TCREUR_Public/070702.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

              Monday, July 2, 2007, Vol. 8, No. 129

                            Headlines


A U S T R I A

BEYHL ENGINEERING: Claims Registration Period Ends August 14
EBIBI KEG: Vienna Court Orders Business Shutdown
F & S LLC: Claims Registration Period Ends July 24
G.F.I. RECYCLING: Claims Registration Period Ends July 24
PIEBER LLC: Claims Registration Period Ends August 7


B E L G I U M

DOLE FOOD: Inks Licensing Deal with Starz Media & Vanguard
DOLE FOOD: Supports Andean Trade Act Extension
GENERAL MOTORS: Selling Unit to Carlyle & Onex for US$5.6 Bil.
GENERAL MOTORS: UAW Leaders Say Strike Possible in Labor Talks


C Z E C H   R E P U B L I C

ANDREW CORPORATION: Inks US$2.6 Bln Buyout Deal with CommScope
ANDREW CORP: CommScope Deal Cues S&P to Cut Credit Rating to BB-


F I N L A N D

HILTON HOTELS: Hires Simon Suarez as Chief Development Rep.


F R A N C E

EUROTUNNEL GROUP: New Stock to Start Eurolist Trading Today
REALOGY CORP: Change of Control Offer for Notes Ends on July 3
SMOBY-MAJORETTE: MGA Submits Bankruptcy Protection Plan to Court


G E R M A N Y

AEROFLEX INC: Moody's Rates Corporate Family Rating at B3
BUCKEYE TECH: Promotes Steven Dean as Senior Vice Pres. & CFO
DAIMLERCHRYSLER: Executive Says Russia a Key Market for Chrysler
DAIMLERCHRYSLER AG: MAN and Freightliner Settle ERF Case
DAIMLERCHRYSLER: Chrysler Joins U.S. Climate Action Partnership

FRESENIUS MEDICAL: Prices US$500 Mil. of 6-7/8% Notes Offering
SCHIEDER MOEBEL: Subsidiaries File for Insolvency


I R E L A N D

COMMSCOPE INC: Inks Pact to Buy Andrew Corp. for US$2.6 Billion
COMMSCOPE INC: Moody’s Reviews Ratings After Acquisition News
COMMSCOPE INC: Andrew Corp. Deal Prompts S&P's Negative Watch


I T A L Y

FIAT SPA: Unit Eyes Joint Venture with Russia's Avtopribor


K A Z A K H S T A N

AUTOKOLIK-T-T LLP: Proof of Claim Deadline Slated for Aug. 1
JASULAN E LLP: Creditors Must File Claims Aug. 3
MICHURINSKY AGROSNAB: Claims Filing Period Ends Aug. 3
NAS-UM LLP: Claims Registration Ends Aug. 3
NEW AGE COMPANY: Creditors' Claims Due on Aug. 3

PROFSPETSCOMPLECT LLP: Proof of Claim Deadline Slated for Aug. 3
SANTA LLP: Creditors Must File Claims Aug. 3
SANTECHNIC LLP: Claims Filing Period Ends Aug. 3
SPETSAUTOTECHNIKA LLP: Claims Registration Ends Aug. 1
UK BELON LLP: Creditors' Claims Due on Aug. 3


K Y R G Y Z S T A N

BAY-RAM NELLI: Creditors Must File Claims by August 10
STK LLC: Creditors’ Meeting Slated for July 16


N E T H E R L A N D S

ACA EURO: Moody's Rates EUR13.6 Mln Class E Senior Notes at Ba3
GLOBAL POWER: Equity Panel Wants Noteholder Claims Determined
QUEEN STREET: Moody's Rates EUR18 Mln Class E Sr. Notes at Ba3


R U S S I A

DAIMLERCHRYSLER: Executive Says Russia a Key Market for Chrysler
DIMITROVA OJSC: Creditors Must File Claims by July 9
EKSTRA-SIB OJSC: Court Names G. Artyshuk as Insolvency Manager
EVRIKOM CJSC: Creditors Must File Claims by Aug. 9
KADOM-AGRO-PROM-SERVICE: Creditors Must File Claims by July 9

KANDEKS CJSC: Court Names V. Zakharov as Insolvency Manager
KORTKEROSSKOE LLC: Creditors Must File Claims by July 9
KRASIN CJSC: Creditors Must File Claims by Aug. 9
MILK TRADE: Perm Bankruptcy Hearing Slated for Sept. 3
NOVOILNSK-WOOD OJSC: Bankruptcy Hearing Slated for July 23

OTIS CJSC: Creditors Must File Claims by Aug. 9
PROFIT CJSC: Creditors Must File Claims by Aug. 9
SIB-STROY-INVEST: Creditors Must File Claims by Aug. 9
STEEL PLUS: Creditors Must File Claims by Aug. 9
STROY-DETAIL CJSC: Creditors Must File Claims by Aug. 9

TRANSNEFT OAO: Regulator Fines Firm for ESPO Violations


S W E D E N

SCANMINING AB: Production Delays Prompt Bankruptcy Filing


S W I T Z E R L A N D

A – Z JSC: Aargau Court Starts Bankruptcy Proceedings
BARRY CALLEBAUT: Moody's Rates EUR350 Mln Senior Notes at (P)Ba1
CRESCENDO ST. MORITZ: Creditors' Liquidation Claims Due July 11
DOCTOR’S WINERY: Creditors' Liquidation Claims Due July 11
ELWAS LLC: Creditors' Liquidation Claims Due July 12

HELVETIA JSC: Creditors' Liquidation Claims Due July 16
HERCULES INC: S&P Revises Outlook from Stable to Positive
PREMIER DEVELOPMENTS: Creditors' Liquidation Claims Due July 31
SAPHIR FINANZ: Creditors' Liquidation Claims Due July 16
SYSTRADE JSC: Arlesheim Court Starts Bankruptcy Proceedings

W. ESSER LLC: Creditors' Liquidation Claims Due July 12


U K R A I N E

ALFA CJSC: Creditors Must File Claims by July 3
ANTERA LLC: Creditors Must File Claims by July 3
BUILDING-TECHNICAL COMPANY: Creditors Must File Claims by July 3
CONSUL-CONTACT LLC: Creditors Must File Claims by July 3
INTER-BEL LLC: Creditors Must File Claims by July 3

IVANYCHI DELIVERY: Creditors Must File Claims by July 3
MELITO LLC: Creditors Must File Claims by July 3
MORO LLC: Proofs of Claim Deadline Set July 3
OSCAR LLC: Creditors Must File Claims by July 3
YAVIR-K LLC: Proofs of Claim Deadline Set July 3


U N I T E D   K I N G D O M

AMR CORPORATION: Sees US$12 Mln Cut in Annual Interest Expense
BLITZ ENTERPRISES: Appoints Administrators from Baker Tilly
BRAMMER INVESTMENTS: Taps Joint Administrators from KPMG
BRITISH SKY: Reacts to Ofcom’s Probe on Proposed DTT Pay TV
BULLET POINT: Brings In Liquidators from Deloitte & Touche

CELLARET LTD: Neil Chesterton Leads Liquidation Procedure
CORPBRAND IDENTITY: Joint Liquidators Take Over Operations
DAW FABRICATION: Names Gordon Allan Mart Simmonds Liquidator
EUROTUNNEL GROUP: New Stock to Start Eurolist Trading Today
GAP INC: Eyes Closure of Unprofitable Outlets in the U.K.

GLOBAL TELECOMS: Appoints Administrative Receivers from Begbies
GREAT HALL: Moody's Rates Classes Ea & Eb Notes at Ba1
HEALTHY LIFESTYLE: Appoints Neil Francis Hickling as Liquidator
HERITAGE COATINGS: Taps Peter O’Hara to Liquidate Assets
LABOUR FORCE: Taps Liquidators from Milner Boardman & Partners

LORD CULTURAL: Names Malcolm John Ryan Liquidator
METRONET RAIL: Moody's Cuts Rating to Ba2 on Sr. Sec. Debt Issue
PACIFIC CONTINENTAL: Taps Smith & Williamson as Administrators
PEATLING SADDLERY: Hires Liquidator from Tenon Recovery
QUALITY AUTO: Peter O’Hara Leads Liquidation Procedure

RANK GROUP: Expects Smoking Ban to Affect Second Half Profits
RSW CLOTHING: Appoints N. A. Bennett as Liquidator
SEA CONTAINERS: Creditor Panel Raises Concerns on DIP Financing
SEA CONTAINERS: Trustee Drops Mariner, Dune & Trilogy from Panel
SERVOTEST SYSTEMS: Brings In Administrators from Vantis

SHICO INDUSTRIAL: Taps Stephen Goderski to Liquidate Assets
STRIDE SOUTH: Brings In Liquidators from RMT
VARIETAL DISTRIBUTION: Reports Results of Notes Tender Offer
VARIETAL DISTRIBUTION: Inks Pact to Buy Bie & Berntsen in Cash
WALTON MOTORS: Calls In Liquidators from The P&A Partnership

WESTERN RESPONSE: Hires Liquidators from PricewaterhouseCoopers
WILKLEEN INDUSTRIAL: Appoints Gary J. Corbett as Liquidator
WINE PORTFOLIO: Hires Neil Chesterton to Liquidate Assets

                            *********

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


BEYHL ENGINEERING: Claims Registration Period Ends August 14
------------------------------------------------------------
Creditors owed money by LLC Beyhl Engineering (FN 144693i) have
until Aug. 14 to file written proofs of claim to court-appointed
estate administrator Georg Rupprecht at:

         Mag. Georg Rupprecht
         Hauptplatz 9-13
         2500 Baden
         Austria
         Tel: 02252/86 580
         Fax: 02252/865803
         E-mail: rupprecht@lexacta.com

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 10:00 a.m. on Aug. 28 for the
examination of claims.

The meeting of creditors will be held at:

         The Land Court of Wiener Neustadt
         Room 15
         Wiener Neustadt
         Austria

Headquartered in Traiskirchen, Austria, the Debtor declared
bankruptcy on May 31 (Bankr. Case No. 11 S 56/07g).


EBIBI KEG: Vienna Court Orders Business Shutdown
------------------------------------------------
The Trade Court of Vienna entered May 31 an order shutting down
the business of KEG Ebibi (FN 261144k).

Court-appointed estate administrator Charlotte Boehm recommended
the business shutdown after determining that the continuing
operations would reduce the value of the estate.

The estate administrator can be reached at:

         Dr. Charlotte Boehm
         Taborstrasse 10/2
         1020 Vienna
         Austria
         Tel: 214 77 10/20
         Fax: 214 77 10-16
         E-mail: boehm@EUnet.at

Headquartered in Vienna, Austria, the Debtor declared bankruptcy
on May 18 (Bankr. Case No 2 S 71/07i).


F & S LLC: Claims Registration Period Ends July 24
--------------------------------------------------
Creditors owed money by LLC F & S (FN 188736d) have until
July 24 to file written proofs of claim to court-appointed
estate administrator Gerwald Schmidberger at:

         Dr. Gerwald Schmidberger
         c/o Dr. Heinz Kassmannhuber
         Stelzhamerstrasse 11
         4400 Steyr
         Austria
         Tel: 07252/550300
         Email: office@sks-law.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 2:00 p.m. on Aug. 7 for the
examination of claims.

The meeting of creditors will be held at:

         The Land Court of Steyr
         Hall 7
         Second Floor
         Steyr
         Austria

Headquartered in Rohr im Kremstal, Austria, the Debtor declared
bankruptcy on May 25 (Bankr. Case No. 14 S 20/07z).  Heinz
Kassmannhuber represents Dr. Schmidberger in the bankruptcy
proceedings.


G.F.I. RECYCLING: Claims Registration Period Ends July 24
---------------------------------------------------------
Creditors owed money by LLC G.F.I. Recycling (FN 230437d) have
until July 24 to file written proofs of claim to court-appointed
estate administrator Andrea Eisner at:

         Mag. Andrea Eisner
         Weyrgasse 8/7
         1030 Vienna
         Austria
         Tel: 712 04 77
         Fax: 712 04 77 12
         E-mail: office@ra-eisner.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 10:15 a.m. on Aug. 7 for the
examination of claims.

The meeting of creditors will be held at:

         The Trade Court of Vienna
         Room 1606
         Vienna
         Austria

Headquartered in Vienna, Austria, the Debtor declared bankruptcy
on May 25 (Bankr. Case No. 4 S 59/07i).


PIEBER LLC: Claims Registration Period Ends August 7
----------------------------------------------------
Creditors owed money by LLC Pieber (FN 227317s) have until
Aug. 7 to file written proofs of claim to court-appointed estate
administrator Brigitte Stampfer at:

         Dr. Brigitte Stampfer
         Stadlergasse 27
         1130 Vienna
         Austria
         Tel: 877 33 30
         Fax: 877 33 30 33
         E-mail: ra-stampfer@utanet.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 12:45 p.m. on Aug. 21 for the
examination of claims.

The meeting of creditors will be held at:

         The Trade Court of Vienna
         Room 1701
         Vienna
         Austria

Headquartered in Vienna, Austria, the Debtor declared bankruptcy
on May 29 (Bankr. Case No. 6 S 63/07t).


=============
B E L G I U M
=============


DOLE FOOD: Inks Licensing Deal with Starz Media & Vanguard
----------------------------------------------------------
Dole Food has signed a licensing agreement with Starz Media and
Vanguard Animation and Film to place 100 million collectable
stickers with characters from the upcoming animated feature
SPACE CHIMPS on bananas, Variety.com reports.

Pictures of the film's characters will be on Dole Food salad
packages and pineapples, according to a report posted on
awn.com.

The contract also includes a Dole SuperKids Web site and in-
store CHIMPS circulars and displays, awn.com states.

Headquartered in Westlake Village, California, Dole Food
Company's -- http://www.dole.com/-- is a producer and marketer
of fresh fruit, fresh vegetables and fresh-cut flowers, and
markets a line of packaged foods. The company has four primary
operating segments. The fresh fruit segment produces and markets
fresh fruit to wholesale, retail and institutional customers
worldwide. The fresh vegetables segment contains operating
segments that produce and market commodity vegetables and ready-
to-eat packaged vegetables to wholesale, retail and
institutional customers primarily in North America, Europe and
Asia. The packaged foods segment contains several operating
segments that produce and market packaged foods, including
fruit, juices and snack foods. Dole's fresh-cut flowers segment
sources, imports and markets fresh-cut flowers, grown mainly in
Colombia and Ecuador, primarily to wholesale florists and
supermarkets in the United States.

Dole has three canneries in Asia: two in Thailand and one in the
Philippines.  It also has operations in Sweden, Colombia and
Belgium.

                        *     *     *

The Troubled Company Reporter – Asia Pacific reported that
Standard & Poor's Ratings Services' ratings for Dole Food Co.
Inc. remained on CreditWatch with negative implications
following the company's announcement that consumers should
dispose of Dole-branded packaged fresh spinach products
(including "Spinach," "Baby Spinach," and "Spring Mix" names)
stamped with a Best-If-Used-By date of Aug. 17, through Oct. 1,
2006.  The warning follows an outbreak of E. coli in several
states that was believed to have originated from spinach
products.


DOLE FOOD: Supports Andean Trade Act Extension
----------------------------------------------
Dole Food Company Inc. commended the hard work of the leadership
of the U.S. Congressional trade committees and applauded the
agreement to extend the Andean Trade Promotion and Drug
Eradication Act.  Dole urges Members of Congress to strongly
support this agreement by voting in favor of legislation to
extend the ATPDEA for eight months.

Michael Carter, Dole's Executive Vice President and General
Counsel stated, "The ATPDEA has played a crucial role in
encouraging Dole to make significant investments in the Andean
region, such as our flower production -- which supports nearly
6,500 good paying jobs in the region.  On behalf of the many
thousands of Dole employees in the Andean region, Dole applauds
the bipartisan agreement to extend the ATPDEA and urges strong
support for its swift approval."

Headquartered in Westlake Village, California, Dole Food
Company's -- http://www.dole.com-- is a producer and marketer
of fresh fruit, fresh vegetables and fresh-cut flowers, and
markets a line of packaged foods. The company has four primary
operating segments. The fresh fruit segment produces and markets
fresh fruit to wholesale, retail and institutional customers
worldwide. The fresh vegetables segment contains operating
segments that produce and market commodity vegetables and ready-
to-eat packaged vegetables to wholesale, retail and
institutional customers primarily in North America, Europe and
Asia. The packaged foods segment contains several operating
segments that produce and market packaged foods, including
fruit, juices and snack foods. Dole's fresh-cut flowers segment
sources, imports and markets fresh-cut flowers, grown mainly in
Colombia and Ecuador, primarily to wholesale florists and
supermarkets in the United States.

Dole has three canneries in Asia: two in Thailand and one in the
Philippines.  It also has operations in Sweden, Colombia and
Belgium.

                        *     *     *

The Troubled Company Reporter – Asia Pacific reported that
Standard & Poor's Ratings Services' ratings for Dole Food Co.
Inc. remained on CreditWatch with negative implications
following the company's announcement that consumers should
dispose of Dole-branded packaged fresh spinach products
(including "Spinach," "Baby Spinach," and "Spring Mix" names)
stamped with a Best-If-Used-By date of Aug. 17, through Oct. 1,
2006.  The warning follows an outbreak of E. coli in several
states that was believed to have originated from spinach
products.


GENERAL MOTORS: Selling Unit to Carlyle & Onex for US$5.6 Bil.
--------------------------------------------------------------
General Motors Corp. reached a definitive agreement for the
company to sell its Allison Transmission commercial and military
business to The Carlyle Group and Onex Corporation for
approximately US$5.6 billion.

The sale agreement covers substantially all of Allison
Transmission, including seven manufacturing facilities in
Indianapolis, Indiana and its worldwide distribution network and
sales offices.  The production facility in Baltimore, Maryland
is dedicated to the production of conventional and hybrid 2MODE
transmissions used in GM's retail pick-up trucks and SUVs and
will remain with GM.  The transaction is structured to preserve
GM's and Allison's competitive strengths in their respective
product lines and is expected to close as early as the third
quarter of this year pending union and regulatory approval.

"This is another important step to strengthen our liquidity and
provide resources to support our heavy investments in new
products and technology," Rick Wagoner, GM chairman and CEO,
said.  "At the same time, this sale will position Allison for
growth with strong partners in Carlyle and Onex, which have
well-established track records of working effectively with their
management teams, unions and employees," Wagoner went on to say.

"We believe Allison is poised for excellent growth in its sector
with the increasing rate of adoption of automatic transmissions
in commercial vehicles both in North America and abroad,” Seth
Mersky, managing director of Onex said.  “Allison's exceptional
reputation for product quality and reliability, its strong brand
and talented management team provide it with a competitive
advantage that will allow the company to capture that growth."

"We are excited to partner with Onex, the Allison management
team and employees as we grow this iconic brand and support its
transition to a stand-alone business," Carlyle managing director
Greg Ledford said.

Allison Transmission designs and manufactures automatic
transmissions for medium and heavy duty commercial vehicles.
Its products are used in on-highway, off-highway and vehicles.
Headquartered in Indianapolis, Indiana, Allison Transmission
employs approximately 3,400 people, has seven plants in
Indianapolis and sells its transmissions through a worldwide
distribution network with sales offices in North America, South
America, Europe, Africa and Asia.  The company generates annual
revenues in excess of $2 billion.

                       About Carlyle Group

The Carlyle Group –- http://www.carlyle.com/-- is a private
equity firm with $58.5 billion under management.  Carlyle
invests in buyouts, venture & growth capital, real estate and
leveraged finance in Asia, Europe and North America, focusing on
aerospace & defense, automotive & transportation, consumer &
retail, energy & power, healthcare, industrial, infrastructure,
technology & business services and telecommunications & media.
Since 1987, the firm has invested $28.3 billion of equity in 636
transactions for a total purchase price of $132 billion.  The
Carlyle Group employs more than 800 people in 18 countries.  In
the aggregate, Carlyle portfolio companies have more than $87
billion in revenue and employ more than 286,000 people around
the world.

                          About Onex

Onex Corp. makes private equity investments through the Onex
Partners and ONCAP family of Funds.  These companies are in a
variety of industries, including electronics manufacturing
services, aerostructures manufacturing, healthcare, financial
services, aircraft & aftermarket, metal services, customer
management services, theatre exhibition, personal care products
and communications infrastructure.

                     About General Motors

General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- the
world's largest automaker, has been the global industry sales
leader since 1931.  Founded in 1908, GM employs about 317,000
people around the world.  It has manufacturing operations in 32
countries.

General Motors has Asia-Pacific operations in India, China,
Indonesia, Japan, the Philippines, among others. I t has
locations in European countries including Belgium, Austria, and
France.  In Latin-America, the company maintains locations in
Argentina, Brazil, Chile, Colombia, Ecuador, Venezuela, Paraguay
and Uruguay.

                            *    *    *
Standard & Poor's Ratings Services assigned its 'B+' bank loan
rating to General Motors Corp.'s proposed $1.5 billion senior
term loan facility, expiring 2013, with a recovery rating of
'1'.  The 'B+' rating was placed on Creditwatch with negative
implications, consistent with the other issue ratings of GM,
excluding recovery ratings.

Moody's Investors Service assigned a Ba3, LGD1, 9% rating to the
proposed $1.5 Billion secured term loan of General Motors
Corporation.  The term loan is expected to be secured by a first
priority perfected security interest in all of the US machinery
and equipment, and special tools of GM and Saturn Corporation.


GENERAL MOTORS: UAW Leaders Say Strike Possible in Labor Talks
--------------------------------------------------------------
United Auto Workers President Ron Gettelfinger and Vice
President Cal Rapson said in an online chat that a strike is one
possible option during the upcoming national negotiations with
General Motors Corp., Ford Motor Co. and DaimlerChrysler AG's
Chrysler Group, which starts this month, Reuters reports.

Mr. Gettelfinger also told UAW members during the chat that
Detroit's Big Three automakers are "posturing" when they say
they need a US$30 reduction in hourly wages and benefits as they
try to return to profitability, Reuters relates.

In a TCR-Europe report on June 19, 2007, GM, Ford and Chrysler
are seeking unprecedented concessions from the UAW in a bid to
narrow what they say is a US$30-an-hour labor-cost disadvantage
against Asian rivals like Toyota Motor Corp. and Honda Motor Co.

GM, Ford and Chrysler claim that they pay union workers US$70 to
US$75 an hour compared with Toyota and other Asian auto makers'
US$40 to US$45 an hour at their U.S. plants.  Most of the
difference stems from health-care expenses.

In 2006, GM estimates that it spent nearly US$3.3 billion on
health-care for 432,000 retirees.  The cost at Ford was near
US$1.8 billion while Chrysler spent US$1.6 billion.

By contrast, on a combined basis, foreign automakers with U.S.
plants, including Japan's own Big Three -- Toyota Motor Corp.,
Honda Motor Co Ltd. and Nissan Motor Co Ltd. -- paid a mere
US$23 million for retiree health care in the U.S, Reuters
observes.

GM, Ford and the UAW last year agreed to a court settlement
requiring union retirees to pay part of their healthcare costs
for the first time.  Detroit-based GM and Ford, of Dearborn,
Michigan, also pledged not to alter those retiree healthcare
benefits until after 2011 without union consent.

