   * Corporate Family Rating --downgraded to B2 from B1

   * US$250 million series A subordinated convertible bonds due
     2024 --downgraded to B3 from B2

   * US$200 million series B subordinated convertible bonds due
     2024 --downgraded to B3 from B2.


BRITISH AIRWAYS: Sells BA Connect's Regional Operations to Flybe
----------------------------------------------------------------
British Airways Plc has reached an agreement in principle to
sell the regional operation of its subsidiary airline BA Connect
to Flybe.

BA Connect also operates from London City Airport and between
Manchester and New York.  These services will not form part of
the proposed sale nor will the regional ground handling
business, British Airways Regional Ltd.

Willie Walsh, British Airways chief executive said: "Point to
point regional operations are not a strategic part of our
business and we believe that such activities are better
undertaken by a regional low cost airline.

"Despite the best efforts of the entire team at BA Connect, we
do not see any prospect of profitability in its current form.

"The proposed sale to Flybe provides the best opportunity to
secure the long-term future for the many dedicated staff in BA
Connect.  British Airways will have a 15 per cent investment in
Flybe on completion of the disposal.

"London City services complement our mainline business at
Heathrow.  For this reason they are not included in the proposed
sale."

It is envisaged that once the sale of the regional business of
BA Connect to Flybe is completed, there will be a transition
period until the start of the summer schedule on March 25, 2007
while the handover of responsibilities is undertaken.

                    About the Company

Headquartered in West Drayton, United Kingdom, British Airways
Plc -- http://www.ba.com/-- operates of international and
domestic scheduled and charter air services for the carriage of
passengers, freight and mail, and provides of ancillary
services.  The British Airways group consists of British Airways
Plc and a number of subsidiary companies including in particular
British Airways Holidays Limited and British Airways Travel
Shops Limited.

                        *     *     *

British Airways' 7-1/4% senior unsubordinated notes due 2016 and
10-7/8% notes due 2008 carry Moody's Investors Service's Ba2
ratings and Standard & Poor's BB- ratings.


BRITISH AIRWAYS: Earns GBP168 Million in Second Quarter 2006
------------------------------------------------------------
British Airways disclosed of its second quarter results ended
Sept. 30, 2006.  The results included a one-off writedown of the
group's investment in its regional subsidiary BA Connect of
GBP106 million.

This resulted in an operating profit of GBP134 million for the
quarter (2005: GBP261 million) and GBP345 million (2005: GBP437
million) for the half year giving an operating margin of 5.8%
and 7.5% respectively.  The pre-tax profit was GBP176 million
for the three months (2005: GBP241 million) and GBP371 million
for the half year (2005: GBP365 million).

Excluding the BA Connect write-down, the operating profit for
the quarter was GBP240 million and GBP451 million for the half
year giving an operating margin of 10.4% and 9.7% respectively.
The pre-tax profit was GBP282 million for the quarter and
GBP477 million for the half year.

The company reported net profit of GBP168 million (2005: GBP171
million) for the three months ended Sept. 30, 2006, and net
profit of GBP322 million (2005: GBP261 million) for the six
months ended Sept. 30, 2006.

At September 30, 2006, the company's balance sheet showed
GBP11.9 billion in total assets and GBP9.6 billion in total
liabilities, resulting in a GBP2.2 billion shareholders' equity.

"Given the significant impact of the security disruptions,
estimated at a cost of some GBP100 million, these are good
results," Willie Walsh, British Airways' Chief Executive, said.
"Despite the extremely difficult operational environment, we
have delivered improved revenue."

"As part of our continued efforts to improve the profitability
of shorthaul we have announced that we have reached agreement in
principle to sell the regional business of BA Connect to Flybe.
Point to point regional operations are not a strategic part of
our business and we believe that such activities are better
undertaken by a regional low cost airline.

"Our focus on costs is working and has helped offset the revenue
impact of recent weeks.  Fuel costs in the quarter increased by
nearly a third. Underlying unit costs, excluding the BA Connect
write-down and fuel, were down 1.1%.  Costs will continue to be
our focus as we work towards achieving a 10% operating margin.

"This is an exciting time for our customers with the rollout of
our next generation Club World flat bed later this month.  We
are also enhancing ba.com to make it easier for our customers to
book and get information about their travel plans.  It was an
invaluable tool during the disruption in August because it gave
hundreds of thousands of our customers quick and easy access to
the very latest news.

"As we have previously announced we have taken the first steps
in the process towards expanding and renewing our fleet with the
launch of a competition between aircraft and engine
manufacturers.  However, we must first tackle the GBP2.1 billion
deficit in the New Airways Pension Scheme.  Negotiations are
progressing with the trustees and we continue to consult with
our trade unions.  I remain confident that we will resolve this
issue."

"Overall market conditions are broadly unchanged.  Longhaul
premium transfer and shorthaul premium traffic, although
recovering, continue to be affected by the tighter security
arrangements currently in place," Martin Broughton, British
Airways' chairman, said.  As a result, total revenue is now
expected to be 4.5% to 5% higher than last year, down half a per
cent from our previous guidance.

"We expect that total costs, excluding fuel, will be flat
compared to last year.  Total fuel costs net of hedging for the
year are expected to be some GBP400 million higher than last
year, based on current prices and sterling dollar exchange
rates."

"We welcome the governments announcement yesterday on the re-
introduction of liquids in cabin baggage which brings the U.K.
into line with the rest of the EU.  We will continue to support
the BAA as they work to improve the customer experience across
London's airports."

Group turnover for the second quarter was GBP2.3 billion (2005:
GBP2.2 billion), 4.9% up on a flying program 1.5% up, measured
in available ton kilometers (ATKs).  Traffic volumes, measured
in revenue passenger kilometers, were up 3.6%.  Seat factor was
up 0.1 points at 79.7% on capacity 3.4% higher in available seat
kilometers.  Yield measured in pence per RPK was up 2.2%.

Reported unit costs increased by 10.5% on the same period last
year.  Unit costs excluding the BA Connect write down and fuel,
were down 1.1% on capacity 1.5% higher in ATKs.

Fuel costs increased by 30.2% to GBP534 million due to the
increase in fuel prices.  Employee costs were up 1.4% due to
increased pension costs partially offset by management headcount
reductions.

Operating cashflow for the six months was GBP439 million (2005:
GBP530 million).  Including current interest bearing deposits,
the cash position at Sept. 30, 2006 was GBP2.6 billion, up
GBP193 million compared with March 31, 2006.  Net debt was
GBP1.1 billion, down by GBP516 million since the start of the
year.

The board has decided that no interim dividend will be paid.

A full-text copy of British Airways' interim financial results
for the second quarter ended Sept. 30, 2006, is available at no
charge at http://ResearchArchives.com/t/s?1497

                     About the Company

Headquartered in West Drayton, United Kingdom, British Airways
Plc -- http://www.ba.com/-- operates of international and
domestic scheduled and charter air services for the carriage of
passengers, freight and mail, and provides of ancillary
services.  The British Airways group consists of British Airways
Plc and a number of subsidiary companies including in particular
British Airways Holidays Limited and British Airways Travel
Shops Limited.

                        *     *     *

British Airways' 7-1/4% senior unsubordinated notes due 2016 and
10-7/8% notes due 2008 carry Moody's Investors Service's Ba2
ratings and Standard & Poor's BB- ratings.


BRITISH AIRWAYS: Reports October 2006 Traffic & Capacity Results
----------------------------------------------------------------
British Airways Plc disclosed of its traffic and capacity
statistics for October 2006.

In October 2006, passenger capacity, measured in Available Seat
Kilometers, was 0.8% above October 2005.  Traffic, measured in
Revenue Passenger Kilometres, was higher by 1.1%.  This resulted
in a passenger load factor up 0.2 points versus last year, to
74.9%.   The increase in traffic comprised a 2.1% increase in
premium traffic and a 1.1% increase in non-premium traffic.
Cargo, measured in Cargo-Ton-Kilometers, decreased by 7.2%.
Overall load factor increased by 0.5 points to 70.4%.

                       Market Conditions

Overall market conditions are broadly unchanged. Longhaul
premium transfer and shorthaul premium traffic, although
recovering, continue to be affected by the tighter security
arrangements currently in place.  As a result, total revenue is
now expected to be 4.5% to 5% higher than last year, down half
a per cent from our previous guidance.  British Airways welcomes
the government's announcement on the re-introduction of liquids
in cabin baggage, which brings the U.K. into line with the rest
of the EU.  The airline will continue to support the BAA as they
work to improve the customer experience across London's
airports.

                             Costs

British Airways expects that total costs, excluding fuel, will
be flat compared to last year.  Total fuel costs net of hedging
for the year are expected to be some GBP400 million higher than
last year, based on current prices and sterling dollar exchange
rates.

                     Strategic Developments

British Airways launched a competition for new longhaul aircraft
by issuing tender documents to aircraft and engine
manufacturers.  Airbus, Boeing as well as engine manufacturers
Engine Alliance, General Electric and Rolls Royce plus other key
component suppliers have been invited to bid.  The competition
is the first step in a lengthy process before the airline makes
a decision on fleet growth and replacement for the next decade.
Launching the competition highlights the need to tackle the
airline's GBP2.1 billion pension deficit in the New Airways
Pension Scheme.

Martin George, commercial director, and Iain Burns, British
Airways' head of communications resigned their positions with
the airline on Oct. 9.   They had been on leave of absence since
June 2006 when the Office of Fair Trading and the U.S.
Department of Justice began an investigation focused on
long-haul passenger fuel surcharges.  Robert Boyle, British
Airways' director of planning was appointed commercial director
and Thomas Coops, former communications director at Abbey
National, was appointed interim head of corporate and media
relations.

The airline launched a promotion offering savings of up to
GBP1,455 on Club World return fares to 36 longhaul destinations
this winter including New York, Shanghai and Tokyo.

The airline also launched a promotion offering savings of up to
GBP185 to U.S. and Canadian ski destinations this winter
including Denver, Vancouver and Calgary.

                       About the Company

Headquartered in West Drayton, United Kingdom, British Airways
Plc -- http://www.ba.com/-- operates of international and
domestic scheduled and charter air services for the carriage of
passengers, freight and mail, and provides of ancillary
services.  The British Airways group consists of British Airways
Plc and a number of subsidiary companies including in particular
British Airways Holidays Limited and British Airways Travel
Shops Limited.

                        *     *     *

British Airways' 7-1/4% senior unsubordinated notes due 2016 and
10-7/8% notes due 2008 carry Moody's Investors Service's Ba2
ratings and Standard & Poor's BB- ratings.


