TCREUR_Public/081223.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

          Tuesday, December 23, 2008, Vol. 9, No. 254

                            Headlines

A U S T R I A

AIGNER LEOPOLD: Claims Registration Period Ends January 7
HAFRA LLC: Claims Registration Period Ends January 7
STRASSMAYR LLC : Claims Registration Period Ends January 7
VIPS SOFTWARE: Claims Registration Period Ends January 7


C Y P R U S

DELANCE LTD: Moody's Downgrades Rating to 'B1' & Reviews Rating


D E N M A R K

ATLAS SHIPPING: Files for Bankruptcy


F R A N C E

BANQUE D'ORSAY'S: Fitch Downgrades Individual Rating to 'D'
CALYON CREDIT: Moody's Junks Rating on US$5 Million Tranche C
DELPHI CORP: Can Sell Global Exhaust Biz to Bienes for US$17MM
LES DELICES: Put Into Liquidation by Dinan Court
WINDERMERE XII: S&P Downgrades Rating on Class G Notes to 'B'


G E O R G I A

VTB BANK: Fitch Affirms Individual Rating at D/E


G E R M A N Y

ANTIOCH CO: Committee Taps Taft Stettinius as Counsel
APS GMBH: Claims Registration Period Ends January 19
CONTINENTAL AG: May Get Lenders' Approval on Debt Restructuring
FLYING DUTCHMAN: Claims Registration Period Ends February 6
GROHE HOLDING: Moody's Reviews 'B2' Rating for Possible Downgrade

KEY PLASTICS: Court OKs Payment of Claims, Other 1st Day Motions
KLOECKNER & CO: French Unit Fined EUR169 Mln Over Price-Fixing
KLOECKNER & CO: EUR169 Mil. Fine Won't Affect S&P's 'BB' Rating
MARSCHNER DRUCK GMBH: Claims Registration Period Ends Feb. 6
MOBEWA GMBH: Claims Registration Period Ends January 30

PHOTOTRONIC INC: Posts US$210 Million Net Loss for Fiscal 2008
RAPEOIL BIOKRAFT: Claims Registration Period Ends Jan. 28
SCHENCK-AUTOMATEN GMBH: Claims Registration Period Ends Jan. 22


I R E L A N D

ATHENEE CDO: Moody's Junks Ratings on Two Classes of Notes


I T A L Y

LUSITANO MORTGAGES: Moody's Cuts Rating on Class D Notes to B3


K A Z A K H S T A N

AINA-2007 LLP: Proof of Claim Deadline Slated for Feb. 3
ASIA CART: Creditors Must File Claims by Feb. 3
BOTASAN LLP: Claims Filing Period Ends Feb. 4
KAMAZ-DIESEL LLP: Creditors' Claims Due on Feb. 4
KAZAKHGOLD GROUP: Fitch Puts B Issuer Default Rating on WatchNeg.

KOBDA LLP: Claims Registration Ends Feb. 4
NEWSPAPER CENTER: Proof of Claim Deadline Slated for Feb. 3
SARAPSHY ATYRAU: Creditors Must File Claims by Feb. 3
SKIBUS LLP: Claims Filing Period Ends Feb. 4
TEMIR MERDIGER: Creditors' Claims Due on Feb. 4


K Y R G Y Z S T A N

ITIG RISK: Creditors Must File Claims by February 3
GALACTICA LLC: Creditors Must File Claims by January 3


N E T H E R L A N D S

JAZZ CDO: Fitch Downgrades Class C Notes to 'B'


P O R T U G A L

BPN SGPS: Moody's Keeps 'Caa1' Issuer Rating & Puts Neg. Outlook


R U S S I A

ALROSA CO: Gets RUR44.3 Bln Refinancing Loan from VTB
ASTRA-LES LLC: Creditors Must File Claims by January 12
AVENUE OSTEUROPA: Moody's Junks Corporate Family Rating
INDUSTRIAL TECHNOLOGIES: Creditors Must File Claims by Jan. 12
KAZAN-INSTRUMENT-SERVIS: Creditors Must File Claims by Jan. 12

KLIMOVSKIY CANNERY: Creditors Must File Claims by January 12
MM-METAL LLC: Creditors Must File Claims by January 12
ROOF RUSSIA: Fitch Downgrades Ratings on Three Tranches to Low-B
ROSSIYA INSURANCE: Fitch Puts B+ Insurer FS Rating on WatchNeg.
SAKH-LES LLC: Court Names Temporary Insolvency Manager

STROY-SERVIS LLC: Creditors Must File Claims by February 12
TRANS OIL LLC: Creditors Must File Claims by February 12
UDOMLYA LLC: Creditors Must File Claims by February 12
ZEYA AIRPORT LLC: Creditors Must File Claims by February 12


S P A I N

AYT CAIXANOVA: Fitch Assigns 'BB-' Rating on EUR26 Mil. Notes
GC FTGENCAT: Moody's Assigns 'Ca' Rating on Series D Notes


S W E D E N

FORD MOTOR: To Hold Talks with UAW for Cost Savings


S W I T Z E R L A N D

ALBRECHT LLC: Creditors Must File Proofs of Claim by Dec. 31
ALPENRESTAURANT WIRZWELI: Deadline to Claims Set January 2
GENERAL MOTORS: Will Start Talks With UAW in January
LANUS LLC: Creditors Have Until December 31 to File Claims
LOT CLOTHING: Proofs of Claim Filing Deadline is December 31

RENDIA LLC: Creditors' Proofs of Claim Due by December 31
RW SPENGLEREI: December 31 Set as Deadline to File Claims


T U R K E Y

YASAR HOLDING: Fitch Downgrades Issuer Default Ratings to 'B'


U K R A I N E

ENERGY-TECH-MACH-K LLC: Creditors Must File Claims by Jan. 2
ENTERPRISE MOVIPACK: Creditors Must File Claims by January 2
ESPRIT-VV LLC: Creditors Must File Claims by January 2
INTERPIPE LIMITED: Fitch Downgrades Issuer Ratings to 'B-'
KARAT OF XXI: Creditors Must File Claims by January 2

KOLORIT-M LLC: Creditors Must File Claims by January 2
KRONOS-INVEST LLC: Creditors Must File Claims by January 2
OLETRADE LLC: Creditors Must File Claims by January 2
PARITET LLC: Creditors Must File Claims by January 2
PISCICULTURAL ENTERPRISE: Creditors Must File Claims by Jan. 2

POLYPACK LLC: Creditors Must File Claims by January 2
SOYUZ MERIDIAN: Creditors Must File Claims by January 2
TENDER PROCEDURES: Creditors Must File Claims by January 2

* Fitch Reports Negative Outlook for Ukrainian Energy Sector
* Fitch Affirms 'B' Currency Rating of Ukraine's City of Kyiv
* UKRAINE: Foreign Debt Doubled to US$105 Billion


U N I T E D   K I N G D O M

ADEPTIAS LTD: Appoints Joint Administrators from Tenon Recovery
ARCTIC WINDOWS: Placed Into Administration; Tenon Appointed
BERNSTEIN GROUP: Taps PwC as Joint Administrators
BEVAN BUILDERS: Names Joint Administrators from Grant Thornton
COOLREC UK: Goes Into Administration; 40 Jobs at Risk

DTZ HOLDINGS: Could Go Into Administration if Fund-Raising Fails
ELECTRO-MEC Ltd: Brings in Joint Administrators from Baker Tilly
EMF-UK 2008-1: Fitch Downgrades 4 Tranches on Lehman Exposure
EUROSAIL 2006-1: Fitch Downgrades Ratings on Class E Notes to 'CC'
EUROSAIL UK: Fitch Downgrades Ratings on 39 Tranches

FOTO PROCESSING: Appoints Joint Administrators from KPMG
GREEN CONTRACTS: Calls in Joint Administrators from Tenon Recovery
HOLMES MASTER: Moody's Assigns Ba2 Rating on Class D Notes
HOLMES MASTER: Fitch Assigns 'BB' Rating on GBP190 Mil. Notes
KINGSBOURNE ESTATES: Taps Joint Administrators from PwC

MFI GROUP: Closes 111 Stores; 1,400 Jobs Affected
NEARBY STORES: Taps Joint Administrators from KPMG
P.C.M. LTD: Assets Sold to Confluence; 64 Jobs Secured
SOUTHERN PACIFIC: Fitch Downgrades Ratings on 15 Tranches
SPIRE TOOLS: Appoints Joint Liquidators from Tenon Recovery

SUMMERHALL: Bought Out of Administration by Stewarts
WORKING INTERIORS: Taps Liquidators from Smith & Williamson


X X X X X X X X

* Moody's Cuts Ratings on 273 Notes Issued by Certain CDO Deals
* S&P Takes Rating Actions on 404 European Synthetic CDO Tranches
* Gov't Loans Can Convert into DIP Facility for GM & Chrysler

* Large Companies with Insolvent Balance Sheet


                         *********


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


AIGNER LEOPOLD: Claims Registration Period Ends January 7
---------------------------------------------------------
Creditors owed money by LLC Aigner Leopold (FN 15980a) have until
Jan. 7, 2009, to file written proofs of claim to the court-
appointed estate administrator:

         Wilhelm Hermann Deutschmann
         Stelzhamerstrasse 12/3
         4020 Linz
         Austria
         Tel: 0732 602080
         Fax: 0732 60208020
         E-mail: info@df-ra.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 9:30 a.m. on Jan. 20, 2009, for the
examination of claims at:

         Land Court of Linz
         Room 522
         Linz
         Austria

Headquartered in Pregarten, Austria, the Debtor declared
bankruptcy on Nov. 14, 2008, (Bankr. Case No. 36 S 125/08m).


HAFRA LLC: Claims Registration Period Ends January 7
----------------------------------------------------
Creditors owed money by LLC Hafra (FN 126645v) have until Jan. 7,
2009, to file written proofs of claim to the court-appointed
estate administrator:

         Dr. Ulla Reisch
         Praterstrasse 62-64
         1020 Wien
         Austria
         Tel: 01/212 55 00
         Fax: 01/212 55 00 5
         E-mail: office.wien@ulsr.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 1:45 p.m. on Jan. 21, 2009, for the
examination of claims at:

         Land Court of Korneuburg
         Room 204
         Korneuburg
         Austria

Headquartered in Grossenzersdorf, Austria, the Debtor declared
bankruptcy on Nov. 14, 2008, (Bankr. Case No. 36 S 125/08m).


STRASSMAYR LLC : Claims Registration Period Ends January 7
----------------------------------------------------------
Creditors owed money by LLC Strassmayr (FN 119473x) have until
Jan. 7, 2009, to file written proofs of claim to the court-
appointed estate administrator:

         Dr. Erhard Hackl
         Hofgasse 7
         4020 Linz
         Austria
         Tel: 0732/776234
              0732/776235
              Fax: DW 22
         E-mail: hackl.hatak@aon.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 2:00 a.m. on Jan. 20, 2009, for the
examination of claims at:

         Land Court of Feldkirch
         Hall 7
         Feldkirch
         Austria

Headquartered in Waldneukirchen, Austria, the Debtor declared
bankruptcy on Nov. 13, 2008, (Bankr. Case No. 14 S 57/08g).


VIPS SOFTWARE: Claims Registration Period Ends January 7
--------------------------------------------------------
Creditors owed money by LLC VIPS Software (FN 37070s) have until
Jan. 7, 2009, to file written proofs of claim to the court-
appointed estate administrator:

         Dr. Michael Kropiunig
         Max-Tendler-Strasse 28
         8700 Leoben
         Austria
         Tel: 03842-45019
         Fax: 03842-45019-30
         E-mail: office@ra-kropiunig.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 10:00 a.m. on Jan. 21, 2009, for the
examination of claims at:

         Land Court of Leoben
         Hall 4
         Leoben
         Austria

Headquartered in Bad Aussee, Austria, the Debtor declared
bankruptcy on Nov. 14, 2008, (Bankr. Case No. 17 S 60/08d).


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C Y P R U S
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DELANCE LTD: Moody's Downgrades Rating to 'B1' & Reviews Rating
---------------------------------------------------------------
Moody's Investors Service has downgraded the rating of Delance
Ltd. to B1 with further review for possible downgrade.

Falk Frey, Senior Vice President and lead analyst at Moody's for
Rolf, commented: "The downgrade reflects Moody's expectation of a
declining Russian car market based, the severe negative impact of
the devaluation of the Russian Ruble on the company's financial
flexibility as well as the challenge to continue to maintain the
ability to renew short-term funding needs with its existing banks
or the ability to access new funding sources."

Moody's acknowledges that the funding needs arise largely from
financing the import and inventory of cars.  In November Russian
foreign vehicle sales were down 15% yoy hit by declining consumer
confidence and tighter lending terms.  Year-to date demand of
foreign brands is still up by 31%.  However, Moody's believes that
the expected increase in import taxes on new cars to 30% from 25%
could fuel further decline in demand in the months to come adding
to the anticipation of an overall decline in the growth of the
Russian economy.

Moody's review will focus on (i) the vulnerability of Rolf's
overall profitability and cash generation capability to the
expected downturn new car registration and the ability to mitigate
the negative impact by revenues and profits from the spare parts
and repair business; (ii) the potential risk regarding the renewal
of the exclusive importer contract with Mitsubishi maturing in
2009; (iii) the threat of increasing competition from large
foreign dealership companies; (iv) the ability to adjust prices to
rising import duties as well as (v) the rollover risk of the
company's short-term bank facilities and (vi) the currency risk
resulting the dollar denominated liabilities and interest payments
in contrast to the revenues and profits mainly generated in
Russian currency.

Downgrades:

Issuer: Colgrade Limited

  -- Senior Unsecured Regular Bond/Debenture, Downgraded to B1
     from Ba3

Issuer: Delance Limited ROLF

  -- Corporate Family Rating, Downgraded to B1 from Ba3

Outlook Actions:

Issuer: Colgrade Limited

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: Delance Limited ROLF

  -- Outlook, Changed To Rating Under Review From Stable

Rolf's ratings were assigned by evaluating factors Moody’s
believes are relevant to the credit profile of the issuer, such as
i) the business risk and competitive position of the company
versus others within the industry, ii) the capital structure and
financial risk of the company, iii) the projected performance of
the company over the near to intermediate term, and iv)
management's track record and tolerance for risk.  These
attributes were compared against other issuers both within and
outside of Rolf's core industry and Rolf's ratings are believed to
be comparable to those of other issuers of similar credit risk.

Moody's last rating action on Rolf was the assignment of a
Corporate Family rating of Ba3 to Delance Limited which is the
Holding company of the Rolf Group on June 5, 2007.

Headquartered in Cyprus, Delance Limited, the holding company of
the ROLF Group is an automotive group with its principal
operations in Russia.  ROLF is the leading importer and retailer
of foreign-made cars in Russia with revenues of US$ 3.6 billion in
fiscal 2007 (excluding de-consolidated Hyundai distribution sales
of approximately US$400 million).


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D E N M A R K
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ATLAS SHIPPING: Files for Bankruptcy
------------------------------------
Atlas Shipping A/S on Thursday, December 18, 2008, filed a
petition for bankruptcy with the Bankruptcy Division of the
Maritime and Commercial Court in Copenhagen.

Simultaneously with the bankruptcy order in respect of Atlas
Shipping A/S, bankruptcy orders were issued in respect of Atlas
Bulk Shipping A/S and Atlas Shipping Holding A/S.

The Atlas Shipping Group has been operating as an international
contractor of tonnage and provider of transport solutions in the
dry bulk sector with tonnages ranging from 25,000 to 80,000 DWT
(Dead Weight Tons).

Since it was founded in 1996 the group has operated successfully
but due to the historic drops in freight rates the management has
had to realize that if the group continues its operations it will
not be able to fulfill its obligations as they fall due.

The Atlas Shipping Group is owned and operated by Bo Kristensen
who has been involved in the shipping business for more than 25
years; Bo Kristensen states in connection with the bankruptcy: "It
is extremely unfortunate, not least for all our highly skilled
employees and our loyal customers, that due to the historic drop
in freight rates since August 2008, we have had to realize that
within a foreseeable timeframe the group will no longer be able to
fulfill all its financial obligations as they fall due".

In 2007 the Atlas Shipping Group had net revenues of US$789
million and a profit from operating activities of US$109 million.

Total revenue in 2008 has been close to US$1 billion, but due to
the global crisis in shipping the group has more than halved its
profit from ordinary activities, i.e. before making the
substantial loss provisions in respect of contracts.

"We unfortunately have to recognize that the present freight rates
and the charter-parties we have entered into before the crisis in
the shipping business commenced will imply a liquidity loss of
approximately US$3 million a week if we continue our operations in
their present form.  If we continue our operations, our present -
and considerable - liquidity, will be spent within three months
unless the international freight rates increase dramatically
within the same period", says Mr. Kristensen and continues
"Therefore we have in consultation with our advisors decided that
in the present situation the sensible thing to do is to file a
petition for bankruptcy."

"We have informed our employees at a meeting today and we have
now, with the liquidator, Michael Ziegler of Plesner Law Firm and
liquidator Lisa Bo Larsen, Kromann Reumert, started helping our
customers get their vessels to the destinations", says Mr.
Kristensen.

Today the Atlas Shipping Group operates 41 vessels worldwide and
has a total of 25 employees.

Altas Shipping A/S -- http://www.atlas-shipping.com-- is
headquartered in Copenhagen, Denmark.


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F R A N C E
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BANQUE D'ORSAY'S: Fitch Downgrades Individual Rating to 'D'
-----------------------------------------------------------
Fitch Ratings has affirmed Banque d'Orsay's Long-term Issuer
Default Rating at 'BBB+' with Stable Outlook, Short-term IDR at
'F2' and Support Rating at '2'.  At the same time, the agency has
downgraded Orsay's Individual rating to 'D' from 'C/D', on account
of its reduced equity base.

The downgrade reflects the severe erosion to Orsay's equity base
following write-offs of some exposures to failed Icelandic banks
in 2008.  The Individual rating reflects the bank's modest size, a
good track record in its niche fields of expertise, albeit marred
in H207 and 2008 when results were severely impacted by market and
credit shocks.

Orsay's IDRs are based on the support available from its parent,
WestLB AG (rated 'F1'/ 'A-' (A minus)/Outlook Stable).  WestLB's
commitment to the bank is publicly stated through a
'Patronatserklarung' declaration and Fitch has received assurances
from WestLB that it would provide liquidity and solvency support
as required.  Thus, West LB's propensity to provide support to
Orsay is considered high.

Any change in WestLB's IDRs or in Orsay's ownership structure
would result in a change in the latter's IDRs.

Orsay's core 'arbitrage' business comprises both the opportunistic
purchasing of shares in takeover targets and position-taking in
fixed-income instruments, often backed by matching credit default
swaps, for trading and longer-term investment purposes.  These
activities have been loss-making so far this year and total losses
reported by the bank for the year will be significant.

Orsay's other activities are asset management (EUR3.6bn currently)
and a small private banking business.  It has experienced a sharp
outflow of managed funds since the onset of the crisis in mid-
2007; with the help of West LB, investors have been able to redeem
their investments and management believes this has helped preserve
the bank's reputation and client relationships.

A new CEO, seconded by WestLB, was appointed in Q408.  Risk limits
have been substantially reduced and management is focusing on de-
leveraging to free up liquidity and improve capital ratios.  End-
2008 assets should total around EUR5bn and regulatory capital
(including qualifying subordinated debt) should reach around
EUR135 million.

Since June 2008, around 70% (EUR4bn) of the bank's refinancing
needs have been met by ECB and US Fed lines, as is the case with
many banks.  WestLB has provided Orsay with EUR665 million
funding, including EUR65 million subordinated debt and EUR300
million certificates of deposits.  Additional funding lines are
available from the shareholder if required.  The tier 1 capital
ratio is expected to be above 7% at end-2008.


CALYON CREDIT: Moody's Junks Rating on US$5 Million Tranche C
-------------------------------------------------------------
Moody's Investors Service has downgraded its rating of CALYON -
Credit Derivative Transaction "Piccadilly II US$5,000,000 Tranche
C due 20 March 2017".

The transaction is a managed synthetic CDO referencing corporate
securities.

According to Moody's, the rating action is the result of
deterioration in the credit quality of the transaction's reference
portfolio, which includes but is not limited to exposure to Lehman
Brothers Holdings Inc., which filed for protection under Chapter
11 of the U.S. Bankruptcy Code on September 15, 2008; Washington
Mutual Inc., which was seized by federal regulators on September
25, 2008 and subsequently virtually all of its assets were sold to
JPMorgan Chase; Fannie Mae and Freddie Mac, which were placed into
the conservatorship of the U.S. government on September 8, 2008;
Landsbanki Islands hf, for which a receivership committee was
appointed on Tuesday, October 7, 2008.  The transaction also has a
significant exposure to other corporate names which continue to
deteriorate in the current economic environment.  This will weigh
on the rating of the swap.  The small subordination and thickness
of the tranche has contributed to the transaction's significant
rating migration.

The rating action is:

CALYON - Credit Derivative Transaction:

(1) Piccadilly II US$5,000,000 Tranche C due 20 March 2017
Unfunded CDS between Calyon and Citibank N.A. NY - Reference No:
PS578

  -- Current Rating: Caa3
  -- Prior Rating: A3
  -- Prior Rating Date: 1 June 2007


DELPHI CORP: Can Sell Global Exhaust Biz to Bienes for US$17MM
--------------------------------------------------------------
Delphi Corporation said it received approval from the U.S.
Bankruptcy Court for the Southern District of New York for the
sale of assets related to the company's global exhaust business to
Bienes Turgon for US$17 million, subject to adjustments.

"Delphi's sale of its global exhaust business is a significant,
meaningful step as the company progresses with ongoing corporate
and divisional transformation plans,"  said Ron Pirtle, president,
Delphi Powertrain Systems.  "This move further refines our
powertrain product portfolio to feature core, differentiated
technologies in which Delphi possesses competitive advantages and
for which customers are calling."

Delphi selected Bienes Turgon as the lead bidder and received
court approval to proceed with the sale process for the global
exhaust business.

Delphi will carefully manage the transition of the business, and
the sale will be completed in coordination with Delphi's
customers, suppliers, employees, unions and other stakeholders.

The transaction, which is subject to certain closing conditions,
including completion of consultation procedures with certain
unions and works councils, and completion of the closing
documents, is expected to close during the first half of 2009.

Although the company is divesting its exhaust business, Delphi
Powertrain continues to provide full engine management systems
-- including air and fuel management, combustion and valvetrain
technology -- through its gas EMS product business unit.

                     About Delphi Corp.

Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- is the single supplier of vehicle
electronics, transportation components, integrated systems and
modules, and other electronic technology.  The company's
technology and products are present in more than 75 million
vehicles on the road worldwide.  Delphi has regional headquarters
in Japan, Brazil and France.

The company filed for Chapter 11 protection on Oct. 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represent the Official Committee of Unsecured Creditors.  As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.

The Court approved Delphi's First Amended Joint Disclosure
Statement and related solicitation procedures for the solicitation
of votes on the First Amended Plan on Dec. 20, 2007.  The Court
confirmed the Debtors' First Amended Plan on Jan. 25, 2008.  The
Plan has not been consummated after a group led by Appaloosa
Management, L.P., backed out from their proposal to provide
US$2,550,000,000 in equity financing to Delphi.


LES DELICES: Put Into Liquidation by Dinan Court
------------------------------------------------
FlexNews reports that the court of Dinan has put Les Delices de
Ninon into liquidation Tuesday last week.

Les Delices de Ninon, which was acquired by maison Delmotte in
July 2006, has been placed in bankruptcy since October this year,
the report recounts.

Based in Malemort, France, Delices de Ninon is a pastry firm.  It
employs 102 people.


WINDERMERE XII: S&P Downgrades Rating on Class G Notes to 'B'
-------------------------------------------------------------
Standard & Poor's Rating Services lowered and kept on CreditWatch
negative its credit ratings on the class D, E, and G notes issued
by Windermere XII FCC due to concerns regarding the loan backing
the transaction.  The other notes in this deal remain unaffected.

The notes are backed by a single-loan secured by "Coeur Defense",
a prime office property located in Paris, La Defense, France.
The property comprises two high-rise towers interlinked with
three other buildings providing 159,000 sq. m. of office and
18,000 sq. m. of ancillary accommodation.

The rated note-to-value ratio is 94.8% based on a valuation as of
October 2008.  In addition, the borrower has recently been placed
under the protection of French "procedure de sauvegarde"
(safeguard proceedings), a form of pre-insolvency proceeding
available in France for distressed companies.  It is a precursor
to reorganization or, in a worst-case scenario, insolvency.

The rating actions reflect the increased risks associated with the
loan in view of value deterioration, uncertainty about the outcome
of the borrower proceedings, and the effect this will have on the
loan performance.

S&P expects these notes to remain on CreditWatch for an extended
period of time while S&P continues to monitor developments of the
loan.

                           Ratings List

                       Windermere XII FCC
EUR1.519 Billion Commercial Mortgage-Backed Floating-Rate Notes

         Ratings Lowered And Kept On CreditWatch Negative

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


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G E O R G I A
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VTB BANK: Fitch Affirms Individual Rating at D/E
------------------------------------------------
Fitch Ratings has affirmed the ratings of JSC VTB Bank (Georgia)
(VTB Georgia), including its Long-term Issuer Default rating of
'B+' with a Negative Outlook and its Individual rating of 'D/E'.
A full list of the bank's ratings is provided at the end of this
announcement.

VTB Georgia's IDRs continue to be driven by potential support from
the bank's largest shareholder, Russian state-controlled JSC Bank
VTB (VTB; IDR 'BBB+'/Outlook Negative), which currently owns a
77.6% stake.  In Fitch's view, VTB would have a strong propensity
to support the bank, and the agency has received renewed
assurances from VTB of its intention to provide such support
following the August Russia-Georgian military conflict.  At the
same time, Georgian transfer and convertibility risks, as
reflected in the Country Ceiling of 'B+', limit the extent to
which VTB Georgia may be able to receive and utilize this support.
The Negative Outlook on the bank's IDR reflects the Outlook on the
Georgian sovereign, and hence the potential for a downgrade of the
Country Ceiling.