Last year's settlement, as well as benefit reductions for
salaried workers, helped GM cut retiree healthcare liabilities
by 21 percent to US$64 billion at the end of last year,
Bloomberg discloses.  Ford had retiree obligations of US$31
billion, and Chrysler's potential future tab is about US$19
billion.

GM has already bought out 34,400 union workers, and Ford and
Chrysler together are trying to persuade 50,000 to leave as they
cut production to match market-share losses to Toyota Motor
Corp. and Honda Motor Co.

                     About General Motors

Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908, GM employs
about 280,000 people around the world.  With global manufactures
its cars and trucks in 33 countries.  In 2006, nearly 9.1
million GM cars and trucks were sold globally under the
following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo,
Holden, HUMMER, Opel, Pontiac, Saab, Saturn and Vauxhall.  GM's
OnStar subsidiary is the industry leader in vehicle safety,
security and information services.

                         *     *     *

As reported in the Troubled Company Reporter on May 28, 2007,
Standard & Poor's Ratings Services placed General Motors Corp.'s
corporate credit rating at B/Negative/B-3.

At the same time, Moody's Investors Service affirmed GM's B3
Corporate Family Rating and B3 Probability of Default Rating,
and maintained its SGL-3 Speculative Grade Liquidity Rating.
The rating outlook remains negative.


===========================
C Z E C H   R E P U B L I C
===========================


ANDREW CORPORATION: Inks US$2.6 Bln Buyout Deal with CommScope
--------------------------------------------------------------
CommScope, Inc. and Andrew Corporation entered into a definitive
agreement, unanimously approved by their respective Boards of
Directors, under which CommScope will acquire all of the
outstanding shares of Andrew for $15.00 per share, at least 90%
in cash, creating a global leader in infrastructure solutions
for communications networks.

The transaction, which is valued at approximately $2.6 billion,
is expected to be accretive to CommScope’s cash earnings per
share, excluding special items, in the first full year after
closing.  The $15.00 per share purchase price represents a
premium of approximately 13% over Andrew’s average closing share
price for the last 30 trading days, a 21% premium over Andrew’s
average closing share price for the last 60 trading days, and a
16% premium over the closing price of Andrew’s common stock on
Tuesday, June 26, 2007.

           Key Strategic Benefits of the Transaction

The combined company will be a global leader in infrastructure
solutions for communications networks, including structured
cabling solutions for the business enterprise; broadband cable
and apparatus for cable television applications; and antenna and
cable products, base station subsystems, coverage and capacity
systems, and network solutions for wireless applications.  The
combination of the companies’ respective operations is expected
to result in meaningful operating, cost and sales synergies, and
other important benefits to shareholders, customers and
employees, including:

    * Building upon complementary global product offerings that
      will provide customers with a broader array of
      infrastructure solutions for video, voice, data and
      mobility;

    * Expanding global distribution and manufacturing
      capabilities;

    * Enhancing growth opportunities by combining marquee
      brands, innovative technologies, and global service
      models;

    * Strengthening industry-leading R&D and intellectual
      property portfolio;

    * Affording scale in procurement, logistics and
      manufacturing in an increasingly competitive market;

    * Diversifying top-tier customer base; and

    * Providing greater opportunities for employees as part of a
      larger, more diversified global corporation.

Based on CommScope’s and Andrew’s results for fiscal year 2006,
on a pro forma basis, the combined companies would have had:


    * sales of approximately $3.8 billion comprised of
      approximately 35% in wireless antenna and cable products;


    * 29% in carrier and network solutions;

    * 21% in enterprise products; and

    * 15% in broadband/cable television solutions.

The combined companies’ revenues on a geographic basis would
have been approximately:

    * 57% in North America;
    * 24% in Europe, the Middle East and Africa;
    * 12% in Asia/Pacific Rim; and
    * 7% in Latin America.

The combined company will have more than 2,200 global patents
and pending patent applications and approximately 16,000
employees serving more than 130 countries.

"We are pleased to have reached this agreement with Andrew,
which we believe is extremely beneficial to the shareholders of
both companies," said Frank M. Drendel, Chairman and Chief
Executive Officer of CommScope.  "By combining CommScope and
Andrew, we are enhancing CommScope’s position as a worldwide
leader in 'last mile' solutions.  Combining our innovative
technologies, premier brands and a top-tier customer base, we
will expand our global service model and create an enhanced
offering of communications infrastructure solutions that
addresses a broader spectrum of customer needs.  With the
acquisition of Andrew, we are advancing CommScope’s stated
global strategy and creating important cost reduction and growth
opportunities that we believe will drive increased shareholder
value."

Mr. Drendel continued, "We are also pleased to welcome Andrew’s
talented and dedicated employees to the CommScope team.  We
intend to invest in the combined business for profitable growth,
and the employees of both companies will be important to our
continued success.  CommScope is a proven and successful
integrator of strategic transactions and we expect to begin
realizing the benefits of this combination immediately after the
transaction closes and enjoy them fully over the next few
years."

"We believe that the combination of Andrew and CommScope creates
a strong company with long-term advantages for our customers and
employees," said Ralph Faison, President and Chief Executive
Officer of Andrew Corporation.  "Our two companies fit together
strategically with leading complementary product offerings and
geographical strengths.  This transaction provides our
shareholders with a significant cash premium and offers our
global employees an even more promising future as part of a
larger and more diversified company.  We are excited to unite
the strengths of Andrew and CommScope and further expand our
range of services to the benefit of our many customers around
the world."

               Cost Savings and Revenue Synergies

Given CommScope’s track record of successfully integrating
acquisitions, manufacturing discipline and commitment to
operational excellence, the combined company expects to generate
substantial annual pretax cost savings, excluding one-time
transition items, of approximately $90 million to $100 million
in the second full year after completion of the transaction, of
which approximately $50 million to $60 million are expected to
be achieved in the first full year after completion.  The cost
savings are expected to come from a combination of procurement
savings, rationalization of duplicate locations, streamlining
overhead and integration of infrastructure, and building upon
best practices in technology and manufacturing.  No assurance
can be given that these cost savings can be achieved in the
amounts or during the periods predicted.  Transition cash costs
are expected to total approximately $70 million to $80 million
in the first two years after completion.

CommScope has also identified potential revenue synergies,
including expected benefits from the combination of Andrew’s
industry-leading in-building wireless products with CommScope’s
global leadership in the Enterprise market.  In addition,
CommScope sees the potential to increase sales of its integrated
cabinet solutions through Andrew’s leading global channel to
wireless carriers as well as opportunities to expand broadband
connectivity product offerings.

Following the close of the transaction, Andrew will become a
wholly-owned subsidiary of CommScope.  Frank Drendel will remain
Chairman and CEO of CommScope, and CommScope will retain its
global headquarters in Hickory, North Carolina.  The combined
company also plans to maintain its Chicago-area presence,
exemplified by building upon Andrew’s state-of-the-art
manufacturing and office facility in Joliet, Illinois.

                 Terms, Financing and Capital Structure

Under the terms of the agreement, each share of Andrew common
stock will be converted into $15.00, comprised of $13.50 per
share in cash and an additional $1.50 per share in either cash,
CommScope common stock, or a combination of cash and CommScope
common stock totaling $1.50 per share, at CommScope’s option.

If CommScope determines to pay the $1.50 portion of the purchase
price entirely in CommScope common stock, each share of Andrew
common stock would be converted into $13.50 in cash, plus a
fraction of a share of CommScope common stock equal to $1.50
divided by the volume weighted average of the closing sale price
of CommScope common stock over the ten consecutive trading days
ending two trading days prior to the closing date of the merger.

The total transaction value is approximately $2.6 billion, based
on Andrew’s estimated 176 million shares outstanding on a fully
diluted basis, which includes shares associated with Andrew’s
existing convertible notes.

CommScope expects to fund the cash portion of the purchase price
through a combination of new credit facilities and available
cash on hand.  CommScope has obtained customary fully
underwritten debt financing commitment letters from Bank of
America and Wachovia Bank, N.A., and their respective
affiliates.

Following completion of the transaction, CommScope plans to
reduce leverage by continuing to grow its historically strong
cash flow, improving the combined company’s operational
performance, and by identifying and selectively divesting non-
core or underperforming assets during the first year after
completion.  CommScope expects to grow its earnings per share
through a combination of increased top-line performance,
operational improvements and debt reduction.

                    Approvals and Timing

The companies expect to close the transaction by the end of
2007, subject to completion of customary closing conditions,
including effectiveness of a registration statement on Form S-4,
approval by Andrew’s shareholders, clearance under the Hart-
Scott-Rodino Antitrust Improvements Act of 1976 and any other
applicable laws or regulations.  The transaction is not
conditioned on receipt of financing by CommScope.

                          Advisors

Banc of America Securities LLC is acting as financial advisor to
CommScope and Duff & Phelps LLC provided a fairness opinion to
CommScope.

Fried, Frank, Harris, Shriver & Jacobson LLP, Baker & McKenzie
LLP and Robinson, Bradshaw & Hinson, P.A. are acting as
CommScope’s legal counsel.

Citi is acting as the primary financial advisor to Andrew, and
Merrill Lynch provided a fairness opinion.

Mayer, Brown, Rowe & Maw LLP is acting as Andrew’s primary
outside legal counsel.

                         About CommScope

CommScope, Inc. -- http://www.commscope.com/-- (NYSE: CTV)
leads in infrastructure solutions for communication networks.
Through its SYSTIMAX(R) SolutionsTM and Uniprise(R) Solutions
brands CommScope is the global leader in structured cabling
systems for business enterprise applications.  The company also
manufactures coaxial cable for Hybrid Fiber Coaxial applications
and one of the leading North American providers of
environmentally secure cabinets for DSL and FTTN applications.
Backed by strong research and development, CommScope combines
technical expertise and proprietary technology with global
manufacturing capability to provide customers with high-
performance wired or wireless cabling solutions.

                      About Andrew

Headquartered in Westchester, Illinois, Andrew Corporation
(NASDAQ: ANDW) -- http://www.andrew.com/-- designs,
manufactures and delivers innovative and essential equipment and
solutions for the global communications infrastructure market.
The company serves operators and original equipment
manufacturers from facilities in 35 countries, including, among
others, China, India, Italy, Czech Republic, Argentina, Bahamas,
Belize, Barbados, Bermuda and Brazil.


ANDREW CORP: CommScope Deal Cues S&P to Cut Credit Rating to BB-
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Andrew Corp. to 'BB-' from 'BB' and placed the rating
on CreditWatch with negative implications, following an
announcement that the company had agreed to be acquired by
CommScope Inc. for approximately $2.6 billion, of which at least
90% would be debt-funded.

Andrew, based in Westchester, Illinois, will be acquired by
Hickory, North Carolina-based CommScope, in a transaction
expected to close by the end of the year, pending customary
regulatory and shareholder approval.  CommScope has obtained
fully underwritten financing commitment letters to fund the
transaction.  CommScope will assume Andrew's existing debt.

The combined company will be a major supplier of communications
infrastructure products including structured cabling solutions
for enterprises; broadband cable and apparatus for cable
television applications; and antenna and cable products, and
base station subsystems.  Anticipated synergies include
manufacturing, sales and distribution efficiencies, as well as a
more diversified revenue base.

The transaction would increase the combined company's pro forma
financial leverage to over 7x, although divestiture proceeds and
operating efficiencies could result in lower leverage over the
intermediate term.  "The 'BB-' rating reflects an anticipated
best case scenario, recognizing these potential benefits, but
post-transaction ratings could be lower, depending on an
assessment of those factors," said Standard & Poor's credit
analyst Bruce Hyman.

CommScope had considered acquiring Andrew in August 2006,
although the price at the time was approximately $1.7 billion in
cash, but that agreement was rejected as inadequate, and the
offer was withdrawn.

Following closing, Andrew's corporate credit rating will be
withdrawn and its existing convertible subordinated notes will
be rated the same as CommScope's subordinated debt.


=============
F I N L A N D
=============


HILTON HOTELS: Hires Simon Suarez as Chief Development Rep.
-----------------------------------------------------------
Hilton Hotels Corporation has secured the services of Simon
Suarez to serve as Chief Development Representative - Latin
America.  Mr. Suarez, a 32-year tourism industry veteran, will
lead the charge to identify multi-unit franchisees in the
Caribbean, Central America and South America.

"Hilton is pleased that Simon has agreed to lend his development
and tourism industry expertise in the Latin American market,"
said Tom Keltner, executive vice president and chief executive
officer - Americas and global brands, Hilton Hotels Corporation.
"Simon's proven business acumen and knowledge of the region will
enable Hilton to expand the presence of our full-service and
focused-service brands in this fast-growing region of the
world."

During his 32-year tenure in the tourism industry, Sim¢n Suarez
has emerged as one of the leaders for the Caribbean region and
has been at the forefront of developing the Dominican Republic's
tourism product from the beginning of his professional career in
1974.  Since 2000 he has been executive vice president of Coral
Hotels and Resorts, S. A., a hotel management and development
company with four upscale all-inclusive leisure hotels, a Hilton
branded luxury business hotel in Santo Domingo and one golf
property in the Dominican Republic.

Prior to his position with Coral Hotels & Resorts, Mr. Suarez
was President of Union Hotelera Dominicana, S. A. From 1988 to
1997, he was President of Occidental Hotels' local operating
company, Occidental Hoteles Dominicana, S. A. His career began
in 1974 at the Central Bank of the Dominican Republic, where he
was integral in liaising the financing of the landmark Puerto
Plata Tourism Project; which gave the initial push to the
current development of Dominican tourism.  For ten years after
leaving the Central Bank he was in the banking industry.

Mr. Suarez's knowledge of the Caribbean product and his interest
and passion for his work has earned him a renowned respect
within the Caribbean hospitality industry, and led to his
Presidency of the Caribbean Hotel Association in June 2002.

Mr. Suarez currently serves as President of the Dominican
Republic's Tourism Promotion Council, a non-profit organization
that channels privately generated funds into tourism promotion.
In addition, Mr. Suarez has held several officer positions on
the board of the National Hotel and Restaurants Association of
the Dominican Republic.

Mr. Suarez holds a Bachelor's degree in Economics from Guilford
College in Greensboro, North Carolina, as well as a Master's
degree in Economics from The American University in Washington,
D.C.  He is married to Mu-Yien Sang, an attorney with practice
in the Dominican Republic, and they have two grown daughters.

            About Hilton Hotels Corporation

Headquartered in Beverly Hills, California, Hilton Hotels Corp.
-- http://www.hilton.com/-- together with its subsidiaries,
engages in the ownership, management, and development of hotels,
resorts, and timeshare properties, as well as in the franchising
of lodging properties in the United States and internationally,
including Australia, Austria, Barbados, Finland, India,
Indonesia, Trinidad and Tobago, Philippines and Vietnam.

                       *     *     *

As reported on May 1, 2007, Standard & Poor's Ratings Services
said its rating and outlook on Hilton Hotels Corp.
(BB+/Stable/--) would not be affected by the company's
announcement that it has entered into an agreement with Morgan
Stanley Real Estate to sell up to 10 hotels for approximately
US$612 million in proceeds (net of property level debt
repayment, taxes, and transaction costs).  Upon the close of the
transactions, Hilton Hotels plans to use the net proceeds to
repay debt.

Standard & Poor's rating upgrade for Hilton Hotels in March 2007
incorporated the expectation that the company would sell a
meaningful level of additional assets over the near term, which
would likely lead to additional debt reduction.  Still, Standard
& Poor's is encouraged by the expected transaction multiple
related to today's announcement.  If the lodging transaction
market remains strong, enabling Hilton Hotels to generate
substantial proceeds from remaining asset sales, if these
proceeds are used for debt reduction, and if the lodging
environment remains strong, an outlook revision to positive
could be considered as 2007 progresses.  Any movement signaling
the potential for a higher rating will depend on Hilton Hotels's
commitment to maintaining credit measures aligned with higher
ratings over the lodging cycle.

In February 2007, Moody's Investors Service upgraded Hilton
Hotels Corporation's corporate family rating to Ba1 from Ba2
reflecting a reduction in leverage from a faster than expected
pace of asset sales and strong earnings during 2006.  Adjusted
debt to EBITDAR has improved to around 5.0x from 6.0x in January
2006.


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


EUROTUNNEL GROUP: New Stock to Start Eurolist Trading Today
-----------------------------------------------------------
The first admission of the Groupe Eurotunnel S.A. (aka
Eurotunnel Group) shares and warrants to listing and trading on
Eurolist by EuronextTM, as well as of the notes redeemable in
Groupe Eurotunnel shares issued by Groupe Eurotunnel SA's UK
subsidiary, Eurotunnel Group U.K. plc, took place July 2, 2007.

The shares in Groupe Eurotunnel SA and the notes redeemable in
GET SA shares issued by EGP will be admitted to trading on the
London Stock Exchange for the first time on the same date.

The settlement of Groupe Eurotunnel exchange tender offer and
the financial restructuring took place on June 28, 2007, under
the aegis of the Commissioners for the execution of the
safeguard plan.

The international operation, organized by Freshfield Bruckaus
Deringer France, legal advisers to Groupe Eurotunnel S.A., was
implemented by the Caisse des Depots et Consignation closely
with BNP Securities Services, the company’s registrars and Lucid
Issuer Services in relation to bondholders.

Groupe Eurotunnel SA being the holder, as at June 28, 2007, of
over 90% of the Eurotunnel SA/PLC units, requested from the U.K.
Listing Authority the cancellation of the listing of the
Eurotunnel Units in London.

The shareholders concerned were informed that the required
notice period of 20 business days starts June 29, 2007, and that
the delisting should occur around July 27, 2007.  A similar
request for delisting will be made in respect of the listing of
the units in Brussels.

The names of Eurotunnel SA and Eurotunnel PLC, now subsidiaries
of Groupe Eurotunnel SA, are to be changed to TNU SA and TNU PLC
respectively.

"We have successfully turned a new page.  Groupe Eurotunnel SA
has now taken its place amongst other large European business
with an expanding future," Groupe Eurotunnel chairman and CEO
Jacques Gounon disclosed.

                       About Eurotunnel

Headquartered in Folkestone, United Kingdom and Calais, France,
Eurotunnel Group (aka Groupe Eurotunnel S.A.) --
http://www.eurotunnel.co.uk/-- operates a fleet of 25 shuttle
trains, which carry cars, coaches and trucks.  It manages the
infrastructure of the Channel Tunnel and receives toll revenues
from train operating companies whose trains pass through the
Tunnel.

The British and French governments have granted Eurotunnel a
concession to operate the Channel Tunnel until 2086.

Eurotunnel Group files reports in the U.S. Securities and
Exchange Commission under the names of Eurotunnel PLC (ETNUF.PK)
and Eurotunnel S.A. (ETTFF.PK).

At Dec. 31, 2006, Eurotunnel's balance sheet showed GBP5.25
billion in total assets, GBP6.56 billion in total liabilities
and GBP1.32 billion in shareholders' deficit.

                     Safeguard Protection

Eurotunnel obtained Aug. 2, 2006, an order placing the channel
operator under the protection of the Court pursuant to the new
safeguard legislation (Procedure de sauvegarde).  At the end of
2006, the group's creditors and bondholders approved a plan to
decrease its GBP6.2 billion debt to GBP2.84 billion.

On Jan. 15, 2007, the Court approved Eurotunnel's safeguard
plan, backed by the court-appointed representatives to the
company and to the creditors.


REALOGY CORP: Change of Control Offer for Notes Ends on July 3
--------------------------------------------------------------
Realogy Corporation disclosed that its change of control offer
for any and all of its outstanding US$250,000,000 principal
amount of Floating Rate Senior Notes due 2009, US$450,000,000
principal amount of 6.15% Senior Notes due 2011 and
US$500,000,000 principal amount of 6.50% Senior Notes due 2016
will expire at 10:00 a.m., New York City time, on Tuesday,
July 3, 2007.  Realogy will not extend the expiration date for
the change of control offer.

As required by the indenture and the Notes, the purchase price
with respect to each series of Notes is equal to 100% of the
principal amount of such series of Notes, plus accrued interest
payable with respect to such series of Notes to July 9, 2007,
which will be the payment date.

Realogy has retained Wells Fargo Bank, National Association to
act as Depositary in connection with the offer.  Questions
regarding how to tender the Notes subject to the change of
control offer and requests for the Change of Control Notice and
Offer to Purchase and other documents may be made to Wells Fargo
Bank, National Association by telephone at (213) 614-2588.

                     About Realogy Corp.

Headquartered in Parsippany, N.J., Realogy Corporation
(NYSE: H)-- http://www.realogy.com/-- is real estate franchisor
and a member of the S&P 500.  The company has a diversified
business model that also includes real estate brokerage,
relocation, and title services.  Realogy's world-renowned brands
and business units include CENTURY 21(R), Coldwell Banker(R),
Coldwell Banker Commercial(R), ERA(R), Sotheby's International
Realty(R), NRT Incorporated, Cartus, and Title Resource Group.
Realogy has more than 15,000 employees worldwide.  The company
operates in Australia, Brazil and France.

                           *     *     *

Standard & Poor's downgraded Realogy Corp.'s long-term foreign
and local issuer credit ratings to BB+.


SMOBY-MAJORETTE: MGA Submits Bankruptcy Protection Plan to Court
----------------------------------------------------------------
MGA Entertainment Inc. submitted its bankruptcy protection plan
for Smoby-Majorette to the Commercial Court of Lons-le-Saunier,
The Financial Times reports citing Le Figaro as its source.

According to FT, the plan will be presented to staff
representatives as well as to creditors and suppliers this
month.

MGA is likely to request Smoby’s bank creditors to buy back
their loans.  The group may also seek shareholder approval on
planned capital increases, FT relates.

On May 18, 2007, MGA, having exercised the purchase option
conferred on it by the Breuil and Moquin families, became the
main shareholder of the Smoby Group, with 55.5% of the capital
and 70.5% of the voting rights.

The Management Board now consists of Eric Villette (President)
and Thierry Louis (Managing Director).  The priority is now for
MGA to come out of the current Safeguard Procedure and is to
secure the level of year end sales.

                           About Smoby

Headquartered in Lavans les Saint-Claude, France, Smoby --
http://www.smoby.fr/-- specializes in the creation,
development, production and distribution of toys for children
from birth to age 10.  Smoby has a presence in over 90 countries
globally, with commercial and/or industrial operations in South
America, Asia and throughout Europe.  The Company's products are
sold worldwide through a network of 18 subsidiaries, with 65% of
sales generated outside of France.  In France, the Company
employs 1, 300 workers.

The Commercial Court of Lons-le-Saunier opened bankruptcy
proceedings against Smoby on March 19, 2007, upon the Debtor's
request.  Smoby was hoping to snag an investor who will inject
fresh capital yet remain a minority, as the company grapples
with a EUR330-million debt.  The company reported a net loss of
EUR15.87 million for the year ended March 31, 2006, compared
with a net profit of EUR1.56 million in 2005.


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


AEROFLEX INC: Moody's Rates Corporate Family Rating at B3
---------------------------------------------------------
Moody's Investors Service assigned first-time ratings to
Aeroflex Incorporated (corporate family rating of B3 and
speculative grade liquidity rating of SGL-2) and a positive
outlook.