C P CONTRACTS: Creditors' Meeting Slated for November 15
--------------------------------------------------------
Creditors of C P Contracts Limited (Company Number 1815804) will
meet at 11:00 a.m. on Nov. 15 at:

         The Marriott Hotel
         London Road
         Newport Pagnell
         Milton Keynes MK16 0JA
         United Kingdom

Creditors who want to be represented at the meeting may appoint
proxies.  Proxy forms must be submitted together with written
debt claims at noon on Nov. 14 at:

         C. L. Foster
         Joint Administrator
         Wilson Field
         The Annexe
         The Manor House
         260 Ecclesall Road South
         Sheffield
         South Yorkshire S11 9UZ
         United Kingdom
         Tel: 0114 235 6780
         Fax: 0114 262 0661


CAP ALUMINIUM: Fortis Bank Appoints Kroll as Joint Receivers
------------------------------------------------------------
Fortis Bank SA-NV U.K. appointed Adrian Wolstenholme and Joanne
Wright of Kroll joint administrative receivers of CAP Aluminium
Systems Ltd. (Company Number 1719533) and CAP Group Ltd.
(Company Number 4187043) on Oct. 30.

Kroll Limited -- http://www.krollworldwide.com/-- offers risk-
consulting services worldwide.  The firm is an operating unit of
Marsh & McLennan Companies, Inc., the global professional
services firm.  Kroll's services include corporate advisory and
restructuring, financial accounting, valuation and litigation,
electronic evidence and data recovery, business intelligence and
investigations, background screening, and security services.

CAP Aluminium Systems Ltd. and CAP Group Ltd. can be reached at:

         Systems House
         Spon Lane
         West Bromwich
         West Midlands B70 6AA
         United Kingdom
         Tel: 0121 525 1000


CASTLE ACOUSTICS: Bank of Scotland Taps Begbies as Receivers
------------------------------------------------------------
Bank of Scotland Plc appointed D.F. Wilson and J.N.R. Pitts of
Begbies Traynor join administrative receivers of Castle
Acoustics Ltd. (Company Number 01120600) on Oct. 25.

Begbies Traynor -- http://www.begbies.com/-- assists companies,
creditors, financial institutions and individuals on all aspects
of financial restructuring and corporate recovery.

Headquartered in Skipton, England, Castle Acoustics Ltd.
manufactures and wholesales audio speakers.


CLEARWATER PAPER: Hires Administrators from Quadra Business
-----------------------------------------------------------
Stephen James Hobson and Richard Patrick Neville of Quadra
Business Recovery Ltd. were appointed joint administrators of
Clearwater Paper Technology Ltd. (Company Number 03220405) on
Oct. 23.

The administrators can be reached at:

         Stephen James Hobson and Richard Patrick Neville
         Quadra Business Recovery Limited
         Southernhay House
         36 Southernhay East
         Exeter
         Devon EX1 1NX
         United Kingdom

Clearwater Paper Technology Ltd. can be reached at:

         Unit 3 Chinon Court
         Lower Moor Way
         Tiverton
         Devon EX16 6SS
         United Kingdom
         Tel: 01884 255 455
         Fax: 01884 255 725


COUNTRY TRAILS: Taps Herron Fisher to Administer Assets
-------------------------------------------------------
Christopher Herron and Nicola Jayne Fisher of Herron Fisher were
appointed joint administrators of Country Trails.co.uk (Company
Number 4816326) on Oct. 26.

The administrators can be reached at:

         Christopher Herron and Nicola Jayne Fisher
         Herron Fisher
         Capital Business Centre
         22 Carlton Road
         Croydon
         Surrey CR2 0BS
         United Kingdom
         Tel: 07956 640156
         E-mail: chris.herron@begbies-traynor.com

Headquartered in Tunbridge Wells, England, Country Trails.co.uk
retails outdoor and camping wear and equipment.


CREATIVE KITCHENS: Robert Gibbons Leads Liquidation Procedure
-------------------------------------------------------------
Robert Gibbons of Arrans was appointed Liquidator of Creative
Kitchens (Midlands) Limited on Oct. 19 for the creditors'
voluntary winding-up procedure.

The company can be reached at:

         Creative Kitchens (Midlands) Limited
         Unit 8j
         Maybrook Road
         Maybrook Business Park
         Minworth
         Sutton Coldfield
         West Midlands B76 1AL
         United Kingdom
         Tel: 0121 313 0342
         Fax: 0121 313 0341


CROWN HOLDINGS: Sept. 30 Balance Sheet Upside-Down by US$107 Mln
----------------------------------------------------------------
Crown Holdings Inc. filed its financial statements for the third
quarter ended Sept. 30, 2006, with the U.S. Securities and
Exchange Commission on Nov. 1, 2006.

The Company previously sold its remaining European plastics
businesses in 2006 and amounts related to those businesses have
been reclassified to discontinued operations.

At Sept. 30, 2006, the Company's balance sheet showed
US$7.236 billion in total assets, US$7.072 billion in total
liabilities, and US$271 million in minority interests, resulting
in a US$107 million shareholders' deficit.  The Company had a
US$236 million deficit at Dec. 31, 2005.

Net sales from continuing operations in the third quarter rose
to US$2.022 billion, up 7% over the US$1.89 billion in the third
quarter of 2005.  The increase in sales was primarily
attributable to stronger sales unit volumes.

Third quarter gross profit was US$262 million compared with
US$272 million in the 2005 third quarter.  As a percentage of
net sales, gross profit was 13% in the quarter compared to 14.4%
in the third quarter last year.  The decline was primarily
driven by the impact of higher raw material costs partially
offset by stronger sales unit volumes, increased operating
efficiencies and productivity gains.

Segment income (defined by the Company as gross profit less
selling and administrative expense) was US$184 million in the
third quarter compared with US$185 million in the 2005 third
quarter. Segment income as a percentage of net sales was 9.1% in
the quarter compared to 9.8% in the same period in 2005.

Commenting on the quarter, John W. Conway, chairman and chief
executive officer, stated, "We are pleased that in the face of
significantly higher input costs, profits have remained firm and
stable which is particularly noteworthy in light of last year's
solid third quarter.

"Our North American Food segment had outstanding results on
strong volumes and increased productivity.  Both volumes and
margin increased in the Americas Beverage business from the
first and second quarters of this year.  Internationally, four
new beverage can lines in the Middle East began operations in
the quarter which adds to our annual capacity in that fast
growing market."

Interest expense in the third quarter was US$73 million compared
with US$94 million in the third quarter of 2005.  The decrease
reflects the impact of lower average interest rates, the result
of the Company's 2005 refinancing.

Net income from continuing operations in the third quarter was
US$87 million compared with US$82 million in the third quarter
of 2005.  The Company is currently in a dispute with a European
supplier regarding the cost of materials supplied in 2006.  If
the outcome of the proceedings is unfavorable, the Company
anticipates that it would record a charge to its net income from
continuing operations for the third quarter and nine months
ended Sept. 30, 2006.

Included within net income from continuing operations in the
third quarter of 2005 the Company recorded a net gain of US$13
million related to a net gain on the remeasurement of foreign
currency exposures in Europe partially offset by a provision for
restructuring.

For the three months ended Sept. 30, 2006, the Company reported
US$85 million of net income compared with US$78 million of net
income for the comparable period in 2005.

Through September 30, the Company has repurchased 6,246,378
shares of common stock for US$117 million during 2006, including
5,262,878 shares through a previously announced accelerated
share repurchase program.  The number of common shares
outstanding as of Sept. 30, 2006, was 162,923,235, which is
approximately 3% lower than as at June 30, 2006.

Full-text copies of the Company's third quarter financials are
available for free at http://ResearchArchives.com/t/s?1470

Philadelphia, Pa.-based Crown Holdings Inc. (NYSE: CCK)
-- http://www.crowncork.com/-- through its affiliated
companies, supplies packaging products to consumer marketing
companies around the world.

                           *     *     *

As reported in the Troubled Company Reporter on July 28, 2006,
Standard & Poor's Ratings Services affirmed its 'BB-' rating and
its '2' recovery rating on Crown Holdings Inc.'s existing US$1.5
billion credit facilities including its US$200 million add-on
senior secured term loan B due 2012.


CROWTHER & SHAW: Brings In BWC Business to Administer Assets
------------------------------------------------------------
Gary Edgar Blackburn and Paul Andrew Whitwam of BWC Business
Solutions were appointed joint administrators of Crowther & Shaw
(Contracting) Ltd. (Company Number 03984734) on Oct. 25.

The administrators can be reached at:

         David Leighton Cockshott and Paul Andrew Whitwam
         Bwc Business Solutions
         8 Park Place
         Leeds
         West Yorkshire LS1 2RU
         United Kingdom
         Tel: 0113 243 3434
         Fax: 0113 243 5049
         E-mail: bwc@bwc-solutions.com

Crowther & Shaw (Contracting) Ltd. can be reached at:

         Reins Mill
         Reins
         Honley
         Holmfirth
         West Yorkshire HD9 6NB
         United Kingdom
         Tel: 01484 352000


EAST YORKSHIRE: Claims Filing Period Ends Nov. 27
-------------------------------------------------
Creditors of East Yorkshire Engineering Limited have until
Nov. 27 to prove their debts by sending written statements of
the amounts they claim to be due to them from the Company to
appointed Liquidator Stephen Hull at:

         Geoffrey Martin & Co.
         St. James's House
         28 Park Place
         Leeds LS1 2SP
         United Kingdom

Headquartered in Beverly, United Kingdom, East Yorkshire
Engineering Limited manufactures metals structures and parts.


EUROPA THREE: Fitch Keeps BB Rating on EUR5-Mln Class E-2 Notes
---------------------------------------------------------------
Fitch Ratings affirmed Europa Three Ltd.'s commercial mortgage-
backed notes due 2027:

   -- EUR841.7 million senior swap: AAA;
   -- EUR0.2 million Class A+ notes (XS0178602164): AAA;
   -- EUR93 million Class A (XS0178601943): AAA;
   -- EUR71.5 million Class B (XS0178602248): AA;
   -- EUR69 million Class C (XS0178602321): A;
   -- EUR60.4 million Class D (XS0178602594): BBB;
   -- EUR23 million Class E-1 (XS0178602750): BB; and
   -- EUR5 million Class E-2 (XS0179969240): BB.

The affirmation reflects the transaction's good performance to
date.  Fitch notes that new loans can be added to the pool using
principal receipts until September 2009.

As of September 2006, 35 loans remain in the pool, secured on 40
properties.  Their aggregate loan balance is EUR1.104 billion.
Twelve loans have been repaid in full since closing in November
2003.  The scheduled and unscheduled principal receipts total
EUR335 million.

Due to amortization and prepayments, the loan-to-value ratio
improved to 59% from 66% at closing.  The interest coverage
ratio improved to 2.9x from 2.7x whereas the debt service
coverage ratio remains at the closing level of 2.1x.  Two loans,
which accounted for 3.3% of the current balance, had a DSCR of
below 1x.

The pool composition remains largely the same as in the original
pool.  The properties are predominantly located in Spain,
Germany, Portugal and France.

Retail properties account for 37% of the current pool, offices
for 36% and mixed-use properties for 19%.  The remainders are
warehouses and properties with other than the aforementioned
use.


FIELDINGS LIMITED: Taps Liquidator from Begbies Traynor
-------------------------------------------------------
David Acland of Begbies Traynor was appointed Liquidator of
Fieldings Limited on Oct. 26 for the creditors' voluntary
winding-up procedure.