VTB Georgia's Individual rating reflects the bank's small size,
high levels of loan impairment under the bank's previous
management, the limited track record of new management, the
potential for asset quality and liquidity to deteriorate in a
challenging operating environment and the bank's possible exposure
to a renewed escalation of tensions in Russian-Georgian relations.
However, the rating also considers currently reasonable loan
impairment reserve coverage and capitalization and the efforts of
new management to strengthen governance and performance.  VTB
Georgia has also managed to maintain a reasonable liquidity
cushion during H208, notwithstanding the sharp deposit outflow it
suffered (largely in line with other Georgian banks) during the
Russia-Georgia military conflict in August.  To date, the conflict
does not seem to have had a substantial negative impact on the
bank's franchise or its ability to operate on the Georgian market.

Asset quality is currently weak, with loans overdue by more than
90 days accounting for 9% of adjusted total loans (net of those
guaranteed by VTB) at mid-December 2008 (down from 11.8% at end-
H108 following write-offs).  Fitch has been informed that all of
the non-performing loans were granted under the previous
management of the bank in 2006-2007, when credit underwriting
appeared to have been weak.  Fitch considers there to be potential
for further deterioration in asset quality as the loan book
seasons in a challenging operating environment, although reserve
coverage of NPLs of 1.2x in statutory accounts at mid-December
2008 provides some cushion to recognize further impairment.
Additional credit risk, as for most other Georgian banks, results
from the high proportion of foreign currency lending (72% in end-
Q308 statutory accounts).

The recent deterioration in asset quality follows write-offs
during 2006-Q108 of GEL63 million of loans (equal to around 2.5x
end-2005 equity).  These loans date back to the 1990s and were
discovered to be non-performing following VTB's acquisition of the
bank.  During 2007-Q108, a GEL84 million recapitalization (by
means of a GEL45 million equity injection and GEL39 million gains
on a securities transaction) was completed to offset these write-
offs and more recent loan impairment.  As a result, the
equity/adjusted net loans ratio in the bank's end-Q308 statutory
accounts stood at a reasonable 21% (regulatory tier 1 ratio
16.9%).  In H109, the bank intends to increase its capital by a
further US$16 million (equal to 56% of end-Q308 equity), although
some of the new capital may be contributed as subordinated debt.

The Individual rating could be downgraded if the so far better
asset quality record of the bank's new management turns out to be
unsustainable and loan impairment rises in a tough operating
environment.  Any renewed escalation of tensions in Russian-
Georgian relations could also be negative for franchise and
deposit stability, although in H208 the impact of such tensions on
the bank has been largely manageable.  In common with most
Georgian banks, any sizable depreciation of the GEL could also
negatively impact both asset quality and deposit stability.

VTB Georgia (formerly United Georgian Bank) is the sixth-largest
bank by assets in Georgia, and since January 2005 has been
majority-owned by VTB.  The European Bank for Reconstruction and
Development holds an 8.9% stake.  VTB Georgia aims to be one of
the leading banks in the country, but market positions have
slipped in 2007-9M08 as management has focused on strengthening
its balance sheet and implementing management changes rather than
achieving growth.

Rating actions:

  -- Long-term Issuer Default rating: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Individual: affirmed at 'D/E'

  -- Support: affirmed at '4'


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


ANTIOCH CO: Committee Taps Taft Stettinius as Counsel
-----------------------------------------------------
The Official Committee of Unsecured Creditors appointed in the
bankruptcy cases of Antioch Company and its debtor-affiliates asks
the United States Bankruptcy Court for the Western District of
Ohio for permission to employ Taft Stettinius & Hollister LLP as
its counsel.

The firm is expected to:

  a) advise the Committee with respect to its powers, duties and
     responsibilities in these cases;

  b) provide assistance in the Committee's investigation of the
     acts, conduct, assets, liabilities and financial condition of
     the Debtors, the operation of the Debtors' businesses
     and desirability of the continuance of such businesses, and
     any other matters relevant to the case or the proposed plan;

  c) prepare on behalf of the Committee all necessary pleadings
     and other documentation;

  d) advise the Committee with respect to the Debtors' proposed
     reorganization plan, the Debtors' proposed plan with respect
     to the prosecution of claims against various third parties
     and any other matters relevant to the case;

  e) provide assistance, advice and representation with respect to
     any legal decision involving interests represented by this
     Committee;

  f) represent the Committee in hearings and proceedings involving
     the Committee; and

  g) perform such other legal services as may be necessary and in
     the interest of the creditors and this Committee.

The firm's professionals and their compensation rates are:

     Professionals         Hourly Rates
     -------------         ------------
     Members               US$200-US$475
     Associates            US$165-US$325
     Paralegals            US$115-195

W. Timothy Miller, Esq., an attorney at the firm, assures the
Court that the firm does not hold any interest adverse to the
Debtors' estate and their creditors, and is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Code.

                         About Antioch Co.

The Antioch Co. -- http://www.antiochcompany.com/-- owns St.
Cloud-based Creative Memories. The company was founded in 1926.
It consists of operating and business units located in Ohio,
Minnesota, Nevada, and Virginia.  The direct-selling division
encompasses the U.S. and Puerto Rico, Canada, Australia, New
Zealand, Germany, Japan and the United Kingdom, with expansion
planned in other European countries.  The Antioch employs more
than 1,090 people and manufactures, packages and markets more than
3,000 products to tens of thousands of independent sales
consultants and retail dealers. As reported in the Troubled
Company Reporter on Nov. 17, 20 08, The Antioch reached an
agreement with lenders to restructure its debt.  To facilitate
this agreement, Antioch and six of its subsidiaries filed
voluntary petitions for Chapter 11 protection on Nov. 13, 2008
(Bankr. S.D. Ohio Lead Case No. 08-35741).  McDonald Hopkins LLC
represents the Debtors in their restructuring efforts.  The United
States Trustee for Region 9 appointed creditors to serve on an
Official Committee of Unsecured Creditors.  In their summary of
schedules, the Debtors listed US$66,388,321 in total assets and
US$141,142,236 in total liabilities.


APS GMBH: Claims Registration Period Ends January 19
----------------------------------------------------
Creditors of APS GmbH have until Jan. 19, 2009, to register their
claims with court-appointed insolvency manager.

Creditors and other interested parties are encouraged to attend
the meeting at 10:00 a.m. on March 4, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Dresden
         Hall D131
         Olbrichtplatz 1
         01099 Dresden
         Germany

Claims set out in the insolvency manager's report will be verified
by the court during this meeting.  Creditors may also constitute a
creditors' committee or opt to appoint a new insolvency manager.

The insolvency manager can be reached at:

         Harald Busshardt
         Boltenhagener Platz 9
         01109 Dresden
         Germany
         Web site: www.schubra.de

The District Court opened bankruptcy proceedings against the
company on Dec. 10, 2008.  Consequently, all pending proceedings
against the company have been automatically stayed.

The Debtor can be reached at:

         APS GmbH
         Grossenhainer Strasse 2
         01561 Thiendorf
         Germany

         Attn: Matthias Pusch, Manager
         Grossenhainer Str. 2
         01561 Thiendorf
         Germany


CONTINENTAL AG: May Get Lenders' Approval on Debt Restructuring
---------------------------------------------------------------
Angela Cullen of Bloomberg News reports that Continental AG is
close to an agreement with banks on the renegotiation of debt.

As reported in the Troubled Company Reporter-Europe on Dec. 15,
2008, The Wall Street Journal, citing sources familiar with the
matter, said Continental AG could breach terms of loans it took on
in the EUR11 billion (US$14.33 billion) acquisition of Siemens
AG's VDO auto-electronics business last year.

Continental's earnings, hit by a sharp decline in global auto
demand, could fall below a level stipulated in the loan agreement
as early as March, the Journal's sources said.

                         Power Struggle

Citing the Financial Times Deutschland, Ms. Cullen of Bloomberg
News relates Continental's talks with lenders may strengthen its
hand in a power struggle that is emerging against Schaeffler
Group, which is acquiring the German car-parts maker.

According to Ms. Cullen, Financial Times Deutschland said some of
the pledges by Continental that may sway the lenders stem from an
agreement with Schaeffler excluding the payment of a special
dividend to shareholders.

On Dec. 19, Lenka Ponikelska of Bloomberg News, citing sources
cited by the Financial Times, wrote Schaeffler Group may load
Continental with “significant additional debt” and may be able to
make the move after its tender offer for Continental closes in
January.

In a Dec. 12 press statement, Continental disclosed its Executive
Board is concerned about the intervention of the Schaeffler Group
in Continental's business negotiations.

"We have been made aware of a letter from the management of the
Schaeffler Group to several of our banks.  In this letter, the
Schaeffler Group is obviously attempting to influence the talks
being held proactively by Continental with regard to securing our
long-term financing.  This move is a massive encroachment upon the
sovereignty and independence of Continental's management.  We are
irritated by this action of the Schaeffler Group, as we feel that
it clearly goes against the spirit of the jointly reached
investment agreement.  To top it off, this intervention is at a
point in time when an approval of the EU Commission has not yet
been granted," Continental Executive Board chairman Dr. Karl-
Thomas Neumann said.

The vice chairman of the Executive Board and CFO Dr. Alan Hippe
pointed out that Continental will continue to hold talks with the
banks as planned.

"Our business partners in the banks have been familiar with our
experience and reliability for many years.  With this proactive
step, we are safeguarding our financing as best as possible in a
forward-looking manner, with a view to the uncertainties we are
facing in the crisis year 2009.  This has a positive effect
for Continental, and at the same time is in the interest of all
our shareholders, in particular the Schaeffler Group.  This holds
all the more true as Continental will continue to have a
substantial free cash flow in 2008, 2009 and 2010 and thus further
reduce its indebtedness steadily, as in 2008," Dr. Hippe said.

According to Continental, the open-ended investment agreement
jointly reached with the Schaeffler Group in August 2008 contains
extensive provisions to safeguard the interests of Continental AG,
its shareholders, employees and customers.  It cannot be
terminated by the parties before spring 2014.

In the agreement, Continental said Schaeffler has undertaken,
among other things, to limit its position to a minority
shareholding in Continental AG (up to 49.99%) for a period of four
years.  Schaeffler has also undertaken to support the ongoing
strategy and business policies of the Executive Board while
maintaining its current market and brand appearance, and to not
demand a sale of operations or seek other significant
restructuring measures.  Former German Chancellor Dr. Gerhard
Schroeder is involved as a guarantor for ensuring the obligations
specified in the investment agreement are fulfilled.

                       Cost-Cutting Plan

On Dec. 10, Continental said it is implementing a cost-cutting
program in the high three-digit millions range, including:

   -- postponement of investments;

   -- stretching of expenditures in the area of
      research and development; and

   -- debt reduction through non-payment of dividends.

"Our customers have cut their production in the fourth quarter
much more than had been expected: In total, 1.5 million fewer
vehicles than planned will be built this quarter in the US and
Europe alone.  This corresponds roughly to the entire decrease in
production in the first three quarters in these regions and
affects nearly all vehicle manufacturers.  Nonetheless, based on
the latest figures we have for fiscal 2008, we feel that an EBIT
margin of 7.5% to 8.0% can still be achieved, before amortization
and depreciation resulting from the purchase price allocation
(PPA) as well as restructuring and integration expense," Dr.
Neumann said.

Dr. Hippe meanwhile stressed that the Executive Board continues to
have its eyes firmly set on reducing debt, noting that "If we
refrain from dividend payments, there would be a considerable
contribution to debt reduction in fiscal 2008 and 2009.  Such a
move would thus also contribute to the stabilization of our
financial situation.  Based upon the dividend of EUR2 per share
paid out for 2007, this would relieve result in a relief of some
EUR338 million per year."

                        Impairment Charge

Dr. Neumann pointed out that, in view of the drastic drop in car
sales predicted for 2009 down to the level of the early 90s,
especially in Western Europe and North America, there is the risk
that goodwill impairment up to about EUR1 billion will have to be
posted for the Automotive Group on the 2008 balance sheet.  "A key
goal is still to again strengthen the equity ratio as much as
possible.  In this connection, we are looking into all other
conceivable options," Dr. Neumann stressed.

                       About Continental AG

Headquartered in Hanover, Germany, Continental AG (OTC:CTTAY) --
http://www.conti-online.com/-- is an automotive industry
supplier.  The Company focuses its activities on the development,
production and distribution of products that improve driving
safety, driving dynamics and ride comfort.  It operates in six
main divisions.  Chassis and Safety provides active and passive
driving safety, safety and chassis sensor systems, as well as
chassis components.  Powertrain offers gasoline and diesel
systems, actuators, motor drives and fuel supply, as well as
hybrid electric vehicles systems.  Interior manufactures
information management modules and wireless mobile devices.
Passenger and Light Truck Tires provides tires for passenger cars,
light trucks, motorcycles and bicycles.  Commercial Vehicle Tires
offers tires for trucks, as well as industrial and off-the-road
vehicles.  ContiTech specializes in the rubber and plastics
technology, offering functional parts, components and systems for
the automotive industry and other sectors.

                          *     *     *

As reported in the Troubled Company Reporter-Europe on Dec. 17,
2008, Fitch Ratings downgraded Continental AG's Long-term Issuer
Default and senior unsecured ratings to 'BB+' from 'BBB-' (BBB
minus) and its Short-term IDR to 'B' from 'F3'.  The Long-term IDR
and senior unsecured ratings have been placed on Rating Watch
Negative.


FLYING DUTCHMAN: Claims Registration Period Ends February 6
-----------------------------------------------------------
Creditors of Flying Dutchman Productions GmbH have until
Feb. 6, 2009, to register their claims with court-appointed
insolvency manager.

Creditors and other interested parties are encouraged to attend
the meeting at 9:30 a.m. on March 9, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Aalen
         Hall 0.11
         Ground Floor
         Stuttgarter Strasse 7,
         73430 Aalen
         Germany

Claims set out in the insolvency manager's report will be verified
by the court during this meeting.  Creditors may also constitute a
creditors' committee or opt to appoint a new insolvency manager.

The insolvency manager can be reached at:

         Michael Winterhoff
         C/o Kanzlei Froehlich and Kuenkele
         Radgasse 2
         89073 Ulm
         Germany
         Tel: 0731/20559930
         Fax: 0731/205599390

The District Court opened bankruptcy proceedings against the
company on Dec. 10, 2008.  Consequently, all pending proceedings
against the company have been automatically stayed.

The Debtor can be reached at:

         Flying Dutchman Productions GmbH
         Attn: Ruediger Benz, Manager
         Paul-Klee-Str. 52
         89520 Heidenheim
         Germany


GROHE HOLDING: Moody's Reviews 'B2' Rating for Possible Downgrade
-----------------------------------------------------------------
Moody's Investors Service has placed the ratings of Grohe Holding
GmbH under review for possible downgrade, including the company's
B2 corporate family rating.  The rating action mainly reflects the
rapid deterioration of the outlook for most of the company's key
markets and the expectation of weaker results in the medium term.

"The rating action reflects several factors, including the
deteriorating economic outlook for Grohe's key German and Western
European markets, coupled with the expectation of a lower
contribution to the company's volumes from emerging markets and
continued weakness in the US and UK -- which experienced a real
estate market downturn earlier than Europe and show limited signs
of stabilization," says Stefano del Zompo, Moody's lead analyst
for Grohe.

Moody's also has taken into account the expectation that in an
environment of decreasing demand for sanitary products, and hence
a likely decrease in sales volumes, the company will have limited
pricing flexibility as a result of its hedging policy which will
likely make any attempt to gain market share more challenging,
notwithstanding the company's approach to stimulate demand through
innovation and quality rather than price reductions.

The rating action also reflects Grohe's limited financial
flexibility, with leverage likely to increase in 2009 to levels
incompatible with a B2 rating.  Finally, the rating action takes
into account the possible impact on the company's liquidity
position from the possible payment of the up to 10% of total sales
fine from the EU for anti-competitive behavior, the cash outflow
related to restructuring, the company's reduced profitability and
the likely impact on the company's working capital from more
challenging market conditions.

"The rating review will focus on the company's ability to sustain
margins while maintaining volume levels at least in line with
2008, its medium-term prospects for cash flow generation in light
of a likely deterioration in its working capital position and
ongoing cash restructuring costs, and the evolution of the
company's liquidity position as a result of the timing of the
payment of the fine expected to be imposed by the EU," says Mr.
del Zompo.

"Moody's recognizes the improvement in the company's cost
structure achieved through the implementation of Grohe's
restructuring plan, as well as the high recognition of Grohe's
brands, the focus of its sales force and the effectiveness of its
internal control systems," comments Mr. del Zompo.  "However,
maintaining sales volumes, margins and working capital at current
levels to generate sufficient cash flow to finance its operations
is deemed extremely challenging."

These ratings are affected by the rating action:

  -- B2 CFR

  -- Ba2 senior secured debt rating on the EUR150 million
     revolving credit facility

  -- B2 senior secured debt rating on the EUR800 million floating-
     rate notes

  -- B3 senior unsecured debt rating on the EUR335 million
     subordinated notes

The previous rating action on the company was implemented on
June 10, 2008, when Moody's changed the outlook on Grohe's ratings
to stable from negative.

Grohe Holding GmbH is one of the leading single-brand
manufacturers and suppliers of sanitary fittings in the world,
offering a broad range of products for handling water in bathrooms
and kitchens.  In the first nine months of 2008, the company
reported revenues in excess of EUR772 million (2007:
EUR764 million) and normalized EBITDA (before refinancing fees,
restructuring charges and exceptional items) of around
EUR161 million (2007: EUR150 million).


KEY PLASTICS: Court OKs Payment of Claims, Other 1st Day Motions
----------------------------------------------------------------
Key Plastics L.L.C. has received a variety of first day orders
from the U.S. Bankruptcy Court for the District of Delaware that
will allow it to continue managing its operations in the ordinary
course.  It received court orders authorizing the company to pay
certain prepetition claims of unsecured creditors in the ordinary
course of business.  In addition, the company received
authorization to utilize its existing cash management system.  As
a result, all obligations owed to trade creditors, suppliers,
customers and employees in the ordinary course of business will be
unaffected by the restructuring.  Moreover, the company will also
provide timely payments to providers of goods and services
delivered post-petition.

Ralph Ralston, President and Chief Operating Officer of the
company's North American operations, stated, "We are pleased to
have received approval of all of the requested first day orders.
We are on schedule and hope to move through our consensual
restructuring process quickly.  We hope to have our prepackaged
plan approved by the end of January, 2009."

Headquartered in Northville, Michigan, Key Plastics LLC --
http://www.keyplastics.com/-- supplies plastic components to the
automotive industry.  The company has 24 manufacturing facilities
located in the United States, Canada, Mexico, Germany, Portugal,
Spain, the Czech Republic, France, Slovakia, Italy and China.

On March 23, 2000, Key Plastics L.L.C. and certain of its domestic
affiliates filed a voluntary petition under Chapter 11 of the
United States Bankruptcy Code in the U.S. Bankruptcy Court for the
Eastern District of Michigan, Southern Division.  The case number
is 00-44478-R.  Sandra Mayerson, Esq., at Holland & Knight ((212)
513-3200) in NYC is attorney to the debtor.  Automotive News said
David Resnick of Peter J. Solomon Co. was working as the company's
financial advisor immediately prior to the filing.

Key Plastics LLC sold substantially all of its North American and
European assets to Carlyle Management Group.  As reported by the
Troubled Company Reporter on December 13, 2000, financial
consultants pegged consideration for the transaction in the range
of US$185 million to US$195 million, which includes a combination
of cash, notes, equity and assumption of certain debts. In
addition, CMG also assumed payables that Key has incurred in the
ordinary course during chapter 11 which are outstanding on the
closing date.

The TCR reported on April 3, 2001, that the Court confirmed Key
Plastics' plan of reorganization, allowing the Debtors to close
the CMG deal and emerge from Chapter 11 by the end of that month.

On April 26, 2001, Carlyle Management Group finalized and closed
its acquisition of Key Plastics.

On December 15, 2008, Key Plastics LLC made its second trip to the
bankruptcy court together with affiliate Key Plastics Finance
Corp. (Bankr. D. Del. Lead Case No. 08-13326).  Mark D. Collins,
Esq., at Richards Layton & Finger PA, in Wilmington, Delaware
((302) 651-7700), serves as bankruptcy counsel.  When they filed
for bankruptcy, the Debtors estimated both assets and debts to be
between US$100 million and US$500 million.


KLOECKNER & CO: French Unit Fined EUR169 Mln Over Price-Fixing
--------------------------------------------------------------
The French anti-trust authority (DGCCRF) in a press statement on
Tuesday, December 16, 2008, said that it has imposed fines
totaling almost EUR600 million on KDI SAS (a subsidiary of
Kloeckner & Co SE), members of the Arcelor group, Descours et
Cabaud, Morel and other steel distributors in France.  The
companies were accused of taking part in anti-competitive price-
fixings from 1999 to 2004.

The company and its legal advisers maintain that the fine of
EUR169 million imposed on KDI SAS is unjustifiably high. Contrary
to its previous practice, the French anti-trust authority
obviously used global sales of Kloeckner & Co as the basis for the
fine's calculation, even though the violations were committed
exclusively by the French subsidiary, KDI SAS, and only affected
the French market.  For this reason, KDI SAS will appeal the fine
with the aim of significantly reducing the amount and of obtaining
a suspension of payment until a final judgment has been rendered.

The fine will negatively impact the 2008 group results of
Kloeckner & Co SE by a total of EUR79 million.  Reserves had been
made in the amount of EUR20 million.  In addition, today’s
Kloeckner & Co SE (the former acquisition vehicle of private
equity investors Lindsay Goldberg & Bessemer) possesses a
compensation claim totaling EUR70 million towards the previous
owners of the Kloeckner & Co group resulting from the sale of the
group in 2005.

                  About Kloeckner & Co

Kloeckner & Co -- http://www.kloeckner.de/-- is the largest
producer-independent distributor of steel and metal products in
the European and North American markets combined.  The core
business of the Kloeckner & Co Group is the storage and
distribution of steel and non-ferrous metals.  About 210,000
active customers are supplied through more than 260 distribution
locations in 15 countries in Europe and North America.  During the
financial year 2007, the Company achieved sales of approximately
EUR6.3 billion with more than 10,000 employees.


KLOECKNER & CO: EUR169 Mil. Fine Won't Affect S&P's 'BB' Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services said that its rating and
outlook on Germany-based steel distributor Kloeckner & Co. S.E.
(Kloeckner; BB/Stable/--) are not immediately affected by the
imposition of a fine of EUR169 million by the French antitrust
authority.

The fine relates to alleged anticompetitive behavior in a certain
French subsidiary of the group during 1999-2004, prior to its
acquisition by Kloeckner in 2005.  Kloeckner's fine of
EUR169 million is part of a total EUR575 million fine levied on
European steel distributors.

Kloeckner has stated that it will appeal against the fine, and
that it expects the amount to be paid will be partly mitigated by
a compensation claim of EUR70 million from the former owners of
the Kloeckner subsidiary involved.

S&P did not factor this development into S&P's last rating action
on Dec. 11, 2008, when S&P revised the outlook to stable from
positive.  Although the payment can be met from available
liquidity, this adds a further negative factor to Kloeckner's
profitability and cash flow, at a time of sharply weaker market
conditions, and so S&P will continue to monitor the situation
closely.


MARSCHNER DRUCK GMBH: Claims Registration Period Ends Feb. 6
------------------------------------------------------------
Creditors of Marschner Druck GmbH have until Feb. 6, 2009, to
register their claims with court-appointed insolvency manager.

Creditors and other interested parties are encouraged to attend
the meeting at 10:30 a.m. on March 2, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Hamburg
         Hall B 405
         Fourth Floor Annex
         Civil Justice Bldg.
         Sievkingplatz 1
         20355 Hamburg
         Germany

Claims set out in the insolvency manager's report will be verified
by the court during this meeting.  Creditors may also constitute a
creditors' committee or opt to appoint a new insolvency manager.

The insolvency manager can be reached at:

         Burckhardt Reimer
         Domstrasse 15
         20095 Hamburg
         Germany

The District Court opened bankruptcy proceedings against the
company on Dec. 9, 2008.  Consequently, all pending proceedings
against the company have been automatically stayed.

The Debtor can be reached at:

         Marschner Druck GmbH
         Neuer Hoeltigbaum 11
         22143 Hamburg
         Germany
         Attn: Wolfgang Bahls and
               Dieter Marschner, Managers


MOBEWA GMBH: Claims Registration Period Ends January 30
-------------------------------------------------------
Creditors of MOBEWA GmbH have until Jan. 30, 2009, to register
their claims with court-appointed insolvency manager.

Creditors and other interested parties are encouraged to attend
the meeting at 10:30 a.m. on March 4, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court Erfurt
         Hall 12
         Judicial Center
         Rudolfstr. 46
         99092 Erfurt
         Germany

Claims set out in the insolvency manager's report will be verified
by the court during this meeting.  Creditors may also constitute a
creditors' committee or opt to appoint a new insolvency manager.

The insolvency manager can be reached at:

         Dr. Harald Hess
         Leipziger Strasse 71
         99085 Erfurt
         Germany

The District Court opened bankruptcy proceedings against the
company on Dec. 10, 2008.  Consequently, all pending proceedings
against the company have been automatically stayed.

The Debtor can be reached at:

         MOBEWA GmbH
         Attn: Martin Holzhause, Manager
         Boyneburgufer 5
         99089 Erfurt
         Germany


PHOTOTRONIC INC: Posts US$210 Million Net Loss for Fiscal 2008
------------------------------------------------------------
Photronics Inc. reported US$210.8 million in net loss, or US$5.06
per share, for fiscal 2008 compared to US$24.5 million in net
income, or US$0.56 per diluted share, in the prior fiscal year.

The company said that the net loss for fiscal 2008 includes
primarily goodwill and long-lived assets impairment charges of
US$199.5 million net of tax, or US$4.79 per diluted share.  On a
non-GAAP basis, excluding the effect of the above-mentioned
charges, the company's net loss for fiscal 2008 was US$11.2
million, or US$0.27 per share.  Net income for fiscal 2007
included a net benefit of US$7.9 million, or US$0.16 per share,
relating to the resolution and settlement of U.S. and foreign tax
liabilities associated with uncertain tax positions in prior
years.

The company also reported sales for the quarter were
US$103.3 million, up 1.7% from US$101.6 million in the fourth
quarter of fiscal 2007.  Semiconductor photomasks accounted for
US$77.5 million, or 75.0% of revenues during the fourth quarter of
fiscal 2008, while sales of flat panel display (FPD) photomasks
accounted for US$25.8 million, or 25.0%, of revenues.  Net income
for the fourth quarter of fiscal 2008 amounted to US$0.2 million,
or US$0.01 per diluted share, compared to net income in the fourth
quarter of fiscal 2007 of US$0.4 million, or US$0.01 per diluted
share.