A newly formed entity, AX Holding Corp., will acquire all of the
outstanding shares of Aeroflex, a publicly traded
microelectronics and test and measurement provider that will
continue as a private company.

Net proceeds from the $500 million first lien term loan and
$60 million first lien revolver together with $370 million
senior subordinated notes will be used to finance Aeroflex's
$1.242 billion buyout in a highly leveraged transaction.

The buyout, which is subject to shareholder approval, also
consists of a $372 million cash equity investment from a
consortium of private equity sponsors (Veritas Capital, Golden
Gate Capital and GS Direct).

The assigned ratings are subject to review of final
documentation and no material change in the terms and conditions
of the transaction as advised to Moody's.

The B3 corporate family rating reflects the company's:

    * very high financial leverage of 7.3x debt/normalized
      EBITDA and weak credit protection measures following the
      leveraged buyout;

    * modest footprint and limited asset protection from a small
      base of pro forma tangible assets;

    * potentially increasing competition longer-term from larger
      and well capitalized companies;

    * exposure to aerospace and defense electronics end markets,
      which could experience changes in procurement policies or
      the types of products sourced by the government; and

    * historic money losing radar unit and break even synthetic
      test business.

The rating also takes into account Moody's hybrid security
treatment for the $372 million of sponsor preferred equity in
which 25% of the preferred stock is treated as debt-like and 75%
is treated as equity-like.  As such, Moody's adjustments
incorporate the commensurate increase in debt, equity and
interest expense on Aeroflex's balance sheet and income
statement.

The rating also considers Aeroflex's leading market position as
the primary or sole source provider in niche markets, strong
intellectual property portfolio with proprietary technology,
highly visible and diversified revenue base with no specific
defense platform exposure, relatively stable competitive
landscape, mission-critical nature of its products with high
switching costs resulting in stable gross margins approaching
50% and consistent operating profitability and positive free
cash flow generation.

The B3 CFR also considers Moody's expectation that Aeroflex's
operating performance will benefit from a broadening of
applications from existing technologies, the secular outsourcing
trend from primary contractors and increasing dollar content as
the company moves up the value chain in the satellite and
medical platforms.

Aeroflex is expected to be moderately free cash flow positive
over the near term.  As such, Moody's does not expect the
company to substantially repay debt over the next 12 months.

Nonetheless, the positive outlook reflects the potential for
moderate improvement in financial leverage and interest coverage
metrics based on improved visibility into fiscal 2008 revenues.
This is anticipated to be driven by Aeroflex's strong market
position, "designed-in" chips and testing applications with long
life cycles, relatively stable operating cash flows even during
recessionary episodes, fabless semiconductor business model and
attractive industry dynamics, offset by the money losing radar
business and potentially increasing competition.

The ratings for the first lien facility and the subordinated
notes reflect both the overall probability of default of the
company, to which Moody's assigns a PDR of B3, and a loss given
default of LGD-2 for the first lien and LGD-5 for the
subordinated notes.

The B1 rating of the first lien senior secured credit facility
reflects its senior position in Aeroflex's capital structure,
full guarantees of existing and future wholly-owned domestic
subsidiaries, an all asset pledge, and a significant amount of
junior debt and other unsecured obligations such as leases in
the capital structure.

The Caa2 rating of the subordinated notes reflects their
contractual subordination to all first lien senior secured
creditors and full guarantees of existing and future wholly-
owned domestic subsidiaries on an unsecured basis.

These first time ratings were assigned:

   -- Corporate Family Rating: B3

   -- Probability of Default Rating: B3

   -- $60 Million Senior Secured First Lien Revolver due 2013:
      B1 (LGD-2, 27%)

   -- $500 Million Senior Secured First Lien Term Loan due 2014:
      B1 (LGD-2, 27%)

   -- $370 Million Senior Subordinated Notes due 2017: Caa2
      (LGD-5, 83%)

   -- Speculative Grade Liquidity Rating - SGL-2

The ratings outlook is positive.

Headquartered in Plainview, NY, Aeroflex Inc. is a specialty
provider of microelectronics and test and measurement products
to the aerospace, defense, wireless, broadband and medical
markets. For the twelve months ended March 31, 2007, revenues
were $577 million.  Aeroflex has offices in China, France and
Germany.  It also sells in Argentina.


BUCKEYE TECH: Promotes Steven Dean as Senior Vice Pres. & CFO
-------------------------------------------------------------
Buckeye Technologies Inc. has promoted Steven G. Dean, currently
Vice President and Chief Financial Officer, to Senior Vice
President and Chief Financial Officer effective July 1, 2007.

Mr. Dean was elected Vice President and Controller Feb. 8, 2006,
and was appointed Vice President and Chief Financial Officer
July 1, 2006.  He is a graduate of Millsaps College with a
degree in Business Administration and earned a MBA at
Northwestern University.  He joined Buckeye in 1999 and has held
positions of increasing responsibility in the finance
organization. Prior to joining Buckeye, Steve held various
financial management positions with Thomas & Betts and Hewlett-
Packard.

Headquartered in Memphis, Tennessee, Buckeye Technologies Inc.
(NYSE:BKI) -- http://www.bkitech.com/-- manufactures and
markets specialty fibers and nonwoven materials.  The company
currently operates facilities in the United States, Germany,
Canada, Brazil, and Australia.  Its products are sold worldwide
to makers of consumer and industrial goods.

                       *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 19, 2007, Moody's upgraded Buckeye Technologies, Inc.'s
corporate family rating to B1 from B2 and maintained a stable
outlook.  All other ratings were upgraded by one notch while the
unsecured notes were affirmed at B2.  The upgrade reflects the
company's recent operating performance and aligns the company's
ratings with expected margins and credit metrics over the
intermediate term.

Ratings upgraded:

   -- Corporate family rating upgraded to B1 from B2;

   -- Probability of default rating upgraded to B1 from B2;

   -- US$70 million revolving credit facility upgraded to Ba1
      from Ba2, (LGD2, 10%)

   -- US$150 million secured term loan upgraded to Ba1 from
      Ba2, (LGD2, 10%)

   -- US$100 million 9.25% subordinated notes upgraded to B3
      from Caa1, (LGD5, 84%)

   -- US$150 million 8.0% subordinated notes upgraded to B3
      from Caa1, (LGD5, 84%)

Ratings affirmed:

   -- US$200 million unsecured notes, B2, (LGD3, 48%)


DAIMLERCHRYSLER: Executive Says Russia a Key Market for Chrysler
----------------------------------------------------------------
DaimlerChrysler AG's Chrysler Group, which the company recently
sold to Cerberus Capital Management LP, plans to strengthen its
presence in Russian car sales and production, a top Chrysler
executive told Automotive News Europe in an interview, Reuters
notes.

"If you look at our worldwide presence, then Russia is a key
market for us," said Michael Manley, Chrysler's executive vice
president of international sales and marketing.

Chrysler is currently exploring possible partnerships with
Russian companies, the report said.  Mr. Manley projects
Chrysler's international sales could double to 400,000 vehicles
by 2012.  The U.S. automaker said it doubled its Russian car
sales to 4,021 in 2006 compared with 2005 and had seen early
2007 sales up by 93% year-on-year.

                      About DaimlerChrysler

Based in Stuttgart, Germany, DaimlerChrysler AG (NYSE:DCX)
(FRA:DCX) -- http://www.daimlerchrysler.com/-- develops,
manufactures, distributes, and sells various automotive
products, primarily passenger cars, light trucks, and commercial
vehicles worldwide.  It primarily operates in four segments:
Mercedes Car Group, Chrysler Group, Commercial Vehicles, and
Financial Services.

The company's worldwide operations are located in: Canada,
Mexico, United States, Argentina, Brazil, Venezuela, China,
India, Indonesia, Japan, Thailand, Vietnam, and Australia.

The Chrysler Group segment offers cars and minivans, pick-up
trucks, sport utility vehicles, and vans under the Chrysler,
Jeep, and Dodge brand names.  It also sells parts and
accessories under the MOPAR brand.

The Chrysler Group is facing a difficult market environment in
the United States with excess inventory, non-competitive legacy
costs for employees and retirees, continuing high fuel prices
and a stronger shift in demand toward smaller vehicles.  At the
same time, key competitors have further increased margin and
volume pressures -- particularly on light trucks -- by making
significant price concessions.  In addition, increased interest
rates caused higher sales & marketing expenses.

In order to improve the earnings situation of the Chrysler Group
as quickly and comprehensively, measures to increase sales and
cut costs in the short term are being examined at all stages of
the value chain, in addition to structural changes being
reviewed as well.


DAIMLERCHRYSLER AG: MAN and Freightliner Settle ERF Case
--------------------------------------------------------
MAN AG has reached an agreement with DaimlerChrysler AG's
Freightliner division, in the litigation with the group in USA
and Canada, that settles MAN’s claims for damages in connection
with the financial fraud committed at ERF, a British truck maker
taken over by MAN.  The settlement provides that Freightliner
shortly pay an indemnity of GBP250 million (EUR370 million) to
MAN.

Back in 2000, MAN had taken over ERF from Canada’s Western Star,
a company shortly afterwards acquired by Freightliner.  After
the ERF acquisition, it emerged that ERF’s financial statements
and thus its value had been severely and fraudulently
manipulated and misrepresented.

In 2002, MAN sued Freightliner as Western Star’s legal successor
for damages of around GBP300 million.  While MAN had been
successful in the actions brought before British and US courts,
time-consuming and costly actions before higher-instance courts
in Britain and the US nonetheless awaited MAN, and these are now
avoided by the settlement.

                          About MAN AG

Based in Munich, Germany, the MAN Group -- http://www.man.de/--
is one of Europe's leading manufacturers of commercial vehicles,
engines and mechanical engineering equipment with annual sales
of approximately EUR13 billion and circa 50,000 employees
worldwide.  MAN supplies trucks, buses, diesel engines,
turbomachinery, as well as industrial services and holds leading
market positions in all its business areas.

                      About DaimlerChrysler

Based in Stuttgart, Germany, DaimlerChrysler AG (NYSE:DCX)
(FRA:DCX) -- http://www.daimlerchrysler.com/-- develops,
manufactures, distributes, and sells various automotive
products, primarily passenger cars, light trucks, and commercial
vehicles worldwide.  It primarily operates in four segments:
Mercedes Car Group, Chrysler Group, Commercial Vehicles, and
Financial Services.

The company's worldwide operations are located in: Canada,
Mexico, United States, Argentina, Brazil, Venezuela, China,
India, Indonesia, Japan, Thailand, Vietnam, and Australia.

The Chrysler Group segment offers cars and minivans, pick-up
trucks, sport utility vehicles, and vans under the Chrysler,
Jeep, and Dodge brand names.  It also sells parts and
accessories under the MOPAR brand.

The Chrysler Group is facing a difficult market environment in
the United States with excess inventory, non-competitive legacy
costs for employees and retirees, continuing high fuel prices
and a stronger shift in demand toward smaller vehicles.  At the
same time, key competitors have further increased margin and
volume pressures -- particularly on light trucks -- by making
significant price concessions.  In addition, increased interest
rates caused higher sales & marketing expenses.

In order to improve the earnings situation of the Chrysler Group
as quickly and comprehensively, measures to increase sales and
cut costs in the short term are being examined at all stages of
the value chain, in addition to structural changes being
reviewed as well.


DAIMLERCHRYSLER: Chrysler Joins U.S. Climate Action Partnership
---------------------------------------------------------------
Chrysler Group has joined the United States Climate Action
Partnership, endorsing and participating in the non-partisan
group's call for economy-wide mandatory reductions of greenhouse
gas emissions.

USCAP, a partnership of companies and non-government
organizations, issued earlier this year a blueprint of
principles and recommendations for establishing a multi-sector,
market-driven program to swiftly slow, stop and reverse the
growth of greenhouse gas emissions.  The group has recommended
that Congress establish short- and mid-term emission reduction
targets; a national program to accelerate technology research,
development and deployment; and approaches to encourage action
by other countries, including the developing world.

"Now is the time for advancing a national approach to climate
change where all of us -- individuals, industry and government
-- take action toward reducing emissions of greenhouse gases,"
said Chrysler Group President and CEO Tom LaSorda.  "We are
proud to be an active member with USCAP in the development of
climate policy that addresses energy use and emissions from all
sectors of the U.S. economy, and ultimately drives increased
energy efficiency.

"We look forward to working with the USCAP members in
formulating a system to control greenhouse gas emissions in a
way that not just addresses the supply of energy-efficient
products and commodities, but also spurs demand for them."

Consistent with USCAP's principles, Chrysler Group believes that
mandatory reductions of heat-trapping emissions can be imposed
without economic harm and lead to economic opportunities if done
across the economy and with provisions to mitigate costs.
Furthermore, the company advocates an approach that leverages
the competitive marketplace as the best solution to this
challenge.

Mr. LaSorda testified before Congress in March that "if we
intend to make meaningful progress in reducing petroleum
consumption in this country, in addition to vehicle technology
improvements, we look to the Federal Government to establish
policies that address consumer demand and bend the bias of
transportation fuels toward lower carbon alternatives."

           Chrysler Group Fuel-efficiency Initiatives

Chrysler Group's advanced propulsion technology umbrella offers
a diverse portfolio of fuel-saving technologies -- including
efficient gasoline engines, hybrids, clean diesels, flexible
fuel vehicles and biodiesel compatibility -- that reduce
petroleum consumption and decrease greenhouse gas emissions.

As part of a US$3 billion investment announced in February to
produce more fuel-efficient engines, transmissions and axles,
last week the company further detailed its plans to boost fuel
economy across its entire vehicle lineup.  Chrysler Group fuel-
saving initiatives include developing mild-hybrid technology and
expanding the company's two-mode hybrid and BLUETEC clean-
diesel programs.  The company will also introduce new fuel-
efficient six- and eight-cylinder gasoline engines with Multi-
displacement System technology and dual-clutch transmission
technology.

In addition to the company's efforts to displace petroleum
through advanced technologies, Chrysler group has produced more
than 1.5 million FFVs -- passenger cars and trucks capable of
running on E85 or biodiesel.  The company will produce an
additional 250,000 FFVs in 2007 and approximately 500,000 in
2008.  Chrysler Group stands ready to make half of its annual
vehicle production FFVs by 2012.

As the leader in the development of clean diesel technologies,
all Chrysler Group diesel vehicles are approved for use with
biodiesel -- a clean renewable diesel fuel made from vegetable
oils.  The company is working with industry partners on a
national standard for B20 (20 percent biodiesel) that can be
used in all diesel engines.

                    Environmental Commitment

Chrysler Group's environmental commitment pledges to protect the
health of local communities, the country's natural resources and
the global environment overall by continuously improving the
environmental performance of its products and operations.

In order to reduce CO2 emissions at manufacturing facilities,
the Chrysler Group strives to use energy as efficiently as
possible and utilize low-carbon energy sources wherever
possible.  The company's manufacturing facilities reduced
absolute CO2 emissions by 17.2 percent from 2002 to 2006.
Greenhouse gas emissions per vehicle produced decreased by 4.9
percent during that time period.  Chrysler Group's North
American facilities reduced annual energy usage by more than
18.3 percent from 2002 levels, and in 2006, consumed 14.5
percent less energy per vehicle produced than in 2002.

                  About DaimlerChrysler

Based in Stuttgart, Germany, DaimlerChrysler AG (NYSE:DCX)
(FRA:DCX) -- http://www.daimlerchrysler.com/-- develops,
manufactures, distributes, and sells various automotive
products, primarily passenger cars, light trucks, and commercial
vehicles worldwide.  It primarily operates in four segments:
Mercedes Car Group, Chrysler Group, Commercial Vehicles, and
Financial Services.

The company's worldwide operations are located in: Canada,
Mexico, United States, Argentina, Brazil, Venezuela, China,
India, Indonesia, Japan, Thailand, Vietnam, and Australia.

The Chrysler Group segment offers cars and minivans, pick-up
trucks, sport utility vehicles, and vans under the Chrysler,
Jeep, and Dodge brand names.  It also sells parts and
accessories under the MOPAR brand.

The Chrysler Group is facing a difficult market environment in
the United States with excess inventory, non-competitive legacy
costs for employees and retirees, continuing high fuel prices
and a stronger shift in demand toward smaller vehicles.  At the
same time, key competitors have further increased margin and
volume pressures -- particularly on light trucks -- by making
significant price concessions.  In addition, increased interest
rates caused higher sales & marketing expenses.

In order to improve the earnings situation of the Chrysler Group
as quickly and comprehensively, measures to increase sales and
cut costs in the short term are being examined at all stages of
the value chain, in addition to structural changes being
reviewed as well.


FRESENIUS MEDICAL: Prices US$500 Mil. of 6-7/8% Notes Offering
--------------------------------------------------------------
Fresenius Medical Care AG & Co. KGaA has priced its Senior Notes
due 2017 in the amount of $500 million.  The coupon will be
6-7/8%.  Proceeds will be used to reduce indebtedness under the
company's senior secured bank credit facility and other, short-
term debt.

The Senior Notes will be issued by FMC Finance III S.A., a
wholly owned subsidiary of the company, and will be guaranteed
on a senior basis jointly and severally by the company,
Fresenius Medical Care Holdings Inc. and Fresenius Medical Care
Deutschland GmbH.

"The company is pleased to have completed the company's first
senior unsecured bond offering.  Investors have clearly
recognized its sustainable financial strength and are confident
in the future of the industry and Fresenius Medical Care."

Headquartered in Bad Homburg, Germany, Fresenius Medical Care AG
is the world's leading provider of dialysis products and
services.

Fresenius AG is a global health care company with products and
services for dialysis (through Fresenius Medical Care),
international healthcare services and facilities management
(Fresenius ProServe) and nutrition and infusion therapies
(Fresenius Kabi).  The company also operates facilities in
Australia, Brazil, Canada, China, France, Korea, Mexico,
Portugal and Sweden, among others.

                        *     *     *

Moody's Investors Service affirmed all ratings of Fresenius AG
and subsidiary Fresenius Medical Care & Co KGaA.  Moody's also
affirmed Fresenius AG's:

   -- Corporate family rating of Ba2;
   -- EUR1 billion of senior notes rated Ba2; and
   -- EUR87.9 million of senior notes rated Ba2

Fresenius Medical Care & Co KgaA's:

   -- Corporate Family Rating of Ba2;
   -- Senior credit facility rated Ba2; and
   -- Trust Preferred securities rated B1.

Standard & Poor's Ratings Services assigned a BB' senior secured
debt rating to Fresenius Medical Care KGaA's US$4.6 billion
facilities, which were put in place to finance the acquisition
of Renal Care Group Inc. (RCG; BB-/Positive/--).

At the same time, Standard & Poor's lowered its long-term
corporate credit ratings on the Germany-based health-care
companies, FMC and its parent Fresenius AG to 'BB' from 'BB+',
following U.S. antitrust clearance for FMC's acquisition of
U.S.-based health-care company Renal Care.  The ratings were
removed from CreditWatch, where they were originally placed on
May 4, 2005.  S&P said the outlook is negative.


SCHIEDER MOEBEL: Subsidiaries File for Insolvency
-------------------------------------------------
A total of 65 subsidiaries of Schieder Moebel Holding GmbH
applied for insolvency proceedings on June 26, 2007, days after
the holding company filed its own petition, The Financial Times
states, citing Frankfurter Allgemeine Zeitung as its source.

As reported in the Troubled Company Reporter-Europe on June 29,
2007, Schieder Moebel declared insolvency after takeover talks
foundered, potentially leading to the holdings' dissolution.

The insolvency now affects all of Schieder's factories and
distribution centers in Germany, FT reveals quoting the
Frankfurter report.  Schieder, which has 11,000 staff and 5,000
customers in 60 different countries, now faces being broken up
into various parts.

Negotiations over a complete takeover fell through in spite of
several companies and investors expressing interest in salvaging
parts of the insolvent group.  The accounting scandal that
pushed Schieder Moebel into bankruptcy has deterred investors
from committing to a takeover of the furniture maker.

                      About Schieder Moebel

Headquartered in Herford, Germany, Schieder Moebel Holding GmbH
-- http://www.schieder.com/-- is one of the leading furniture
designers and manufacturers in Europe.  The company has 41
production plants and employs 11,000 people worldwide, 9,000 of
which in Poland.  It had turnover of EUR950 million in the
financial year 2005/06.

Schieder applied for insolvency proceedings at the District
Court of Detmold on June 22, 2007, after incurring debts of
nearly EUR300 million due to high capital costs.


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


COMMSCOPE INC: Inks Pact to Buy Andrew Corp. for US$2.6 Billion
---------------------------------------------------------------
CommScope, Inc. and Andrew Corporation entered into a definitive
agreement, unanimously approved by their respective Boards of
Directors, under which CommScope will acquire all of the
outstanding shares of Andrew for $15.00 per share, at least 90%
in cash, creating a global leader in infrastructure solutions
for communications networks.

The transaction, which is valued at approximately $2.6 billion,
is expected to be accretive to CommScope’s cash earnings per
share, excluding special items, in the first full year after
closing.  The $15.00 per share purchase price represents a
premium of approximately 13% over Andrew’s average closing share
price for the last 30 trading days, a 21% premium over Andrew’s
average closing share price for the last 60 trading days, and a
16% premium over the closing price of Andrew’s common stock on
Tuesday, June 26, 2007.

           Key Strategic Benefits of the Transaction

The combined company will be a global leader in infrastructure
solutions for communications networks, including structured
cabling solutions for the business enterprise; broadband cable
and apparatus for cable television applications; and antenna and
cable products, base station subsystems, coverage and capacity
systems, and network solutions for wireless applications.  The
combination of the companies’ respective operations is expected
to result in meaningful operating, cost and sales synergies, and
other important benefits to shareholders, customers and
employees, including:

    * Building upon complementary global product offerings that
      will provide customers with a broader array of
      infrastructure solutions for video, voice, data and
      mobility;

    * Expanding global distribution and manufacturing
      capabilities;

    * Enhancing growth opportunities by combining marquee
      brands, innovative technologies, and global service
      models;

    * Strengthening industry-leading R&D and intellectual
      property portfolio;

    * Affording scale in procurement, logistics and
      manufacturing in an increasingly competitive market;

    * Diversifying top-tier customer base; and

    * Providing greater opportunities for employees as part of a
      larger, more diversified global corporation.

Based on CommScope’s and Andrew’s results for fiscal year 2006,
on a pro forma basis, the combined companies would have had:


    * sales of approximately $3.8 billion comprised of
      approximately 35% in wireless antenna and cable products;


    * 29% in carrier and network solutions;

    * 21% in enterprise products; and

    * 15% in broadband/cable television solutions.

The combined companies’ revenues on a geographic basis would
have been approximately:

    * 57% in North America;
    * 24% in Europe, the Middle East and Africa;
    * 12% in Asia/Pacific Rim; and
    * 7% in Latin America.

The combined company will have more than 2,200 global patents
and pending patent applications and approximately 16,000
employees serving more than 130 countries.

"We are pleased to have reached this agreement with Andrew,
which we believe is extremely beneficial to the shareholders of
both companies," said Frank M. Drendel, Chairman and Chief
Executive Officer of CommScope.  "By combining CommScope and
Andrew, we are enhancing CommScope’s position as a worldwide
leader in 'last mile' solutions.  Combining our innovative
technologies, premier brands and a top-tier customer base, we
will expand our global service model and create an enhanced
offering of communications infrastructure solutions that
addresses a broader spectrum of customer needs.  With the
acquisition of Andrew, we are advancing CommScope’s stated
global strategy and creating important cost reduction and growth
opportunities that we believe will drive increased shareholder
value."

Mr. Drendel continued, "We are also pleased to welcome Andrew’s
talented and dedicated employees to the CommScope team.  We
intend to invest in the combined business for profitable growth,
and the employees of both companies will be important to our
continued success.  CommScope is a proven and successful
integrator of strategic transactions and we expect to begin
realizing the benefits of this combination immediately after the
transaction closes and enjoy them fully over the next few
years."

"We believe that the combination of Andrew and CommScope creates
a strong company with long-term advantages for our customers and
employees," said Ralph Faison, President and Chief Executive
Officer of Andrew Corporation.  "Our two companies fit together
strategically with leading complementary product offerings and
geographical strengths.  This transaction provides our
shareholders with a significant cash premium and offers our
global employees an even more promising future as part of a
larger and more diversified company.  We are excited to unite
the strengths of Andrew and CommScope and further expand our
range of services to the benefit of our many customers around
the world."

               Cost Savings and Revenue Synergies

Given CommScope’s track record of successfully integrating
acquisitions, manufacturing discipline and commitment to
operational excellence, the combined company expects to generate
substantial annual pretax cost savings, excluding one-time
transition items, of approximately $90 million to $100 million
in the second full year after completion of the transaction, of
which approximately $50 million to $60 million are expected to
be achieved in the first full year after completion.  The cost
savings are expected to come from a combination of procurement
savings, rationalization of duplicate locations, streamlining
overhead and integration of infrastructure, and building upon
best practices in technology and manufacturing.  No assurance
can be given that these cost savings can be achieved in the
amounts or during the periods predicted.  Transition cash costs
are expected to total approximately $70 million to $80 million
in the first two years after completion.

CommScope has also identified potential revenue synergies,
including expected benefits from the combination of Andrew’s
industry-leading in-building wireless products with CommScope’s
global leadership in the Enterprise market.  In addition,
CommScope sees the potential to increase sales of its integrated
cabinet solutions through Andrew’s leading global channel to
wireless carriers as well as opportunities to expand broadband
connectivity product offerings.

Following the close of the transaction, Andrew will become a
wholly-owned subsidiary of CommScope.  Frank Drendel will remain
Chairman and CEO of CommScope, and CommScope will retain its
global headquarters in Hickory, North Carolina.  The combined
company also plans to maintain its Chicago-area presence,
exemplified by building upon Andrew’s state-of-the-art
manufacturing and office facility in Joliet, Illinois.

                 Terms, Financing and Capital Structure

Under the terms of the agreement, each share of Andrew common
stock will be converted into $15.00, comprised of $13.50 per
share in cash and an additional $1.50 per share in either cash,
CommScope common stock, or a combination of cash and CommScope
common stock totaling $1.50 per share, at CommScope’s option.

If CommScope determines to pay the $1.50 portion of the purchase
price entirely in CommScope common stock, each share of Andrew
common stock would be converted into $13.50 in cash, plus a
fraction of a share of CommScope common stock equal to $1.50
divided by the volume weighted average of the closing sale price
of CommScope common stock over the ten consecutive trading days
ending two trading days prior to the closing date of the merger.

The total transaction value is approximately $2.6 billion, based
on Andrew’s estimated 176 million shares outstanding on a fully
diluted basis, which includes shares associated with Andrew’s
existing convertible notes.

CommScope expects to fund the cash portion of the purchase price
through a combination of new credit facilities and available
cash on hand.  CommScope has obtained customary fully
underwritten debt financing commitment letters from Bank of
America and Wachovia Bank, N.A., and their respective
affiliates.

Following completion of the transaction, CommScope plans to
reduce leverage by continuing to grow its historically strong
cash flow, improving the combined company’s operational
performance, and by identifying and selectively divesting non-
core or underperforming assets during the first year after
completion.  CommScope expects to grow its earnings per share
through a combination of increased top-line performance,
operational improvements and debt reduction.

                    Approvals and Timing

The companies expect to close the transaction by the end of
2007, subject to completion of customary closing conditions,
including effectiveness of a registration statement on Form S-4,
approval by Andrew’s shareholders, clearance under the Hart-
Scott-Rodino Antitrust Improvements Act of 1976 and any other
applicable laws or regulations.  The transaction is not
conditioned on receipt of financing by CommScope.

                          Advisors

Banc of America Securities LLC is acting as financial advisor to
CommScope and Duff & Phelps LLC provided a fairness opinion to
CommScope.

Fried, Frank, Harris, Shriver & Jacobson LLP, Baker & McKenzie
LLP and Robinson, Bradshaw & Hinson, P.A. are acting as
CommScope’s legal counsel.

Citi is acting as the primary financial advisor to Andrew, and
Merrill Lynch provided a fairness opinion.

Mayer, Brown, Rowe & Maw LLP is acting as Andrew’s primary
outside legal counsel.

                         About Andrew

Headquartered in Westchester, Illinois, Andrew Corporation
(NASDAQ: ANDW) -- http://www.andrew.com/-- designs,
manufactures and delivers innovative and essential equipment and
solutions for the global communications infrastructure market.
The company serves operators and original equipment
manufacturers from facilities in 35 countries, including, among
others, China, India, Italy, Czech Republic, Argentina, Bahamas,
Belize, Barbados, Bermuda and Brazil.

                         About CommScope

CommScope, Inc. -- http://www.commscope.com/-- (NYSE: CTV)
leads in infrastructure solutions for communication networks.
Through its SYSTIMAX(R) SolutionsTM and Uniprise(R) Solutions
brands CommScope is the global leader in structured cabling
systems for business enterprise applications.  The company also
manufactures coaxial cable for Hybrid Fiber Coaxial applications
and one of the leading North American providers of
environmentally secure cabinets for DSL and FTTN applications.
Backed by strong research and development, CommScope combines
technical expertise and proprietary technology with global
manufacturing capability to provide customers with high-
performance wired or wireless cabling solutions.


COMMSCOPE INC: Moody’s Reviews Ratings After Acquisition News
-------------------------------------------------------------
Moody's Investors Service placed CommScope Inc.'s ratings under
review for downgrade after their announced intent to acquire
Andrew Corp for US$2.6 billion.

Although CommScope's Ba2 corporate family rating could
accommodate some level of debt financed acquisitions, the size
of the Andrew acquisition is substantial and could potentially
increase leverage well above 4x which could result in a
downgrade.  Moody's notes the details of the capital structure
and synergies have not been disclosed at this time.  Both
companies have leading market positions in their particular
industries and the combination offers numerous opportunities for
cost savings and sharing of facilities.  The Andrew acquisition
has been approved by both company's boards but is still
conditioned on Andrew shareholder and regulatory approval.

Moody's review of CommScope will assess:

   (1) the challenges of integrating Andrew, a company that is
       roughly equal to CommScope's size in terms of revenue and
       EBITDA,

   (2) proposed synergies, plant consolidation plans and
       potential asset sales

   (3) proposed capital structure and (4) cash flow generating
       prospects. The ratings could be confirmed at their
       current level depending on the outcome of the review.

Ratings under review for downgrade include:

-- Corporate Family Rating -- Ba2

-- $250 million Convertible Senior Subordinated Debentures due
    2024 - Ba3

Moody's notes that the existing CommScope convertible debt
conversion price is significantly below the current market price
of the stock.  To the extent the debt is converted, the
instrument ratings will be withdrawn.

Headquartered in Hickory, North Carolina, CommScope is a
provider of cable and connectivity solutions for enterprise,
cable, and telecom industries.


COMMSCOPE INC: Andrew Corp. Deal Prompts S&P's Negative Watch
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on CommScope Inc. to 'BB-' from 'BB' and placed the
ratings on CreditWatch with negative implications.

The action reflects Hickory, North Carolina-based CommScope's
definitive agreement to acquire Westchester, Illinois-based
Andrew Corp. for approximately US$2.6 billion, of which at least
90% would be in cash.  The transaction is expected to close by
the end of the year, pending regulatory and shareholder
approvals.  CommScope will assume Andrew's existing debt.

"The combined company will be a major supplier of communications
infrastructure products including structured cabling solutions
for enterprises; broadband cable and apparatus for cable
television applications; and antenna and cable products, and
base station subsystems," said Standard & Poor's credit analyst
Stephanie Crane Mergenthaler.  In addition to a more diversified
revenue base, anticipated synergies include manufacturing, sales
and distribution efficiencies.

Still, the transaction would increase the combined company's pro
forma financial leverage to over 7x.  Proceeds from selective
divestitures and realization of anticipated synergies could
result in lower leverage over the intermediate term.  The 'BB-'
corporate credit rating reflects an anticipated best-case
scenario, recognizing these potential benefits, but post-
transaction ratings could be lower, depending on an assessment
of those factors.

CommScope had considered acquiring Andrew in August 2006,
although the price at the time was approximately $1.7 billion in
cash, but that agreement was rejected as inadequate, and the
offer was withdrawn.

S&P will review the synergies anticipated in the acquisition, as
well as the ability of the combined companies to reduce leverage
through operating cash flows and selective divestitures, to
resolve the CreditWatch.


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


FIAT SPA: Unit Eyes Joint Venture with Russia's Avtopribor
----------------------------------------------------------
Magneti Marelli, a unit of Fiat S.p.A., and Avtopribor have
signed a letter of intent for the creation of a joint venture in
Russia, aimed at the design, development, production and
marketing of electronic instrument clusters for motor vehicles.

The agreement calls for the future company's capital to be
participated for 51% by Magneti Marelli and for 49% by
Avtopribor.

The closing of the operation is expected to occur after
completion of the due diligence activity, which is expected to
take place by the end of the year.

Avtopribor is a Russian company headquartered in the city of
Vladimir operating in the field of electronic and mechanical
components.  Its leading customers include the Russian
automotive companies Avtovaz, Gaz and Uaz.

"This agreement falls within the scope of our development plans
in strategic markets such as Russia, where all the most
important car-makers have been investing heavily.  The joint
venture with Avtopribor gives us a chance to add to our
industrial presence of Rjazan, leading in the Lighting field,
with an entity of technological and productive excellence as far
as instrument clusters are concerned, in a market capable of
offering additional opportunities in various automotive
components sectors," Eugenio Razelli, Magneti Marelli's CEO
disclosed.

Magneti Marelli is an international group leader in the design
and production of high-tech components and systems for motor
vehicles.  With its 45 production facilities, 9 R&D centers and
27 application centers in 16 countries, 25,000 employees and
total turnover of EUR4.5 billion in 2006, the group is a
supplier to all the major car-makers in Europe, North and South
America and the Far East.  It is 100% owned by Fiat S.p.A.

                       About Fiat S.p.A.

Headquartered in Turin, Italy, Fiat S.p.A. --
http://www.fiatgroup.com/-- manufactures and sells automobiles,
commercial vehicles, and agricultural and construction
equipment.  It also manufactures, for use by the company's
automotive sectors and for sale to third parties, other
automotive-related products and systems, principally power
trains (engines and transmissions), components, metallurgical
products and production systems.  Fiat's creditors include Banca
Intesa, Banca Monte dei Paschi di Siena, Banca Nazionale del
Lavoro, Capitalia, Sanpaolo IMI, and UniCredito Italiano.

Fiat operates in Argentina, Australia, Austria, Belgium, Brazil,
Bulgaria, China, Czech Republic, Denmark, France, Germany,
Greece, Hungary, India, Ireland, Italy, Japan, Lituania,
Netherlands, Poland, Portugal, Romania, Russia, Singapore,
Spain, among others.

                            *   *   *

As of June 19, 2007, Fiat S.p.A. carries Moody's Long-Term
Corporate Family Rating of Ba2 and Probability of Default Rating
at Ba2 with Outlook Positive.

Standard & Poor's give Long-Term Foreign and Local Issuer Credit
Ratings of BB+ for Fiat.  Its Short-term Foreign and Local
Issuer Credit Ratings are at B with Positive Outlook.

Dominion Bond Rating Service gives Fiat a Long-term Issuer
Rating of BB with Positive Outlook.


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


AUTOKOLIK-T-T LLP: Proof of Claim Deadline Slated for Aug. 1
------------------------------------------------------------
The Specialized Inter-Regional Economic Court of Karaganda has
declared LLP Autokolik-T-T insolvent.

Creditors have until Aug. 1 to submit written proofs of claims
to:

         The Specialized Inter-Regional
         Economic Court of Karaganda
         Jambyl Str. 9
         Karaganda
         Kazakhstan


JASULAN E LLP: Creditors Must File Claims Aug. 3
------------------------------------------------
The Specialized Inter-Regional Economic Court of Almaty has
declared LLP Jasulan E insolvent.

Creditors have until Aug. 3 to submit written proofs of claims
to:

         The Specialized Inter-Regional
         Economic Court of Almaty
         Micro District Samal, 15-29
         Taldykorgan
         Almaty
         Kazakhstan
         Tel: 8 (3282) 25-43-90


MICHURINSKY AGROSNAB: Claims Filing Period Ends Aug. 3
------------------------------------------------------
The Specialized Inter-Regional Economic Court of North
Kazakhstan has declared LLP Michurinsky Agrosnab insolvent.

Creditors have until Aug. 3 to submit written proofs of claims
to:

         The Specialized Inter-Regional
         Economic Court of North Kazakhstan
         Jumabaev Str. 109-25
         Petropavlovsk
         North Kazakhstan
         Kazakhstan


NAS-UM LLP: Claims Registration Ends Aug. 3
-------------------------------------------
The Specialized Inter-Regional Economic Court of Almaty has
declared LLP Nas-Um insolvent.

Creditors have until Aug. 3 to submit written proofs of claims
to:

         The Specialized Inter-Regional
         Economic Court of Almaty
         Dostyk ave. 44-99
         Almaty
         Kazakhstan
         Tel: 8 (3272) 91-43-47
              8 701 205 30-32


NEW AGE COMPANY: Creditors' Claims Due on Aug. 3
------------------------------------------------
Representation of New Age Company has declared solvency.
Creditors have until Aug. 3 to submit written proofs of claims
to:

         Representation of New Age Company
         Shevchenko Str. 109
         Almaty
         Kazakhstan


PROFSPETSCOMPLECT LLP: Proof of Claim Deadline Slated for Aug. 3
----------------------------------------------------------------
The Specialized Inter-Regional Economic Court of East Kazakhstan
has declared LLP Profspetscomplect insolvent.

Creditors have until Aug. 3 to submit written proofs of claims
to:

         The Specialized Inter-Regional
         Economic Court of East Kazakhstan
         Office 203
         Myzy Str. 2/1
         Ust-Kamenogorsk
         East Kazakhstan
         Kazakhstan
         Tel: 8 (3232) 24-84-70


SANTA LLP: Creditors Must File Claims Aug. 3
--------------------------------------------
The Specialized Inter-Regional Economic Court of East Kazakhstan
has declared LLP Santa insolvent.

Creditors have until Aug. 3 to submit written proofs of claims
to:

         The Specialized Inter-Regional
         Economic Court of East Kazakhstan
         Mashinostroiteley Str. 6-63
         Ust-Kamenogorsk
         East Kazakhstan
         Kazakhstan
         Tel: 8 (3232) 55-02-78
         Fax: 8 (3232) 22-01-00


SANTECHNIC LLP: Claims Filing Period Ends Aug. 3
------------------------------------------------
The Specialized Inter-Regional Economic Court of East Kazakhstan
has declared LLP Santechnic insolvent.

Creditors have until Aug. 3 to submit written proofs of claims
to:

         The Specialized Inter-Regional
         Economic Court of East Kazakhstan
         Office 203
         Myzy Str. 2/1
         Ust-Kamenogorsk
         East Kazakhstan
         Kazakhstan
         Tel: 8 (3232) 24-84-70


SPETSAUTOTECHNIKA LLP: Claims Registration Ends Aug. 1
------------------------------------------------------
The Specialized Inter-Regional Economic Court of Karaganda has
declared LLP Spetsautotechnika insolvent.

Creditors have until Aug. 1 to submit written proofs of claims
to:

         The Specialized Inter-Regional
         Economic Court of Karaganda
         Jambyl Str. 9
         Karaganda
         Kazakhstan


UK BELON LLP: Creditors' Claims Due on Aug. 3
---------------------------------------------
The Specialized Inter-Regional Economic Court of East Kazakhstan
has declared LLP Uk Belon insolvent.

Creditors have until Aug. 3 to submit written proofs of claims
to:

         The Specialized Inter-Regional
         Economic Court of East Kazakhstan
         Mashinostroiteley Str. 6-63
         Ust-Kamenogorsk
         East Kazakhstan
         Kazakhstan
         Tel: 8 (3232) 55-02-78
         Fax: 8 (3232) 22-01-00


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


BAY-RAM NELLI: Creditors Must File Claims by August 10
------------------------------------------------------
LLC Bay-Ram Nelli Ltd. has declared insolvency.  Creditors have
until Aug. 10 to submit written proofs of claim to:

         LLC Bay-Ram Nelli Ltd.
         Mederov Str. 42-405
         Bishkek
         Kyrgyzstan
         Tel: (+996 312) 53-33-06


STK LLC: Creditors’ Meeting Slated for July 16
----------------------------------------------
Creditors of LLC STK will convene on July 16 at:

         LLC STK
         Barnaulskaya Str. 11
         Bishkek
         Kyrgyzstan

The Inter-District Court of Bishkek for Economic Issues declared
LLC STK (Case No. ED-356/07mbs 1) insolvent on May 23 and
introduced bankruptcy proceedings on the company.

Creditors must submit their proofs of claim and be registered
within seven days before the meeting with the temporary
insolvency manager.

Proxies must have authorization to vote.

The temporary insolvency manager is:

         Sultanbek Tynaliyev
         Tel: (0-517) 74-17-96


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


ACA EURO: Moody's Rates EUR13.6 Mln Class E Senior Notes at Ba3
---------------------------------------------------------------
Moody's assigned definitive credit ratings to the notes issued
by ACA Euro CLO 2007-1 P.L.C., a Dutch special purpose company.
The ratings are:

   -- Aaa to the EUR157.6 million Class A-1T Senior Secured
      Floating Rate Notes due 2024;

   -- Aaa to the EUR80 million Class A-1R Senior Secured
      Floating Rate Notes due 2024;

   -- Aaa to the EUR26.4 million Class A-2 Senior Secured
      Floating Rate Notes due 2024;

   -- Aa2 to the EUR32 million Class B Senior Secured
      Deferrable Floating Rate Notes due 2024;

   -- A2 to the EUR25.6 million Class C Senior Secured
      Deferrable Floating Rate Notes due 2024;

   -- Baa3 to the EUR24 million Class D Senior Secured
      Deferrable Floating Rate Notes due 2024; and

   -- Ba3 to the EUR13.6 million Class E Senior Secured
      Deferrable Floating Rate Notes due 2024.

EUR40.8 million Class F Subordinated Notes will also be issued
but not rated by Moody's.

The ratings of the Class A-1T, A-1R, A-2, B, C, D and E Notes
address the expected loss posed to investors by the legal final
maturity in June 2024.

These 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 currency swap transactions, which insulate ACA Euro
      CLO 2007-1 P.L.C. from the volatility of the foreign
      currency exchange rates, for Non-Euro denominated
      obligations; and

   4. the legal and structural integrity of the issue.

This transaction is a high yield collateralized loan obligation
related to a EUR400 million portfolio of mostly European Senior
and Mezzanine loans (with a predominance of senior secured
loans).  This portfolio is dynamically managed by ACA Capital
Management (U.K.) Pte. Ltd.  This portfolio will be partially
acquired at closing date and partially during the 180 days ramp-
up period in compliance with portfolio guidelines (which
include, among other tests, a diversity score test, a weighted
average rating factor 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 direct the issuer
to buy or sell loans.  Any addition or removal of loans will be
subject to a number of portfolio criteria.


GLOBAL POWER: Equity Panel Wants Noteholder Claims Determined
-------------------------------------------------------------
The Official Committee of Equity Security Holders in Global
Power Equipment Group Inc. and its debtor-affiliates'
Chapter 11 cases asks the U.S. Bankruptcy Court for the District
of Delaware to determine the proper amount of the claims
asserted by the holders of 4.25% Convertible Senior Subordinated
Notes due 2011 issued by the Debtors in a private placement
dated Nov. 23, 2004.

The Equity Committee argues that the noteholders have filed
claims in substantially inflated amounts constituting a major
impediment to orderly plan formulation.

According to the Equity Committee, the noteholders asserted
claims totaling US$84.4 million against the Debtors.  The
noteholders also alleged that they are entitled to unspecified
amounts of pre- and post-petition attorney's fees and post-
petition interest at the default rate of 9.25%.

If the noteholders do claim additional amounts of post-petition
interest at the default rate, the Equity Committee believes
that their asserted claims could be as much as US$91 million,
compared to the Equity Committee's calculation of US$70 million.

The difference, the Equity Committee says, is a huge gap and a
plan gating issue, which needs prompt resolution.  Any delay
would only serve to impede or derail the ability of existing
equity security holders to preserve their substantial economic
stake and could allow noteholders to improperly usurp the
Debtors' equity value.

               Noteholders Prefer Resolution

The noteholders find the Equity Committee's request as a means
to disrupt orderly, ongoing plan negotiations as well as to
single out for litigation one issue out of many significant and
potentially contentious issues affecting the reorganization
prospects of the Debtors.

Specifically, the noteholders contend that the litigation
will multiply professional fees and other costs for all
constituencies, which would be very burdensome given the
modest size of the Debtors' EBITDA of approximately US$25
million per year.

Further, the noteholders emphasize that since the Debtors
first presented an outline of a plan structure, they have been
actively enganged in discussion over all relevant issues,
in the tact understanding that the Debtors and their
enfranchised constituents would be far better served by
resolutions of disputes than by costly litigation and delay.

           Creditors' Panel Wants Litigation Stayed

The Official Committee of Unsecured Creditors asks the
Court to stay the litigation filed by the Equity Committee
arguing that it will not move the case toward a confirmable
plan.

The Creditors' Committee avers that the Equity Committee's
request is designed to increase the Equity Committee's
leverage in critical, ongoing plan negotiations, given that
it only asserted objection to the noteholders' claims
after more than three months since the noteholders filed
them.

The Creditors' Committee concludes that the Equity Committee
knows that full blown litigation over the issue will result
in massive delays and significance costs, which will destroy
value for all economic stakeholders.  "While the threat to
destroy value is often used by out-of-the-money constituents,
the Court should not permit the Equity Committee to seize
control of these cases and thereby destroy value."

       Debtors Say Litigation Should Be Last Resort

The Debtors ask the Court to deny the requested discovery and
trial of the noteholders' claims as "premature" given that
negotiations on the issue have just began.

The Debtors say they agree with the Equity Committee that
resolution of the issue is critical to the Debtors' expeditious
and efficient emergence from Chapter 11.  However, the Debtors
believe that mediation is better alternative to litigation,
hence, litigation should only be resorted to if negotiations
fail.