The company can be reached at:

         Fieldings Limited
         14 Stockydale Road
         Blackpool
         Lancashire FY4 5HW
         United Kingdom
         Tel: 01253 695063


HAMNETT HAYWARD: HSBC Bank Taps Receivers from Begbies Traynor
--------------------------------------------------------------
HSBC Bank PLC appointed Paul Michael Davis and Timothy John
Edward Dolder of Begbies Traynor (South) LLP joint
administrative receivers of Hamnett Hayward Ltd. (Company Number
04326277) on Oct. 26.

Begbies Traynor -- http://www.begbies.com/-- assists companies,
creditors, financial institutions and individuals on all aspects
of financial restructuring and corporate recovery.

Hamnett Hayward Ltd. can be reached at:

         2 4 Temple Square
         Aylesbury
         Buckinghamshire HP20 2QE
         United Kingdom
         Tel: 01844 215 371
         Fax: 01844 260 343


HELMSBURY LIMITED: Claims Registration Ends Dec. 8
--------------------------------------------------
Creditors of Helmsbury Limited (t/a Cheshires) have until Dec. 8
to send their names and addresses with particulars of their
debts or claims to appointed Joint Liquidator David Moore at:

         Begbies Traynor
         No. 1 Old Hall Street
         Liverpool L3 9HF
         United Kingdom

Headquartered in Ellesmere Port, England, Helmsbury Limited
retails household furniture.


HUNTSMAN CORP: Expects to Raise US$708 Mln in Private Placement
---------------------------------------------------------------
Huntsman International LLC, a wholly owned subsidiary of
Huntsman Corp., has priced its private offering of euro and U.S.
dollar denominated senior subordinated notes, which will carry
interest rates of 6-7/8% and 7-7/8%, respectively.

The offering size has been increased from the previously
announced US$400 million in U.S dollar equivalents to EUR400
million in euro denominated notes and US$200 million in dollar
denominated notes, or approximately US$708 million of combined
US dollar equivalents.  The euro notes will mature on Nov. 15,
2013, and the dollar notes will mature on Nov. 15, 2014.

The closing of the senior subordinated notes offering is
expected to occur on Nov. 13, and is subject to the satisfaction
of customary closing conditions.  The company intends to use the
estimated net proceeds of approximately US$699 million in dollar
equivalents to redeem all (approximately US$366 million) of its
outstanding dollar denominated 10-1/8% senior subordinated
notes, and a portion (approximately ?258 million) of its
outstanding euro denominated 10-1/8% senior subordinated notes,
due 2009, subject to completion of the offering.  In conjunction
with the redemption of notes, the company expects to record a
loss on early extinguishment of debt in the fourth quarter of
2006 of approximately US$12 million.

Kimo Esplin, chief financial officer of Huntsman Corporation,
stated, "the nearly 3% improved interest rate on the refinanced
notes demonstrates the Company's strong credit profile and will
result in the Company reducing its annual interest expense by
approximately US$17 million."

Huntsman Corporation is a global manufacturer of differentiated
and commodity chemical products.  Huntsman's products are used
in a wide range of applications, including those in the
adhesives, aerospace, automotive, construction products, durable
and non-durable consumer products, electronics, medical,
packaging, paints and coatings, power generation, refining and
synthetic fiber industries.  Huntsman had revenues for the
twelve months ended September 30, 2006 of USUS$11 billion (after
UK Base Chemical and Polymer Divestiture).

                        *     *     *

As reported in the TCR-Europe on Nov. 2, Moody's Investors
Service assigned a B3 rating to Huntsman International's
proposed US$400 million senior subordinated notes.  Moody's also
assigned Loss Given Default Assessment of LGD6 to these notes in
accordance with its Loss-Given-Default rating methodology that
was initially implemented at the end of September 2006.

In a TCR-Europe report on Nov. 1, Standard & Poor's Ratings
Services assigned its 'B' rating to Huntsman International LLC's
proposed senior subordinated notes due 2014 and 2013.


IAP WORLDWIDE: Moody's Cuts Ratings on Covenant Violations
----------------------------------------------------------
Moody's Investors Service lowered the Corporate Family Rating of
IAP Worldwide Services, Inc. to B3 from B2.

Government funding constraints have led to shortfalls in revenue
and operating cash flow such that IAP was in violation of
financial covenants under its secured credit facilities for the
fiscal third quarter ended Sept. 30, 2006.  IAP's lenders have
granted waivers and temporarily reset financial covenants.

Rating actions:

   -- US$75 million 1st lien revolver maturing 2010,
      lowered to B2 (LGD3, 34%) from B1 (LGD3, 34%);

   -- US$413 million 1st lien term loan due 2012,
      lowered to B2 (LGD3, 34%) from B1 (LGD3, 34%);

   -- US$120 million second lien term loan due 2013,
      lowered to Caa2 (LGD5, 84%) from Caa1 (LGD5, 84%);

   -- Corporate Family Rating, lowered to B3 from B2; and

   -- Probability of Default Rating, lowered to B3 from B2.

The ratings outlook is stable.

Shortfalls in revenue and EBITDA have resulted in IAP exhibiting
a credit profile that is more consistent with a B3 than a B2
Corporate Family Rating.  For fiscal year 2006, Moody's is
expecting total debt to EBITDA to reach near 8 times, with
deficit free cash flow after including payments related to the
dividend approved in December 2005.  Moody's assesses that
cushion under the reset covenants is limited and gives rise to
the potential for further covenant violations before there is
clear evidence of a rebound in revenue and operating cash flow.

Moody's believes that the company's liquidity remains adequate
with over US$20 million in cash on hand and full availability
under the US$75 million revolver.  IAP also continues to
maintain a strong funded contract backlog in excess of
US$1.5 billion.

If IAP exhibits improved financial performance over the next
several quarters such that total debt to EBITDA improves to
below 7 times and free cash flow turns positive, the outlook or
ratings could be raised.  If performance declines such that the
company again violates financial covenants under its bank
facilities and total debt to EBITDA rises above 8 times, the
outlook or ratings would likely be lowered.

IAP Worldwide Services, Inc., headquartered in Cape Canaveral,
Florida, is a leading provider of facilities management,
contingency support, and technical services to U.S. military and
government agencies.  IAP's revenue for the twelve months ended
June 30, 2006 amounted to approximately US$1.1 billion.


ISLE OF CAPRI: S&P Affirms Ratings on Review of Growth Plans
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on Isle
of Capri Casinos Inc., including its 'BB-' corporate credit
rating.

At the same time, Standard & Poor's removed the ratings from
CreditWatch where they were placed on Oct. 4 with negative
implications.  The outlook is stable.

The affirmation follows our review of the company's growth plans
following pressure by certain shareholders for management to
pursue equity alternatives to support the company's future
growth.  It is the assessment of Standard & Poor's that these
pressures will not result in a meaningful financial policy
shift.

"It is our expectation that existing planned debt-funded capital
spending projects during the next two years will result in
weaker debt leverage.  However, upon completion of spending
plans, we expect Isle's credit measures to improve and be
maintained at levels consistent with current ratings," said

Standard & Poor's credit analyst Peggy Hwan Hebard.  While
rating upside potential is limited in the intermediate term, if
operating performance during the next two years is lower than
expected causing leverage to peak higher than originally
anticipated, downside pressure on ratings is possible.


J.B. DESIGNS: Names Martin Dominic Pickard as Administrator
-----------------------------------------------------------
Martin Dominic Pickard of Mazars LLP was named administrator of
J.B. Designs Ltd. (Company Number 03856678) on Oct. 23.

Mazars -- http://www.mazars.com/-- is an international,
integrated and independent organization, specialized in audit,
accounting, tax and advisory services.

JB Designs Ltd. can be reached at:

         190 Scudamore Road
         Leicester
         Leicestershire LE3 1UQ
         United Kingdom
         Tel: 0116 231 8080


KRISPY KREME: Settles Securities Fraud Lawsuit for US$75 Million
----------------------------------------------------------------
Krispy Kreme Doughnuts, Inc., with the approval of the Special
Committee of its Board of Directors, has entered into a
Stipulation and Settlement Agreement with the lead plaintiffs in
the pending securities class action, the plaintiffs in the
pending derivative action and all defendants named in the class
action and derivative action, except for the Company's former
chairman and chief executive officer, providing for the
settlement of the securities class action and the derivative
action.

Both the class action and derivative action settlements are
subject to preliminary and final approval of the U.S. District
Court for the Middle District of North Carolina.

With respect to the securities class action, the Stipulation
provides for the certification of a class consisting of all
persons who purchased the Company's publicly-traded securities
between March 8, 2001 and April 18, 2005, inclusive.

The settlement class will receive total consideration of
approximately US$75 million, consisting of a cash payment of
US$34,967,000 to be made by the Company's directors' and
officers' insurers, a cash payment of US$100,000 to be made by
the Company's former Chief Operating Officer, John W. Tate, a
cash payment of US$100,000 to be made by the Company's former
Chief Financial Officer, Randy Casstevens, a cash payment of
US$4,000,000 to be made by the Company's independent registered
public accounting firm, and common stock and warrants to
purchase common stock to be issued by the Company having an
aggregate value of US$35,833,000.

All claims against defendants will be dismissed with prejudice;
however, claims that the Company may have against Scott A.
Livengood, the Company's former Chairman and Chief Executive
Officer, that may be asserted by the Company in the derivative
action for contribution to the securities class action
settlement or otherwise under applicable law are expressly
preserved.  The Stipulation contains no admission of fault or
wrongdoing by the Company or the other defendants.

With respect to the derivative litigation, the Stipulation
provides for the settlement and dismissal with prejudice of all
claims against defendants except for claims against Mr.
Livengood.
The Company, acting through its Special Committee, settled
claims against Mr. Tate and Mr. Casstevens for these
consideration:

    -- Messrs. Tate and Casstevens each agreed to contribute
       US$100,000 in cash to the settlement of the securities
       class action;

    -- Mr. Tate agreed to cancel his interest in 6,000 shares of
       the Company's common stock; and

    -- Messrs. Tate and Casstevens agreed to limit their claims
       for indemnity from the Company in connection with future
       proceedings before the Securities and Exchange Commission
       or the United States Attorney for the Southern District
       of New York to specified amounts.

The Company, acting through its Special Committee, has been in
negotiations with Mr. Livengood but has not reached agreement to
resolve the derivative claims against him and counsel for the
derivative plaintiffs are deferring their application for fees
until conclusion of the derivative actions against Mr.
Livengood.  All other defendants named in the derivative action
will be dismissed with prejudice without paying any
consideration, consistent with the findings and conclusions of
the Company's Special Committee in its report of August 2005.

"The settlement of these legal matters represents a significant
step in the turnaround of Krispy Kreme," Daryl Brewster,
President and Chief Executive Officer, said.

The Company estimates that, based on the current market price of
its common stock, it will issue approximately 1,875,000 shares
of its common stock and warrants to purchase approximately
4,400,000 shares of its common stock in connection with the
Stipulation.  The exercise price of the warrants will be equal
to 125% of the average of the closing prices of the Company's
common stock for the 10-day period surrounding the filing of its
Annual Report on Form 10-K for the fiscal year ended January 29,
2006.

The Company has recorded a non-cash charge to earnings in fiscal
2006 of US$35,833,000, representing the estimated fair value of
the common stock and warrants to be issued by the Company.  The
Company has recorded a related receivable from its insurers in
the amount of US$34,967,000, as well as a liability in the
amount of US$70,800,000 representing the aggregate value of the
securities to be issued by the Company and the cash to be paid
by the insurers.

The settlement is conditioned upon the Company's insurers and
the other contributors paying their share of the settlement.
The provision for settlement costs will be adjusted to reflect
changes in the fair value of the securities until they are
issued following final court approval of the Stipulation, which
the Company anticipates will occur in late calendar 2006 or
early calendar 2007.

Founded in 1937 in Winston-Salem, North Carolina, Krispy Kreme
(NYSE: KKD) -- http://www.krispykreme.com/-- is a branded
specialty retailer of premium quality doughnuts, including the
Company's signature Hot Original Glazed.  There are currently
approximately 320 Krispy Kreme stores and 80 satellites
operating systemwide in 43 U.S. states, Australia, Canada,
Mexico, the Republic of South Korea and the United Kingdom.

Headquartered in Winston-Salem, North Carolina, Freedom Rings
LLC is a majority-owned subsidiary and franchisee partner of
Krispy Kreme Doughnuts, Inc., in the Philadelphia region.
Freedom Rings operates six out of the approximately 360 Krispy
Kreme stores and 50 satellites located worldwide.  The Company
filed for chapter 11 protection on Oct. 16, 2005 (Bankr. D. Del.
Case No. 05-14268).  M. Blake Cleary, Esq., Margaret B.
Whiteman, Esq., and Matthew Barry Lunn, Esq., at Young Conaway
Stargatt & Taylor, LLP, represent the Debtor in its
restructuring efforts.  When the Debtor filed for protection
from its creditors, it estimated US$10 million to US$50 million
in assets and debts.

Headquartered in Oak Brook, Illinois, Glazed Investments, LLC,
is a 97%-owned unit of Krispy Kreme.  Glazed filed for chapter
11 protection on Feb. 3, 2006 (Bankr. N.D. Ill. Case No. 06-
00932).  The bankruptcy filing will facilitate the sale of 12
Krispy Kreme stores, as well as the franchise development rights
for Colorado, Minnesota and Wisconsin, for approximately US$10
million to Westward Dough, the Krispy Kreme area developer for
Nevada, Utah, Idaho, Wyoming and Montana.  Daniel A. Zazove,
Esq., at Perkins Coie LLP represents Glazed in its restructuring
efforts.  When Glazed filed for protection from its creditors,
it estimated assets and debts between US$10 million to US$50
million.

KremeKo, Inc., Krispy Kreme's Canadian franchisee, is currently
restructuring under the Companies' Creditors Arrangement Act.
Pursuant to the Court's Initial Order, Ernst & Young Inc. was
appointed as Monitor in KremeKo's CCAA proceedings.  The Monitor
is attempting to sell the KremeKo business.


KRISPY KREME: Files Annual Report for 2006 Fiscal Year with SEC
---------------------------------------------------------------
Krispy Kreme Doughnuts Inc. has filed with the U.S. Securities
and Exchange Commission its Form 10-K for the fiscal year ended
Jan. 29, 2006.

For fiscal 2006, the company reported revenues of US$543
million, and a net loss of US$136 million, which included non-
cash impairment charges of US$54 million and a non-cash charge
of US$36 million related to the settlement of litigation.

"The filing of the Form 10-K for fiscal 2006 represents another
significant step in the turnaround of Krispy Kreme," said Daryl
Brewster, President and Chief Executive Officer.

Founded in 1937 in Winston-Salem, North Carolina, Krispy Kreme
(NYSE: KKD) -- http://www.krispykreme.com/-- is a branded
specialty retailer of premium quality doughnuts, including the
Company's signature Hot Original Glazed.  There are currently
approximately 320 Krispy Kreme stores and 80 satellites
operating systemwide in 43 U.S. states, Australia, Canada,
Mexico, the Republic of South Korea and the United Kingdom.

Headquartered in Winston-Salem, North Carolina, Freedom Rings
LLC is a majority-owned subsidiary and franchisee partner of
Krispy Kreme Doughnuts, Inc., in the Philadelphia region.
Freedom Rings operates six out of the approximately 360 Krispy
Kreme stores and 50 satellites located worldwide.  The Company
filed for chapter 11 protection on Oct. 16, 2005 (Bankr. D. Del.
Case No. 05-14268).  M. Blake Cleary, Esq., Margaret B.
Whiteman, Esq., and Matthew Barry Lunn, Esq., at Young Conaway
Stargatt & Taylor, LLP, represent the Debtor in its
restructuring efforts.  When the Debtor filed for protection
from its creditors, it estimated US$10 million to US$50 million
in assets and debts.

Headquartered in Oak Brook, Illinois, Glazed Investments, LLC,
is a 97%-owned unit of Krispy Kreme.  Glazed filed for chapter
11 protection on Feb. 3, 2006 (Bankr. N.D. Ill. Case No. 06-
00932).  The bankruptcy filing will facilitate the sale of 12
Krispy Kreme stores, as well as the franchise development rights
for Colorado, Minnesota and Wisconsin, for approximately US$10
million to Westward Dough, the Krispy Kreme area developer for
Nevada, Utah, Idaho, Wyoming and Montana.  Daniel A. Zazove,
Esq., at Perkins Coie LLP represents Glazed in its restructuring
efforts.  When Glazed filed for protection from its creditors,
it estimated assets and debts between US$10 million to US$50
million.

KremeKo, Inc., Krispy Kreme's Canadian franchisee, is currently
restructuring under the Companies' Creditors Arrangement Act.
Pursuant to the Court's Initial Order, Ernst & Young Inc. was
appointed as Monitor in KremeKo's CCAA proceedings.  The Monitor
is attempting to sell the KremeKo business.


KRS PROUD: Brings In KPMG LLP to Administer Assets
--------------------------------------------------
James Douglas Ernle Money and Myles Antony Halley of KPMG LLP
were appointed joint administrators of KRS Proud to Serve Ltd.
(Company Number 05804527) on Oct. 25.

KPMG LLP -- http://www.kpmg.co.uk/-- in the U.K. is part of a
strong global network of member firms with 9,500 partners and
staff working in 22 offices across the U.K. providing audit, tax
and advisory services.

Headquartered in Kent, England, KRS Proud to Serve Ltd. is
engaged in mobile servicing and repairs.


LADBROKES PLC: In Talks to Acquire 888 Holdings Plc
---------------------------------------------------
PartyGaming Plc and Ladbrokes Plc are eyeing a possible takeover
of 888 Holdings Plc.

888, in a statement to the London Stock Exchange, said it had
held "various preliminary discussions with third parties"
following suspension of its U.S. activities.

PartyGaming and 888, the Sunday Times relates, will hold further
talks in the next few weeks to discuss a GBP1.6-billion merger.
PartyGaming, however, seemed to grow uninterested in 888 and has
started reviewing other options -- including a possible takeover
of Austrian group bwin Interactive Entertainment AG and other
smaller online bingo and casino operators, an industry source
told the Financial Times.

"It is a logical extension from PartyGaming buying Gamebookers
in August," the source added.

bwin, however, denied merger talks with Partygaming, Philipp
Grontzki of Bloomberg News reports citing bwin spokeswoman Karin
Klein as saying.

"There are no takeover talks," Ms. Klein states.  "We do talk
with them on issues like lobbying."

Ladbrokes, meanwhile, has confirmed it is holding takeover talks
with 888 Holdings.

"The Board of Ladbrokes notes the speculation in the weekend
press and the company can confirm that it is in the early stages
of reviewing a possible transaction involving 888," Ladbrokes
said in a statement.  "No decision has been made as to whether
any proposal will be made to 888."

Ladbrokes is believed to offer US$894 million for 888, The Money
Times reports.  888 is reportedly favoring a merger with
Ladbrokes as its chief executive, John Anderson, had been a
executive director at the latter.

According to BBC, experts believed the merger talks were results
of the U.S. Congress' passing of the Safe Port Act on Sept. 30,
which contained certain provisions known as the "Unlawful
Internet Gambling Enforcement Act of 2006" that will affect the
processing of payments between U.S. customers and online
gambling companies that are publicly traded and licensed and
regulated in respected jurisdictions.

Experts forecasted merger in the gambling sector following moves
that will make it impossible for PartyGaming, 888 and other
British online betting businesses to collect revenues in the
U.S.  Analysts, however, said the companies could shift their
focus from the U.S. market to the European and Asian arena.

                           About bwin

Headquartered in Vienna, Austria, bwin Interactive Entertainment
AG, -- http://www.bwin.ag/-- provides online gaming
entertainment.  It has over 10 million registered customers in
over 20 core target markets.  The company operates in Gibraltar,
Canada, Belize, Germany, Italy, Mexico, Austria and the United
Kingdom.

                           About 888

Headquartered in Gibraltar, United Kingdom, 888 Holdings --
http://www.888holdingsplc.com/-- offers a variety of online
casino, poker and skill games, and access to a third party
betting exchange, through its various websites 888.com, Casino-
on-Net.com, PacificPoker.com, ReefClubCasino.com, 888.tv,
888.info and Betmate.com.

                        About PartyGaming

Headquartered in Gibraltar, United Kingdom, PartyGaming Plc --
http://www.partygaming.com/-- engages in online gaming business
and owns and operates PartyPoker.com, the world's largest online
poker room.  The Group is also the world's largest online casino
and operates PartyCasino.com and StarluckCasino Online.  In
addition, the Group offers online bingo through PartyBingo.com,
online backgammon through PartyGammon.com, and non-US facing
sports betting through Gamebookers.com.

                         About Ladbrokes

Headquartered in Watford, United Kingdom, Ladbrokes plc --
http://www.ladbrokesplc.com/-- engages in fixed odds betting.
The company is comprised of Ladbrokes, the biggest retail
bookmaker in the U.K. and Ireland, Ladbrokes.com, a world-
leading provider of interactive betting and gaming services,
Vernons, the leading football pools operator and Ladbrokes
Casinos, which opened its first casino at the Hilton London
Paddington in July 2006.

                        *     *     *

As reported in the TCR-Europe on Oct. 26, Standard & Poor's
Ratings Services affirmed its 'BB' ratings on the senior
unsecured debt of U.K.-based gaming operator Ladbrokes PLC and
its guaranteed subsidiary Ladbrokes Group Finance PLC, and
removed the ratings from CreditWatch with negative implications.