According to the company, sales for the 2008 fiscal year were
US$422.5 million, up slightly from the US$421.5 million reported
in fiscal 2007.  Semiconductor photomasks accounted for
US$314.9 million, or 74.5% of revenues during fiscal 2008, while
sales of FPD photomasks accounted for US$107.6 million, or 25.5%.
Year-over-year, semiconductor photomask revenues decreased 7.2%,
while FPD photomask revenues increased 31.1%.

Constantine S. Macricostas, Photronics' chairman and interim chief
executive officer commented, "Our financial results for the fourth
quarter reflect solid execution in the face of a difficult market
environment.  I was pleased that our strict cost control measures
allowed Photronics to be profitable for the fourth quarter.  For
the full 2008 fiscal year, our FPD business performed well,
offsetting softness in the integrated circuit mask market.  Now
that our credit facility is in place, our goal is to return to
profitability on an annual basis and to strengthen our balance
sheet.  We remain committed to executing our cost reduction and
growth strategy."

A full-text copy of the company's condensed consolidated
statements of operations is available for free at:

               http://ResearchArchives.com/t/s?3681

                     About Photronics Inc.

Headquartered in Brookfield, Connecticut, Photronics Inc. --
http://www.photronics.com/-- is a manufacturer of photomasks,
which are high precision quartz plates that contain microscopic
images of electronic circuits.  A key element in the manufacture
of semiconductors and flat panel displays, photomasks are used to
transfer circuit patterns onto semiconductor wafers and flat panel
substrates during the fabrication of integrated circuits, a
variety of flat panel displays and, to a lesser extent, other
types of electrical and optical components.  They are produced in
accordance with product designs provided by customers at
strategically located manufacturing facilities in Asia, Europe,
and North America.  In Europe, the company maintains operations in
Dresden, Germany and Manchester, U.K.

                             *   *   *

According to the Troubled Company Reporter on Nov. 10, 2008,
Standard & Poor's Ratings Services lowered its corporate credit on
Brookfield, Conn.-based Photronics Inc. (PLAB) to 'B-' from 'BB-'
and placed the ratings on CreditWatch with developing
implications.


RAPEOIL BIOKRAFT: Claims Registration Period Ends Jan. 28
---------------------------------------------------------
Creditors of Rapeoil Biokraft Vertriebs GmbH have until Jan. 28,
2009, to register their claims with court-appointed insolvency
manager.

Creditors and other interested parties are encouraged to attend
the meeting at 11:00 a.m. on Feb. 25, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Gifhorn
         Hall 118
         Am Schlossgarten 4
         38518 Gifhorn
         Germany

Claims set out in the insolvency manager's report will be verified
by the court during this meeting.  Creditors may also constitute a
creditors' committee or opt to appoint a new insolvency manager.

The insolvency manager can be reached at:

         Friedemann U. Schade
         Seelhorststrasse 64
         30175 Hannover
         Germany
         Tel: 0511/515122-0
         Fax: 0511/515122-19
         Website: www.kuebler-gbr.de

The District Court opened bankruptcy proceedings against the
company on Dec. 9, 2008.  Consequently, all pending proceedings
against the company have been automatically stayed.

The Debtor can be reached at:

         Rapeoil Biokraft Vertriebs GmbH
         Attn: Graue Riethe 3
         29378 Wittingen
         Germany


SCHENCK-AUTOMATEN GMBH: Claims Registration Period Ends Jan. 22
---------------------------------------------------------------
Creditors of Schenck-Automaten GmbH have until Jan. 22, 2009, to
register their claims with court-appointed insolvency manager.

Creditors and other interested parties are encouraged to attend
the meeting at 9:30 a.m. on Feb. 19, 2009, at which time the
insolvency manager will present her first report.

The meeting of creditors will be held at:

         The District Court of Neumuenster
         Meeting Hall B.126
         Law Courts
         Boostedter Strasse 26
         Neumuenster
         Germany

Claims set out in the insolvency manager's report will be verified
by the court during this meeting.  Creditors may also constitute a
creditors' committee or opt to appoint a new insolvency manager.

The insolvency manager can be reached at:

         Kirstin Kruhl
         Strassenbahnring 3
         20251 Hamburg
         Germany

The District Court opened bankruptcy proceedings against the
company on Dec. 10, 2008.  Consequently, all pending proceedings
against the company have been automatically stayed.

The Debtor can be reached at:

         Schenck-Automaten GmbH
         Holstenstrasse 16
         24582 Bordesholm
                  Germany

         Attn: Herrn Peter Meinke, Manager
         An der Alten Schule 17
         24235 Stein
         Germany


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


ATHENEE CDO: Moody's Junks Ratings on Two Classes of Notes
----------------------------------------------------------
Moody's Investors Service has downgraded and left on review for
further possible downgrade its ratings of two classes of notes
issued by Athenee CDO Plc.

The transaction is a managed synthetic CDO referencing, among
other assets US and European corporate names.  The banking and
Insurance sectors constitute approximately 40% of the underlying
pool.

According to Moody's, the rating actions are the result of
deterioration in the credit quality of the transaction's reference
portfolio, which includes but is not limited to exposure to GMAC
LLC, which was downgraded by Moody's to C on 20 November 2008.
The transaction has a significant exposure to corporate names
which continue to deteriorate in the current economic environment.
This will weigh on the ratings of both transactions.

The rating actions are:

Athenee CDO Plc:

(1) The Series 2006-5 EUR20,000,000 Tranche A2 Secured Step Up
Floating Rate Notes due 2013

  -- Current Rating: Caa1
  -- Prior Rating: B1, on review for possible downgrade
  -- Prior Rating Action Date: 28 November 2008

(2) The Series 2006-6 EUR10,000,000 Tranche A2 Secured Floating
Rate Notes due 2013

  -- Current Rating: Caa1
  -- Prior Rating: B1, on review for possible downgrade
  -- Prior Rating Action Date: 28 November 2008


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


LUSITANO MORTGAGES: Moody's Cuts Rating on Class D Notes to B3
--------------------------------------------------------------
Moody's Investors Service has taken these rating actions on the
notes issued by Lusitano Mortgages No. 5 plc:

  -- Class A Mortgage-Backed Floating-Rate Notes due 2059,
     Confirmed at Aaa; previously on 31 July 2008 placed under
     review for possible downgrade,

  -- Class B Mortgage-Backed Floating-Rate Notes due 2059,
     Confirmed at A2; previously on 31 July 2008 downgraded to A2
     from Aa2 and placed under review for possible downgrade,

  -- Class C Mortgage-Backed Floating-Rate Notes due 2059,
     Confirmed at Baa2; previously on 31 July 2008 downgraded from
     A1 and placed under review for possible downgrade, and

  -- Class D Mortgage-Backed Floating-Rate Notes due 2059,
     Downgraded to B3 from B1; previously on 31 July 2008
     downgraded to B1 from Baa2 and placed under review for
     possible downgrade.

  -- Last rating action date: 31 July 2008.

All ratings of the notes have been under review for possible
downgrade since July 31, 2008, when Moody's took a rating action
on the notes due to worse-than-expected collateral performance.
On September 29, Moody's announced that it had concluded the
review of the hedge arrangements for Lusitano 5 and had determined
that there were, as per Moody's current understanding, no
incremental risks stemming from these arrangements that could
translate into increased losses for noteholders.  However, the
review for weaker-than-expected performance was still continuing.

The rating action concludes Moody's review of the transaction from
a performance point of view.  The action takes into account the
increased portfolio loss expectations resulting from the
relatively high delinquency and default levels shown in the
collateral performance.  25 months after issuance, 90+ day
delinquencies are at 3.43% of the current portfolio balance, while
defaults stand at 0.99% of the original portfolio balance with
limited recovery to date.  In addition, the notes are slightly
under-collateralized due to the way the written-off loan
provisioning mechanism works in the structure.  Indeed, loans are
provisioned for during the course of three consecutive years
starting from 12 months after a loan first defaults.

Moody's has assessed updated loan-by-loan information of the
outstanding portfolio to determine the increase in credit support
needed to address the current portfolio performance and to assess
the volatility of future losses.  Taking into account the current
amount of cumulative defaults and completing a delinquency/default
roll-rate and severity analysis for the non-defaulted portion of
the portfolio, Moody's has adjusted its loss expectations for this
portfolio to a range of 1.6%-2% of the original pool balance.

Lusitano 5 is Banco Espirito Santo's fifth RMBS transaction.  It
closed in September 2006.  The products securitized are first-lien
mortgage loans granted to individuals, all of whom are using these
loans to acquire, construct or refurbish residential properties in
Portugal.  The WALTV at closing was 72.36% and currently it is
70.25%.  The current pool factor is 80.32%.

Moody's ratings address the expected loss posed to investors by
the legal final maturity of the notes.  Moody's ratings address
only the credit risks associated with the transaction.  In Moody's
opinion, the structure allows for timely payment of interest and
ultimate payment of principal with respect to the Notes by the
legal final maturity.  Other non-credit risks have not been
addressed, but may have a significant effect on yield to
investors.

Moody's will continue to monitor the performance of this
transaction closely.


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


AINA-2007 LLP: Proof of Claim Deadline Slated for Feb. 3
--------------------------------------------------------
The Specialized Inter-Regional Economic Court of Atyrau has
declared LLP Aina-2007 insolvent.

Creditors have until Feb. 3, 2009, to submit written proofs of
claim to:

         The Specialized Inter-Regional
         Economic Court of Atyrau
         3rd. Floor
         Abai Str. 10a
         Atyrau
         Kazakhstan
         Tel: 8 (71222) 32-90-02


ASIA CART: Creditors Must File Claims by Feb. 3
-----------------------------------------------
The Specialized Inter-Regional Economic Court of Almaty has
declared LLP Asia Cart insolvent.

Creditors have until Feb. 3, 2009, to submit written proofs of
claim to:

         The Specialized Inter-Regional
         Economic Court of Almaty
         Aiteke bi Str. 50-32
         050000 Almaty
         Kazakhstan
         Tel: 8 777 223 62-01


BOTASAN LLP: Claims Filing Period Ends Feb. 4
---------------------------------------------
The Specialized Inter-Regional Economic Court of Aktube has
declared LLP Botasan insolvent on June 20, 2008.

Creditors have until Feb. 4, 2009, to submit written proofs of
claim to:

         The Specialized Inter-Regional
         Economic Court of Aktube
         Altynsarin Str. 31
         Aktobe
         Aktube
         Kazakhstan
         Tel: 8 (7132) 21-30-32


KAMAZ-DIESEL LLP: Creditors' Claims Due on Feb. 4
-------------------------------------------------
The Specialized Inter-Regional Economic Court of Kostanai has
declared LLP Kostanai Trade House Kamaz-Diesel insolvent.

Creditors have until Feb. 4, 2009, to submit written proofs of
claim to:

         The Specialized Inter-Regional
         Economic Court of Kostanai
         Gogol Str. 177a
         Kostanai
         Kazakhstan


KAZAKHGOLD GROUP: Fitch Puts B Issuer Default Rating on WatchNeg.
-----------------------------------------------------------------
Fitch Ratings has placed KazakhGold Group Limited's Long-term
Issuer Default Rating and senior unsecured rating, both rated 'B',
on Rating Watch Negative.

This follows KazakhGold's announcement on 26 September 2008 that
it had received an approach from Polyus Gold in relation to a
possible partial offer for 50.1% of the company's issued, and to
be issued, share capital, as well as an announcement on 14
November 2008 that the government of Kazakhstan had given its
consent to the possible partial offer and decided not to exercise
its pre-emption right to acquire shares in the issuer.

While there can be no certainty that Polyus Gold's partial offer
for the issued share capital of KazakhGold will be forthcoming,
Fitch understand that if this were to happen, the transaction may
represent a change of control event under KazakhGold's US$200
million bond documentation and could trigger the right of
bondholders to require KazakhGold to repurchase all or any part of
its issued bonds.  Given KazakhGold's limited cash reserves
(US$68m at end H108), the RWN reflects Fitch's concern that this
possible series of events could have on the company's liquidity,
and its ability to redeem the US$200 million bonds.

In placing KazakhGold on RWN, Fitch has balanced the positive
effects of the possible share acquisition against the
uncertainties surrounding the possible final term and conditions
of a transaction, and the resulting effect on bondholders.  Fitch
expects to resolve the RWN following disclosure of the possible
final terms and conditions of an offer, and following a management
meeting to discuss the issuer's strategy going forward.

Fitch notes that Polyus Gold's much larger business and stronger
balance sheet may, potentially, lead to an enhanced credit profile
for KazakhGold depending on the operational and financial support
that the former might provide.  The controlling Assaubayev family
reportedly plans to sell its entire stake of approximately 41% of
the outstanding shares of KazakhGold and Polyus Gold and does not
seem to be keen to own more than 50.1% of the company.  A deal
could mark an opportunity for Polyus Gold to access Kazakhstan's
substantial mineral wealth with possible further acquisitions.


KOBDA LLP: Claims Registration Ends Feb. 4
------------------------------------------
The Specialized Inter-Regional Economic Court of Aktube has
declared LLP Kobda insolvent on June 12, 2008.

Creditors have until Feb. 4, 2009, to submit written proofs of
claim to:

         The Specialized Inter-Regional
         Economic Court of Aktube
         Altynsarin Str. 31
         Aktobe
         Aktube
         Kazakhstan
         Tel: 8 (7132) 21-30-32


NEWSPAPER CENTER: Proof of Claim Deadline Slated for Feb. 3
-----------------------------------------------------------
The Specialized Inter-Regional Economic Court of Astana has
declared LLP Editorial Board of Newspaper Center insolvent.

Creditors have until Feb. 3, 2009, to submit written proofs of
claim to:

         The Specialized Inter-Regional
         Economic Court of Astana
         Respublika ave. 1-40
         Astana
         Kazakhstan
         Tel: 8 (7172) 21-72-84


SARAPSHY ATYRAU: Creditors Must File Claims by Feb. 3
-----------------------------------------------------
The Specialized Inter-Regional Economic Court of Atyrau has
declared LLP Sarapshy Atyrau insolvent.

Creditors have until Feb. 3, 2009, to submit written proofs of
claim to:

         The Specialized Inter-Regional
         Economic Court of Atyrau
         3rd. Floor
         Abai Str. 10a
         Atyrau
         Kazakhstan
         Tel: 8 (71222) 32-90-02


SKIBUS LLP: Claims Filing Period Ends Feb. 4
--------------------------------------------
The Specialized Inter-Regional Economic Court of Karaganda has
declared LLP Skibus insolvent.  Creditors have until Feb. 4, 2009,
to submit written proofs of claim to:

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


TEMIR MERDIGER: Creditors' Claims Due on Feb. 4
-----------------------------------------------
The Specialized Inter-Regional Economic Court of Kostanai has
declared LLP Temir Merdiger insolvent.

Creditors have until Feb. 4, 2009, to submit written proofs of
claim to:

         The Specialized Inter-Regional
         Economic Court of Kostanai
         Baitursynov Str. 70
         Kostanai
         Kazakhstan


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


ITIG RISK: Creditors Must File Claims by February 3
---------------------------------------------------
LLC Itig Risk Services has declared insolvency.  Creditors have
until Feb. 3, 2009, to submit written proofs of claim to:

         Ibraimov Str. 33a
         Bishkek
         Kyrgystan


GALACTICA LLC: Creditors Must File Claims by January 3
------------------------------------------------------
LLC Manufacturing Commercial Firm Galactica has declared
insolvency.  Creditors have until Jan. 3, 2009, to submit proofs
of claim.

The company can be reached at: (+996 312) 69-87-86


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


JAZZ CDO: Fitch Downgrades Class C Notes to 'B'
-----------------------------------------------
Fitch Ratings has downgraded four classes of Jazz CDO I B.V. notes
due 2011, affirmed one class and assigned rating outlooks.

  -- Class A notes (ISIN XS0143237088): affirmed at 'AAA';
     assigned Outlook Stable

  -- Class B notes (ISIN XS0143240033): downgraded to 'BBB-' (BBB
     minus) from 'AAA'; assigned Outlook Negative

  -- Class C-1 notes (ISIN XS0143240546): downgraded to 'B' from
     'A'; assigned Outlook Negative

  -- Class C-2 notes (ISIN XS0143900065): downgraded to 'B' from
     'A'; assigned Outlook Negative

  -- Class D-1 notes (ISIN XS0143241197): downgraded to 'CCC' from
     'BBB'

The downgrades reflect the default of the largest obligor in the
portfolio and portfolio deterioration since the last rating
actions in August 2008.  The portfolio has experienced the default
of Lehman Brothers Inc (2% exposure) and 6.5% of the current
portfolio is treated as rated 'CCC+' or below in the analysis
which includes notching for Ratings Watch Negative and Outlook
Negative names of 1 notch.  On the same basis the 'CCC+' and below
bucket in August 2008 was 0.6%.  In addition a further default
occurred in December on Tribune Co. (0.5% exposure).  In the
analysis the current credit enhancement levels for the Class B, C-
1, C-2 and D notes are not sufficient to justify their current
ratings.

The magnitude of the downgrades reflects the highly leveraged
nature of the structure.  Unexpected loss stemming from extremely
low recovery prospects on defaulted assets have led to significant
changes in required credit support for the current ratings of the
notes.  Whilst there is a high level of excess spread currently in
the deal, which can be used to de-leverage the transaction upon
failure of coverage tests, defaults occurring at the end of the
transaction's life would have limited scope to benefit from this
mechanism.  As at the 31 October trustee report, the class D
overcollateralization test is currently failing with a level of
101.49% against a minimum test trigger of 101.82%.

For the Class A notes, the current credit enhancement level is
deemed sufficient to justify the current rating.

In March 2002, Jazz CDO I B.V., a special purpose vehicle
incorporated with limited liability under the laws of the
Netherlands, entered into a EUR1,235 million super senior swap and
issued EUR270 million of various Classes of notes and invested the
proceeds in a portfolio of investment-grade cash and synthetic
assets.


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


BPN SGPS: Moody's Keeps 'Caa1' Issuer Rating & Puts Neg. Outlook
----------------------------------------------------------------
Moody's Investors Service has confirmed the Caa1 issuer rating of
BPN SGPS, SA and assigned a negative outlook.  The issuer rating
will be withdrawn for business reasons.

The confirmation of the rating at Caa1 reflects the fact that BPN
SGPS has no debt obligations but will suffer a significant
reduction in capital once it recognizes the loss of its former
main asset -- Banco Portugues de Negocios, S.A. (BPN, rated
Baa3/Prime-3 -- on review with direction uncertain.  Its E+ bank
financial strength rating (BFSR) carries a negative outlook).

The last rating action was on November 21, 2008, when Moody's
downgraded the issuer rating of BPN SGPS to Caa1 from Ba1 and
maintained it on review for possible further downgrade, following
the nationalization of BPN, which was the entity's main asset.

Issuer: BPN - SGPS, SA

Outlook Actions:

  -- Outlook, Changed to Negative From Rating Under Review

Confirmations:

  -- Issuer Rating, Confirmed at Caa1


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


ALROSA CO: Gets RUR44.3 Bln Refinancing Loan from VTB
-----------------------------------------------------
VTB has provided a RUR44.3 billion (US$1.6 billion) loan to Alrosa
Co. Ltd. to refinance its short-term foreign and domestic debts,
RIA Novosti reports citing the bank.

The report relates that VTB said the loan has a term of 600 days.

Alrosa, the report recounts, earlier planned to pay off its debt
by floating Eurobonds in November, but was forced to postpone the
placement amid the ongoing financial crisis.

                          About Alrosa

ALROSA Co. Ltd. -- http://eng.alrosa.ru/eng/-- is Russia's
largest diamond company engaged in the exploration, mining,
manufacture and sales of diamonds and one of the world's major
rough diamond producers.  ALROSA produces about 20% of the world's
rough diamond output and accounts for almost 100% of all rough
diamonds produced in Russia.

                          *     *     *

As reported in the TCR-Europe on Nov. 28, 2008, Moody's Investors
Service affirmed the Ba2 corporate family ratings of ALROSA
Company Ltd and Ba2 senior unsecured US$500 million 2014 notes
raised by the group at ALROSA Finance SA and guaranteed by ALROSA
Company Ltd.  The outlook is stable.

While Moody's affirmed the ratings, it has also revised the inputs
that support the Ba2 corporate family ratings.


ASTRA-LES LLC: Creditors Must File Claims by January 12
------------------------------------------------------
Creditors of LLC Astra-Les (TIN 4345049903) (Forestry) have until
Jan. 12, 2009, to submit proofs of claims to:

         I. Shatunov
         Insolvency Manager
         Russia

The Arbitration Court of Kirovskaya commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. ?28–6130/2008–149/24.

The Debtor can be reached at:

         LLC Astra-Les
         Lenina Str. 127
         Kirov
         Russia


AVENUE OSTEUROPA: Moody's Junks Corporate Family Rating
-------------------------------------------------------
Moody's Investors Service has downgraded to Caa2 the B3 corporate
family rating and probability of default rating of Avenue
Osteuropa GmbH the parent company of the Avenue Group, which is
based in Moscow, Russia.  At the same time, Moody's Interfax
Rating Agency, which is majority owned by Moody's, downgraded to
B2.ru from Baa2.ru the national scale credit rating of Avenue.
The outlook is negative.  This concludes the rating review for
possible downgrade that was initiated on October 16, 2008.

At the same time, the agency withdraws the (P)B1.ru provisional
national scale debt rating of senior unsecured notes to be issued
by Avenue Finance LLC.  The rating has been withdrawn because the
company confirmed to Moody's that it has abandoned its planned
launch due to prevailing adverse market conditions.

The one-notch downgrade primarily reflects the company's exposure
to liquidity and funding risks, given the relatively short
maturity profile of its debt; about three-quarters of its
borrowings are repayable within the next twelve months.  Moody's
noted that the ability and willingness of local banks in Russia to
provide local companies with sufficient funds to finance growth
and day to day business has been reduced.  This could negatively
effect Avenue's liquidity position and, in Moody’s opinion,
increases the likelihood of default.

In addition, Avenue's cash flow is expected to be put under stress
in the coming year as the company has postponed some of its real
estate development projects.  Moreover, the construction
management and plant hire businesses, which historically account
for c. 60% of revenues, are facing diminished demand combined with
increased working capital as receivables take longer to collect
and inventory levels grow.  According to management accounts,
funds from operations remained adequate and positive through Q3
2008, but free cash flow was negative and the funding requirement
was filled by increased short term borrowings, thus adding further
pressure on the company's near-term refinancing requirements.

The outlook is negative due to the agency's expectation that the
challenging economic conditions should continue to pressure cash
flows and profits for both the construction and real estate
development industries.  Moreover, the lack of liquidity in the
credit markets should continue generally to make refinancing more
difficult.

Avenue's Caa2 rating is supported by the company's well-
established, 14-year track record; first as a contractor and more
recently as a real estate investor and developer.  The company's
operating income is diversified and it benefits from positive
funds from operations and moderate leverage.  The land bank is of
more modest proportion than its peers with approximately 4 to 5
years supply for new development projects and thus reduces the
potential pricing risk for this key development input.

The rating is constrained by (i) the refinancing risk relating to
its relatively short debt maturity profile; (ii) Avenue's
relatively weak financial strength metrics compared to its global
peers; (iii) the downturn in the Russian economy and dramatic fall
in demand for residential and commercial real estate; (iv) the
uncertainties inherent in the current operating environment in the
Russian real estate industry, such as unpredictable shifts in
licensing and a legal framework that lacks transparency.

Moody's last rating action was taken on October 16, 2008 when the
agency placed the ratings of Avenue Osteuropa under review for
possible downgrade.

Avenue Group is a contractor for large-scale complex buildings as
well as a residential and commercial real estate developer and
investor in Moscow city center and its regions.  The company's
unaudited accounts reported total revenues of approximately
RUR3.7 billion and total assets of RUR20.4 billion as at
December 31, 2007.


INDUSTRIAL TECHNOLOGIES: Creditors Must File Claims by Jan. 12
--------------------------------------------------------------
Creditors of LLC Industrial Technologies and Machinery have until
Jan. 12, 2009, to submit proofs of claims to:

         S. Kiselev
         Insolvency Manager
         Post User Box 333
         Post Office 100
         170100 Tver
         Russia

The Arbitration Court of Tverskaya commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. ?66–7945/2008.

The Debtor can be reached at:

         LLC Industrial Technologies and Machinery
         Lenina Str. 1
         Kalashnikovo
         Likhoslavalskiy
         17105 Tverskaya
         Russia


KAZAN-INSTRUMENT-SERVIS: Creditors Must File Claims by Jan. 12
--------------------------------------------------------------
Creditors of LLC Kazan-Instrument-Servis (PSRN1031630205530, TIN/
1660063714, RVC 166001001) have until Jan. 12, 2009, to submit
proofs of claims to:

         S. Sergeyev
         Insolvency Manager
         Post User Box 96
         420021 Kazan-21
         Tatarstan
         Russia

The Arbitration Court of Tatarstan commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. ?65–21699/2008-SG4–26.

The Debtor can be reached at:

         LLC Kazan-Instrument-Servis
         Gubkina Str. 31A
         40088 Kazan
         Tatarstan
         Russia


KLIMOVSKIY CANNERY: Creditors Must File Claims by January 12
-----------------------------------------------------------
Creditors of LLC Klimovskiy Cannery Plant have until Jan. 12,
2009, to submit proofs of claims to:

         M. Slanko
         Temporary Insolvency Manager
         Polevaya Str. 6
         Pogar
         243550 Bryanskaya
         Russia
         Tel: 8-(48349)-2-12-48

The Arbitration Court of Bryanskaya commenced bankruptcy
supervision procedure.  The case is docketed under Case No. ?09–
10386/2008–32.

The Debtor can be reached at:

         LLC Klimovskiy Cannery Plant
         Klimovo
         Bryanskaya
         Russia


MM-METAL LLC: Creditors Must File Claims by January 12
------------------------------------------------------
Creditors of LLC MM-Metal (TIN 6357041469) have until Jan. 12,
2009, to submit proofs of claims to:

         N. Kalinin
         Temporary Insolvency Manager
         Sovetskaya str. 12
         607510 Sergach
         Russia

The Arbitration Court of Samarskaya commenced bankruptcy
supervision procedure.  The case is docketed under Case No. ?55–
15856/2008.