The Court scheduled a hearing at 10:00 a.m. on July 12, 2007,
to consider the matter.

Based in Tulsa, Oklahoma, Global Power Equipment Group Inc. aka
GEEG Inc. -- http://www.globalpower.com/-- provides power
generation equipment and maintenance services for its customers
in the domestic and international energy, power and
infrastructure and service industries.  The company designs,
engineers and manufactures a range of heat recovery and
auxiliary equipment primarily used to enhance the efficiency and
facilitate the operation of gas turbine power plants as well as
for other industrial and power-related applications.  The
company has facilities in Plymouth, Minnesota; Tulsa, Oklahoma;
Auburn, Massachusetts; Atlanta, Georgia; Monterrey, Mexico;
Shanghai, China; Nanjing, China; and Heerleen, The Netherlands.

The company and 10 of its affiliates filed for chapter 11
protection on Sept. 28, 2006 (Bankr. D. Del. Case No 06-11045).
Attorneys at White & Case LLP and The Bayard Firm, P.A.,
represent the Debtors.  Adam G. Landis, Esq., and Kerri K.
Mumford, Esq., at Landis Rath & Cobb LLP represent the Official
Committee of Unsecured Creditors.  As of Sept. 30, 2005, the
Debtors reported total assets of US$381,131,000 and total debts
of US$123,221,000.


QUEEN STREET: Moody's Rates EUR18 Mln Class E Sr. Notes at Ba3
--------------------------------------------------------------
Moody's Investors Service assigned these ratings to seven
classes of notes issued by Queen Street CLO II B.V., a private
company with limited liability established in the Netherlands:

   -- Aaa to the EUR239,400,000 Class A1 Senior Secured
      Floating Rate Notes due 2024;

   -- Aa1 to the EUR59,850,000 Class A2 Senior Secured Floating
      Rate Notes due 2024;

   -- Aa2 to the EUR34,875,000 Class B Senior Secured Floating
      Rate Notes due 2024;

   -- A3 to the EU 38,250,000 Class C Senior Secured Deferrable
      Floating Rate Notes due 2024;

   -- Baa3 to the EUR16,875,000 Class D Senior Secured
      Deferrable Floating Rate Notes due 2024;

   -- Ba3 to the EUR18,000,000 Class E Senior Secured
      Deferrable Floating Rate Notes due 2024; and

   -- Baa2 to the EUR14,000,000 Class X Combination Notes due
      2024.

The EUR42,750,000 Class F Subordinated Notes due 2024 were not
rated.

The ratings address the expected loss posed to investors by the
legal final maturity in 2024.

The rating assigned to the Class X Combination Notes addresses
the expected loss posed to the investors by the legal final
maturity as a proportion of the Rated Balance, where the Rated
Balance is equal on any payment date to the Rated Balance on the
preceding payment date reduced by the aggregate of all payments
made on such payment date, either through interest or principal.

These 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 Indicus Investment Management Ltd. 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 EUR437.88 million,
comprised primarily of senior secured loans (minimum 82.5% of
the portfolio), mezzanine loans, unsecured loans, high-yield
bonds and whole business securitizations.  At closing
approximately 90% of the portfolio has been acquired and the
remaining portion of the portfolio will be acquired during the
ramp-up period in compliance with portfolio guidelines.

Thereafter, the portfolio of loans will be actively managed by
Indicus Investment Management Ltd. who 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.

This transaction is arranged by JPMorgan Securities Ltd.


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


DAIMLERCHRYSLER: Executive Says Russia a Key Market for Chrysler
----------------------------------------------------------------
DaimlerChrysler AG's Chrysler Group, which the company recently
sold to Cerberus Capital Management LP, plans to strengthen its
presence in Russian car sales and production, a top Chrysler
executive told Automotive News Europe in an interview, Reuters
notes.

"If you look at our worldwide presence, then Russia is a key
market for us," said Michael Manley, Chrysler's executive vice
president of international sales and marketing.

Chrysler is currently exploring possible partnerships with
Russian companies, the report said.  Mr. Manley projects
Chrysler's international sales could double to 400,000 vehicles
by 2012.  The U.S. automaker said it doubled its Russian car
sales to 4,021 in 2006 compared with 2005 and had seen early
2007 sales up by 93% year-on-year.

                      About DaimlerChrysler

Based in Stuttgart, Germany, DaimlerChrysler AG (NYSE:DCX)
(FRA:DCX) -- http://www.daimlerchrysler.com/-- develops,
manufactures, distributes, and sells various automotive
products, primarily passenger cars, light trucks, and commercial
vehicles worldwide.  It primarily operates in four segments:
Mercedes Car Group, Chrysler Group, Commercial Vehicles, and
Financial Services.

The company's worldwide operations are located in: Canada,
Mexico, United States, Argentina, Brazil, Venezuela, China,
India, Indonesia, Japan, Thailand, Vietnam, and Australia.

The Chrysler Group segment offers cars and minivans, pick-up
trucks, sport utility vehicles, and vans under the Chrysler,
Jeep, and Dodge brand names.  It also sells parts and
accessories under the MOPAR brand.

The Chrysler Group is facing a difficult market environment in
the United States with excess inventory, non-competitive legacy
costs for employees and retirees, continuing high fuel prices
and a stronger shift in demand toward smaller vehicles.  At the
same time, key competitors have further increased margin and
volume pressures -- particularly on light trucks -- by making
significant price concessions.  In addition, increased interest
rates caused higher sales & marketing expenses.

In order to improve the earnings situation of the Chrysler Group
as quickly and comprehensively, measures to increase sales and
cut costs in the short term are being examined at all stages of
the value chain, in addition to structural changes being
reviewed as well.


DIMITROVA OJSC: Creditors Must File Claims by July 9
----------------------------------------------------
Creditors of OJSC Dimitrova have until July 9 to submit proofs
of claim to:

         S. Sokolovskiy
         Temporary Insolvency Manager
         70 Let Oktyabrya Str. 5
         Novokhoperskiy
         397441 Voronezh
         Russia

The Arbitration Court of Voronezh will convene at 10:00 a.m. on
Aug. 1 to hear the company's bankruptcy supervision procedure.
The case is docketed under Case No. A14-3172/2007/23/16b.

The Court is located at:

         The Arbitration Court of Voronezh
         Room 606
         Srednemoskovskaya Str. 77
         Voronezh
         Russia

The Debtor can be reached at:

         OJSC Dimitrova
         Utinovka
         Talovskiy
         Voronezh
         Russia


EKSTRA-SIB OJSC: Court Names G. Artyshuk as Insolvency Manager
--------------------------------------------------------------
The Arbitration Court of Tomsk appointed G. Artyshuk as
Insolvency Manager for OJSC Ekstra-Sib (TIN 7021049056).  He can
be reached at:

         G. Artyshuk
         Post User Box 94
         636037 Seversk-37
         Russia

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.  The case is docketed under Case No.
A67-4136/05.

The Debtor can be reached at:

         G. Artyshuk
         Post User Box 94
         636037 Seversk-37
         Russia


EVRIKOM CJSC: Creditors Must File Claims by Aug. 9
--------------------------------------------------
Creditors of CJSC Evrikom have until Aug. 9 to submit proofs of
claim to:

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

The Arbitration Court of Murmansk commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. A42-1382/2007.

The Court is located at:

         The Arbitration Court of Murmansk
         Knipovicha Str. 20
         Murmansk Region
         Russia

The Debtor is located at:

         CJSC Evrikom
         Lenina Str. 27
         Apatity
         184209 Murmansk
         Russia


KADOM-AGRO-PROM-SERVICE: Creditors Must File Claims by July 9
-------------------------------------------------------------
Creditors of OJSC Kadom-Agro-Prom-Service have until July 9 to
submit proofs of claim to:

         S. Papenko
         Temporary Insolvency Manager
         Post User Box 9
         390029 Ryazan
         Russia

The Arbitration Court of Ryazan will convene at noon on July 10
to hear the company's bankruptcy supervision procedure on OJSC
Kadom-Agro-Prom-Service.  The case is docketed under Case No.
A-70-2229/3-07.

The Court is located at:

         The Arbitration Court of Ryazan
         Pochtovaya Str. 43/44
         Ryazan
         Russia

The Debtor can be reached at:

         OJSC Kadom-Agro-Prom-Service
         Svobody Str. 10
         Kadom
         Ryazan
         Russia


KANDEKS CJSC: Court Names V. Zakharov as Insolvency Manager
-----------------------------------------------------------
The Arbitration Court of Murmansk appointed V. Zakharov as
Insolvency Manager for CJSC Kandeks.  He can be reached at:

         V. Zakharov
         Post User Box 106
         Central Post Office
         Kandalaksha
         Murmansk
         Russia

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.  The case is docketed under Case No.
A42-1321/2007.

The Court is located at:

         The Arbitration Court of Murmansk
         Knipovicha Str. 20
         Murmansk Region
         Russia

The Debtor is located at:

         CJSC Kandeks
         Pervomayskaya Str. 57
         Kandalaksha
         Murmansk
         Russia


KORTKEROSSKOE LLC: Creditors Must File Claims by July 9
-------------------------------------------------------
Creditors of LLC Kortkerosskoe have until July 9 to submit
proofs of claim to:

         D. Chirkov
         Temporary Insolvency Manager
         Office 22
         Oktyabrskiy Pr. 69
         Syktyvkar
         167001 Komi
         Russia

The Arbitration Court of Komi will convene on Aug. 22 to hear
the company's bankruptcy supervision procedure.  The case is
docketed under Case No. A29-1975/2007-3B.

The Court is located at:

         The Arbitration Court of Komi
         Room 407
         Ordzhonikidze Str. 49a
         Syktyvkar
         Russia

The Debtor can be reached at:

         LLC Kortkerosskoe
         Sukhanova Str. 2
         Kortkeros
         Komi
         Russia


KRASIN CJSC: Creditors Must File Claims by Aug. 9
-------------------------------------------------
Creditors of CJSC Krasin (TIN 7113001495) have until Aug. 9 to
submit proofs of claim to:

         N. Rzyankin
         Insolvency Manager
         Room 601
         Ryazanskaya Str. 1
         Post User Box 1451
         300026 Tula
         Russia

The Arbitration Court of Tula commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. A68-617/B-06.

The Court is located at:

         The Arbitration Court of Tula
         Hall 35
         Sovetskaya Str. 112
         Tula
         Russia

The Debtor can be reached at:

         CJSC Krasin
         Krasin
         Efremovskiy
         301860 Tula
         Russia


MILK TRADE: Perm Bankruptcy Hearing Slated for Sept. 3
------------------------------------------------------
The Arbitration Court of Perm will convene at 10:00 a.m. on
Sept. 3 to hear the bankruptcy supervision procedure on LLC Milk
Trade.  The case is docketed under Case No. A50-2616/2007-B5.

         The Temporary Insolvency Manager is:
         V. Nikonorov
         Post User Box 79
         600000 Vladimir
         Russia

The Court is located at:

         The Arbitration Court of Perm
         Lunacharskogo Str. 3
         Perm
         Russia

The Debtor can be reached at:

         LLC Milk Trade
         Kungur
         Perm
         Russia


NOVOILNSK-WOOD OJSC: Bankruptcy Hearing Slated for July 23
----------------------------------------------------------
The Arbitration Court of Buryatiya will convene on July 23 to
hear the bankruptcy supervision procedure on OJSC Novoilnsk-
Wood.  The case is docketed under Case No. A10-666/07.

         The Temporary Insolvency Manager is:
         M. Matkheeva
         Post User Box 11910
         Ulan-Ude
         670047 Buryatiya
         Russia

The Debtor can be reached at:

         OJSC Novoilnsk-Wood
         Lenina Str. 23
         Zaigraevskiy
         671322 Buryatiya
         Russia


OTIS CJSC: Creditors Must File Claims by Aug. 9
-----------------------------------------------
Creditors of CJSC Otis have until Aug. 9 to submit proofs of
claim to:

         I. Sizov
         Insolvency Manager
         Vokzalnaya Str. 1A
         180004 Pskov
         Russia

The Arbitration Court of Novgorod commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. A44-1062/05-4k.

The Debtor can be reached at:

         CJSC Otis
         Sovetskay Str. 12
         Ermolovka
         Novgorod
         Russia


PROFIT CJSC: Creditors Must File Claims by Aug. 9
-------------------------------------------------
Creditors of CJSC Garment Factory Profit have until Aug. 9 to
submit proofs of claim to:

         I. Gorn
         Insolvency Manager
         Post User Box 1530
         634006 Tomsk
         Russia

The Arbitration Court of Krasnoyarsk commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. A33-5326/2007.

The Court is located at:

         The Arbitration Court of Krasnoyarsk
         Lenina Str. 143
         660021 Krasnoyarsk
         Russia

The Debtor can be reached at:

         CJSC Garment Factory Profit
         Krupskoj Str. 28
         Achinsk
         662150 Krasnoyarsk
         Russia


SIB-STROY-INVEST: Creditors Must File Claims by Aug. 9
-------------------------------------------------------
Creditors of CJSC Evrikom have until Aug. 9 to submit proofs of
claim to:

         E. Derbeneva
         Insolvency Manager
         Kirova Pr. 108a- 107
         Leninsk-Kuznetskiy
         652515 Kemerovo
         Russia

The Arbitration Court of Tomsk commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. A67-7778/06.

The Debtor can be reached at:

         LLC Sib-Stroy-Invest
         Belinskogo Str. 15
         Tomsk
         Russia


STEEL PLUS: Creditors Must File Claims by Aug. 9
------------------------------------------------
Creditors of LLC Steel Plus (TIN 5609032417) have until Aug. 9
to submit proofs of claim to:

         V. Ananyev
         Insolvency Manager
         Apartment 65
         Tereshkovoj Str. 241
         460050 Orenburg
         Russia

The Arbitration Court of Orenburg commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. A47-173 7/2007-14GK.

The Court is located at:

         The Arbitration Court of Orenburg
         9th January Str. 64
         460046 Orenburg
         Russia

The Debtor can be reached at:

         LLC Steel Plus
         Zagorodnoye Shosse 4
         Orenburg
         Russia


STROY-DETAIL CJSC: Creditors Must File Claims by Aug. 9
-------------------------------------------------------
Creditors of CJSC Factory Stroy-Detail have until Aug. 9 to
submit proofs of claim to:

         A. Nikitin
         Insolvency Manager
         1st Yuzhnaya Str. 50
         Cheboksary
         Chuvashiya
         Russia

The Arbitration Court of Chuvashiya commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. A79-6696/2005.

The Debtor can be reached at:

         CJSC Factory Stroy-Detail
         Promyshlennaya Str. 93
         Novocheboksarsk
         Chuvashiya
         Russia


TRANSNEFT OAO: Regulator Fines Firm for ESPO Violations
-------------------------------------------------------
OAO Transneft is facing a fine from the Federal Environmental,
Engineering and Nuclear Supervision Agency (Rostekhnadzor) for
committing 15 violations in its East Siberia-Pacific Ocean
(ESPO) pipeline project, Reuters reports.

A Rostekhnadzor spokesman told Reuters that the violations
include:

   -- lack of electrochemical corrosion protection on ESPO
      sections;

   -- old sections that were in need of replacement;

   -- poor maintenance; and

   -- non-disposed waste on parts of the route.

Transneft is currently building the 4,700-kilometer ESPO.  The
company finished constructing around 950 km of the pipeline.
Transneft expects to complete ESPO by late 2008.

                      About Transneft

Headquartered in Moscow, Russia, OAO Transneft --
http://www.transneft.ru/-- operates one of the largest networks
of oil pipelines in the world.  The company moves crude oil
through more than 30,000 miles of pipeline stretching across
Eastern Europe and Asia.  Transneft operates a transportation
network consisting of more than 30,000 miles of pipeline, about
330 pump stations, and 934 tankers capable of storing more than
13 million cu. meters of petroleum product.  The company
transports about 93% of the oil produced in Russia.

                        *     *     *

OAO Transneft carries Fitch's 'BB' rating.


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


SCANMINING AB: Production Delays Prompt Bankruptcy Filing
---------------------------------------------------------
ScanMining AB plans to file for bankruptcy protection after it
reported production delays and higher expenses at its Blaiken
zinc mine, Mining Journal reports.

According to the report, ScanMining expected the mine to begin
production in June to August 2007, but technical faults at the
processing plant and lower ore grades led to a fall in the
company's income.

"During the restructuring, the company intends to look at the
possibilities for optimizing production capacity and available
options for financing," the company stated.

Headquartered in Karlstad, Sweden, ScanMining AB --
http://www.scanmining.se/-- engages in mining and exploration
company seeking deposits and develop mining operations under own
management.  The company has three subsidiaries, a wholly owned
ScanMining Oy, a wholly owned Blaikengruvan AB (formerly
ScanDrill AB), and a 50%-owned Scanor Mining AB.


=====================
S W I T Z E R L A N D
=====================


A – Z JSC: Aargau Court Starts Bankruptcy Proceedings
-----------------------------------------------------
The Bankruptcy Court of Aargau commenced bankruptcy proceedings
against JSC A – Z on May 14.

The Bankruptcy Service of Aargau can be reached at:

         Bankruptcy Service of Aargau
         Office Brugg
         5201 Brugg AG
         Switzerland

The Debtor can be reached at:

         JSC A – Z
         Im Feld 3
         5332 Rekingen
         Zurzach AG
         Switzerland


BARRY CALLEBAUT: Moody's Rates EUR350 Mln Senior Notes at (P)Ba1
----------------------------------------------------------------
Moody's Investors Service affirmed the Ba1 Corporate Family
Rating of Barry Callebaut, with a stable outlook.  At the same
time, the agency assigned a (P)Ba1 rating to the proposed EUR350
million Senior Notes due 2017.

Moody's believes that the notes will enhance the company's
sources of liquidity while extending the company's debt maturity
profile and increasing the share of fixed rate debt.  The
enhanced liquidity should provide the company with greater
flexibility to manage increased raw material prices and fulfil
its commitments under two recent partnership agreements with
Hershey and Nestle, while providing a back-up facility for its
ongoing ABS and CP programs.

At the time of issuance, Moody's expects that the company's
total debt burden will remain virtually unchanged, as the entire
notes proceeds (minus transaction fees) will be used to
refinance existing borrowings, notably the drawings under the
company's EUR850 million Senior Unsecured Credit Facility.
Moody's expects, nevertheless, that the additional liquidity
will be used in part to fund the company's expansion in new
countries, while also being required to fund potentially higher
volatility in working capital cycles on account of increased raw
material prices, notably for cocoa.

Following the transaction, the company's liquidity is expected
to consist predominantly of its EUR850 million credit
facilities, which are expected to be undrawn following the
completion of the transaction.  A significant portion of these
facilities is retained as a back-up for the ongoing ABS and CP
programs, which amounted to CHF354 million (EUR213 million) and
CHF255 million (EUR154 million), respectively, at the end of
Financial Year 2006.  Moody's notes that significant liquidity
is also required to cover seasonal swings in working capital.

The notes are to be issued by Barry Callebaut Services NV
(Belgium), and guaranteed by the direct parent company, Barry
Callebaut AG and certain of its subsidiaries.  The notes will be
senior unsecured obligations of the issuer, and will rank pari
passu with all other such obligations of the issuer, including
the existing EUR850 million senior unsecured credit facility.
Moody's cautions that there may be limitations on the
enforceability of guarantees under different jurisdictions. T he
Notes are assigned a (P)Ba1 rating (LGD4, 60%), the same level
as the CFR, on the basis that they will be subordinated to only
a limited amount of secured debt and debt at the non-guarantor
level.  At the same time, Moody's has changed the Probability of
Default rating for the company from Ba2 to Ba1, based on a 50%
expected recovery rate which is generally applied to companies
with both bank and bond debt.

The outlook remains stable, as Moody's expects that future
borrowings of the company will be commensurate with the
company's own growth.  If the company were able to improve its
credit metrics with Adjusted Debt/EBITDA falling below 3.5x on a
sustainable basis versus 4x recorded at the end of FY2006,
possibly benefiting from new partnership agreements, this could
be positive for the ratings or outlook.  If the company's
adjusted Debt/EBITDA were to rise above 4.5x, possibly resulting
from an inability to pass on rising raw material prices to the
client base, the rating or outlook could be revised downward.

Barry Callebaut AG, incorporated in Zurich, Switzerland, is a
fully integrated company from the sourcing of raw materials
through to the production of semi-finished and finished
chocolate products.  In the 12 months to February 2007, the
company reported revenues and EBITDA (before exceptionals) of
CHF4.2 billion and CHF421 million, respectively.


CRESCENDO ST. MORITZ: Creditors' Liquidation Claims Due July 11
---------------------------------------------------------------
Creditors of LLC CresCendo St. Moritz have until July 11 to
submit their claims to:

         Andri Manatschal
         Liquidator
         Crusch 22
         7503 Samedan
         Maloja GR
         Switzerland

The Debtor can be reached at:

         LLC CresCendo St. Moritz
         St. Moritz GR
         Switzerland


DOCTOR’S WINERY: Creditors' Liquidation Claims Due July 11
----------------------------------------------------------
Creditors of LLC Doctor’s Winery have until July 11 to submit
their claims to:

         Georges Stergiou
         Liquidator
         Hintere Bergstrasse 50
         8942 Oberrieden
         Horgen ZH
         Switzerland

The Debtor can be reached at:

         LLC Doctor’s Winery
         Oberrieden
         Horgen ZH
         Switzerland


ELWAS LLC: Creditors' Liquidation Claims Due July 12
----------------------------------------------------
Creditors of LLC ELWAS have until July 12 to submit their claims
to:

         JSC Pyrateam Treuhand
         Liquidator
         Bernstrasse 183
         4852 Rothrist
         Zofingen AG
         Switzerland

The Debtor can be reached at:

         LLC ELWAS
         Rothrist
         Zofingen AG
         Switzerland


HELVETIA JSC: Creditors' Liquidation Claims Due July 16
-------------------------------------------------------
Creditors of JSC Helvetia have until July 16 to submit their
claims to:

         Susenbergstrasse 31
         8044 Zurich
         Switzerland

The Debtor can be reached at:

         JSC Helvetia
         Zurich
         Switzerland


HERCULES INC: S&P Revises Outlook from Stable to Positive
---------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
Wilmington, Delaware-based Hercules Inc. to positive from stable
and affirmed the existing 'BB' corporate credit rating.

The outlook revision recognizes the potential for a continuation
of the steady strengthening of key cash flow protection
measures.

S&P also raised the rating on the company's 6.6% notes due 2027
to 'BBB-' from 'BB' and assigned a '1' recovery rating,
reflecting our expectation of very high recovery (90%-100%) in
the event of default and asset protection on par with the
secured bank debt.

"We could raise all of the ratings within the next 12 months if
business conditions remain favorable and the company's leverage
policies support a financial profile that exceeds expectations
for the current ratings," said Standard & Poor's credit analyst
Wesley E. Chinn.

The ratings reflect Hercules' aggressive, albeit declining, debt
balance; low-growth, very competitive pulp and paper chemicals
markets; and some exposure to asbestos-related liabilities.
These negatives are partially offset by Hercules' satisfactory
business profile--generating annual revenues of about $2
billion--in the specialty chemical sector, a long track record
of good operating margins, and improving cash flow generation.

Hercules derives roughly 60% of its consolidated operating
earnings from the Aqualon group, a leading producer of water-
soluble polymers.  Diverse end markets include water-based
paints and coatings, construction materials, personal care,
pharmaceutical, food, and oil and gas drilling.  Another
positive is a strong global presence, as more than 60% of
Aqualon's sales come from outside the U.S. Aqualon's results
should continue to benefit from increasing environmental
awareness, regulation favoring water-soluble polymers, global-
supply arrangements with customers, and the increasing use of
products in emerging markets.  In particular, volume growth
should reflect new capacity expansions in China, and S&P expect
the overall energy business to be one of the larger growth
components for Aqualon.


Hercules Inc. (NYSE:HPC) -- http://www.herc.com/-- manufactures
and markets chemical specialties globally for making a variety
of products for home, office and industrial markets.  The
company has its regional headquarters in China and Switzerland,
and a production facility in Brazil.


PREMIER DEVELOPMENTS: Creditors' Liquidation Claims Due July 31
---------------------------------------------------------------
Creditors of JSC Premier Developments have until July 31 to
submit their claims to:

         Markus Stalder
         Liquidator
         Sinserstrasse 65
         6330 Cham ZG
         Switzerland

The Debtor can be reached at:

         JSC Premier Developments
         Zug
         Switzerland


SAPHIR FINANZ: Creditors' Liquidation Claims Due July 16
--------------------------------------------------------
Creditors of JSC Saphir Finanz have until July 16 to submit
their claims to:

         Thomas Bollhalder
         Liquidator
         Rebbergstrasse 22
         8102 Oberengstringen
         Dietikon ZH
         Switzerland

The Debtor can be reached at:

         JSC Saphir Finanz
         Oberengstringen
         Dietikon ZH
         Switzerland


SYSTRADE JSC: Arlesheim Court Starts Bankruptcy Proceedings
-----------------------------------------------------------
The Bankruptcy Court of Arlesheim in Basel-Country commenced
bankruptcy proceedings against JSC Systrade on May 14.

The Bankruptcy Service of Arlesheim can be reached at:

         Bankruptcy Service of Arlesheim
         4144 Arlesheim BL
         Switzerland

The Debtor can be reached at:

         JSC Systrade
         Kagenstr. 17
         4153 Reinach BL
         Switzerland


W. ESSER LLC: Creditors' Liquidation Claims Due July 12
-------------------------------------------------------
Creditors of LLC W. Esser have until July 12 to submit their
claims to:

         Melanie Bertschi
         Liquidator
         Hinterdorfstrasse 6
         8194 Huntwangen
         Bulach ZH
         Switzerland

The Debtor can be reached at:

         LLC W. Esser
         Embrach
         Bulach ZH
         Switzerland


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


ALFA CJSC: Creditors Must File Claims by July 3
-----------------------------------------------
Creditors of CJSC Insurance Company Alfa (code EDRPOU 32492262)
have until July 3 to submit written proofs of claim to:

         The Economic Court of Kiev
         B. Hmelnitskij Boulevard 44-B
         01030 Kiev
         Ukraine

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 23/266.

The Debtor can be reached at:

         CJSC Insurance Company Alfa
         Kropivnitsky Str. 1
         Kiev
         Ukraine


ANTERA LLC: Creditors Must File Claims by July 3
------------------------------------------------
Creditors of LLC Antera (code EDRPOU 32208898) have until July 3
to submit written proofs of claim to:

         The Economic Court of Kiev
         B. Hmelnitskij Boulevard 44-B
         01030 Kiev
         Ukraine

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 23/265.

The Debtor can be reached at:

         LLC Antera
         Mechnikov Str.
         Kiev
         Ukraine


BUILDING-TECHNICAL COMPANY: Creditors Must File Claims by July 3
----------------------------------------------------------------
Creditors of LLC Building-Technical Company (code EDRPOU
32160654) have until July 3 to submit written proofs of claim
to:

         The Economic Court of Kiev
         B. Hmelnitskij Boulevard 44-B
         01030 Kiev
         Ukraine

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 23/289.

The Debtor can be reached at:

         LLC Building-Technical Company
         Apartment 49
         P. Mirny Str. 11
         Kiev
         Ukraine


CONSUL-CONTACT LLC: Creditors Must File Claims by July 3
--------------------------------------------------------
Creditors of LLC Consul-Contact (code EDRPOU 33058487) have
until July 3 to submit written proofs of claim to:

         The Economic Court of Kiev
         B. Hmelnitskij Boulevard 44-B
         01030 Kiev
         Ukraine

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 23/376.

The Debtor can be reached at:

         LLC Consul-Contact
         Schors Str. 29
         Kiev
         Ukraine


INTER-BEL LLC: Creditors Must File Claims by July 3
---------------------------------------------------
Creditors of LLC Inter-Bel (code EDRPOU 33685380) have until
July 3 to submit written proofs of claim to:

         State Tax Inspection of Vinnica
         Liquidator
         30 Years of Victory Str. 21
         Vinnica
         Ukraine

The Economic Court of Vinnica commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 5/42-07.

The Court is located at:

         The Economic Court of Vinnica
         Hmelnickiy Str. 7
         21036 Vinnica
         Ukraine

The Debtor can be reached at:

         LLC Inter-Bel
         Theatre Str. 39
         Vinnica
         Ukraine


IVANYCHI DELIVERY: Creditors Must File Claims by July 3
-------------------------------------------------------
The Economic Court of Volin commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 1/60-B.

Creditors of OJSC Ivanychi Regional Agricultural Delivery (code
EDRPOU 00902694) have until July 3 to submit written proofs of
claim to:

         I. Kostiukevich
         Liquidator
         Grushevsky Str. 30/22
         43000 Lutsk
         Ukraine

The Debtor can be reached at:

         OJSC Ivanychi Regional Agricultural Delivery
         Machine Operators Str. 12-a
         Ivanychi
         45300 Volin
         Ukraine


MELITO LLC: Creditors Must File Claims by July 3
------------------------------------------------
Creditors of LLC Trade House Melito (code EDRPOU 30522059) have
until July 3 to submit written proofs of claim to:

         The Economic Court of Kiev
         B. Hmelnitskij Boulevard 44-B
         01030 Kiev
         Ukraine

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 23/631.

The Debtor can be reached at:

         LLC Trade House Melito
         Narodov Boulevard 38
         Druzhba
         Kiev
         Ukraine


MORO LLC: Proofs of Claim Deadline Set July 3
---------------------------------------------
The Economic Court of Zhytomir commenced bankruptcy supervision
procedure on the company.  The case is docketed under Case No.
7/37-B.

Creditors of Joint Ukrainian-Italian Enterprise LLC Moro (code
EDRPOU 13554533) have until July 3 to submit written proofs of
claim to:

The Court is located at:

         The Economic Court of Zhytomir
         Putiatinskiy Square 3/65
         10014 Zhytomir
         Ukraine

The Debtor can be reached at:

         Joint Ukrainian-Italian Enterprise LLC Moro
         Heroes Firemen Str. 122
         Zhytomir
         Ukraine


OSCAR LLC: Creditors Must File Claims by July 3
-----------------------------------------------
Creditors of LLC Oscar (code EDRPOU 31750473) have until July 3
to submit written proofs of claim to:

         The Economic Court of Kiev
         B. Hmelnitskij Boulevard 44-B
         01030 Kiev
         Ukraine

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 23/263.

The Debtor can be reached at:

         LLC Oscar
         Liuteranskaya Str.
         Kiev
         Ukraine

YAVIR-K LLC: Proofs of Claim Deadline Set July 3
------------------------------------------------
Creditors of LLC Yavir-K have until July 3 to submit written
proofs of claim to:

         Ruslan Puriy
         Temporary Insolvency Manager
         P.O. Box 8110
         79066 Lvov
         Ukraine

The Economic Court of Lvov commenced bankruptcy supervision
procedure on the company.  The case is docketed under Case No.
6/46-8/62.

The Debtor can be reached at:

         LLC Yavir-K
         Lvov Str. 55
         Yavoriv District
         Ivano-Frankovoe
         81070 Lvov
         Ukraine

The Court is located at:

         The Economic Court of Lvov
         Lichakivska Str. 81
         79010 Lvov
         Ukraine


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


AMR CORPORATION: Sees US$12 Mln Cut in Annual Interest Expense
--------------------------------------------------------------
AMR Corporation, the parent company of American Airlines Inc.,
provided an update on actions taken in the second quarter of
2007 as part of its ongoing efforts to strengthen its balance
sheet and build a stronger financial foundation.  The company
said that these actions are expected to eliminate about $12
million in annual net interest expense.

Actions in the second quarter include:

    -- American amended the $442 million floating rate term loan
       portion of its credit facility, which has been
       outstanding since December 2004, lowering the interest
       rate from 3.25% over LIBOR to 2% over LIBOR.

    -- AMR's wholly-owned subsidiary, American Eagle Airlines
       Inc., prepaid $48.2 million in principal amount of
       aircraft debt.  The debt prepayment is in addition to
       AMR's $1.3 billion in scheduled principal payments in
       2007.

    -- American refinanced $127.7 million of bonds that were
       originally issued to fund facilities expansion and
       renovation at Dallas/Fort Worth International Airport,
       reducing the interest rate by 1.75 percentage
       points to 5.5%.

    -- American refinanced $108.7 million in bonds that were
       originally issued to fund expansion and improvements at
       O'Hare International Airport in Chicago, reducing the
       interest rate by 2.7 percentage points to 5.5%.

These efforts by AMR to improve its balance sheet follow similar
actions taken by the company earlier in 2007, which resulted in
the elimination of more than $15 million in annual net interest
expense.

AMR anticipates ending the second quarter of 2007 with about
$6.2 billion in cash and short-term investments, including a
restricted balance of about $500 million, compared to a cash and
short-term investment balance of $5.7 billion, including a
restricted balance of $525 million, at the end of the second
quarter of 2006.

The company expects to end the second quarter of 2007 with total
debt, which the company defines as the aggregate of its long-
term debt, capital lease obligations, the principal amount of
airport facility tax-exempt bonds and the present value of
aircraft operating lease obligations, of about $17.3 billion.
AMR's total debt was about $19.4 billion at the end of the
second quarter of 2006 and about $20.1 billion at the end of
2005.

The company expects to end the second quarter of 2007 with net
debt, which the company defines as Total Debt less unrestricted
cash and short-term investments, of about $11.6 billion,
compared to net debt of about $14.2 billion at the end of the
second quarter of 2006 and about $16.3 billion at end of 2005.

"We continue to make progress in strengthening our balance
sheet, which gives us greater flexibility and builds our
foundation for the future," said Thomas W. Horton, executive
vice president of finance and planning and chief financial
officer of AMR.  "We have more work ahead of us to reduce debt
and improve our overall cost structure, but we believe that we
are on the right path to position the company for long-term
success."

                       About AMR Corporation

Headquartered in Forth Worth, Texas, AMR Corporation (NYSE:
AMR) operates with its principal subsidiary, American Airlines
Inc. -- http://www.aa.com/-- a worldwide scheduled passenger
airline.  At the end of 2006, American provided scheduled jet
service to about 150 destinations throughout North America, the
Caribbean, Latin America, Europe and Asia.  American is also a
scheduled airfreight carrier, providing freight and mail
services to shippers throughout its system.

Its wholly owned subsidiary, AMR Eagle Holding Corp., owns two
regional airlines, American Eagle Airlines Inc. and Executive
Airlines Inc., and does business as "American Eagle."  American
Beacon Advisors Inc., a wholly owned subsidiary of AMR, is
responsible for the investment and oversight of assets of AMR's
U.S. employee benefit plans, as well as AMR's short-term
investments.

                          *     *     *

As reported in the Troubled Company Reporter on June 21, 2007,
Moody's Investors Service assigned a rating of Caa1 to the
Chicago O'Hare International Airport Special Facility Revenue
Refunding Bonds, Series 2007 (American Airlines Inc. Project).
Moody's affirmed all ratings of AMR Corporation and its
subsidiaries, corporate family rating at B2, and the outlook
remains stable.


BLITZ ENTERPRISES: Appoints Administrators from Baker Tilly
-----------------------------------------------------------
Mark John Wilson and Tracey Elizabeth Callaghan of Baker Tilly
Restructuring and Recovery LLP were appointed joint
administrators of Blitz Enterprises (U.K.) Ltd. (Company Number
4658065) on
June 13.

Baker Tilly -- http://www.bakertilly.co.uk/-- provides auditing
and other services for mid-cap and smaller publicly listed
companies and private companies, particularly those expanding
into new foreign markets.  Services include business and
financial planning, tax-related services, corporate finance,
litigation support, turnaround services, and technology
consulting.

The company can be reached at:

         Blitz Enterprises (U.K.) Ltd.
         Unit C
         Valley Park
         Olds Approach
         Watford
         WD18 9TL
         England
         Tel: 01923 770 776


BRAMMER INVESTMENTS: Taps Joint Administrators from KPMG
--------------------------------------------------------
Paul Flint, David Costley-Wood and Brian Green of KPMG LLP were
appointed joint administrators of Brammer Investments Ltd.
(Company Number 5840359) on June 15.

KPMG LLP -- http://www.kpmg.co.uk/-- offers accounting, audit,
and tax-related services to customers in such target industries
as banking, media and entertainment, consumer products, health
care providers, insurance, and pharmaceuticals.

The company can be reached at:

         Brammer Investments Ltd.
         29 Waterloo Road
         Wolverhampton
         WV1 4DJ
         England


BRITISH SKY: Reacts to Ofcom’s Probe on Proposed DTT Pay TV
-----------------------------------------------------------
British Sky Broadcasting plc reacted furiously after the Office
of Communications revealed that it will conduct a public
consultation on proposals from BSkyB and National Grid Wireless
Ltd. to replace Sky’s free channels with pay TV services on the
digital terrestrial television (DTT) platform, reports say.

Following Sky's indicative announcement of these plans on
Feb. 8, 2007, Ofcom has been supplied with further detail by the
two companies and now has sufficient information to review the
proposals.

Sky is seeking to replace its three existing free-to-air
channels with three pay television channels on DTT.  However,
Sky is not proposing to use MPEG4 compression technology at this
stage, as originally stated in its previous announcement.

The applications raise a number of important issues, including a
consideration of how Ofcom can best ensure fair and effective
competition for the benefit of consumers.

Ofcom expects to issue a consultation document in the autumn,
provided there are no further delays in the conclusion of
outstanding technical and commercial issues between the
applicants.  Ofcom’s normal consultation period is ten weeks.
This will be followed by a Statement, which Ofcom would hope to
publish early next year.

According to The Guardian, Sky was further angered by the delay
of the public consultation.

In the meantime, NGW is obliged to ensure that Sky’s free-to-air
channels remain on the DTT platform pending the outcome of
Ofcom’s review.

By bringing back some of the U.K.'s most popular pay-TV content
to the DTT platform, Sky aims to create more choice for
customers who are interested in upgrading from free-to-air to
pay-TV.  This represents an attractive commercial opportunity,
benefiting from existing investments in programming and
infrastructure, and attracting new customers to Sky over and
above current plans for the growth of Sky's satellite service.

The line-up of channels on the new service will offer a range of
content including sports, movies, entertainment and news.  The
sports service will include live coverage from the Barclays
Premiership and other top events.

                          About BSkyB

Headquartered in Isleworth, England, British Sky Broadcasting
Group PLC -- http://www.sky.com/-- is the holding company of
the British Sky Broadcasting group of companies.  British Sky
Broadcasting Group plc and its subsidiaries operate the pay
television broadcast service in the United Kingdom and Ireland.
The Company acquires programming to broadcast on its channels
and supplies certain of those channels to cable operators for
them to retransmit to their subscribers in the United Kingdom
and Ireland.  It retails channels (both its own and third
parties) to direct-to-home subscribers and to a limited number
of digital subscriber line subscribers.  The Company also makes
three of its channels available via the United Kingdom free-to-
air digital terrestrial television platform, which markets
itself under the brand Freeview.

At Dec. 31, 2006, the Groups' balance sheet showed
GBP4.1 billion in total assets, GBP4.3 billion in total
liabilities, and GBP145 million in stockholders' deficit.

The Group's Dec. 31 balance sheet also showed strained liquidity
with GBP1.8 billion in total currents assets available to pay
GBP2.2 billion in total liabilities coming due within the next
12 months.


BULLET POINT: Brings In Liquidators from Deloitte & Touche
----------------------------------------------------------
Ian Brown and Adrian Peter Berry of Deloitte & Touche LLP were
appointed joint liquidators of Bullet Point Presentations Ltd.
on May 31 for the creditors’ voluntary winding-up procedure.

Deloitte & Touche LLP -- http://www.deloitte.com/-- provides
audit, tax, consulting and corporate finance services through
more than 9,000 people in 21 locations.  The group is the United
Kingdom member firm of Deloitte Touche Tohmatsu, a Swiss Verein
whose member firms are separate and independent legal entities.

The company can be reached at:

         Bullet Point Presentations Ltd.
         Park House
         Wilmington Street
         Leeds
         LS7 2BP
         England
         Tel: 0113 200 7600
         Fax: 0113 200 7601


CELLARET LTD: Neil Chesterton Leads Liquidation Procedure
---------------------------------------------------------
Neil Chesterton of The MacDonald Partnership Plc was appointed
liquidator of The Cellaret Ltd. on May 28 for the creditors’
voluntary winding-up procedure.

The company can be reached at:

         The Cellaret Ltd.
         18 Rosebery Avenue
         London
         EC1R 4TS
         England
         Tel: 0845 226 0197
         Fax: 0845 226 0198


CORPBRAND IDENTITY: Joint Liquidators Take Over Operations
----------------------------------------------------------
Laurence Pagden and Ian D. Williams of Benedict Mackenzie LLP
were appointed joint liquidators of Corpbrand Identity Ltd. on
May 31 for the creditors’ voluntary winding-up procedure.

The company can be reached at:

         Corpbrand Identity Ltd.
         12 Baylis Mews
         Twickenham
         TW1 3HQ
         England
         Tel: 020 8891 0960
         Fax: 020 8891 1901


DAW FABRICATION: Names Gordon Allan Mart Simmonds Liquidator
------------------------------------------------------------
Gordon Allan Mart Simmonds was appointed liquidator of Daw
Fabrication & Coating Ltd. on June 1 for the creditors’
voluntary winding-up procedure.

The company can be reached at:

         Daw Fabrication & Coating Ltd.
         Barnfield Works
         Raglan Street
         Hyde
         Cheshire
         SK14 2DX
         England
         Tel: 0161 368 4006


EUROTUNNEL GROUP: New Stock to Start Eurolist Trading Today
-----------------------------------------------------------
The first admission of the Groupe Eurotunnel S.A. (aka
Eurotunnel Group) shares and warrants to listing and trading on
Eurolist by EuronextTM, as well as of the notes redeemable in
Groupe Eurotunnel shares issued by Groupe Eurotunnel SA's UK
subsidiary, Eurotunnel Group U.K. plc, took place July 2, 2007.

The shares in Groupe Eurotunnel SA and the notes redeemable in
GET SA shares issued by EGP will be admitted to trading on the
London Stock Exchange for the first time on the same date.

The settlement of Groupe Eurotunnel exchange tender offer and
the financial restructuring took place on June 28, 2007, under
the aegis of the Commissioners for the execution of the
safeguard plan.

The international operation, organized by Freshfield Bruckaus
Deringer France, legal advisers to Groupe Eurotunnel S.A., was
implemented by the Caisse des Depots et Consignation closely
with BNP Securities Services, the company’s registrars and Lucid
Issuer Services in relation to bondholders.

Groupe Eurotunnel SA being the holder, as at June 28, 2007, of
over 90% of the Eurotunnel SA/PLC units, requested from the U.K.
Listing Authority the cancellation of the listing of the
Eurotunnel Units in London.

The shareholders concerned were informed that the required
notice period of 20 business days starts June 29, 2007, and that
the delisting should occur around July 27, 2007.  A similar
request for delisting will be made in respect of the listing of
the units in Brussels.

The names of Eurotunnel SA and Eurotunnel PLC, now subsidiaries
of Groupe Eurotunnel SA, are to be changed to TNU SA and TNU PLC
respectively.

"We have successfully turned a new page.  Groupe Eurotunnel SA
has now taken its place amongst other large European business
with an expanding future," Groupe Eurotunnel chairman and CEO
Jacques Gounon disclosed.

                       About Eurotunnel

Headquartered in Folkestone, United Kingdom and Calais, France,
Eurotunnel Group (aka Groupe Eurotunnel S.A.) --
http://www.eurotunnel.co.uk/-- operates a fleet of 25 shuttle
trains, which carry cars, coaches and trucks.  It manages the
infrastructure of the Channel Tunnel and receives toll revenues
from train operating companies whose trains pass through the
Tunnel.

The British and French governments have granted Eurotunnel a
concession to operate the Channel Tunnel until 2086.

Eurotunnel Group files reports in the U.S. Securities and
Exchange Commission under the names of Eurotunnel PLC (ETNUF.PK)
and Eurotunnel S.A. (ETTFF.PK).

At Dec. 31, 2006, Eurotunnel's balance sheet showed GBP5.25
billion in total assets, GBP6.56 billion in total liabilities
and GBP1.32 billion in shareholders' deficit.

                     Safeguard Protection

Eurotunnel obtained Aug. 2, 2006, an order placing the channel
operator under the protection of the Court pursuant to the new
safeguard legislation (Procedure de sauvegarde).  At the end of
2006, the group's creditors and bondholders approved a plan to
decrease its GBP6.2 billion debt to GBP2.84 billion.

On Jan. 15, 2007, the Court approved Eurotunnel's safeguard
plan, backed by the court-appointed representatives to the
company and to the creditors.


GAP INC: Eyes Closure of Unprofitable Outlets in the U.K.
---------------------------------------------------------
Gap Inc. will close underperforming stores in secondary
locations in the United Kingdom as part of a comprehensive
review of its property portfolio, Jonathan Russell writes for
The Sunday Telegraph.

Gap has appointed property agent Churston Heard to review its
171-strong U.K. chain.  According to a source close to the
company, Gap could not afford to pay the current rent level of
around GBP40 per square foot, the Telegraph adds.

A spokeswoman for Gap however said the fashion retailer is
committed to Europe which it feels will be the growth engine of
the business.

Gap is set to open its first Banana Republic outlet on Regent
Street later this year.  If successful, the US retailer may
convert suitable Gap outlets to the new format, The Sunday
Telegraph relates.

                        About Gap Inc.

Gap Inc. (NYSE: GPS) -- http://www.gapinc.com/-- is an
international specialty retailer offering clothing, accessories
and personal care products for men, women, children and babies
under the Gap, Banana Republic, Old Navy, Forth & Towne and
Piperlime brand names.  Gap Inc. operates more than 3,100 stores
in the United States, the United Kingdom, Canada, France,
Ireland and Japan.  In addition, Gap Inc. is expanding its
international presence with franchise agreements for Gap and
Banana Republic inSoutheast Asia and the Middle East.

                            *   *   *

As reported in the Troubled Company Reporter on Jan. 10, 2007,
Fitch has downgraded its ratings on The Gap Inc.'s Issuer
Default Rating to 'BB+' from 'BBB-' and Senior unsecured notes
to 'BB+' from 'BBB-'.  The Rating Outlook is Negative.

As reported in the Troubled Company Reporter on Nov. 21, 2006,
Standard & Poor's Ratings Services lowered its corporate credit
and senior unsecured ratings on San Francisco-based The Gap Inc.
to 'BB+' from 'BBB-'.  S&P said the outlook is stable.


GLOBAL TELECOMS: Appoints Administrative Receivers from Begbies
---------------------------------------------------------------
Lloyd Bisco and Mark Robert Fry of Begbies Traynor were
appointed joint administrative receivers of Global Telecoms
Distribution PLC (Company Number 4387598) on May 30.

Begbies Traynor -- http://www.begbies.com/-- assists companies,
creditors, financial institutions and individuals on all aspects
of financial restructuring and corporate recovery.

The company can be reached at:

         Global Telecoms Distribution P.L.C.
         110 Brooker Road
         Waltham Abbey
         EN9 1JH
         England
         Tel: 01992 825 825
         Fax: 01992 825 834


GREAT HALL: Moody's Rates Classes Ea & Eb Notes at Ba1
------------------------------------------------------
Moody's Investors Service assigned definitive credit ratings to
these classes of Notes issued by Great Hall Mortgages No. 1 Plc,
for Series 2007-02:

   -- Aaa to the GBP278.8 million Class Aa Notes due 2039;
   -- Aaa to the EUR30 million Class Ab Notes due 2039;
   -- Aaa to the USD600 million Class Ac Notes due 2039;
   -- Aa2 to the GBP75.2 million Class Ba Notes due 2039;
   -- A2 to the GBP9 million Class Ca Notes due 2039;
   -- A2 to the EUR42.1 million Class Cb Notes due 2039;
   -- Baa2 to the GBP2 million Class Da Notes due 2039
   -- Baa2 to the EUR28 million Class Db Notes due 2039
   -- Ba1 to the GBP7.5 million Class Ea Notes due 2039; and
   -- Ba1 to the EUR10 million Class Eb Notes due 2039.

All notes will rank pari passu and pro rata with the other Notes
of the same rating.

Moody's previously assigned provisional ratings on the Notes on
June 7, 2007.

This transaction represents the third securitization transaction
sponsored by JPMorgan Chase Bank, N.A. through its Great Hall
Mortgages No. 1 Plc program.  The collateral was originated by
Platform Funding Limited, a wholly-owned subsidiary of Britannia
Building Society (A2, Prime-1), a party that has a good track
record in the securitization market.

The ratings of the Notes are based upon an analysis of the
characteristics of the mortgage pool backing the Notes, the
protection the Notes receive from credit enhancement against
defaults and arrears in the mortgage pool, and the legal and
structural integrity of the issue.  The credit enhancement
available in the deal is provided in the form of excess spread,
reserve fund (at closing equal to 1.25% of original note
balance), and subordination of the Class B, C, D, and E Notes.
Subject to certain conditions being met, the reserve fund may
amortize down to a floor of 0.625% of the original note balance.

The 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 final legal 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.


HEALTHY LIFESTYLE: Appoints Neil Francis Hickling as Liquidator
---------------------------------------------------------------
Neil Francis Hickling of Smith & Williamson Ltd. was appointed
liquidator of Healthy Lifestyle Organics Ltd. on May 29 for the
creditors’ voluntary winding-up proceeding.

The company can be reached at:

         Healthy Lifestyle Organics Ltd.
         41 Evesham Road
         Norton
         Evesham
         WR11 4TL
         England
         Tel: 01386 870 662


HERITAGE COATINGS: Taps Peter O’Hara to Liquidate Assets
--------------------------------------------------------
Peter O’Hara was appointed liquidator of Heritage Coatings Ltd.
on May 25 for the creditors’ voluntary winding-up procedure.

The company can be reached at:

         Heritage Coatings Ltd.
         Tower Court Business Centre
         Oakedale Road
         York
         North Yorkshire
         YO30 4XL
         England
         Tel: 01904 557658


LABOUR FORCE: Taps Liquidators from Milner Boardman & Partners
--------------------------------------------------------------
Colin Burke and Gary J. Corbett of Milner Boardman & Partners
were appointed joint liquidators of Labour Force (U.K.)
Recruitment Services Ltd. on May 30 for the creditors’ voluntary
winding-up proceeding.

Milner Boardman -- http://www.milnerboardman.co.uk/-- provides
financial accounting and business advisory services.

The company can be reached at:

         Labour Force (U.K.) Recruitment Services Ltd.
         30 Dale Street
         Liverpool
         L2 5SF
         England
         Tel: 0151 547 3933


LORD CULTURAL: Names Malcolm John Ryan Liquidator
-------------------------------------------------
Malcolm John Ryan of M. J. Ryan & Co. was appointed liquidator
of Lord Cultural Resources Planning & Management Ltd. (formerly
Lord International Ltd.) on May 31 for the creditors’ voluntary
winding-up proceeding.

The company can be reached at:

         Lord Cultural Resources Planning & Management Ltd.
         26 Bloomsbury Square
         Camden
         London
         WC1A 2PJ
         England
         Tel: 020 7607 6622
         Fax: 020 7637 2140


METRONET RAIL: Moody's Cuts Rating to Ba2 on Sr. Sec. Debt Issue
----------------------------------------------------------------
Moody's Investors Service downgraded to Ba2 from Ba1 the senior
secured un-guaranteed debt ratings of both Metronet Rail BCV
Finance Plc and of Metronet Rail SSL Finance Plc.

Moody's is continuing its review of the two entities' ratings
for further possible downgrade, which was initiated on May 8,
2007.  At the same time, the Aaa guaranteed debt ratings of BCV
Finco and SSL Finco have been affirmed.

Moody's notes that the debt raised by BCV Finco is on-lent to
Metronet Rail BCV Limited and the debt raised by SSL Finco is
on-lent to Metronet Rail SSL Limited.  The debt raised will be
used to finance the operation, maintenance and asset upgrade of
part of London Underground.  The downgrade reflects the
materially higher default risk pertaining to the debt of BCV
Finco and SSL Finco, given that committed funding is not
currently available, although Moody's notes that this is
mitigated by the possibility that BCV Finco and SSL Finco's
bankers will reinstate funding availability.

Moody's previous rating action on these issuers (May 8, 2007)
was to downgrade the ratings to
Ba1 and place them on review for further downgrade, reflecting
Moody's view that there was a heightened probability that
neither BCV Finco and SSL Finco will have sufficient available
funding to meet expenditure commitments prior to the first
Service Contract Periodic Review in October 2010 without the
receipt of additional funds from an Extraordinary Review or from
other financial sources.  The ratings were therefore placed on
review for further downgrade pending clarification of the
financial profile of BCV Finco and SSL Finco.

According to Moody's, the Ba2 ratings of both BCV Finco and SSL
Finco reflect:

   (1) the fixed indexed revenue paid to BCV/SSL by London
       Underground Limited under the guarantee of Transport for
       London (rated Aa1, stable);

   (2) the challenging asset upgrade and renewal program, which
       is experiencing material problems, in particular in the
       program to upgrade underground stations;

   (3) BCV and SSL's expected financial profile, and the likely
       cash requirements that are likely to be greater than
       currently available funding without additional revenues
       or de-scoped work;

   (4) the uncertainties of the outcome of an Extraordinary
       Review; and

   (5) the Service Contract termination provisions, together
       with the senior debt structural enhancements that
       underpin the senior debt.

The Ba2 rating represents a high default probability,
commensurate with a low speculative-grade rating, but is
counteracted by an assumption of a low loss severity in the
event that Metronet defaults on its debt obligations.

Moody's believes that it is likely that Metronet's bankers will
provide committed funding availability through the process of an
Extraordinary Review, which has now been requested by BCV and is
likely to be requested by SSL.  It is in the interests of
Metronet, its bankers and its shareholders to agree a negotiated
solution that achieves this prior to the point where the
relevant company runs out of cash.  However, there is a material
likelihood that this will not be the case, and, if left un-
remedied for a period of time, the relevant company may become
subject to a form of insolvency called PPP Administration.

The rating agency understands that, in such circumstances, LUL
may step in on behalf of the relevant company and must, as a
direct obligation, meet the interest and principal payments that
are due to the senior debt funders during that step-in period.
If LUL does not exercise its step-in rights, the funders may
subsequently require LUL to acquire the Service Contract (or as
a collateral obligation purchase the infraco senior debt) in
exchange for an Underpinned Amount, which is defined as a
minimum of 95% of the senior debt outstanding at that time.
Furthermore, if the LUL step-in period continues for 12 months
or more, the funders can require the initiation of a sale
process which would lead to the Service Contract being novated
to an LUL nominee in exchange for an amount at least equivalent
to the Underpinned Amount.

Moody's is maintaining the ratings on review for further
possible downgrade pending the outcome of negotiations between
Metronet, its bankers and its shareholders.  Moody's would
expect to confirm existing ratings if an agreement is reached
that would permit BCV Finco and SSL Finco to draw committed
funding during the process of an Extraordinary Review.  If this
is not the case, and absent an alternative source of funding,
the ratings will likely be downgraded further.

As anticipated by Moody's, on June 21, 2007, BCV sought an
Extraordinary Review, and SSL is expected to do the same later
this year.  The outcome of any Extraordinary Review is very
uncertain given that it is an untested procedure, and Moody's
believes that it is impossible to predict at this juncture how
much of the additional costs that will be referred will be
deemed by the PPP Arbiter as valid additional costs incurred
economically and efficiently.  The rating agency notes that the
PPP Arbiter has previously concluded that, over the first three
years of the BCV and SSL Service Contract, many activities were
not conducted in an economic and efficient manner, although he
acknowledged improvements in the 12 months to March 2006.  The
PPP Arbiter has indicated that an Extraordinary Review may take
up to one year to conclude from the initial reference, although
the PPP Arbiter has the option of awarding an interim increase
in revenues if he concludes that one or both infrastructure
companies require additional funding to meet economic and
efficient costs prior to a final determination.

Assuming that BCV and SSL recover access to committed funding,
the Ba2 rating factors the uncertainty of outcome of the
Extraordinary Review process.  Metronet's financial position
will likely be constrained during this period, until an
understanding of its post review prospects are known.  The level
of recoveries of cost overruns that flow for the review process
will then determine Metronet's prospects over the medium term.

Following this rating action, Metronet Rail BCV Finance plc has
these guaranteed debt ratings outstanding:

   -- GBP350 million Guaranteed Secured Fixed-Rate Bonds due
      2032: Aaa (guaranteed by Ambac Assurance U.K. Limited).

   -- GBP165 million Guaranteed Secured Index Linked Bonds due
      2032: Aaa (guaranteed by Financial Security Assurance
      (U.K.) Limited).

These ratings of Metronet Rail BCV Finance plc are outstanding:

   -- Underlying Ratings of the above two bonds: Ba2, on review
      for downgrade.

   -- GBP510 million of senior secured bank loan facilities:
      Ba2, on review for downgrade.

Further to this rating action, Metronet Rail SSL Finance Plc has
these guaranteed debt ratings outstanding:

   -- GBP350 million Guaranteed Secured Fixed-Rate Bonds due
      2032: Aaa (guaranteed by Financial Security Assurance
      (U.K.) Limited)

   -- GBP165 million Guaranteed Secured Index Linked Bonds due
      2032: Aaa (guaranteed by Ambac Assurance UK Limited)

These ratings of Metronet Rail SSL Finance plc are outstanding:

   -- Underlying Ratings of the above two bonds: Ba2, on review
      for downgrade.

   -- GBP510 million of senior secured bank loan facilities:
      Ba2, on review for downgrade.

Metronet Rail BCV Finance Plc is a financing conduit that raises
finance and on-lends the proceeds to Metronet Rail BCV Limited,
and Metronet Rail SSL Finance Plc is a financing conduit that
raises finance and on-lends the proceeds to Metronet Rail SSL
Limited.  Metronet Rail BCV Limited and Metronet Rail SSL
Limited are companies that provide infrastructure upgrade,
operation and maintenance services to London Underground Limited
under the terms of the Service Contracts which form part of the
London Underground Public Private Partnership.


PACIFIC CONTINENTAL: Taps Smith & Williamson as Administrators
--------------------------------------------------------------
Stephen Robert Cork and Joanne Elizabeth Milner of Smith &
Williamson Ltd. were appointed joint administrators of Pacific
Continental Securities (U.K.) Ltd. (Company Number 04159357) on
June 20.

Smith & Williamson -- http://www.smith.williamson.co.uk/--
provides investment management, financial advisory and
accountancy services to private clients, professional practices,
mid to large corporates and non-profit organizations.

The company can be reached at:

         Pacific Continental Securities (U.K.) Ltd.
         80 Cannon Street
         City of London
         London
         EC4N 6HL
         England
         Tel: 020 7769 7769
         Fax: 020 7769 7789


PEATLING SADDLERY: Hires Liquidator from Tenon Recovery
-------------------------------------------------------
Dilip K. Dattani of Tenon Recovery was appointed liquidator of
Peatling Saddlery Ltd. on May 31 for the creditors’ voluntary
winding-up procedure.

Tenon Recovery -- http://www.tenongroup.com/-- provides
accounting and business advice to owner-managed and private
business.

The company can be reached at:

         Peatling Saddlery Ltd.
         Kibworth Road
         Wistow
         Leicester
         Leicestershire
         LE8 0QF
         England


QUALITY AUTO: Peter O’Hara Leads Liquidation Procedure
------------------------------------------------------
Peter O’Hara was appointed liquidator of Quality Auto Parts Ltd.
on May 30 for the creditors’ voluntary winding-up procedure.

The company can be reached at:

         Quality Auto Parts Ltd.
         8 Network Centre
         Boothroyds Way
         Featherstone
         Pontefract
         WF7 6EN
         England
         Tel: 01977 706 060


RANK GROUP: Expects Smoking Ban to Affect Second Half Profits
-------------------------------------------------------------
Rank Group plc has maintained its solid start to the year,
delivering 5% growth in like-for-like revenue for the first 25
weeks to June 24, 2007.

All of the group’s businesses grew like-for-like revenue against
the same period in 2006.  As a result of this revenue
performance and of the cost saving measures introduced last
year, the group delivered strong growth in operating profit in
the period.  However, as stated previously, the impact of
changes to casino taxation and the anticipated effects of the
smoking ban in England are likely to hold back profit
performance in the second half of the year.

                    Like-for-like        Total revenue
                    revenue
                    (adjusted for
                    club openings,
                    disposals &
                    closures)

Mecca Bingo           1%                       (2)%
Top Rank Espana       3%                         3%
Grosvenor Casinos     4%                         0%
Blue Square          37%                        37%
Group                 5%                         2%

                           Mecca Bingo

Mecca Bingo grew like-for-like revenue by 1% with a 7% increase
in spend per head and a 5% decline in admissions.  Rank’s clubs
in England and Wales grew like-for-like revenue by 3% with spend
per head up 7% and admissions down 3%.

In Scotland, where the group operates 14 clubs, Mecca Bingo's
like-for-like revenue declined 10% since the start of 2007, with
3% growth in spend per head only partly off-setting a 13%
decline in admissions.  In the 12-week period from the end of
March (which marked the anniversary of the ban's introduction in
2006) the rate of revenue decline slowed to 1%, and in recent
weeks Rank has begun to see some early signs of recovery.

In Wales, where Rank operates three clubs, the group has seen
revenue fall by 5% on a like-for-like basis since the
introduction of a smoking ban on April 2, 2007.

                         Top Rank Espana

Top Rank Espana, Rank’s Spanish bingo clubs business grew
revenue by 3% as it continued to recover from the effects of the
partial smoking ban introduced in 2006.

                         Grosvenor Casinos

Grosvenor Casinos grew like-for-like revenue by 4% with a 5%
increase in spend per head and a 1% decline in admissions.  This
performance reflects a return to growth in admissions since the
start of the second quarter (as Rank anticipated at the time of
its AGM trading statement in May) and an acceleration in revenue
growth.  However, the impact of changes to casino gaming duty,
which were implemented on April 1, 2007, diluted the business's
profit growth in the period.

                          Blue Square

Blue Square maintained its strong rate of revenue growth with
continued good performances in both gaming and in sportsbook.

Headquartered in London, United Kingdom, Rank Group PLC --
http://www.rank.com/-- is an international leisure and
entertainment company.  The Group provides services to the film
industry, including film processing, video duplication and
cinema exhibition.  The Group's leisure and entertainment
activities entail gambling services, encompassing Mecca Bingo
Clubs and Grosvenor Casinos, and owned and franchises Hard Rock
cafes.

                            *   *   *

As reported in the TCR-Europe on April 24, Moody's Investors
Service downgraded to B2 (from Ba3) the debt ratings of the
US$100-million guaranteed notes due 2008 and US$14.3-million
guaranteed notes due 2018 at Rank Group Finance Plc.

According to the Loss Given Default methodology, Moody's has
also assigned:

   -- a probability of default rating of Ba3 to the corporate
      family; and

   -- an LGD assessment of LGD5 and an LGD rate of 84% to the
      2008 and 2018 notes.

The Ba3 corporate family rating and Negative outlook are not
affected.

Affected ratings are as follows:

   -- A probability of default rating of Ba3 has been assigned
      to Rank.

   -- The rating on the US$100 million Guaranteed notes due
      2008 at Rank Group Finance (guaranteed by Rank) downgraded
      to B2 from Ba3.  An LGD5 and 84% LGD rate has been
      assigned.

   -- The rating on the US$14.3 million Guaranteed notes due
      2018 at Rank Group Finance (guaranteed by Rank) downgraded
      to B2 from Ba3.  An LGD5 and 84% LGD rate has been
      assigned.

At the same time, Standard & Poor's Ratings Services revised its
outlook on U.K.-based gaming company The Rank Group PLC to
negative from stable.  At the same time, the 'BB-' long-term and
'B' short-term corporate credit ratings were affirmed.

In December 2006, Fitch Ratings affirmed The Rank Group Plc's
Issuer Default ratings at B+ with Negative Outlook, senior
unsecured rating at B+ and Short-term rating at B.  The ratings
are simultaneously withdrawn.


RSW CLOTHING: Appoints N. A. Bennett as Liquidator
--------------------------------------------------
N. A. Bennett of Leonard Curtis was appointed liquidator of RSW
Clothing Ltd. (formerly Extreme Shops (UK) Ltd.) on May 16 for
the creditors’ voluntary winding-up procedure.

The company can be reached at:

         RSW Clothing Ltd.
         Unit 5
         Tachbrook Link
         Tachbrook Park Drive
         Warwick
         CV34 6SN
         England
         Fax: 01926 889 213


SEA CONTAINERS: Creditor Panel Raises Concerns on DIP Financing
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Sea Containers
Services, Ltd. and its debtor-affiliates has raised certain
ongoing concerns regarding the proposed US$176 million Debtor-
in-Possession Financing Facility.

These concerns include the:

   (i) valuation of Sea Containers SPC Ltd.;

  (ii) provisions of the DIP Facility that favor the individual
       bondholder members of the Official Committee of Unsecured
       Creditors of Sea Containers Ltd.; and

(iii) risks associated with foreclosure under the
       Securitization Facility.

There are material facts in dispute relating to the value of
SPC, David Stratton, Esq., at Pepper Hamilton LLP, in
Wilmington, Delaware, explains to the Honorable Kevin J. Carey
of the U.S. Bankruptcy Court for the District of Delaware.  The
SCSL Committee has been provided with information demonstrating
differing points of view on the value of SPC.  The value of SPC
is one component necessary to assess the appropriateness of the
DIP Facility inasmuch as SCL is assuming the credit risk of the
DIP Facility, and the SCSL Committee wants to ensure the value
of SPC would not create directly or indirectly a default under
the DIP Facility including the representations, covenants, and
default provisions.  While the SCSL Committee recognizes that it
may make senseSEA CONTAINERS to proceed with the DIP Facility in
the face of some valuation risk, the SCSL Committee does not
support issuing a blank check in that regard, Mr. Stratton says.

The SCSL Committee believes that additional facts are needed to
clarify the issues related to valuation.  The deposition
testimony of Michael Berkowitch of PricewaterhouseCoopers, the
Debtors' financial advisors, and Roger Passal of TranSystems may
provide clarification on valuation issues, Mr. Stratton tells
the Court.

The SCSL Committee reserves its rights with respect to the
valuation issues until after the appropriate evidence has been
submitted.

Mr. Stratton also notes that the proposed DIP Lenders are SCL
Committee Bondholders and hold substantial prepetition claims
against SCL.  In light of the dual roles of the SCL Committee
Bondholders/DIP Lenders, the SCSL Committee is intensely focused
on scrutinizing the terms of the DIP Facility.

According to Mr. Stratton, the SCSL Committee has identified a
number of problematic terms in the DIP Facility.  The SCSL
Committee has discussed its specific concerns with the Debtors,
and has made those concerns available to the DIP Lenders.  The
SCSL Committee plans to continue to engage in discussions with
relevant parties in hope of resolving those concerns.  The SCSL
Committee reserves all rights to the extent the DIP Lenders do
not accede to the SCSL Committee's requests.

Mr. Stratton further points out that foreclosure under the
Securitization Facility itself is capable of producing economic
detriments to the estates that may outweigh any adverse
valuation determinations.  The SCSL Committee is evaluating
these risks and reserves all rights in respect thereto.

Pursuit of the DIP Facility involves a careful weighing of
competing considerations and risks.  At this moment, the SCSL
Committee needs to assess additional information before deciding
to support or object to the DIP Facility, Mr. Stratton says.

                Debtors Address DIP Objections

The DIP objections are ill-founded and should be overruled, the
Debtors tell Judge Carey.

Robert D. Brady, Esq., at Young Conaway Stargatt & Taylor LLP,
in Wilmington, Delaware, reiterates that the Debtors are
powerless to prevent foreclosure under the prepetition
Securitization Facility except by renegotiation with the
Securitization Facility lenders or repayment of that facility.
Because of the facility's bankruptcy-remote structure, neither
Sea Containers SPC Ltd. as borrower, or SPC Holdings Ltd. as
guarantor, can, as a practical matter, seek protection under the
Bankruptcy Code.

The Debtors could do nothing and allow foreclosure; they could
negotiate an expensive and likely unworkable amendment of the
existing bankruptcy-remote obligations; or they could borrow
funds to repay the Securitization Facility, Mr. Brady says.

GE Capital Container SRL, GE Capital Container Two SRL and GE
SeaCo SRL, in their objection, contort the applicable legal
standards under Sections 363 and 364 of the Bankruptcy Code, Mr.
Brady contends.  Courts evaluate on a case-by-case basis the
need for, and the terms of, a DIP financing arrangement, Mr.
Brady points out.  The touchstone of this inquiry is the
debtor's business judgment, to which courts generally defer.

In the Debtors' business judgment, based on extensive analysis
and exploration of options over a period of more than three
months, the proposed DIP Financing is necessary to avoid a
significant risk of loss of value and litigation exposure
related to a potential foreclosure on assets pledged in support
of the Securitization Facility, Mr. Brady contends.

The DIP Motion contemplates repaying the Noteholders through a
capital contribution from SCL to Holdings, which would then be
contributed to SPC.  The U.S. Trustee says the proposal is an
"investment" that must comply with Section 345.

Mr. Brady, however, points out that the plain language and
legislative history of Section 345 indicate that Congress
intended to cover situations where a debtor deposits idle cash
or cash equivalents.  Section 345 does not apply to capital
expenditures or refinancing transactions, which are governed by
Sections 363 and 364.

In In re Foamex Int'l, No. 05-12685 (PJW), the U.S. Trustee
argued that Section 345 applied to the debtor's request to fund
a subsidiary's entry into a joint venture, Mr. Brady notes.  The
Foamex court, however, overruled the objection stating that the
proposal was a Section 363 issue.

Mr. Brady clarifies that the proposed transaction is not a
cross-collateralization.  The Noteholders under the
Securitization Facility will not improve their position by
getting paid; they merely get the benefit of their bargain, Mr.
Brady explains.

Prior to the bankruptcy filing, the Noteholders obtained a
structural priority over all of the Debtors' creditors by making
an asset-backed loan to a bankruptcy-remote entity, Mr. Brady
relates.  GE SeaCo is fully aware of this deal, Mr. Brady adds.

Contrary to the U.S. Trustee's arguments, the only benefit
gained by the proposed DIP Lenders vis-a-vis their prepetition,
unsecured claims is preservation of the bankruptcy estates,
which will benefit all unsecured creditors, Mr. Brady tells the
Court.  The DIP Lenders do not enjoy an advantage in recovering
on their prepetition unsecured claims, Mr. Brady states.

"The DIP Facility is not the product of any insider transaction
negotiated and documented behind closed doors," Mr. Brady
clarifies.

While the lenders are current unsecured creditors of SCL serving
on SCL's creditor committee, they have not sought to obtain any
special treatment for their existing unsecured claims; their
unsecured claims are and will continue to be governed by the
same prepetition indentures that apply to the other unsecured
bondholders in the cases, Mr. Brady maintains.

At the hearing on the DIP Motion, the Debtors will present
expert testimony on valuation of SPC's container assets.  The
Debtors believe that SPC has positive equity value or, in a
downside scenario, that the value of SPC's container assets is
only slightly lower than the amount of the Term Loan.

According to Mr. Brady, the Debtors pursued a possible
restructuring of the Securitization Facility in lieu of the DIP
Facility.  Ultimately, no proposal advanced by the Noteholders
was as good, taken as a whole, as the terms of the DIP Facility.
The Noteholders' proposal for a long-term restructuring of the
Securitization Facility, Mr. Brady relates, required a parent
guarantee from SCL of US$25,000,000, plus the possibility of
additional required cash infusions from the parent.  The Debtors
are also required to pay sizeable fees.  The Debtors also would
face the continuing threat of default and foreclosure.

Foreclosure would have harmful operational and strategic
implications for GE SeaCo, and therefore to the value of SCL's
50% equity stake in GE SeaCo, which is SCL's most valuable
asset, Mr. Brady adds.  A foreclosure sale of either SPC's stock
or the GE SeaCo Class B quotas owned by SCL that were pledged to
the Noteholders would introduce at least one new party into the
joint venture.  It is unclear whether the new holders after a
foreclosure would have any interest in, or particular expertise
with, the shipping container business, Mr. Brady explains.

Foreclosure would also increase SCL's exposure to litigation and
contracted-based claims, Mr. Brady adds.

           GE Capital, et al.'s Pretrial Statement

GE Capital Container SRL, GE Capital Container Two SRL, GE SeaCo
SRL, and the Office of the United States Trustee for Region 3
have submitted to the Court a joint pretrial statement with
respect to the Debtors' DIP Motion.

Among others, GE Capital, et al., will ask the Court to:

-- review the factors SCL relied upon in exercising its
    business judgment to enter into the DIP Facility;

-- find whether a heightened scrutiny test should be
    applied in light of the proposed structure and use of the
    loan proceeds, which is to make a capital contribution in a
    non-Debtor subsidiary;

-- find whether the value of SPC's assets and SCL's B Quotas,
    standing alone and without consideration of any other
    reason, is sufficient to justify granting to the proposed
    DIP Lenders a superpriority claim against the Debtors and a
    first priority lien on specific assets of SCL; and

-- find whether foreclosure on SPC's containers and contract
    rights, and SCL's B Quotas will jeopardize the value of
    SCL's A Quotas, increase claims against SCL that would not
    otherwise be asserted, and eliminate the inherent value to
    SCL in retaining SPC's assets and the B Quotas so as to
    justify granting to the proposed DIP Lenders a
    superpriority claim against the Debtors and a first
    priority lien on specific assets of SCL.

GE Capital, et al., will call on these witnesses at the DIP
hearing:

1. Laura Barlow, the Debtors' chief financial officer and
    chief restructuring officer, to testify to the facts set
    forth in the Debtors' request;

2. Michael Berkowitch, a director at PwC, the Debtors'
    financial advisors, to testify concerning the advice and
    assistance the firm provided to the Debtors in connection
    with the entry into the DIP Facility;

3. Antonios Basoukeas, GE Seaco's chief financial officer, to
    testify regarding the facts asserted in the GE Parties'
    objection;

4. Roger Passal of TranSystems to testify regarding his
    valuation of the assets to which SPC's lenders have
    recourse and the basis for his opinion on the value of the
    SPC Recourse Assets; and

5. Michael Panacio, a bankruptcy analyst with the U.S.
    Trustee's office.

Mr. Berkowitch is a designated expert by the Debtors.  Mr.
Passal is a designated expert by the GE Parties.

                     About Sea Containers

Based 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).
Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady,
Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in
their restructuring efforts.

The Official Committee of Unsecured Creditors and the Financial
Members Sub-Committee of the Official Committee of Unsecured
Creditors of Sea Containers Ltd. is represented by William H.
Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris,
Nichols, Arsht & Tunnell LLP.  Sea Containers Services, Ltd.'s
Official Committee of Unsecured Creditors is represented by
attorneys at Willkie Farr & Gallagher LLP.

In its schedules filed with the Court, Sea Containers Ltd.
disclosed total assets of $62,400,718 and total liabilities of
$1,545,384,083.  (Sea Containers Bankruptcy News, Issue No. 20;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

The Court extended the Debtors' exclusive period to file a Plan
of Reorganization to Sept. 28, 2007.


SEA CONTAINERS: Trustee Drops Mariner, Dune & Trilogy from Panel
----------------------------------------------------------------
Kelly Beaudin Stapleton, the U.S. Trustee for Region 3, has
issued a notice disbanding the Official Committee of Unsecured
Creditors appointed in Sea Containers, Ltd. and its debtor-
affiliates' cases, citing conflict of interest with respect to
three of the Committee members.

Panel members Trilogy Capital, LLC, Dune Capital, LLC, and
Mariner Investment Group, Inc., have committed to extend up to
US$176,500,000 in postpetition financing to the Debtors.  The
proposed DIP Facility is pending approval before the Honorable
Kevin J. Carey of the U.S. Bankruptcy Court for the District of
Delaware.

Because Trilogy, Dune Capital, and Mariner Investment Group will
become secured and superpriority claimants, the Trustee removes
them from the SCL Committee, David L. Buchbinder, Esq., says on
behalf of the U.S. Trustee.

HSBC Bank, National Association as Indenture Trustee is the sole
remaining SCL Committee member, Mr. Buchbinder adds.

The U.S. Trustee will convene a meeting on June 28, 2007, at
11:00 a.m. at J. Caleb Boggs Federal Building, 844 N. King
Street, Room 2112, in Wilmington, to reformulate a committee of
unsecured creditors.  The U.S. Trustee has circulated a
questionnaire among the remaining largest unsecured creditors of
the Debtors' estate.  Any interested unsecured creditor may seek
participation on the Committee by completing the questionnaire.

         Debtors & SCL Panel Want Disbandment Stayed

The Debtors and the Official Committee of Unsecured Creditors
for Sea Containers, Ltd., on Monday asked the Court to schedule
an emergency status conference that same day with regard to the
U.S. Trustee's notice of disbandment of the SCL Committee.

The Debtors and the SCL Committee urged the Court to stay the
U.S. Trustee from disbanding the SCL Committee or removing its
members, and from appointing new committee members.

The Debtors and the SCL Committee also asked Judge Carey to find
that the SCL Committee remains a party-in-interest, with
standing to appear, pending a hearing -- on notice -- regarding
issues of committee dissolution and composition.

"The Debtors and the SCL Committee cannot overemphasize their
dismay at the US Trustee's actions," Robert D. Brady, Esq., at
Young Conaway Stargatt & Taylor LLP, in Wilmington, Delaware,
said.

Mr. Brady explained that at the May 8, 2007 hearing on the
Debtors' request for approval of a commitment letter for the
proposed DIP Facility, the U.S. Trustee indicated "we don't have
any problem with [the Committee Letter Motion] to the extent all
it seeks to do is approve a commitment letter, provide for the
payment of fees and expenses and provide for a limited form of
indemnification.  No committee member has been removed yet.
That matter is before the Court at this time."

"As a result, counsel for the Debtors and the SCL Committee left
the courtroom that day understanding that any action by the US
Trustee to remove the SCL Committee members would occur only
after notice, briefing and hearing," Mr. Brady said.

Following the hearing, the proposed DIP Lenders tried to reach a
consensual resolution that would alleviate the U.S. Trustee's
concerns.  The U.S. Trustee never responded to the proposed
Lenders' position paper on May 14, which cited numerous cases
showing that no conflict of interest exists at this time.  The
Lenders offered to resign from the SCL Committee if a conflict
-- like an uncureSEA CONTAINERSd event of default -- were to
arise.

"The US Trustee should not have acted before the proposed DIP
Lenders became actual DIP Lenders and before attempting to reach
a consensual resolution," Mr. Brady pointed out.

The U.S. Trustee has put the Debtors and the SCL Committee in an
impossible position, Mr. Brady argued.  The Disbandment Notice
is inconsistent on whether the SCL Committee still exists, Mr.
Brady said.  On the one hand, the Notice states that the SCL
Committee has been disbanded.  On the other hand, it states that
HSBC "is the sole remaining Committee member," Mr. Brady noted.

Disbanding the current SCL Committee would negatively impact
reorganization efforts and greatly hinder efforts to maximize
value for all creditors, Mr. Brady argued.  Introducing a new
committee to the case on short notice will require massive
expenditure of time and money to get a new committee "up to
speed," he said.

                     About Sea Containers

Based 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).
Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady,
Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in
their restructuring efforts.

The Official Committee of Unsecured Creditors and the Financial
Members Sub-Committee of the Official Committee of Unsecured
Creditors of Sea Containers Ltd. is represented by William H.
Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris,
Nichols, Arsht & Tunnell LLP.  Sea Containers Services, Ltd.'s
Official Committee of Unsecured Creditors is represented by
attorneys at Willkie Farr & Gallagher LLP.

In its schedules filed with the Court, Sea Containers Ltd.
disclosed total assets of $62,400,718 and total liabilities of
$1,545,384,083.  (Sea Containers Bankruptcy News, Issue No. 20;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

The Court extended the Debtors' exclusive period to file a Plan
of Reorganization to Sept. 28, 2007.


SERVOTEST SYSTEMS: Brings In Administrators from Vantis
-------------------------------------------------------
Geoffrey Paul Rowley and Simon Elliot Glyn of Vantis were
appointed joint administrators of Servotest Systems Ltd.
(Company Number 04404774) on June 20.

Headquartered in United Kingdom, Vantis Plc (fka Vantis
Numerica) -- http://www.vantisplc.com/-- provides accounting,
business and tax advisory services in the United Kingdom.

The company can be reached at:

         Servotest Systems Ltd
         245 Buckingham Avenue
         Slough
         SL1 4PJ
         England
         Tel: 020 8707 1400


SHICO INDUSTRIAL: Taps Stephen Goderski to Liquidate Assets
-----------------------------------------------------------
Stephen Goderski was appointed liquidator of Shico Industrial
Footwear Ltd. (formerly Shico (U.K.) Ltd.) on May 18 for the
creditors’ voluntary winding-up proceeding.

The company can be reached at:

         Shico Industrial Footwear Ltd.
         35 Morris Road
         Leicester
         LE2 6BR
         England
         Tel: 011 6270 3795
         Fax: 0116 270 1174


STRIDE SOUTH: Brings In Liquidators from RMT
--------------------------------------------
Anthony Alan Josephs and Linda Ann Farish of RMT were appointed
joint liquidators of Stride (South Tyneside) Ltd. on May 30 for
the creditors’ voluntary winding-up proceeding.

The company can be reached at:

         Stride (South Tyneside) Ltd.
         Wyvestow Lodge
         2 Sunderland Road
         South Shields
         NE33 4UR
         England
         Tel: 0191 496 7963
         Fax: 0191 454 4998


VARIETAL DISTRIBUTION: Reports Results of Notes Tender Offer
------------------------------------------------------------
Varietal Distribution Merger Sub Inc., formerly VWR
International Inc., received tenders and consents, as of the
consent payment deadline set on June 12, 2007, with respect to:

     -- $318,135,000 aggregate principal amount, or 99.42% of
        the total outstanding 8% senior subordinated notes due
        2014 issued by VWR;

     -- $200,000,000 aggregate principal amount, or 100% of the
        total outstanding 6-7/8% senior notes due 2012 issued by
        VWR;

     -- $324,530,000 aggregate principal amount, or 92.72% of
        the total outstanding senior floating rate notes due
        2011 issued by CDRV Investors Inc.; and

     -- $481,000,000 aggregate principal amount, or 100% of the
        total outstanding 9-5/8% senior discount notes due 2015
        issued by CDRV Investment Holdings Corporation.

Tender offers and consent solicitations in connection with its
proposed acquisition of CDRV Investors expired midnight, New
York City time, on June 28, 2007.

Holders that validly tendered their notes and validly delivered
consent prior to 5 p.m., New York City time, on June 12, 2007,
will be entitled to receive the total consideration for each
applicable series of notes.  Holders that validly tendered their
notes after the consent payment deadline and prior to the
expiration time will be entitled to receive the tender offer
consideration for each applicable series of notes.

The table below sets the total consideration and tender offer
consideration for the notes under the terms of the tender
offers, assuming a June 29, 2007, payment date.

                     Tender
                     Offer     Total      Consent   Tender Offer
Notes     CUSIP No.  Yield Consideration  Payment  Consideration
----      ---------  ----- -------------  -------  -------------
8% Senior
Sub. Notes
due 2014  918437AD6  5.519%   $1,077.99      $30      $1,047.99

6-7/8%
Sr. Notes
due 2012   918437AB0  5.56%    $1,042.88      $30      $1,012.88

Sr. Fltng
Rate Notes
due 2011   12513BAC4   N/A     $1,000.00      $30        $970.00

9-5/8% Sr.
Discount
Notes
due 2015   12513BAB6  5.523%     $914.39      $30        $884.39

The total consideration and tender offer consideration for the
floating rate notes were specified in the offer to purchase and
consent solicitation statement dated May 30, 2007, and remain
unchanged.  Additionally, holders with valid tenders will be
paid accrued and unpaid interest from the last interest payment
date on the notes, to, but not including, the payment date,
payable on the payment date.

Each issuer has executed supplemental indentures with Wells
Fargo Bank, N.A., as trustee, effectuating proposed amendments
to the indentures governing each series of notes, as described
in the offer to purchase.  The supplemental indentures will not
become effective until the acceptance of the notes for purchase
by the purchaser pursuant to the terms and conditions of the
offer to purchase.

The tender offers and consent solicitations are being made in
connection with the acquisition.  The purchaser expects to
finance the tender offers using a portion of the net proceeds of
the financing transactions related to the acquisition, including
borrowings under a new senior secured credit facility and the
issuance of new senior notes and senior subordinated notes.  The
purchaser expects the acquisition to close on June 29, 2007.

The purchaser's obligation to accept for purchase, and to pay
for, any series of notes validly tendered in the tender offers
is subject to the satisfaction of certain conditions including:

     (i) there being validly tendered and not withdrawn at least
         a majority of the aggregate principal amount of the
         notes of such series, the receipt of the requisite
         consents necessary to amend the applicable indenture
         relating to such series of notes; and

    (ii) the substantially concurrent consummation of the
         acquisition and the completion of the related financing
         transactions, resulting in the receipt by the purchaser
         of proceeds in an amount sufficient to refinance
         indebtedness of CDRV Investors that is required to be
         repaid pursuant to the terms of the merger agreement,
         each as described in more detail in the offer to
         purchase.

The purchaser has retained Goldman, Sachs & Co. to serve as
dealer manager and solicitation agent and D.F. King & Co., Inc.
to serve as information agent and depositary for the tender
offers and consent solicitations.

Requests for documents may be directed to:

             D.F. King & Co., Inc.
             Telephone: (800) 431- 9643 (toll free)
                        (212) 269-5550 (collect)

Questions regarding the tender offers and consent solicitations
should be directed to:

             Goldman, Sachs & Co.
             Telephone: (800) 828-3182 (toll free)
                        (212) 357-0775 (collect)

This announcement is not an offer to purchase, nor a
solicitation of an offer to purchase, or a solicitation of
tenders or consents with respect to, any notes.  The tender
offer and consent solicitation are being made solely pursuant to
the offer to purchase.

                    About Varietal Distribution

Headquartered in West Chester, Pennsylvania, Varietal
Distribution Merger Sub, Inc. fka VWR International Inc. --
http://www.vwr.com/-- is engaged in the distribution of
scientific products.  It serves more than 250,000 customers in
the life science, industrial, governmental, health care and
educational markets, and also offers production supplies and
services for electronic and pharmaceutical production.  The
company offers more than 750,000 products, from more than 5,000
manufacturers, to over 250,000 customers throughout North
America and Europe.  In Europe, VWR International maintains
operations in Austria, Belgium, Sweden, Ireland, Portugal,
Italy, Germany and the United Kingdom.

                          *     *     *

As reported in the Troubled Company Reporter on June 11, 2007,
Moody's Investors Service assigned a B3 corporate family rating
to Varietal Distribution Merger Sub Inc., formerly VWR
International Inc.  Moody's will be withdrawing ratings assigned
to VWR  International Inc., CDRV Investors Inc. and CDRV
Investment Holdings Corporation.  The ratings outlook is stable.


VARIETAL DISTRIBUTION: Inks Pact to Buy Bie & Berntsen in Cash
--------------------------------------------------------------
Varietal Distribution Merger Sub Inc., formerly VWR
International Inc., through one of its indirect, wholly owned
subsidiaries, entered into a definitive agreement to acquire Bie
& Berntsen A-S.

The transaction is expected to be completed in July 2007, and
will be funded with available cash.

The closing of the transaction is subject to customary closing
conditions, including the receipt of regulatory approvals.

                       About Bie & Berntsen

Bie & Berntsen distributes laboratory equipment, chemicals and
consumables to customers in the pharmaceutical, biotech,
healthcare and environmental sectors in Denmark.  Bie & Berntsen
also offers services, including technical training and
consultancy services, product servicing, calibration and repair.
Bie & Bernsten had revenues of about US$27 million for the year
ended Dec. 31, 2006, and has about 90 employees, all of whom are
based in Denmark.

                    About Varietal Distribution

Headquartered in West Chester, Pennsylvania, Varietal
Distribution Merger Sub, Inc. fka VWR International --
http://www.vwr.com/-- is engaged in the distribution of
scientific products.  It serves more than 250,000 customers in
the life science, industrial, governmental, health care and
educational markets, and also offers production supplies and
services for electronic and pharmaceutical production.  The
company offers more than 750,000 products, from more than 5,000
manufacturers, to over 250,000 customers throughout North
America and Europe.  In Europe, VWR International maintains
operations in Austria, Belgium, Sweden, Ireland, Portugal,
Italy, Germany and the United Kingdom.

                          *     *     *

As reported in the Troubled Company Reporter on June 11, 2007,
Moody's Investors Service assigned a B3 corporate family rating
to Varietal Distribution Merger Sub Inc., formerly VWR
International  Inc.  Moody's will be withdrawing ratings
assigned to VWR  International Inc., CDRV Investors Inc. and
CDRV Investment Holdings Corporation.  Moody's said the ratings
outlook is stable.


WALTON MOTORS: Calls In Liquidators from The P&A Partnership
------------------------------------------------------------
John Russell and Andrew Philip Wood of The P&A Partnership were
appointed joint liquidators of Walton Motors (Humberside) Ltd.
on May 29 for the creditors’ voluntary winding-up proceeding.

The P&A Partnership (aka Poppleton and Appleby) --
http://www.thepandapartnership.com/-- acts for all clearing
banks and a growing number of factors and asset lenders.  Its
clients include multinational PLCs, SMEs, financial
institutions, accountants, solicitors and business advisors.

The company can be reached at:

         Walton Motors (Humberside) Ltd.
         65-66 Park Street
         Hull
         HU2 8TA
         England
         Tel: 01482 224 950


WESTERN RESPONSE: Hires Liquidators from PricewaterhouseCoopers
---------------------------------------------------------------
Paul William Harding and Derek Anthony Howell of
PricewaterhouseCoopers LLP were appointed joint liquidators of
Western Response Ltd. (formerly Phone Service Europe Ltd.) on
May 30 for the creditors’ voluntary winding-up procedure.

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.

The company can be reached at:

         Western Response Ltd.
         95 Holmbush Road
         Cornwall
         PL25 3LJ
         England
         Tel: 0870 511 0135


WILKLEEN INDUSTRIAL: Appoints Gary J. Corbett as Liquidator
-----------------------------------------------------------
Gary J. Corbett of Milner Boardman & Partners was appointed
liquidator of Wilkleen Industrial Services Ltd. (formerly
Wilkleen Ltd.) on May 31 for the creditors’ voluntary winding-up
procedure.

Milner Boardman -- http://www.milnerboardman.co.uk/-- provides
financial accounting and business advisory services.

The company can be reached at:

         Wilkleen Industrial Services Ltd.
         Higher Ardwick
         Manchester
         M12 6DA
         England
         Tel: 0151 356 7376


WINE PORTFOLIO: Hires Neil Chesterton to Liquidate Assets
---------------------------------------------------------
Neil Chesterton of The MacDonald Partnership Plc was appointed
liquidator of Wine Portfolio Ltd. on May 29 for the creditors’
voluntary winding-up proceeding.

The company can be reached at:

         Wine Portfolio Ltd.
         16 Warner Street
         Camden
         London
         EC1R 5HA
         England
         Tel: 020 7843 1600
         Fax: 020 7843 1601


                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices
are obtained by TCR editors from a variety of outside sources
during the prior week we think are reliable.  Those sources may
not, however, be complete or accurate.  The Monday Bond Pricing
table is compiled on the Friday prior to publication.  Prices
reported are not intended to reflect actual trades.  Prices for
actual trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy
or sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

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/booksto 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 P. Laureno, Julybien Atadero, Carmel Zamesa
Paderog, Joy Agravante, Zora Jayda Zerrudo Sala, Kristina A.
Godinez, and Pius Xerxes Tovilla, Editors.

Copyright 2007.  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$625 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 * * *