Moody's Investors Service downgraded in February the senior
unsecured long-term ratings of Hilton Group Plc (nka Ladbrokes
Plc) and its guaranteed subsidiaries to Ba2 from Baa3; the
outlook is stable.


LIGHT SOURCE: Creditors' Claims Due Jan. 24, 2007
-------------------------------------------------
Creditors of Light Source Limited (formerly H. H. Electrical
Limited and Pancounty Limited) have until Jan. 24, 2007 to send
in their full names, their addresses and descriptions, full
particulars of their debts or claims, and the names and
addresses of their Solicitors (if any), to appointed Liquidator
Anthony Hyams at:

         Marriotts LLP
         Allan House
         10 John Princes Street
         London WIG 0AH
         United Kingdom

The company can be reached at:

         Light Source Limited
         4 Chase Road
         Ealing
         London NW106HZ
         United Kingdom
         Tel: 020 8453 8740


LINK PLASTICS: Brings In Liquidators from Grant Thornton UK
-----------------------------------------------------------
Neil Tombs and Andrew Michael Menzies of Grant Thornton UK LLP
were appointed Liquidators of Link Plastics Limited (formerly
Foray 980 Limited) on Oct. 25 for the creditors' voluntary
winding-up proceeding.

The company can be reached at:

         Link Plastics Limited
         Halesfield 2
         Telford
         Shropshire TF7 4QH
         United Kingdom
         Tel: 01952 684 011
         Fax: 01952 680 183


MARBLE ARCH: Fitch Puts Low-B Ratings to GBP31.4-Million Notes
--------------------------------------------------------------
Fitch Ratings assigned final ratings to Marble Arch Residential
Securitization Limited 4's GBP854 million mortgage-backed
floating-rate notes due in 2040:

   -- US$201.4 million Class A1b due 2023: AAA;
   -- GBP145 million Class A1c due 2023: AAA;
   -- US$250.5 million Class A2b due 2040: AAA;
   -- GBP56 million Class A2c due 2040: AAA;
   -- GBP231 million Class A3c due 2040: AAA;
   -- EUR36.4 million Class B1a due 2040: AA;
   -- US$27.1 million Class B1b due 2040: AA;
   -- GBP20 million Class B1c due 2040: AA;
   -- EUR43.4 million Class C1a due 2040: A;
   -- GBP15 million Class C1c due 2040: A;
   -- EUR20.7 million Class D1a due 2040: BBB-;
   -- GBP26 million Class D1c due 2040: BBB-;
   -- GBP8.4 million Class DTc due 2040: BBB-;
   -- GBP25.2 million Class E1c due 2040: BB;
   -- GBP5.8 million Class ETc due 2040: BB; and
   -- GBP0.4 million Class FTc due 2040: B.

The final ratings are based on the quality of the collateral,
available credit enhancement, the underwriting processes of the
originators Matlock Bank Ltd. and London Personal Loans,
Langersal No. 2 Ltd., Southern Pacific Mortgage Ltd. and
Southern Pacific Personal Loans.  They also consider the
servicing capabilities of both Vertex Financial Services Ltd.
and Lightfoots and the sound legal structure of the transaction.

Credit enhancement for the Class A notes is initially 21.5%,
which is provided by the subordination of the Class B notes, the
Class C notes, Class D1 notes and the Class E1 notes.  The
reserve fund is fully funded at closing.

To determine appropriate credit enhancement levels, Fitch
analyzed the collateral using its U.K. Residential Mortgage
Default Model III.  The agency also modeled cash flows using the
results of the default model with structural stresses including
various prepayment and interest rate scenarios.

The cash flow tests showed that each Class of notes could
withstand loan losses at a level corresponding to the related
stress scenario without incurring any principal loss or interest
shortfall, and that it can retire the principal by legal final
maturity.


NEWGATE FUNDING: Fitch Places BB- Rating on GBP6.5-Mln Notes
------------------------------------------------------------
Fitch Ratings placed final ratings to Newgate Funding Plc's
Series 2006-3 GBP650 million-equivalent mortgage-backed medium-
term notes and GBP12.7 million excess spread-backed notes due
2050:

   -- EUR95.2 million Class A1b: AAA;
   -- US$271 million Class A1c: AAA;
   -- GBP177.45 million Class A2: AAA;
   -- GBP108.8 million Class A3a: AAA;
   -- EUR80 million Class A3b: AAA;
   -- EUR24.3 million Class Mb: AAA;
   -- GBP10 million Class Ba: AA;
   -- EUR44 million Class Bb: AA;
   -- EUR36.8 million Class Cb: A;
   -- GBP5 million Class Da: BBB;
   -- EUR15.8 million Class Db: BBB;
   -- GBP5.9 million Class E: BB;
   -- GBP6.2 million Class T: BBB-;
   -- GBP6.5 million Class Q: BB-; and
   -- Mortgage early redemption certificates: AAA.

This transaction is a securitization of sub-prime residential
mortgages originated and located in the U.K.

The ratings are based on the quality of the collateral,
available credit enhancement, the underwriting criteria and the
servicing capabilities of Mortgages PLC. The ratings also take
into account the back-up servicing capabilities of Homeloan
Management Limited and the transaction's sound legal structure.

Credit enhancement for the Class A notes totals 17% is provided
by the subordination of the Class M notes, the Class B notes,
the Class C notes, the Class D notes and the Class E notes and
an initial and target reserve fund of 1.3%.

The Class T notes receive interest equally and proportionately
with the Class D notes, and the Class T notes receive principal
after any necessary payments into the reserve fund.  Interest on
the Class Q notes is paid after the replenishment of the reserve
fund, if needed, and before principal on the Class T.  Principal
on the Class Q is paid after the principal on the Class T has
been repaid in full.

To determine appropriate credit enhancement levels, Fitch
analyzed the collateral using its U.K. Residential Mortgage
Default Model III.  The agency also modeled cash flows using the
results of the default model, with structural stresses including
various prepayment and interest rate scenarios.

The cash-flow tests showed that each Class of notes could
withstand loan losses at a level corresponding to the related
stress scenario without incurring any principal loss or interest
shortfall and can retire principal by legal final maturity.


NORTH YORKSHIRE: Taps David Anthony Horner to Administer Assets
---------------------------------------------------------------
David Anthony Horner was appointed administrator of North
Yorkshire County Contractors Ltd. (Company Number 04041292) on
Oct. 25.

David Horner & Co. -- http://www.davidhornerandco.co.uk/-- is a
firm of insolvency practitioners based at three different
locations, which together cover the whole of Yorkshire and the
North East.  It also has offices in York, Doncaster and
Middlesbrough.  The firm offers practical advice and solutions
to all types of businesses, individuals and creditors, often
enabling formal insolvency to be avoided.

North Yorkshire County Contractors Ltd. can be reached at:

         Grimbald Park
         Wetherby Road
         Knaresborough
         North Yorkshire HG5 8LJ
         United Kingdom
         Tel: 01423 865 584


NURSES WELFARE: Liquidator Sets Nov. 30 Claims Bar Date
-------------------------------------------------------
Creditors of The Nurses Welfare Trust have until Nov. 30 to send
in their full names, their addresses and descriptions, full
particulars of their debts or claims and the names and addresses
of their Solicitors (if any), to appointed Liquidator
Norman Cowan at:

         Wilder Coe
         12th Floor
         Southgate House
         St. George's Way
         Stevenage SG1 1HG
         United Kingdom

The company can be reached at:

         The Nurses Welfare Trust
         32 Buckingham Palace Road
         City Of Westminster
         London SW1W0RE
         United Kingdom
         Tel: 020 7233 5500


P & W DRIVERS: Brings In David Rubin as Administrators
------------------------------------------------------
Asher Miller and Henry Lan of David Rubin & Partners were
appointed joint administrators of P & W Drivers Ltd. (Company
Number 04673971) on Sept. 25.

Headquartered in London, England, David Rubin & Partners --
http://www.drpartners.com/-- specializes in corporate and
personal insolvency, recovery, forensic accounting and
litigation support.

P & W Drivers Ltd. can be reached at:

         523 Ringwood Road
         Bournemouth
         Dorset BH11 9AQ
         United Kingdom
         Tel: 012 0259 0921
         Fax: 012 0259 0921


PARTYGAMING PLC: Eyes 888 Holdings & bwin Interactive
-----------------------------------------------------
PartyGaming Plc and Ladbrokes Plc are eyeing a possible takeover
of 888 Holdings Plc.

888, in a statement to the London Stock Exchange, said it had
held "various preliminary discussions with third parties"
following suspension of its U.S. activities.

PartyGaming and 888, the Sunday Times relates, will hold further
talks in the next few weeks to discuss a GBP1.6-billion merger.
PartyGaming, however, seemed to grow uninterested in 888 and has
started reviewing other options -- including a possible takeover
of Austrian group bwin Interactive Entertainment AG and other
smaller online bingo and casino operators, an industry source
told the Financial Times.

"It is a logical extension from PartyGaming buying Gamebookers
in August," the source added.

bwin, however, denied merger talks with Partygaming, Philipp
Grontzki of Bloomberg News reports citing bwin spokeswoman Karin
Klein as saying.

"There are no takeover talks," Ms. Klein states.  "We do talk
with them on issues like lobbying."

Ladbrokes, meanwhile, has confirmed it is holding takeover talks
with 888 Holdings.

"The Board of Ladbrokes notes the speculation in the weekend
press and the company can confirm that it is in the early stages
of reviewing a possible transaction involving 888," Ladbrokes
said in a statement.  "No decision has been made as to whether
any proposal will be made to 888."

Ladbrokes is believed to offer US$894 million for 888, The Money
Times reports.  888 is reportedly favoring a merger with
Ladbrokes as its chief executive, John Anderson, had been a
executive director at the latter.

According to BBC, experts believed the merger talks were results
of the U.S. Congress' passing of the Safe Port Act on Sept. 30,
which contained certain provisions known as the "Unlawful
Internet Gambling Enforcement Act of 2006" that will affect the
processing of payments between U.S. customers and online
gambling companies that are publicly traded and licensed and
regulated in respected jurisdictions.

Experts forecasted merger in the gambling sector following moves
that will make it impossible for PartyGaming, 888 and other
British online betting businesses to collect revenues in the
U.S.  Analysts, however, said the companies could shift their
focus from the U.S. market to the European and Asian arena.

                           About bwin

Headquartered in Vienna, Austria, bwin Interactive Entertainment
AG, -- http://www.bwin.ag/-- provides online gaming
entertainment.  It has over 10 million registered customers in
over 20 core target markets.  The company operates in Gibraltar,
Canada, Belize, Germany, Italy, Mexico, Austria and the United
Kingdom.

                         About Ladbrokes

Headquartered in Watford, United Kingdom, Ladbrokes plc --
http://www.ladbrokesplc.com/-- engages in fixed odds betting.
The company is comprised of Ladbrokes, the biggest retail
bookmaker in the U.K. and Ireland, Ladbrokes.com, a world-
leading provider of interactive betting and gaming services,
Vernons, the leading football pools operator and Ladbrokes
Casinos, which opened its first casino at the Hilton London
Paddington in July 2006.

                           About 888

Headquartered in Gibraltar, United Kingdom, 888 Holdings --
http://www.888holdingsplc.com/-- offers a variety of online
casino, poker and skill games, and access to a third party
betting exchange, through its various websites 888.com, Casino-
on-Net.com, PacificPoker.com, ReefClubCasino.com, 888.tv,
888.info and Betmate.com.

                        About PartyGaming

Headquartered in Gibraltar, United Kingdom, PartyGaming Plc --
http://www.partygaming.com/-- engages in online gaming business
and owns and operates PartyPoker.com, the world's largest online
poker room.  The Group is also the world's largest online casino
and operates PartyCasino.com and StarluckCasino Online.  In
addition, the Group offers online bingo through PartyBingo.com,
online backgammon through PartyGammon.com, and non-US facing
sports betting through Gamebookers.com.

At June 30, 2006, the company's balance sheet showed US$91.5
million in unaudited positive equity, after reporting a US$45.9
million stockholders' deficit at Dec. 31, 2005.

On Oct. 13, PartyGaming suspended all real money gaming
activities to customers located in the U.S. effective
immediately after U.S. President George W. Bush signed the Safe
Port Act into law.


PLM PROPERTIES: Barclays Bank Taps PwC as Joint Receivers
---------------------------------------------------------
Barclays Bank Plc appointed David Matthew Hammond and Stuart
David Maddison of PricewaterhouseCoopers LLP joint
administrative receivers of PLM Properties Ltd. (Company Number
01866570) on Oct. 26.

PricewaterhouseCoopers LLP -- http://www.pwcglobal.com/--
provides auditing services, accounting advice, tax compliance
and consulting, financial consulting and advisory services to
clients in a variety of industries.

PLM Properties Ltd. can be reached at:

         Crown Industrial Estate
         Anglesey Road
         Burton on Trent
         Staffordshire DE14 3NX
         United Kingdom
         Tel: 01283 536 190
         Fax: 01283 517 687


PRESTIGE PERSONNEL: Taps Administrator from Mayfields Insolvency
----------------------------------------------------------------
Paul John Webb of Mayfields Insolvency Practitioners was
appointed administrator of Prestige Personnel (Coventry) Ltd.
(Company Number 04233316) on Sept. 27.

The administrator can be reached at:

         Paul John Webb
         Mayfields Insolvency Practitioners
         Church Steps House
         Queensway
         Halesowen
         West Midlands B63 4AB
         United Kingdom
         Tel: 0121 550 0011

Prestige Personnel (Coventry) Ltd. can be reached at:

         5 The Quadrant
         Coventry
         West Midlands CV1 2EL
         United Kingdom
         Tel: 024 7655 1666
         Fax: 024 7622 0777


PROVENTURE UK: Appoints Liquidator from B & C Associates
--------------------------------------------------------
Jeffrey Mark Brenner of B & C Associates was appointed
Liquidator of Proventure UK Limited on Oct. 27 for the
creditors' voluntary winding-up proceeding.

Headquartered in Bournemouth, England, Proventure UK Limited ---
http://www.proventureuk.com/-- is the U.K. distributor for
Soyo, OCZ Technology and Swiftech.  The company also sells
Zalman coolers and other noise-reduction products.


R.K.S. PALLET: Creditors Confirm Liquidator's Appointment
---------------------------------------------------------
Creditors of R.K.S. Pallet Services Limited confirmed Oct. 27
the appointment of Christopher Ratten of Tenon Recovery as
Liquidator.

Headquartered in Manchester, England, R.K.S. Pallet Services
Limited -- http://www.rkspallets.co.uk/-- manufactures 2-way
and 4-way entry wooden pallets, in both standard and non-
standard sizes including euro type and chemical pallets with all
orders over 200 manufactured on semi-automatic machinery.
The company also manufactures a large number of cases/crates for
export, including tanalization if required.


ROGER KITE: Appoints CBA to Administer Assets
---------------------------------------------
Neil Charles Money and Neil Richard Gibson of CBA were appointed
joint administrators of Roger Kite Ltd. (Company Number
01228934) on Oct. 25.

CBA -- http://www.cba-insolvency.co.uk/-- provides solutions to
financial difficulties when the perceivable option is either
liquidation or bankruptcy.

Roger Kite Ltd. can be reached at:

         Thurcaston Road
         Leicester
         Leicestershire LE4 5PF
         United Kingdom
         Tel: 0116 266 4534
         Fax: 0116 261 0743


S PLA: Joint Liquidators Take Over Operations
---------------------------------------------
Neil Tombs and Andrew Michael Menzies of Grant Thornton UK LLP
were appointed Liquidators of S Pla Realisations Limited
(formerly Foray 1161 Limited and Showpla Mouldings Limited) on
Oct. 25 for the creditors' voluntary winding-up proceeding.

The company can be reached at:

         S Pla Realisations Limited
         Landywood Lane
         Cheslyn Hay
         Walsall
         West Midlands WS6 7AL
         United Kingdom
         Tel: 01922 419 203
         Fax: 01922 419 225


SCEPTRE PRINT: Names Situl Devji Raithatha Liquidator
-----------------------------------------------------
Situl Devji Raithatha of Springfields Business Recovery &
Insolvency Ltd. was appointed Liquidator of Sceptre Print
Limited on Oct. 26 for the creditors' voluntary winding-up
proceeding.

The company can be reached at:

         Sceptre Print Limited
         12 Lewisher Road
         Leicester
         Leicestershire LE4 9LR
         United Kingdom
         Tel: 0116 274 7700
         Fax: 0116 274 2691


SEA CONTAINERS: Court Allows Payment of Employee Obligations
------------------------------------------------------------
Sea Containers Ltd. and its debtor-affiliates obtained
permission from the Honorable Kevin J. Carey of the U.S.
Bankruptcy Court for the District of Delaware to continue paying
in the ordinary course any and all prepetition amounts relating
to their employee obligations, with no payment to exceed the
statutory cap under Section 507(a)(4) and 507(a)(5).

Sea Containers Services, Ltd. is authorized, but not directed,
to continue to pay any unpaid prepetition monthly contribution
relating to the Employee Pension Schemes and the Pension
Allowance.

Specifically, the Debtors had asked the Court for permission to:

   (a) pay all prepetition Employee wages and salaries;

   (b) reimburse all prepetition Employee Business expenses;

   (c) continue prepetition benefit programs;

   (d) make all payments for which prepetition payroll
       deductions were made;

   (e) pay processing costs and administrative expenses relating
       to the payments; and

   (f) make payments to third parties incidental to the
       payments.

The Debtors asked the Court to authorize, but not require, them
to pay any outstanding accrued and unpaid Employee Wages and
Benefits up to US$10,000 in the aggregate to any individual
Employee in the ordinary course of business, pursuant to Section
507(a)(4) of the Bankruptcy Code.

The Debtors also asked the Court to authorize and direct
applicable banks and other financial institutions to receive,
process, honor, and pay all prepetition checks and transfers
drawn on their payroll accounts to make the payments.

The Debtors' average aggregate monthly compensation over the
past 12 months for their Employees, including wages, salaries,
and bonuses, is approximately US$1,810,701.

The Debtors do not believe they owe any prepetition employee
salaries and wages because they processed their October payroll
just before filing for bankruptcy.  But, the Debtors say, it is
possible that some Employees may not have been paid all of their
outstanding Prepetition Salaries because, among other reasons:

   (a) some discrepancies may exist, which resolution may reveal
       that additional amounts are owed to Employees;

   (b) overtime and additional shifts may not have been
       processed; or

   (c) some payroll checks issued prepetition may not have been
       presented or cleared as of the Petition Date.

The Debtors reimburse expenses incurred in the ordinary course
of their business on a monthly basis.  These expenses include
meal, travel, and other business-related expenses.  Some
employees use corporate charge cards issued by the Debtors.  The
Debtors believe that they have paid all outstanding balances due
in respect of the Reimbursable Expenses as of the Petition Date.

The Debtors routinely deduct certain amounts from paychecks,
including, without limitation:

   (a) garnishments, child support, and similar deductions;
   (b) deductions for voluntary charitable contributions;
   (c) deductions for employee contributions to pension schemes;
   (d) private medical insurance; and
   (e) other pre-tax and after-tax deductions payable pursuant
       to certain Employee benefit plans.

The Debtors forward the deducted amounts to various third party
recipients.  The Debtors believe that they have forwarded the
Deductions to the appropriate third party recipients.

The Debtors are also required by law to withhold from an
Employee's wages amounts related to, among other things, pay as
you earn income tax and Employees National Insurance
Contribution for remittance to the appropriate taxing authority.

The Debtors are also required by law to contribute an employer
portion from their own funds for NIC, based on a percentage of
gross payroll.  The Debtors' Payroll Taxes, including both the
employee and employer portion, for U.K. fiscal tax year 2005 --
April 1, 2005 to March 31, 2006 -- were approximately
US$11,200,000.  On average, the Debtors remit approximately
US$936,253 per month to the taxing authorities on account of
Payroll Taxes.

The Debtors believe that, as of the Petition Date, they have
paid all outstanding balances due in respect of the Payroll
Taxes.

                       Employee Benefits

The Debtors provide their Employees, directly or indirectly, and
in the ordinary course of business, with a number of employee
benefits, including, but not limited to:

   (a) private medical insurance,
   (b) vacation, sick, holiday and leave pay, and
   (c) miscellaneous other employee benefits.

The Debtors believe that as of the Petition Date, they have paid
all outstanding balances in respect of the Medical and Health
Coverage.

The total annual cost to the Debtors for paid time-off, paid
sick leave, and paid statutory public holidays is approximately
US$500,000.

Before the Debtors filed for bankruptcy, Sea Containers
Services, Ltd., maintained several pension schemes for the
benefit of its Employees.  It sponsors three active Employee
Pension Schemes:

   (1) the Sea Containers Group Stakeholder Pension Plan;
   (2) the Sea Containers 1983 Pension Scheme; and
   (3) the Sea Containers 1990 Pension Scheme.

Services is the principal participating employer under the 1983
Pension Scheme and 1990 Pension Scheme, while Sea Containers,
Ltd., is not a participating employer or sponsor of any of the
Employee Pension Scheme.

The annual cost under the 1983 Pension Scheme is approximately
US$3,617,665.  Under the 1990 Pension Scheme, the current annual
contribution is US$13,572.  The Sea Containers Group Stakeholder
Pension Plan is managed by Norwich Union.

Services believes it does not owe any outstanding amount under
the 1983 and 1990 Pension Schemes or the Sea Containers Group
Stakeholder Pension Plan.

Services also provides some Employees with a monthly pension
allowance for the Employee to invest into their own individual
pension scheme.

The Debtors believe that if they don't honor their prepetition
employee obligations, Employee morale and loyalty will be
jeopardized at a time when their employees' support is critical.
As for the Remittances, the Debtors and their Employees may face
legal action if payments are not made.

                      About Sea Containers

Headquartered in Hamilton, Bermuda, Sea Containers Ltd. --
http://www.seacontainers.com/-- provides passenger and freight
transport and marine container leasing.  Registered in Bermuda,
the company has regional operating offices in London, Genoa, New
York, Rio de Janeiro, Sydney, and Singapore.  The company is
owned almost entirely by United States shareholders and its
primary listing is on the New York Stock Exchange (SCRA and
SCRB) since 1974.  On Oct. 3, the company's common shares and
senior notes were suspended from trading on the NYSE and NYSE
Arca after the company's failure to file its 2005 annual report
on Form 10-K and its quarterly reports on Form 10-Q during 2006
with the U.S. Securities and Exchange Commission.

Through its GNER subsidiary, Sea Containers Passenger Transport
operates Britain's fastest railway, the Great North Eastern
Railway, linking England and Scotland.  It also conducts ferry
operations, serving Finland and Estonia as well as a commuter
service between New York and New Jersey in the U.S.

Sea Containers Ltd. and two subsidiaries filed for chapter 11
protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156).
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor
represents the Debtors in their restructuring efforts.  When the
Debtors filed for protection from their creditors, they reported
US$1.7 billion in total assets and US$1.6 billion in total
debts.  (Sea Containers Bankruptcy News, Issue No. 2; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).


SEMGROUP LP: Moody's Assigns Loss-Given-Default Rating
------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the broad energy midstream sector, encompassing
companies that engage in the extraction, treating, transmission,
distribution, and logistics for crude oil, natural gas, and
other hydrocarbon products, the rating agency affirmed its Ba3
corporate family rating on SemGroup, LP.

Additionally, Moody's revised or held its probability-of-default
ratings and assigned loss-given-default ratings on these loans
and bond debt obligations:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   8.75% Sr. Unsec.
   Gtd. Global Notes
   due 2015               B1        B1     LGD5        79%

   Sr. Sec. Gtd.
   Revolving Credit
   Facility due 2010      Ba3       Ba2    LGD3        41%

   Sr. Sec. Gtd.
   Term Loan due 2010     Ba3       Ba2    LGD3        41%

Moody's explains that current long-term credit ratings are
opinions about expected credit loss, which incorporate both the
likelihood of default and the expected loss in the event of
default.  The LGD rating methodology will disaggregate these two
key assessments in long-term ratings.  The LGD rating
methodology will also enhance the consistency in Moody's
notching practices across industries and will improve the
transparency and accuracy of Moody's ratings as Moody's research
has shown that credit losses on bank loans have tended to be
lower than those for similarly rated bonds.

Probability-of-default ratings are assigned only to issuers, not
specific debt instruments, and use the standard Moody's alpha-
numeric scale.  They express Moody's opinion of the likelihood
that any entity within a corporate family will default on any of
its debt obligations.

Loss-given-default assessments are assigned to individual rated
debt issues -- loans, bonds, and preferred stock.  Moody's
opinion of expected loss are expressed as a percent of principal
and accrued interest at the resolution of the default, with
assessments ranging from LGD1 (loss anticipated to be 0% to 9%)
to LGD6 (loss anticipated to be 90% to 100%).

SemGroup, LP -- http://www.semgrouplp.com/-- is a midstream
service company providing the energy industry means to move
products from the wellhead to the wholesale marketplace.
SemGroup provides diversified services for end users and
consumers of crude oil, natural gas, natural gas liquids,
refined products and asphalt.  Services include purchasing,
selling, processing, transporting, terminaling and storing
energy.  SemGroup serves customers in the United States, Canada,
Mexico and the United Kingdom.


SILKJET LIMITED: Hires Liquidators from Grant Thornton UK
---------------------------------------------------------
Neil Tombs and Andrew Michael Menzies of Grant Thornton UK LLP
were appointed Liquidators of Silkjet Limited on Oct. 25 for the
creditors' voluntary winding-up proceeding.

Headquartered in Leicester, England, Silkjet Limited --
http://www.silkjet.co.uk/-- is a niche manufacturer of plastic
injection moulding, specializing in low volume production, short
lead times, and front-end service.  Silkjet also offers vacuum
forming, plastic machining, fabrication and assembly.


SMART COATINGS: Brings In DTE Leonard as Joint Administrators
-------------------------------------------------------------
A. Poxon and J. M. Titley of DTE Leonard Curtis were appointed
joint administrators of Smart Coatings Ltd. (Company Number
02971862) on Oct. 23.

DTE Leonard Curtis -- http://www.dtegroup.com/-- offers tax
consultancy, company secretarial services, corporate finance,
corporate recovery, turnaround, forensic accounting, financial
services and insurance & risk management.

Smart Coatings Ltd. can be reached at:

         Unit G
         Bedwell Industrial Park
         Teben
         Tyne and Wear NE31 2XQ
         United Kingdom
         Tel: 0191 483 3800


SOLUTIA INC: Begins Design of New Saflex Plant in Ghent, Belgium
----------------------------------------------------------------
At the Glasstec 2006 exhibition in Dusseldorf, Germany, the
Saflex(r) unit of Solutia Inc. (OTCBB:SOLUQ), has begun the
design and engineering of a new manufacturing line for its
Saflex(r) PVB interlayers at its plant in Ghent, Belgium.

Upon the successful completion of the design and engineering
phase, the company would begin the construction phase, targeting
startup during the second half of 2008.  This expansion will
bring the total number of Saflex production lines at the plant
to three.

"We are making significant investments across our Saflex
business in order to meet the growing demands of our customers
worldwide," said Luc De Temmerman, president, Performance
Products, Solutia Inc.  "This project is a key part of our
global growth strategy for the Saflex business, which also
includes our recent acquisition of a plant in Puebla, Mexico,
and the construction of our new plant in Suzhou, China."

The new Ghent manufacturing line is being designed to produce
3.2-meter-wide rolls of Saflex PVB interlayers.  These specific
interlayers are used primarily to make laminated glass for the
growing European architectural market.  The new line also will
provide the Saflex business with greater flexibility in how it
operates its plants worldwide.

"By designing a third manufacturing line at Ghent, we are taking
a key step forward in our strategy to optimize our production on
a global scale in order to provide the highest degree of
responsiveness, quality and innovation to our customers," said
Dirk Duquet, director of manufacturing for the Saflex business.

The new manufacturing line is being designed for construction
within the current boundaries of the Saflex Ghent plant,
leveraging existing infrastructure and the plant's 40-plus years
of experience in manufacturing Saflex products.  In addition,
the new line is being designed to employ the latest technology,
enabling the production process to be highly automated.

"Our customers recognize the Ghent plant as a proven supplier of
the world's premier PVB interlayers," added Mr. Duquet, "and
this expansion will enable us to very efficiently take that
tradition of quality to an even greater scale."

The Saflex Ghent plant employs 300 people and began operation in
1961.  The plant maintains ISO 14001 registration for its
environmental management systems, OSHAS 18001 registration for
its occupational safety and health management systems, as well
as several registrations for its quality management systems,
including QS 9000, ISO 9001 and TS 16949.

Saflex manufactures PVB interlayers at Ghent, Belgium; Puebla,
Mexico; San Jose Dos Campos, Brazil; Springfield, Mass., USA;
and Trenton, Mich., USA.  It also operates a PVB finishing and
distribution center in Singapore, and is constructing a new
Saflex PVB interlayer plant scheduled to begin production in
Suzhou, China, in mid 2007.

                          About Saflex

In addition to being the world's largest producer and seller of
PVB interlayers, Saflex -- http://www.saflex.com/-- is the
global leader in PVB innovation, quality and reliability.  When
laminated between layers of glass, PVB interlayers greatly
enhance the performance characteristics of glass, providing
benefits such as security, solar protection, sound attenuation
and safety.  Laminated glass made with Saflex PVB is used
extensively in both the automotive and architectural markets.

Headquartered in St. Louis, Missouri, Solutia, Inc.
(OTCBB:SOLUQ) -- http://www.solutia.com/-- with its
subsidiaries, make and sell a variety of high-performance
chemical-based materials used in a broad range of consumer and
industrial applications.  The Company filed for chapter 11
protection on Dec. 17, 2003 (Bankr. S.D.N.Y. Case No. 03-17949).
When the Debtors filed for protection from their creditors, they
listed US$2,854,000,000 in assets and US$3,223,000,000 in debts.
Solutia is represented by Richard M. Cieri, Esq., at Kirkland &
Ellis.  Daniel H. Golden, Esq., Ira S. Dizengoff, Esq., and
Russel J. Reid, Esq., at Akin Gump Strauss Hauer & Feld LLP
represent the Official Committee of Unsecured Creditors, and
Derron S. Slonecker at Houlihan Lokey Howard & Zukin Capital
provides the Creditors' Committee with financial advice.
(Solutia Bankruptcy News, Issue No. 71; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


STATE OF THE ART: Nominates Liquidator from Sinclair Harris
-----------------------------------------------------------
Jonathan Sinclair of Sinclair Harris was nominated Liquidator of
State of the Art Limited on Oct. 24 for the creditors' voluntary
winding-up procedure.

The company can be reached at:

         State of the Art Limited
         Brook Farm
         Cuffley
         Potters Bar
         Hertfordshire EN6 4EX
         United Kingdom
         Tel: 01707 877861


UK COAL: Expects Asset Worth Boost on Higher Land Valuation
-----------------------------------------------------------
U.K. Coal's asset worth may climb more than GBP300 million after
conducting an initial assessment of its land value, The
Independent said.

The company's valuation in 2005 showed that its 50,000-acre land
-- comprising surrounding active and closed mines -- is worth
GBP274 million.  The company now believes the land is worth more
than GBP500 million.

The company, the Sunday Telegraph reports, would seek planning
permission for the land and sell it to developers.  Proceeds
will be used to increase production at UK Coal's mines, The
Independent said.

UK Coal, which posted GBP7 million of net profit for the six
months ended June 30, 2006, expects to post a net loss at
yearend due to reduced output at four deep cast mines in the
summer.

At June 30, 2006, the company's balance sheet showed GBP491.1
million in total assets and GBP319.8 million in total
liabilities, resulting in a GBP14 million stockholders' equity.

                       About the Company

Headquartered in Doncaster, United Kingdom, U.K. Coal Plc --
http://www.rjb.co.uk/-- produces coal and supplies around 7% of
the country's energy needs for electricity generation.  The
company owns a power generation business utilizing waste
gas from coal mines to generate electricity and has received
planning permission for the development of the Group's first
wind farm.

U.K. Coal PLC reported a net loss of GBP62.1 million for the 12
months to December 2005.  At Dec. 31, 2005, the company's
balance sheet showed a stockholders' deficit of GBP14.7 million.


WINTON CAVEN: Appoints Vantis as Joint Administrators
-----------------------------------------------------
Lynn Robert Bailey and Alan Roy Limb of Vantis Plc were
appointed joint administrators of Winton Caven Co. Ltd. (Company
Number 05437009) on Oct. 20.

Headquartered in Leicester, England, Vantis Plc (fka Vantis
Numerica) -- http://www.vantisplc.com/-- provides accounting,
business and tax advisory services in the United Kingdom.

Headquartered in Leicester, England, Winton Caven Co. Ltd.
manufactures thermoformed packaging.


WRINGSLAND BUILDING: Names Simon Thornton as Administrator
----------------------------------------------------------
Simon Thornton of Houghton Stone Business Recovery was named
administrator of Wringsland Building Contractors Ltd. (Company
Number 04680551) on Oct. 25.

The administrator can be reached at:

         Simon Thornton
         Houghton Stone Business Recovery
         The Conifers
         Filton Road
         Hambrook
         Bristol BS16 1QG
         United Kingdom
         Tel: 0117 957 9009

Wringsland Building Contractors Ltd. can be reached at:

         92A
         Gilfach Cynon
         Merthyr Tydfil
         Mid Glamorgan CF47 0PD
         United Kingdom
         Tel: 01685 722 431


* Large Companies with Insolvent Balance Sheets
-----------------------------------------------

                                Shareholders   Total    Working
                                   Equity      Assets   Capital
                          Ticker    (US$MM)    (US$MM)   (US$MM)
                          ------ -----------  -------   --------

AUSTRIA
-------
Libro AG                            (111)         174     (182)
Rhi AG                              (214)       1,756      293


BELGIUM
-------
City Hotels               CITY.BR     (7)         210      (15)
Sabena S.A.                          (86)       2,215     (297)


CZECH REPUBLIC
--------------
Ceskomoravska Kolben &
   Danek Praha Holding               (89)         192   (2,186)


DENMARK
-------
Elite Shipping                       (28)         101       19


FRANCE
------
Acces Industrie                       (8)         106      (35)
Arbel                     PA.ARB     (98)         222      (72)
Banque Nationale
   de Paris Guyane        BNPG       (41)         352      N.A.
BSN Glasspack                       (101)       1,151      179
Charbo De France                  (3,872)       4,738   (2,868)
Compagnie Francaise de
   l'Afrique Occidentale             (65)         256       21
Dollfus Mieg & Cie S.A.   DS         (16)         143      (45)
Euro Computer System                (110)         682      377
Genesys S.A.              GNS.PA     (10)         120       (5)
Grande Paroisse S.A.                (927)         629      330
Immob Hoteliere                      (68)         233       29
Labo Dolisos              DOLI.PA    (28)         110      (33)
Matussiere et Forest S.A. MTF        (78)         294      (28)
Oeneo S.A.                SABT.PA    (12)         292       38
Pneumatiques Kleber S.A.             (34)         480      139
Rhodia S.A.               RHA       (788)       6,681      171
SDR Centrest                        (132)         252      N.A.
SDR Picardie                        (135)         413      N.A.
Selcodis S.A.             SPVX       (18)         128       22
Soderag                               (3)         404      N.A.
Sofal S.A.                          (305)       6,619      N.A.
Spie-Batignolles                     (16)       5,281       75
St Fiacre (FIN)                       (1)         111      (33)
Teamlog                   TLO        (19)         109       (3)
Trouvay Cauvin                        (0)         134       10
Usines Chausson                      (23)         249       35


GERMANY
-------
Cognis Deutschland
   GmbH & Co. KG                    (174)       3,003      606
Dortmunder
   Actien-Brauerei        DABG       (13)         118      (29)
EM.TV AG                  EV4G.BE    (22)         849       15
F.A. Guenther & Son AG    GUSG        (8)         111      N.A.
Kaufring AG               KAUG       (19)         151      (51)
Maternus Kliniken AG      MAK.F       (3)         207      (30)
Nordsee AG                            (8)         195      (31)
Plambeck Neue
   Energien AG            PNE3        (4)         141       19
Primacom AG               PRIG      (268)       1,257   (1,048)
Rinol AG                  RLIG       (64)         104      (15)
Schaltbau Hold            SLTG       (23)         144       (7)
SinnLeffers AG            WHGG        (4)         454     (145)
Spar Handels- AG          SPAG      (442)       1,433     (234)
Vivanco Gruppe                       (55)         131      (31)


GREECE
------
Empedos S.A.              EMPED      (34)         175      (48)
Pouliadis Associates
   Corporation            POUL       (28)         124      (31)
Radio A.Korassidis        KORA      (101)         181     (139)
   Commercial

HUNGARY
-------
Exbus Asset Management
   Nyrt.                  EXBUS      (30)         118   (5,162)


ICELAND
-------
Decode Genetics Inc.      DCGN        (9)         229      141

ITALY
-----
Binda S.p.A.              BND        (11)         129      (20)
Cirio Finanziaria S.p.A.            (422)       1,583     (396)
Credito Fondiario
   e Industriale S.p.A.             (200)       4,218      N.A.
Finpart S.p.A.                      (152)         732     (322)
Gruppo Coin S.p.A.        GC        (150)       4,218      N.A.
I Viaggi del
   Ventaglio S.p.A.       VVE.MI     (61)         487      (58)
Olcese S.p.A.             OLCI.MI    (13)         180      (64)
Parmalat Finanziaria
   S.p.A.                        (18,419)       4,121  (12,481)
Technodiffusione
   Italia S.p.A.          TDIFF.PK   (90)         152      (24)
Wind Telecomunicazioni
   S.p.A.                            (10)      12,698     (815)

NETHERLANDS
-----------
Baan Company N.V.         BAAN        (8)         610       46
United Pan-Euro Air       UPC     (5,266)       5,180   (8,730)


NORWAY
------
Petroleum-Geo Services    PGO        (32)       2,963   (5,250)


POLAND
------
Mostostal Zabrze          MECOF.PK    (6)         227     (366)
Vista Alegre Atlantis
   SGPS S.A.              VAAAE      (18)         193      (83)

ROMANIA
-------
Oltchim RM Valce          OLT        (45)         232     (321)


RUSSIA
------
OAO Samaraneftegas                  (332)         892  (16,942)
Zil Auto                            (185)         378  (11,107)


SPAIN
-----
Altos Hornos de
   Vizcaya S.A.                     (116)       1,283     (278)
Santana Motor S.A.                   (46)         223       41
Sniace S.A.                          (10)         134      (37)


SWITZERLAND
-----------
Wedins Skor
    Accessoarer AB                   (10)         139     (129)


TURKEY
------
Nergis Holding                       (24)         125       26
Yasarbank                           (948)         623      N.A.


UKRAINE
-------
Dnepropetrovsk Metallurgical
   Plant Imeni Petrovsko              (2)         278     (509)
Dniprooblenergo                      (38)         478     (797)
Donetskoblenergo                    (166)         706   (1,320)


UNITED KINGDOM
--------------
Abbott Mead Vickers                   (2)         168      (16)
AEA Technology Plc        AAT.L      (24)         340      (50)
Alldays Plc                         (120)         252     (202)
Amey Plc                             (49)         932      (47)
Anker Plc                 ANK.L      (22)         115       13
Atkins (WS) Plc           ATK        (63)       1,279       70
Bonded Coach
   Holiday Group Plc                  (6)         188      (44)
Blenheim Group                      (153)         198      (34)
Booker Plc                BKRUY      (60)       1,298       (8)
Bradstock Group           BDK         (2)         269        5
Brent Walker Group        BWL     (1,774)         867   (1,157)
British Energy Plc        BGY     (5,823)       4,921      434
British Nuclear
   Fuels Plc                      (4,248)      40,326      977
Compass Group             CPG       (668)       2,972     (298)
Costain Group             COST       (39)         567       (5)
Danka Bus System          DNK.L     (108)         540       34
Dawson Holdings           DWN.L      (12)         158      (19)
Easynet Group             ESY.L      (45)         323       38
Electrical and Music
   Industries Group       EMI     (1,264)       2,818     (253)
Euromoney Institutional
   Investor Plc           ERM.L      (88)         297      (56)
European Home Retail Plc  EHRL       (14)         111      (37)
Gartland Whalley                     (11)         145       (8)
Global Green Tech Group             (156)         408      (18)
Gondola Holdings Plc      GND.L     (239)         987     (396)
Heath Lambert
   Fenchurch Group Plc               (10)       4,109      (10)
HMV Group Plc             HMV         (4)         948     (175)
Homestyle Group Plc       HME        (29)         409     (124)
Imperial Chemical
   Industries Plc         ICI       (835)       8,881      (49)
Invensys PLC                      (1,031)       3,875      494
IPC Media Ltd.                      (685)         254       16
Jarvis Plc                JRVS.L    (683)         492     (371)
Lambert Fenchurch Group               (1)       1,827        3

Lattice Group                     (1,290)      12,410   (1,228)
Leeds United              LDSUF.PK   (73)         144      (29)
M 2003 Plc                        (2,204)       7,205     (756)
Manchester City                      (17)         154      (21)
Micro Focus
   International Plc      MCRO.L     (14)         115      (11)
Mytravel Group            MT.L      (283)       1,159     (410)
Orange Plc                ORNGF     (594)       2,902        7
Park Group Plc            PKG.L       (5)         111      (13)
Partygaming Plc           PRTY       (46)         398     (110)
Premier Farner Plc        PFL        (33)         964      127
Premier Foods Plc         PFD.L      (31)       1,475       16
Probus Estates Plc        PBE.L      (28)         113      (49)
Regus Plc                 RGU.L      (46)         367      (60)
Rentokil Initial Plc      RTO     (1,134)       2,678      (45)
RHM Plc                   RHM       (586)       2,411       59
Saatchi & Saatchi         SSI       (119)         705      (41)
Seton Healthcare                     (11)         157        0
SFI Group                           (108)         178     (162)
Telewest
   Communications Plc     TLWT    (3,702)       7,581   (5,361)
UK Coal Plc               UKC        (25)         865      (62)
Virgin Mobile
   Holdings Plc           VMOB.L    (490)         155      (80)
Wincanton Plc             WIN        (66)       1,236      (71)

                           *********

Each Tuesday edition of the TCR contains a list of companies
with insolvent balance sheets whose shares trade higher than
US$3 per share in public markets.  At first glance, this list
may look like the definitive compilation of stocks that are
ideal to sell short.  Don't be fooled.  Assets, for example,
reported at historical cost net of depreciation may understate
the true value of a firm's assets.  A company may establish
reserves on its balance sheet for liabilities that may never
materialize.  The prices at which equity securities trade in
public market are determined by more than a balance sheet
solvency test.

A list of Meetings, Conferences and Seminars appears in each
Thursday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

Each Friday's edition of the TCR includes a review about a book
of interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

                           *********

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-
published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA.  Jazel Laureno, Julybien Atadero, Carmel Zamesa
Paderog, Joy Agravante, and Zora Jayda Zerrudo Sala, Editors.

Copyright 2006.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without
prior written permission of the publishers.

Information contained herein is obtained from sources believed
to be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$575 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial
subscription or balance thereof are US$25 each. For subscription
information, contact Christopher Beard at 240/629-3300.


                 * * * End of Transmission * * *