The Debtor can be reached at:

         LLC MM-Metal
         Lermontova Str. 11
         Pokhvistnevo
         Samarskaya
         Russia


ROOF RUSSIA: Fitch Downgrades Ratings on Three Tranches to Low-B
----------------------------------------------------------------
Fitch Ratings downgraded all tranches issued by ROOF Russia S.A.,
removed the Rating Watch Negative and assigned a Negative Outlook
to all ratings:

  -- Class A (ISIN XS0298206193): Downgraded to 'BBB-' (BBB minus)
     from 'A-' (A minus); Outlook Negative

  -- Class B (ISIN XS0298206946): Downgraded to 'BB+' from 'BBB';
     Outlook Negative

  -- Class C (ISIN XS0298208058): Downgraded to 'BB-' (BB minus)
     from 'BB'; Outlook Negative

  -- Class D (ISIN XS0298208991): Downgraded to 'B-' (B minus)
     from 'B'; Outlook Negative

The downgrade resolves the Rating Watch Negative assigned to the
ratings on November 13, 2008.  It is driven by the lasting
pressure on Russia's currency versus the US dollar.  In Fitch's
view the continued devaluation will have a detrimental effect on
the portfolio's performance.

Since August 2008 the rouble has lost 15% of its value versus the
US dollar.  This continuously increases the liability of borrowers
under the US$ denominated loans securitized via ROOF Russia S.A.
The Central Bank of Russia has in the past heavily intervened to
defend a foreign currency regime that links the rouble to a
foreign currency basket consisting of US$ and EUR.  However, in
recent weeks the trading band was broadened in small steps eight
times.  If further and more severe depreciation is allowed, the
pressure on the currency will be directly passed on to the
underlying debtors.  As such the indirect protection borrowers
benefited from previously, continues to fade away.

The increasing debt burden of borrowers under the foreign currency
loans can trigger two scenarios that are of concern to Fitch.
Firstly, the default frequency of debtors will increase due to the
household's income falling short of the rising payment obligation.
To take this risk into account, Fitch has revisited its default
rate assumptions attached to the various ratings levels.
Secondly, rising pressure on the borrowers could prompt the
authorities to re-denominate US$ debt into local currency.

Depending on the conversion rate used and the subsequent exchange
rate movements, such intervention could lead to collections
falling short of their expected amounts in US$ terms.  The
transaction has no structural protection against this risk.

The transaction is scheduled to remain revolving until May 2010
and the available credit protection for the notes has only changed
slightly since closing.  As such the credit enhancement structure
falls short of supporting Fitch's revised assumptions at their
current rating levels.

These two aspects drive the rating action.  The Outlook on the
ratings remains Negative reflecting Fitch's view that the
performance of the portfolio is vulnerable to rapid deterioration
in the coming months.

The transaction is a securitization of auto loan receivables
originated by ZAO Raiffeisenbank (rated 'A-'(A minus), Negative
Outlook).  Its current outstanding balance amounts to US$398
million.


ROSSIYA INSURANCE: Fitch Puts B+ Insurer FS Rating on WatchNeg.
---------------------------------------------------------------
Fitch Ratings has placed Russia-based Rossiya Insurance Company's
'B+' Insurer Financial Strength and 'A- (minus)(rus)' National IFS
rating on Rating Watch Negative.

The RWN reflects Rossiya's weakening capital strength as a result
of the rapid pace of premium income growth, and Fitch's
uncertainty over the successful completion of a proposed RUR1
billion share issue.  Russia's Federal Financial Markets Service
announced on 9 December that this issue had been suspended.

Fitch notes that Rossiya's net written premiums increased 109% in
2007 to RUR8 billion.  In Fitch's opinion, this pace of growth is
outstripping the company's ability to maintain capital at a level
commensurate with the current rating level.  Underwriting
performance, however, remains very good and the combined ratio was
82.8% in 2007 and 80.9% at 9M08.

Fitch expects to resolve the RWN once the FFMS has given
permission for the share issue to take place, at which point the
ratings may be affirmed at current levels.  If, however, the share
issue is not achieved, the most likely outcome would be a
downgrade of the IFS ratings.


SAKH-LES LLC: Court Names Temporary Insolvency Manager
------------------------------------------------------
The Arbitration Court of Sakhalinskaya appointed N. Mikhnev as
Temporary Insolvency Manager for LLC Sakh-Les (TIN 6502004521)
(Forestry).  The case is docketed under Case No. ?59-2993/08-S4.
He can be reached at:

         Office 539
         Dzerzhinskogo Str/ 15
         Yuzhno-Sakhalinsk
         693008 Sakhalinskaya
         Russia

The Debtor can be reached at:

         LLC Sakh-Les
         Lesniy pereulok 1
         Aleksandrovsk-Sakhalinskiy
         694420 Sakhalinskaya
         Russia


STROY-SERVIS LLC: Creditors Must File Claims by February 12
-----------------------------------------------------------
Creditors of LLC Stroy-Servis (TIN 0276079248) (Construction) have
until Feb. 12, 2009, to submit proofs of claims to:

I.Latypov
         Insolvency Manager
         Apt. 36
         Rabkorov Str. 2/7
         450024 Ufa
         Bashkortostan
         Russia

The Arbitration Court of Bashkortostan commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. ?07–19432/07-G-KhRM.

The Debtor can be reached at:

         LLC Stroy-Servis
         Bulvar Molodezhy 3/306
         Ufa
         Bashkortostan
         Russia


TRANS OIL LLC: Creditors Must File Claims by February 12
-------------------------------------------------------
Creditors of LLC Trans Oil have until Feb. 12, 2009, to submit
proofs of claims to:

         M. Azizov
         Insolvency Manager
         Post User Box 670
         420032 Kazan
         Russia

The Arbitration Court of Tatarstan commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. ?65-11684/2008-SG4-35.

The Debtor can be reached at:

         LLC Trans Oil
         Sh. Usmanova Str. 32A
         Kazan
         Tatarstan
         Russia


UDOMLYA LLC: Creditors Must File Claims by February 12
------------------------------------------------------
Creditors of LLC Udomlya Large Panel Building Construction have
until Feb. 12, 2009, to submit proofs of claims to:

         S. Kiselev
         Insolvency Manager
         Post User Box 333
         Post Office 100
         170100 Tver
         Russia

The Arbitration Court of Tverskaya commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. ?66–3907/2008.

The Debtor can be reached at:

         LLC Udomlya
         Avtodorozhny pereulok 2
         Udomlya
         171842 Tverskaya
         Russia


ZEYA AIRPORT LLC: Creditors Must File Claims by February 12
-----------------------------------------------------------
Creditors of LLC Zeya Airport (TIN 2815005741) have until
Feb. 12, 2009, to submit proofs of claims to:

         V. Lagutin
         Insolvency Manager
         Gorkogo Str. 152
         Blagoveshchensk
         675000 Amurskaya
         Russia

The Arbitration Court of Amurskaya commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. ??4-4153/08-10/329B.

The Debtor can be reached at:

         LLC Zeya Airport
         676246 Zeya
         Amurskaya
         Russia


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


AYT CAIXANOVA: Fitch Assigns 'BB-' Rating on EUR26 Mil. Notes
-------------------------------------------------------------
Fitch has assigned AyT CAIXANOVA FTPYME I FTA notes totalling
EUR200 million due in March 2030 expected ratings:

  -- EUR70.2 million Series T: 'AAA' Outlook Stable
  -- EUR73.8 million Series A: 'AAA' Outlook Stable
  -- EUR30 million Series B: 'A-' (A minus) Outlook Stable
  -- EUR26 million Series C: 'BB-' (BB minus) Outlook Stable

This transaction is a cash flow securitization of a EUR200 million
static pool of unsecured loans granted by Caixa de Aforros de
Vigo, Ourense e Pontevedra (Caixanovarated 'A'/'F1' Outlook
Negative), a Spanish savings bank, to small- and medium-sized
Spanish enterprises with the purpose of financing business
activity.  The ratings address the payment of interest on the
notes according to the terms and conditions of the documentation,
subject to a deferral trigger for the Class B, and Class C notes,
as well as the repayment of principal by legal maturity in March
2030.

AyT CAIXANOVA FTPYME I is the first single-seller SME
securitisation transaction originated by Caixanova.  The issuer is
legally represented and managed by Ahorro y Titulizacion SGFT, SA
(AyT, or the Sociedad Gestora), a special-purpose management
company with limited liability incorporated under the laws of
Spain.

The expected ratings on the notes are based on the quality of the
collateral, the underwriting and servicing of the loans, available
credit enhancement, the characteristics and integrity of the
transaction's legal and financial structure and the Sociedad
Gestora's administrative capabilities, and incorporate Fitch's
most up-to-date view of Spanish SME credit risk.

As announced in Fitch's Rating Action Commentary published on 6
November 2007, Fitch is in the process of reviewing its rating
methodology and model assumptions for all new issue SME CDO
ratings.  Investors should be aware that Fitch is reassessing its
analytic views which could impact existing ratings, including the
expected ratings assigned to the securities.


GC FTGENCAT: Moody's Assigns 'Ca' Rating on Series D Notes
----------------------------------------------------------
Moody's Investors Service has assigned these definitive ratings to
the debt issued by GC FTGENCAT CAIXA SABADELL 2, Fondo de
Titulizacion de Activos:

  -- Aaa to the EUR50.4 million Series AS notes
  -- Aaa to the EUR77.6 million Series AG notes
  -- A3 to the EUR48.0 million Series B notes
  -- Baa3 to the EUR24.0 million Series C notes
  -- Ca to the EUR38.0 million Series D notes

GC FTGENCAT CAIXA SABADELL 2, Fondo de Titulizacion de Activos, a
securitisation of small- and medium-sized enterprise loans under
the FTGENCAT programme, comes after the concession by the
Generalitat de Catalunya of a guarantee for Class AG.

According to Moody's, this deal benefits from several credit
strengths including these: (1) a strong swap agreement
guaranteeing an excess spread of 0.75% over a notional equal to
the outstanding amount of Series AS to C; (2) significant
percentage of mortgage loans (81%); (3) a 12-month artificial
write-off mechanism; and (4) the guarantee of the Generalitat de
Catalunya (Aa2), as concerns the Series AG notes.

However, Moody's notes that the deal also features credit
weaknesses, notably: (1) very concentrated pool in real estate
industry (52%), with a significant percentage of real estate
developers (22%); (2) high arrears levels shown in the historical
information provided, specially significant in the most recent
vintages; (3) concentrated pool in terms of borrowers (top ten
debtors represent 9.66% of the provisional pool); (4) geographical
concentration in Barcelona province (mainly corresponding to
Sabadell's area); (5) the originator is unrated by Moody's; this
risk has been mitigated through several features, e.g. a
commingling reserve of 2.65%, a large reserve fund of 19%
providing liquidity to the notes in case of servicer's disruption,
and a stressed servicing fee; and (6) the negative impact of the
interest deferral trigger on the subordinated series.  These
increased risks were reflected in the credit enhancement
calculation.

The provisional pool of underlying assets was, as of November
2008, composed of a portfolio of 1,334 loans and 1,135 borrowers,
granted to enterprises located in Catalonia.  The loans were
originated between 1997 and May 2008, with a weighted average
seasoning of 2.5 years and a weighted average remaining life of
16.5 years.  Around 81% of the outstanding of the portfolio is
secured by a first-lien mortgage guarantee over different types of
properties (with a weighted average LTV of 48.35%).

Geographically, the pool is fully concentrated in Catalonia,
according to the requirement of the FTGENCAT programme.  At
closing, there will be a maximum of 5% of the pool in arrears up
to 30 days.

Moody's based the ratings primarily on: (i) an evaluation of the
underlying portfolio of loans; (ii) historical performance
information and other statistical information; (iii) the swap
agreement hedging the interest rate risk; (iv) the credit
enhancement provided through the GIC account, the excess spread,
the cash reserve and the subordination of the notes; and (v) the
legal and structural integrity of the transaction.

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

Date of last rating action: Provisional ratings assigned on
December 16, 2008.


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


FORD MOTOR: To Hold Talks with UAW for Cost Savings
---------------------------------------------------
Ford spokesman Mark Truby said Friday that the company expected to
work with the United Automobile Workers union to achieve any
savings that G.M. and Chrysler might negotiate, Bill Vlasic at The
New York Times reports.

"We have a strong relationship with the U.A.W.," Mr. Vlasic quotes
Mr. Truby as saying.  "We're going to continue to work to
completely close the competitive gap with foreign transplants."

Ford has shun any federal assistance unlike its peers.  According
to Mr. Vlasic, Ford runs the risk of falling behind G.M. and
Chrysler if those two companies can wrest concessions from the
union and Ford cannot.

As reported in today's Troubled Company Reporter, the White House
announced Friday that the U.S. Treasury Department will extend a
US$9.4 billion secured loan to GM and a US$4.0 billion secured
loan to Chrysler from available Troubled Asset Relief Program
funds.  Another US$4.0 billion will be made available to GM if the
Congress approves the transfer of US$350 billion to the TARP.

The loans, to the extent legally and contractually permissible,
will be secured by first-priority liens on all unencumbered
assets, and junior liens on all encumbered assets.  GM indicated
in testimony before the Congress that its unencumbered assets are
its trademarks and equity interests in foreign subsidiaries.
Chrysler told the Congress all of its assets are fully encumbered;
Chrysler's finance affiliates will guarantee US$2.0 billion of
Chrysler's borrowings.

The New York Times notes that avoiding government bailout is a
risk that Ford is willing and able to take:

   -- Ford has more cash on hand than its larger rival G.M. --
      US$18.9 billion at the end of the third quarter, compared
      with US$16.2 billion for G.M.; and

   -- Ford has a backstop of a US$10.8 billion line of credit with
      banks that it negotiated in 2006.

"At the time, industry analysts saw Ford's mortgaging of its
assets to get the line of credit as a sign of desperation," Mr.
Vlasic wrote.  "Now it appears to be a smart move that separates
Ford from its Detroit rivals, which have been shut out of the
tight credit market and forced to borrow from the government."

Mr. Vlasic notes that by not taking government loans now, Ford can
legitimately portray itself as the healthiest of Detroit's
automakers, and could possibly capitalize on that status in the
marketplace.  According to Mr. Vlasic, one study showed that Ford
benefited during October and November from G.M.'s financial
plight.

The Times also notes that chairman William C. Ford Jr., has said
that Ford is now in a position to lead the industry in its
transition to more fuel-efficient cars.  Mr. Ford said in an
interview last month that Ford hoped to be the model for Detroit's
recovery and to work closely on strategic initiatives favored by
President-elect Barack Obama, the Times says.

"Whether it was lucky or planned, the decision to borrow the money
has turned out to be a huge positive for Ford," Mr. Vlasic notes
John Casesa, principal in the auto consulting firm Casesa Shapiro
Group, as saying."

On Friday, Ford welcomed action by the Bush Administration to
provide emergency funding for GM and Chrysler.

"As we told Congress, Ford is in a different position.  We do not
face a near-term liquidity issue, and we are not seeking short-
term financial assistance from the government," Ford President and
CEO Alan Mulally said. "But all of us at Ford appreciate the
prudent step the Administration has taken to address the near-term
liquidity issues of GM and Chrysler. The U.S. auto industry is
highly interdependent, and a failure of one of our competitors
would have a ripple effect that could jeopardize millions of jobs
and further damage the already weakened U.S. economy."

Ford has submitted to Congress its comprehensive business plan,
which details the company's plan to return to pre-tax Automotive
profitability by 2011. In the plan, Ford said the transformation
of its North American automotive business will continue to
accelerate through aggressive restructuring actions and the
introduction of more high-quality, safe and fuel-efficient
vehicles -- including a broader range of hybrid-electric vehicles
and the introduction of advanced plug-in hybrids and full electric
vehicles.

Ford is asking for access to a line of credit of up to US$9
billion in bridge financing, but reiterated that it hopes to
complete its transformation without accessing a government loan.

"For Ford, a line of credit would serve only as a critical
backstop or safeguard against worsening conditions, as we drive
transformational change in our company," Mr. Mulally said.

Ford said it is more committed than ever to deliver more of the
safe, affordable, high-quality, fuel-efficient vehicles that
consumers want and value.

                      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 on Nov. 11,
2008, Moody's Investors Service lowered the debt ratings of
Ford Motor Company, Corporate Family and Probability of
Default Ratings to Caa1 from B3.  The company's Speculative
Grade Liquidity rating remains at SGL-3 and the rating outlook
is negative.  In a related action Moody's also lowered the
long-term rating of Ford Motor Credit Company to B3 from B2.
The outlook for Ford Credit is negative.

As reported in the Troubled Company Reporter on Oct. 10, 2008,
Fitch Ratings downgraded the Issuer Default Rating of Ford Motor
Company and Ford Motor Credit Company by one notch to 'CCC' from
'B-'.


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


ALBRECHT LLC: Creditors Must File Proofs of Claim by Dec. 31
------------------------------------------------------------
Creditors owed money by LLC Albrecht are requested to file their
proofs of claim by Dec. 31, 2008, to:

         JSC Buchex Treuhand
         Liquidator
         Guterstrasse 86a
         4008 Basel
         Switzerland

The company is currently undergoing liquidation in Basel.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on June 8, 2004.


ALPENRESTAURANT WIRZWELI: Deadline to Claims Set January 2
----------------------------------------------------------
Creditors owed money by LLC Alpenrestaurant Wirzweli are requested
to file their proofs of claim by Jan. 2, 2009, to:

         Barbara Berlinger-Niederberger
         Liquidator
         Wiesenbergstrasse 12
         6383 Dallenwil
         Switzerland

The company is currently undergoing liquidation in Dallenwil.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Oct. 22, 2008.


GENERAL MOTORS: Will Start Talks With UAW in January
----------------------------------------------------
John D. Stoll and Alex P. Kellogg at The Wall Street Journal
report that General Motors Corp. would start talks in January with
the United Auto Workers union, bondholders, and the Obama
administration to try to work out agreements to comply with the
terms of the bailout President George W. Bush disclosed last week.

GM said that it appreciates the President extending a financial
bridge, which will help preserve many jobs and support the
continued operation of GM and the many suppliers, dealers, and
small businesses across the country that depend on GM.  The loan
will also allow the company to accelerate the completion of its
aggressive restructuring plan for long-term, sustainable success.

Today's Troubled Company Reporter relates that Ford Motor Co.
spokesman Mark Truby said Friday the company expects to work with
the United Automobile Workers union to achieve any savings that
G.M. and Chrysler might negotiate.

The White House announced Friday that the U.S. Treasury Department
will extend a US$9.4 billion secured loan to GM and a US$4.0
billion secured loan to Chrysler from available Troubled Asset
Relief Program funds.  Another US$4.0 billion will be made
available to GM if the Congress approves the transfer of US$350
billion to the TARP.

The loans, to the extent legally and contractually permissible,
will be secured by first-priority liens on all unencumbered
assets, and junior liens on all encumbered assets.  GM indicated
in testimony before the Congress that its unencumbered assets are
its trademarks and equity interests in foreign subsidiaries.
Chrysler told the Congress all of its assets are fully encumbered;
Chrysler's finance affiliates will guarantee US$2.0 billion of
Chrysler's borrowings.

According to WSJ, GM Chief Financial Officer Ray Young said on
Friday that the company expects to get its first round of loans
from the government by Dec. 29.  Mr. Young said that the loans
would just be in time to fund US$6 billion to US$8 billion in
payments due to autoparts makers at the start of January, the
report states.

Alex P. Kellogg at WSJ states that even with the government
bailout, GM and Chrysler LLC is still facing burdensome union
costs, long term financial strain, and a short timeline for
getting stakeholders to negotiate.  Citing KeyBanc Capital Markets
senior automotive analyst Brett Hoselton, GM and Chrysler would
have some tough talks with the UAW union, and must come away with
significant cost cuts quickly to qualify a second round of loans
in the first quarter.

WSJ says that GM and Chrysler would seek to eliminate the Jobs
Bank, a program in which laid-off workers continue to get paid
even when their plants close and they no longer report for work.
The union will suspend the Jobs Bank, WSJ relates, citing UAW
President Ron Gettelfinger.

GM's management team, along with advisers that include high-
profile bankruptcy attorneys, started to work on contingency plans
in the event it would have to file for Chapter 11 bankruptcy
protection, WSJ reports.

WSJ quoted turnaround firm O'Keefe & Associates Consulting
President Pat O'Keefe as saying, "Bankruptcy is a failed
negotiation.  If they're unable to get a deal on a negotiated
basis, they will use bankruptcy to push the parties that can't
seem to come to the table."

Monica Langley at WSJ relates that Michigan Gov. Jennifer Granholm
was advising car company chief executives last month on improving
their request for federal aid.  The report says that she was
privately urging President-elect Barack Obama to help the
automakers and order Michigan to buy about 1,600 vehicles from the
automakers' fleet cars.

          USUS$3.29 Billion in Loans From Canadian Gov't

The Canadian government and the province of Ontario said that they
will provide at least US$3.29 billion in loans to the Canadian
units of GM and Chrysler, WSJ states.

According to WSJ, Canada and Ontario were promising to provide
loans totaling 20% of whatever the U.S. offered.  The report
quoted Canadian Prime Minister Stephen Harper as saying, "We
cannot afford, in the United States or Canada, the catastrophic
short-term collapse of the Big Three auto makers.  The U.S. has
signaled that they are not going to allow these companies to fail,
and we will do our share of the North American package to see that
this doesn't happen either."

                      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.

As reported in the Troubled Company Reporter on Nov. 10,
2008, General Motors Corporation's balance sheet at
Sept. 30, 2008, showed total assets of US$110.425 billion, total
liabilities of US$170.3 billion, resulting in a stockholders'
deficit of US$59.9 billion.

                          *     *     *

As reported in the Troubled Company Reporter on Nov. 11, 2008,
Standard & Poor's Ratings Services lowered its ratings, including
the corporate credit rating, on General Motors Corp. to 'CCC+'
from 'B-' and removed them from CreditWatch, where they had been
placed with negative implications on Oct. 9, 2008.  S&P said that
the outlook is negative.

Fitch Ratings, as reported in the Troubled Company Reporter on
Nov. 11, 2008, placed the Issuer Default Rating of General Motors
on Rating Watch Negative as a result of the company's rapidly
diminishing liquidity position.  Given the current liquidity level
of US$16.2 billion and the pace of negative cash flows, Fitch
expects that GM will require direct federal assistance over the
next quarter and the forbearance of trade creditors in order to
avoid default.  With virtually no further access to external
capital and little potential for material asset sales, cash
holdings are expected to shortly reach minimum required operating
levels.  Fitch placed these on Rating Watch Negative:

  -- Senior secured at 'B/RR1';
  -- Senior unsecured at 'CCC-/RR5'.

As reported in the Troubled Company Reporter on June 24, 2008,
DBRS has placed the ratings of General Motors Corp. and General
Motors of Canada Limited Under Review with Negative Implications.
The rating action reflects the structural deterioration of the
company's operations in North America brought on by high oil
prices and a slowing U.S. Economy.


LANUS LLC: Creditors Have Until December 31 to File Claims
----------------------------------------------------------
Creditors owed money by LLC Lanus are requested to file their
proofs of claim by Dec. 31, 2008, to:

         JSC Grivo
         Bahnhofstrasse 94
         8001 Zurich
         Switzerland

The company is currently undergoing liquidation in Zurich.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Nov. 3, 2008.


LOT CLOTHING: Proofs of Claim Filing Deadline is December 31
------------------------------------------------------------
Creditors owed money by LLC Lot Clothing and Consulting are
requested to file their proofs of claim by Dec. 31, 2008, to:

         Agnes Ackermann Wildhaber and
         Roger Wildhaber, Liquidators
         Alemannengasse 69
         4058 Basel
         Switzerland

The company is currently undergoing liquidation in Basel.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Nov. 12, 2008.


RENDIA LLC: Creditors' Proofs of Claim Due by December 31
---------------------------------------------------------
Creditors owed money by LLC Rendia are requested to file their
proofs of claim by Dec. 31, 2008, to:

         Rolf Christen
         Fliederweg 18
         3292 Busswil bei Buren
         Switzerland

The company is currently undergoing liquidation in Busswil bei
Buren.  The decision about liquidation was accepted at an
extraordinary shareholders' meeting held on Oct. 29, 2008.


RW SPENGLEREI: December 31 Set as Deadline to File Claims
---------------------------------------------------------
Creditors owed money by LLC RW Spenglerei are requested to file
their proofs of claim by Dec. 31, 2008, to:

         Obere Zollgasse 46
         3072 Ostermundigen
         Switzerland

The company is currently undergoing liquidation in Ostermundigen.
The decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Nov. 14, 2008.


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


YASAR HOLDING: Fitch Downgrades Issuer Default Ratings to 'B'
-------------------------------------------------------------
Fitch Ratings has downgraded Turkish company Yasar Holding A.S.'s
Long-term foreign and local currency Issuer Default ratings to 'B'
from 'B+', and its National Long-term rating to 'BBB-(minus)(tur)'
from 'A-(minus)(tur)'.  The Outlook for Yasar's IDRs and National
Long-term rating remains Negative.

Fitch has also downgraded financing subsidiary Troy Capital S.A.'s
EUR200 million foreign currency long-term unsecured notes to
'B'/'RR4' from 'B+'/'RR4'.  These notes benefit from upstream
guarantees from seven of Yasar's subsidiaries, including five of
its six Istanbul-listed subsidiaries.  As such, the notes rank
equally with unsecured debt at the group's subsidiaries.

The downgrade reflects Yasar's uneven operating performance and
Fitch's expectation for a more challenging economic environment in
Turkey over the near term.  In 9M08, Yasar's revenue growth slowed
to 13.7% from 24.3% in 2007, and the operating margin narrowed to
9.1% from 10.1% in the year earlier period, reflecting competitive
pressures and the difficulty in passing on higher commodity costs
to its customers.  Fitch believes it will be difficult to reverse
these trends over the next year, though declining commodity costs
will provide some relief as 2009 progresses.

The Negative Outlook reflects the recent volatility of the New
Turkish lira (lira), limited headroom in certain of the company's
loan covenants, and medium-term refinancing risk.  The ratings
continue to recognise Yasar's diverse range of products in food,
beverages and paint, strong market shares within particular
product categories, and moderate financial leverage.

Yasar has sizable debt maturities in 2011 (EUR200 million Troy
Capital notes) and 2013 (EUR119 million loan that has been swapped
to lira).  The group is not investing heavily in its business, and
intends to accumulate cash from operations to help repay these
loans.  However, margin pressures and growth of working capital
have kept the company in a free cash flow-negative position.
Management may engage in asset sales to raise additional cash,
with one potential sale being an interest in its paint business.
However, it is likely that the company may have to refinance a
portion of the loans.

Net debt/EBITDA increased to 3.1x at September 30, 2008 from 3.0x
at September 30, 2007, due to a slight decline in EBITDA and an
increase in debt levels due in part to the lira depreciation.
Excluding the impact of currency movements, leverage should
gradually improve as EBITDAR grows and net debt levels are steady
to declining.

Yasar is an Izmir, Turkey-based holding company engaged in the
food and beverage, paint, tissue and services sectors.  The
company enjoys leading market shares in UHT milk, spreadable
cheese, charcuterie and frozen meals as well as industrial
coatings and printing inks.


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


ENERGY-TECH-MACH-K LLC: Creditors Must File Claims by Jan. 2
------------------------------------------------------------
Creditors of LLC Energy-Tech-Mach-K (EDRPOU 34208048) have until
Jan. 2, 2009, to submit proofs of claim to:

         The Economic Court of Chernovcy
         O. Kobylianska Str. 14
         58000 Chernovcy
         Ukraine

The Arbitration Court of Chernovcy commenced bankruptcy
proceedings against the company after finding it insolvent on Nov.
12, 2008.  The case is docketed as 9/106/b.

The Debtor can be reached at:

         LLC Energy-Tech-Mach-K
         Kosovsky Str. 75
         Novoselitsa
         60300 Chernovcy
         Ukraine


ENTERPRISE MOVIPACK: Creditors Must File Claims by January 2
------------------------------------------------------------
Creditors of LLC Joint Enterprise Movipack (EDRPOU 23143771) have
until Jan. 2, 2009, to submit proofs of claim to:

         Mr. Arkady Neverov
         Liquidator
         Apt. 178
         N. Uzhviy Str. 7
         04108 Kiev
         Ukraine
         Tel: 8(044)462-00-61

The Arbitration Court of Kharkov commenced bankruptcy proceedings
against the company after finding it insolvent on Nov. 24, 2008.
The case is docketed as B-39/152-05.

         The Economic Court of Kharkov
         Derzhprom 8th Entrance
         Svoboda Square 5
         61022 Kharkov
         Ukraine

The Debtor can be reached at:

         LLC Joint Enterprise Movipack
         Shatilova Dacha Str. 4
         61140 Kharkov
         Ukraine


ESPRIT-VV LLC: Creditors Must File Claims by January 2
------------------------------------------------------
Creditors of LLC Esprit-VV (EDRPOU 34059570) have until Jan. 2,
2009, to submit proofs of claim to:

         Mr. Viacheslav Kolbasa
         Liquidator
         B. Hmelnitsky Str. 14-a
         49000 Dnipropetrovsk
         Ukraine

The Arbitration Court of Dnipropetrovsk commenced bankruptcy
proceedings against the company after finding it insolvent on Nov.
27, 2008.  The case is docketed as B 29/284-08.

         The Economic Court of Dnipropetrovsk
         Kujbishev Str. 1a
         49600 Dnipropetrovsk
         Ukraine

The Debtor can be reached at:

         LLC ESPRIT-VV
         Pobediteley Str. 9
         49000 Dnipropetrovsk
         Ukraine


INTERPIPE LIMITED: Fitch Downgrades Issuer Ratings to 'B-'
----------------------------------------------------------
Ratings has downgraded Ukraine-based pipes and railway wheels
producer Interpipe Limited's Long-term Issuer Default Rating to
'B-'(B minus) from 'B' and downgraded Interpipe's senior unsecured
rating to 'B-'(B minus)/'RR4' from 'B'/'RR4'.  The Negative
Outlook on the Long-Term IDR has been removed and both ratings are
placed on Rating Watch Negative.  Fitch has also placed
Interpipe's Short-term IDR of 'B' on RWN.

Interpipe announced on December 11 2008 that Millen Financial
Limited, a company owned by Interpipe's ultimate shareholders, had
offered to purchase US$200 million 8.875% bonds, due 2010, from
Interpipe bondholders at between 47% and 55% of par value.
Interpipe simultaneously announced that it was seeking to amend
covenants contained in the US$200 million bond documentation,
including an amendment of the Gross Debt/EBITDA ratio to 4.5x from
3.5x, and to include a US$344 million Export Credit Agency finance
facility within the definition of Permitted Indebtedness.  The
finance facility is for the completion of the construction of an
electric arc furnace.

The rating downgrades reflect Fitch's view that Interpipe's
request to amend the covenants and expand the list of Permitted
Indebtedness signals ongoing and increased negative pressure on
the issuer's credit profile.  Factors contributing to this view
include the ongoing uncertainty affecting the metal and mining
industry, due to the global economic recession, an associated
sharp downturn in steel prices and a decline in demand for the
company's core products, pipes and wheels.  Based on a downside
scenario, whereby market conditions remain weak throughout FY2009
and production volumes decline by 20%-35% year-on-year, Fitch
estimates that Interpipe's FY2009 EBITDAR could potentially fall
to around US$230-275 million.  This could result in its leverage
ratio (Gross Debt/EBITDA) exceeding 3.5x at FY2009, which is
Interpipe's existing bond covenant.

At 18 December 2008, Interpipe had total debt of US$970 million
from which US$465 million was secured by the Company's assets.
The recovery rating applied to Interpipe's senior unsecured notes
of 'RR4 takes into account the split between secured and unsecured
debt and indicates Fitch's expectation of more than 30% recovery
of the unsecured debt in the event of default.

Fitch expects to resolve the RWN following the outcome of the
tender offer for Interpipe's bonds and also once the agency has
gained comfort that the issuer will be able to pass quarterly
testing of all covenants in 2009.  Conversely, a failure to amend
the covenants and increased negative pressure on Interpipe's
credit profile, as a result of a sharper-than-expected
deterioration in market conditions, could place additional
negative pressure on the company's ratings.

Fitch does not view the tender offer for the bonds as a distressed
debt exchange, based on the agency's "Distressed Debt Exchange
Criteria", as the agency believes there is no possibility of
bankruptcy or insolvency in the near term if the tender offer does
not take place.  The recent covenant testing, based on Q2 2008
financial reporting, indicated a Net Debt/EBITDAR ratio of 1.86x.
Fitch estimates a FY2008 Gross Debt/EBITDAR of 2.5-2.7x which is
below the bonds covenants of 3.5x.

The company's gearing increased from Net Debt to EBITDA of 0.2x as
of FY07 to 1.86x in Q3 FY08 due to both a strategic capital
expenditure program to construct an electric arc furnace and
demands on working capital due to business expansion.

Fitch downgraded Interpipe's Long-term IDR to 'B' from 'B+' on 27
November 2008 while also downgrading the company's senior
unsecured rating to 'B'/'RR4' from 'B+'/'RR4'.  The agency
maintained a Negative Outlook on the Long-term IDR and affirmed
Interpipe's Short-term IDR at 'B' on the same date.  The late
November downgrade was caused by Interpipe's exposure to the
global economic recession which could result in a future
significant deterioration of Interpipe's operating and financial
results.


KARAT OF XXI: Creditors Must File Claims by January 2
-----------------------------------------------------
Creditors of LLC Karat of XXI Century (EDRPOU 34532228) have until
Jan. 2, 2009, to submit proofs of claim to:

         Mrs. Vitaliya Varakina
         Liquidator / Insolvency Manager
         Balochnaya Str.
         Makieyevka, 3
         Donetsk
         Ukraine

The Arbitration Court of Donetsk commenced bankruptcy proceedings
against the company after finding it insolvent on Nov. 24, 2008.
The case is docketed as 5/159b.

         The Economic Court of Donetsk
         Artema Str. 157
         83048 Donetsk
         Ukraine

The Debtor can be reached at:

         LLC Karat of XXI Century
         Kiev avenue, 20-A
         83054 Donetsk
         Ukraine


KOLORIT-M LLC: Creditors Must File Claims by January 2
------------------------------------------------------
Creditors of LLC Kolorit-M (EDRPOU 34016982) have until Jan. 2,
2009, to submit proofs of claim to:

         Mr. Vadim Dundukov
         Liquidator
         Apt. 49
         B. 10
         Gagarin Avenue, 176
         Kharkov
         Ukraine

The Arbitration Court of Kharkov commenced bankruptcy proceedings
against the company after finding it insolvent on 24, 2008.  The
case is docketed as B-39/164-08.

         The Economic Court of Kharkov
         Derzhprom 8th Entrance
         Svoboda Square 5
         61022 Kharkov
         Ukraine

The Debtor can be reached at:

         LLC Kolorit-M
         Chebotarskaya Str. 36
         61052 Kharkov
         Ukraine


KRONOS-INVEST LLC: Creditors Must File Claims by January 2
----------------------------------------------------------
Creditors of LLC Kronos-Invest (EDRPOU 30505761) have until
Jan. 2, 2009, to submit proofs of claim to:

         The Economic Court of Zaporozhje
         Shaumiana Str. 4
         69001 Zaporozhje
         Ukraine

The Arbitration Court of Zaporozhje commenced bankruptcy
proceedings against the company after finding it insolvent on Nov.
24, 2008.  The case is docketed as 16/138/08.

The Debtor can be reached at:

         LLC Kronos-Invest
         Apt. 229
         Pravda Str. 53
         69000 Zaporozhje
         Ukraine


OLETRADE LLC: Creditors Must File Claims by January 2
-----------------------------------------------------
Creditors of LLC Oletrade (EDRPOU 31278201) have until Jan. 2,
2009, to submit proofs of claim to:

         Mr. Nikolay Zanko
         Liquidator / Insolvency Manager
         Apt. 409
         Heroes of Dniepr Str. 81
         18021 Cherkassy
         Ukraine

The Arbitration Court of Cherkassy commenced bankruptcy
proceedings against the company after finding it insolvent on July
1, 2008.  The case is docketed as 01/3027.

         The Economic Court of Cherkassy
         Shevchenko Avenue 307
         18005 Cherkassy
         Ukraine

The Debtor can be reached at:

         LLC Oletrade
         Paris Commune Str. 65A
         18000 Cherkassy
         Ukraine


PARITET LLC: Creditors Must File Claims by January 2
----------------------------------------------------
Creditors of LLC Insurance Company Paritet (EDRPOU 35557710) have
until Jan. 2, 2009, to submit proofs of claim to:

         LLC Octopus
         Liquidator
         P.O.B. 72
         03115 Kiev
         Ukraine

The Arbitration Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent on Nov. 28, 2008.
The case is docketed as 44/348-b.

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

The Debtor can be reached at:

         LLC Insurance Company Paritet
         Pobeda Str. 9
         Kiev
         Ukraine


PISCICULTURAL ENTERPRISE: Creditors Must File Claims by Jan. 2
--------------------------------------------------------------
Creditors of OJSC Lugansk Regional Production Agricultural-
Piscicultural Enterprise (Edrpou 00476599) have until Jan. 2,
2009, to submit proofs of claim to:

         Mr. Alexander Roy
         Temporary Insolvency Manager
         Sovetskaya Str. 7
         Raygorodka
         Novoaydarsky
         93543 Lugansk
         Ukraine

The Arbitration Court of Lugansk commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed as 20/78b.

         The Economic Court of Lugansk
         Geroiv VVV Square 3a
         91000 Lugansk
         Ukraine

The Debtor can be reached at:

         OJSC Lugansk Regional Production
         Agricultural-Piscicultural Enterprise
         Valuyskoye
         Stanichno-lugansky
         93651 Lugansk
         Ukraine


POLYPACK LLC: Creditors Must File Claims by January 2
-----------------------------------------------------
Creditors of LLC Polypack (EDRPOU 25291858) have until Jan. 2,
2009, to submit proofs of claim to:

         Mr. Oleg Nechayenko
         Temporary insolvency manager
         Apt. 54
         Gagarin Str. 114
         Drabov
         Cherkassy
         Ukraine

The Arbitration Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent on Oct. 28, 2008.
The case is docketed as 50/392.

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

The Debtor can be reached at:

         LLC Polypack
         Pobeda avenue, 67
         03062 Kiev
         Ukraine


SOYUZ MERIDIAN: Creditors Must File Claims by January 2
-------------------------------------------------------
Creditors of LLC Soyuz Meridian Yvv (EDRPOU 35334767) have until
Jan. 2, 2009, to submit proofs of claim to:

         Mrs. Vitaliya Varakina
         Liquidator / Insolvency Manager
         Balochnaya Str. 3
         Makieyevka
         Donetsk
         Ukraine

The Arbitration Court of Donetsk commenced bankruptcy proceedings
against the company after finding it insolvent on Nov. 24, 2008.
The case is docketed as 5/160b.

         The Economic Court of Donetsk
         Artema Str. 157
         83048 Donetsk
         Ukraine

The Debtor can be reached at:

         LLC Soyuz Meridian Yvv
         Shevchenko boulevard, 31
         83017 Donetsk
         Ukraine


TENDER PROCEDURES: Creditors Must File Claims by January 2
----------------------------------------------------------
Creditors of LLC Tender Procedures Center (EDRPOU 31307661) have
until Jan. 2, 2009, to submit proofs of claim to:

         LLC Octopus
         Liquidator
         P.O.B. 72
         03115 Kiev
         Ukraine

The Arbitration Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent on Nov. 28, 2008.
The case is docketed as 44/351-b.

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

The Debtor can be reached at:

         LLC Tender Procedures Center
         Reuters Str. 37
         Kiev
         Ukraine


* Fitch Reports Negative Outlook for Ukrainian Energy Sector
------------------------------------------------------------
Fitch Ratings says in a new report that the credit outlook for the
Ukrainian energy and utility sector during 2009 is negative of
because of a funding crisis in the state-controlled power
generation sector, downward pressure on regulated tariffs due to a
severe recession, restricted access to bank lending and debt
capital markets, and continued turmoil at NJSC Naftogaz of Ukraine
('B'/Rating Watch Negative).

The report assesses the impact of a major shortfall in power
generation investment, which has not materialized despite rising
tariffs.  This critical lack of investment is likely to forestall
market liberalization and generate erratic electricity sector
policy.  Fitch expects an economic recession in Ukraine in 2009 to
drive down power demand, providing only temporary respite to
falling capacity reserve margins.

Fitch expects liquidity and refinancing risk to remain high for
the Ukrainian energy and utility sector through most of 2009, as
foreign banks and markets remain effectively closed to Ukrainian
issuers.  Any energy companies with foreign currency denominated
debt, but largely hryvnia-based earnings, will experience
particular difficulty due to a currency crisis affecting the
hryvnia that has led to restrictions in the availability of
foreign exchange.

Naftogaz will continue to face major challenges in 2009, including
potentially insufficient state subsidization for its loss-making
residential business, higher import prices, accumulating gas
payables and restricted access to external financing.  However,
Fitch continues to view Naftogaz as an important strategic asset
for the Ukrainian government (Ukraine rated at 'B+'/Outlook
Negative) and factors state support into the company's rating.

Ukrainian energy and utility entities rated by Fitch include NJSC
Naftogaz of Ukraine and DTEK Holdings Limited ('B+'/Outlook
Negative).


* Fitch Affirms 'B' Currency Rating of Ukraine's City of Kyiv
-------------------------------------------------------------
Fitch Ratings has affirmed Ukraine's City of Kyiv ratings at Long-
term foreign and local currency ratings of 'B+' and a Short-term
foreign currency rating of 'B'.  Fitch also affirmed Kyiv's
National Long-term rating of 'AA+(ukr)'.  The Outlooks for the
Foreign and Local Long-term ratings are Negative and the National
Long-term rating Stable.

The ratings factor in the risk of economic instability, which
negatively impacts the city's public finances.  Further negative
factors include Kyiv's weak budget process, the city's unstable
institutional framework and political uncertainty.  The city is
also exposed to foreign exchange risk as the city's direct debt is
denominated in US dollars.  However, the ratings also reflect the
city's sound budgetary performance and stable growth of tax
revenues buoyed by the strength of the local service-oriented
economy.

The 2009 city budget was not adopted as of December 1, 2008 as the
central government failed to provide economic forecast and the
projected amount of transfers.  The exposure of the city to
foreign exchange risk and some refinancing risk is increasing in
light of the devaluation of the Ukraine Hryvna as the majority of
the city's debt issuance is US dollar denominated.  The risk of
refinancing is in part mitigated by the manageable level of
indebtedness and smooth profile of the external bonds, which
account for 99% of the city's direct debt stock.  The city's
budgetary performance was sound in 2003-2007 with operating
balance averaging 25.9% of operating expenditure (2007: 23.6%) and
the average level of the city's capex amounted to 39.4% in 2005-
2007.  The economy of the city is dominated by the services sector
(comprising 85% of the gross city product in 2006) and driven by
high levels of fixed-capital investments, reaching 18.7% of the
total capital investments in Ukraine in H108.  However the city's
ability to record sound budgetary performance and sustain a high
level of capital spending in 2009 might be restricted by its
actual ability to collect sufficient revenue with deteriorating
economic forecast and increasing financial crisis in the country.

The City of Kyiv is the capital of Ukraine.  It has a population
of 2.7 million inhabitants, which makes up about 5.6% of Ukraine's
total population.


* UKRAINE: Foreign Debt Doubled to US$105 Billion
-------------------------------------------------
Ukraine's gross foreign debt almost doubled in the first nine
months of 2008, RIA Novosti reports citing a spokesman for the
country's National Bank.

The report relates that as of October 1, 2008, the country's
foreign debt stood at US$105 billion.

According to the report, Ukrainian banks contributed most to the
foreign debt growth.  The report notes their debt trebled to US$42
billion from January through September.

Ukraine, the report recounts, was swept in October by a financial
crisis caused by the ongoing global credit crunch with its key
exporters - the steel and chemical sectors - hit the  hardest.


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


ADEPTIAS LTD: Appoints Joint Administrators from Tenon Recovery
---------------------------------------------------------------
T. J. Binyon and S. J. Parker of Tenon Recovery were appointed
joint administrators of Adeptias Ltd. on Dec. 5, 2008.

The company can be reached through Tenon Recovery at:

         Sherlock House
         73 Baker Street
         London
         W1U 6RD
         England


ARCTIC WINDOWS: Placed Into Administration; Tenon Appointed
-----------------------------------------------------------
Peter McCusker at The Journal reports that Arctic Windows has been
placed into administration Tuesday last week.

The administration is being handled by Tenon, of Sunderland, the
report relates.

"We are currently involved in detailed discussions with a number
of interested parties," a spokesman for Tenon was quoted by the
report as saying.

Based in Newcastle, England, Arctic Windows manufacturers,
supplies and installs PVC-u windows and doors 42,000 sq ft factory
unit.  The company has an annual turnover of GBP4.4 million.


BERNSTEIN GROUP: Taps PwC as Joint Administrators
-------------------------------------------------
David James Kelly, Ian David Green and Michael John Andrew Jervis
of PricewaterhouseCoopers LLP  were appointed joint administrators
of Bernstein Group Holdings Ltd. on Dec. 5, 2008.

The company can be reached at:

         Bernstein Group Holdings Ltd.
         Silburn House
         Great Bank Road
         Westhoughton
         Lancashire
         BL5 3XU
         England


BEVAN BUILDERS: Names Joint Administrators from Grant Thornton
---------------------------------------------------------------
Andrew Lawrence Hosking and David John Dunckley of Grant Thornton
UK LLP were appointed joint administrators of P.G. Bevan Builders
Ltd. on Dec. 5, 2008.

The company can be reached at:

         P.G. Bevan Builders Ltd.
         98 Walton Street
         Aylesbury
         Buckinghamshire
         HP21 7QP
         England


COOLREC UK: Goes Into Administration; 40 Jobs at Risk
-----------------------------------------------------
Coolrec UK Ltd has gone into administration, putting 40 jobs at
risk, letsrecycle.com reports.

According to the report, strong competition and the sudden decline
in metal prices forced Coolrec to end its UK activities.

Coolrec, however, notes that the rest of the company remains
unaffected, the report adds.

The report relates administrator SIA Group is currently looking
for a buyer for the Coolrec site at Basildon.

Coolrec UK Ltd -- http://www.coolrec.com/-- recycles electrical
and electronic appliances, especially refrigerators, televisions
and small household appliances.  It  is owned by Dutch firm the
Van Gansewinkel Groep.

The Coolrec Group has three factories in the Netherlands, two in
Belgium and one in France, and recycles 1.3 million fridges and
1.5 million televisions and monitors annually.  The company also
supplies production companies with raw materials like steel,
aluminium, copper and a range of plastics.


DTZ HOLDINGS: Could Go Into Administration if Fund-Raising Fails
----------------------------------------------------------------
Graham Ruddick at the Daily Telegraph reports that DTZ Holdings
plc warned it could be forced into administration if its GBP55
million fund-raising fails.

In a press statement on Friday, December 19, 2008, DTZ announced
that it plans for a share issue to raise up to GBP55 million
(approximately GBP52 million net of expenses) through the issue of
up to 203,772,569 new shares by way of the firm placing
and the placing and open offer at a price of 27.0 pence per new
share.

According to the report, the capital from the share issue will be
used to pay off debts to Royal Bank of Scotland.

DTZ, as cited by the report, said it has a "firm commitment" from
its largest shareholder, French property group SGP, that it will
take up to GBP40 million of the shares, making SGP the majority
shareholder in DTZ.

DTZ, however, noted that the failure of the share issue,
potentially by the objection to the controlling interest of SGP by
competition commissions, would mean the company defaults on a
loan, the report relates.

"The Royal Bank of Scotland would be permitted to.... place the
company or other members of the group into administration and
initiate insolvency," DTZ was quoted by the report as saying.

Paul Idzik, DTZ's new chief executive, meanwhile insisted the
company will retain its management independence, despite the fact
SGP could own up to 77.8pc, the report discloses.

Headquartered in London, United Kingdom, DTZ Holdings plc --
http://www.dtz.com-- is the holding company of a group of
companies acting as national and international property advisers
and consultants globally, offering integrated property advice and
economic consultancy services to clients.


ELECTRO-MEC Ltd: Brings in Joint Administrators from Baker Tilly
----------------------------------------------------------------
Michael David Rollings and Andrew Martin Sheridan of Baker Tilly
Restructuring and Recovery LLP were appointed joint administrators
of Electro-Mec (Reading) Ltd. on Dec. 2, 2008.

The company can be reached at:

         Electro-Mec (Reading) Ltd.
         10 Woodfalls Farm
         Gravelly Ways
         Laddingford
         Kent
         ME18 6DA
         England

EMF-UK 2008-1: Fitch Downgrades 4 Tranches on Lehman Exposure
-------------------------------------------------------------
Fitch Ratings has downgraded four tranches of EMF-UK 2008-1 Plc
and Mortgage Funding 2008-1 plc.  The transactions have exposure
to currency swaps previously provided by Lehman Brothers.  The
rating actions are primarily driven by the recent movements in the
foreign currency exchange rates, which, due to the absence of a
currency swap in these deals, will limit the issuers' ability to
meet interest and principal payments due on the notes.  In
addition, Lehman Brothers was the liquidity facility provider on
the two transactions, which, given the current market conditions,
Fitch believes will be difficult to replace.  The agency's opinion
is that the initially 'AAA' rated notes are exposed to liquidity
risk in higher rating scenarios.  The rating actions are:

EMF-UK 2008-1 Plc

  -- Class A1 (ISIN XS0352307184) downgraded to 'CCC' from 'AAA';
     removed from RWN; assigned Distressed Recovery Rating 'DR1'

  -- Class A2 (ISIN XS0352307770) downgraded to 'CC' from 'AAA';
     removed from RWN; assigned Distressed Recovery Rating 'DR3'

  -- Class A3 (ISIN XS0352932643) downgraded to 'CC' from 'AAA';
     removed from RWN; assigned Distressed Recovery Rating 'DR3'

Mortgage Funding 2008-1 plc

  -- Class A (ISIN XS0350039912) downgraded to 'CCC' from 'AA-'
     (AA minus); removed from RWN; assigned Distressed Recovery
     Rating 'DR2'

Following the downgrade of Lehman Brothers Holding Inc., on 26
September 2008, the agency placed the two transactions on Rating
Watch Negative.  As of the December 2008 interest payment date the
transactions remain un-hedged, which has led the Issuer to swap
GBP proceeds at the current spot rates to make payments due to
Euro and US dollar noteholders.  The agency believes that the
costs of replacing the swaps will be prohibitive and that the
exposure will remain unhedged.

In its analysis, Fitch applied its currency stresses to assess the
impact of the depreciation of the GBP against the Euro and US
dollar on the Issuers' ability to meet principal and interest
payments on the notes.  The assigned ratings reflect Fitch's view
of the level of under-collateralization that is likely to occur if
exchange rates continue to move in a direction that is not in
favor of the Issuer.  The different ratings among the initially
'AAA' rated notes reflect the difference in timing of interest and
principal receipts that the noteholders of these notes are
expected to receive.

The agency will continue to monitor the movements of the exchange
rates, as well as the Issuer's ability to meet interest and
principal payments, which could lead to some volatility in the
ratings.

In addition the agency has also taken into consideration the
absence of other counterparty obligations also previously provided
by LBHI or its subsidiaries.  In general the affect of the absence
of these counterparties is small in comparison to the absence of
the currency swaps.  The other counterparty exposure includes
interest rate caps, fixed/floating and basis rate swaps.  Under
current market conditions the interest rate caps are not active,
and are unlikely to become so, and the absence of a fixed/floating
swap is likely to work in the favor of the transactions given the
recent reductions in Libor.  The lack of a basis rate hedge will
affect the transactions as they contain loans linked to the Bank
of England Base Rate, yet the note liabilities reference Euribor.
The proportion of loans ultimately linked to BBR in the two
transactions is 20.01% (EMF-UK 2008-1 Plc) and 8.85% (Mortgage
Funding 2008-1 plc).  The affect of the absence of a basis rate
swap is therefore dependent on the amount of BBR linked loans in
each transaction.


EUROSAIL 2006-1: Fitch Downgrades Ratings on Class E Notes to 'CC'
------------------------------------------------------------------
Fitch Ratings has downgraded six tranches of Eurosail 2006-1 plc,
and affirmed the other classes.

All notes from this transaction were placed on Rating Watch
Negative, on September 29, 2008, following the bankruptcy of
Lehman Brothers Holding Inc as the transaction has counterparty
exposure to LBHI or its subsidiaries via a fixed/floating rate
swap and a liquidity facility.  Fitch has received notice from the
Issuer, that, prior to the bankruptcy, LBHI posted collateral that
will be available to help meet the cost of any replacement of the
swap.  However recent reductions in LIBOR mean that the absence of
the swap would be beneficial to the transaction.  In current
market conditions the replacement of a liquidity facility is
considered by the agency to be unlikely and therefore the
transaction has been analyzed assuming that neither the
fixed/floating swap nor the liquidity facility will be replaced.
The downgrades are therefore primarily based on the performance of
this transaction rather than the non-replacement of the swap
counterparty.

As of the December 2008 interest payment date the transaction drew
on its reserve fund for the first time by GBP530,191 (i.e. 14% of
the target amount).  This draw was primarily caused by increasing
losses from sold repossessions being written to the transaction's
principal deficiency ledgers.  In December GBP1.9 million of loss
was realized, in comparison to GBP1 million in September 2008.
The downgrade of the class C to class E notes reflect this
increased loss, and the agency's expectation of further increases
in realized losses.  Loans currently in repossession account for
5.4% of the current pool and Fitch expects that the loss severity
realized on these loans will continue to rise due to the declining
housing market in the UK. Further reserve fund draws are therefore
expected to occur, reducing credit enhancement support to the
notes.

The downgrade of class A2c notes was driven by the absence of the
liquidity facility, which does not allow this tranche to withstand
the potential interest revenue stresses of a 'AAA' rating
scenario.  The absence of the LF also impacts on the junior notes,
as in a situation where the reserve fund is fully utilized the LF
would have paid interest on the junior notes (subject to
performance triggers).  This means that any shortfall in interest
revenue would result in interest being deferred on the junior
notes.

Eurosail 2006-1 plc

  -- Class A2c (ISIN XS0253567720) downgraded to 'AA+' from 'AAA';
     removed from RWN assigned Stable Outlook

  -- Class B1a (ISIN XS0253569007) affirmed at 'AA'; removed from
     RWN assigned Negative Outlook

  -- Class B1c (ISIN XS0253571243) affirmed at 'AA'; removed from
     RWN assigned Negative Outlook

  -- Class C1a (ISIN XS0253572050) downgraded to 'BBB' from 'A';
     removed from RWN assigned Negative Outlook

  -- Class C1c (ISIN XS0253573298) downgraded to 'BBB' from 'A';
     removed from RWN assigned Negative Outlook

  -- Class D1a (ISIN XS0253573611) downgraded to 'CCC' from 'BBB-'
     (BBB minus); removed from RWN assigned Distressed Recovery
     Rating 'DR3'

  -- Class D1c (ISIN XS0253574932) downgraded to 'CCC' from 'BBB-'
     (BBB minus); removed from RWN assigned Distressed Recovery
     Rating 'DR3'

  -- Class E (ISIN XS0253576630) downgraded to 'CC' from 'BB';
     removed from RWN assigned Distressed Recovery Rating 'DR5'


EUROSAIL UK: Fitch Downgrades Ratings on 39 Tranches
----------------------------------------------------
Fitch Ratings has downgraded 39 tranches of five Eurosail-UK
transactions with exposure to currency swaps previously provided
by Lehman Brothers.  The rating actions are listed at the end of
this announcement and are primarily driven by the recent movements
in the foreign currency exchange rates, which, due to the absence
of a currency swap in these deals, will limit the issuers' ability
to meet interest and principal payments due on the notes,
particularly the junior and mezzanine tranches of these deals.

Following the downgrade of Lehman Brothers Holding Inc., on 26
September 2008, the agency placed the five transactions on Rating
Watch Negative.  As of the December 2008 interest payment date the
transactions remain un-hedged, which has led the Issuer to swap
GBP proceeds at the current spot rates to make payments due to
Euro and US dollar noteholders.  The agency believes that the
costs of replacing the swaps will be prohibitive and that the
exposure will remain unhedged.

In its analysis, Fitch applied its currency stresses to assess the
impact of the depreciation of the GBP against the Euro and US
dollar on the Issuers' ability to meet principal and interest
payments on the notes.  The assigned ratings reflect Fitch's view
of the level of under-collateralization that is likely to occur if
exchange rates continue to move in a direction that is not in
favor of the Issuer.  In the agency's opinion, the notes initially
rated below 'AAA' have a high probability of default, which is why
these notes have been rated 'C' and assigned a Distressed Recovery
Rating.  The different ratings among the initially 'AAA' rated
notes reflect the difference in timing of interest and principal
receipts that the noteholders of these notes are expected to
receive.

The agency will continue to monitor the movements of the exchange
rates, as well as the Issuer's ability to meet interest and
principal payments, which could lead to some volatility in the
ratings, particularly the mezzanine and junior tranches.

In addition the agency has also taken into consideration the
absence of other counterparty obligations also previously provided
by LBHI or its subsidiaries.  In general the affect of the absence
of these counterparties is small in comparison to the absence of
the currency swaps.  The other counterparty exposure includes
interest rate caps, fixed/floating and basis rate swaps.  Under
current market conditions the interest rate caps are not active,
and are unlikely to become so, and the absence of a fixed/floating
swap is likely to work in the favor of the transactions given the
recent reductions in Libor.  The lack of a basis rate hedge will
affect the transactions as they contain loans linked to the Bank
of England Base Rate, yet the note liabilities reference to either
Libor or Euribor.  The proportion of loans ultimately linked to
BBR varies in each transaction, and ranges between 4.9% (in
Eurosail-UK 07-6 NC PLC) and 100% (Eurosail Prime-UK 2007-A plc).
The affect of the absence of a basis rate swap is therefore
dependent on the amount of BBR linked loans in each transaction.

The rating actions are:

Eurosail - UK 2007-3 BL plc

  -- Class  A1b (ISIN XS0308649309) downgraded to 'BBB' from
     'AAA'; removed from RWN; assigned Negative Outlook

  -- Class  A1c (ISIN XS0308653244) downgraded to 'BBB' from
     'AAA'; removed from RWN; assigned Negative Outlook

  -- Class  A2a (ISIN XS0308648673) downgraded to 'BB' from 'AAA';
     removed from RWN; assigned Negative Outlook

  -- Class  A2b (ISIN XS0308650224) downgraded to 'BB' from 'AAA';
     removed from RWN; assigned Negative Outlook

  -- Class  A2c (ISIN XS0308659795) downgraded to 'BB' from 'AAA';
     removed from RWN; assigned Negative Outlook

  -- Class  A3a (ISIN XS0308666493) downgraded to 'CC' from 'AAA';
     removed from RWN; assigned Distressed Recovery Rating 'DR4'

  -- Class  A3c (ISIN XS0308710143) downgraded to 'CC' from 'AAA';
     removed from RWN; assigned Distressed Recovery Rating 'DR4'

  -- Class  B1a (ISIN XS0308672384) downgraded to 'C' from 'AA';
     removed from RWN; assigned Distressed Recovery Rating 'DR5'

  -- Class  B1c (ISIN XS0308716421) downgraded to 'C' from 'AA';
     removed from RWN; assigned Distressed Recovery Rating 'DR5'

  -- Class  C1a (ISIN XS0308673192) downgraded to 'C' from 'A-' (A
     minus); removed from RWN; assigned Distressed Recovery Rating
     'DR5'

  -- Class  C1c (ISIN XS0308718047) downgraded to 'C' from 'A-' (A
     minus); removed from RWN; assigned Distressed Recovery Rating
     'DR5'

  -- Class  D1a (ISIN XS0308673945) downgraded to 'C' from 'BBB';
     removed from RWN; assigned Distressed Recovery Rating 'DR5'

  -- Class  E1c (ISIN XS0308725844) downgraded to 'C' from 'BB+';
     removed from RWN; assigned Distressed Recovery Rating 'DR5'

  -- Class  ETc (ISIN XS0309312543) downgraded to 'C' from 'BB+';
     removed from RWN; assigned Distressed Recovery Rating 'DR5'


Eurosail-UK 07-4 BL PLC

  -- Class  A1a (ISIN XS0311594740) downgraded to 'BBB' from
     'AAA'; removed from RWN; assigned Negative Outlook

  -- Class  A1c (ISIN XS0311598907) downgraded to 'BBB' from
     'AAA'; removed from RWN; assigned Negative Outlook

  -- Class  A2a (ISIN XS0311680747) downgraded to 'BB' from 'AAA'
     removed from RWN; assigned Negative Outlook

  -- Class  A3a (ISIN XS0311702657) downgraded to 'CCC' from
     'AAA'; removed from RWN; assigned Distressed Recovery Rating
     'DR3'

  -- Class  A3c (ISIN XS0311704356) downgraded to 'CCC' from
     'AAA'; removed from RWN; assigned Distressed Recovery Rating
     'DR3'

  -- Class  B1a (ISIN XS0311705759) downgraded to 'C' from 'AA';
     removed from RWN; assigned Distressed Recovery Rating 'DR5'

  -- Class  C1a (ISIN XS0311708696) downgraded to 'C' from 'A-' (A
     minus); removed from RWN; assigned Distressed Recovery Rating
     'DR5'

  -- Class  D1a (ISIN XS0311713001) downgraded to 'C' from 'BBB';
     removed from RWN; assigned Distressed Recovery Rating 'DR5'

  -- Class  E1c (ISIN XS0311717416) downgraded to 'C' from 'BB';
     removed from RWN; assigned Distressed Recovery Rating 'DR5'

Eurosail-UK 07-5 NP PLC

  -- Class  A1a (ISIN XS0328024608) downgraded to 'CCC' from 'AAA'
     removed from RWN; assigned Distressed Recovery Rating 'DR3'

  -- Class  A1c (ISIN XS0328025241) downgraded to 'CCC' from 'AAA'
     removed from RWN; assigned Distressed Recovery Rating 'DR3'

  -- Class  B1c (ISIN XS0328025324) downgraded to 'C' from 'AA';
     removed from RWN; assigned Distressed Recovery Rating 'DR5'

  -- Class  C1c (ISIN XS0328025597) downgraded to 'C' from 'A';
     removed from RWN; assigned Distressed Recovery Rating 'DR5'

  -- Class  D1c (ISIN XS0328025670) downgraded to 'C' from 'BBB+';
     removed from RWN; assigned Distressed Recovery Rating 'DR5'

Eurosail-UK 07-6 NC PLC

  -- Class  A1a (ISIN XS0332284651) downgraded to 'BB' from 'AAA';
     removed from RWN; assigned Negative Outlook

  -- Class  A2a (ISIN XS0332285039) downgraded to 'B' from 'AAA';
     removed from RWN; assigned Negative Outlook

  -- Class  A3a (ISIN XS0332285971) downgraded to 'CC' from 'AAA';
     removed from RWN; assigned Distressed Recovery Rating 'DR5'

  -- Class  B1a (ISIN XS0332286862) downgraded to 'C' from 'AA';
     removed from RWN; assigned Distressed Recovery Rating 'DR5'

  -- Class  C1a (ISIN XS0332287084) downgraded to 'C' from 'A';
     removed from RWN; assigned Distressed Recovery Rating 'DR5'

  -- Class  D1a (ISIN XS0332287597) downgraded to 'C' from 'BBB';
     removed from RWN; assigned Distressed Recovery Rating 'DR5'

Eurosail Prime-UK 2007-A plc

  -- Class  A (ISIN XS0328494157) downgraded to 'CCC' from 'AAA';
     removed from RWN; assigned Distressed Recovery Rating 'DR3'

  -- Class  M (ISIN XS0328496368) downgraded to 'C' from 'AAA';
     removed from RWN; assigned Distressed Recovery Rating 'DR6'

  -- Class  B (ISIN XS0328504567) downgraded to 'C' from 'AA';
     removed from RWN; assigned Distressed Recovery Rating 'DR6'

  -- Class  C (ISIN XS0328511265) downgraded to 'C' from 'A';
     removed from RWN; assigned Distressed Recovery Rating 'DR6'

  -- Class  D (ISIN XS0328517205) downgraded to 'C' from 'BBB';
     removed from RWN; assigned Distressed Recovery Rating 'DR6'


FOTO PROCESSING: Appoints Joint Administrators from KPMG
--------------------------------------------------------
On Dec. 2, 2008, Gerard Anthony Friar and Blair Carnegie Nimmo of
KPMG LLP were appointed joint administrators of:

   -- Foto Processing (Holdings) Ltd.,
   -- Foto Processing Ltd.,
   -- Photographic Services (North West) Ltd.,
   -- Specialist Photo Printers (Liverpool) Ltd., and
   -- Supasnaps Ltd.

These companies can be reached at:

         Unit 1a
         Chestergates
         Dunkirk Trading Estate
         Chester
         CH1 6LT
         England


GREEN CONTRACTS: Calls in Joint Administrators from Tenon Recovery
------------------------------------------------------------------
S. J. Parker and T. J. Binyon of Tenon Recovery were appointed
joint administrators of Green Contracts Ltd. on Dec. 4, 2008.

The company can be reached through Tenon Recovery at:

         Tenon Recovery
         Sherlock House
         73 Baker Street
         London
         W1U 6RD
         England


HOLMES MASTER: Moody's Assigns Ba2 Rating on Class D Notes
----------------------------------------------------------
Moody's Investors Service has assigned definitive credit ratings
to these classes of Notes issued by Holmes Master Issuer plc:

  -- Aaa to the GBP2,000,000,000 Series 2008-2 Class A1 Notes due
     2040;

  -- Aaa to the GBP7,000,000,000 Series 2008-2 Class A2 Notes due
     2040;

  -- Aaa to the US$5,425,000,000 Series 2008-2 Class A3 Notes due
     2040;

  -- Aa3 to the GBP450,000,000 Series 2008-2 Class B Notes due
     2040;

  -- Baa2 to the GBP220,000,000 Series 2008-2 Class C Notes due
     2040; and

  -- Ba2 to the GBP190,000,000 Series 2008-2 Class D Notes due
     2040.

Moody's also affirms that the issue of the notes by Holmes Master
Issuer PLC will not adversely affect the existing rating of notes
issued by Holmes Financing (No. 1) plc , Holmes Financing (No. 8)
plc, Holmes Financing (No. 9) plc, Holmes Financing (No. 10) plc
and Holmes Master Issuer plc.  The structure allows for a call of
any or all of the Series 2008-2 Notes.  Moody's will need to
review the ratings on the outstanding notes at such time.

The last rating action on Holmes Master Issuer plc was on April
10, 2008 when Moody's assigned ratings of Aaa, Aa3, A2 and Baa2 to
the Class A, Class B, Class M and Class C Notes respectively for
the Series 2008-1 Notes.

Moody's ratings of the notes are based upon an analysis of the
mortgage pool characteristics, the legal and structural integrity
of the issue, and the levels of protection available to the
noteholders against defaults and arrears in the mortgage pool.

The Notes are backed by a pool of prime UK residential mortgages
originated by Abbey National plc.  This represents the sixteenth
issue out of the Holmes Financing Master Trust structure, and the
sixth using the Holmes Master Issuer plc.  As at the closing, date
the Trust is expected to contain around GBP 53 billion of mortgage
loans.  Funding's share in the Trust Property will change on the
closing date of this transaction to approximately 85.7%.  The
First Reserve Fund will amount to GBP830 million at closing or
1.83% of all the outstanding notes of the Holmes program.

The pool remains of good credit quality: the weighted average
original LTV of the pool is approximately 68.0%, the average
seasoning of the loans in the pool is 35.0 months, and the
originator is rated Aa3/Prime-1.  The transaction is substituting.
Moody's has sized the credit enhancement taking this into account.

The key parameters used by Moody's to calibrate the loss
distribution curve for this portfolio include a MILAN Aaa CE range
of 9.6% - 9.8% and an expected loss range of 0.65% - 0.75%.
The ratings address the expected loss posed to investors by the
legal final maturity of the Notes.  In Moody's opinion, the
structure allows for timely payment of interest and ultimate
payment of principal at par on or before the rated final legal
maturity date.  Moody's ratings address only the credit risks
associated with the transaction. Other non-credit risks have not
been addressed, but may have a significant effect on yield to
investors.


HOLMES MASTER: Fitch Assigns 'BB' Rating on GBP190 Mil. Notes
-------------------------------------------------------------
Fitch Ratings has assigned final ratings to Holmes Master Issuer
PLC - Issue 2008-2's GBP-equivalent 13.36bn notes, backed by
mortgage loans originated by Abbey National plc (Abbey National):

  -- GBP2,000,000,000 Series 1 Class A1: 'AAA'
  -- GBP7,000,000,000 Series 1 Class A2: 'AAA'
  -- US$5,425,000,000 Series 1 Class A3: 'AAA'
  -- GBP450,000,000 Series 1 Class B: 'AA'
  -- GBP220,000,000 Series 1 Class C: 'BBB'
  -- GBP190,000,000 Series 1 Class D: 'BB'

Each rated class in this transaction has a Stable Outlook.
The notes are the 16th issue from Abbey National's Holmes master
trust program.

The final ratings are based on Fitch's assessment of the
underlying collateral, available credit enhancement, the
origination and underwriting procedures used by Abbey, its
servicing capabilities, either direct or by delegation and the
transaction's sound legal structure.  At closing, credit
enhancement for the Class A notes totals 8.81%, which is provided
by the subordination of the Class B (2.94%), Class M (1.02%),
Class C notes (2.60%) and the Class D notes (0.42%) as well as a
reserve account of 1.83%.  Credit enhancement is calculated by
taking into account outstanding notes from previous issuances.

To analyze credit enhancement levels at closing, Fitch evaluated
the collateral using its default model.  The agency assessed the
transaction cash flows using default and loss severity assumptions
indicated by the default model under various recession timings,
prepayment speeds, interest rates, and originator default
scenarios.  The cash flow tests showed that each Class of notes
could withstand loan losses at a level corresponding to the
related stress scenario without incurring any principal loss or
interest shortfall and can retire principal by the legal final
maturity.

At closing, Fitch has also affirmed the ratings of the outstanding
notes from each of the nine outstanding prior issuances under the

  -- Holmes master trust program:
  -- Holmes Financing (No. 1) PLC
  -- Holmes Financing (No. 8) PLC
  -- Holmes Financing (No. 9) PLC
  -- Holmes Financing (No. 10) PLC
  -- Holmes Master Issuer PLC - Issue 2006-1
  -- Holmes Master Issuer PLC - Issue 2007-1
  -- Holmes Master Issuer PLC - Issue 2007-2
  -- Holmes Master Issuer PLC - Issue 2007-3
  -- Holmes Master Issuer PLC - Issue 2008-1

Each class of notes in these transactions has a Stable Outlook.
All classes of notes are backed by mortgage loans secured by
residential properties in England, Wales and Scotland.


KINGSBOURNE ESTATES: Taps Joint Administrators from PwC
-------------------------------------------------------
David James Bennett and Robert William Birchall of
PricewaterhouseCoopers LLP were appointed joint administrators of
Kingsbourne Estates Ltd. on Dec. 5, 2008.

The company can be reached at:

         Kingsbourne Estates Ltd.
         38 Queens Road
         Lower Parkstone
         Poole
         Dorset
         BH14 9HG
         England


MFI GROUP: Closes 111 Stores; 1,400 Jobs Affected
-------------------------------------------------
MFI Group Ltd. has ceased trading after administrators MCR failed
to find a buyer for the business, BBC News reports.

According to the report, the company's 111 stores have now all
been closed, resulting to the loss of 1,400 jobs.

The administrators, however, could not say what redundancy
payments would be made to the staff who had lost their jobs, the
report notes.

Customers with outstanding orders will get a refund, the report
discloses.  The report states that around 30,000 customers have
been left with outstanding orders.

The report meanwhile adds a huge warehouse used by MFI but run by
logistics firm DHL will close on February 23 if a buyer is not
found.

Phil Duffy, Geoff Bouchier and Paul Clark of MCR were appointed as
joint administrators  to MFI Group Ltd on the evening of
November 26, 2008.

In a TCR-Europe report on November 28, 2008, BBC News said MFI
blamed falling demand big ticket items, cash-flow problems and the
withdrawal of credit for its collapse.

BBC recounted increased competition from newer rivals such as Ikea
hit MFI's sales.

MFI is a retailer of quality fitted furniture in the UK.


NEARBY STORES: Taps Joint Administrators from KPMG
--------------------------------------------------
Richard John Hill and Jonathan Scott Pope of KPMG LLP were
appointed joint administrators of Nearby Stores Ltd. on Dec. 8,
2008.

The company can be reached at:

         Nearby Stores Ltd.
         Chota Castle
         Chew Lane
         Chew Magna
         Bristol
         BS40 8QA
         England


P.C.M. LTD: Assets Sold to Confluence; 64 Jobs Secured
------------------------------------------------------
Administrators from KPMG have sold the trade and assets of London-
based P.C.M. Ltd, the property and construction consulting arm of
Pettifer Group Ltdd, to Confluence Property Management Ltd,
preserving 64 jobs in the process.

Will Wright, Restructuring Director at KPMG said: "In a difficult
market we are delighted to have secured this sale which preserves
the jobs of the 64 company staff just prior to the Christmas
period.

"We are continuing our work on the administrations of Pettifer
Construction Limited, Pettifer Estates Ltd and Pettifer Group
Ltd."

                       About KPMG LLP (UK)

KPMG LLP (UK) -- http://kpmg.co.uk/-- provides professional
services including audit, tax, financial and risk advisory.  KPMG
in the UK has over 10,000 partners and staff working in 22 offices
and is part of a strong global network of members firms.  As part
of KPMG Europe it has merged with its German and Swiss firms,
making it the largest integrated accounting firm in Europe.


SOUTHERN PACIFIC: Fitch Downgrades Ratings on 15 Tranches
---------------------------------------------------------
Fitch Ratings has downgraded 15 tranches of three Southern Pacific
Securities transactions.  Distressed recovery ratings were
assigned on eight tranches across all three deals.  The recent
rating actions are caused by a combination of factors: the
deterioration in the housing and mortgage market conditions, as
well as the performance of the three transactions.

In actual terms the volume loans in arrears by more than three
months continues to decrease in all three transactions, however
the high prepayment rates have led to an increase in the three
months plus arrears ratio.  According to the data as of September
2008, such loans make up 34.35% (SPS 05-2), 30.71% (SPS 05-3) and
33.14% (SPS 06-1) of the current portfolios outstanding, which is
higher than those seen in other UK non-conforming transactions
rated by Fitch.  On the other hand, the volume of loans in
repossession continues to rise in the three SPS deals.  According
to the latest investor reports the portion of loans in
repossession stood at 10.6%, 7% and 5.93% of the current
portfolios outstanding.

The detachable A2 coupons in SPS 05-2 expired in September 2008,
which meant that the transaction was likely to generate more
excess spread in this quarter.  However, in December 2008 the
effect of these has been offset by an increase in the volume of
losses and according to the latest reports, the transaction was
able to generate GBP568 worth of excess spread (compared to
GBP111,421 in September 2008).  In SPS 05-3 the limited
availability of excess spread was reflected in the decrease in the
interest rate cap reserve fund, leaving GBP821,071 available in
for the next interest payment date.  If losses continue to realize
at current pace, Fitch believes that reserve fund draws are likely
to occur within the next couple of IPDs.  Meanwhile, in SPS 06-1
the increase in realized losses has caused the transaction to draw
on its reserve fund in December 2008.  In December 2008, the
issuer fully depleted the interest rate cap reserve fund left as
of the last IPD (in the amount of GBP554,727) was used to cover
part of the realized losses that occurred in the period
(GBP870,691).  The reports show that the remaining losses were
covered by proceeds available in the reserve fund.  The draw in
this period was GBP252,614 (i.e. 14.03% of the target amount).

The last payment on the DAC coupons of SPS 05-3 was made in
December 2008.  Fitch expects that this should to some extent help
provide additional excess spread, but the agency also believes
that these funds will be utilized to cover an increasing volume of
realized losses.  Although the loans in the securitized pool have
now all reverted to standard variable rates, given the recent Bank
of England rate cuts, borrowers will continue to make payments
that are not much higher than the ones they made in the course of
their fixed rate/discount period.  Similarly in SPS 06-1, the DAC
is due to expire in March 2009 at which point the remaining 2.67%
of the pool is due to revert to SVR.

As Fitch expects further losses to be realized, as well as further
reserve fund draws to occur, the agency assigned Distressed
Recovery ratings on the excess spread notes and the most junior
tranches.  These ratings reflect Fitch's concern on the likelihood
of principal payments being made to the noteholders of these
notes.

The Positive Outlooks on class B1a and B1c notes of SPS 05-2 were
affirmed with Positive Outlooks predominantly due to the level of
credit support available to these tranches in comparison to the
other senior notes in the transactions.  Should the performance of
this deal continue to deteriorate, further rating actions will be
taken as deemed appropriate.

Rating actions are:

Southern Pacific Securities 05-2 plc

  -- Class  A2c (ISIN XS0225858512) affirmed at 'AAA'; Outlook
     Stable

  -- Class  B1a (ISIN XS0225861490) affirmed at 'AA'; Outlook
     Positive

  -- Class  B1c (ISIN XS0225862894) affirmed at 'AA'; Outlook
     Positive

  -- Class  C1a (ISIN XS0225865483) affirmed at 'A'; Outlook
     Stable

  -- Class  C1c (ISIN XS0225876688) affirmed at 'A'; Outlook
     Stable

  -- Class  D1a (ISIN XS0225877652) downgraded to 'BB' from 'BBB';
     Outlook revised to Negative from Stable

  -- Class  E1c (ISIN XS0225879278) downgraded to 'CCC' from 'BB';
     Distressed Recovery Rating of 'DR2' assigned

  -- Class  E2c (ISIN XS0225879518) downgraded to 'C' from 'BB';
     Distressed Recovery Rating of 'DR5' assigned

Southern Pacific Securities 05-3 plc:

  -- Class  A2a (ISIN XS0235514972) affirmed at 'AAA'; Outlook
     Stable

  -- Class  A2c (ISIN XS0235515607) affirmed at 'AAA'; Outlook
     Stable

  -- Class  B1a (ISIN XS0235516084) affirmed at 'AA'; Outlook
     Stable

  -- Class  B1c (ISIN XS0235516241) affirmed at 'AA'; Outlook
     Stable

  -- Class  C1a (ISIN XS0235516324) affirmed at 'A'; Outlook
     Stable

  -- Class  C1c (ISIN XS0235516753) affirmed at 'A'; Outlook
     Stable

  -- Class  D1a (ISIN XS0235516837) downgraded to 'BB' from 'BBB';
     Outlook Negative

  -- Class  D1c (ISIN XS0235517215) downgraded to 'BB' from 'BBB';
     Outlook Negative

  -- Class  E1c (ISIN XS0235517728) downgraded to 'CCC' from 'BB';
     Distressed Recovery Rating of 'DR2' assigned

  -- Class  DTc (ISIN XS0235517645) downgraded to 'CCC' from
     'BBB'; Distressed Recovery Rating of 'DR3' assigned

  -- Class  ETc (ISIN XS0235517991) downgraded to 'CC' from 'B';
     Distressed Recovery Rating of 'DR5' assigned

  -- Class  FTc (ISIN XS0235518296) affirmed at 'C'; Distressed
     Recovery Rating of 'DR6'

Southern Pacific Securities 06-1 plc:

  -- Class  A2a (ISIN XS0240948397) affirmed at 'AAA'; Outlook
     Stable

  -- Class  A2c (ISIN XS0240957380) affirmed at 'AAA'; Outlook
     Stable

DAC A2c (ISIN XS0240958354) affirmed at 'AAA'; Outlook Stable

  -- Class  B1c (ISIN XS0240950880) affirmed at 'AA'; Outlook
     Stable

  -- Class  C1a (ISIN XS0240951185) downgraded to 'A-' (A minus)
     from 'A'; Outlook revised to Negative from Stable

  -- Class  C1c (ISIN XS0240952076) downgraded to 'A-' (A minus)
     from 'A'; Outlook revised to Negative from Stable

  -- Class  D1a (ISIN XS0240952316) downgraded to 'BB' from 'BBB';
     Outlook Negative

  -- Class  D1c (ISIN XS0240953470) downgraded to 'BB' from 'BBB';
     Outlook Negative

  -- Class  E1c (ISIN XS0240954015) downgraded to 'CC' from 'BB';
     Distressed Recovery Rating 'DR4' assigned

  -- Class  DTc (ISIN XS0240953710) downgraded to 'CCC' from
     'BBB'; Distressed Recovery Rating 'DR3' assigned

  -- Class  ETc (ISIN XS0240954957) downgraded to 'CC' from 'B';
     Distressed Recovery Rating 'DR5' assigned

  -- Class  FTc (ISIN XS0240956572) affirmed at 'C'; Distressed
     Recovery Rating of 'DR6'


SPIRE TOOLS: Appoints Joint Liquidators from Tenon Recovery
-----------------------------------------------------------
Alexander Kinninmonth and Nigel Ian Fox of Tenon Recovery were
appointed joint liquidators of Spire Tools Ltd. on Dec. 2, 2008,
for the creditors' voluntary winding-up proceeding.

The company can be reached through Tenon Recovery at:

         Highfield Court
         Tollgate
         Chandlers Ford
         Eastleigh
         Hampshire
         SO53 3TZ
         England


SUMMERHALL: Bought Out of Administration by Stewarts
----------------------------------------------------
Livingston-based printing firm Stewarts of Edinburgh has bought
Summerhall out of administration for an undisclosed amount, the
Scotsman reports.

The acquisition, the report notes, will nearly treble Stewarts'
GBP6.5 million turnover to an estimated GBP18.5 million and add
two new sites in Edinburgh.

According to the report, all 135 jobs at Summerhall have been
transferred to Stewarts although the company is currently in
discussion with the employees' union to cut jobs.

Summerhall, the report recounts, went into administration late
last week.


WORKING INTERIORS: Taps Liquidators from Smith & Williamson
-----------------------------------------------------------
Peter W. Engel and Mark G. Boughey of Smith & Williamson were
appointed joint liquidators of Working Interiors (Bristol) Ltd. on
Dec. 4, 2008, for the creditors' voluntary winding-up proceeding.

The company can be reached through Smith & Williamson at:

         Portwall Place
         Portwall Lane
         Bristol
         BS1 6NA
         England


===============
X X X X X X X X
===============


* Moody's Cuts Ratings on 273 Notes Issued by Certain CDO Deals
---------------------------------------------------------------
Moody's Investors Service has downgraded its ratings of 273 Notes
issued by certain collateralized debt obligation transactions
backed by structured finance securities, each of which originated
in 2005 - 2007.

Moody's explained that the rating actions taken are the result of
the application of revised and updated key modelling parameter
assumptions that Moody's uses to rate and monitor ratings of SF
CDOs.  The revisions affect the three key parameters in Moody's
model for rating SF CDOs: asset correlation, default probability
and recovery rate.

Moody's noted that the lowered ratings remain on review for
possible downgrade due to the continuing weakness in the
performance of and outlook for structured finance securities that
back SF CDOs.

The rating actions are:

Issuer: Anthracite Euro CRE CDO 2006-1 plc

(1) Class A Senior Floating Rate Notes due 2042

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 18 December 2006

(2) Class B Senior Floating Rate Notes due 2042

  -- Current Rating: A1, on review for possible downgrade
  -- Prior Rating: Aa1
  -- Prior Rating Date: 18 December 2006

(3) Class C Deferrable Interest Floating Rate Notes due 2042

  -- Current Rating: Baa1, on review for possible downgrade
  -- Prior Rating: A1
  -- Prior Rating Date: 18 December 2006

(4) Class D Deferrable Interest Floating Rate Notes due 2042

  -- Current Rating: Ba2, on review for possible downgrade
  -- Prior Rating: Baa2
  -- Prior Rating Date: 18 December 2006

(5) Class E Deferrable Interest Floating Rate Notes due 2042

  -- Current Rating: B2, on review for possible downgrade
  -- Prior Rating: Ba2
  -- Prior Rating Date: 18 December 2006

Issuer: Argon Capital PLC - Series 77 (Lagonda)

(1) EUR10,200,000 Limited Recourse Secured Variable Rate Credit-
Linked Notes due 2047

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2
  -- Prior Rating Date: 27 April 2007

Issuer: Argon Capital Plc - Series 84, 85 and 87

(1) Series 84 EUR25,500,000 Limited Recourse secured Variable Rate
Credit-Linked Notes due 2047-1

  -- Current Rating: A1, on review for possible downgrade
  -- Prior Rating: Aa1, on review for possible downgrade
  -- Prior Rating Date: 23 October 2008

(2) Series 85 EUR23,000,000 Limited Recourse secured Variable Rate
Credit-Linked Notes due 2047-2

  -- Current Rating: A2, on review for possible downgrade
  -- Prior Rating: Aa2, on review for possible downgrade
  -- Prior Rating Date: 23 October 2008

(3) Series 87 EUR10,500,000 Limited Recourse secured Variable Rate
Credit-Linked Notes due 2047-4

  -- Current Rating: Ba2, on review for possible downgrade
  -- Prior Rating: Baa2
  -- Prior Rating Date: 20 September 2007

Issuer: Arosa Funding Limited - Series 2006-6

(1) EUR20,000,000 Secured Credit-Linked Floating Rate Notes due
2013

  -- Current Rating: Ba1
  -- Prior Rating: Baa1
  -- Prior Rating Date: 04 June 2007

Issuer: Avebury Finance CDO p.l.c.

(1) US$9,700,000 Class X Floating Rate Notes due 2012

  -- Current Rating: Aaa, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 28 June 2006

(2) US$879,500,000 Class A-1A Revolving Floating Rate Notes due
2051

  -- Current Rating: B3, on review for possible downgrade
  -- Prior Rating: Ba3, on review for possible downgrade
  -- Prior Rating Date: 02 July 2008

Issuer: Baker Street Finance Limited / Baker Street US$ Finance
Limited

(1) EUR137,500,000 Class A-1a Floating Credit Linked Notes

  -- Current Rating: A2, on review for possible downgrade
  -- Prior Rating: Aa2, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(2) EUR90,200,000 Class A2 Floating Credit Linked Notes

  -- Current Rating: Ba2, on review for possible downgrade
  -- Prior Rating: Baa2, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(3) EUR89,100,000 Class B Floating Credit Linked Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(4) EUR68,750,000 Class C Floating Credit Linked Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(5) EUR55,000,000 Class D Floating Credit Linked Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(6) EUR110,000,000 Class A-1b Floating Credit Linked Notes

  -- Current Rating: Baa1, on review for possible downgrade
  -- Prior Rating: A1, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(7) EUR92,400,000 Class A-1c Floating Credit Linked Notes

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(8) US$8,400,000 Class A1-US$ Floating Credit-Linked Notes-1

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(9) US$8,200,000 Class A2-US$ Floating Credit-Linked Notes-2

  -- Current Rating: Ba2, on review for possible downgrade
  -- Prior Rating: Baa2, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(10) US$8,100,000 Class B-US$ Floating Credit-Linked Notes-3

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(11) US$6,250,000 Class C-US$ Floating Credit-Linked Notes-4

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(12) US$5,000,000 Class D-US$ Floating Credit-Linked Notes-5

  -- Current Rating: Caa3, on review for possible downgrade

  -- Prior Rating: Caa2, on review for possible downgrade

  -- Prior Rating Date: 14 October 2008

Issuer: Bantry Bay CDO I P.L.C.

(1) US$127,000,000 Class A-1 Floating Rate Notes, due 2052
  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 17 June 2008

Issuer: Cairn High Grade ABS CDO I PLC
(1) US$911,000,000 Class A1 Delayed Draw Floating Rate Notes due
2055

  -- Current Rating: Baa1, on review for possible downgrade
  -- Prior Rating: A1, on review for possible downgrade
  -- Prior Rating Date: 05 August 2008

(2) US$20,000,000 Class A2 Floating Rate Notes due 2055
  -- Current Rating: Caa2, on review for possible downgrade
  -- Prior Rating: B2, on review for possible downgrade
  -- Prior Rating Date: 05 August 2008

(3) US$20,000,000 Class B Floating Rate Notes due 2055

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 05 August 2008

Issuer: Cheyne CLO Investments I Limited

(1) Supersenior Financial Guarantee

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 04 April 2005

(2) Class A

  -- Current Rating: A1, on review for possible downgrade
  -- Prior Rating: Aa1
  -- Prior Rating Date: 04 April 2005

(3) Class B

  -- Current Rating: A2, on review for possible downgrade
  -- Prior Rating: Aa2
  -- Prior Rating Date: 04 April 2005

(4) Class C

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2
  -- Prior Rating Date: 04 April 2005

(5) Class D

  -- Current Rating: Ba2, on review for possible downgrade
  -- Prior Rating: Baa2
  -- Prior Rating Date: 04 April 2005

(6) Class E

  -- Current Rating: B1, on review for possible downgrade
  -- Prior Rating: Ba1
  -- Prior Rating Date: 04 April 2005

Issuer: Chrome Funding Limited Series 15 to 17 (Odeon CDO notes)

(1) Series 15 Class A Tranche 1 (Odeon CDO)-1

  -- Current Rating: Caa2, on review for possible downgrade
  -- Prior Rating: B2, on review for possible downgrade
  -- Prior Rating Date: 23 June 2008

(2) Series 16 Class B Tranche 1 (Odeon CDO)

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 23 June 2008

Issuer: Claris IV Limited - Carmel Valley Series 5

(1) Series 5/2006 EUR40,000,000 Carmel Valley 2006-3 Synthetic CDO
of RMBS

  -- Current Rating: Caa1, on review for possible downgrade
  -- Prior Rating: B1, on review for possible downgrade
  -- Prior Rating Date: 24 July 2008

Issuer: Claris IV Limited - Carmel Valley Series 6

(1) Series 6/2006 EUR5,000,000 Carmel Valley 2006-3 Synthetic CDO
of RMBS

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 24 July 2008

Issuer: Claris IV Limited - Leibnitz

(1) Series 8 Tranche 1 Leibnitz 2006-1 Synthetic CDO of RMBS
Variable Rate Notes due 2046

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 23 June 2008

(2) Series 9 Tranche 1 Leibnitz 2006-1 Synthetic CDO of RMBS
Variable Rate Notes due 2046

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 13 March 2008

Issuer: Claris IV Limited - Series 7 CARMEL VALLEY

(1) Series 7/2006 US$17,500,000 Carmel Valley 2006-3 Synthetic
CDO of RMBS

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 24 July 2008

Issuer: Claris IV Limited - Sonoma Valley 2006-1

(1) US$35,000,000 Series 80

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 23 November 2006

(2) US$61,000,000 Series 75

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 23 November 2006

(3) US$23,000,000 Series 74

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 23 November 2006

(4) US$5,000,000 Series 73

  -- Current Rating: A3, on review for possible downgrade
  -- Prior Rating: Aa3
  -- Prior Rating Date: 23 November 2006

(5) US$25,000,000 Series 72

  -- Current Rating: A3, on review for possible downgrade
  -- Prior Rating: Aa3
  -- Prior Rating Date: 23 November 2006

Issuer: Claris Limited - Napa Valley IV Synthetic CDO of ABS

(1) Series 51/2005 Tranche 1 Napa Valley IV Synthetic CDO of ABS
Floating Rate Notes

  -- Current Rating: Caa2, on review for possible downgrade
  -- Prior Rating: Ba2, on review for possible downgrade
  -- Prior Rating Date: 01 May 2008

(2) Series 52/2005 Tranche 1 Napa Valley IV Synthetic CDO of ABS
Floating Rate Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Ba3, on review for possible downgrade
  -- Prior Rating Date: 01 May 2008

(3) Series 54/2005 Tranche 1 Napa Valley IV Synthetic CDO of ABS
Floating Rate Notes

  -- Current Rating: Ba1, on review for possible downgrade
  -- Prior Rating: A1, on review for possible downgrade
  -- Prior Rating Date: 01 May 2008

(4) Series 55/2005 Tranche 1 Napa Valley IV Synthetic CDO of ABS
Floating Rate Notes

  -- Current Rating: Ba1, on review for possible downgrade
  -- Prior Rating: A1, on review for possible downgrade
  -- Prior Rating Date: 01 May 2008

Issuer: Claris Limited - Napa Valley XI Series 102 - 103 - 107

1) Series 102/2007 Tranche 1 JPY2,000,000,000 Napa Valley XI
Synthetic CDO of ABS Floating Rate Notes due 2027

  -- Current Rating: Caa2, on review for possible downgrade
  -- Prior Rating: B2, on review for possible downgrade
  -- Prior Rating Date: 19 August 2008

(2) Series 103/2007 Tranche 1 EUR30,000,000 Napa Valley XI
Synthetic CDO of ABS Floating Rate Notes due 2027

  -- Current Rating: Ba1, on review for possible downgrade
  -- Prior Rating: A3, on review for possible downgrade
  -- Prior Rating Date: 19 August 2008

(3) Series 107/2007 Tranche 1 JPY1,000,000,000 Napa Valley XI
Synthetic CDO of ABS Floating Rate Notes due 2027

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 19 August 2008

Issuer: Claris Limited - Series 108, 109 & 110 (Millesime 2007-3)
(1) Series 108/2007-Tranche 1- JPY1,000,000,000

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2
  -- Prior Rating Date: 25 July 2007

(2) Series 109/2007 - Tranche 1- JPY2,300,000,000

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2
  -- Prior Rating Date: 25 July 2007

(3) Series 110/2007-Tranche 1-EUR13,000,000

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 25 July 2007

Issuer: Claris Limited - Series 96/2007 (Sonoma Valley 2007-3)

(1) Series 96/2007 Tranche 1 US$10,000,000 Sonoma Valley 2007-3
Synthetic CDO of CMBS Variable Notes due 2037

  -- Current Rating: Baa1, on review for possible downgrade
  -- Prior Rating: A1
  -- Prior Rating Date: 24 May 2007

Issuer: Claris Limited - Voltaire Credit-Linked Notes

(1) Series 43/2005 Voltaire Floating Rate Credit Linked Notes-1

  -- Current Rating: A2, on review for possible downgrade
  -- Prior Rating: Aa2, on review for possible downgrade
  -- Prior Rating Date: 20 November 2008

(2) Series 45/2005 Voltaire Fixed Rate Credit Linked Notes

  -- Current Rating: A2, on review for possible downgrade
  -- Prior Rating: Aa2
  -- Prior Rating Date: 20 November 2008

Issuer: Claris Limited (Napa Valley V(II) Equity Tranche)

(1) Series 66/2006 TRANCHE 1 EUR20,000,000 Napa Valley V(II)
Synthetic CDO of ABS Floating Rate Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 01 May 2008

Issuer: Claris Limited (Napa Valley V(II) Mezzanine Tranche)

(1) Series 67/2006 TRANCHE 1 EUR40,000,000 Napa Valley V(II)
Synthetic CDO of ABS Floating Rate Notes

  -- Current Rating: Ba2, on review for possible downgrade
  -- Prior Rating: Baa2, on review for possible downgrade
  -- Prior Rating Date: 01 May 2008

Issuer: Claris Limited Napa Valley IX Series 81

(1) Series 81 TRANCHE 1 JPY1,000,000,000 Napa Valley IX Synthetic
CDO of ABS Floating Rate Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 16 June 2008

Issuer: Claris Limited Series 101/2007 Napa Valley X CDO of ABS
Floating Rate Notes

(1) Series 101/2007

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 23 June 2008

Issuer: Claris Limited Series 38/2005 (Napa Valley III)

(1) Series 38/2005 Napa Valley III

  -- Current Rating: B1, on review for possible downgrade
  -- Prior Rating: Ba1, on review for possible downgrade
  -- Prior Rating Date: 01 May 2008

Issuer: Claris Limited Series 59 to 62 (Napa Valley V)

(1) Series 59/2005 Tranche 1 Napa Valley V Synthetic CDO of ABS
Floating Rate Notes

  -- Current Rating: B2, on review for possible downgrade
  -- Prior Rating: Ba2, on review for possible downgrade
  -- Prior Rating Date: 02 May 2008

(2) Series 60/2005 Tranche 1 Napa Valley V Synthetic CDO of ABS
Floating Rate Notes

  -- Current Rating: B3, on review for possible downgrade
  -- Prior Rating: Ba3, on review for possible downgrade
  -- Prior Rating Date: 02 May 2008

(3) Series 61/2005 Tranche 1 Napa Valley V Synthetic CDO of ABS
Variable Rate Notes

  -- Current Rating: B3, on review for possible downgrade
  -- Prior Rating: Ba3, on review for possible downgrade
  -- Prior Rating Date: 02 May 2008

Issuer: Claris Limited Series 63/2006 (Napa Valley 2006-1)

(1) Series 63/2006 Tranche 1 Napa Valley 2006-1 Synthetic CDO of
ABS Floating Rate Note

  -- Current Rating: Caa2, on review for possible downgrade
  -- Prior Rating: B2, on review for possible downgrade
  -- Prior Rating Date: 07 May 2008

Issuer: Claris Limited Series 88 & 89 (Millesime 2007-2 Portfolio)

(1) Series 88/2007-1

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2
  -- Prior Rating Date: 30 March 2007

(2) Series 89/2007-1

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 30 March 2007

Issuer: Claris Limited Series 99/2007 - Napa Valley X

(1) Series 99/2007

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 23 June 2008

Issuer: Clifton Street Finance Limited

(1) Class A-1
  -- Current Rating: Ba2, on review for possible downgrade
  -- Prior Rating: Baa2, on review for possible downgrade
  -- Prior Rating Date: 24 November 2008

(2) Class A-2

  -- Current Rating: Ba3, on review for possible downgrade
  -- Prior Rating: Baa3, on review for possible downgrade
  -- Prior Rating Date: 24 November 2008

(3) Class B

  -- Current Rating: B3, on review for possible downgrade
  -- Prior Rating: Ba3, on review for possible downgrade
  -- Prior Rating Date: 24 November 2008

(4) Class C

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 24 November 2008

Issuer: Cloverie Plc - Series 2004-72, 2004-77 & 2005-04 (US Onyx)

(1) US$50,000,000 Class C Secured Floating Rate Series 2005-04

  -- Current Rating: A1, on review for possible downgrade
  -- Prior Rating: Aa1, on review for possible downgrade
  -- Prior Rating Date: 02 June 2008

Issuer: Cloverie Plc - Series 2005-07 (US Onyx)

(1) US$25,000,000 Class C Secured Floating Rate Series 2005-07
  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 27 May 2005

Issuer: Cloverie Plc - Series 2005-33 (US Onyx)

(1) Series 2005-33 - US$18,750,000 Class C Secured Floating Rate
Portfolio Linked Notes due 2025

  -- Current Rating: Baa1, on review for possible downgrade
  -- Prior Rating: A1, on review for possible downgrade
  -- Prior Rating Date: 02 June 2008

Issuer: Cloverie Plc - Series 2005-34 (US Onyx)

(1) Series 2005-34 - US$18,750,000 Class C Secured Floating Rate
Portfolio Linked Notes due 2025

  -- Current Rating: Baa1, on review for possible downgrade
  -- Prior Rating: A1, on review for possible downgrade
  -- Prior Rating Date: 02 June 2008

Issuer: Cloverie Plc - Series 2005-35 (US Onyx)

(1) Series 2005-35 - US$18,750,000 Class C Secured Floating Rate
Portfolio Linked Notes due 2025

  -- Current Rating: Baa1, on review for possible downgrade
  -- Prior Rating: A1, on review for possible downgrade
  -- Prior Rating Date: 02 June 2008

Issuer: Cloverie Plc - Series 2005-46 (US Onyx)

(1) Series 2005-46 - US$15,000,000 Class C Secured Floating Rate
Portfolio Linked Notes due 2025

  -- Current Rating: B3, on review for possible downgrade
  -- Prior Rating: Ba3, on review for possible downgrade
  -- Prior Rating Date: 02 June 2008

Issuer: Cloverie Plc - Series 2005-47 (US Onyx)

(1) Series 2005-47 - US$15,000,000 Class C Secured Floating Rate
Portfolio Linked Notes due 2025

  -- Current Rating: Caa1, on review for possible downgrade
  -- Prior Rating: B1, on review for possible downgrade
  -- Prior Rating Date: 02 June 2008

Issuer: Cloverie Plc - Series 2005-48 (US Onyx)

(1) Series 2005- 48 - US$15,000,000 Class C Secured Floating Rate
Portfolio Linked Notes due 2025

  -- Current Rating: B3, on review for possible downgrade
  -- Prior Rating: Ba3, on review for possible downgrade
  -- Prior Rating Date: 02 June 2008

Issuer: Cloverie Plc - Series 2005-49 (US Onyx)

(1) Series 2005- 49 - US$15,000,000 Class C Secured Floating Rate
Portfolio Linked Notes due 2025

  -- Current Rating: B2, on review for possible downgrade
  -- Prior Rating: Ba2, on review for possible downgrade
  -- Prior Rating Date: 02 June 2008

Issuer: Cloverie plc - Series 2005-74

(1) Series 2005-74 - EUR40,000,000 Class C Secured Floating Rate
Portfolio Linked Notes due 2020

  -- Current Rating: A2, on review for possible downgrade
  -- Prior Rating: Aa2
  -- Prior Rating Date: 16 September 2005

Issuer: Cloverie plc - Series 2005-78, 79, 80 & 81 (Maracana)

(1) Series 2005-78 - US$15,000,000 Class S-2 Secured Floating Rate
Portfolio Credit Linked Notes due 2043

  -- Current Rating: Caa2, on review for possible downgrade
  -- Prior Rating: B2, on review for possible downgrade
  -- Prior Rating Date: 08 May 2008

(2) Series 2005-79 - US$15,000,000 Class S-4 Secured Floating Rate
Portfolio Credit Linked Notes due 2043

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 08 May 2008

(3) Series 2005-80 - US$15,000,000 Class A Secured Floating Rate
Portfolio Credit Linked Notes due 2043

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 08 May 2008

(4) Series 2005-81 - US$15,000,000 Class B Secured Floating Rate
Portfolio Credit Linked Notes due 2043

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 08 May 2008

Issuer: Cloverie Plc - Series 2006-1/2/3

(1) Series 2006-1 - Class A Secured Floating Rate Portfolio Credit
Linked Notes due 2045-1

  -- Current Rating: Ba1, on review for possible downgrade
  -- Prior Rating: Baa1, on review for possible downgrade
  -- Prior Rating Date: 21 May 2008

(2) Series 2006-2 - Class B Secured Floating Rate Portfolio Credit
Linked Notes due 2045-2

  -- Current Rating: B1, on review for possible downgrade
  -- Prior Rating: Ba1, on review for possible downgrade
  -- Prior Rating Date: 21 May 2008

(3) Series 2006-3 - Class D Secured Floating Rate Portfolio Credit
Linked Notes due 2045-3

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 21 May 2008

Issuer: Coriolanus Limited Series 30

(1) Series 30 US$35,000,000 Floating Rate Portfolio Credit Linked
Secured Notes due 2040

  -- Current Rating: A2, on review for possible downgrade
  -- Prior Rating: Aa2
  -- Prior Rating Date: 22 September 2005

Issuer: Coriolanus Limited Series 63 and 69

(1) Coriolanus Limited Series 69 US$5,000,000 Class B Floating
Rate Secured Notes due 2046-2

  -- Current Rating: B3, on review for possible downgrade
  -- Prior Rating: Ba3, on review for possible downgrade
  -- Prior Rating Date: 01 July 2008

Issuer: Corsair (Jersey) No 4 Limited - Series 11

(1) Series 11 Floating Rate Step-down Secured Portfolio CLN

  -- Current Rating: A3, on review for possible downgrade
  -- Prior Rating: Aa3
  -- Prior Rating Date: 30 July 2007

Issuer: Credit Derivative Transaction Sonoma Valley 2006-1

(1) US$23,000,000 Sonoma Valley swap

  -- Current Rating: A3, on review for possible downgrade
  -- Prior Rating: Aa3
  -- Prior Rating Date: 23 November 2006

Issuer: Credit Derivative Transactions Sonoma Valley II 2006-1

(1) US$44,000,000 Sonoma Valley II Swap

  -- Current Rating: A3, on review for possible downgrade
  -- Prior Rating: Aa3
  -- Prior Rating Date: 23 November 2006

Issuer: Curzon Funding Limited Series 2005-1 (HORIZON CDO Series)

(1) Series 2005-1 Horizon Class A Variable Coupon Notes

  -- Current Rating: A2, on review for possible downgrade
  -- Prior Rating: Aa2, on review for possible downgrade
  -- Prior Rating Date: 19 November 2008

(2) Series 2005-1 Horizon Class B Variable Coupon Notes

  -- Current Rating: B1, on review for possible downgrade
  -- Prior Rating: Ba1, on review for possible downgrade
  -- Prior Rating Date: 19 November 2008

(3) Series 2005-1 Horizon Class C Variable Coupon Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 19 November 2008

Issuer: Curzon Funding Limited Series 2005-2 (Horizon IIIE)

(1) Series 2005-2 Horizon IIIE Class A Variable Coupon Notes

  -- Current Rating: A2, on review for possible downgrade
  -- Prior Rating: Aa2, on review for possible downgrade
  -- Prior Rating Date: 19 November 2008

(2) Series 2005-2 Horizon IIIE Class B Variable Coupon Notes

  -- Current Rating: B1, on review for possible downgrade
  -- Prior Rating: Ba1, on review for possible downgrade
  -- Prior Rating Date: 19 November 2008

(3) Series 2005-2 Horizon IIIE Class C Variable Coupon Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 19 November 2008

Issuer: Curzon Funding Limited Series 2006-1 (Horizon CDO VI)

(1) Series 2006-1 Class A Variable Coupon Notes

  -- Current Rating: Ba2, on review for possible downgrade
  -- Prior Rating: Baa2, on review for possible downgrade
  -- Prior Rating Date: 11 July 2008

(2) Series 2006-1 Class B Variable Coupon Notes

  -- Current Rating: B2, on review for possible downgrade
  -- Prior Rating: Ba2, on review for possible downgrade
  -- Prior Rating Date: 11 July 2008

(3) Series 2006-1 Class C Variable Coupon Notes

  -- Current Rating: Caa2, on review for possible downgrade
  -- Prior Rating: B2, on review for possible downgrade
  -- Prior Rating Date: 11 July 2008

(4) Series 2006-1 Class D Variable Coupon Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 11 July 2008

Issuer: Curzon Funding Limited Series 2006-3 (Horizon CDO VIII)

(1) Series 2006-3 Class A Floating Coupon Notes

  -- Current Rating: B1, on review for possible downgrade
  -- Prior Rating: Ba1, on review for possible downgrade
  -- Prior Rating Date: 04 August 2008

(2) Series 2006-3 Class B Floating Coupon Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 04 August 2008

Issuer: Delta CDO plc

(1) Series 2005-1 B-1 Floating Rate Credit Linked Secured Notes
due 2039

  -- Current Rating: Ba2, on review for possible downgrade
  -- Prior Rating: Baa2, on review for possible downgrade
  -- Prior Rating Date: 06 May 2008

(2) Series 2005-1 C-1 Floating Rate Credit Linked Secured Notes
due 2039

  -- Current Rating: Caa1, on review for possible downgrade
  -- Prior Rating: B1, on review for possible downgrade
  -- Prior Rating Date: 06 May 2008

(3) Series 2005-1 D-1 Floating Rate Credit Linked Secured Notes
due 2039

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 06 May 2008

Issuer: Delta CDO plc - Series 2005-2

(1) Series 2005-2 B-1 Floating Rate Credit Linked Secured Notes
due 2045-1

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 10 November 2008

Issuer: KBC Investments Cayman Islands Ltd - Super Senior CDS
Dorset Street Finance Limited

(1) Super Senior Swap Dorset Street Finance Limited

  -- Current Rating: A1, on review for possible downgrade
  -- Prior Rating: Aa1, on review for possible downgrade
  -- Prior Rating Date: 30 October 2008

Issuer: Dorset Street Finance Limited

(1) Class A1 Floating Credit Linked Notes

  -- Current Rating: Baa3, on review for possible downgrade
  -- Prior Rating: A3, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(2) Class A2 Floating Credit Linked Notes

  -- Current Rating: Ba2, on review for possible downgrade
  -- Prior Rating: Baa2, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(3) Class B Floating Credit Linked Notes

  -- Current Rating: Ba3, on review for possible downgrade
  -- Prior Rating: Baa3, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(4) Class C Floating Credit Linked Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(5) Class D Floating Credit Linked Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(6) Class E Floating Credit Linked Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

Issuer: Dublin Oak Ltd.

(1) US$207,000,000 Class A Credit-Linked Notes due 2086-1

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2, on review for possible downgrade
  -- Prior Rating Date: 06 August 2008

(2) US$90,000,000 Class B Credit-Linked Notes due 2086

  -- Current Rating: Ba1, on review for possible downgrade
  -- Prior Rating: Baa1, on review for possible downgrade
  -- Prior Rating Date: 06 August 2008

(3) US$2,700,000,000 Super Senior Swap

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 30 July 2007

Issuer: Eirles Two Limited Series 176

(1) Series 176 US$20,000,000 Floating Rate Portfolio Credit Linked
Secured Notes due 2040

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 06 May 2005

(2) Series 176 US$17,000,000 Floating Rate Portfolio Credit Linked
Secured Notes due 2040

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 17 June 2005

Issuer: Eirles Two Limited Series 181

(1) Series 181 US$50,000,000 Floating Rate Portfolio Credit
Linked Secured Notes due 2045

  -- Current Rating: A3, on review for possible downgrade
  -- Prior Rating: Aa3, on review for possible downgrade
  -- Prior Rating Date: 08 May 2008

Issuer: Eirles Two Limited Series 198

(1) Series 198 EUR25,000,000 Floating Rate Portfolio Credit Linked
Secured Notes due 2093

  -- Current Rating: Baa1, on review for possible downgrade
  -- Prior Rating: A1
  -- Prior Rating Date: 11 August 2005

Issuer: Eirles Two Limited Series 273 & 274
(1) Series 273

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 23 May 2008

Issuer: Eirles Two Limited Series 300

(1) Series 300

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 15 April 2008

Issuer: ELM B.V. - LABS Series 2007-1

(1) EUR50,000,000 Series 2007-1 - LABS due 2027
  -- Current Rating: A3, on review for possible downgrade
  -- Prior Rating: Aa3
  -- Prior Rating Date: 29 March 2007

Issuer: ELM B.V. - Series 57 - Leveraged Asset Backed Securities
2006-3

(1) EUR22,500,000 Floating Rate Credit Linked Secured Notes due
2026

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2
  -- Prior Rating Date: 04 July 2006

Issuer: ELM B.V. - Series 79 - Leveraged Asset-Backed Securities
2006-4

(1) EUR22,500,000 Floating Rate Credit Linked Secured Notes due
2026

  -- Current Rating: A3, on review for possible downgrade
  -- Prior Rating: Aa3
  -- Prior Rating Date: 14 July 2006

Issuer: ELM B.V. Series 118 LABS 2007-3

(1) Series 118 Variable Coupon Leveraged Asset Backed Securities
2007-3 due 2027

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 17 December 2007

Issuer: ELM B.V. Series 41

(1) EUR84,000,000 Floating Rate Credit Linked Secured Notes due
2056

  -- Current Rating: A3, on review for possible downgrade
  -- Prior Rating: Aa3
  -- Prior Rating Date: 21 March 2006

Issuer: ELM B.V. Series 48 - Leveraged Asset Backed Securities
2006-2

(1) EUR22,500,000 Floating Rate Credit Linked Secured Notes due
2056

  -- Current Rating: A3, on review for possible downgrade
  -- Prior Rating: Aa3
  -- Prior Rating Date: 04 July 2006

Issuer: FAB CBO 2005-1 B.V.

(1) Class A1 Floating Rate Notes

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa, on review for possible downgrade
  -- Prior Rating Date: 25 November 2008

(2) Class A2 Floating Rate Notes

  -- Current Rating: Ba2, on review for possible downgrade
  -- Prior Rating: Baa2, on review for possible downgrade
  -- Prior Rating Date: 25 November 2008

Issuer: Faxtor HG 2007-1

(1) Class A-1M Floating Rate Delayed Draw Secured Notes due 2049

  -- Current Rating: B1, on review for possible downgrade
  -- Prior Rating: Ba1, on review for possible downgrade
  -- Prior Rating Date: 09 April 2008

Issuer: G Square Finance 2007-1 Ltd

(1) Class A-1 Senior Secured Floating Rate Notes due 2052

   -- Current Rating: Caa3, on review for possible downgrade
   -- Prior Rating: Caa1, on review for possible downgrade
   -- Prior Rating Date: 01 July 2008

Issuer: Gennaker I CDO Limited

(1) US$521,700,000 Class A-1A Floating Rate Notes Due 2045

  -- Current Rating: A1, on review for possible downgrade
  -- Prior Rating: Aa1, on review for possible downgrade
  -- Prior Rating Date: 01 December 2008

(2) US$0 Class A-1B Floating Rate Notes Due 2045

  -- Current Rating: A1, on review for possible downgrade
  -- Prior Rating: Aa1, on review for possible downgrade
  -- Prior Rating Date: 01 December 2008

(3) US$25,800,000 Class A-2 Floating Rate Notes Due 2045

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2, on review for possible downgrade
  -- Prior Rating Date: 01 December 2008

(4) US$12,900,000 Class B Floating Rate Notes Due 2045

  -- Current Rating: B1, on review for possible downgrade
  -- Prior Rating: Ba1, on review for possible downgrade
  -- Prior Rating Date: 01 December 2008

(5) US$13,560,000 Class C Deferrable Floating Rate Notes Due
2045

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 01 December 2008

Issuer: Hanover Street Finance Limited

(1) Class A1 Floating Rate Credit-Linked Notes

  -- Current Rating: Baa1, on review for possible downgrade
  -- Prior Rating: A1, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(2) Class A2 Floating Rate Credit-Linked Notes

  -- Current Rating: Baa3, on review for possible downgrade
  -- Prior Rating: A3, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(3) Class B Floating Rate Credit-Linked Notes

  -- Current Rating: Ba3, on review for possible downgrade
  -- Prior Rating: Baa3, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(4) Class C Floating Rate Credit-Linked Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(5) Class D Floating Rate Credit-Linked Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(6) Class E Floating Rate Credit-Linked Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

Issuer: Isara - Astir B.V. Series 18

(1) Series 18 Class A2 EUR30,000,000 Floating Rate Variable Coupon
Amount Credit Linked Notes due 2019

  -- Current Rating: Ba1, on review for possible downgrade
  -- Prior Rating: Baa1, on review for possible downgrade
  -- Prior Rating Date: 25 November 2008

Issuer: Lagonda CDO

(1) EUR30,000,000 Lagonda CDO CDS

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 18 January 2007

(2) EUR135,000,000 Lagonda CDO CDS Super Senior Tranche

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 27 April 2007

Issuer: Logan CDO II Limited

(1) Super Senior Swap

  -- Current Rating: Caa1, on review for possible downgrade
  -- Prior Rating: B1, on review for possible downgrade
  -- Prior Rating Date: 18 June 2008

Issuer: Lunar Funding V plc - Series 36 & 37

(1) Series 2007-36 Notes due 2052

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 18 June 2008

Issuer: Mainsail CDO I Limited

(1) Mainsail CDO I Ltd - jr. super senior tranche #1

  -- Current Rating: Caa1, on review for possible downgrade
  -- Prior Rating: B1, on review for possible downgrade
  -- Prior Rating Date: 11 July 2008

Issuer: Mill Reef SCDO 2005-1 LTD
(1) Super Senior Swap

  -- Current Rating: Ba1, on review for possible downgrade
  -- Prior Rating: A1, on review for possible downgrade
  -- Prior Rating Date: 11 August 2008

(2) Class A-1L

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 11 August 2008

(3) Class X

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 11 August 2008

Issuer: New Bond Street CDO 1 plc

(1) US$2,500,000 Class X Floating Rate Notes due 2015

  -- Current Rating: Aaa, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 18 July 2006

(2) US$700,000,000 Class A1 Floating Rate Delayed Draw Notes due
2066

  -- Current Rating: Baa3, on review for possible downgrade
  -- Prior Rating: A3, on review for possible downgrade
  -- Prior Rating Date: 10 October 2008

Issuer: New Bond Street CDO 2 plc

(1) US$1,750,000 Class X Floating Rate Notes due 2015

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa, on review for possible downgrade
  -- Prior Rating Date: 10 October 2008

Issuer: North Sea Island CDO I Limited

(1) Series of Class A Floating Rate Notes Due September 2095

  -- Current Rating: B2, on review for possible downgrade
  -- Prior Rating: Ba2, on review for possible downgrade
  -- Prior Rating Date: 28 November 2008

Issuer: Omega Capital Europe p.l.c. Series 41 (Sycamore)

(1) Class A Notes

  -- Current Rating: B2, on review for possible downgrade
  -- Prior Rating: Ba2, on review for possible downgrade
  -- Prior Rating Date: 23 May 2008

(2) Class A-Bis Notes

  -- Current Rating: B2, on review for possible downgrade
  -- Prior Rating: Ba2, on review for possible downgrade
  -- Prior Rating Date: 23 May 2008

(3) Class A-J Notes

  -- Current Rating: B2, on review for possible downgrade
  -- Prior Rating: Ba2, on review for possible downgrade
  -- Prior Rating Date: 23 May 2008

(4) Class B Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 23 May 2008

(5) Class B-Fixed Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 23 May 2008

(6) Class B-U Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 23 May 2008

(7) Class B-J Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 23 May 2008

(8) Class C Notes

  -- Current Rating: Caa1, on review for possible downgrade
  -- Prior Rating: B1, on review for possible downgrade
  -- Prior Rating Date: 23 May 2008

Issuer: Omega Capital Europe p.l.c. Series 46 (Sycamore Series 2)

(1) Class A Notes

  -- Current Rating: B2, on review for possible downgrade
  -- Prior Rating: Ba2, on review for possible downgrade
  -- Prior Rating Date: 11 September 2008

(2) Class C Notes

  -- Current Rating: Caa2, on review for possible downgrade
  -- Prior Rating: B2, on review for possible downgrade
  -- Prior Rating Date: 11 September 2008

Issuer: Omega Capital Europe plc Series 50 (Sycamore Series 3-Bis
Pf1)

(1) Class AE-10 Notes

  -- Current Rating: Ba1
  -- Prior Rating: Aa3, on review for possible downgrade
  -- Prior Rating Date: 14 August 2008

(2) Class CE-10 Notes

  -- Current Rating: B3
  -- Prior Rating: Baa3, on review for possible downgrade
  -- Prior Rating Date: 14 August 2008

Issuer: Oxford Street Finance Limited

(1) Class A1

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2, on review for possible downgrade
  -- Prior Rating Date: 24 November 2008

(2) Class A2

  -- Current Rating: Ba1, on review for possible downgrade
  -- Prior Rating: Baa1, on review for possible downgrade
  -- Prior Rating Date: 24 November 2008

(3) Class B

  -- Current Rating: Ba3, on review for possible downgrade
  -- Prior Rating: Baa3, on review for possible downgrade
  -- Prior Rating Date: 24 November 2008

(4) Class C

  -- Current Rating: B2, on review for possible downgrade
  -- Prior Rating: Ba2, on review for possible downgrade
  -- Prior Rating Date: 24 November 2008

(5) Class D

  -- Current Rating: Caa2, on review for possible downgrade
  -- Prior Rating: B2, on review for possible downgrade
  -- Prior Rating Date: 24 November 2008

(6) Class E

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 24 November 2008

Issuer: Palmer Square 2 plc

(1) Class X Floating Rate Notes due 2045

  -- Current Rating: Aaa, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 26 October 2005

(2) Class A1-M Floating Rate Notes due 2045

  -- Current Rating: Caa2, on review for possible downgrade
  -- Prior Rating: B2, on review for possible downgrade
  -- Prior Rating Date: 20 November 2008

(3) Class A1-Q Floating Rate Notes due 2045

  -- Current Rating: Caa2, on review for possible downgrade
  -- Prior Rating: B2, on review for possible downgrade
  -- Prior Rating Date: 20 November 2008

Issuer: Palmer Square plc

(1) Class A1-A Floating Rate Notes due 2045

  -- Current Rating: Baa3, on review for possible downgrade
  -- Prior Rating: A3, on review for possible downgrade
  -- Prior Rating Date: 07 November 2008

(2) Class A1-A Exchange Offer Floating Rate Notes due 2045

  -- Current Rating: Baa3, on review for possible downgrade
  -- Prior Rating: A3, on review for possible downgrade
  -- Prior Rating Date: 07 November 2008

Issuer: Panther CDO III B.v.

(1) Class A Senior Secured Floating Rate Notes due December 2080

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 22 September 2005

(2) Class B Senior Secured Deferrable Floating Rate Notes due
December2080

  -- Current Rating: A2, on review for possible downgrade
  -- Prior Rating: Aa2
  -- Prior Rating Date: 22 September 2005

(3) Class C1 Senior Secured Deferrable Floating Rate Notes due
December 2080

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2
  -- Prior Rating Date: 22 September 2005

(4) Class C2 Senior Secured Deferrable Fixed Rate Notes due
December 2080

  -- Current Rating: Baa2
  -- Prior Rating: A2
  -- Prior Rating Date: 22 September 2005

(5) Class P Combination Notes due December 2080

  -- Current Rating: B2, on review for possible downgrade
  -- Prior Rating: Ba2
  -- Prior Rating Date: 22 September 2005

Issuer: Pembridge Square Finance Limited

(1) EUR17,000,000 Class A1 Floating Rate Credit Linked Notes

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(2) EUR80,000,000 Class A2 Floating Rate Credit Linked Notes

  -- Current Rating: Baa3, on review for possible downgrade
  -- Prior Rating: A3, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(3) EUR70,000,000 Class B Floating Rate Credit Linked Notes

  -- Current Rating: B1, on review for possible downgrade
  -- Prior Rating: Ba1, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(4) EUR60,000,000 Class C Floating Rate Credit Linked Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(5) EUR50,000,000 Class D Floating Rate Credit Linked Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa1, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008 Issuer: Regent Street
Finance Limited

(1) Class A1 Floating Rate Credit-Linked Notes

  -- Current Rating: A2, on review for possible downgrade
  -- Prior Rating: Aa2, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(2) Class A2 Floating Rate Credit-Linked Notes

  -- Current Rating: Baa1, on review for possible downgrade
  -- Prior Rating: A1, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(3) Class B Floating Rate Credit-Linked Notes

  -- Current Rating: Baa3, on review for possible downgrade
  -- Prior Rating: A3, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(4) Class C Floating Rate Credit-Linked Notes

  -- Current Rating: Ba3, on review for possible downgrade
  -- Prior Rating: Baa3, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(5) Class D Floating Rate Credit-Linked Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 14 October 2008

(6) Class E Floating Rate Credit-Linked Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for downgrade
  -- Prior Rating Date: 14 October 2008

(7) Class F Floating Rate Credit-Linked Notes

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for downgrade
  -- Prior Rating Date: 14 October 2008

Issuer: Renoir CDO B.V.

(1) Class A Floating Rate Notes

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 19 April 2005

(2) Class B Deferrable Floating rate Notes

  -- Current Rating: A1, on review for possible downgrade
  -- Prior Rating: Aa1
  -- Prior Rating Date: 19 April 2005

(3) Class C Deferrable Floating Rate Notes

  -- Current Rating: Baa1, on review for possible downgrade
  -- Prior Rating: A1
  -- Prior Rating Date: 19 April 2005

(4) Class D-2 Deferrable Floating Rate Notes

  -- Current Rating: Ba3, on review for possible downgrade
  -- Prior Rating: Baa3
  -- Prior Rating Date: 19 April 2005

(5) Class D-1 Deferrable Fixed Rate Notes

  -- Current Rating: Ba3, on review for possible downgrade
  -- Prior Rating: Baa3
  -- Prior Rating Date: 19 April 2005

(6) Combination Notes

  -- Current Rating: B2, on review for possible downgrade
  -- Prior Rating: Ba2
  -- Prior Rating Date: 19 April 2005

Issuer: Royal Bank of Canada, London Branch - Logan CDO III
Tranche SS

(1) Royal Bank of Canada London Logan CDO III

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 09 September 2008

Issuer: Salisbury International Investments Limited

(1) Series 2005-10 - US$18,750,000 Class C Secured Floating Rate
Portfolio Linked Notes due 2025

  -- Current Rating: Caa1, on review for possible downgrade
  -- Prior Rating: B1, on review for possible downgrade
  -- Prior Rating Date: 08 May 2008

(2) Series 2005- 11 - US$18,750,000 Class C Secured Floating Rate
Portfolio Linked Notes due 2025

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 08 May 2008

(3) Series 2005- 12 - US$18,750,000 Class C Secured Floating Rate
Portfolio Linked Notes due 2025

  -- Current Rating: Caa2, on review for possible downgrade
  -- Prior Rating: B2, on review for possible downgrade
  -- Prior Rating Date: 08 May 2008

(4) Series 2005- 13 - US$18,750,000 Class C Secured Floating Rate
Portfolio Linked Notes due 2025

  -- Current Rating: Caa2, on review for possible downgrade
  -- Prior Rating: B2, on review for possible downgrade
  -- Prior Rating Date: 08 May 2008

Issuer: Salisbury International Investments Ltd - Series 2006-1

(1) US$41,000,000 Class M-2 Secured Floating Rate Portfolio Credit
Linked Notes due 2046

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for downgrade
  -- Prior Rating Date: 13 March 2008

Issuer: SGA Societe Generale Acceptance N.V. - Voltaire Credit-
Linked Notes

(1) Series 9945/05-12 Tranche 1 Voltaire Floating Rate Credit-
Linked Note

  -- Current Rating: Ba2, on review for possible downgrade
  -- Prior Rating: Baa2
  -- Prior Rating Date: 19 December 2005

Issuer: Sheffield CDO, Ltd.

(1) Class S Senior Secured Floating Rate Notes due 2041

  -- Current Rating: Aaa, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 26 April 2006

(2) Class A-1 Senior Secured Floating Rate Notes due 2041

  -- Current Rating: Aa2, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 26 April 2006

(3) Class A-1D Delayed Draw Senior Secured Floating Rate Note due
2041

  -- Current Rating: Aa2, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 26 April 2006

(4) Class A-2 Senior Secured Floating Rate Notes due 2041

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
-- Prior Rating Date: 23 October 2008

(5) Class B Senior Secured Floating Rate Notes due 2041

  -- Current Rating: A2, on review for possible downgrade
  -- Prior Rating: Aa2
  -- Prior Rating Date: 23 October 2008

(6) Class C Deferrable Interest Secured Floating Rate Notes due
2041

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2, on review for downgrade
  -- Prior Rating Date: 13 December 2007

(7) Class D Deferrable Interest Secured Floating Rate Notes due
2041

  -- Current Rating: B1, on review for possible downgrade
  -- Prior Rating: Ba1, on review for possible downgrade
  -- Prior Rating Date: 23 October 2008

(8) Class T Combination Notes due 2041
  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2, on review for possible downgrade
  -- Prior Rating Date: 23 October 2008

Issuer: Sierra Valley 2007-1

(1) Claris Ltd Series 111/2007 Sierra Valley 2007-1

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2
  -- Prior Rating Date: 05 September 2007

(2) Claris Ltd Series 112/2007 Sierra Valley 2007-1

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 05 September 2007

(3) Claris Ltd Series 113/2007 Sierra Valley 2007-1

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 05 September 2007

Issuer: Société Générale - Credit Default Swap (Millesime 2007-2
portfolio)

(1) Credit default swap ref EXO-1224830

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2
  -- Prior Rating Date: 30 March 2007

Issuer: Société Générale - Credit Default Swap (Millesime 2007-3
portfolio)

(1) Credit Default Swap Ref: EXO-1359959

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2
  -- Prior Rating Date: 25 July 2007

Issuer: Société Générale - Credit Default Swap (Napa Valley IX
portfolio)

(1) Credit Default Swap

  -- Current Rating: Ba3, on review for possible downgrade
  -- Prior Rating: Baa3, on review for possible downgrade
  -- Prior Rating Date: 16 June 2008

Issuer: Societe Generale Securities - Napa Valley VI

(1) Napa Valley VI Credit Default Swap

  -- Current Rating: Ba2, on review for possible downgrade
  -- Prior Rating: Baa2, on review for possible downgrade
  -- Prior Rating Date: 07 May 2008

Issuer: Sonoma Valley 2006-2

(1) Series 83 EUR8,000,000

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 07 March 2007

(2) Series 84 US$7,000,000

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 07 March 2007

(3) Series 86 US$40,000,000

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 07 March 2007

Issuer: Sonoma Valley 2007-2

(1) Series 95/2007 Tranche II EUR40,000,000 Sonoma Valley 2007-2
Synthetic CDO of CMBS Variable Notes due 2046

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 04 May 2007

(2) Series 90/2007 EUR25,000,000 Sonoma Valley 2007-2 Synthetic
CDO of CMBS Variable Notes due 2046

  -- Current Rating: A3, on review for possible downgrade
  -- Prior Rating: Aa3
  -- Prior Rating Date: 05 April 2007

(3) Series 95/2007 Tranche 1 EUR15,000,000 Sonoma Valley 2007-2
Synthetic CDO of CMBS Variable Notes due 2046

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 05 April 2007

Issuer: Sonoma Valley 2007-3 Series 104-105-106

(1) Series 104/2007 TRANCHE 1 EUR10,000,000 Sonoma Valley 2007 3
Synthetic CDO of CMBS Variable Notes due 2049-1

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 28 June 2007

(2) Series 105/2007 TRANCHE 1 US$31,500,000 Sonoma Valley 2007 3
Synthetic CDO of CMBS Variable Notes due 2049-2

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 28 June 2007

(3) Series 106/2007 TRANCHE 1 US$15,000,000 Sonoma Valley 2007 3
Synthetic CDO of CMBS Variable Notes due 2049-3

  -- Current Rating: A1, on review for possible downgrade
  -- Prior Rating: Aa1
  -- Prior Rating Date: 28 June 2007

Issuer: Stanton ABS I p.l.c.

(1) EUR232,000,000 Class A-1 Notes due 2096

  -- Current Rating: Aa2, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 19 May 2005

(2) EUR23,000,000 Class A-2 Notes due 2096

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 19 May 2005

(3) EUR12,500,000 Class A-3 Notes due 2096

  -- