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        T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

            Tuesday, August 5, 2008, Vol. 9, No. 154

                            Headlines


B E L G I U M

HUNTSMAN CORP: Earns US$23.7 Million in 2008 Second Quarter
HUNTSMAN CORP Lead Plaintiff Application Deadline is Sept. 15


G E R M A N Y

AMERICAN AXLE: S&P Lowers Corp. Credit and Debt Ratings to 'B+'
DEUTSCHE BANK: Moody's Junks Ratings of 70 Classes of Notes
INOTEC GESELLSCHAFT: Claims Registration Period Ends August 12
INTER VD: Claims Registration Period Ends August 12
JS GMBH: Claims Registration Period Ends August 12

KIERDORF INTERNATIONALE: Claims Registration Period Ends Aug. 12
PROCESS CONTROL: Claims Registration Period Ends August 12
PROJEKT 16: Claims Registration Period Ends August 12
TRONOX INC: Moody's Lowers Corporate Family Rating to Caa2


I C E L A N D

VSP SECURITIES: Claims Filing Deadline is December 8


I R E L A N D

ELAN CORP: Shifts Outlook to Stable, Keeps B Corp. Credit Rating


I T A L Y

PARMALAT SPA: NY Court Confirms Settlement Class in Hermes Suit
SAFILO SPA: S&P Downgrades Corp. Credit Rating to B+ From BB-


K A Z A K H S T A N

ATYRAU AUE: Creditors Must File Claims by September 18
CAR SERVICES: Claims Deadline Slated for September 17
DIKSI LLP: Claims Filing Period Ends September 17
EURO ASIA: Creditors' Claims Due on September 17
EUROSNUB LLP: Claims Registration Ends September 17

GERON-PAVLODAR: Claims Deadline Slated for September 18
KASSOVIYE APPARATY: Claims Filing Period Ends September 18
TLG ALMATY: Creditors' Claims Due on September 17


K Y R G Y Z S T A N

ALA-MUROK LLC: Creditors Must File Claims by September 4
MIRA-ATAKAN LLC: Creditors' Proofs of Claim Due by September 4


L I T H U A N I A

UAB BITE: S&P Lowers Ratings on Liquidity Headroom Concerns


N E T H E R L A N D S

BITE FINANCE: Liquidity Headroom Concerns Cue S&P to Cut Ratings
E-MAC DE 2006-I: S&P Lowers Rating on Class E Notes to BB+


R U S S I A

JFC GROUP: S&P Holds Long-Term Corporate Credit Rating at B-
METALLIST LLC: Court Starts Bankruptcy Supervision Procedure
MOSCOW OBLAST: S&P Shifts Outlook, Affirms BB L-T Issuer Rating
MOSCOW REGIONAL: S&P Affirms B Long-Term Issuer Credit Rating
NAVIGATION LLC: Creditors Must File Claims by August 28

OBLAST: Moody's Assigns Ba1 Global Scale Currency Ratings
REGION-OIL LLC: Court Names Y. Lyashko as Insolvency Manager
SEA FISHING: Creditors Must File Claims by August 28
SIB-PROJECT-ENGINEERING: Creditors Must File Claims by August 28
SPIRIT COMPLEX: Kemerovo Bankruptcy Hearing Set November 19

VICTORIA HOLDING: Court Names D. Anisimov as Insolvency Manager


S P A I N

AYT CAJA: Fitch Holds 'BB' Rating on Class D Notes; Outlook Neg.
TDA 25: S&P Puts BB Rating of Class D Notes on Negative Watch

* Fitch: Economic Slump to Negatively Affect a Number of Sectors


S W E D E N

FORD MOTOR: Terminates Lighting Biz Sale Contract with Meridian


S W I T Z E R L A N D

GENERAL MOTORS: Incurs US$15.5 Billion 2008 Net Loss for Q2 2008
GENERAL MOTORS: Financial Arm Posts US$2.5BB Prelim Q2 Loss
SEMGROUP LP: Taps Richards Layton as Bankruptcy Co-Counsel
SEMGROUP LP: Wants to Hire Hall Estill as Special Counsel
SEMGROUP LP: Organizational Meeting to Form Panel Held August 1


T U R K E Y

* S&P Revises Outlook on Eight Turkish Financial Firms to Stable


U K R A I N E

UKRSIBBANK: Fitch Assigns 'BB-' Rating on US$2BB LPN Program


U N I T E D   K I N G D O M

ARAMIS INVESTMENTS: Taps Liquidators from BDO Stoy Hayward
BRITISH AIRWAYS: Fiscal 2008 First Quarter Profit Down 90%
CARLYLE-BLUE WAVE: Commences Orderly Liquidation
CHRYSLER LLC: Surpasses Second Quarter Financial Objectives
CHRYSLER LLC: July 2008 U.S. Sales Down 29% at 98,109 Units

CHRYSLER LLC: Arm Completes Renewal of US$24BB Annual Financing
CLOROX COMPANY: Earns US$461 Million for Fiscal Year 2008
INVENSYS PLC: S&P Assigns BB+ Rating to GBP400MM Credit Facility
NEWGATE FUNDING: Fitch Affirms 'BB' Ratings on Two Note Classes
NORTHERN ROCK: In Talks with Workers over 1,300 Job Cuts

PICTURE COLLECTABLES: Brings In Liquidators from Vantis
QUEBECOR WORLD: CCAA Stay Extended Until September 30
QUEBECOR WORLD: Ernst & Young Provides CCAA Status Report
QUEBECOR WORLD: Committee Revised After Cellmark's Resignation
QUEBECOR WORLD: Panel Taps Lowenstein Sandler as Counsel

REFCO INC: Ex-CEO Phillip Bennett to Appeal 16-Year Prison Term
SEA CONTAINERS Files Joint Ch. 11 Plan and Disclosure Statement
SEA CONTAINERS: Discloses Classification & Treatment of Claims
SUNGARD DATA: To Acquire Majority Stake in GL TRADE
SUNGARD: Moody's Says Ratings Unaffected on Planned Acquisition

UKRAINIAN MTN: Fitch Assigns 'BB-' Rating on US$2BB LPN Program

* Moody's Says U.K. Life Fund Deals to Vary Impact on Ratings
* S&P Takes Rating Actions on 5 European Synthetic CDO Tranches
* Insolvency Service Releases Q2 2008 UK Insolvency Statistics
* E&Y Says Rise in Q2 2008 Corporate Insolvencies Not Surprising

* Large Companies with Insolvent Balance Sheet


                            *********


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


HUNTSMAN CORP: Earns US$23.7 Million in 2008 Second Quarter
-----------------------------------------------------------
Huntsman Corp. reported on Wednesday its financial results for
the second quarter ended June 30, 2008.

Net income for the second quarter of 2008 was US$23.7 million as
compared to a net loss of US$70.9 million for the same period in
2007 and compared to US$7.3 million for the first quarter of
2008.

Revenues for the second quarter of 2008 were US$2.89 billion, an
increase of 17% as compared to US$2.47 billion for the second
quarter of 2007 and an increase of 14% as compared to
US$2.54 billion for the first quarter of 2008.  Revenues
increased in all of the company's segments primarily due to
higher average selling prices, while sales volumes were higher
in Polyurethanes.

Adjusted net income from continuing operations for the second
quarter of 2008 was US$19.9 million as compared to US$83.8
million for the same period in 2007 and US$16.9 million for the
first quarter of 2008.

Adjusted EBITDA from continuing operations for the second
quarter of 2008 was US$209.8 million as compared to US$246.4
million for the same period in 2007 and compared to US$188.3
million for the first quarter of 2008.

Peter R. Huntsman, Hunstman Corp.'s president and chief
executive officer, stated:  "I am very pleased with our results
in the second quarter.  Adjusted EBITDA was US$209.8 million, an
increase of 11% as compared to the first quarter results.  This
increase in profitability was achieved in spite of a challenging
raw material environment and the continued decline in the value
of the U.S. dollar.  Sales volumes were strong in all of our
divisions, with total volumes in our Polyurethanes division up
by 14%, in Materials & Effects up 7%, in Performance Products up
13%, and in Pigments up 9%, all relative to the first quarter of
2008.

"As we look forward to the second half of 2008, we are
encouraged by the recent moderation in crude oil and natural gas
prices that we have seen in the past several weeks.  This,
together with the aggressive actions we have recently taken to
increase our selling prices, is expected to result in further
opportunities to increase margins in many of our products.  We
expect that Adjusted EBITDA in the second half of the year will
be stronger than the results in both the first half of 2008 and
the second half of 2007."

For the three months ended June 30, 2008, EBITDA was
US$210.2 million as compared to US$22.6 million in the same
period in 2007.

       Liquidity, Capital Resources and Outstanding Debt

As of June 30, 2008, the company had around US$579.0 million
in cash and unused borrowing capacity.  During the three months
ended June 30, 2008, adjusted net working capital increased
approximately US$86.0 million, which together with the company's
capital spending and certain investments in foreign joint
ventures, including its ethyleneamines manufacturing joint
venture in Jubail, Saudi Arabia,  resulted in higher debt levels
at June 30, 2008, as compared to March 31, 2008.

For the three months ended June 30, 2008, total capital
expenditures were approximately US$115.0 million as compared to
approximately US$178.0 million for the same period in 2007.
Lower spending attributable to the rebuild of the fire damaged
Port Arthur, Texas olefins facility which was sold in the fourth
quarter of 2007, has been partially offset by higher spending on
various other projects, including the company's maleic anhydride
expansion at its Geismar, Louisiana site.  The company said it
expects to spend approximately US$440.0 million on capital
expenditures in 2008.

At June 30, 2008, the company had total debt of US$3.95 billion,
compared to total debt of US$3.57 billion at Dec. 31, 2007.

                  Update on Merger With Hexion

On June 18, 2008, Hexion Specialty Chemicals Inc. filed a
lawsuit in Delaware seeking to avoid its obligations under the
merger agreement.  Huntsman strongly disagrees with allegations
outlined in this lawsuit.  A trial is scheduled to begin on
Sept. 8, 2008, to adjudicate these allegations.

On June 23, 2008, Huntsman filed a lawsuit in Texas against
Apollo Management, L.P. and its principals Leon Black and Joshua
Harris for fraud and tortious interference with its merger with
Hexion, an entity owned by an affiliate of Apollo.

On June 30, 2008, the European Commission approved the proposed
merger between Hexion and Huntsman contingent on, among other
things, divestment of a portion of Hexion's global specialty
epoxy resins business to a purchaser approved by the European
Commission.  Huntsman said that with this conditional approval
of the European Commission, all significant regulatory approvals
related to the merger other than FTC approval have now been
received.

On July 4, 2008, Huntsman's board of directors voted unanimously
to exercise its right to extend the merger agreement.  The
termination date under the merger agreement is now Oct. 2, 2008.

                      About Huntsman Corp.

Headquartered in Salt Lake City, Utah, Huntsman Corporation
(NYSE: HUN) -- http://www.huntsman.com/-- is a manufacturer of
differentiated chemical products and inorganic chemical
products.  The company operates in four segments: Polyurethanes,
Materials and Effects, Performance Products and Pigments.  Its
products are used in a range of applications, including those in
the adhesives,
aerospace, automotive, construction products, durable and non-
durable consumer products, electronics, medical, packaging,
paints and coatings, power generation, refining, synthetic
fiber, textile chemicals and dye industries.

At March 31, 2008, the company's consolidated balance sheet
showed US$8.68 billion in total assets, US$6.71 billion in total
liabilities, US$32.1 million in minority interests, and US$1.94
billion in total stockholders' equity.

                         *     *     *

As reported in the Troubled Company Reporter on June 24, 2008,
Moody's Investors Service reiterated that the debt ratings and
the corporate family ratings (CFR -- Ba3) for Huntsman
Corporation and Huntsman International LLC, a subsidiary of
Huntsman remain under review for possible downgrade.

This follows the announcement by Hexion Specialty Chemicals and
Apollo in which Hexion/Apollo claim they would not be required
to consummate the previously announced merger agreement between
the two companies.


HUNTSMAN CORP Lead Plaintiff Application Deadline is Sept. 15
--------------------------------------------------------------
On July 17, 2008, the Law Offices Bernard M. Gross, P.C.,
commenced a class action lawsuit in the United States District
Court for the Southern District of New York on behalf of
purchasers of Huntsman Corporation common stock between May 14,
2008, and June 18, 2008, inclusive, seeking to pursue remedies
under the Securities Exchange Act of 1934 against defendants
Hexion Specialty Chemicals, Inc., Craig Morrison and Joshua
Harris (Class Action Reporter, July 21, 2008).

Interested parties may move the court no later than Sept. 15,
2008, for lead plaintiff appointment and not September 17, 2008,
as previously stated by the law firm.

The complaint alleges that on July 12, 2007, Hexion announced an
agreement to acquire all Huntsman common stock in a merger
transaction for US$28/share.  The transaction was to close
during the second quarter 2008 pending receipt of regulatory
approvals and satisfaction of other closing conditions.

Huntsman shareholders approved the transaction on October 16,
2007.  On May 14, 2008, Hexion disclosed that it agreed to allow
additional time to obtain the regulatory approvals.  Unknown
to the public, defendants had determined to abort the merger and
took steps to abrogate the Merger Agreement.  The defendants
retained the services of Duff & Phelps to render an opinion that
the combined entity lacked financial viability.

On June 18, 2008, Duff sent a letter to the Board of Directors
of Hexion opining that the combined company's assets would not
exceed its liabilities, that it would not have the ability to
pay its total debts and liabilities as they become due and that
it would have an unreasonably small amount of capital.

On that same date, defendants filed a complaint in the Delaware
Court of Chancery, seeking abrogation of the Merger Agreement.
The reaction in the marketplace was devastating to the price of
Huntsman's common stock.  On June 19, 2008, the first day of
trading after the June 18, 2008 actions by Hexion, the market
price of Huntsman common stock fell approximately US$8, or 40%,
from US$20.86 to close at US$12.84, on enormous volume of
approximately 43 million shares.

The plaintiff seeks to recover damages on behalf of all those
who purchased the common stock of Huntsman between May 14, 2008,
and June 18, 2008.

For more information, contact:

          Susan R. Gross, Esq. (susang@bernardmgross.com)
          Deborah R. Gross, Esq. (debbie@bernardmgross.com)
          Law Offices Bernard M. Gross, P.C.
          John Wanamaker Building, Suite 450
          Philadelphia, PA 19107
          Phone: 866-561-3600
                 215-561-3600
          Web site: http://www.bernardmgross.com/

                      About Huntsman Corp.

Headquartered in Salt Lake City, Utah, Huntsman Corporation
(NYSE: HUN) -- http://www.huntsman.com/-- is a manufacturer of
differentiated chemical products and inorganic chemical
products.  The company operates in four segments: Polyurethanes,
Materials and Effects, Performance Products and Pigments.  Its
products are used in a range of applications, including those in
the adhesives, aerospace, automotive, construction products,
durable and non-durable consumer products, electronics, medical,
packaging, paints and coatings, power generation, refining,
synthetic fiber, textile chemicals and dye industries.

At March 31, 2008, the company's consolidated balance sheet
showed US$8.68 billion in total assets, US$6.71 billion in total
liabilities, US$32.1 million in minority interests, and US$1.94
billion in total stockholders' equity.

                         *     *     *

As reported in the Troubled Company Reporter on June 24, 2008,
Moody's Investors Service reiterated that the debt ratings and
the corporate family ratings (CFR -- Ba3) for Huntsman
Corporation and Huntsman International LLC, a subsidiary of
Huntsman remain under review for possible downgrade.

This follows the announcement by Hexion Specialty Chemicals and
Apollo in which Hexion/Apollo claim they would not be required
to consummate the previously announced merger agreement between
the two companies.


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


AMERICAN AXLE: S&P Lowers Corp. Credit and Debt Ratings to 'B+'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Detroit-based American Axle Manufacturing & Holdings
Inc. to 'B+' from 'BB-'.  The outlook is negative.

At the same time, S&P lowered its issue-level ratings on
American Axle's unsecured debt to 'B+' from 'BB-'.  The recovery
rating of '3', indicating an expectation of meaningful (50% to
70%) recovery in the event of a payment default, was not
changed.

"The downgrade and negative outlook reflect our view that Axle's
credit measures will deteriorate even more than we previously
expected in the face of a very challenging North American market
for light trucks, which represent most of American Axle's
sales," said Standard & Poor's credit analyst Lawrence Orlowski.

Management expects 2008 revenue to fall 30% from 2007 levels;
S&P believes the revenue decline could be larger.  The U.S.
economy is weak as a result of falling housing prices and
tightening credit standards, thereby dampening consumer
confidence and overall demand.  In addition, all automakers are
taking steps to permanently reduce light-truck production over
the next few years in favor of increasing capacity for passenger
cars.

S&P expects U.S. light-vehicle sales to be 14.4 million units in
2008, the lowest in 15 years and down sharply from 16.1 million
units in 2007.  S&P expects sales to fall further in 2009, to
about 14.1 million units, as the economy remains weak and
housing prices and consumers' access to credit remain under
pressure.  S&P estimates that there is a 20% chance that auto
sales in 2008 and 2009 could plummet to 13.6 million and 11.7
million units, respectively, which would present an overwhelming
challenge for the Michigan-based automakers and auto suppliers.

But even in the absence of that scenario, the shift in demand
away from light trucks is the most immediate challenge for
American Axle.  Higher energy prices have accelerated the
ongoing shift in consumer preferences away from full-size pickup
trucks and SUVs.  During the past few months, industrywide sales
of SUVs plunged from the previous year's levels--down 32.5% in
the first six months of 2008.  The drop in June was even more
severe -- 39.8%.  S&P believes industrywide demand for SUVs has
been permanently reduced, caused recently by high gasoline
prices.

Tempering these challenges are the substantial cost benefits to
be realized over the next 18 months from the new contract with
the United Auto Workers.  American Axle's new labor agreement
reduces the all-in wage costs by more than 50%; defined benefit
plans are frozen and replaced by defined contribution plans; and
health care expenses are shared with employees through premium
sharing, higher deductibles, and co-pays.  In addition, the
agreement gives the company better operational flexibility: For
instance, job classifications are reduced substantially, there
is a no-strike provision, and an employee must work 40 hours in
a week before overtime pay is allowed.

Furthermore, the long-term lay-off pool, under which laid-off
workers are paid near full wage, is capped at US$18 million and
ends once this amount is reached.  As a result of these actions,
as well as planned cuts in the salaried workforce, management
expects structural cost reductions to exceed US$350 million in
2009.

In accordance with the terms of the new agreement, workers at
the original U.S. locations will be able to choose from six
buyout and retirement offers.  Those not choosing one will be
subject to an involuntary program.  The company believes the
entire cost of these transitional programs to be US$400 million
to US$450 million. General Motors Corp. will reimburse American
Axle for an important portion of costs to implement the
contract.

Still, the ratings on American Axle reflect the risks associated
with the company's heavy dependence on GM's SUVs and pickup
trucks, its relatively narrow product range, and its exposure to
cyclical and competitive markets.  Competitive challenges facing
GM and Chrysler LLC, including declining production volumes for
some of the vehicles American Axle serves, continue to hurt the
company's business.  Moreover, S&P believes the customer shift
away from SUVs is permanent, which may thwart American Axle's
efforts to improve profitability.  Therefore, a severe cyclical
industry downturn could easily offset the benefits from the
company's significantly reduced cost structure.

The outlook is negative.  S&P expects 2008 to be a weak year for
American Axle's sales and profitability because of the effect of
the strike on first-and second-quarter results, lower light-
truck production volumes from GM in the third and fourth
quarters, and costs associated with employee buyout and wage
reduction programs.  EBITDA margins may fall to single digits in
2008, but S&P expects some improvement in 2009 as the company
begins to realize some cost savings from the new contract and
workforce reductions.

However, a major risk is the permanent fall in demand for light
trucks that challenges management's ability to optimize
production capacity.  If EBITDA margins do not improve to more
than 10% in 2009, S&P believes free operating cash flow will
remain negative in 2009, which could prompt us to lower the
rating.  Prior to 2009, any reduction in American Axle's
liquidity, such as a substantial depletion in borrowing
availability under its revolving facility or concerns about
future covenants, would trigger a downgrade.  On the other hand,
S&P could revise its outlook to stable if American Axle
capitalizes on cost savings and industry conditions improve, but
this is not likely this year.


DEUTSCHE BANK: Moody's Junks Ratings of 70 Classes of Notes
-----------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 177
tranches from 19 Alt-A transactions issued by Deutsche Bank.
Eighteen downgraded tranches remain on review for possible
downgrade.  Additionally, 27 senior tranches were confirmed at
Aaa.
The collateral backing these transactions consists primarily of
first-lien, fixed and adjustable-rate, Alt-A mortgage loans.

Ratings were downgraded, in general, based on higher than
anticipated rates of delinquency, foreclosure, and REO in the
underlying collateral relative to credit enhancement levels.
Certain tranches were confirmed due to additional enhancement
provided by structural features.  The actions are a result of
Moody's on-going review process.

Complete rating actions are:

Issuer: Deutsche Alt-A Securities, Inc. Mortgage Loan Trust
Series
2005-6

Cl. I-A-1, Downgraded to A1 from Aaa

Cl. I-A-3, Downgraded to A1 from Aaa

Cl. I-A-5, Downgraded to A1 from Aaa

Cl. I-A-6, Downgraded to A1 from Aaa

Cl. I-A-7, Downgraded to A1 from Aaa

Cl. I-A-PO, Downgraded to A1 from Aaa

Cl. II-A-1, Downgraded to A1 from Aaa

Cl. II-A-2, Downgraded to A1 from Aaa

Cl. II-A-PO, Downgraded to A1 from Aaa

Cl. II-A-3, Downgraded to Aa2 from Aaa

Cl. I-A-8, Downgraded to A2 from Aa1

Cl. II-A-4, Downgraded to A2 from Aa1

Issuer: Deutsche Alt-A Securities Mortgage Loan Trust, Series
2006-AR4

Cl. A-1, Downgraded to Aa2 from Aaa

Cl. A-2, Downgraded to Aa2 from Aaa

Cl. A-3, Downgraded to Ba2 from Aaa

Cl. M-1, Downgraded to B3 from B2; Placed Under Review for
further
Possible Downgrade

Cl. M-2, Downgraded to Ca from B3

Cl. M-3, Downgraded to Ca from B3

Cl. M-4, Downgraded to Ca from B3

Cl. M-5, Downgraded to Ca from B3

Cl. M-6, Downgraded to Ca from B3

Issuer: Deutsche Alt-A Securities Mortgage Loan Trust, Series
2006-AR5

Cl. I-A-1, Downgraded to Baa1 from Aaa

Cl. I-A-2, Downgraded to Aa2 from Aaa

Cl. I-A-3, Downgraded to Baa1 from Aaa

Cl. I-A-4, Downgraded to B3 from Aaa; Placed Under Review for
further Possible Downgrade

Cl. II-1A, Downgraded to A1 from Aaa

Cl. II-2A, Downgraded to A1 from Aaa

Cl. II-3A, Downgraded to A2 from Aaa

Cl. II-X1, Downgraded to A1 from Aaa

Cl. II-X2, Downgraded to A1 from Aaa

Cl. II-PO, Downgraded to A1 from Aaa

Cl. I-M-1, Downgraded to Ca from B3

Cl. I-M-2, Downgraded to Ca from B3

Cl. I-M-3, Downgraded to Ca from Caa1

Cl. I-M-4, Downgraded to Ca from Caa1

Cl. I-M-5, Downgraded to Ca from Caa1

Cl. I-M-6, Downgraded to Ca from Caa1

Issuer: Deutsche Alt-A Securities Mortgage Loan Trust, Series
2007-1

Cl. I-A-1, Downgraded to Aa1 from Aaa

Cl. I-A-2, Downgraded to Aa3 from Aaa

Cl. I-A-3A, Downgraded to A1 from Aaa

Cl. I-A-3B, Downgraded to A1 from Aaa

Cl. I-A-3C, Downgraded to A1 from Aaa

Cl. I-A-4B, Downgraded to A2 from Aaa

Cl. II-A-1, Downgraded to Aa3 from Aaa

Cl. A-5, Downgraded to Ba3 from Aaa

Cl. M-1, Downgraded to B3 from B1; Placed Under Review for
further
Possible Downgrade

Cl. M-2, Downgraded to Caa2 from B1

Cl. M-3, Downgraded to Ca from B1

Cl. M-4, Downgraded to Ca from B2

Cl. M-5, Downgraded to Ca from B3

Issuer: Deutsche Alt-A Securities Mortgage Loan Trust, Series
2007-2

Cl. I-A-2, Downgraded to Baa3 from Aaa

Cl. II-A-2, Downgraded to Baa3 from Aaa

Cl. M-1, Downgraded to Ba2 from A1

Cl. M-2, Downgraded to B1 from Baa1

Cl. M-3, Downgraded to B1 from Baa2; Placed Under Review for
further Possible Downgrade

Cl. M-4, Downgraded to B2 from Ba1; Placed Under Review for
further Possible Downgrade

Cl. M-5, Downgraded to B3 from Ba3; Placed Under Review for
further Possible Downgrade

Cl. M-6, Downgraded to Caa1 from B1; Placed Under Review for
further Possible Downgrade

Cl. M-7, Downgraded to Ca from B1

Cl. M-8, Downgraded to Ca from B1

Cl. M-9, Downgraded to Ca from B1

Issuer: Deutsche Alt-A Securities Mortgage Loan Trust, Series
2007-AR2

Cl. A-1, Confirmed at Aaa

Cl. A-2, Downgraded to Baa2 from Aaa

Cl. A-3, Downgraded to Ba3 from Aaa

Cl. A-4, Confirmed at Aaa

Cl. A-5, Confirmed at Aaa

Cl. A-6, Downgraded to Baa2 from Aaa

Cl. A-7, Downgraded to Baa2 from Aaa

Cl. M-2, Downgraded to Ca from B3

Cl. M-3, Downgraded to Ca from Caa1

Cl. M-4, Downgraded to Ca from Caa1

Cl. M-5, Downgraded to Ca from Caa1

Issuer: Deutsche Alt-A Securities Mortgage Loan Trust, Series
2007-BAR1

Cl. A-1, Downgraded to Aa2 from Aaa

Cl. A-2, Downgraded to A1 from Aaa

Cl. A-3, Downgraded to Ba1 from Aaa

Cl. A-4, Downgraded to Ba2 from Aaa

Cl. A-5, Downgraded to B3 from Aaa; Placed Under Review for
further Possible Downgrade

Cl. M-1, Downgraded to Caa1 from Aa1

Cl. M-2, Downgraded to Caa2 from Aa2

Cl. M-3, Downgraded to Caa3 from Aa3

Cl. M-4, Downgraded to Ca from Baa3

Cl. M-5, Downgraded to Ca from Ba2

Cl. M-6, Downgraded to Ca from Ba3

Cl. M-7, Downgraded to Ca from B2

Cl. M-8, Downgraded to Ca from Caa1

Cl. M-9, Downgraded to Ca from Caa3

Issuer: Deutsche Alt-A Securities, Inc. Mortgage Loan Trust
Series
2006-AF1

Cl. A-5, Downgraded to A1 from Aaa

Cl. M-5, Downgraded to Ca from B3

Cl. M-6, Downgraded to Ca from B3

Issuer: Deutsche Alt-A Securities, Inc. Mortgage Loan Trust
Series
2006-AR1

Cl. I-A-2, Downgraded to Aa2 from Aaa

Cl. I-A-3, Downgraded to Aa3 from Aaa

Cl. I-A-4, Downgraded to Ba3 from Aaa

Cl. I-M-1, Downgraded to B2 from Ba1; Placed Under Review for
further Possible Downgrade

Cl. I-M-3, Downgraded to Ca from B3

Cl. I-M-4, Downgraded to Ca from B3

Cl. I-M-5, Downgraded to Ca from B3

Cl. I-M-6, Downgraded to Ca from Caa1

Issuer: Deutsche Alt-A Securities, Inc. Mortgage Loan Trust
Series
2006-AR2

Cl. A-1-1, Confirmed at Aaa

Cl. A-1-2, Confirmed at Aaa

Cl. A-2, Downgraded to Baa2 from Aaa

Cl. M-5, Downgraded to Ca from B3

Cl. M-6, Downgraded to Ca from B3

Issuer: Deutsche Alt-A Securities, Inc. Mortgage Loan Trust
Series
2006-AR3

Cl. A-1, Downgraded to Baa1 from Aaa

Cl. A-2, Downgraded to Baa1 from Aaa

Cl. A-3, Downgraded to A1 from Aaa

Cl. A-4, Downgraded to A2 from Aaa

Cl. A-5, Downgraded to A3 from Aaa

Cl. A-6, Downgraded to Baa2 from Aaa

Cl. A-7, Downgraded to B3 from Aaa; Placed Under Review for
further Possible Downgrade

Cl. M-1, Downgraded to Ca from B3

Cl. M-2, Downgraded to Ca from B3

Cl. M-3, Downgraded to Ca from Caa1

Cl. M-4, Downgraded to Ca from Caa1

Issuer: Deutsche Alt-A Securities, Inc. Mortgage Loan Trust
Series
2006-AR6

Cl. A-1, Confirmed at Aaa

Cl. A-2, Downgraded to Aa1 from Aaa

Cl. A-3, Downgraded to Aa1 from Aaa

Cl. A-4, Downgraded to A2 from Aaa

Cl. A-5, Downgraded to A3 from Aaa

Cl. A-6, Confirmed at Aaa

Cl. A-7, Downgraded to A3 from Aaa

Cl. A-8, Downgraded to Ba3 from Aaa

Cl. M-1, Downgraded to B3 from B2; Placed Under Review for
further
Possible Downgrade

Cl. M-2, Downgraded to Ca from B3

Cl. M-3, Downgraded to Ca from B3

Cl. M-4, Downgraded to Ca from B3

Cl. M-5, Downgraded to Ca from B3

Cl. M-6, Downgraded to Ca from Caa1

Issuer: Deutsche Alt-A Securities, Inc. Mortgage Loan Trust
Series
2007-AR1

Cl. A-1, Downgraded to Baa1 from Aaa

Cl. A-2, Downgraded to Baa1 from Aaa

Cl. A-3A, Downgraded to Aa2 from Aaa

Cl. A-3B, Confirmed at Aaa

Cl. A-3C, Downgraded to Aa3 from Aaa

Cl. A-4, Downgraded to Baa1 from Aaa

Cl. A-5, Downgraded to Baa2 from Aaa

Cl. A-6, Downgraded to B1 from Aaa; Placed Under Review for
further Possible Downgrade

Cl. M-1, Downgraded to B3 from B2; Placed Under Review for
further
Possible Downgrade

Cl. M-2, Downgraded to Ca from B3

Cl. M-3, Downgraded to Ca from B3

Cl. M-4, Downgraded to Ca from B3

Issuer: Deutsche Alt-A Securities, Inc. Mortgage Loan Trust
Series
2007-AR3

Cl. II-A-1, Downgraded to Aa3 from Aaa

Cl. II-A-2A, Confirmed at Aaa

Cl. II-A-2B, Confirmed at Aaa

Cl. II-A-3, Downgraded to A2 from Aaa

Cl. II-A-4, Downgraded to A1 from Aaa

Cl. II-A-5, Downgraded to Aa1 from Aaa

Cl. II-A-6, Downgraded to A2 from Aaa

Cl. II-A-7, Downgraded to Ba3 from Aaa

Cl. I-M-1, Downgraded to Ca from B3

Cl. I-M-2, Downgraded to Ca from B3

Cl. II-M-2, Downgraded to B3 from B2; Placed Under Review for
further Possible Downgrade

Cl. II-M-3, Downgraded to Ca from B3

Cl. II-M-4, Downgraded to Ca from B3

Cl. II-M-5, Downgraded to Ca from B3

Issuer: Deutsche Alt-B Securities Mortgage Loan Trust, Series
2006-AB1

Cl. A-1-A, Downgraded to Baa1 from Aaa

Cl. A-1-B, Downgraded to Baa1 from Aaa

Cl. A-1-C, Downgraded to Baa2 from Aaa

Cl. A-4, Downgraded to Baa2 from Aaa

Cl. A-X-2, Downgraded to Baa2 from Aaa

Cl. A-2-A, Confirmed at Aaa

Cl. A-2-B, Downgraded to Baa2 from Aaa

Cl. A-2-C, Downgraded to Baa2 from Aaa

Cl. A-2-D, Downgraded to Baa2 from Aaa

Cl. A-X, Confirmed at Aaa

Issuer: Deutsche Alt-B Securities Mortgage Loan Trust, Series
2006-AB4

Cl. A-1A, Confirmed at Aaa

Cl. A-1B-1, Confirmed at Aaa

Cl. A-1C, Downgraded to Aa1 from Aaa

Cl. A-2, Downgraded to Baa2 from Aaa

Cl. A-3, Downgraded to Baa2 from Aaa

Cl. A-3A-1, Downgraded to Aa2 from Aaa

Cl. A-4B, Downgraded to Baa3 from Aaa

Cl. A-4C, Downgraded to Baa3 from Aaa

Cl. A-6A-1, Confirmed at Aaa

Cl. A-6A-2, Confirmed at Aaa

Cl. M-5, Downgraded to Ca from B3

Cl. M-6, Downgraded to Ca from B3

Cl. M-7, Downgraded to Ca from B3

Cl. M-8, Downgraded to Ca from B3

Cl. M-9, Downgraded to Ca from Caa1

Cl. M-10, Downgraded to Ca from Caa1

Issuer: Deutsche Alt-B Securities Mortgage Loan Trust, Series
2007-AB1

Cl. A-1, Downgraded to A1 from Aaa

Cl. AI-1, Downgraded to A1 from Aaa

Cl. X, Downgraded to A1 from Aaa

Cl. PO, Downgraded to B2 from Aaa; Placed Under Review for
further
Possible Downgrade

Cl. A-2, Downgraded to B3 from Aaa; Placed Under Review for
further Possible Downgrade

Cl. AI-2, Downgraded to B3 from Aaa; Placed Under Review for
further Possible Downgrade

Cl. B-1, Downgraded to Caa2 from B2

Issuer: Deutsche Alt-B Securities, Inc. Mortgage Loan Trust
Series
2006-AB2

Cl. A-1, Confirmed at Aaa

Cl. A-2, Confirmed at Aaa

Cl. A-3, Confirmed at Aaa

Cl. A-5B, Confirmed at Aaa

Cl. A-8, Confirmed at Aaa

Cl. M-5, Downgraded to Ca from B3

Cl. M-6, Downgraded to Ca from B3

Issuer: Deutsche Alt-B Securities, Inc. Mortgage Loan Trust
Series
2006-AB3

Cl. A-1, Confirmed at Aaa

Cl. A-2, Confirmed at Aaa

Cl. A-3, Confirmed at Aaa

Cl. A-5B, Confirmed at Aaa

Cl. A-7, Confirmed at Aaa

Cl. A-8, Confirmed at Aaa

Cl. M-1, Downgraded to B2 from Ba3; Placed Under Review for
further Possible Downgrade

Cl. M-4, Downgraded to Ca from B3

Cl. M-5, Downgraded to Ca from B3

Cl. M-6, Downgraded to Ca from B3

Cl. M-7, Downgraded to Ca from Caa1

A list of these actions including CUSIP identifiers may be found
at http://ResearchArchives.com/t/s?304


INOTEC GESELLSCHAFT: Claims Registration Period Ends August 12
--------------------------------------------------------------
Creditors of Inotec Gesellschaft fuer Verkaufsfoerderung
Innovation und Technik mbH have until Aug. 12, 2008, to register
their claims with court-appointed insolvency manager Jens
Lieser.

Creditors and other interested parties are encouraged to attend
the meeting at 10:39 a.m. on Aug. 26, 2008, at which time the
insolvency manager will present his first report on the
insolvency proceedings.

The meeting of creditors will be held at:

         The District Court of Mayen
         Hall 4
         St. Veit-Strasse 38
         56727 Mayen
         Germany

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

The insolvency manager can be reached at:

         Jens Lieser
         Josef-Goerres-Platz 5
         56068 Koblenz
         Germany
         Tel: 0261-304790
         Fax: 0261-9114729
         E-mail: info@lieser-rechtsanwaelte.de

The District Court of Mayen opened bankruptcy proceedings
against  Inotec Gesellschaft fuer Verkaufsfoerderung Innovation
und Technik mbH on July 2, 2008.  Consequently, all pending
proceedings against the company have been automatically stayed.

The Debtor can be reached at:

         Inotec Gesellschaft fuer Verkaufsfoerderung Innovation
         und Technik mbH
         Attn: Alois Steiert, Manager
         Saffiger Strasse 14
         56299 Ochtendung
         Germany


INTER VD: Claims Registration Period Ends August 12
---------------------------------------------------
Creditors of Inter VD GmbH have until Aug. 12, 2008, to register
their claims with court-appointed insolvency manager Hendrik
Gittermann.

Creditors and other interested parties are encouraged to attend
the meeting at 10:40 a.m. on Sept. 12, 2008, at which time the
insolvency manager will present his first report on the
insolvency proceedings.

The meeting of creditors will be held at:

         The District Court of Hamburg
         Meeting Hall B405
         Fourth Floor
         Sievkingplatz 1
         20355 Hamburg
         Germany

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

The insolvency manager can be reached at:

         Hendrik Gitterman
         Sandtorkai 62
         20457 Hamburg
         Germany

The District Court of Hamburg opened bankruptcy proceedings
against Inter VD GmbH on July 1, 2008.  Consequently, all
pending proceedings against the company have been automatically
stayed.

The Debtor can be reached at:

         Inter VD GmbH
         Attn: Gamze Eroglu, Manager
         Fritzschweg 1
         22111 Hamburg
         Germany


JS GMBH: Claims Registration Period Ends August 12
--------------------------------------------------
Creditors of JS GmbH Abfall + Transportlogistik have until
Aug. 12, 2008, to register their claims with court-appointed
insolvency manager Dirk-Henning Toennesmann.

Creditors and other interested parties are encouraged to attend
the meeting at 10:30 a.m. on Sept. 9, 2008, at which time the
insolvency manager will present his first report on the
insolvency proceedings.

The meeting of creditors will be held at:

         The District Court of Aachen
         Meeting Hall D 1.409
         First Floor
         Adalbertsteinweg 92
         52070 Aachen
         Germany

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

The insolvency manager can be reached at:

         Dirk-Henning Toennesmann
         Josef-Ruhr-Str. 30
         53879 Euskirchen
         Germany
         Tel: 02251 650810
         Fax: 022516508120

The District Court of Aachen opened bankruptcy proceedings
against JS GmbH Abfall + Transportlogistik on July 1, 2008.
Consequently, all pending proceedings against the company have
been automatically stayed.

The Debtor can be reached at:

         JS GmbH Abfall + Transportlogistik
         Hallenbad 9
         53925 Kall
         Germany

         Attn: Johannes Schmitz, Manager
         Steinrausch 36
         53894 Mechernich
         Germany


KIERDORF INTERNATIONALE: Claims Registration Period Ends Aug. 12
----------------------------------------------------------------
Creditors of Kierdorf Internationale Speditionsgesellschaft mbH
have until Aug. 12, 2008, to register their claims with court-
appointed insolvency manager Dr. Helmut Schmitz.

Creditors and other interested parties are encouraged to attend
the meeting at 9:00 a.m. on Sept. 2, 2008, at which time the
insolvency manager will present his first report on the
insolvency proceedings.

The meeting of creditors will be held at:

         The District Court of Duisburg
         Hall C113
         First Floor
         Kardinal-Galen-Strasse 124-132
         47058 Duisburg
         Germany

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

The insolvency manager can be reached at:

         Dr. Helmut Schmitz
         Flohbusch 1
         47802 Krefeld
         Germany

The District Court of Duisburg opened bankruptcy proceedings
against Kierdorf Internationale Speditionsgesellschaft mbH on
June 1, 2008.  Consequently, all pending proceedings against the
company have been automatically stayed.

The Debtor can be reached at:

         Kierdorf Internationale Speditionsgesellschaft mbH
         Beckerfelder Strasse 84
         47269 Duisburg
         Germany

         Attn: Peter Kierdorf, Manager
         Karlstrasse 8
         52388 Noervenich
         Germany


PROCESS CONTROL: Claims Registration Period Ends August 12
----------------------------------------------------------
Creditors of PROCON Process Control GmbH have until Aug. 12,
2008, to register their claims with court-appointed insolvency
manager Dr. Gerrit Hoelzle.

Creditors and other interested parties are encouraged to attend
the meeting at noon on Sept. 2, 2008, at which time the
insolvency manager will present his first report on the
insolvency proceedings.

The meeting of creditors will be held at:

         The District Court of Kleve
         Hall D 175
         Schlossberg 1
         47533 Kleve
         Germany

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

The insolvency manager can be reached at:

         Dr. Gerrit Hoelzle
         Rheinstrasse 75
         47623 Kevelaer
         Germany
         Tel: 0283297720
         Fax: 02832977229

The District Court of Kleve opened bankruptcy proceedings
against PROCON Process Control GmbH on July 11, 2008.
Consequently, all pending proceedings against the company have
been automatically stayed.

The Debtor can be reached at:

         PROCON Process Control GmbH
         Attn: Dieter Zabel, Manager
         Imigstrasse 1
         47574 Goch
         Germany


PROJEKT 16: Claims Registration Period Ends August 12
-----------------------------------------------------
Creditors of Projekt 16 Event & Catering GmbH have until
Aug. 12, 2008 to register their claims with court-appointed
insolvency manager Rolf Sperling.

Creditors and other interested parties are encouraged to attend
the meeting at 10:00 a.m. on Sept. 12, 2008, at which time the
insolvency manager will present his first report on the
insolvency proceedings.

The meeting of creditors will be held at:

         The District Court of Munich
         Meeting Hall 102
         Infanteriestr. 5
         80097 Munich
         Germany

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

The insolvency manager can be reached at:

         Rolf Sperling
         Loisach-Ufer 23
         82515 Wolfratshausen
         Germany
         Tel: 08171/9988-0
         Fax: 08171/9988-77

The District Court of Munich opened bankruptcy proceedings
against Projekt 16 Event & Catering GmbH on March 12, 2008.
Consequently, all pending proceedings against the company have
been automatically stayed.

The Debtor can be reached at:

         Projekt 16 Event & Catering GmbH
         Attn: Oliver Heinrichmaier, Manager
         Piusstr. 16
         81671 Munich
         Germany


TRONOX INC: Moody's Lowers Corporate Family Rating to Caa2
----------------------------------------------------------
Moody's Investors Service downgraded Tronox Worldwide LLC's
(Tronox) Corporate Family Rating to Caa2 from B3 the Probability
of Default Rating was lowered to Caa3 from B3.  In addition,
Moody's downgraded the company's secured revolver and term loan
to B1 from Ba3 and its unsecured notes to Caa3 from Caa1.  The
speculative grade liquidity rating was affirmed at SGL-4.  The
rating remains under review with negative implications.

The two notch downgrade for the CFR (following a one notch
downgrade in June of 2008) is due to the company's inability to
effect meaningful price increases to offset rapidly increasing
input costs that have caused operating margins to drop from 6%
in 2006 to just below breakeven in 2007 and were still negative
in the second quarter of 2008.  This margin contraction is
reflective of both poor conditions in the housing industry,
which is an important end market for the coatings and PVC that
use Tronox's TiO2, and the unprecedented rise in input costs.
Tronox initiated cost control programs, starting in mid 2006,
that have reduced cash costs by some US$93 million cumulatively
through June 30, 2008, without which Tronox's operating
performance would have been significantly worse.

While the willingness of the banks to grant a waiver (and
subsequent third amendment) and work with management to provide
further covenant relief is positive for Tronox's liquidity, the
need for such relief, reflecting weakness in its ability to
generate free cash flow, continues to be a concern.
Furthermore, Moody's is concerned that Tronox will need to
adjust covenants further to maintain access to the facility in
2009.  Moody's notes that due to uncertainties regarding the
continued escalation of input costs and the global economic
outlook, Tronox management is unable to predict, with a
reasonable level of certainty, if the company will be able to
achieve its financial covenants in the first half of 2009.  As a
result of Tronox's uncertainty accounting guidance requires that
the company's long-term debt be reflected in current liabilities
on the company's June 30, 2008 balance sheet.

Moody's believes that the ratings are constrained by the
prospect of continuing weak operating performance, weakness in
the housing market, covenant compliance and liquidity related
pressures, and large legacy environmental liabilities (even as
reserves on existing active sites have been reduced).  Moody's
believes that these legacy environmental liabilities are unique
in size and complexity, and constitute a key negative factor
when determining the rating.

Uncertainty over weakening economic conditions in North America
along with one time charges was a driver for management's
successful effort in July 2008 to reach agreement with its banks
to amend its financial covenant's on its credit facility.  This
follows an earlier covenant amendment in February 2008 and March
of 2007.  Leverage ratios for the next three quarters of 2008
were relaxed by more than half a turn to a peak of 5.55 times
(from 4.9 times) before reducing in 2009. In the second
amendment interest coverage was dropped by over 1.5 turns to 1.0
times in the first two quarters of 2008 and to 0.80 times in the
last two quarters before increasing in 2009.  Tronox was in
compliance with its new covenants in the second quarter of 2008.
The proceeds from proposed asset sales were not factored into
the setting of these covenant levels such that if successful the
compliance headroom could improve. Still, the company's asset
sale efforts in 2007 were delayed by both current capital market
conditions related to commercial land sale financings and the
inability to reach a satisfactory price on a sale of a foreign
plant.

The ratings remain on review as Tronox has added specific new
management and consultants to aid the company in evaluating all
strategic alternatives to improve the business and address
ongoing challenges, including development opportunities,
mitigation of legacy liabilities, capital restructuring, land
sales and all other options available to it.  Specifically,
Tronox has hired financial advisor Rothschild Inc. to further
assist in its evaluation of strategic alternatives.  Moody's
ongoing review will attempt to gauge the chances that the
company will be successful in pursuing alternatives and options
or that the current price increases will offset the continuing
cost increases.  A further concern is Tronox's change in
communication policy as noted on their recent second quarter
conference call on July 30, 2008.  As Tronox continues to
evaluate strategic alternatives for improving their business and
addressing the ongoing challenges the company faces, and given
that these initiatives are still being developed, Tronox was not
prepared, on the call, to answer questions regarding this
process, the company's strategies or long-term outlook.  Moody's
believes this change in policy elevates the level of uncertainty
surrounding the strategic alternatives being considered.

The review also reflects Tronox's weakening business profile as
evidenced by the company's margin deterioration.  While Moody's
believes that Tronox is fundamentally a stronger credit over the
medium term than the Caa2 CFR would imply, Moody's recognizes
that Tronox has a sizeable market share, relatively modest debt
maturities, positive geographic diversity, and stable customer
relationships. Moody's is focusing more on the company's near-
term performance due to the expectation of weaker credit metrics
in 2008/2009 and Moody's anticipation that the company may need
to renegotiate the recently amended financial covenants in its
revolver and term loan to maintain access to these facilities
over the next 12 months.  It is this prospect of further
covenant pressure along with reduced cash flows and lower cash
balances that has resulted in the speculative grade liquidity
rating of SGL-4 reflecting the prospect of weakening liquidity.
A turnaround in the company's projected financial performance
could result in a positive rating action.  Conversely, weaker
conditions in the company's main end-markets, coatings and PVC,
resulting in weak product pricing and cash flows, could lead to
lower ratings.

Downgrades:

Issuer: Tronox Worldwide LLC

-- Corporate Family Rating, Downgraded to Caa2 from B3

-- Probability of Default Rating, Downgraded to Caa3 from B3

-- Senior Secured Bank Credit Facility, Downgraded to B1 from
   Ba3 from Ba2, 9 - LGD1

-- Senior Unsecured Regular Bond/Debenture, Downgraded to Caa3
   from Caa1, 56 - LGD4

-- Speculative Grade Liquidity Rating, Affirmed at SGL-4

                   About Tronox Worldwide

Tronox Worldwide LLC is the third-largest global producer of
TiO2, a white pigment used in a wide range of products for its
ability to impart whiteness, brightness and opacity.  TiO2 is
used in a variety of products including paints and coatings,
plastics, paper and consumer products.  The company commands a
12% global market share in TiO2, reporting sales of US$1.5
billion for the twelve months ended June 30, 2008.


=============
I C E L A N D
=============


VSP SECURITIES: Claims Filing Deadline is December 8
----------------------------------------------------
By the ruling of the District Court of Reykjavik, dated May 23,
2008, the estate of Verobrefabjonusta sparisjooanna hf. (VSP
Securities), Icelandic ID no. 430804-2190, domiciled at
Rauoararstigur 27, 108 Reykjavik, Iceland, has entered into
bankruptcy proceedings by the demand of Fjarmalaeftirlitio, the
Icelandic Financial Supervisory Authority, on the grounds of
paragr. 1, art. 102 of Act 161/2002 on Financial Undertakings
and the undersigned has been appointed as liquidator.

Those, that consider themselves the holders of a claim, security
or any other right towards the aforementioned estate or any
property in its keeping, are hereby called upon to file their
claims to the undersigned liquidator at their earliest
convenience and on Dec. 8, 2008, at the latest.  Any claims that
have not been filed within said time period, will not be
considered valid upon the division of the estate.

Filings regarding claims shall be sent to the liquidator's
office at:

         The Icelandic Financial Supervisory Authority
         Borgartun 26
         Third Floor
         IS 105 Reykjavik
         Iceland

A claimants' meeting, where a list of filed claims will be
discussed along with the allocation of the estate's rights and
properties, will be held at the office of the liquidator at 9:00
a.m. on Thursday, Jan. 15, 2009.

A list of filed claims will be available at the liquidator's
office the week before the claimants' meeting.


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


ELAN CORP: Shifts Outlook to Stable, Keeps B Corp. Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services has revised its outlook on
Dublin, Ireland-based Elan Corp. PLC to stable from positive.
At the same time, S&P affirmed its 'B' corporate credit rating
on the company.

"The outlook revision reflects our expectations of diminished
growth prospects for the company's key franchise, Tysabri," said
S&P's credit analyst Brian Jones, "following the announcement of
two confirmed cases of PML in patients on the multiple sclerosis
(MS) therapy, and the delayed turn to profitability that could
result from a change in prescribing patterns of the drug."


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


PARMALAT SPA: NY Court Confirms Settlement Class in Hermes Suit
---------------------------------------------------------------
The U.S. District Court for the Southern District of New York
granted the request of Lead Plaintiffs Hermes Focus Asset
Management Europe Limited, Cattolica Partecipazioni, S.p.A.,
Capital & Finance Asset Management, Societe Moderne des
Terrassements Parisiens and Solotrat for preliminary
certification to the Settlement Class, for the purpose of
partially settling the securities class action litigation,
according to a report by the PARMALAT Bankruptcy News, Issue No.
104.

The Settlement Class will include all persons and entities that
purchased or acquired securities of Parmalat Finanziaria S.p.A.
and its subsidiaries and affiliates between January 5, 1999 and
December 18, 2003.

The Settlement Class excludes Parmalat, the Defendants, officers
and directors of Parmalat or the Defendants, entities in which
the Defendants have a controlling interest, Parmalat's insurers,
banks and other financial institutions that transacted with
Parmalat, the relatives and legal representatives of the
foregoing.

The Court also approved, as to form and content, the Notice and
Publication Notice to putative class members.  Further, Judge
Kaplan has appointed Epiq Systems Class Actions and Claims
Solutions as the notice and claims administrator supervising and
administering the notice procedure as well as the processing of
claims.

Judge Kaplan will convene a hearing on Sept. 24, 2008, at 9:30
a.m., to determine whether the Settlement is fair, reasonable
and accurate.  The Court will also consider the approval of the
related plan of allocation, as well as the reimbursement of
attorneys' fees and other costs.

                        About Parmalat

Headquartered in Milan, Italy, Parmalat S.p.A.
-- http://www.parmalat.net/-- sells nameplate milk products
that can be stored at room temperature for months.  It also has
about 40 brand product lines, which include yogurt, cheese,
butter, cakes and cookies, breads, pizza, snack foods and
vegetable sauces, soups and juices.

The company's U.S. operations filed for chapter 11 protection on
Feb. 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139).  Gary
Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal &
Manges LLP, represent the Debtors.  When the U.S. Debtors filed
for bankruptcy protection, they reported more than US$200
million in assets and debts.  The U.S. Debtors emerged from
bankruptcy on April 13, 2005.

Parmalat S.p.A. and its Italian affiliates filed separate
petitions for Extraordinary Administration before the Italian
Ministry of Productive Activities and the Civil and Criminal
District Court of the City of Parma, Italy on Dec. 24, 2003.
Dr. Enrico Bondi was appointed Extraordinary Commissioner in
each of the cases.  The Parma Court has declared the units
insolvent.

On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No.
04-14268, in the United States Bankruptcy Court for the Southern
District of New York.

Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat
Capital Finance Ltd., and Food Holdings Ltd.  Dairy Holdings and
Food Holdings are Cayman Island special-purpose vehicles
established by Parmalat S.p.A.  The Finance Companies are under
separate winding up petitions before the Grand Court of the
Cayman Islands.  Gordon I. MacRae and James Cleaver of Kroll
(Cayman) Ltd. serve as Joint Provisional Liquidators in the
cases.  On Jan. 20, 2004, the Liquidators filed Sec. 304
petition, Case No. 04-10362, in the United States Bankruptcy
Court for the Southern District of New York.  In May 2006, the
Cayman Island Court appointed Messrs. MacRae and Cleaver as
Joint Official Liquidators.  Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq.,
at Janvey, Gordon, Herlands Randolph, represent the Finance
Companies in the Sec. 304 case.

The Honorable Robert D. Drain presides over the Parmalat
Debtors' U.S. cases.  On June 21, 2007, the U.S. Court granted
Parmalat permanent injunction.


SAFILO SPA: S&P Downgrades Corp. Credit Rating to B+ From BB-
-------------------------------------------------------------
Standard & Poor's Ratings Services has lowered its long-term
corporate credit rating on Italy-based eyewear manufacturer
Safilo SpA to 'B+' from 'BB-'.  The outlook is stable.

At the same time, S&P lowered to 'B+' from 'BB-' its debt rating
on the EUR195 million 9.625% second-lien senior subordinated
notes due 2013 issued by Safilo Capital International S.A.

"The downgrade follows Safilo's operating underperformance,
which resulted in the adjusted ratio of funds from operations to
net debt at 12.3% in the 12 months to June 2008, well below our
guideline of about 20%," said S&P's credit analyst Diego Festa.

"Although the company's financial risk profile is supported by a
manageable debt maturity profile and a still-adequate level of
back-up committed lines, ongoing deteriorating macroeconomic
prospects in the context of an aggressive financial policy have
resulted in Safilo's debt protection measures moving to levels
that are not appropriate for the 'BB' rating category," Mr.
Festa added.

Safilo's results for the six months to June 2008 showed EBITDA
down 15% to EUR85 million, with free operating cash flow, after
a dividend payment of EUR26 million, at negative EUR28 million
-- down from positive EUR3 million in 2007.  This negative trend
is due to a number of factors, including the persistent weakness
of the U.S. dollar (about 40% of the company's sales are exposed
to this currency); a softening in discretionary consumer
spending (namely in Europe, with Spain, the U.K., and Germany
suffering the most); a greater proportion of sales in less
profitable markets; and the effects of investments to develop
new production initiatives, which include the opening of a new
facility in Shanghai in 2009, and the company's retail sector,
with higher personnel, leases, and marketing expenses weighing
on profitability.

S&P expects that Safilo will maintain adequate financial
measures, including adjusted debt to EBITDA below 4x.

Against the backdrop of weakening discretionary consumer
confidence and spending, negative rating actions could arise if
discretionary operating cash flow -- after dividend payments and
business investments -- remains persistently negative, reducing
the leeway under the covenants included in Safilo's senior loan
agreement.  The ratings could also come under pressure because
of increased competition in retaining existing and acquiring new
licenses.


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


ATYRAU AUE: Creditors Must File Claims by September 18
------------------------------------------------------
Branch of JSC Air Company Atyrau Aue Joly has declared
insolvency.  Creditors have until Sept. 18, 2008, to submit
written proofs of claims to:

         Branch of JSC Air Company
         Atyrau Aue Joly
         Office 12
         Mailin Str. 5
         Almaty
         Kazakhstan


CAR SERVICES: Claims Deadline Slated for September 17
-----------------------------------------------------
The Specialized Inter-Regional Economic Court of Almaty has
declared LLP Car Services & K insolvent on June 16, 2008.

Creditors have until Sept. 17, 2008, to submit written proofs of
claims to:

         The Specialized Inter-Regional
         Economic Court of Almaty
         Office 508
         Maulenov Str. 92
         Almaty
         Kazakhstan
         Tel: 8 (7272) 67-63-55
              8 701 733 36-24


DIKSI LLP: Claims Filing Period Ends September 17
-------------------------------------------------
The Specialized Inter-Regional Economic Court of Akmola has
declared LLP Information-Analitical-Trade- Representative-
Consulting-Engineering Firm DIKSI insolvent.

Creditors have until Sept. 17, 2008, to submit written proofs of
claims to:

         The Specialized Inter-Regional
         Economic Court of Akmola
         Room 228
         Auelbekov Str. 139a
         Kokshetau
         Akmola
         Kazakhstan
         Tel: 8 (7162) 25-79-32


EURO ASIA: Creditors' Claims Due on September 17
------------------------------------------------
The Specialized Inter-Regional Economic Court of Akmola has
declared LLP Trade-Manufacturing Company Euro Asia Trans Trade
insolvent.

Creditors have until Sept. 17, 2008, to submit written proofs of
claims to:

         The Specialized Inter-Regional
         Economic Court of Akmola
         Room 228
         Auelbekov Str. 139a
         Kokshetau
         Akmola
         Kazakhstan
         Tel: 8 (7162) 25-79-32


EUROSNUB LLP: Claims Registration Ends September 17
---------------------------------------------------
The Specialized Inter-Regional Economic Court of Almaty has
declared LLP Eurosnub insolvent on June 16, 2008.

Creditors have until Sept. 17, 2008, to submit written proofs of
claims to:

         The Specialized Inter-Regional
         Economic Court of Almaty
         Post Office Box 72
         Main Post Office
         050000, Almaty
         Kazakhstan


GERON-PAVLODAR: Claims Deadline Slated for September 18
-------------------------------------------------------
The Specialized Inter-Regional Economic Court of Pavlodar has
declared LLP Geron-Pavlodar insolvent.

Creditors have until Sept. 18, 2008, to submit written proofs of
claims to:

         The Specialized Inter-Regional
         Economic Court of Pavlodar
         Dostoevsky Str. 72
         Pavlodar
         Kazakhstan
         Tel: 8 (7182) 32-91-97


KASSOVIYE APPARATY: Claims Filing Period Ends September 18
----------------------------------------------------------
The Specialized Inter-Regional Economic Court of Pavlodar has
declared LLP Firm Kassoviye Apparaty insolvent.

Creditors have until Sept. 18, 2008, to submit written proofs of
claims to:

         The Specialized Inter-Regional
         Economic Court of Pavlodar
         Dostoevsky Str. 72
         Pavlodar
         Kazakhstan
         Tel: 8 (7182) 32-91-97


TLG ALMATY: Creditors' Claims Due on September 17
-------------------------------------------------
The Specialized Inter-Regional Economic Court of Almaty has
declared LLP TLG Almaty insolvent on June 16, 2008.

Creditors have until Sept. 17, 2008, to submit written proofs of
claims to:

         The Specialized Inter-Regional
         Economic Court of Almaty
         Post Office Box 72
         Main Post Office
         050000 Almaty
         Kazakhstan


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


ALA-MUROK LLC: Creditors Must File Claims by September 4
--------------------------------------------------------
LLC Microcredit Company Ala-Murok has declared insolvency.
Creditors have until Sept. 4, 2008, to submit written proofs of
claim to:

         LLC Ala-Murok
         Manaschy Sagymbai Str. 221-3
         Bishkek
         Kyrgyzstan


MIRA-ATAKAN LLC: Creditors' Proofs of Claim Due by September 4
--------------------------------------------------------------
LLC Mira-Atakan has declared insolvency.  Creditors have until
Sept. 4, 2008, to submit written proofs of claim to:

         LLC Mira-Atakan
         Zelenaya Str. 15
         Nijnaya Alaarcha
         Alamudunsky
         Chui
         Kyrgyzstan


=================
L I T H U A N I A
=================


UAB BITE: S&P Lowers Ratings on Liquidity Headroom Concerns
-----------------------------------------------------------
Standard & Poor's Ratings Services has lowered to 'B-' from 'B'
its long-term corporate credit ratings on Lithuania-based mobile
telecommunications operator UAB Bite Lietuva and its 100% owner
Bite Finance International B.V. on liquidity headroom concerns.
The outlook is negative.

At the same time, S&P lowered to 'B-' from 'B' its debt rating
on the EUR190 million senior secured floating-rate notes due
2014 and lowered to 'CCC' from 'CCC+' its debt rating on the
EUR110 million subordinated floating-rate notes due 2017 issued
by Bite Finance International.

"The downgrade reflects our expectation of tightening liquidity
headroom as Bite relies solely on available liquidity of EUR21.4
million at June 30, 2008, before achieving positive free
operating cash flow (FOCF) at the group level and tightening of
covenant headroom on its EUR30 million revolving credit
facility, of which EUR14 million was drawn at June 30, 2008,"
said S&P's credit analyst Michael O'Brien.

This reduces any margin for underperformance in Bite's business
plan, the success of which includes achieving positive EBITDA in
its growing Latvian business, while continuing to maintain its
established market position in the Lithuanian market.  This
could also be challenging given S&P's view that Bite's EBITDA
performance in Lithuania in the first half of 2008 was weak.
This contributed to a weaker consolidated group EBITDA, which
dropped 15.6% year on year to EUR15.1 million (14% EBITDA
margin).  This was due to higher customer acquisition costs that
resulted in a successful boost to its postpaid customer base,
but also higher interconnection costs related to these
customers, who currently continue to make meaningful amounts of
calls to other networks.  In addition, competition in the
prepaid market in Lithuania has maintained pressure on Bite's
prepaid subscriber numbers.

"We recognize that Bite retains flexibility over how it chooses
to use its financial resources to support its business before
reaching positive FOCF and that average revenues per user should
improve given the boost to its postpaid customer base," said Mr.
O'Brien.  At the same time, there is growing competitive
pressure in the 147%-penetrated mature Lithuanian mobile market,
evidenced by an incremental reduction in Bite's 29.4% service
revenue market share in the first quarter of 2008, as well as a
slowdown in the macroeconomic environment.  The realization of
Bite's business plan will also be critical to improve upon a
very highly leveraged capital structure -- reported debt to
EBITDA of 8.8x for the last 12 months ended June 30, 2008, for
the consolidated businesses of Bite Lithuania and Bite Latvia.

These challenges are mitigated more generally, however, by the
well-established Lithuanian operation, which ranks second behind
national telecoms incumbent UAB Omnitel in revenue share and has
posted revenues broadly in line with expectations; a relatively
benign regulatory environment; and low fixed-line telephony
penetration combined with a comparatively high level of mobile-
only households.

The negative outlook indicates that the ratings could be further
lowered if the company's liquidity prospects were to weaken
materially, either as a result of operating underperformance, on
either the revenue and cost side, or if covenant headroom were
to be materially impaired over the coming quarters.  The outlook
also reflects that significant deleveraging remains unlikely in
the near term given the underperforming Latvian mobile start-up.

Alternatively, the outlook could revert to stable if Bite shows
an improving operating performance providing better visibility
on the achievement of positive FOCF at group level and if the
company successfully renegotiated its debt to EBITDA financial
maintenance covenant on its revolving credit facility, which
would provide some additional financial flexibility to execute
its business plan without the threat of having to refinance in
the event of a covenant breach.  Additional funding would also
support a return to stable outlook.


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


BITE FINANCE: Liquidity Headroom Concerns Cue S&P to Cut Ratings
----------------------------------------------------------------
Standard & Poor's Ratings Services has lowered to 'B-' from 'B'
its long-term corporate credit ratings on Lithuania-based mobile
telecommunications operator UAB Bite Lietuva and its 100% owner
Bite Finance International B.V. on liquidity headroom concerns.
The outlook is negative.

At the same time, S&P lowered to 'B-' from 'B' its debt rating
on the EUR190 million senior secured floating-rate notes due
2014 and lowered to 'CCC' from 'CCC+' its debt rating on the
EUR110 million subordinated floating-rate notes due 2017 issued
by Bite Finance International.

"The downgrade reflects our expectation of tightening liquidity
headroom as Bite relies solely on available liquidity of EUR21.4
million at June 30, 2008, before achieving positive free
operating cash flow (FOCF) at the group level and tightening of
covenant headroom on its EUR30 million revolving credit
facility, of which EUR14 million was drawn at June 30, 2008,"
said S&P's credit analyst Michael O'Brien.

This reduces any margin for underperformance in Bite's business
plan, the success of which includes achieving positive EBITDA in
its growing Latvian business, while continuing to maintain its
established market position in the Lithuanian market.  This
could also be challenging given S&P's view that Bite's EBITDA
performance in Lithuania in the first half of 2008 was weak.
This contributed to a weaker consolidated group EBITDA, which
dropped 15.6% year on year to EUR15.1 million (14% EBITDA
margin).  This was due to higher customer acquisition costs that
resulted in a successful boost to its postpaid customer base,
but also higher interconnection costs related to these
customers, who currently continue to make meaningful amounts of
calls to other networks.  In addition, competition in the
prepaid market in Lithuania has maintained pressure on Bite's
prepaid subscriber numbers.

"We recognize that Bite retains flexibility over how it chooses
to use its financial resources to support its business before
reaching positive FOCF and that average revenues per user should
improve given the boost to its postpaid customer base," said Mr.
O'Brien.  At the same time, there is growing competitive
pressure in the 147%-penetrated mature Lithuanian mobile market,
evidenced by an incremental reduction in Bite's 29.4% service
revenue market share in the first quarter of 2008, as well as a
slowdown in the macroeconomic environment.  The realization of
Bite's business plan will also be critical to improve upon a
very highly leveraged capital structure -- reported debt to
EBITDA of 8.8x for the last 12 months ended June 30, 2008, for
the consolidated businesses of Bite Lithuania and Bite Latvia.

These challenges are mitigated more generally, however, by the
well-established Lithuanian operation, which ranks second behind
national telecoms incumbent UAB Omnitel in revenue share and has
posted revenues broadly in line with expectations; a relatively
benign regulatory environment; and low fixed-line telephony
penetration combined with a comparatively high level of mobile-
only households.

The negative outlook indicates that the ratings could be further
lowered if the company's liquidity prospects were to weaken
materially, either as a result of operating underperformance, on
either the revenue and cost side, or if covenant headroom were
to be materially impaired over the coming quarters.  The outlook
also reflects that significant deleveraging remains unlikely in
the near term given the underperforming Latvian mobile start-up.

Alternatively, the outlook could revert to stable if Bite shows
an improving operating performance providing better visibility
on the achievement of positive FOCF at group level and if the
company successfully renegotiated its debt to EBITDA financial
maintenance covenant on its revolving credit facility, which
would provide some additional financial flexibility to execute
its business plan without the threat of having to refinance in
the event of a covenant breach.  Additional funding would also
support a return to stable outlook.


E-MAC DE 2006-I: S&P Lowers Rating on Class E Notes to BB+
----------------------------------------------------------
Standard & Poor's Ratings Services has lowered its credit
ratings on the class C, D, and E notes issued by E-MAC DE 2006-I
B.V. and removed them from CreditWatch with negative
implications, where they were placed on April 30.  The rating on
the class F notes remains on CreditWatch negative.  S&P has also
placed on CreditWatch negative its rating on the class B notes
and affirmed the rating on the class A notes.

The rating actions follow a full credit and cash flow analysis
of the most recent loan-level information that, in particular,
incorporates an increase in S&P's assumption for servicing fees
and considers pool performance to date.

This analysis showed that the credit enhancement available for
the class C, D, and E notes was insufficient to maintain the
current ratings.

The ratings on the class B notes have been placed on CreditWatch
negative because of the uncertainty about future performance and
S&P expects this to be resolved after the next payment date in
August.  In addition, S&P has kept the class F notes on
CreditWatch negative due to the uncertainty about the level
of excess spread available to amortize those notes as the losses
started to crystallize.

The rating on Residential Capital, LLC (CCC+/Negative/C)—the
parent company of the originator, GMAC-RFC Bank GmbH—has
recently been lowered.  If the originator, which also provides
certain servicing activities, becomes insolvent, there is
uncertainty about the cost that would be charged by the
subservicer or by any replacement servicer for servicing the
type of mortgage product backing this pool.  Therefore, S&P has
increased the replacement servicing fees included in the cash
flow model to reflect this heightened risk.

In addition, the pool performance continues to deteriorate, with
high and increasing delinquencies.  Performance data as of May
2008 shows that loans in arrears for more than 90 days have
increased to 5.5% from 3.9% in February 2008.  At the same time,
total delinquencies increased to 12.3% in May from 11.2% in
February.

Ratings List:

E-MAC DE 2006-I B.V.

  -- EUR502.5 Million Mortgage-Backed Floating-Rate Notes

Ratings Lowered And Removed From CreditWatch Negative:

Class      To                  From
-----      --                  ----
C          A-               A/Watch Neg
D          BBB-            BBB/Watch Neg
E          BB+            BBB-/Watch Neg

Rating Kept On CreditWatch Negative:

Class      To                  From
-----      --                  ----
F        BB/Watch Neg       BB/Watch Neg

Rating Placed On CreditWatch Negative:

Class      To                  From
-----      --                  ----
B      AA/Watch Neg             AA

Rating Affirmed:

Class     Rating
-----     ------
A          AAA


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


JFC GROUP: S&P Holds Long-Term Corporate Credit Rating at B-
------------------------------------------------------------
Standard & Poor's Ratings Services has affirmed its 'B-'
long-term corporate credit and 'ruBBB-' Russia national scale
ratings on Russian fruit importer and distributor JFC Group Co.
Ltd.

Both ratings were removed from CreditWatch, where they were
placed with negative implications on Feb. 15, 2008, following
the group's large investments into such noncore assets as
commercial real estate, which constrained the liquidity
position.  The outlook, which was stable prior to the
CreditWatch listing, is now negative.

"The affirmation of the corporate credit and national scale
ratings reflects JFC's somewhat improved liquidity position,"
said S&P's credit analyst Anton Geyze.  "The group managed to
increase available financing under its committed credit lines
and to comply with the covenants on its syndicated loan, which
had been tested after the release of JFC's 2007 audited
financial statements."

The affirmation also reflects JFC's progress in decreasing its
nominal debt burden by midyear 2008.  JFC disposed of its
commercial real estate acquired in 2006-2007 and used the
proceeds for deleveraging.  Nevertheless, by year-end 2008, S&P
expects capital-expenditure and working-capital outlays to
outstrip the debt decrease achieved through the real estate sell
off.

S&P notes that the commercial real estate was sold to a real
estate development company affiliated with JFC's major
shareholder.  This common ownership exacerbates the risk that
JFC could continue investing in noncore areas and pursuing an
opportunistic financial policy.

With S&P's adjustments, debt was US$354 million at year-end
2007, or 4.7x EBITDA, based on adjusted EBITDA of US$76 million,
which excludes foreign exchange gain and gain on disposal of the
commercial real estate.

"The outlook is negative because JFC risks noncompliance with
covenants under its syndicated loan facility," said Mr. Geyze.
The negative outlook also reflects the remaining risks of
refinancing its upcoming debt maturities, including the put
option on the RUR2 billion bond.

The ratings factor in no further exercise of opportunistic
financial policy.  The current ratings reflect the current level
of consolidation and the corporate structure, and do not
incorporate any changes in consolidation parameters.

The outlook could be revised to stable if JFC successfully
navigates the put option on the ruble bond in November 2008 and
keeps adequate headroom under its covenants in the short term.
S&P will be also monitor whether the group continues to keep a
sufficient liquidity cushion in the orm of undrawn amounts under
its committed lines throughout the year.

Inability to maintain access to adequate financial resources
several months before the put option or a further leverage
increase exacerbating covenant compliance risk could lead to a
negative rating action.  The ratings might also be lowered if
the group's operating performance deteriorates, effectively
undermining the support from banks that currently allows JFC to
roll over its significant short-term debt.


METALLIST LLC: Court Starts Bankruptcy Supervision Procedure
------------------------------------------------------------
The Arbitration Court of Khabarovsk commenced bankruptcy
supervision procedure on LLC Metallist (TIN 2723080523).  The
case is docketed under Case No. A73-3566/2008-9.

The Temporary Insolvency Manager is:

         V. Perepelitsa
         Office 7
         Amurskiy Avenue 11
         680028 Khabarovsk
         Russia
         Tel: 89147727102, (4212) 35-21-86

The Debtor can be reached at:

         LLC Metallist
         Office 26
         Suvorova Str. 73
         680000 Khabarovsk
         Russia


MOSCOW OBLAST: S&P Shifts Outlook, Affirms BB L-T Issuer Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services has revised its outlook on
the Moscow Oblast to stable from positive.  At the same time,
the 'BB' long-term issuer and 'ruAA' Russia national scale
ratings on the Moscow Oblast were affirmed.

At the same time, S&P affirmed the 'B' long-term issuer and
'ruA-' Russia national scale ratings on Moscow Regional
Investment Trust Co. (OJSC), a multifunctional holding company
wholly owned by the Moscow Oblast, and removed it from
CreditWatch with negative implications, where it had been placed
on June 25, 2008, following its delay in fulfilling the put
option on bonds guaranteed by MRITC and issued by Mostransavto
(CCC+/Stable/--; Russia national scale rating ruBB+').  The
outlook on MRITC is stable.

"The revision of the outlook on Moscow Oblast from positive to
stable reflects the need for the Moscow Oblast to better control
time-sensitive, complex financial transactions under its high
exposure to short-term debt, as evinced by the recent technical
delay in executing the put option on the Mostransavto bond,"
said S&P's credit analyst Felix Ejgel.

Both rating actions follow S&P's investigation into the reasons
for the one-day delay in the execution of the put option
provided by MRITC on RUR7.5 billion of Mostransavto's 'CCC+'
rated bond.  The payment was finally made on June 25, 2008 --
one full day after it was due -- and because of the delay, S&P
placed MRITC on CreditWatch with negative implications.

"After reviewing additional information provided by the parties
involved in the transaction, we understand that the delay was
not due to liquidity problems of either MRITC or the oblast,"
said Mr. Ejgel.

In fact, at the payment date, both Moscow Oblast and MRITC had
adequate liquidity.  As of June 1, 2008, Moscow Oblast's
reserves had reached about RUR17.3 billion, exceeding the amount
of the direct debt service to be made by year-end 2008.  MRITC
had RUR2.6 billion in cash in a local bank on the day before the
put option was due, while the amount of bonds put amounted only
to about RUR1.7 billion.

By mutual agreement, the funds for servicing the option were
provided by Moscow Oblast from its account in another Russian
bank.  However, a technical delinquency in the payment chain
prevented the timely fulfillment of the put option on behalf of
MRITC.  This action confirmed S&P's view on the distribution of
credit risks between Moscow Oblast and MRITC.  On the one hand
MRITC plays an important role in raising off-budget financing
for the oblast's investment projects and benefits from the
oblast's willingness to provide ongoing support.  As a result
S&P applies a top-down approach in rating MRITC.  On the other
hand, MRITC takes on some of the oblast's financial and credit
risks, which results in the three-notch differential between the
ratings on the Moscow Oblast and those on MRITC.

Ratings List:
                                     To               From
                                     --               ----

Moscow Oblast:

  Issuer credit rating             BB/Stable/--  BB/Positive/--
  Russia national scale rating     ruAA             ruAA

Moscow Regional Investment Trust Co. (OJSC):

  Issuer credit rating             B/Stable/--   B/Watch Neg/--
  Russia national scale rating     ruA-        ruA-/Watch Neg/--



MOSCOW REGIONAL: S&P Affirms B Long-Term Issuer Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services has revised its outlook on
the Moscow Oblast to stable from positive.  At the same time,
the 'BB' long-term issuer and 'ruAA' Russia national scale
ratings on the Moscow Oblast were affirmed.

At the same time, S&P affirmed the 'B' long-term issuer and
'ruA-' Russia national scale ratings on Moscow Regional
Investment Trust Co. (OJSC), a multifunctional holding company
wholly owned by the Moscow Oblast, and removed it from
CreditWatch with negative implications, where it had been placed
on June 25, 2008, following its delay in fulfilling the put
option on bonds guaranteed by MRITC and issued by Mostransavto
(CCC+/Stable/--; Russia national scale rating ruBB+').  The
outlook on MRITC is stable.

"The revision of the outlook on Moscow Oblast from positive to
stable reflects the need for the Moscow Oblast to better control
time-sensitive, complex financial transactions under its high
exposure to short-term debt, as evinced by the recent technical
delay in executing the put option on the Mostransavto bond,"
said S&P's credit analyst Felix Ejgel.

Both rating actions follow S&P's investigation into the reasons
for the one-day delay in the execution of the put option
provided by MRITC on RUR7.5 billion of Mostransavto's 'CCC+'
rated bond.  The payment was finally made on June 25, 2008 --
one full day after it was due -- and because of the delay, S&P
placed MRITC on CreditWatch with negative implications.

"After reviewing additional information provided by the parties
involved in the transaction, we understand that the delay was
not due to liquidity problems of either MRITC or the oblast,"
said Mr. Ejgel.

In fact, at the payment date, both Moscow Oblast and MRITC had
adequate liquidity.  As of June 1, 2008, Moscow Oblast's
reserves had reached about RUR17.3 billion, exceeding the amount
of the direct debt service to be made by year-end 2008.  MRITC
had RUR2.6 billion in cash in a local bank on the day before the
put option was due, while the amount of bonds put amounted only
to about RUR1.7 billion.

By mutual agreement, the funds for servicing the option were
provided by Moscow Oblast from its account in another Russian
bank.  However, a technical delinquency in the payment chain
prevented the timely fulfillment of the put option on behalf of
MRITC.  This action confirmed S&P's view on the distribution of
credit risks between Moscow Oblast and MRITC.  On the one hand
MRITC plays an important role in raising off-budget financing
for the oblast's investment projects and benefits from the
oblast's willingness to provide ongoing support.  As a result
S&P applies a top-down approach in rating MRITC.  On the other
hand, MRITC takes on some of the oblast's financial and credit
risks, which results in the three-notch differential between the
ratings on the Moscow Oblast and those on MRITC.

Ratings List:
                                     To               From
                                     --               ----

Moscow Oblast:

  Issuer credit rating             BB/Stable/--  BB/Positive/--
  Russia national scale rating     ruAA             ruAA

Moscow Regional Investment Trust Co. (OJSC):

  Issuer credit rating             B/Stable/--   B/Watch Neg/--
  Russia national scale rating     ruA-        ruA-/Watch Neg/--


NAVIGATION LLC: Creditors Must File Claims by August 28
-------------------------------------------------------
Creditors of LLC Navigation (TIN 6376015739) have until Aug. 28,
2008, to submit proofs of claim to:

         M. Bagno
         Insolvency Manager
         Apt. 253
         Chkalova 32
         Orenburg
         Russia

The Arbitration Court of Samara commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. A55-12945/2007.

The Court is located at:

         The Arbitration Court of Samara
         Avrory Str. 148
         443045 Samara
         Russia

The Debtor can be reached at:

         LLC Navigation
         Novosemeykino
         Samara
         Russia


OBLAST: Moody's Assigns Ba1 Global Scale Currency Ratings
---------------------------------------------------------
Moody's Investors Service has assigned global scale local and
foreign currency ratings of Ba1 to the Oblast (Region) of
Belgorod.  The rating outlook is stable.  At the same time,
Moody's Interfax Rating Agency, which is majority-owned by
Moody's, assigned a national scale rating of Aa1.ru to the
Oblast.  Moreover, a global scale local currency rating of Ba1
with stable outlook and a national scale rating of Aa1.ru have
been assigned to the RUB1.5 billion bond (approximately US$64
million) issued by the Oblast.  The bond is a senior unsecured
debt with a maturity of five years and a fixed coupon rate.

"The ratings are supported by favorable socio-economic
indicators and the current prudent budget policy of the regional
authorities.  The Oblast has maintained stable operating results
and a low-to-moderate debt burden in recent years," says
Alexander Proklov, a Moody's senior analyst and lead analyst for
the region.

"The Oblast recorded solid primary and gross operating balances
in 2004-2007 averaging 18% and 17% of operating revenues,
respectively.  The ratio of net direct and indirect debt to
operating revenue averaged 24% over the same period, while the
region's interest payments were kept at a very modest 1% of
operating revenues," the analyst adds.  Moody's understands that
going forward the Oblast's government will be following a
moderate debt policy aimed at repayment financing of local food
and agriculture business development.

Moody's also notes that the ratings are constrained by the
Oblast's moderate exposure to risks associated with its tax
revenue concentration on a small number of key local taxpayers
in the form of iron ore and steel processing companies, for
which the main risk is the cyclicality of the steel industry
and, therefore, ore production and the related price volatility.

"Another factor exerting pressure on the Belgorod Oblast's
credit profile is an increase in inflexible operating
expenditure represented by public sector wages, social benefits
and transfers," Mr. Proklov adds.  The expected growth in
operating expenditure, combined with significant infrastructure
requirements, may have a constraining impact on the ratings in
the medium term.

The Oblast of Belgorod is situated in the west part of Russia
and borders Ukraine. It has just over 1.5 million inhabitants
(1.1% of the Russian population).  The Oblast's Gross Regional
Product (GRP) per capita is approximately 75% of the Russian GDP
per capita.  The Oblast's predominant industrial specialization
is in iron ore extraction and processing, accounting for more
than one-third of total Russian output.  The agricultural and
food processing sectors have historically played an important
role in the regional economy.


REGION-OIL LLC: Court Names Y. Lyashko as Insolvency Manager
------------------------------------------------------------
The Arbitration Court of Belgorod appointed Y. Lyashko as
Insolvency Manager for LLC Region-Oil (TIN 3123070557).  He can
be reached at:

         Y. Lyashko
         Insolvency Manager
         1st Maya Str. 26
         Pavlovsk
         Voronezh
         Russia
         Tel: 8 (47362) 24701

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.  The case is docketed under Case No.
A08-2280/07-11.

The Court is located at:

         The Arbitration Court of Belgorod
         Narodnyj Avenue 135
         308600 Belgorod
         Russia

The Debtor can be reached at:

         LLC Region-Oil
         Narodnaya Str. 78
         308800 Belgorod
         Russia


SEA FISHING: Creditors Must File Claims by August 28
----------------------------------------------------
Creditors of LLC Sea Fishing Complex (TIN 2715000250) have until
Aug. 28, 2008, to submit proofs of claim to:

         O. Malygina
         Insolvency Manager
         Office 308
         Volochaevskaya Str. 181-b
         680038 Khabarovsk
         Russia
         Tel: (4212) 41-21-49

The Arbitration Court of Khabarovsk commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. A73-2157/2007-39/37.

The Debtor can be reached at:

         LLC Sea Fishing Complex
         Lunacharskogo Str. 28
         Okhotok
         682480 Khabarovsk
         Russia


SIB-PROJECT-ENGINEERING: Creditors Must File Claims by August 28
----------------------------------------------------------------
Creditors of CJSC SIB-Project-Engineering have until Aug. 28,
2008, to submit proofs of claim to:

         S. Bocharova
         Insolvency Manager
         Post User Box 133
         630049 Novosibirsk
         Russia
         Tel: 292-25-04

The Arbitration Court of Novosibirsk commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. A45-1299/08-39/4.

The Court is located at:

         The Arbitration Court of Novosibirsk
         Kirova Str. 3
         630007 Novosibirsk
         Russia

The Debtor can be reached at:

         CJSC SIB-Project-Engineering
         Kombinatskiy Per. 3
         Novosibirsk
         Russia


SPIRIT COMPLEX: Kemerovo Bankruptcy Hearing Set November 19
-----------------------------------------------------------
The Arbitration Court of Kemerovo will convene on Nov. 19, 2008,
to hear the bankruptcy supervision procedure on OJSC Spirit
Complex (TIN 4213000919, KPP 997350001).  The case is docketed
under Case No. A27-5320/2008-4.

The Temporary Insolvency Manager is:

         V. Shemigon
         Office 606
         N. Ostrovskogo Str. 12
         650000 Kemerovo
         Russia

The Court is located at:

         The Arbitration Court of Kemerovo
         Krasnaya Str. 8
         Kemerovo
         Russia

The Debtor can be reached at:

         OJSC Spirit Complex
         Yubileynana Str. 2a
         Mariinsk
         652152 Kemerovo
         Russia


VICTORIA HOLDING: Court Names D. Anisimov as Insolvency Manager
---------------------------------------------------------------
The Arbitration Court of Samara appointed D. Anisimov as
Insolvency Manager for LLC Victoria Holding.  He can be reached
at:

         D. Anisimov
         M. Gorkogo Str. 72-2
         45009 Tolyatti
         Russia

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.  The case is docketed under Case No.
A55-20044/2006.

The Court is located at:

         The Arbitration Court of Samara
         Avrory Str. 148
         443045 Samara
         Russia

The Debtor can be reached at:

         LLC Victoria Holding
         Block 4, 8
         Samara
         Russia


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


AYT CAJA: Fitch Holds 'BB' Rating on Class D Notes; Outlook Neg.
----------------------------------------------------------------
Fitch Ratings has revised the Outlook on AyT Caja Granada
Hipotecario I, FTA's Class D notes to Negative from Stable and
affirmed all ratings.  The transaction comprises residential
mortgages originated by Caja General de Ahorros de Granada.

The rating actions are:

  -- Class A (ISIN ES0312212006) affirmed at 'AAA'; Outlook
     Stable

  -- Class B (ISIN ES0312212014) affirmed at 'A'; Outlook Stable
  -- Class C (ISIN ES0312212022) affirmed at 'BBB-'; Outlook
     Stable

  -- Class D (ISIN ES0312212030) 'affirmed at 'BB'; Outlook
     changed to Negative from Stable

The Outlook change reflects the high level of loans in arrears,
which are above the agency's initial expectations.

Loans in arrears by more than three months were equal to 2.23%
of the current collateral balance as per the investor report on
9 June 2008.  Fitch has received further data from the issuer
demonstrating that the arrears management process reduced this
to 1.48% by the 30 June 2008.  This level is, however, still
above initial expectations.

Mortgages secured against properties located in Madrid show the
highest level of delinquencies; 45.02% of loans more than three
months in arrears are located in this region.  Of the loans more
than three months in arrears, over 48% have a current loan-to-
value higher than 90%, although these loans only represent
19.39% of the total pool.

Rating Outlooks for European structured finance tranches provide
forward-looking information to the market.  An Outlook indicates
the likely direction of any rating change over a one- to two-
year period.


TDA 25: S&P Puts BB Rating of Class D Notes on Negative Watch
-------------------------------------------------------------
Standard & Poor's Ratings Services has placed on CreditWatch
with negative implications its credit ratings on the class B, C,
and D notes issued by TDA 25, Fondo de Titulizacion de Activos.

The CreditWatch placements are based on a deterioration of the
quality of the underlying pool.  S&P will now carry out a more
detailed analysis of this transaction to investigate whether any
update on the ratings assigned to the notes is warranted.  S&P
will communicate the results of this review and any changes in
the ratings in due course.

The notes, issued in August 2006, were backed at closing by a
EUR265 million portfolio comprising residential mortgage-backed
loans secured over residential properties in Spain.  The loans
were originated and are serviced by Banco Gallego, S.A. and
Union de Credito para la Financiacion Mobiliaria e Inmobiliaria,
Credifimo, E.F.C., S.A.U.

TDA 25, Fondo de Titulizacion de Activos:

  -- EUR265 Million Asset-Backed Floating-Rate Notes

Ratings Placed On CreditWatch With Negative Implications:

Class      To               From
-----      --               ----
B        A-/Watch Neg        A-
C        BBB/Watch Neg       BBB
D        BB/Watch Neg        BB



* Fitch: Economic Slump to Negatively Affect a Number of Sectors
----------------------------------------------------------------
Fitch Ratings says the slowdown of the Spanish economy is
starting to have negative credit implications for a number of
sectors, as underlined by the recent failure of real estate
developer, Martinsa Fadesa.  This does not mean that all
corporate sectors will be hit, although the impact of the
downturn may spread if the slowdown is prolonged or intensifies.

"We expect to see further pressure on sectors related to
property development, residential building and building
materials, as demand contracts and property prices fall," says
Erwin van Lumich, Senior Director in Fitch's Corporates team.
Consumer sentiment has weakened, evidenced, for example, in a
sharp fall in car sales since late 2007.  This follows three
years of continuous and significant growth in auto sales, with
the Spanish market now notably weaker relative to the rest of
Europe.  Also, like elsewhere in the euro zone, Spanish
exporters are suffering from effects of the strong currency.

However, many other sectors should be less affected in the near-
term.  This includes construction companies with limited
residential exposure and a focus on civil engineering as Spain
continues to work towards closing its infrastructure gap with
other members of the EU.  As long as GDP growth does not fall
into a prolonged negative spiral, electricity and gas utilities
and motorway concessionaires should also continue to fare
relatively well, although their earnings will see the impact of
slower demand growth.  Possible rating changes in this sector
are more likely to be M&A-related, as the domestic and European
markets further consolidate.

This trend was underlined this week, when Gas Natural agreed to
acquire ACS's 45% stake in Union Fenosa, which, if approved,
will need to be followed by a takeover bid for the remaining
shares.  Fitch will closely monitor liquidity management for
entities with high leverage and sizable short-term debt payment
obligations following acquisitions.

Unsurprisingly, Spanish banks have become more conservative when
it comes to corporate lending, placing companies with high
financial leverage and working capital needs and short-dated
maturity profiles at risk.  The volume of capital markets
issuance also remains low and numerous companies with
refinancing flexibility have decided to postpone transactions in
the hope of more attractively priced longer-term funding
opportunities.  Fitch, nevertheless, notes that lenders, to a
large degree, seem to differentiate between companies based on
credit profile-related criteria.

Even the lending market for the affected real estate sector does
not appear to be entirely closed as was highlighted this week
when Polaris World, a large development near Murcia, managed to
secure funding of EUR241 million.  Opportunities for this
sector, nevertheless, appear limited as banks need to manage
their exposure to affected sectors.

Fitch's universe of publicly rated Spanish corporates is skewed
towards solid investment-grade names, with substantial
concentration in the energy, utilities and transport sector.
Ratings for these companies are likely to be relatively
unaffected by the slowdown.  However, the weakening economy is
reflected in the agency's portfolio of 17 non-public shadow
corporate ratings, which represents aggregate sales of EUR29.4
billion, EBITDA of EUR4.9 billion and debt of EUR29.5 billion.
While the distribution of these shadow ratings is about the same
as that of Fitch's European shadow rating universe, with the
bulk of ratings at the 'B-'-* (41%) /B* (35%) level, about 82%
of the portfolio is exposed to cyclical sectors susceptible to a
slowdown in consumer spending.

About 12% of the portfolio, consisting of companies engaged in
homebuilding and related sectors, are rated at 'B-'-* with a
Negative Outlook, indicating a high probability of financial
distress in the near-to-medium term.  On the other hand, the
high percentage of ratings on Stable Outlooks (64%) is supported
by a number of corporates having significant sales outside of
Spain and/or strong niche business positions.  Fitch has also
observed the use of higher levels of debt to fund leveraged buy-
outs.  The average total leverage for new transactions in Spain
was 6.7x in 2007, above Fitch's European portfolio average of
6.4x.


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


FORD MOTOR: Terminates Lighting Biz Sale Contract with Meridian
---------------------------------------------------------------
Meridian Automotive Systems, Inc., said Ford Motor Company and
its affiliate, Automotive Components Holdings, LLC, terminated a
Memorandum of Understanding, pursuant to which Meridian will
purchase ACH's Sandusky, Ohio, automotive lighting facility.

According to Meridian, ACH and Ford said that it will not be
possible to sell the Sandusky lighting business on the terms
under the MOU because of the "significant changes in the overall
business environment, including recent reductions in projected
industry volumes."

"The decision by ACH and Ford to terminate the MOU is
understandable, but is disappointing to all of us," Richard E.
Newsted, Meridian's president and chief executive officer, said.
"We would reconsider this opportunity should business conditions
improve.  Of course, we remain committed to our lighting
customers and will continue to serve them from our world-class
manufacturing facilities located in Grand Rapids, Michigan and
Muzquiz, Coahuila, Mexico."

The deal was contingent on reaching a new and long-term contract
with the United Autoworkers that would reduce operating costs at
the plant.  Kevin Furr, president of UAW Local 1216, related to
the Sandusky Register that Meridian's backing out will have a
positive impact on the Sandusky plant.  "We feel that Meridian
was not a good purchaser for our plant, relative to the
employees and the community," Sandusky Register quoted Mr. Furr
as saying.

Meridian is currently a defendant in a lawsuit filed in the U.S.
District Court for the Southern District of Ohio by the United
Steelworkers on behalf of Meridian's workers at its Jackson,
Ohio facility.  The USW alleged that Meridian violated the
Workers Adjustment and Retraining Notification Act when the
company failed to notify Union-represented employees of its
intent to close the Jackson plant 60 days before the actions
were executed.

Reuters related that the now-terminated sale had been part of a
push by Ford to unload the money-losing assets of its former
Visteon Corp. subsidiary.  In the past 18 months, Ford has
announced a series of deals to sell off plants it took back from
Visteon as part of a bailout that was completed in 2005, Reuters
added.

               About Meridian Automotive Systems

Headquartered in Dearborn, Mich., Meridian Automotive Systems
Inc. -- http://www.meridianautosystems.com/-- supplies
technologically advanced front and rear end modules, lighting,
exterior composites, console modules, instrument panels and
other interior systems to automobile and truck manufacturers.
Meridian operates 22 plants in the United States, Canada and
Mexico, supplying Original Equipment Manufacturers and major
Tier One parts suppliers.  The Company and its debtor-affiliates
filed for chapter 11 protection on April 26, 2005 (Bankr. D.
Del. Case Nos. 05-11168 through 05-11176).  James F. Conlan,
Esq., Larry J. Nyhan, Esq., Paul S. Caruso, Esq., and Bojan
Guzina, Esq., at Sidley Austin Brown & Wood LLP, and Robert S.
Brady, Esq., Edmon L. Morton, Esq., Edward J. Kosmowski, Esq.,
and Ian S. Fredericks, Esq., at Young Conaway Stargatt & Taylor,
LLP, represent the Debtors in their restructuring efforts.  Eric
E. Sagerman, Esq., at Winston & Strawn LLP represents the
Official Committee of Unsecured Creditors.  The Committee also
hired Ian Connor Bifferato, Esq., at Bifferato, Gentilotti,
Biden & Balick, P.A., to prosecute an adversary proceeding
against Meridian's First Lien Lenders and Second Lien Lenders to
invalidate their liens.  When the Debtors filed for protection
from their creditors, they listed $530 million in total assets
and approximately $815 million in total liabilities.

The Hon. Mary Walrath confirmed Meridian's Revised Fourth
Amended Reorganization Plan on Dec. 6, 2006.  The company
emerged from chapter 11 protection on Dec. 29, 2006. (Meridian
Bankruptcy News, Issue No. 62; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).

                      About Ford Motor Co.

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) -
http://www.ford.com/-- manufactures or distributes automobiles
in 200 markets across six continents.  With about 260,000
employees and about 100 plants worldwide, the company's core and
affiliated automotive brands include Ford, Jaguar, Land Rover,
Lincoln, Mercury, Volvo, Aston Martin, and Mazda.  The company
provides financial services through Ford Motor Credit Company.

The company has operations in Japan in the Asia Pacific region.
In Europe, the company maintains a presence in Sweden, and the
United Kingdom.  The company also distributes its brands in
various Latin-American regions, including Argentina and Brazil.

                           *   *   *

As reported in the Troubled Company Reporter-Europe on
August 4, 2008, Standard & Poor's Ratings Services lowered the
ratings on General Motors Corp., Ford Motor Co., and Chrysler
LLC, all to 'B-' from 'B'.  The ratings on GM and Ford were
removed from CreditWatch with negative implications, where they
had been placed on June 20, 2008.

AS disclosed in the TCR-Europe on July 17, 2008, Moody's
Investors Service maintained its negative outlook on the ratings
of Ford Motor Company (Corporate Family Rating B3) and Ford
Motor Credit Company (Senior Unsecured Rating B1).

As reported in the Troubled Company Reporter on Dec. 7, 2006,
Fitch Ratings downgraded Ford Motor Company's senior unsecured
ratings to 'B-/RR5' from 'B/RR4'.


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


GENERAL MOTORS: Incurs US$15.5 Billion 2008 Net Loss for Q2 2008
----------------------------------------------------------------
General Motors Corp. reported its financial results for the
second quarter of 2008, which include significant charges and
special items.  The reported net loss was US$15.5 billion or
US$27.33 per share for the second quarter, including these
charges and special items, compared with net income from
continuing operations of US$784 million or US$1.37 per share in
the second quarter of 2007.  On an adjusted basis, GM posted a
net loss of US$6.3 billion or US$11.21 per share, compared with
net income from continuing operations of US$1.3 billion or
US$2.29 per share in the same period last year.

GM previously disclosed that it anticipated a significant second
quarter loss, driven in large part by costs associated with the
American Axle and Manufacturing Holdings Inc. and local U.S.
strikes, and charges related to the successful U.S. hourly
attrition program, actions to reduce North American truck
capacity, Delphi and other matters.  The operating and liquidity
actions announced on July 15 contemplated weak second quarter
results and a continued unfavorable U.S. environment.  The
company has outlined a strong cadence of product, powertrain,
capacity and liquidity actions over the past 60 days, to realign
the business with current U.S. economic and auto market
conditions, and position the company for profitable global
growth.

Some of those actions include cessation of production at four
truck plants, shift reductions at two truck plants, the addition
of shifts at two car plants, announcement of the new Chevrolet
global small car program and next generation Chevrolet Aveo
compact car, introduction of a high-efficiency 4-cylinder engine
for U.S. application, salaried headcount reductions and
compensation actions, deferral of certain payments to the UAW
VEBA, suspension of the dividend on common stock, reductions in
sales and marketing budgets, the strategic review of the Hummer
brand and production funding approval for the Chevrolet Volt
extended range electric vehicle.

"As our recent product, capacity and liquidity actions clearly
demonstrate, we are reacting rapidly to the challenges facing
the U.S. economy and auto market, and we continue to take the
aggressive steps necessary to transform our U.S. operations,"
said GM Chairman and CEO Rick Wagoner.  "We have the right plan
for GM, driven by great products, building strong brands, fuel-
economy technology leadership and taking full advantage of
global growth opportunities."

GM's second quarter results were primarily driven by several
factors: significant losses in GM North America (GMNA) due to
continuing U.S. industry volume declines and shifts in vehicle
mix, the long strike at American Axle and large lease-related
charges; a number of special charges associated with GM's
ongoing restructuring actions; continued losses at GMAC
Financial Services (GMAC) and updated estimates regarding
recoveries and expectations of assumed benefit obligations in
the Delphi bankruptcy.

GM recorded US$9.1 billion of special items, predominantly non-
cash in nature for the current quarter or near-term periods,
which include:

  * US$3.3 billion relating to the 2008 GMNA hourly special
    attrition program;

  * US$2.8 billion adjustment to the Delphi reserve;

  * US$1.1 billion GMNA restructuring and capacity related
    costs;

  * US$1.3 billion impairment of GM's equity interest in GMAC;

  * US$340 million Canadian Auto Workers contract-related
    accounting charges; and

  * US$197 million related to settlement of the strike at
    American Axle.

In addition, the GMNA adjusted net income results reflect a
US$1.6 billion charge related to lower residual values for off-
lease vehicles.  The total impact of declining residual values
in GM's second quarter earnings was US$2.0 billion, including
impairments of lease assets at both GMAC and GM.

Revenue for the second quarter was US$38.2 billion, down from
US$46.7 billion in the year-ago quarter, which is more than
accounted for by the decline in GMNA revenues.  Combined
revenues for the GM Europe (GME), GM Asia Pacific (GMAP) and GM
Latin America, Africa and Middle East (GMLAAM) regions were
US$20.8 billion, up US$1.7 billion over the same period 2007.

GM reports its automotive operations and regional results on an
earnings-before-tax basis, with taxes reported on a total
corporate basis.

                  GM Automotive Operations

The second quarter adjusted automotive loss of US$4.0 billion
(US$9.1 billion reported) reflects the losses in GMNA driven
largely by volume declines including the impact of the American
Axle and local strikes as well as adjustments to lease vehicle
residual reserves.  In addition, GMAP results were negatively
impacted by adjustments relating to hedge accounting.  The
losses were partially offset by exceptionally strong performance
in the GMLAAM region and continued profitability in GME.  The
loss compares with adjusted automotive earnings from continuing
operations of US$1 billion in the second quarter of 2007
(reported earnings of US$803 million).

GM sold 2.29 million vehicles worldwide in the second quarter,
down 5% year over year.  Sales in GMNA were down 20%, or 236,000
units versus the year-ago period, while sales outside of North
America grew by 10% or 116,000 units.  A record 65% of GM unit
sales for the second quarter were outside the United States.
Global market share was 12.3%, down 0.9% due to weakness in
North America.

GMNA revenue for the second quarter was US$19.8 billion, down
from US$29.7 billion in the year-ago period.  The decline was
largely attributable to a markedly weaker U.S. auto market and
lost production due to the work stoppage at American Axle, and
at several GM facilities in May and June.  Although volume
overall was down 20%, some of GM's most recently launched cars
and crossovers continue to sell especially well, including the
Chevrolet Malibu and Cadillac CTS, up 113% and 33%,
respectively, over the year-ago period.

GMNA adjusted results reflect significantly lower volume
resulting from overall industry deterioration, continued dealer
stock reductions, the negative impact of industry segment
shifts, model/option mix and an increase to lease vehicle
residual reserves related to declining residual values.  The
results also reflect favorable structural and net material cost
performance and pension/OPEB/manufacturing savings.

GME achieved record second-quarter sales of 590,000 units,
driven by 48% sales growth in Russia and exceptional performance
of the Chevrolet brand, which saw a 19% increase in sales to
137,000 units and record market share of 2.2% in the second
quarter.  Material and structural cost performance improved
during the quarter.  However, unfavorable exchange rates and an
economic slowdown in key markets including Spain, Italy and the
U.K. had a significant impact on earnings.

Improved mix, net pricing and material cost performance along
with strong sales performance in key markets helped GMLAAM to
improve its year-over-year earnings before tax by over 50%, to
US$445 million.  Volume for the region was up nearly 18% over
2007, and quarterly sales records were set in Brazil, Chile,
Egypt and North Africa.

The second quarter earnings for GMAP reflect a US$285 million
pretax accounting charge related to adjusting prior FAS133 hedge
accounting, partially offset by gains in India and Thailand, and
improved operating performance at Australia's Holden.

                           GMAC

On a standalone basis, GMAC reported a net loss of
US$2.5 billion for the second quarter 2008.  Affecting results
were continuing large losses at Residential Capital, LLC related
to asset sales, valuation adjustments and loan loss provisions,
as well as a US$716 million pre-tax impairment of lease assets
in the automotive finance business as a result of lower used
vehicle prices, particularly for SUVs.  These items were
partially offset by profitable results in the insurance and
international auto finance businesses.  GM reported an adjusted
loss of US$1.2 billion for the quarter attributable to GMAC, as
a result of its 49% equity interest.

Following a first quarter impairment against its investment in
GMAC, GM conducted further analysis in the second quarter to
determine if additional impairments were required based on
current fair value estimates.  Factors considered include
continued deterioration in the mortgage and consumer credit
markets and a more challenging North American automotive
financing environment.  As a result, GM recorded impairment
charges totaling US$1.3 billion against its common and preferred
equity interests in GMAC.

                         Cash and Liquidity

Reflecting the non-cash nature of many of the charges recorded
in GM's reported second-quarter results, cash, marketable
securities, and readily-available assets of the Voluntary
Employees' Beneficiary Association trust totaled US$21.0 billion
on June 30, 2008, down from US$23.9 billion on March 31, 2008.
The change in liquidity reflects negative adjusted operating
cash flow of US$3.6 billion in the second quarter 2008, driven
primarily by weaker results in GMNA.  As of June 30, including
undrawn, committed U.S. credit facilities of approximately US$5
billion, GM has access to approximately US$26 billion in
liquidity.  In July, GM provided notice to draw US$1 billion
under its secured revolving loan facility.

As disclosed in the Troubled Company Reporter on July 16, 2008,
GM is taking operating and related actions to improve cash flow
by approximately US$10 billion through the end of 2009.  In
addition, the company has outlined plans to raise approximately
US$5 billion through capital markets activities and asset sales.
GM is confident that these initiatives, along with its current
cash position and US$4-5 billion of committed U.S. credit lines,
will provide the company with ample liquidity to meet its
operational needs through 2009.

The loss is GM's third largest in its 100-year history, various
reports say.  Detroit Free Press' Katie Merx relates that
investors were unfazed by GM's loss and that cuts are under way
soften impact of blow on the automaker's shares.

GM's second-quarter loss pushed the US$8.7-billion second-
quarter loss Ford reported down to fourth place "in the annals
of miserable quarters," according to Ms. Merx.  GM, she says,
now owns the top three spots, including its US$39 billion loss
in the third quarter in 2007 and its US$21 billion loss in the
first quarter in 1992.

                   About General Motors

Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908.  GM employs
about 266,000 people around the world and manufactures cars and
trucks in 35 countries.  In 2007, nearly 9.37 million GM cars
and trucks were sold globally under the following brands: Buick,
Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling.  GM's OnStar
subsidiary is the industry leader in vehicle safety, security
and information services.

GM Europe is based in Zurich, Switzerland, while General Motors
Latin America, Africa and Middle East is headquartered in
Miramar, Florida.

At March 31, 2008, GM's balance sheet showed total assets of
US$145,741,000,000 and total debts of US$186,784,000,000,
resulting in a stockholders' deficit of US$41,043,000,000.
Deficit, at Dec. 31, 2007, and March 31, 2007, was
US$37,094,000,000 and US$4,558,000,000, respectively.

                           *     *     *

As reported in the Troubled Company Reporter on June 27, 2008,
Fitch has downgraded the Issuer Default Rating of General Motors
Corporation to 'B-' from 'B', and assigned a Rating Outlook
Negative.

TCR also reported on June 24, 2008, that DBRS has placed the
ratings of General Motors and General Motors of Canada Limited
Under Review with Negative Implications.

At the same time, Standard & Poor's Ratings Services has placed
its corporate credit ratings on the three U.S. automakers,
General Motors Corp., Ford Motor Co., and Chrysler LLC, on
CreditWatch with negative implications.   GM and its senior
unsecured notes continues to carry S&P's B corporate credit
ratings.


GENERAL MOTORS: Financial Arm Posts US$2.5BB Prelim Q2 Loss
-----------------------------------------------------------
GMAC LLC's wholly owned subsidiary GMAC Financial Services
reported a 2008 second quarter net loss of US$2.5 billion,
compared to net income of US$293 million in the second quarter
of 2007.  Affecting results in the quarter were a US$716 million
impairment of vehicle operating lease assets in the automotive
finance business as a result of declining vehicle sales and
lower used vehicle prices for certain segments, as well as
significant losses at Residential Capital, LLC related to asset
sales, valuation adjustments, and loan loss provisions.  These
items were partially offset by profitable results in the
insurance and international
auto finance businesses.

"A soft economic environment and continued volatility in the
mortgage and credit markets have significantly affected results
for the second quarter," GMAC Chief Executive Officer Alvaro G.
de Molina said.  "While conditions such as higher fuel prices
and weaker consumer credit prove to be headwinds, we continue to
aggressively manage through this economic disruption to position
GMAC for longer-term success.

"Despite the current obstacles, we are encouraged by some key
wins such as successfully completing our global refinancing and
bond exchange, preserving long-term ownership of GMAC Bank, and
de-risking the balance sheet at ResCap.  There is still more to
do and the management team is committed to taking the steps
needed to ensure a solid foundation for the company, including
continued realignment and streamlining of the mortgage business
and better optimization of the risk and reward model in auto
financing."

               Second Quarter Net Income/(Loss)
                          (US$ in millions)

                                  Q208     Q207       Change
                                  ----     ----       ------
  Global Automotive Finance   (US$717)    US$395      (US$1,112)
  Insurance                       135      131            4
  ResCap                       (1,860)    (254)      (1,606)
  Other(1)                        (40)      21          (61)
  Net Income/(Loss)         (US$2,482)    US$293      (US$2,775)

    (1) Includes Commercial Finance operating segment, 21%
        ownership of former commercial mortgage unit and other
        corporate activities.

                       Liquidity and Capital

GMAC's consolidated cash and cash equivalents were US$14.3
billion as of June 30, 2008, down slightly from the cash balance
of US$14.8 billion at March 31, 2008.  Of these total balances,
ResCap's cash and cash equivalents balance was US$6.6 billion at
quarter-end, up from US$4.2 billion at March 31, 2008.  The
change in consolidated cash is related to repayment of GMAC and
ResCap debt maturities, offset by new secured funding, lower
asset levels and growth in
deposits at GMAC Bank.

In June, GMAC and ResCap announced a comprehensive series of
transactions, which included extending key bank facilities,
increasing the amount of available funding and further enhancing
liquidity positions. The transactions included:

   -- GMAC obtaining a new, globally syndicated US$11.4 billion
      secured revolving credit facility with a multi-year
      maturity which steps down to US$7.9 billion after two
      years, and renewing the one-year, syndicated commercial
      paper back-up facility, New Center Asset Trust, in the
      amount of US$10 billion.

   -- ResCap extending for one year the maturity on
      substantially all of its bilateral bank facilities
      totaling approximately US$11.6 billion and obtaining a new
      US$2.5 billion syndicated whole loan repurchase facility.

   -- ResCap executing private exchange and cash tender offers
      for U.S. dollar equivalent of US$14.0 billion in aggregate
      principal amount of its outstanding debt, thereby reducing
      debt outstanding by US$2.9 billion in principal and
      extending maturities.

   -- GMAC providing a US$3.5 billion two-year senior secured
      credit facility to ResCap, which includes US$750 million
      of first loss protection from General Motors Corp. and
      Cerberus ResCap Financing LLC, an affiliate of FIM
      Holdings LLC.

   -- Significantly reducing ResCap's tangible net worth
      covenants related to its credit facilities from the
      previous level of US$5.4 billion to US$250 million
      (excluding GMAC Bank) with consolidated liquidity of
      US$750 million.

During the second quarter, GMAC and certain affiliates of
Cerberus disclosed approximately US$2.4 billion of intended
actions to support ResCap's near term liquidity. In addition,
GMAC contributed to ResCap approximately US$250 million
(principal amount) of ResCap debt, which was subsequently
retired.  In exchange for the capital contribution, GMAC
received additional shares of ResCap preferred equity equal to
the market value of the debt as of March 31, 2008.  As of June
30, 2008, ResCap's total equity base was US$4.1 billion.

The Federal Deposit Insurance Corporation granted a 10-year
extension of GMAC Bank's current ownership on July 21, 2008.
This action enables GMAC to strengthen the bank over the long-
term, which is an important source of funding for mortgage and
automotive financing activities.

                   Global Automotive Finance

GMAC's global automotive finance business reported a net loss of
US$717 million in the second quarter of 2008, compared to net
income of US$395 million in the year-ago period.  Weaker
performance was primarily driven by a US$716 million pre-tax
impairment on operating leases in the North American operation,
which more than offset profits in the international business.
In measuring the accounting impairment, the company was able to
consider expected cash flows from various arrangements with
General Motors Corp., including approximately US$750 million
related to the risk-sharing arrangement; approximately US$800
million related to the residual support program; and
approximately US$350 of residual-related settlement payments.
Additional factors affecting results were an increase in the
provision for credit losses due to loss severity and lower gains
on sales.

The North American lease portfolio included approximately
US$30 billion in assets as of June 30, 2008 with approximately
US$12 billion in sport-utility vehicle leases, US$6 billion in
truck leases and US$12 billion in car leases.  The impairment of
operating leases resulted from the sharp decline in demand and
used vehicle sale prices for sport-utility vehicles and trucks
in the U.S. and Canada, which has affected GMAC's remarketing
proceeds for these vehicles.  As a result of these market
trends, GMAC is taking steps to reduce the volume of new lease
originations in the U.S. The company will also discontinue the
SmartBuy balloon contract program, suspend all incentivized
lease programs in Canada and increase pricing and returns on
other lending activities.  GMAC's lease portfolio outside of
North America has not experienced the
same decrease in market value.

New vehicle financing originations for the second quarter of
2008 decreased to US$12.4 billion of retail and lease contracts
from US$14.0 billion in the second quarter of 2007, due to lower
industry sales levels in North America.

Credit losses have increased in the second quarter of 2008 to
1.40% of managed retail assets, versus 0.92% in the second
quarter of 2007.  The sharp increase is related to the current
trends in used vehicle prices, which drove higher loss severity.
While losses trended up, delinquencies decreased in the second
quarter of 2008 to 2.30% of managed retail assets, versus 2.46%
in the prior year period.  The decrease reflects the recent
measures taken to tighten underwriting criteria and increased
customer servicing activities as the U.S. economy remains weak.

                           Insurance

GMAC's insurance business recorded net income of US$135 million,
up slightly from net income of US$131 million in the second
quarter of 2007.  Results primarily reflect a non-recurring tax
benefit, which offset higher weather-related losses.

The insurance investment portfolio was US$7.1 billion at
June 30, 2008, compared to US$7.4 billion at June 30, 2007.  The
decrease in the portfolio is due primarily to the repayment of
intercompany loans related to the funding of the Provident
Insurance acquisition.  The majority of the investment portfolio
is in fixed income securities with less than 10 percent invested
in equity securities.

In July, GMAC's plan to dividend 100 percent of the voting
interest in the insurance business to GMAC's shareholders was
completed.  GMAC continues to hold 100 percent of the economic
interest in GMAC Insurance.  This action was taken in the
interest of maintaining the current financial strength rating
and, therefore, preserving the value of the operation.

                    Real Estate Finance

ResCap reported a net loss of US$1.9 billion for the second
quarter of 2008, compared to a net loss of US$254 million in the
year-ago period.  Results are primarily attributable to
significant losses from asset sales as ResCap reduced the size
and risk of its balance sheet and higher loan loss provisions
due to continued deterioration in certain European markets.
Partially offsetting losses was a US$647 million gain recognized
from ResCap's tender offer and the retirement of debt.

ResCap continues to implement an aggressive realignment of its
business amid a vastly changing mortgage market, despite the
negative impact to short-term earnings.  Recent actions include
significantly reducing the size and risk of its balance sheet,
originating only mortgages with market liquidity, winding down
the business lending portfolio, leveraging the world-class
servicing platform, and continuing to rationalize the cost base.

ResCap's U.S. residential finance business is beginning to
stabilize as the company reduces balance sheet risk and
continues to realign operations.  While prime conforming loan
production decreased modestly year-over-year with US$12.2
billion in the second quarter of 2008 versus US$12.7 billion in
the year- ago period, production of higher-margin government
loans increased to US$3.8 billion this quarter compared to
US$800 million in the second quarter of 2007.  In addition,
operating expense targets were achieved.

The international mortgage business experienced a decline in net
income in the second quarter related to illiquidity in the
global capital markets and the continued weakening of consumer
credit in key markets.  This drove significant realized and
unrealized losses on loans held for sale.  As a result of the
market environment, ResCap has currently suspended all
production outside of the U.S. with the exception of Canadian
insured loans.  The business lending operations also experienced
continued pressure in the second quarter related to the decline
in home sales and residential real estate values.

                           Outlook

GMAC continues to manage through a softer economic environment
and a global market disruption with significant actions geared
toward achieving longer-term financial health.  Recent actions
include:

  -- Stabilizing liquidity by refinancing bank lines, extending
     debt maturities, and preserving long-term ownership of GMAC
     Bank;

  -- Significantly reducing ResCap's balance sheet;

  -- Taking steps to increase pricing and improve returns for
     all automotive leasing and lending activities;

  -- Reducing the volume of new lease originations in the U.S.
     and suspending all incentivized lease programs in Canada;

  -- Executing a plan to preserve the value of the insurance
     business; and

  -- Leveraging the proven servicing platforms in mortgage and
     auto finance to mitigate frequency and severity of losses.

Looking ahead, the company is focused on executing strategies
that restore profitability and longer-term financial health
including improving funding costs, evaluating opportunities to
shed non-core operations, and taking steps that move GMAC toward
an independent, bank-funded lender and servicer.

                        About GMAC LLC

GMAC LLC -- http://www.gmacfs.com/-- formerly General Motors
Acceptance Corporation, is a global, diversified financial
services company that operates in approximately 40 countries in
automotive finance, real estate finance, insurance and other
commercial businesses.  GMAC was established in 1919 and employs
approximately 26,700 people worldwide.

GMAC Financial Services is in turn wholly owned by GMAC LLC.

Cerberus Capital Management LP led a group of investors that
bought a 51% stake in GMAC LLC from General Motors Corp. in
December 2006 for US$14 billion.

                   About General Motors

Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908.  GM employs
about 266,000 people around the world and manufactures cars and
trucks in 35 countries.  In 2007, nearly 9.37 million GM cars
and trucks were sold globally under the following brands: Buick,
Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling.  GM's OnStar
subsidiary is the industry leader in vehicle safety, security
and information services.

GM Europe is based in Zurich, Switzerland, while General Motors
Latin America, Africa and Middle East is headquartered in
Miramar, Florida.

At March 31, 2008, GM's balance sheet showed total assets of
US$145,741,000,000 and total debts of US$186,784,000,000,
resulting in a stockholders' deficit of US$41,043,000,000.
Deficit, at Dec. 31, 2007, and March 31, 2007, was
US$37,094,000,000 and US$4,558,000,000, respectively.

                           *     *     *

As reported in the Troubled Company Reporter on June 27, 2008,
Fitch has downgraded the Issuer Default Rating of General Motors
Corporation to 'B-' from 'B', and assigned a Rating Outlook
Negative.

TCR also reported on June 24, 2008, that DBRS has placed the
ratings of General Motors and General Motors of Canada Limited
Under Review with Negative Implications.

At the same time, Standard & Poor's Ratings Services has placed
its corporate credit ratings on the three U.S. automakers,
General Motors Corp., Ford Motor Co., and Chrysler LLC, on
CreditWatch with negative implications.  GM and its senior
unsecured notes continues to carry S&P's B corporate credit
ratings.


SEMGROUP LP: Taps Richards Layton as Bankruptcy Co-Counsel
----------------------------------------------------------
SemGroup L.P. sought authority from the U.S. Bankruptcy Court
for the District of Delaware to employ Richards, Layton &
Finger, P.A., as their bankruptcy co-counsel under an evergreen
retainer, nunc pro tunc to the bankruptcy filing.

Richards Layton had rendered legal services and advice to the
Debtors since July 15, 2008, and has acquired knowledge of the
Debtors' businesses, financial affairs, and capital structure,
Terrence Ronan, SemGroup, L.P.'s acting president and chief
executive officer, relates.  The Debtors selected Richards
Layton because of its experience and knowledge in the rights of
debtors and creditors, and Chapter 11 business reorganizations.

As the Debtors' co-counsel, Richards Layton will:

  (a) advise the Debtors of their rights, powers and duties
      as debtors and debtors-in-possession;

  (b) take all necessary action to protect and preserve the
      Debtors' estates, including the prosecution on behalf of
      the Debtors' estates, the defense of any actions commenced
      against those estates, negotiation of disputes, and the
      preparation of objections to  claims filed against the
      estates;

  (c) prepare, on the Debtors' behalf, necessary motions,
      applications, answers, orders, reports and other legal
      papers necessary to the administration of the
      Debtors' estates; and

  (d) perform other necessary legal services in connection with
      the Debtors' Chapter 11 cases.

The Debtors will pay these Richards Layton professionals
according to their customary hourly rates:

    Professional                       Hourly Rate
    ------------                       -----------
    Mark D. Collins                       US$600
    John H. Knight                        US$550
    Maris J. Finnegan                     US$300
    L. Katherine Good                     US$275
    Ann Jerominski                        US$185

The Debtors will also reimburse Richards Layton for any
necessary out-of-pocket expenses the firm incurs while providing
services for the Debtors.  Prior to the bankruptcy filing, the
Debtors had advanced US$175,000 to Richards Layton as an
evergreen retainer.

John H. Knight, Esq., director at Richards Layton, stated that
the members, counsel and associates of Richards Layton:

  -- do not have any connection with any of the Debtors, their
     affiliates, their creditors, or any other party in interest
     and their respective attorneys or accountants, the U.S.
     Trustee, the U.S. District Court for the District of
     Delaware, or any person employed in the said offices;

  -- are "disinterested persons" as the term is defined under
     Section 101(14) of the Bankruptcy Code; and

  -- do not represent any interest adverse to the Debtors and
     their estates.

                       About SemGroup L.P.

SemGroup L.P. -- http://www.semgrouplp.com/-- is a midstream
service company providing the energy industry means to move
products from the wellhead to the wholesale marketplace.
SemGroup provides diversified services for end users and
consumers of crude oil, natural gas, natural gas liquids,
refined products and asphalt.  Services include purchasing,
selling, processing, transporting, terminaling and storing
energy.  SemGroup serves customers in the United States, Canada,
Mexico, Wales, Switzerland and Vietnam.

SemGroup L.P. and its debtor-affiliates filed for Chapter 11
protection on July 22, 2008 (Bankr. D. Del. Lead Case No. 08-
11525).  These represent the Debtors' restructuring efforts:
John H. Knight, Esq., L. Katherine Good, Esq. and Mark D.
Collins, Esq. at Richards Layton & Finger; Harvey R. Miller,
Esq., Michael P. Kessler, Esq. and Sherri L. Toub, Esq. at Weil,
Gotshal & Manges LLP; and Martin A. Sosland, Esq. and Sylvia A.
Mayer, Esq. at Weil Gotshal & Manges LLP.  Kurtzman Carson
Consultants L.L.C. is the Debtors' claims agent.  The Debtors'
financial advisors are The Blackstone Group L.P. and A.P.
Services LLC.  Margot B. Schonholtz, Esq., and Scott D.
Talmadge, Esq., at Kaye Scholer LLP; and Laurie Selber
Silverstein, Esq., at Potter Anderson & Corroon LLP, represent
the Debtors' prepetition lenders.

SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude
Company, sought protection under the Companies' Creditors
Arrangement Act (Canada) on July 22, 2008.  Ernst & Young, Inc.
The CCAA stay expires on Aug. 20, 2008.

SemGroup L.P.'s consolidated, unaudited financial conditions as
of June 30, 2007, showed US$5,429,038,000 in total assets and
US$5,033,214,000 in total debts.  In their petition, they showed
more than US$1,000,000,000 in estimated total assets and more
than US$1,000,000,000 in total debts.

(SemGoup Bankruptcy News, Issue No. 4; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).

                         *     *    *

On July 25, 2008, the Troubled Company Reported that Fitch
Ratings downgraded the ratings of SemGroup, L.P., SemCrude L.P,
and SemCAMS Midstream Co. and simultaneously withdrawn all
ratings.  The withdrawn ratings include Issuer default Rating D
assigned to SemGroup, L.P., SemCrude, L.P., and SemCAMS
Midstream Co.  Fitch Ratings has downgraded, removed from Rating
Watch Negative, and simultaneously withdrawn (a) SemGroup,
L.P.'s Senior unsecured to 'C' from'B/RR3'; (b) SemCrude L.P.'s
Senior secured working capital facility to 'CCC' from 'BB-/RR1';
Senior secured revolving credit facility to 'CC' from 'B+/RR1';
and Senior secured term loan B to 'CC' from 'B+/RR1'; and (c)
SemCAMS Midstream Co. (SemCAMS) Senior secured working capital
facility to 'CCC' from 'BB-/RR1'; Senior secured revolving
credit facility to 'CC' from 'B+/RR1'; and Senior secured term
loan B to 'CC' from 'B+/RR1'.

Also, Moody's Investors Service downgraded SemGroup, L.P.'s
Corporate Family Rating to Ca from Caa2, its Probability of
Default Rating to D from Caa3, its senior unsecured rating to C
(LGD 5; 86%) from Ca (LGD 4; 69%), and its first secured bank
facilities to Caa3 (LGD 3; 38%) from B3 (LGD 2; 21%).  These
actions affect rated cross guaranteed debt at parent SemGroup
and its subsidiaries SemCams Holding Company and SemCrude, L.P.

Further, Fitch Ratings lowered the Issuer Default Ratings of
SemGroup, L.P., SemCrude L.P, and SemCAMS Midstream Co. to 'D'
following the bankruptcy petition by SemGroup and most of units
on  July 22, 2008.  These ratings are removed from Rating Watch
where they were placed on July 17, 2008.  The bank facility and
securities ratings of SemGroup and units remain on Rating Watch
Negative pending a review of the bankruptcy court petition.


SEMGROUP LP: Wants to Hire Hall Estill as Special Counsel
---------------------------------------------------------
SemGroup L.P. sought authority from the U.S. Bankruptcy Court
for the District of Delaware to employ Hall, Estill, Hardwick,
Gable, Golden & Nelson, P.C., as special corporate and
litigation counsel, nunc pro tunc to the bankruptcy filing.

The Debtors selected Hall Estill as special corporate and
litigation counsel because of the firm's considerable experience
in representing the Debtors in their general corporate,
transactional and litigation matters.

As the Debtors' counsel, Hall Estill will represent the Debtors
with respect to their organizational structure, general business
issues and governance issues, past, pending and future
transactions and litigation, intercompany relationships and
transactions, domestic and international patent, trademark,
licensing and other intellectual property matters, tax and ERISA
matters, and other regulatory and investigatory matters.

The Debtors will pay the firm's professionals according to their
customary hourly rates:

    Professional                       Hourly Rate
    ------------                       -----------
    Michael D. Cooke                      US$375
    W. Deke Canada                        US$230
    Genevieve L. Neff                     US$200
    Matthew T. Crook                      US$200
    Kenneth L. Hunt                       US$350
    Adam D. Grandon                       US$180
    Kyle D. Freeman                       US$230
    B. Kenneth Cox, Jr.                   US$310
    Richard Edmondson                     US$350
    Mark K. Blongewicz                    US$310
    Michael T. Keester                    US$310
    John F. Hiel, III                     US$230
    Michael D. Graves                     US$375
    Thomas A. Creekmore III               US$350
    Steven W. Soule                       US$285
    Pamela H. Goldberg                    US$280
    Anthony J. Jorgensen                  US$245
    James M. Reed                         US$335
    Stuart E. Van De Wiele                US$225
    Bonnie N. Hackler                     US$230
    John T Richer                         US$200

The Hall Estill legal assistants charge between US$130 to US$140
per hour.  Prior to the bankruptcy filing, the Debtors paid Hall
Estill a retainer deposit of US$200,000 for fees and US$35,000
for expenses in connection with the firm's representation of the
Debtors.

Michael D. Cooke, Esq., at Hall Estill, assured the Court that
the members, counsel and associates of his firm are
"disinterested persons" as the term is defined under Section
101(14) of the Bankruptcy Code.

                       About SemGroup L.P.

SemGroup L.P. -- http://www.semgrouplp.com/-- is a midstream
service company providing the energy industry means to move
products from the wellhead to the wholesale marketplace.
SemGroup provides diversified services for end users and
consumers of crude oil, natural gas, natural gas liquids,
refined products and asphalt.  Services include purchasing,
selling, processing, transporting, terminaling and storing
energy.  SemGroup serves customers in the United States, Canada,
Mexico, Wales, Switzerland and Vietnam.

SemGroup L.P. and its debtor-affiliates filed for Chapter 11
protection on July 22, 2008 (Bankr. D. Del. Lead Case No. 08-
11525).  These represent the Debtors' restructuring efforts:
John H. Knight, Esq., L. Katherine Good, Esq. and Mark D.
Collins, Esq. at Richards Layton & Finger; Harvey R. Miller,
Esq., Michael P. Kessler, Esq. and Sherri L. Toub, Esq. at Weil,
Gotshal & Manges LLP; and Martin A. Sosland, Esq. and Sylvia A.
Mayer, Esq. at Weil Gotshal & Manges LLP.  Kurtzman Carson
Consultants L.L.C. is the Debtors' claims agent.  The Debtors'
financial advisors are The Blackstone Group L.P. and A.P.
Services LLC.  Margot B. Schonholtz, Esq., and Scott D.
Talmadge, Esq., at Kaye Scholer LLP; and Laurie Selber
Silverstein, Esq., at Potter Anderson & Corroon LLP, represent
the Debtors' prepetition lenders.

SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude
Company, sought protection under the Companies' Creditors
Arrangement Act (Canada) on July 22, 2008.  Ernst & Young, Inc.
The CCAA stay expires on Aug. 20, 2008.

SemGroup L.P.'s consolidated, unaudited financial conditions as
of June 30, 2007, showed US$5,429,038,000 in total assets and
US$5,033,214,000 in total debts.  In their petition, they showed
more than US$1,000,000,000 in estimated total assets and more
than US$1,000,000,000 in total debts.

(SemGoup Bankruptcy News, Issue No. 4; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).

                         *     *    *

On July 25, 2008, the Troubled Company Reported that Fitch
Ratings downgraded the ratings of SemGroup, L.P., SemCrude L.P,
and SemCAMS Midstream Co. and simultaneously withdrawn all
ratings.  The withdrawn ratings include Issuer default Rating D
assigned to SemGroup, L.P., SemCrude, L.P., and SemCAMS
Midstream Co.  Fitch Ratings has downgraded, removed from Rating
Watch Negative, and simultaneously withdrawn (a) SemGroup,
L.P.'s Senior unsecured to 'C' from'B/RR3'; (b) SemCrude L.P.'s
Senior secured working capital facility to 'CCC' from 'BB-/RR1';
Senior secured revolving credit facility to 'CC' from 'B+/RR1';
and Senior secured term loan B to 'CC' from 'B+/RR1'; and (c)
SemCAMS Midstream Co. (SemCAMS) Senior secured working capital
facility to 'CCC' from 'BB-/RR1'; Senior secured revolving
credit facility to 'CC' from 'B+/RR1'; and Senior secured term
loan B to 'CC' from 'B+/RR1'.

Also, Moody's Investors Service downgraded SemGroup, L.P.'s
Corporate Family Rating to Ca from Caa2, its Probability of
Default Rating to D from Caa3, its senior unsecured rating to C
(LGD 5; 86%) from Ca (LGD 4; 69%), and its first secured bank
facilities to Caa3 (LGD 3; 38%) from B3 (LGD 2; 21%).  These
actions affect rated cross guaranteed debt at parent SemGroup
and its subsidiaries SemCams Holding Company and SemCrude, L.P.

Further, Fitch Ratings lowered the Issuer Default Ratings of
SemGroup, L.P., SemCrude L.P, and SemCAMS Midstream Co. to 'D'
following the bankruptcy petition by SemGroup and most of units
on  July 22, 2008.  These ratings are removed from Rating Watch
where they were placed on July 17, 2008.  The bank facility and
securities ratings of SemGroup and units remain on Rating Watch
Negative pending a review of the bankruptcy court petition.


SEMGROUP LP: Organizational Meeting to Form Panel Held August 1
---------------------------------------------------------------
An organization meeting for the purpose of forming an official
committee of unsecured creditors in the Chapter 11 cases of
SemGroup, L.P., and its 24 debtor affiliates was held on
August 1, 2008, at 1:00 p.m., at The Double Tree Hotel, located
at 700 King Street, Salon K, in Wilmington, Delaware.

The sole purpose of the meeting was to form a committee or
committees of unsecured creditors in the Debtors' cases.

No committee has been appointed as of press time.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A
representative of the Debtor, however, may attend the
Organizational Meeting, and provide background information
regarding the bankruptcy cases.

                       About SemGroup L.P.

SemGroup L.P. -- http://www.semgrouplp.com/-- is a midstream
service company providing the energy industry means to move
products from the wellhead to the wholesale marketplace.
SemGroup provides diversified services for end users and
consumers of crude oil, natural gas, natural gas liquids,
refined products and asphalt.  Services include purchasing,
selling, processing, transporting, terminaling and storing
energy.  SemGroup serves customers in the United States, Canada,
Mexico, Wales, Switzerland and Vietnam.

SemGroup L.P. and its debtor-affiliates filed for Chapter 11
protection on July 22, 2008 (Bankr. D. Del. Lead Case No. 08-
11525).  These represent the Debtors' restructuring efforts:
John H. Knight, Esq., L. Katherine Good, Esq. and Mark D.
Collins, Esq. at Richards Layton & Finger; Harvey R. Miller,
Esq., Michael P. Kessler, Esq. and Sherri L. Toub, Esq. at Weil,
Gotshal & Manges LLP; and Martin A. Sosland, Esq. and Sylvia A.
Mayer, Esq. at Weil Gotshal & Manges LLP.  Kurtzman Carson
Consultants L.L.C. is the Debtors' claims agent.  The Debtors'
financial advisors are The Blackstone Group L.P. and A.P.
Services LLC.  Margot B. Schonholtz, Esq., and Scott D.
Talmadge, Esq., at Kaye Scholer LLP; and Laurie Selber
Silverstein, Esq., at Potter Anderson & Corroon LLP, represent
the Debtors' prepetition lenders.

SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude
Company, sought protection under the Companies' Creditors
Arrangement Act (Canada) on July 22, 2008.  Ernst & Young, Inc.
The CCAA stay expires on Aug. 20, 2008.

SemGroup L.P.'s consolidated, unaudited financial conditions as
of June 30, 2007, showed US$5,429,038,000 in total assets and
US$5,033,214,000 in total debts.  In their petition, they showed
more than US$1,000,000,000 in estimated total assets and more
than US$1,000,000,000 in total debts.

(SemGoup Bankruptcy News, Issue No. 4; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).

                         *     *    *

On July 25, 2008, the Troubled Company Reported that Fitch
Ratings downgraded the ratings of SemGroup, L.P., SemCrude L.P,
and SemCAMS Midstream Co. and simultaneously withdrawn all
ratings.
The withdrawn ratings include Issuer default Rating D assigned
to SemGroup, L.P., SemCrude, L.P., and SemCAMS Midstream Co.
Fitch Ratings has downgraded, removed from Rating Watch
Negative, and simultaneously withdrawn (a) SemGroup, L.P.'s
Senior unsecured to 'C' from'B/RR3'; (b) SemCrude L.P.'s Senior
secured working capital facility to 'CCC' from 'BB-/RR1'; Senior
secured revolving credit facility to 'CC' from 'B+/RR1'; and
Senior secured term loan B to 'CC' from 'B+/RR1'; and (c)
SemCAMS Midstream Co. (SemCAMS) Senior secured working capital
facility to 'CCC' from 'BB-/RR1'; Senior secured revolving
credit facility to 'CC' from 'B+/RR1'; and Senior secured term
loan B to 'CC' from 'B+/RR1'.

Also, Moody's Investors Service downgraded SemGroup, L.P.'s
Corporate Family Rating to Ca from Caa2, its Probability of
Default Rating to D from Caa3, its senior unsecured rating to C
(LGD 5; 86%) from Ca (LGD 4; 69%), and its first secured bank
facilities to Caa3 (LGD 3; 38%) from B3 (LGD 2; 21%).  These
actions affect rated cross guaranteed debt at parent SemGroup
and its subsidiaries SemCams Holding Company and SemCrude, L.P.

Further, Fitch Ratings lowered the Issuer Default Ratings of
SemGroup, L.P., SemCrude L.P, and SemCAMS Midstream Co. to 'D'
following the bankruptcy petition by SemGroup and most of units
on  July 22, 2008.  These ratings are removed from Rating Watch
where they were placed on July 17, 2008.  The bank facility and
securities ratings of SemGroup and units remain on Rating Watch
Negative pending a review of the bankruptcy court petition.


===========
T U R K E Y
===========


* S&P Revises Outlook on Eight Turkish Financial Firms to Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services has revised its outlook to
stable from negative on eight Turkish financial entities:

  -- T.C. Ziraat Bankasi A.S.,
  -- Türkiye Is Bankasi A.S.,
  -- Türkiye Garanti Bankasi A.S.,
  -- Garanti Finansal Kiralama A.S.,
  -- Yapi ve Kredi Bankasi A.S.,
  -- Türkiye Vakiflar Bankasi T.A.O.,
  -- HSBC Bank A.S., and
  -- Dogus Holding A.S.

S&P also affirmed its 'BB-/B' long- and short-term counterparty
credit ratings on Ziraat, Is Bankasi, Garanti Finansal, Yapi ve
Kredi, Vakiflar Bankasi, and Dogus.  The 'BB-' long-term
counterparty credit rating on Garanti and the 'BB/B' long and
short-term counterparty credit ratings on HSBC Bank A.S. were
affirmed as well.

The rating actions on these entities follow S&P's outlook
revision on the Republic of Turkey (foreign currency BB-
/Stable/B; local currency BB/Stable/B) (Research Update:
Republic of Turkey Outlook Revised To Stable From Negative;
Ratings Affirmed" published July 31, 2008, on RatingsDirect).
The outlook revision on Turkey reflected diminished near-term
political uncertainties in the wake of the July 30, 2008,
decision by the constitutional court not to ban the ruling
Justice and Development Party and many of its leading
politicians from office.  The resulting improved prospects for
policy continuity and political stability will likely bolster
investor confidence, widening the sources for the financing of
Turkey's large current account deficit.

Turkish banks' performance and fundamentals are highly
correlated with sovereign creditworthiness through, among other
things, their significant holdings of government securities.
S&P considers the Turkish operating environment to be risky,
often subject to swings in foreign investor confidence and the
associated movement of capital.  However, unlike earlier in this
decade, S&P expects Turkish banks to remain resilient to
moderate political and economic volatility.  At the same time,
inflationary pressure and hikes in interest rates would affect
their loan growth, financial performance, and asset quality.
The banks' inherent strength has improved significantly,
following several years of major restructuring, the increased
presence of foreign banks, and six successive years of economic
growth and modernization.  They are therefore well placed to
benefit from any improvements in their operating environment.

Ratings List:
                                   To                 From
                                   --                 ----

T.C. Ziraat Bankasi A.S.:
  Counterparty credit rating   BB-/Stable/B      BB-/Negative/B
  Certificates of deposit         BB-/B               BB-/B

Türkiye Is Bankasi A.S.:
  Counterparty credit rating   BB-/Stable/B      BB-/Negative/B
  Certificates of deposit         BB-/B               BB-/B

Türkiye Garanti Bankasi A.S.:
  Counterparty credit rating   BB-/Stable/--    BB-/Negative/--
  Certificates of deposit           BB-                BB-

Garanti Finansal Kiralama A.S.:
  Counterparty credit rating    BB-/Stable/B     BB-/Negative/B

Yapi ve Kredi Bankasi A.S.:
  Counterparty credit rating    BB-/Stable/B     BB-/Negative/B
  Certificates of deposit          BB-/B              BB-/B

Türkiye Vakiflar Bankasi T.A.O.:
  Counterparty credit rating    BB-/Stable/B     BB-/Negative/B
  Certificates of deposit          BB-/B              BB-/B

HSBC Bank A.S.:
  Counterparty credit rating     BB/Stable/B      BB/Negative/B
  Certificates of deposit            BB/B              BB/B

Dogus Holding A.S.:
  Counterparty credit rating    BB-/Stable/B     BB-/Negative/B


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


UKRSIBBANK: Fitch Assigns 'BB-' Rating on US$2BB LPN Program
------------------------------------------------------------
Fitch Ratings has assigned Ukrainian MTN Finance Plc's upcoming
US$2 billion LPN program an expected Long-term 'BB-' rating for
notes with maturities in excess of one year and an expected
Short-term 'B' rating for notes with maturities of less than one
year.  The notes are to be used solely for financing loans to
Ukraine's Joint-Stock Commercial Innovation Bank "UkrSibbank"
(UkrSib, Long-term Issuer Default 'BB-' with Stable Outlook,
Short-term IDR 'B', Long-term local currency IDR 'BB',
Individual 'D', Support '3' and National Long-term 'AAA(ukr)'
with Stable Outlook).

At the same time, Fitch has assigned an expected 'BB-' rating to
the program's upcoming Series 1 issue.  Fitch understands that
the issue is expected to be a senior bond maturing in excess of
one year.

The final ratings of the program and the issue are contingent
upon the receipt of final documentation conforming materially to
information already received.

Ukrainian MTN Finance Plc, a UK-domiciled special purpose
vehicle, will only pay noteholders principal and interest
received from UkrSib.  Issues under the program will be rated
separately.  The SPV's claims under the loan agreement will rank
at least equally with the claims of other senior unsecured
creditors of UkrSib, save those whose claims are preferred by
any bankruptcy, insolvency, liquidation or similar laws of
general application.  Under Ukrainian law, the claims of retail
depositors rank above those of other senior unsecured creditors.
At end-2007, retail deposits and current accounts made up 19% of
UkrSib's total liabilities, according to the bank's audited IFRS
accounts.

The program stipulates that the SPV may enter into a swap
agreement should notes be issued in currency other than USD (the
loans to UkrSib are USD-denominated).  Fitch notes that in the
case of default by a swap counterparty, noteholders bear foreign
exchange risk.  The Series 1 issue is not expected to contain a
swap arrangement.

The agreement contains a number of covenants, including the
bank's full compliance with capital adequacy requirements of the
National bank of Ukraine, with the minimum regulatory capital
ratio currently being 10%.  Importantly, the noteholders will
have a put option should BNP Paribas and its subsidiaries cease
to own, in aggregate, in excess of 50% of voting shares of
UkrSib.

According to the National bank of Ukraine, UkrSib was the third-
largest bank by assets at end-2007.  UkrSib is a universal bank,
focusing on corporate, retail and investment banking.  The bank
operates the fourth-largest nationwide branch network,
consisting of over 1,000 banking units and outlets.  A
controlling 51% stake is held by France-based BNP Paribas (Long-
term IDR 'AA' with Stable Outlook, Short-term IDR 'F1+',
Individual 'A/B', Support '1' and Support Rating floor 'A-'),
with the remaining 49% controlled by two Ukrainian shareholders,
Oleksandr Yaroslavskyy and Ernest Galiyev, who also own several
large industrial enterprises in the country.


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


ARAMIS INVESTMENTS: Taps Liquidators from BDO Stoy Hayward
----------------------------------------------------------
Dermot Justin Power and Matthew Dunham of BDO Stoy Hayward were
appointed joint liquidators of Aramis Investments (U.K.) Ltd. on
July 19, 2008, for the creditors' voluntary winding-up
proceeding.

The company can be reached at:

         Aramis Investments (U.K.) Ltd.
         c/o BDO Stoy Hayward
         Commercial Buildings
         11-15 Cross Street
         Manchester
         M2 1WE
         England


BRITISH AIRWAYS: Fiscal 2008 First Quarter Profit Down 90%
----------------------------------------------------------
British Airways Plc's net profit for the three months ended June
30, 2008, declined 90.1% to net profit GBP27 million from GBP274
million in the same quarter last year.

Operating profit for the current period dropped 86.8% to GBP35
million from GBP266 million in the comparable 2007 period.

Meanwhile, revenue for the current quarter increased 2.8 % to
GBP2,259 million from GBP2,197 million in the three months ended
June 30, 2007.

Passenger revenue was up 2.9% on capacity up 0.7%.  Weaker
consumer confidence, particularly in the UK and US, has resulted
in reduced traffic volumes, and seat factor was down 3.4 points
to 73.4%.  Yields were up 6.9% on the back of price increases as
a result of increasing fuel surcharge levels, the stronger Euro
and good longhaul premium traffic.

Operating costs were up 15.2% with unit costs up 16.5%.  Most
costs were up but the biggest increase was fuel.  After hedging,
fuel costs were up almost 50% on last year.  Employee costs rose
by 2.4% mainly due to pay awards, partially offset by lower
pension service costs.  Engineering costs were up 7.3% because
of higher freighter costs and changes in inventory provisions.
Landing fees and en-route charges were up 6.7% mainly because of
the stronger Euro.  Handling charges and other operating costs
were up 8.5% due to costs associated with the delayed moves to
Terminal 5, cargo handling and trucking charges, and the
stronger Euro.  Accommodation, ground equipment and IT costs
were up 5.4%, predominantly due to property costs, including
rent and rate increases.

Cash position at the end of the quarter was under GBP2 billion,
up GBP91 million since March.  Net debt was GBP1.1 billion,
GBP206 million lower than at year end.

The tax rate for the quarter was 27%.

Commenting on the results, British Airways' chief executive
Willie Walsh, said: "We are in the worst trading environment the
industry has ever faced.  The combination of unprecedented oil
prices, economic slowdown and weaker consumer confidence has led
to substantially lower first quarter profits.

"Fuel prices have doubled in the past year.  A successful
hedging program mitigated the impact but nevertheless fuel costs
at GBP706 million were up GBP233 million in the quarter.  We
expect our fuel bill to top GBP3 billion this year - the
equivalent of more than GBP8 million every day.

"We are well prepared.  Since year end we have adapted our plans
to reflect the fast moving and challenging conditions.  We have
reduced capacity in the winter schedule without compromising our
network and at the same time we have the flexibility in the
business to capitalize when conditions improve.  We have revised
our capital expenditure plans and are focusing on cost control.

                            Capacity

British Airways ordered six Boeing 777-300ER aircraft, and
placed options for four more.  The B777-300ER is 23% more fuel
efficient than the Boeing 747.

The aircraft is expected to provide the carrier greater
flexibility in the longhaul fleet following delays to its Boeing
787 deliveries.

The company also ordered 24 B787s and 12 Airbus A380s, for
delivery between 2010 and 2014, to replace some of its oldest
aircraft and expand its fleet.

                        Trading Outlook

Due to very difficult trading conditions on the back of high oil
prices and a weak economic environment, British Airways expects
revenue to grow by around 3%, down from the previous guidance of
4% increase.

Non-fuel costs are targeted to rise 3% and fuel is expected to
rise around GBP1 billion against last year, at current fuel
prices and exchange rates, an increase of some 50%.  As a result
of further hedging, fuel cost guidance of a GBP16 million profit
impact for every US$1 change in the crude oil price has reduced
to GBP8 million.

                        Iberia Merger Talks

British Airways and Iberia commenced talks last month with a
view to an all-share merger between the two companies.  The
negotiations are supported unanimously by the boards of both
companies.

The British Airways and Iberia brands would be retained as part
of a combined group.

British Airways acquired a nine per cent shareholding in Iberia
in 1999 and has recently increased its shareholding to 13.15 per
cent.

Meanwhile, Iberia recently acquired a 2.99 per cent direct
shareholding in British Airways and financial exposure to a
further 6.99 per cent through contracts for difference linked to
British Airways' share price.

It is expected that it will take several months to reach
agreement on the terms of the merger and to finalize a joint
business and integration plan for the combined group.

Both parties are confident of securing regulatory approval. The
European Union has already granted British Airways and Iberia
approval to co-operate widely.

                         About Iberia SA

Headquartered in Madrid, Iberia Lineas Aereas de Espana SA
-- http://www.iberia.com/-- engages in the transport of
passengers and cargo, aircraft maintenance and handling services
in airports.  The Transport of Passengers and Cargo division
operates 150 aircrafts.  It provides transport services to the
countries in Europe and Latin America.  Iberia Lineas Aereas de
Espana SA is a member of the Oneworld alliance.

                      About British Airways

Headquartered in Harmondsworth, England, British Airways Plc
-- http://www.ba.com/-- operates of international and domestic
scheduled and charter air services for the carriage of
passengers, freight and mail, and provides of ancillary
services.   The British Airways group consists of British
Airways plc and a number of subsidiary companies including in
particular British Airways Holidays Ltd. and British Airways
Travel Shops Ltd.   BA has offices in India and Guatemala.

                        *     *     *

British Airways Plc continues to carry Moody's "Ba1" senior
unsecured debt rating with a stable outlook.


CARLYLE-BLUE WAVE: Commences Orderly Liquidation
------------------------------------------------
Carlyle-Blue Wave Partners Management, LP has voluntarily
decided to end its multi-strategy investment program and to
begin liquidating positions in an orderly manner in anticipation
of an eventual closing of the Carlyle Multi-Strategy Partners
funds.

Though the funds' equity-focused share class is up more than two
percent in 2008, thereby beating the S&P 500 by nearly 14
percentage points, the funds launched in a challenging market
and have not been able to achieve the critical mass of assets
under management necessary to support a multi-strategy fund
infrastructure.

Investors have been informed that the funds have begun to
liquidate their portfolio in an orderly manner.

The Carlyle Group is a minority partner in CBW.


CHRYSLER LLC: Surpasses Second Quarter Financial Objectives
-----------------------------------------------------------
Ron Kolka, executive vice president and chief financial officer
of Chrysler LLC said it is ahead of its operational plan and it
continues to perform ahead of its financial plan for the second
quarter and first half of 2008, in spite of the severe economic
and industry challenges.

In a press statement, the company said that as of June 30, 2008,
it has Cash/Marketable Securities of US$11.7 billion, including
US$2.3 billion in Restricted Cash and excluding US$2.3 billion
in VEBA assets, ahead of its plan and down slightly from year-
end 2007.  As well, for the six months ended June 30, 2008,
Chrysler posted an EBITDA of approximately US$1.1 billion, ahead
of plan.

According to The Wall Street Journal, the public disclosure is a
rarity since Chrysler isn't required to share any financial
data.

WSJ, citing Jim Press, Chrysler president, said the company
wanted to tell the real story amid speculations that circulate
about the company.

Chrysler's holdings, WSJ indicated, included US$2.3 billion in
restricted cash, excluding US$2.3 billion in its retirement fund
assets.

In a statement, Mr. Kolka added that Chrysler's negative product
mix, largely driven by trucks and SUVs, was off-set in the first
half with a positive mix which includes the effects from
substantially reduced fleet sales; the effects of new products
-- the all-new Chrysler and Dodge minivans, Dodge Journey and
Jeep Liberty and the elimination of unprofitable models
(Chrysler PT Cruiser Convertible, Pacifica and Crossfire and the
Dodge Magnum).

                       About Chrysler LLC

Based in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- a unit of Cerberus Capital
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products.  The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.

                         *     *     *

As disclosed in the Troubled Company Reporter-Europe on
Aug. 1, 2008, Fitch Ratings has downgraded the Issuer Default
Rating of Chrysler LLC to 'CCC' from 'B-'.  The Rating Outlook
is Negative.  The downgrade reflects Chrysler's restricted
access to economic retail financing for its vehicles, which is
expected to result in a further step-down in retail volumes.

As reported in the Troubled Company Reporter on June 24, 2008,
Moody's Investors Service affirmed the B3 Corporate Family
Rating and Probability of Default Rating of Chrysler LLC, but
changed the outlook to negative from stable.

Standard & Poor's Ratings Services has placed its corporate
credit ratings on the three U.S. automakers, General Motors
Corp., Ford Motor Co., and Chrysler LLC, on CreditWatch with
negative implications, citing the need to evaluate the financial
damage being inflicted by deteriorating U.S. industry conditions
-- largely as a result of high gasoline prices.  Included in the
CreditWatch placement are the finance units Ford Motor Credit
Co. and DaimlerChrysler Financial Services Americas LLC, as well
as GM's 49%-owned finance affiliate GMAC LLC.


CHRYSLER LLC: July 2008 U.S. Sales Down 29% at 98,109 Units
-----------------------------------------------------------
Chrysler LLC reported total July 2008 U.S. sales of 98,109
units, which is 29% below the same period last year.  Total July
sales reflect a continued contraction of the market of pickup
trucks and SUV sales and reductions in fleet sales.  The
company's recently completed "Let's Refuel America US$2.99 Gas
Guarantee" promotion boosted showroom traffic and helped sales
of Chrysler's newest highly fuel-efficient vehicles throughout
the three-month program period.

"We are writing a new chapter in the auto industry story as
customers, dealers and companies adjust to a changing
environment," Jim Press, Chrysler LLC Vice Chairman and
President, said.  "There are many changes taking place that give
us at the new Chrysler cause for optimism.  In the short term,
our 2009 model year vehicles with value packages will soon be
arriving in dealerships, and our August incentive packages are
the best deals of the year, helping to make owning as affordable
as leasing.

"Within the product lineup, our leadership in minivans is well-
timed as consumers look for fuel-efficient alternatives to
larger SUVs.  Two new fuel-saving hybrid SUVs, the Dodge Durango
and Chrysler Aspen will soon be hitting the streets.  The Dodge
Journey and Jeep(R) Patriot are gaining more customers on the
appeal of fuel efficiency and affordability.  And the success of
cars like the Dodge Avenger, Charger and Challenger shows that
customers still want their cars to stand out from the crowd.
Lastly, this fall we come to market with our best new pickup
truck the 2009 Dodge Ram."

                         July Highlights

The Chrysler Town & Country posted a 24% increase with 8,070
sales versus July 2007 sales of 6,513 units.  With room for
seven passengers, and the industry-exclusive Swivel 'n Go(TM)
seating system, the Chrysler Town & Country could be considered
as a fuel-efficient alternative to a full-sized SUV.  Town &
Country sales in July helped drive total minivan sales up 5%.
Total long-wheel-base minivan retail sales increased 21% in
July.

The Jeep Patriot continues to gain traction in the market,
offering excellent fuel economy, interior flexibility and
utility at a great value.  Total sales of 3,451 were up 4%
versus last year due to consumer interest in the company's most
fuel-efficient vehicles.  Additionally, Jeep Patriot 2008 year-
to-date sales increased 119%, with 40,135 total sales when
compared with July 2007 year-to-date sales of 18,286 units.

Response to sales promotions of the Dodge Ram helped lesson the
impact of slow pickup truck demand.  Dodge Ram pickup sales were
down 27% (21,328 units) versus 2007 sales of 29,312, but sales
increased 32% when compared with June 2008 sales of 16,149
units.

The Dodge Avenger sedan continued with good performance with
4,318 units sold, up 2% when compared with July 2007 sales of
4,213.

The highly anticipated all-new Dodge Challenger SRT8(R) hit the
streets in July with excitement and solid sales results (2,895
units sold).  The return of the iconic Dodge Challenger combines
unmistakable design cues reminiscent of the original Challenger
with world-class performance making it the hottest vehicle on
the streets this summer.  In total, 3,990 Dodge Challengers have
been delivered to customers.

The company finished the month with 409,331 units of inventory,
or a 108-day supply.  As part of a planned reduction in
manufacturing and capacity, inventory is down 12% compared with
July 2007 when it totaled 464,875 units.

                       About Chrysler LLC

Based in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- a unit of Cerberus Capital
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products.  The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.

                         *     *     *

As disclosed in the Troubled Company Reporter-Europe on
Aug. 1, 2008, Fitch Ratings has downgraded the Issuer Default
Rating of Chrysler LLC to 'CCC' from 'B-'.  The Rating Outlook
is Negative.  The downgrade reflects Chrysler's restricted
access to economic retail financing for its vehicles, which is
expected to result in a further step-down in retail volumes.

As reported in the Troubled Company Reporter on June 24, 2008,
Moody's Investors Service affirmed the B3 Corporate Family
Rating and Probability of Default Rating of Chrysler LLC, but
changed the outlook to negative from stable.

Standard & Poor's Ratings Services has placed its corporate
credit ratings on the three U.S. automakers, General Motors
Corp., Ford Motor Co., and Chrysler LLC, on CreditWatch with
negative implications, citing the need to evaluate the financial
damage being inflicted by deteriorating U.S. industry conditions
-- largely as a result of high gasoline prices.  Included in the
CreditWatch placement are the finance units Ford Motor Credit
Co. and DaimlerChrysler Financial Services Americas LLC, as well
as GM's 49%-owned finance affiliate GMAC LLC.


CHRYSLER LLC: Arm Completes Renewal of US$24BB Annual Financing
---------------------------------------------------------------
Chrysler Financial, the subsidiary of Chrysler LLC, has
completed the renewal of its annual credit facilities.  The
US$24 billion credit facilities provide funding for the
company's dealer and consumer financial services products.
Originally, the company was seeking a renewal of its conduit
credit facilities in the amount of US$30 billion.  Chrysler
Financial reduced the amount required due to conditions in the
credit markets and changes in the company's retail strategy.

"We are pleased with the completion of our credit facilities
renewal and the continuing confidence in our company
demonstrated by the banking community," Tom Gilman, executive
vice chairman - Chrysler Financial, said.  "90% of all banks
that were part of the original conduit participated in the
renewal.  The liquidity provided by these facilities will enable
us to support our dealers and their retail customers."

"I would like to thank our investors who have continued to
support us through the renewal,' Mr. Gilman added.  "And, I
would like to acknowledge the skilled leadership of Citi,
JPMorgan and the Royal Bank of Scotland who led the syndication
of the loan facilities and partnered with us to manage such a
large transaction."

"Getting this world-class financing done in this market is a
validation of Chrysler Financial and Chrysler, their management
and their strategic plans," James B. Lee, Jr., vice chairman of
JPMorgan, said.

"The depth and breadth of participation in this transaction was
impressive, particularly in the current market environment,"
said Chad Leat, chairman of Citi's Alternative Asset Group.

            About Chrysler Financial and Chrysler LLC

Chrysler Financial -- http://corp.chryslerfinancial.com/--
offers automotive financial products and services to both
dealers and consumers of Chrysler, Jeep(R) and Dodge vehicles in
the U.S., Canada, Mexico and Venezuela.  In addition it offers
vehicle wholesale and retail financing to more than 3,600
Chrysler, Jeep and Dodge dealers.  Nearly three million drivers
in the United States benefits the financing of Chrysler
Financial.  Chrysler Financial has an employee base of 4,000 and
supports a portfolio of US$70 billion.

Based in Auburn Hills, Michigan, Chrysler LLC -
http://www.chrysler.com/-- a unit of Cerberus Capital
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products.  The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.

                         *     *     *

As disclosed in the Troubled Company Reporter-Europe on
Aug. 1, 2008, Fitch Ratings has downgraded the Issuer Default
Rating of Chrysler LLC to 'CCC' from 'B-'.  The Rating Outlook
is Negative.  The downgrade reflects Chrysler's restricted
access to economic retail financing for its vehicles, which is
expected to result in a further step-down in retail volumes.

As reported in the Troubled Company Reporter on June 24, 2008,
Moody's Investors Service affirmed the B3 Corporate Family
Rating and Probability of Default Rating of Chrysler LLC, but
changed the outlook to negative from stable.

Standard & Poor's Ratings Services has placed its corporate
credit ratings on the three U.S. automakers, General Motors
Corp., Ford Motor Co., and Chrysler LLC, on CreditWatch with
negative implications, citing the need to evaluate the financial
damage being inflicted by deteriorating U.S. industry conditions
-- largely as a result of high gasoline prices.  Included in the
CreditWatch placement are the finance units Ford Motor Credit
Co. and DaimlerChrysler Financial Services Americas LLC, as well
as GM's 49%-owned finance affiliate GMAC LLC.


CLOROX COMPANY: Earns US$461 Million for Fiscal Year 2008
---------------------------------------------------------
The Clorox Company reported results for its fourth quarter and
fiscal year 2008, which ended June 30.  For these periods,
Clorox reported solid earnings results driven by strong top-line
growth and cost savings.

"I'm pleased with our performance for the quarter," said
Chairman and CEO Don Knauss.  "We delivered strong total company
and base business top-line growth.  Our market shares held
steady overall, despite continued economic pressure on
consumers.  Cost savings and the benefit of recent price
increases helped lessen the impact of intense pressure from
commodity and energy cost increases."

Commenting on the company's fiscal year 2008 results, Mr. Knauss
said, "I feel very good about our overall performance for the
year, particularly given unprecedented cost pressures.
Importantly, we made very good progress against our Centennial
Strategy.  We drove growth on core businesses, including the new
Green Works(TM) line of natural cleaners and the Brita(R)brand.
We also continued to position our portfolio for faster growth
through the Burt's Bees(R) acquisition, which has done extremely
well to date.  I'm very proud of the hard work and dedication of
Clorox employees around the world."

Clorox reported fourth-quarter net earnings of US$158 million,
or US$1.13 diluted earnings per share (EPS), based on weighted
average diluted shares outstanding of about 140 million.
Current quarter earnings were reduced by US$10 million in pretax
charges, or 4 cents diluted EPS, associated with the previously
announced restructuring-related charges, including consolidation
of the company's manufacturing network and other charges, and
US$3 million, or 1 cent diluted EPS, associated with the Burt's
Bees acquisition.  Excluding these factors, the company
delivered fourth-quarter diluted EPS of US$1.18.  In the year-
ago quarter, Clorox reported net earnings of US$164 million, or
US$1.07 diluted EPS, based on weighted average diluted shares
outstanding of about 154 million.

For fiscal year 2008, Clorox reported net earnings of US$461
million, or US$3.24 diluted EPS, based on weighted average
diluted shares outstanding of about 142 million.  Earnings for
the fiscal year were reduced by US$59 million in pretax charges,
or 26 cents diluted EPS, associated with the previously
announced restructuring-related charges, including consolidation
of the company's manufacturing network and other charges; and
US$20 million, or 9 cents diluted EPS, associated with the
Burt's Bees acquisition.  Excluding these factors, the company
delivered fiscal year diluted EPS of US$3.59.  This includes a
benefit of 5 cents diluted EPS associated with the repurchase of
stock pursuant to the accelerated stock repurchase (ASR),
completed in January 2008.

In fiscal year 2007, the company reported net earnings of US$501
million, or US$3.26 diluted EPS, based on weighted average
diluted shares outstanding of about 154 million.  These year-ago
results included 10 cents diluted EPS of incremental costs
associated with the IT services agreement and asset impairments,
and 3 cents diluted EPS benefit from discontinued operations.
Excluding these factors, the company delivered US$3.33 diluted
EPS.

For the fourth quarter, other income results reflected US$9
million in net foreign exchange transaction gains in the current
quarter versus a US$3 million net loss in the year ago period.
For fiscal year 2008, net foreign exchange transaction losses
reflected in other income were US$2 million versus a net loss of
US$4 million in fiscal 2007.

Following is a summary of key fourth-quarter results.  All
comparisons are with the fourth quarter of fiscal year 2007,
unless otherwise stated.

Fourth-quarter highlights

Fourth-quarter sales grew 11 percent to US$1.50 billion,
compared with US$1.34 billion in the year-ago quarter.
Excluding the Burt's Bees acquisition, sales in the current
quarter grew 8 percent.

Fourth quarter total volume increased 6 percent.  Excluding
Burt's Bees(R) products, volume was up 4 percent.  Sales growth
outpaced volume growth primarily due to price increases and
favorable foreign exchange rates.

Gross margin in the fourth quarter decreased 210 basis points to
42.1 percent from 44.2 percent.  Excluding the impact of US$8
million of the restructuring-related charges reflected in cost
of goods sold, gross margin was 42.7 percent.  The year-over-
year decrease was primarily due to the impact of higher costs
for commodities, manufacturing and logistics, including diesel
fuel.  These factors were partially offset by the benefits of
cost savings and price increases.  During the quarter, Clorox
generated cost savings of US$29 million, of which US$25 million
was included in gross profit and the remaining US$4 million in
other lines of the income statement.

Net cash provided by operations was US$254 million, compared to
US$282 million in the year-ago quarter.  The year-over-year
decrease was primarily due to the timing of tax payments,
partially offset by improvements in working capital.

North America

The segment reported 10 percent sales growth, 6 percent volume
growth and 4 percent growth in pretax earnings.  Volume growth
was primarily driven by Burt's Bees(R) products, the launch of
Green Works(TM) natural cleaners, Clorox(R) disinfecting wipes,
Kingsford(R) charcoal products, Hidden Valley(R) bottled salad
dressings, Fresh Step(R) scoopable cat litter, all-time-record
shipments of Pine-Sol(R) dilutable cleaners and Brita(R) water-
filtration products.  Higher shipments of Glad(R) ForceFlex
trash bags also contributed to volume growth in the segment.
These results were partially offset by lower shipments of
Glad(R) regular trash bags and Clorox(R) liquid bleach.  Sales
growth outpaced volume growth primarily due to the benefit of
price increases and a favorable Canadian exchange rate.  Pretax
earnings reflected the benefit of sales growth and cost savings,
partially offset by the impact of unfavorable commodity costs
and restructuring-related charges.

International

The segment reported 16 percent sales growth, 7 percent volume
growth and 11 percent growth in pretax earnings.  Volume growth
was driven by shipments of laundry and homecare products in
Latin America.  Sales growth outpaced volume growth primarily
due to the benefit of price increases and 5 percentage points of
favorability from foreign exchange rates.  Pretax earnings
primarily reflected the benefit of sales growth, favorable
foreign exchange rates and cost savings.

Fiscal year 2008 results

Fiscal year 2008 sales grew 9 percent to US$5.27 billion.
Excluding the Burt's Bees and bleach business acquisitions,
sales grew 6 percent.

Volume for the fiscal year increased 6 percent compared with the
prior year.  Excluding Burt's Bees(R) products and the bleach
acquisition, shipments were up 3 percent due to growth in core
brands including Fresh Step(R) scoopable cat litter, Green
Works(TM) natural cleaners, Brita(R) products, Hidden Valley(R)
salad dressings and Clorox(R) disinfecting wipes.  Sales growth
outpaced volume growth primarily due to the benefit of favorable
foreign exchange rates and price increases.

Gross margin for the fiscal year decreased 190 basis points to
41.2 percent from 43.1 percent.  Excluding the impact of the
previously announced restructuring-related charges and Burt's
Bees purchase accounting step-up in inventory values, gross
margin was 42.1 percent.  The decrease was primarily due to the
impact of unfavorable commodity and energy-related costs,
partially offset by cost savings and price increases.  For the
fiscal year, Clorox generated cost savings of US$93 million, of
which US$81 million was included in gross profit and the
remaining US$12 million in other lines of the income statement.

Net cash provided by operations in fiscal year 2008 was US$730
million, compared to US$709 million in the prior fiscal year.
The increase was primarily due to improvements in working
capital, primarily offset by the timing of tax payments.

During the year, Clorox repurchased 2 million shares of the
company's common stock at a cost of US$118 million under its
ongoing program to offset stock option dilution.  In addition,
under the ASR agreement, the company repurchased 12 million of
its shares at a cost of US$750 million.

Updated financial outlook for fiscal year 2009

For fiscal year 2009, Clorox continues to anticipate total sales
growth in the range of 6-8 percent.  Excluding the impact of the
Burt's Bees acquisition, Clorox anticipates sales growth in the
range of 4-6 percent.  This range includes about 2 percentage
points of growth from innovation, including Green Works(TM)
natural cleaners.

The company now anticipates gross margin to be about flat for
the fiscal year.  The benefits of cost savings, price increases
and favorable product mix are expected to be offset by the
impact of commodity cost pressure.

Clorox now expects commodity and energy cost increases for the
fiscal year to be in the range of US$180 million to US$200
million, which is significantly higher than originally
projected.  The company continues to anticipate cost savings in
the range of US$90 million to US$100 million; restructuring-
related charges in the range of US$20 million to US$25 million,
primarily related to the previously announced consolidation of
the company's manufacturing network; and a tax rate in the range
of 34-35 percent.  The company anticipates weighted average
diluted shares outstanding of about 141 million.  Including
these factors, Clorox's outlook for fiscal year 2009 diluted EPS
is now in the range of US$3.60 to US$3.75.

                      The Clorox Company

The Clorox Company -- http://www.TheCloroxCompany.com/--
(NYSE:CLX) manufactures and markets of consumer products with
fiscal year 2007 revenues of US$4.8 billion.  Clorox brands
include its namesake bleach and cleaning products, Green
Works(TM) natural cleaners, Armor All(R) and STP(R) auto-care
products, Fresh Step(R) and Scoop Away(R) cat litter,
Kingsford(R) charcoal, Hidden Valley(R) and K C Masterpiece(R)
dressings and sauces, Brita(R) water-filtration systems, Glad(R)
bags, wraps and containers, and Burt�s Bees(R) natural
personal care products.  With 8,300 employees worldwide, the
company manufactures products in more than two dozen countries
and markets them in more than 100 countries.  In Europe, the
company has manufacturing facilities in the United Kingdom.


INVENSYS PLC: S&P Assigns BB+ Rating to GBP400MM Credit Facility
----------------------------------------------------------------
Standard & Poor's Ratings Services has assigned its 'BB+' senior
unsecured debt rating to the GBP400 million credit facility
issued by U.K.-based capital goods company Invensys PLC
(BB+/Positive/--).  A recovery rating of '3' was assigned to
this debt, indicating S&P's expectation of meaningful (50%-70%)
recovery for unsecured creditors in the event of a payment
default under its hypothetical default scenario.

"Recovery prospects reflect a going-concern valuation and are
supported by broadly favorable insolvency regimes, with
guarantees from material subsidiaries that contribute the
majority of EBITDA," said S&P's credit analyst Hina Shoeb.

Recovery under S&P's default scenario reflects an enterprise
value at default of about GBP470 million.  S&P has valued the
company on a going-concern basis, given its strong leadership
position in all core segments.

The ratings on Invensys reflect some exposure to cyclical
industries and strong competition, mainly from larger companies.
These factors are balanced by access to strong niche positions,
a large installed customer base, improving operating efficiency,
and good diversification.  The group's business risk profile
remains weak, although the gradual improvement demonstrated in
fiscal 2008 has moved Invensys toward the higher end of the
category.  The financial risk profile has improved considerably
in recent years to become aggressive, verging on intermediate.
It is underpinned by robust liquidity, modest debt leverage, a
moderate financial policy, and S&P's expectation of adequate
cash flow generation.


NEWGATE FUNDING: Fitch Affirms 'BB' Ratings on Two Note Classes
---------------------------------------------------------------
Fitch Ratings has affirmed all the notes of Newgate Funding plc
Series 2006-1 and Newgate Funding plc Series 2006-2.

The continued Negative Outlooks on Newgate 06-1 and Newgate 06-2
junior classes are predominantly due to a lack of any
arrangements to hedge the basis risk between the interest rates
of the mortgages and those of the notes.  All loans in the
transactions will ultimately pay a rate linked to Bank of
England base rate.  In contrast, the notes earn a variable rate
of interest, with margins referenced to three-month LIBOR.  This
potential difference in reference rates exposes the transaction
to additional risks, which, although accounted for in Fitch's
initial analysis, are currently having a larger impact, given
the unprecedented widening in the spread between BBR and three-
month LIBOR.

The Newgate 06-1 transaction has experienced high levels of
prepayments over the last nine months as loans rolled off their
initial fixed rates to reversionary rates.  The prepayment rates
for the transaction have not been affected by the shortage of
available mortgage products in the market.  The level of three-
month plus arrears at 17.09% is significantly higher in
comparison with prior Mortgages PLC transactions at similar
seasoning.  This might be due to adverse selection in the pool
as loans with arrears are not able to refinance whereas
performing loans refinance as they roll off their fixed rates.

For Newgate 2006-1 Fitch expects the recent increase in three-
month plus arrears will lead to a rise in repossession and
losses.  However, with the reversion of mortgages to
reversionary rates, there should be enough excess spread to
absorb these losses.

The reserve fund of Newgate 2006-2 was drawn by GBP644,243 on
the July 2008 interest payment date, reducing the RF to 1.17% of
the original note balance against a target level of 1.3%.  In
addition, the discount reserve made its final payment on the
April 2008 IPD.  However, the lack of a discount reserve payment
was not fully compensated by higher reversionary rates of the
loans that rolled off fixed rates during the July 2008 IPD.  In
the next IPD, the transaction is expected to fully benefit from
the higher reversionary rates.  The mismatch of discount reserve
depletion and lack of LIBOR-BBR hedge were the primary reasons
for the RF draw on the current IPD.  Fitch expects that as
mortgages revert to reversionary rates there should be enough
excess spread to absorb higher losses in future.

The RF of Newgate 06-1 satisfied the conditions for amortization
and started amortising on the June 2008 IPD, having been drawn
in previous periods.  The RF amortizes at a value equal to 2.3%
of the outstanding note balance.  Newgate 06-1 also satisfied
the conditions for pro-rata amortization and started paying
principal pro-rata to all notes.  The RF amortization and pro-
rata amortization of notes might stop if three-month plus
arrears increase above 20% and breach the arrears trigger.

The rating actions are:

Newgate Funding Plc Series 2006-1:

  -- Class  A3 (ISIN XS0248221763): affirmed at 'AAA'; Outlook
     Stable

  -- Class  A3 DAC (XS0248221847): affirmed at 'AAA'; Outlook
     Stable

  -- Class  A4 (ISIN XS0248865494): affirmed at 'AAA'; Outlook
     Stable

  -- Class  A4 DAC (XS0248865577): affirmed at 'AAA'; Outlook
     Stable

  -- Class  Ma (ISIN XS0248221920): affirmed at 'AAA'; Outlook
     Stable

  -- Class  Mb (ISIN XS0248866542): affirmed at 'AAA'; Outlook
     Stable

  -- Class  Ba (ISIN XS0248222142): affirmed at 'AA'; Outlook
     Stable

  -- Class  Bb (ISIN XS0248866971): affirmed at 'AA'; Outlook
     Stable

  -- Class  Ca (ISIN XS0248222225): affirmed at 'A+'; Outlook
     Stable

  -- Class  Cb (ISIN XS0248867789): affirmed at 'A+'; Outlook
     Stable

  -- Class  D (ISIN XS0248867946): affirmed at 'BBB+'; Outlook
     Negative

  -- Class  E (ISIN XS0248222571): affirmed at 'BBB+'; Outlook
     Negative

  -- Class  Q (ISIN XS0248222738): affirmed at 'BB'; Outlook
     Negative

Newgate Funding Plc Series 2006-2:

  -- Class  A2 (ISIN XS0257990621): affirmed at 'AAA'; Outlook
     Stable

  -- Class  A2 DAC (ISIN XS0257991355): affirmed at 'AAA';
     Outlook Stable

  -- Class  A3a (ISIN XS0257991603): affirmed at 'AAA'; Outlook
     Stable

  -- Class  A3a DAC (ISIN XS0257992163): affirmed at 'AAA';
     Outlook Stable

  -- Class  A3b (ISIN XS0257989458): affirmed at 'AAA'; Outlook
     Stable

  -- Class  A3b DAC (ISIN XS0257990381): affirmed at 'AAA';
     Outlook Stable

  -- Class  M (ISIN XS0257992676): affirmed at 'AAA'; Outlook
     Stable

  -- Class  Ba (ISIN XS0257993138): affirmed at 'AA'; Outlook
     Stable

  -- Class  Bb (ISIN XS0257993302): affirmed at 'AA'; Outlook
     Stable

  -- Class  Ca (ISIN XS0257994532): affirmed at 'A'; Outlook
     Stable

  -- Class  Cb (ISIN XS0257994888): affirmed at 'A'; Outlook
     Stable

  -- Class  Da (ISIN XS0257995265): affirmed at 'BBB'; Outlook
     Negative

  -- Class  Db (ISIN XS0257996073): affirmed at 'BBB'; Outlook
     Negative

  -- Class  E (ISIN XS0257996743): affirmed at 'BB'; Outlook
     Negative

MERCs: affirmed at 'AAA'; Outlook Stable


NORTHERN ROCK: In Talks with Workers over 1,300 Job Cuts
--------------------------------------------------------
Northern Rock Plc disclosed that collective consultation with
Unite the union and other employee representatives has
concluded.  The workforce is currently being informed of which
jobs are at risk of redundancy under the Company's restructuring
plan.  Those staff at risk have entered the individual
consultation process, which is expected to last up to 30 days.

While the Company will ultimately preserve a workforce of around
4,000 staff, the number of jobs lost through redundancy is
expected to be around 1,300.  This is consistent with previous
announcements, which indicated that the workforce was likely to
be reduced by around 2,000 jobs by 2011, with the majority
leaving the Company this year.  It is envisaged that any further
reduction in the workforce will be achieved through natural
staff turnover in the coming years.

Around 500 of the job losses announced will be achieved through
voluntary redundancy.  The balance of around 800 jobs will be
made compulsorily redundant.  The number of compulsory
redundancies is expected to be limited to this level through a
process of internal redeployment.  Where possible, existing
members of staff in roles that have been identified as being at
risk of redundancy will be given the opportunity to remain with
the Company by moving to a new role within the restructured
business.

The figures reflect some natural staff turnover to date and also
the Company's commitment to work with Unite and other employee
representatives to explore options within the restructure to
minimize job losses.  The introduction of such initiatives as
the recently announced arrangement with Lloyds TSB, which
safeguarded around 100 jobs, has also assisted.  Voluntary
redundancy has been offered wherever practicable, accepting that
the Company must retain the right balance of skills, experience
and capability for the future.

The Company continues to work closely with One NorthEast to
offer comprehensive outplacement support services to help those
leaving the Company find alternative employment, on a local and
national basis.

Executive Chairman Ron Sandler said: "Confirming job losses is
never easy but our staff have been kept well informed and the
need to contract the size of the Company is well understood.
This remains a very tough time for our staff but the restructure
of the Company is nearing completion and we are now in the final
phase of this difficult process.

"We have worked hard with Unite, and other employee
representatives, to minimize the total number of job losses and
in particular, to limit the number of compulsory redundancies to
potentially around 800 jobs.  We have been able to achieve
around 500 of the job losses by voluntary means."

                        About Northern Rock

Headquartered in Newcastle upon Tyne, England, Northern Rock plc
-- http://www.northernrock.co.uk/mortgages/-- deals with
mortgages, savings accounts, loans and insurance.  The company
also promotes secured loans to its existing mortgage customers.
The company had more than US$200 billion in assets at the end of
June 2007.

                          *     *     *

As reported by the Troubled Company Reporter-Europe on
July 8, 2008, Fitch Ratings has withdrawn the ratings of
Northern Rock's GBP400 million preference shares.  Fitch has
also affirmed the 'BB-' ratings of NR's other hybrid Tier 1 and
Upper Tier 2 issues and removed the Rating Watch Evolving, where
they were originally placed on Feb. 19.

On July 7, 2008, TCR-Europe reported that Standard & Poor's
Ratings Services lowered its rating on the GBP400 million
6.8509% Tier 1 preference shares to 'D' from 'C'.  The rating on
the GBP400 million notes issued by Saphir Finance PLC and
secured over the Northern Rock preference shares was similarly
lowered to 'D' from 'C'.


PICTURE COLLECTABLES: Brings In Liquidators from Vantis
------------------------------------------------------
Glyn Mummery and Martin Weller of Vantis Business Recovery
Services were appointed joint liquidators of Picture
Collectables Ltd. (formerly I Was There Picture Collectables
Ltd.) on July 21, 2008, for the creditors' voluntary winding-up
proceeding.

The company can be reached at:

         Picture Collectables Ltd.
         c/o Vantis Business Recovery Services
         43-45 Butts Green Road
         Hornchurch
         Essex
         RM11 2JX
         England


QUEBECOR WORLD: CCAA Stay Extended Until September 30
-----------------------------------------------------
Quebecor World Inc. and its debtor-affiliates sought and
obtained extension of the Companies' Creditors Arrangement Act
stay until Sept. 30, 2008, from the Quebec Superior Court of
Justice.

In support of the Applicants' request, Louis J. Gouin, Esq., at
Ogilvy Renault, LLP, in Montreal, Canada, told the Canadian
Court that the extension of the Stay Period is necessary for the
Applicants to continue the discussions of their business plan
with stakeholders and develop one or more restructuring plans to
maximize long term value for the benefit of all stakeholders.
Mr. Gouin assured the CCAA Court that no creditor will suffer
any material prejudice by the extension of the Stay Period.  He
added that it is a condition precedent to the Applicants'
financing under the DIP Documents that the Initial Order and
stay, at all times, be in full force and effect.

Ernst & Young Inc., the Court-appointed monitor of the CCAA
Applicants, supported the Applicants' extension request.

                      About Quebecor World

Based in Montreal, Quebec, Quebecor World Inc. (TSX: IQW) (NYSE:
IQW), -- http://www.quebecorworldinc.com/-- provides market
solutions, including marketing and advertising activities, well
as print solutions to retailers, branded goods companies,
catalogers and to publishers of magazines, books and other
printed media.  It has 127 printing and related facilities
located in North America, Europe, Latin America and Asia.  In
the United States, it has 82 facilities in 30 states, and is
engaged in the printing of books, magazines, directories, retail
inserts, catalogs and direct mail.

The company has operations in Mexico, Brazil, Colombia, Chile,
Peru, Argentina and the British Virgin Islands.

Quebecor World and 53 of its subsidiaries, including those in
Canada, filed a petition under the Companies' Creditors
Arrangement Act before the Superior Court of Quebec, Commercial
Division, in Montreal, Canada, on Jan. 20, 2008.  The Honorable
Justice Robert Mongeon oversees the CCAA case.  Francois-David
Pare, Esq., at Ogilvy Renault, LLP, represents the Company in
the CCAA case.  Ernst & Young Inc. was appointed as Monitor.

On Jan. 21, 2008, Quebecor World (USA) Inc., its U.S.
subsidiary, along with other U.S. affiliates, filed for chapter
11 bankruptcy on Jan. 21, 2008 (Bankr. S.D.N.Y Lead Case No. 08-
10152).  Anthony D. Boccanfuso, Esq., at Arnold & Porter LLP
represents the Debtors in their restructuring efforts.   The
Official Committee of Unsecured Creditors is represented by Akin
Gump Strauss Hauer & Feld LLP.

Based in Corby, Northamptonshire, Quebecor World PLC --
http://www.quebecorworldplc.com/-- is the U.K. subsidiary of
Quebecor World Inc. that specializes in web offset magazines,
catalogues and specialty print products for marketing and
advertising campaigns.  The company employs around 290 people.
Quebecor PLC was placed into administration with Ian Best and
David Duggins of Ernst & Young LLP appointed as joint
administrators effective Jan. 28, 2008.

As of Sept. 30, 2007, Quebecor World's unaudited consolidated
balance sheet showed total assets of US$5,554,900,000, total
liabilities of US$3,964,800,000, preferred shares of
US$175,900,000, and total shareholders' equity of
US$1,414,200,000.

The Debtors have until Sept. 30, 2008, to file a plan of
reorganization in the chapter 11 case.  The Debtors' CCAA stay
has been extended to Sept. 30, 2008.  (Quebecor World Bankruptcy
News, Issue No. 22; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


QUEBECOR WORLD: Ernst & Young Provides CCAA Status Report
---------------------------------------------------------
Ernst & Young, Inc., the Court-appointed monitor of Quebecor
World Inc., and certain of its affiliates' reorganization
proceedings under the Canadian Companies' Creditors Arrangement
Act, filed reports to the Quebec Superior Court of Justice with
respect to the activities of the companies and certain events
occurring since May 2008.

                   Stabilization of Operations

The Monitor reported that the Applicants are finalizing the
reconciliation of their prepetition trade liabilities.  The
analysis is ongoing as payments are issued in respect of the
prepetition liabilities permitted by the U.S. Chapter 11
Proceedings, the receipt and investigation of certain 20-day
administrative and reclamation claims, and clarification of
certain consignment arrangements and the set-off rights claimed
by certain customers must be taken into consideration.

* Banking

The Applicants are continuing their discussions with CIBC to
widen the services offered by CIBC as well as explore
alternative solutions to reduce the levels of redundant work
being done by the Applicants' personnel.  As of July 14, 2008,
the Applicants have deposited US$30,000,000, in the cash account
at Bank of America to hold proceeds realized from the
disposition of QW Memphis inventory held on site as of
January 21, 2008.

Certain services are being re-established with BofA, like
automatic zero-balancing between the deposit lock box and
concentration account; however, not all of the previously
provided services have been re-established.  Management
continues to work with BofA to find ways to reduce the level of
redundant manual work currently being done by the Companies'
staff.

* Intercompany Transactions

According to E&Y, the intercompany transactions have largely
been limited to the automatic centralized accounting transfer of
accounts payable and accounts receivable funding of
EUR19,000,000, for the Applicants' European operations, of which
EUR5,700,000, was reimbursed from the proceeds of the sale of
the European Operations and US$6,000,000, to the Latin American
affiliates as authorized by the Initial Order and the Final DIP
Order.

* Financial Statements and Reporting Issues

The Applicants expect to be in a position to release their
quarterly financial statements for the six-month period ended
June 30, 2008, on August 12, 2008.  The Applicants are also
working to develop financial statements for each of the U.S.
Debtors at specific points in time, as requested by the Official
Committee of Unsecured Creditors.  E&Y relates that an extensive
analysis is required to allocate certain transactions that have
not been pushed down to the legal entity level in the past as
the Applicants have not historically prepared financial
statements on an entity by entity basis.  Management expects to
deliver these financial statements with the Canadian Court by
the end of July 2008.

                    Restructuring Initiatives

* Reclamation Claims

The U.S. Debtors received a total of 68 reclamation claims
having an aggregate face value of US$73,900,000.  The U.S.
Debtors expect to complete their review of the reclamation
claims received within a few weeks, the Monitor said.  They will
then seek to reach agreement with their reclamation creditors
and prepare and submit appropriate stipulations to the U.S.
Court allowing the valid claims.

* Sale of Real Property or Equipment

Before the Petition Date, the Applicants initiated various
marketing efforts to dispose redundant assets, which became non-
productive largely as a result of the closing of operations at
certain facilities over time, including facilities in Montreal,
Ottawa, Brookfield and Lincoln.  The Monitor related that the
Montreal and Ottawa facilities are currently sublet to parties
outside of the Quebecor World Group.  The Applicants will
consult with the Committees and file motions to obtain the
authorization to execute any transaction for the sale of real
property or equipment.

                          DIP Financing

As of July 6, 2008, Quebecor World, Inc., drew CUS$27,000,000,
under the Revolving Loan Facility to fund its Canadian
operations.  As of July 6, 2008, the U.S. Debtors had excess
available unrestricted cash from the Term Loan Facility totaling
US$140,000,000.  The imbalance between Canada and the U.S.
creates unnecessary interest expense to the Canadian operations
and an inefficient use of U.S. liquidity, the Monitor said.

As of July 14, 2008, the Applicants have not been able to use
the funds already drawn under the Term Loan Facility and
allocated to the U.S. Debtors prior to using the Revolving Loan
Facility.  The Applicants intend to continue their discussions
with the financial' advisors to the Committees to resolve the
issue.

      Current Financial Performance & Cash Flow Forecast

* Cash Flow Results for the 10-Week Period Ended July 6, 2008

For the ten weeks ended July 6, 2008, the consolidated North
American operations of the Applicants produced positive cash
flow of US$17,000,000, which is approximately US$108,000,000
better than that projected for the same period in the cash flow
forecast prepared by the Applicants.  The US$108,000,000
favorable variance includes an additional US$7,000,000 in
drawings under the Revolving Loan Facility.  The Monitor said
that the Applicants' management advised that the favorable
variance is attributable to a number of factors including (i)
the sale of their European operations, (ii) higher than
projected accounts receivable collections, (iii) drawings under
the Revolving Loan Facility, and (iv) a deferral of the funding
of the Latin American non-petitioners' financing
requirements.

A full-text copy of the Cash Flow Forecast is available for free
at http://ResearchArchives.com/t/s?2feb

* Cash Flow Forecast for the 13-Week Period Ending Oct. 5, 2008

To assist in assessing the Applicants' short term financial
performance and ongoing financing requirements, they prepared a
revised cash flow forecast for the 13-week period ending
Oct. 5, 2008.  The Monitor said the Applicants' management
expects that the consolidated North American operations will
incur negative cash flow of US$71,000,000 for the period.

The Applicants had an unrestricted cash balance of
US$140,000,000, on July 6, 2008.  The liquidity available to the
Applicants is currently US$385,000,000, and is forecasted to be
at least US$315,000,000 throughout Sept. 30, 2008.  The Monitor
related that since Jan. 1, 2008, about US$31,300,000 of
professional fees have been reported as expenses to the income
statement.

               Status of Latin American Operations

According to the Monitor, the Applicants are working on a
transfer of US$4,000,000 to the Colombian operations, which
would completely utilize the US$10,000,000 basket for non-
petitioner liabilities for the Latin American Group, but would
not consume any of the additional US$5,000,000 basket for non-
petitioner liabilities that relate to the operations of non-
petitioners other than for the European operations.

The Monitor related that Quebecor World Bogota, S.A., received a
notice from a lender indicating that its existing lines of
credit of approximately US$8,000,000 needed to be renewed as
they were overdue.  A proposal to renew US$6,000,000 of the
Colombia Loans under a five-year agreement is under discussion
with the lender.  To execute the renewal, the Colombia Loans
need to be repaid in full by QW Bogota.  To refund the Colombia
Loans, the Applicants will need to transfer US$8,000,000 to QW
Bogota, of which US$2,000,000 will be on a temporary basis.  The
US$2,000,000 advance will be refunded to the Applicants with the
proceeds of the new US$6,000,000 loan.  The transfer is expected
to be made by the end of July 2008.

The Applicants' legal counsel confirmed that, to the extent the
US$8,000,000 transfer to QW Bogota is made from funds permitted
for Latin America from the US$10,000,000, and US$5,000,000,
baskets, the transfer will not create any defaults with the
Final DIP Order, the Monitor told the CCAA Court.

               Status of the European Operations

The Applicants had transferred a total of EUR19,000,000, to
finance their European Operations.  Of this amount,
EUR5,700,000, has been refunded as part of the gross proceeds of
sale of certain of its European assets.

                  Applicants' Business Plan

The Monitor related that the Applicants organized a three-day
presentation in early July 2008 of its five-year business plan,
including the visit of two plants located near Philadelphia, in
the United States.  An overview of the Business Plan was
presented and the details of the business plan for each of the
major business segments were presented by the management of each
of the business segments.  Since receiving the Business Plan,
the financial advisors to the Committee have been conducting due
diligence on the Business Plan.  E&Y said the delivery of the
Business Plan has been completed early in the restructuring
proceedings.

The Monitor added that the Applicants require more time to work
with the Ad Hoc Bond Committee and Bank Syndicate to establish
terms in which representatives of each committee would sign
confidentiality agreements and obtain confidential information
for purposes of negotiating the terms of the restructuring plan.

The Monitor told the CCAA Court that it has made progress with
respect to the requests from advisors for the Committee to
conduct a factual investigation of information concerning the
status of the intercompany accounts of Quebecor World group.
However, the Monitor said the work is not yet completed, due to
a number of factors, including, the complexity of the corporate
structure and the very high level of interaction between the
affiliates, and the fact that the employees who could assist the
Monitor in performing the review had a heavy workload requiring
them to direct their attention to other high priority projects
like preparing monthly operating reports and other financial
statements.

As the Monitor, however, issued an interim report on its
findings, a copy of which is available for free at:

           http://ResearchArchives.com/t/s?2fed

                      About Quebecor World

Based in Montreal, Quebec, Quebecor World Inc. (TSX: IQW) (NYSE:
IQW), -- http://www.quebecorworldinc.com/-- provides market
solutions, including marketing and advertising activities, well
as print solutions to retailers, branded goods companies,
catalogers and to publishers of magazines, books and other
printed media.  It has 127 printing and related facilities
located in North America, Europe, Latin America and Asia.  In
the United States, it has 82 facilities in 30 states, and is
engaged in the printing of books, magazines, directories, retail
inserts, catalogs and direct mail.

The company has operations in Mexico, Brazil, Colombia, Chile,
Peru, Argentina and the British Virgin Islands.

Quebecor World and 53 of its subsidiaries, including those in
Canada, filed a petition under the Companies' Creditors
Arrangement Act before the Superior Court of Quebec, Commercial
Division, in Montreal, Canada, on Jan. 20, 2008.  The Honorable
Justice Robert Mongeon oversees the CCAA case.  Francois-David
Pare, Esq., at Ogilvy Renault, LLP, represents the Company in
the CCAA case.  Ernst & Young Inc. was appointed as Monitor.

On Jan. 21, 2008, Quebecor World (USA) Inc., its U.S.
subsidiary, along with other U.S. affiliates, filed for chapter
11 bankruptcy on Jan. 21, 2008 (Bankr. S.D.N.Y Lead Case No. 08-
10152).  Anthony D. Boccanfuso, Esq., at Arnold & Porter LLP
represents the Debtors in their restructuring efforts.   The
Official Committee of Unsecured Creditors is represented by Akin
Gump Strauss Hauer & Feld LLP.

Based in Corby, Northamptonshire, Quebecor World PLC --
http://www.quebecorworldplc.com/-- is the U.K. subsidiary of
Quebecor World Inc. that specializes in web offset magazines,
catalogues and specialty print products for marketing and
advertising campaigns.  The company employs around 290 people.
Quebecor PLC was placed into administration with Ian Best and
David Duggins of Ernst & Young LLP appointed as joint
administrators effective Jan. 28, 2008.

As of Sept. 30, 2007, Quebecor World's unaudited consolidated
balance sheet showed total assets of US$5,554,900,000, total
liabilities of US$3,964,800,000, preferred shares of
US$175,900,000, and total shareholders' equity of
US$1,414,200,000.

The Debtors have until Sept. 30, 2008, to file a plan of
reorganization in the chapter 11 case.  The Debtors' CCAA stay
has been extended to Sept. 30, 2008.  (Quebecor World Bankruptcy
News, Issue No. 22; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


QUEBECOR WORLD: Committee Revised After Cellmark's Resignation
--------------------------------------------------------------
Diana G. Adams, the United States Trustee for Region 2, has
amended the list of members of the Official Committee of
Unsecured Creditors after the resignation of Cellmark Paper,
Inc., and Catalyst Pulp & Paper Sales, Inc.

The Committee is now composed of:

  (1) Wilmington Trust Company
      Attn: Suzanne Macdonald
      520 Madison Avenue, 33rd floor
      New York, NY 10022
      Tel: (212) 415-0500

  (2) Pension Benefit Guaranty Corp.
      Attn: Suzanne Kelly
      1200 K Street, NW
      Washington, DC 20005
      Tel: (212) 326-4070 x6367

  (3) The Bank of New York Mellon
      Attn: David M. Kerr
      101 Barclay Street - 8 West
      New York, NY 10286
      Tel: (212) 815-5650

  (4) MEGTEC Systems Inc.
      Attn: Gregory R. Linn
      830 Prosper Rd.
      De Pere, WI 54115
      Tel: (920) 337-1568

  (5) Abitibi Consolidated Sales Corp.
      Attn: Madeleine Fequiere
      1155 Metcalfe Street, Suite 800
      Montreal, Quebec
      H3B 5H2 CANADA
      Tel: (514) 394-3638

Official creditors' committees have the right to employ legal
and accounting professionals and financial advisors, at the
Debtors' expense.  They may investigate the Debtors' business
and financial affairs.  Importantly, official committees serve
as fiduciaries to the general population of creditors they
represent.  Those committees will also attempt to negotiate the
terms of a consensual Chapter 11 plan -- almost always subject
to the terms of strict confidentiality agreements with the
Debtors and other core parties-in-interest.  If negotiations
break down, the Committee may ask the Bankruptcy Court to
replace management with an independent trustee.  If the
Committee concludes reorganization of the Debtor is impossible,
the Committee will urge the Bankruptcy Court to convert the
Chapter 11 cases to a liquidation proceeding.

                      About Quebecor World

Based in Montreal, Quebec, Quebecor World Inc. (TSX: IQW) (NYSE:
IQW), -- http://www.quebecorworldinc.com/-- provides market
solutions, including marketing and advertising activities, well
as print solutions to retailers, branded goods companies,
catalogers and to publishers of magazines, books and other
printed media.  It has 127 printing and related facilities
located in North America, Europe, Latin America and Asia.  In
the United States, it has 82 facilities in 30 states, and is
engaged in the printing of books, magazines, directories, retail
inserts, catalogs and direct mail.

The company has operations in Mexico, Brazil, Colombia, Chile,
Peru, Argentina and the British Virgin Islands.

Quebecor World and 53 of its subsidiaries, including those in
Canada, filed a petition under the Companies' Creditors
Arrangement Act before the Superior Court of Quebec, Commercial
Division, in Montreal, Canada, on Jan. 20, 2008.  The Honorable
Justice Robert Mongeon oversees the CCAA case.  Francois-David
Pare, Esq., at Ogilvy Renault, LLP, represents the Company in
the CCAA case.  Ernst & Young Inc. was appointed as Monitor.

On Jan. 21, 2008, Quebecor World (USA) Inc., its U.S.
subsidiary, along with other U.S. affiliates, filed for chapter
11 bankruptcy on Jan. 21, 2008 (Bankr. S.D.N.Y Lead Case No. 08-
10152).  Anthony D. Boccanfuso, Esq., at Arnold & Porter LLP
represents the Debtors in their restructuring efforts.   The
Official Committee of Unsecured Creditors is represented by Akin
Gump Strauss Hauer & Feld LLP.

Based in Corby, Northamptonshire, Quebecor World PLC --
http://www.quebecorworldplc.com/-- is the U.K. subsidiary of
Quebecor World Inc. that specializes in web offset magazines,
catalogues and specialty print products for marketing and
advertising campaigns.  The company employs around 290 people.
Quebecor PLC was placed into administration with Ian Best and
David Duggins of Ernst & Young LLP appointed as joint
administrators effective Jan. 28, 2008.

As of Sept. 30, 2007, Quebecor World's unaudited consolidated
balance sheet showed total assets of US$5,554,900,000, total
liabilities of US$3,964,800,000, preferred shares of
US$175,900,000, and total shareholders' equity of
US$1,414,200,000.

The Debtors have until Sept. 30, 2008, to file a plan of
reorganization in the chapter 11 case.  The Debtors' CCAA stay
has been extended to Sept. 30, 2008.  (Quebecor World Bankruptcy
News, Issue No. 22; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


QUEBECOR WORLD: Panel Taps Lowenstein Sandler as Counsel
--------------------------------------------------------
The Official Committee of Unsecured Creditors sought the
permission of the U.S. Bankruptcy Court for the Southern
District of New York to retain Lowenstein Sandler PC as its
conflicts counsel, nunc pro tunc June 30, 2008.

Webb Stanley, director of risk management at Abitibi-
Consolidated Sales Corp., and co-chairman of the Creditors'
Committee, related that the Committee's lead counsel, Akin Gump
Strauss Hauer & Feld, LLP, has advised the Committee that
certain entities who may be defendants in avoidance actions to
be filed by the Debtors are or were the firm's clients, thus
giving rise to potential or actual conflicts.

The Committee told the Court that it needs to retain Lowenstein
Sandler to prosecute the Avoidance Actions against those
defendants that Akin Gump represents, as well as with future
matters where Akin Gump may have a conflict.

As the Committee's conflicts counsel,  Lowenstein Sandler is
expected to:

   (a) provide legal advice as necessary with respect to the
       Committee's powers and duties;

   (b) assist the Committee in investigating potential claims
       in connection with the Debtors' Chapter 11 cases
       including claims related to the Avoidance Actions;

   (c) prepare on behalf of the Committee, as necessary,
       applications, motions, complaints, answers, orders,
       agreements and other legal papers in connection with
       the Chapter 11 cases;

   (d) appear in Court and other courts on behalf of the
       Committee to prosecute necessary motions, applications,
       complaints and other pleadings, and otherwise to protect
       the interests of the Debtors' unsecured creditors in
       instances where Akin Gump has a conflict; and

   (e) perform other legal services as may be required by the
       Committee.

With respect to the Avoidance Actions, Akin Gump and Lowenstein
Sandler will be working to jointly represent the Committee,
Mr. Stanley said.  Akin Gump and Lowenstein Sandler have advised
the Committee that they will coordinate their activities to
avoid any duplication of effort between the two law firms.

Lowenstein Sandler's customary hourly rates are:

    Professional                     Hourly Rates
    ------------                     ------------
    Principals                       US$400 - US$765
    Senior Counsel                   US$310 - US$520
    Counsel                          US$335 - US$405
    Associates                       US$220 - US$340
    Paralegals and Assistants        US$120 - US$195

Lowenstein Sandler will also seek reimbursement of actual and
necessary expenses it will incur during its servicing.

Kenneth A. Rosen, a member at Lowenstein Sandler, maintained
that his firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code, and that it does not
represent any interest adverse to the Debtors or their estates.

The U.S. Trustee has notified the Court that it does not have
any objection to the retention application.

                      About Quebecor World

Based in Montreal, Quebec, Quebecor World Inc. (TSX: IQW) (NYSE:
IQW), -- http://www.quebecorworldinc.com/-- provides market
solutions, including marketing and advertising activities, well
as print solutions to retailers, branded goods companies,
catalogers and to publishers of magazines, books and other
printed media.  It has 127 printing and related facilities
located in North America, Europe, Latin America and Asia.  In
the United States, it has 82 facilities in 30 states, and is
engaged in the printing of books, magazines, directories, retail
inserts, catalogs and direct mail.

The company has operations in Mexico, Brazil, Colombia, Chile,
Peru, Argentina and the British Virgin Islands.

Quebecor World and 53 of its subsidiaries, including those in
Canada, filed a petition under the Companies' Creditors
Arrangement Act before the Superior Court of Quebec, Commercial
Division, in Montreal, Canada, on Jan. 20, 2008.  The Honorable
Justice Robert Mongeon oversees the CCAA case.  Francois-David
Pare, Esq., at Ogilvy Renault, LLP, represents the Company in
the CCAA case.  Ernst & Young Inc. was appointed as Monitor.

On Jan. 21, 2008, Quebecor World (USA) Inc., its U.S.
subsidiary, along with other U.S. affiliates, filed for chapter
11 bankruptcy on Jan. 21, 2008 (Bankr. S.D.N.Y Lead Case No. 08-
10152).  Anthony D. Boccanfuso, Esq., at Arnold & Porter LLP
represents the Debtors in their restructuring efforts.   The
Official Committee of Unsecured Creditors is represented by Akin
Gump Strauss Hauer & Feld LLP.

Based in Corby, Northamptonshire, Quebecor World PLC --
http://www.quebecorworldplc.com/-- is the U.K. subsidiary of
Quebecor World Inc. that specializes in web offset magazines,
catalogues and specialty print products for marketing and
advertising campaigns.  The company employs around 290 people.
Quebecor PLC was placed into administration with Ian Best and
David Duggins of Ernst & Young LLP appointed as joint
administrators effective Jan. 28, 2008.

As of Sept. 30, 2007, Quebecor World's unaudited consolidated
balance sheet showed total assets of US$5,554,900,000, total
liabilities of US$3,964,800,000, preferred shares of
US$175,900,000, and total shareholders' equity of
US$1,414,200,000.

The Debtors have until Sept. 30, 2008, to file a plan of
reorganization in the chapter 11 case.  The Debtors' CCAA stay
has been extended to Sept. 30, 2008.  (Quebecor World Bankruptcy
News, Issue No. 22; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


REFCO INC: Ex-CEO Phillip Bennett to Appeal 16-Year Prison Term
---------------------------------------------------------------
Phillip R. Bennett, former CEO, chairman, and controlling
shareholder of Refco Inc., will appeal his 16-year prison term
at the U.S. District Court for the Southern District of New York
in Manhattan.

As reported in the TCR-Europe on July 9, 2008, Judge Naomi R.
Buchwald sentenced Mr. Bennett after he pleaded guilty of
defrauding Refco investors out of US$2.4 billion.

Mr. Bennett was accused of hiding Refco's true financial
position from investors by moving more than US$1,000,000,000 in
debt off the company's books to Refco Group Holdings Inc, a
privately held entity owned by Mr. Bennett.  Mr. Bennett
admitted that he conspired with other unnamed Refco executives
to conceal the size of Refco's liabilities, and said he deceived
his auditors, investors and lenders.

Mr. Bennett remains at his home in Somerset County, New Jersey
under electronic monitoring.  Mr. Bennett has been out on a
US$50,000,000 bail after his arrest in 2005, and is expected to
report to prison on Sept. 4, 2008.

                          About Refco

Headquartered in New York, Refco Inc. -- http://www.refco.com/
-- is a diversified financial services organization with
operations in 14 countries and an extensive global institutional
and retail client base.  Refco's worldwide subsidiaries are
members of principal U.S. and international exchanges, and are
among the most active members of futures exchanges in Chicago,
New York, London and Singapore.  In addition to its futures
brokerage activities, Refco is a major broker of cash market
products, including foreign exchange, foreign exchange options,
government securities, domestic and international equities,
emerging market debt, and OTC financial and commodity products.
Refco is one of the largest global clearing firms for
derivatives.  The company has operations in Bermuda.

The company and 23 of its affiliates filed for chapter 11
protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006).
J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, represent the Debtors in their restructuring efforts.  Luc
A. Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP,
represents the Official Committee of Unsecured Creditors.  Refco
reported US$16.5 billion in assets and US$16.8 billion in debts
to the Bankruptcy Court on the first day of its chapter 11
cases.

The Court confirmed the Modified Joint Chapter 11 Plan of Refco
Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on Dec. 15, 2006.  That Plan became effective on Dec. 26,
2006.  (Refco Bankruptcy News, Issue No. 85; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)


SEA CONTAINERS Files Joint Ch. 11 Plan and Disclosure Statement
----------------------------------------------------------------
Sea Containers Caribbean Inc., Sea Containers Ltd., and Sea
Containers Services Ltd. delivered a joint plan of
reorganization and disclosure statement to the U.S. Bankruptcy
Court for the District of Delaware on July 31, 2008.

The Plan contemplates the transfer of the Debtors' direct and
indirect interests in their marine and land container leasing
business to Newco, the entity to which SCL will transfer its
remaining container interests, and certain additional
consideration, in exchange for Newco (i) equity, and (ii) cash,
which will be funded from an exit facility, that will be used
for, among other things, repayment of the Debtors' DIP Facility.

SCL's Container Interests include equity interests in SPC
Holdings, Ltd., and SCL's indirect ownership of Classes A and B
Quotas in GE SeaCo SRL, the joint-venture entity between SCL and
General Electric Capital Corporation.

The Newco Equity, which value derives in large part from the
value of SCL's interests in GE SeaCo, will be subject to
holdbacks and trusts set aside for certain claims, and will be
distributed on a pro rata basis to holders of allowed claims.
By lending its cash to Reorganized SCL, Newco will receive the
Newco Repatriation Note from Reorganized SCL.  Subject to any
priority claims and the post-emergence costs, the Newco
Repatriation Note will be payable by Reorganized SCL from
proceeds received on account of certain intercompany claims and
interests, and other property of the bankruptcy estates,
including any residual value that reverts to Reorganized SCL
from the trusts and reserves established under the Plan.

Prior to the date of bankruptcy, the Debtors initiated a
restructuring program, and divested themselves of various non-
container-leasing businesses, which included passenger rail
transportation, passenger ferry operation, and hotel operation.
Subsequent to the bankruptcy filing, they continued their
prepetition restructuring initiatives, including selling Non-
Container-Leasing Businesses during the Chapter 11 cases.  While
SCL has completed a significant portion of the divestitures and
asset sales, under the Plan, the Debtors expect to complete the
sale of their remaining Non-Container-Leasing Businesses and
wind-down and liquidate the remaining Non-Debtor Subsidiaries.

The Debtors anticipate that, under the Plan, the assets of Newco
primarily will consist of the Container Interests, causes of
action relating to Container Interests, and a note issued to
Newco for repayment of certain cash lent by Newco enabling the
Reorganized SCL to repay the balance of the DIP Facility, and
fund Reorganized SCL's wind-down costs.

                   Establishment of Reserves

To ensure that directors from Non-Debtor Subsidiary do not seek
to enforce Intercompany Claims, the Plan contemplates the
establishment of a Non-Debtor Subsidiary Reserve, which will be
held by the Non-Debtor Subsidiary Trustees, and will consist of
certain cash and Newco Equity that will be available to fund
payments to certain currently known creditors of the Non-Debtor
Subsidiaries.  The Plan provides that any residual property
other than Newco Equity from the reserve will revert to the
Reorganized SCL, and, after payment of the Post-Emergence Costs,
be used to pay down the Newco Repatriation Note.

The Plan also contemplates the establishment of the Equalization
Claim Reserve, which will be administered by the Equalization
Trustees, to be used to satisfy any valid Equalization Claim and
certain other employee claims related to equalization of the
Pension Schemes.

Any residual property other than Newco Equity from the
Equalization Claim and Non-Debtor Subsidiary Reserves will
revert to Reorganized SCL, and, after payment of the Post-
Emergence Costs, will be applied to pay down the Newco
Repatriation Note.

Any residual Newco Equity contained in the reserves will be
canceled.

After distribution of Newco Equity, the Reorganized SCL will be
wound-down and dissolved in accordance with Bermuda law, where
SCL was incorporated, and the residual cash realizations, if
any, after payment of the Newco Repatriation Note, will be
distributed to the holders of Allowed Claims.

             U.K. and Bermuda Scheme of Arrangements

In light of SCL being incorporated in Bermuda, and SCSL being
registered under the laws of England & Wales, the Debtors
determined that certain arrangements are necessary to ensure
that their joint plan of reorganization can be implemented under
the laws of Bermuda, and England & Wales.

The Debtors note that the effectiveness of the Bermuda Scheme of
Arrangement and the U.K. Scheme of Arrangement is a condition to
consummation of the Plan.

To recall, after commencement of the Chapter 11 cases, the
Debtors filed winding-up proceedings in Bermuda, and the Supreme
Court of Bermuda appointed John C. McKenna and Gareth H. Hughes
to serve as joint provisional liquidators to monitor the general
progress of the cases.

To implement the Plan with respect to SCL, the Debtors will seek
the approval of the Bermuda Scheme of Arrangement from the
Bermuda Court. The arrangement, together with the Disclosure
Statement and other materials, will be circulated to all of
SCL's known unsecured creditors, except for any employees that
have or may assert claims that give rise to equalization-related
employee claims as these claims will not be compromised under
the Bermuda Arrangement.

The U.K. Scheme of Arrangement, along with certain other
measures, will ensure that the Pension Settlement and certain
aspects of the Plan are implemented in the U.K.  The U.K.
Arrangement, along with schemes in relation to certain Non-
Debtor Subsidiaries are necessary as a result of English
regulatory requirements.  The U.K. Arrangement, together with a
separate explanatory statement will be submitted to the High
Court of England & Wales for approval, and will be circulated to
creditors, whose claims will be compromised under the U.K.
Arrangement.

Creditors under each of the Bermuda Scheme of Arrangement and
the U.K. Scheme of Arrangement will receive the same treatment
they received under the Plan.  The Bermuda Scheme of Arrangement
and the U.K. Scheme of Arrangement provide for distributions to
Creditors on the same terms as the Plan.

                Newco Common Stock Certificates

Newco intends to initially issue the Newco Equity in book entry
form only, and will be deposited in the form of common stock
certificates registered in the name of The Depository Trust
Company.  Holders of Allowed Claims may hold their beneficial
interests in the Newco certificates directly through the
Depository, or indirectly through organizations with accounts
with the Depository, a limited-purpose trust company organized
under the laws of the State New York, and a member of the
Federal Reserve System.

        Ongoing Negotiations with Creditors Committees

The Debtors and their two creditors committees -- the Official
Committee of Unsecured Creditors of Sea Containers Ltd., and the
Official Committee of Unsecured Creditors of Sea Containers
Services Ltd. -- continue to discuss certain corporate
governance matters with respect to Newco.  The terms of the
corporate governance will be reflected in the Plan supplement
documents to filed prior to the Plan's confirmation, and certain
additional documents may be prepared to reflect any potential
resolutions.  If confirmation issues are not resolved to the
Creditors Committees' satisfaction, all parties reserve their
rights, including the right to address them at the Confirmation
Hearing.

             Pension Settlement and Implementation

Under the Pension Settlement, which is in full and final
satisfaction of all of the Pension Claims against SCL, SCSL, and
the Non-Debtor Subsidiaries, the 1983 Pension Scheme will
receive a US$153,800,000 allowed unsecured claim against SCL,
and the 1990 Pension Scheme will receive a US$40,200,000 allowed
unsecured claim against SCL, plus the establishment of an
Equalization Claim Reserve on account of a US$69,000,000
Equalization Claim.

The Debtors expect that the Court will issue an opinion
regarding the Pension Settlement shortly.  They disclose that
they have prepared the Plan and the Disclosure Statement
assuming that the Court will approve the settlement.  The
Debtors believe that consummation of the Plan is highly unlikely
absent settlement of the Pension Claims, and that under that
circumstances, projected recoveries and actual distributions
would be materially reduced from those reflected in the
Disclosure Statement.

                      Establishing Newco

Prior to the Plan's effective date, the Debtors will take the
steps necessary to form Newco as a valid and legally existing
Bermudian corporation.  Newco's specific formation documents
will be included in the Plan Supplement.  On the Effective Date,
the Debtors will transfer and assign all rights, title, and
interests in the Container Interests to Newco, free and clear of
any claims or liens.

After its establishment, Newco will issue all Newco Equity,
certificates and other documents as required by the Plan.  The
Plan Administrator will be authorized to, among other things,
distribute Newco Equity on a pro rata basis to holders of
Allowed SCL Other Unsecured Claims and Holders of Allowed
Pension Schemes Unsecured Claims.

The board of directors of Newco will consist of seven members,
provided that no director may be a person, whose appointment is
prohibited under the terms of the GE SeaCo Framework Agreement.
The Debtors will disclose in the Plan Supplement the identities
and affiliations of any person proposed to serve as a board
member of Newco, and the nature of compensation for any member
of the board, who is an insider.

After the Plan Effective Date, operation, management and control
of Reorganized SCL will be the general responsibility of the
Bermuda Court-appointed joint provisional liquidators, Messrs.
McKenna and Hughes, pursuant to the Bermuda Scheme of
Arrangement and Bermuda law.

Reorganized SCSL will be managed by SCSL liquidators or
administrators, which will take appropriate steps to implement
the U.K. Scheme of Arrangement and liquidate Reorganized SCSL in
accordance with English law.  After the Effective Date,
Reorganized SCC and Non-Debtor Subsidiaries will also be managed
by their liquidators.

                         Exit Facility

On the Effective Date, Newco will enter into an exit facility
(i) to obtain the funds necessary to acquire the Container
Interests from SCL at fair value and to provide a loan to
Reorganized SCL for the satisfaction of the DIP Facility, (ii)
to pay expenses in connection with the Exit Facility, and (c)
for working capital and capital expenditures.

The Debtors note that they have not yet received a commitment
with respect to the Exit Facility but they are engaged in
extensive negotiations with regards the Facility, which terms
remain subject to further negotiation and entry into a binding
term sheet.

Therefore, although they believe that they will be able to
obtain the Exit Facility on acceptable terms, there can be no
assurance that they will ultimately be able to do so, the
Debtors further noted.  The Exit Facility and the supporting
documentation will be executed prior to the Effective Date.

Confirmation of the Plan will be deemed approval of the Exit
Facility, and authorization for Newco to enter into and execute
Exit Facility documents.

If the Debtors cannot secure exit financing, the Plan cannot be
confirmed.

        Dissolution of the Non-Debtor Subsidiary Trust

On the earlier of Dec. 31, 2010, or two days after the date
when each Non-Debtor Subsidiary Trust Claimant has received its
payment, the trust will be dissolved, and all the trust's
remaining assets, excluding Newco Equity, will be transferred to
the Reorganized SCL for payment of the Newco Repatriation Note
and other distribution.  All Newco Equity in the trust will be
canceled.

                   Schedules and Deadlines

The Debtors have notified parties-in-interest that the Court
will convene a hearing on Sept. 4, 2008, at 10:00 a.m., to
consider approval of the Disclosure Statement.  Parties have
until August 28 to file objections to the Disclosure Statement's
approval.

The Debtors further note that the hearing to consider
confirmation of their Plan will be on Nov. 10, 2008, with
objections due on November 1.

A full-text copy of the Debtors' Joint Plan of Reorganization is
available for free at:

              http://researcharchives.com/t/s?305e

A full-text copy of the Debtors' Joint Disclosure Statement is
available for free at:

              http://researcharchives.com/t/s?305f

                      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 disclosed
total assets of US$62,400,718 and total liabilities of
US$1,545,384,083. (Sea Containers Bankruptcy News, Issue No. 46;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


SEA CONTAINERS: Discloses Classification & Treatment of Claims
--------------------------------------------------------------
Under the Joint Plan of Reorganization, all claims against the
Sea Containers Ltd. and its debtor-affiliates, other than DIP
Facility Claims, Administrative Claims and Priority Tax Claims,
are classified into five classes:

                           Estimated
Class   Description         Recovery    Plan Treatment
-----   ------------        -------     --------------
   1    Other Secured          100%     Paid in full, in cash
        Claims                          or satisfied in full by
                                        return of collateral

  2A    SCL Other              100%     Paid in full in cash
        Priority Claims

  2B    SCL Other           47%-61%     Pro Rata share of SCL
        Unsecured Claims                unsecured distribution

  2C    SCL Pension         47%-61%     Per Pension Settlement,
        Schemes Claims                  pro rata share of SCL
                                        unsecured distribution

  3A    SCSL Other          45%-60%     Pro Rata share of SCL
        Unsecured Claims                unsecured distribution

  3B    SCSL Pension        47%-61%     Per Pension Settlement,
        Schemes Claims                  pro rata share of SCL
                                        unsecured distribution

  4A    SCC Pension         47%-61%     Per Pension Settlement,
        Schemes Claims                  pro rata share of SCL
                                        unsecured distribution

  4B    SCC Interests          100%     Reinstated under the
                                        Plan

   5    SCL Common Stock        N/A     Not entitled to receive
        Interests                       any distribution or
                                        retain any property

The holders of Allowed Claims in Classes 2B, 2C, 3A, 3B and 4A,
which are impaired, are entitled to vote to accept or reject the
Plan.  Holders of Allowed Claims in Classes 1, 2A and 4B, which
are not impaired, are deemed to accept the Plan and, therefore,
are not entitled to vote on the Plan.

Holders of claims in Class 5 will not receive any distribution
under the Plan and are, therefore, deemed to reject the Plan.
They are likewise not entitled to vote to accept of reject the
Plan.

The projected recoveries are based on certain assumptions
contained in the Plan's recovery analysis, including an assumed
value of Newco Equity of US$323,000,000 to US$403,000,000 in
aggregate, based on commonly accepted valuation techniques.

The range of recovery for holder of most Classes of unsecured
claims is based on various assumptions, including total assets
available to pay the holders of approximately US$331,000,000 to
US$431,000,000, and approximately US$705,000,000 of final
unsecured
claims against Sea Containers Ltd., including a US$69,000,000
Equalization Claim.

The Debtors believe that the Plan is in the best interest of all
of their creditors.  The Debtors recommend that all holders of
claims against, and interests in, the Debtors, whose votes are
being solicited submit ballots to accept the Plan.

                      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 disclosed
total assets of US$62,400,718 and total liabilities of
US$1,545,384,083. (Sea Containers Bankruptcy News, Issue No. 46;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


SUNGARD DATA: To Acquire Majority Stake in GL TRADE
---------------------------------------------------
SunGard Data Systems Inc. intends to acquire a majority stake in
GL TRADE, a global financial software solutions company serving
more than 1,600 customers.

SunGard has made a binding offer and entered into final
discussions with GL TRADE's main shareholders Euronext Paris
S.A., Gagnieres, and Messrs.  Pierre Gatignol, Louis-Christophe
Laurent and Frederic Morin to acquire a block of shares
representing, directly and indirectly, 64.51% of GL TRADE's
share capital at a price of euro 41.70 per GL TRADE share. The
price offered implies an equity value of euro 400.7 million for
100% of GL TRADE's share capital (excluding the effect of stock
options), and represents premiums of 53% and 24% to GL TRADE's
closing stock price on May 5, 2008 (last closing prior to rumors
of a potential transaction, adjusted for the euro 1.30 dividend
distribution on July 1, 2008) and July 31, 2008, respectively.

SunGard's offer is structured as the acquisition of (i) 100% of
Financiere Montmartre S.A., a holding company 100%-owned by the
Main Shareholders which holds 5,299,998 shares of GL TRADE, and
(ii) 900,032 shares of GL TRADE directly held by the Main
Shareholders.

GL TRADE will launch the information and consultation process of
GL TRADE's workers' committee in relation to SunGard's proposal
pursuant to Article L. 2323-19 of the French Labor code.  The
Main Shareholders, should they accept SunGard's offer, would
execute the transaction documentation after completion of that
process.  The transaction would also be subject to clearance by
the relevant competition authorities.  Closing is expected
during the fourth quarter of the year.

In accordance with the AMF General Regulation ("reglement
general de l'AMF") and immediately following completion of the
transaction, SunGard intends to launch an all-cash tender offer
under the simplified procedure ("offre publique d'achat,
procedure simplifiee") for the remainder of GL TRADE's share
capital at the same price of euro 41.70 per GL TRADE share.
SunGard has arranged financing for the transaction.

SunGard and the Main Shareholders believe that the transaction
would contribute to SunGard and GL TRADE's global growth
strategies and would benefit customers of both companies.  The
product fit is complementary, and GL TRADE's strengths
particularly in trading solutions and market connectivity
products in Europe and Asia would complement SunGard's
positions in North America in this space.

Pierre Gatignol, executive chairman of GL TRADE, commented:
"NYSE Euronext has supported our strategy and been a fair
partner for the last fifteen years.  With the current
consolidation of the exchange industry, GL TRADE would be better
positioned to pursue its strategic objectives and serve its
customers as part of SunGard, particularly given SunGard's
footprint in North America.  This proposed project and the fair
value of our work would reward 20 years of dedication to our
clients."

Harold Finders, division chief executive officer of SunGard's
Financial Systems business, said: "GL TRADE has great products
and connectivity, a highly complementary geographic reach and an
excellent international management team.  GL TRADE plays a vital
role in the trading and administration of securities globally,
and the credit for that belongs to its employees.  We look
forward to working together."

Lehman Brothers is acting as financial advisor to SunGard in
this transaction along with Goldman Sachs, and Morgan Stanley is
acting as financial advisor to the Main Shareholders.

                         About SunGard

Headquartered in Wayne, Pennsylvania, SunGard Data Systems Inc.
http://www.sungard.com/-- provides software and processing
solutions for financial services, higher education and the
public sector.  SunGard also helps information-dependent
enterprises of all types to ensure the continuity of their
business.  The company serves more than 25,000 customers in more
than 50 countries, including the world's 50 largest financial
services companies.  It employs over 17,900 people in more than
400 offices in 30 countries, including the United Kingdom.

                          *     *     *

In July 2008 Fitch Ratings upgraded the Issuer Default Rating of
SunGard Data Systems Inc. to 'B+' from 'B'.


SUNGARD: Moody's Says Ratings Unaffected on Planned Acquisition
----------------------------------------------------------------
SunGard's B2 corporate family rating and stable rating outlook
remain unchanged following the company's announcement that it
will acquire a majority stake in GL TRADE, a global financial
software solutions company headquartered in Paris and London, in
an all-cash transaction.

Moody's estimates that the company's leverage following the
acquisition will remain in a range that is consistent with its
B2 CFR.  However, given the size of the transaction which is
significantly larger than previous acquisitions, the company
will have less capacity to incur incremental debt and still
maintain its current rating.

SunGard Data Systems Inc., headquartered in Wayne, Pennsylvania,
is a provider of software and IT services to the financial
services industry as well as higher education institutions and
the public sector.  SunGard also provides disaster
recovery/business continuity services through its Availability
Services division.


UKRAINIAN MTN: Fitch Assigns 'BB-' Rating on US$2BB LPN Program
---------------------------------------------------------------
Fitch Ratings has assigned Ukrainian MTN Finance Plc's upcoming
US$2 billion LPN program an expected Long-term 'BB-' rating for
notes with maturities in excess of one year and an expected
Short-term 'B' rating for notes with maturities of less than one
year.  The notes are to be used solely for financing loans to
Ukraine's Joint-Stock Commercial Innovation Bank "UkrSibbank"
(UkrSib, Long-term Issuer Default 'BB-' with Stable Outlook,
Short-term IDR 'B', Long-term local currency IDR 'BB',
Individual 'D', Support '3' and National Long-term 'AAA(ukr)'
with Stable Outlook).

At the same time, Fitch has assigned an expected 'BB-' rating to
the program's upcoming Series 1 issue.  Fitch understands that
the issue is expected to be a senior bond maturing in excess of
one year.

The final ratings of the program and the issue are contingent
upon the receipt of final documentation conforming materially to
information already received.

Ukrainian MTN Finance Plc, a UK-domiciled special purpose
vehicle, will only pay noteholders principal and interest
received from UkrSib.  Issues under the program will be rated
separately.  The SPV's claims under the loan agreement will rank
at least equally with the claims of other senior unsecured
creditors of UkrSib, save those whose claims are preferred by
any bankruptcy, insolvency, liquidation or similar laws of
general application.  Under Ukrainian law, the claims of retail
depositors rank above those of other senior unsecured creditors.
At end-2007, retail deposits and current accounts made up 19% of
UkrSib's total liabilities, according to the bank's audited IFRS
accounts.

The program stipulates that the SPV may enter into a swap
agreement should notes be issued in currency other than USD (the
loans to UkrSib are USD-denominated).  Fitch notes that in the
case of default by a swap counterparty, noteholders bear foreign
exchange risk.  The Series 1 issue is not expected to contain a
swap arrangement.

The agreement contains a number of covenants, including the
bank's full compliance with capital adequacy requirements of the
National bank of Ukraine, with the minimum regulatory capital
ratio currently being 10%.  Importantly, the noteholders will
have a put option should BNP Paribas and its subsidiaries cease
to own, in aggregate, in excess of 50% of voting shares of
UkrSib.

According to the National bank of Ukraine, UkrSib was the third-
largest bank by assets at end-2007.  UkrSib is a universal bank,
focusing on corporate, retail and investment banking.  The bank
operates the fourth-largest nationwide branch network,
consisting of over 1,000 banking units and outlets.  A
controlling 51% stake is held by France-based BNP Paribas (Long-
term IDR 'AA' with Stable Outlook, Short-term IDR 'F1+',
Individual 'A/B', Support '1' and Support Rating floor 'A-'),
with the remaining 49% controlled by two Ukrainian shareholders,
Oleksandr Yaroslavskyy and Ernest Galiyev, who also own several
large industrial enterprises in the country.


* Moody's Says U.K. Life Fund Deals to Vary Impact on Ratings
-------------------------------------------------------------
Many U.K. life funds retain significant levels of so-called
'orphan estate assets' as a result of many years of prudential
financial management, and the number of agreements aimed at
settling the allocation of these assets has increased in the
past 15 years, Moody's Investors Service says in a new Special
Comment.  Any such settlement has been and will continue to be
analyzed by Moody's on a case-by-case basis in terms of its
rating implications for the life insurer in question.

"Orphan assets are essentially the result of previous financial
prudence at life funds.  They are 'orphaned' in the sense that
they will have been partially generated by previous policyholder
generations who may now have left the fund.  The practice of
policyholders providing for and benefiting from excess assets is
now less prevalent, for a variety of reasons, but this still
leaves sizable levels of orphan assets existing within certain
funds," explains Simon Harris, a Moody's Team Managing Director
and author of the report.

In the last 15 years, the number of orphan asset settlements has
increased considerably, as the types of business written by life
funds have changed and regulatory positions on the topic have
altered.  Moody's notes that, most recently, in June 2008
Prudential decided not to proceed with such an agreement, while
Aviva has announced in July 2008 that it will proceed with such
a proposal, subject to policyholder, court and board approval.
Moody's report -- entitled "UK Life Fund Orphan Estate
Settlements" -- explains in more detail the history of orphan
assets and the issues relating to their ownership, as well as
describing the structural framework used in the most recent
orphan estate settlements.  An appendix also offers an overview
of selected previous settlements.

"The implications for the credit quality -- and hence ratings --
of players undertaking such settlements will vary on a case-by-
case basis, allowing for the detail of each settlement and the
circumstances of the life fund and Group in question.  Some of
the key factors that Moody's would take into account in
assessing the potential rating impact might include the size and
funding mechanism associated with the settlement, the structure
of the Group, the use of shareholder orphan assets and the
existing strength of the fund," says Mr Harris.  Moody's report
discusses the potential rating implications in more detail.

Generally speaking, Moody's notes that, for policyholders,
security is preserved initially following such settlements
through the maintenance of shareholder-allocated assets within
the fund, with funds only being potentially withdrawn once
certain time and often capitalization targets have been reached.
For holding company creditors, leverage may rise in the short
term, as a consequence of funding policyholder cash incentive
payments, although in the longer term such negatives can be
offset by enhanced group capitalization, as well as improved
capital fungibility and internal dividend capacity.


* S&P Takes Rating Actions on 5 European Synthetic CDO Tranches
---------------------------------------------------------------
Standard & Poor's Ratings Services has taken credit rating
actions on five European synthetic collateralized debt
obligation (CDO) tranches.

The rating actions reflect a change in the rating on underlying
collateral in the transactions.

Ratings Raised:

Elva Funding PLC:

  -- US$48.297 Million Secured Variable-Rate Notes Series 2004-7

         To                From
         --                ----
         A+                 A

Helium Capital Ltd.:

  -- EUR4.5 Million Secured Fixed-Rate Notes, Series 37

         To                From
         --                ----
         BB-               B+

MC Funding III Ltd.:

  -- US$25 Million Promissory Notes

         To                From
         --                ----
         A+                A

Rating Lowered:

CID Finance B.V.:

  -- EUR3 Million Variable-Rate Secured Limited-Recourse Notes
     Series 27

         To                From
         --                ----
         AA-               AA

Rating Lowered And Removed From CreditWatch Negative:

CID Finance B.V.:

  -- EUR47.5 Million iBoxx Index-Linked Variable-Rate Notes
     Series 18

         To                From
         --                ----
         BBB+          A-/Watch Neg


* Insolvency Service Releases Q2 2008 UK Insolvency Statistics
--------------------------------------------------------------
The Insolvency Service has released statistics showing
insolvencies in the second quarter 2008.

                       England and Wales

Company Insolvencies

(Trends based on recent quarters' data for all corporate
insolvency procedures, except compulsory liquidations, have been
affected by revisions received from Companies House to the 2007
and 2008 Q1 figures.)

There were 3,560 compulsory liquidations and creditor's
voluntary liquidations (CVLs) in total in England and Wales in
the second quarter of 2008 on a seasonally adjusted basis.  This
was an increase of 11.6% on the previous quarter and an increase
of 15% on the same period a year ago.

This was made up of 1,324 compulsory liquidations, an increase
of 19.8% on the previous quarter but a decrease of 0.7% on the
corresponding quarter of the previous year, and 2,236 CVLs, an
increase of 7.3% on the previous quarter and an increase of 27%
on the corresponding quarter of the previous year.

In the twelve months ending second quarter 2008, 0.6% of active
companies went into liquidation, the same as the previous
quarter and the corresponding quarter of 2007.

Additionally, there were 1,246 other corporate insolvencies in
the second quarter of 2008, comprising 177 receiverships, 938
administrations and 131 company voluntary arrangements (not
seasonally adjusted).  In total these represented an increase of
7.6% on the previous quarter and an increase of 63.1% on the
same period a year ago.

It should be noted that these figures are not seasonally
adjusted and are not, therefore, on the same basis as the
headline liquidation figures.

Individual Insolvencies

There were 24,553 individual insolvencies in England and Wales
in the second quarter of 2008 on a seasonally adjusted basis.
This was a decrease of 2% on the previous quarter and a decrease
of 8.3% on the same period a year ago.

This was made up of 15,297 bankruptcies, a decrease of 1.3% on
the previous quarter and a decrease of 5.7% on the corresponding
quarter of the previous year, and 9,256 Individual Voluntary
Arrangements (IVAs), a decrease of 3.2% on the previous quarter
and a decrease of 12.4% on the corresponding quarter of the
previous year.

For bankruptcy orders there has been a pronounced shift towards
debtor's petition bankruptcies and away from creditor's
petitions in recent years.  By the second quarter of 2008, 84%
were made on the petition of the debtor.

The percentage of bankruptcy orders involving trading debts
(self-employed bankruptcies) has fallen from 61% in 1995 to
12.1% in the first quarter of 2008 (second quarter 2008 figures
for trading-related bankruptcies are not yet available).  It
should be noted, however, that figures for 2007 onwards are
based on a revised classification and are not entirely
consistent with earlier years figures.

                            Scotland

Company Liquidations

There were 132 compulsory liquidations and creditor's voluntary
liquidations (CVLs) in total in Scotland in the second quarter
of 2008.  These figures are not seasonally adjusted.  This was
an increase of 29.4% on the previous quarter but a decrease of
20% on the same period a year ago.

This was made up of 111 compulsory liquidations, an increase of
16.8% on the previous quarter but a decrease of 15.3% on the
corresponding quarter of the previous year, and 21 CVLs, an
increase of 200% on the previous quarter but a decrease of 38.2%
on the corresponding quarter of the previous year.


Individual Insolvencies

There were 4,735 individual insolvencies in Scotland in the
second quarter of 2008.  These figures are not seasonally
adjusted.  This was an increase of 44.6% on the previous quarter
and an increase of 35.6% on the same period a year ago.

This was made up of 2,853 sequestrations, an increase of 104.5%
on the previous quarter and an increase of 78.3% on the
corresponding quarter of the previous year, and 1,882 protected
trust deeds, an increase of 0.1% on the previous quarter but a
decrease of 0.5% on the corresponding quarter of the previous
year.

                         Northern Ireland

Company Liquidations

There were 57 compulsory liquidations and creditor's voluntary
liquidations (CVLs) in total in Northern Ireland in the second
quarter of 2008.  These figures are not seasonally adjusted.
This was an increase of 35.7% on the previous quarter and an
increase of 50% on the same period a year ago.

This was made up of 42 compulsory liquidations, an increase of
13.5% on the previous quarter and an increase of 44.8% on the
corresponding quarter of the previous year, and 15 CVLs, an
increase of 200% on the previous quarter and an increase of
66.7% on the corresponding quarter of the previous year.

Individual Insolvencies

There were 479 individual insolvencies in Northern Ireland in
the second quarter of 2008.  These figures are not seasonally
adjusted.  This was an increase of 45.2 on the previous quarter
and an increase of 41.7% on the same period a year ago.

This was made up of 331 bankruptcies, an increase of 46.5% on
the previous quarter and an increase of 45.2% on the
corresponding quarter of the previous year, and 148 Individual
Voluntary Arrangements (IVAs), an increase of 42.3% on the
previous quarter and an increase of of 34.5% on the
corresponding quarter of the previous year.


* E&Y Says Rise in Q2 2008 Corporate Insolvencies Not Surprising
----------------------------------------------------------------
Ernst & Young comments on Q2 2008 Insolvency statistics.

Liz Bingham, London head of restructuring at Ernst & Young
comments: "The quarterly rise in corporate insolvencies in the
second quarter of 2008 isn't surprising given the economic news
of recent months.  Moreover, the gloomy surveys of recent do not
bode well.  Consumers and companies can only roll with the
punches for so long, eventually they have to succumb to a knock-
out blow,

"Moreover, as economic indicators turns sharply downwards and
inflationary pressures burgeon, increasing pressures are placed
on individuals and businesses.  Credit conditions also remain
tight and banks bracing themselves against the slowdown will be
unwilling or unable to provide any credit respite.

"With many businesses and consumers on the ropes an even sharper
rise in insolvencies in the coming quarters looks inevitable.

                  Corporate Insolvencies

"The increase in corporate insolvencies is continuing a trend
that we think will accelerate in late 2008 and into 2009 as
companies are hit by the dual blows of a credit squeeze and
mounting costs.  The wider implications are already here to see
and, with some sectors not so much slowing down as crashing,
these are treacherous times.

"A recent report from Ernst & Young revealed the growing
pressure on U.K. companies with profit warnings from U.K. quoted
companies reaching 98 in the second quarter of 2008, just two
shy of the second quarter high watermark set in 2001.

"Profit warnings have continued to increase into the third
quarter.  There were 49 profit warnings in July 2008, the
highest July total since 2001, and 19 more than July 2007.
There are increasing signs of distress from services sectors, in
addition to continuing troubles in retail and construction.  The
FTSE Support Services sector supplied almost a quarter of the
warnings in July 2008, in what you might call second or third
round effects where credit tightening has hit construction and
retail markets and now those companies who serve them are
suffering in turn.

"And there is no sign of respite ahead.  The Ernst & Young ITEM
Club believes that U.K. growth will fall from 3% in 2007 to 1.5%
this year and 1% in 2009.  With the risks to the downside of
these figures, the chances of recession are increasing.
Moreover, continuing credit contraction and increasing
inflationary pressures will amplify the impact of any slowdown
on corporate health.  The ability of companies to refinance
their way out of trouble will continue to be severely curtailed.

                     Individual Insolvencies

"Despite a quarterly decline in individual insolvencies there is
potential for a much sharper increase in the latter part of
2008, and into 2009 as the pressure on individual finances
increases.

"Caught between the jaws of a credit and income squeeze and
without the safety net of savings or housing equity many
consumers will be living on the edge of their resources, where
any additional shock from rising mortgage payments or a job loss
leaves them vulnerable to insolvency.

"After tax contributions and monthly household bills, the
average family now has less than 20% of its gross income left
over, as opposed to 28% in 2003, according to an Ernst & Young
survey.  The survey also showed discretionary monthly spend, as
a proportion of gross household income, fell by almost 12% in
2007/08.  This is the fastest rate of decline in the last five
years and is set to fall further, with energy prices in
particular rising dramatically.

"It's a perilous situation.  U.K. household debt is 109% of GDP,
the highest in the G7, just at a time when our ability to pay
back this debt is being severely constrained and the options for
juggling the debt restricted.  Tightening loan conditions have
thrown households back onto their savings and as result the
savings ratio fell back from 3% to just over 1% in the first
quarter.

"Unsurprisingly, the other ready-money option for homeowners,
housing equity withdrawal is falling.  Indeed, with house prices
falling year-on-year, growing numbers of home owners are finding
themselves in negative equity –- not a problem in itself, if
homeowners can keep up repayments.  But, that is a big 'if' in
the current climate, particularly as the labor market is showing
increasing signs of weakness."

Ernst & Young -- http://www.ey.com/-- provides broad array of
services relating to audit and risk-related services, tax, and
transactions across all industries—from emerging growth
companies to global powerhouses—deal with a broad range of
business issues.


* Large Companies with Insolvent Balance Sheet
----------------------------------------------
                                Shareholders    Total   Working
                                    Equity      Assets   Capital
                          Ticker    (US$MM)    (US$MM)   (US$MM)
                          ------ -----------  -------   --------

AUSTRIA
-------
Libro AG                            (111)         174     (182)


BELGIUM
-------
Sabena S.A.                          (86)       2,215     (297)


CZECH REPUBLIC
--------------
Ceskomoravska Kolben &
   Danek Praha Holding               (89)         192   (2,186)
Setuza A.S.                          (55)         145   (1,120)


DENMARK
-------
Elite Shipping                       (28)         101       19

FRANCE
------
Banque Nationale
   de Paris Guyane        BNPG       (41)         352      N.A.
BSN Glasspack                       (101)       1,151      179
Charbo De France                  (3,872)       4,738   (2,868)
Euro Computer System                (110)         682      377
Grande Paroisse S.A.                (927)         629      330
Immob Hoteliere                      (67)         301      (13)
Matussiere et Forest S.A. MTF        (78)         294      (28)
Pagesjaunes GRP           PAJ     (3,023)       1,377     (311)
Pneumatiques Kleber S.A.             (34)         480      139
SDR Picardie                        (135)         413      N.A.
Soderag                               (3)         404      N.A.
Sofal S.A.                          (305)       6,619      N.A.
Spie-Batignolles                     (16)       5,281       75
Selcodis S.A.             SPVX        (9)         134      (26)
Trouvay Cauvin                        (0)         134       10
Usines Chausson                      (23)         249       35


GERMANY
-------
Alno AG                   ANO        (21)         340      (61)
Babcock Borsig            BBX      (1608)         137   (1,309)
CBB Holding AG            COB        (43)         905      N.A.
Cinemaxx AG               MXC        (38)         178      (32)
Dortmunder
   Actien-Brauerei        DABG       (13)         118      (29)
EM.TV AG                  EV4G.BE    (22)         849       15
F.A. Guenther & Son AG    GUSG       (10)         111      N.A.
Kabel Deutschland                 (1,199)       2,280     (306)
Kaufring AG               KAUG       (19)         151      (51)
Maternus Kliniken AG      MAK.F      (13)         190      (68)
Nordsee AG                            (8)         195      (31)
Primacom AG               PRC         (5)         662      (47)
Schaltbau Hold            SLT         (3)         240       14
SinnLeffers AG            WHGG        (4)         454     (145)
Spar Handels- AG          SPAG      (442)       1,433     (234)
TA Triumph-Adler          TWN        (72)         462      (53)

GREECE
------
Petzetakis-PFC            PETZP       (8)         263      (98)
Radio A.Korassidis        KORA      (101)         181     (139)
   Commercial

HUNGARY
-------
Exbus PLC                 EXBUS     (30)         118    (5,162)

ICELAND
-------
Decode Genetics Inc.      DCGN     (146)         156       48

IRELAND
-------
Elan Corp PLC             ELN      (388)       1,599       484
Waterford Wed Ut          WTFU     (145)         897       208


ITALY
-----
A.S. Roma S.p.A.          ASR        (12)         188      (49)
Binda S.p.A.              BND        (11)         129      (20)
Cirio Finanziaria S.p.A.            (422)       1,583     (396)
Gruppo Coin S.p.A.        GC        (154)         801      (50)
Compagnia Italia          ICT       (138)         527     (235)
Credito Fondiario
   e Industriale S.p.A.             (200)       4,218      N.A.
Finpart S.p.A.                      (152)         732     (322)
I Viaggi del
   Ventaglio S.p.A.       VVE        (64)         529      (88)
Lazio S.p.A.              SSL        (32)         254      (33)
Olcese S.p.A.             OLCI.MI    (13)         180      (64)
Parmalat Finanziaria
   S.p.A.                        (18,419)       4,121  (12,481)
Snia S.p.A.               SN         (12)         447       21
Technodiffusione
   Italia S.p.A.          TDIFF.PK   (90)         152      (24)


NETHERLANDS
-----------
Baan Company N.V.         BAAN        (8)         610       46
United Pan-Euro Air       UPC     (5,266)       5,180   (8,730)


NORWAY
------
Interoil Exploration      IOX         (9)         205      (11)
Petroleum-Geo Services    PGO        (32)       2,963   (5,250)


POLAND
------
Vista Altan               VAFK       (15)          174      (4)


ROMANIA
-------
Oltchim RM Valce          OLT         (7)         673     (417)
Rafo Onesti               RAF       (430)         353   (1,510)


RUSSIA
------
East Siberia Brd          VSNK       (79)         107     (278)
Omskij Kauchu             OMKA        (4)         125   (1,794)
OAO Samaraneftegas                  (332)         892  (16,942)
Vimpel Ship               SOVP       (93)         281     (420)
Zil Auto                  ZILLP     (178)         425  (10,597)


SPAIN
-----
Altos Hornos de
   Vizcaya S.A.           AHV       (116)       1,283     (278)
Santana Motor S.A.       LRSA        (46)         223       41


SWITZERLAND
-----------
Fortune Management                   (85)         348      (37)


TURKEY
------
Nergis Holding                       (24)         125       26
Yasarbank                           (948)         623      N.A.


UKRAINE
-------
Dniprooblenergo           DNON       (51)         433   (1,010)
Donetskoblenergo          DOON      (341)         573   (2,365)


UNITED KINGDOM
--------------
Abbott Mead Vickers                   (2)         168      (16)
Alldays Plc                         (120)         252     (202)
Amey Plc                  AMY        (49)         932      (47)
Atkins (WS) Plc           ATK       (150)       1,390       62
Bagleys Investment                  (247)       1,094     (126)
BCH Group Plc             BCH         (6)         188      (44)
Blenheim Group            BEH       (153)         198      (34)
Booker Plc                BKRUY      (60)       1,298       (8)
Bradstock Group           BDK         (2)         269        5
Brent Walker Group        BWL     (1,774)         867   (1,157)
British Energy Ltd                (5,823)       4,921      290
British Energy Plc        BGY     (5,823)       4,921      434
British Nuclear
   Fuels Plc                      (4,248)      40,326      977
Carlisle Group                       (12)         204       15
Compass Group             CPG       (668)       2,972     (298)
Dowson Holding            DWN        (18)         226       31
Dignity Plc               DTY         (9)         648       35
Easybroker PLC                        (1)         287       (1)
Easynet Group             ESY.L      (45)         323       38
Electrical and Music
   Industries Group       EMI     (2,266)       2,950     (296)
Evans Healthcare                     (86)         239     (144)
Global Green Tech Group             (156)         408      (18)
Imperial Chemical
   Industries Plc         ICI       (370)       8,393        2
Ladbrokes Plc             LAD       (894)       2,139     (356)
Lambert Fenchurch Group               (1)       1,827        3
Legal & Gen. Fin.                     (7)       3,576     (522)
M 2003 Plc                        (2,204)       7,205     (756)
Misys Plc                 MSY         (7)       1,123     (131)
Mytravel Group            MT.L      (380)       1,818     (488)
New Star Asset                      (418)         368       10
Next Plc                            (156)       3,224      (63)
Norbain Finance                      (10)         280      (10)
Orange Plc                ORNGF     (594)       2,902        7
Rank Group Plc                       (26)       1,209      (88)
Regus Plc                            (46)         367      (60)
Saatchi & Saatchi         SSI       (119)         705      (41)
SFI Group                 SUF       (108)         178     (162)
Skyepharma PLC            SKP       (117)         212       11
Spirit Group                         (75)         365      (56)
Telewest
   Communications Plc     TLWT    (3,702)       7,581   (5,631)
Trio Finance              TRIO       (14)         592      N.A.
Wincanton Plc             WIN        (27)       1,451      (78)


                            *********

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.  Zora Jayda Zerrudo Sala, Pius Xerxes Tovilla, Joy
Agravante, Julybien Atadero, Marie Therese Profetana and Peter
A. Chapman, Editors.

Copyright 2008.  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 * * *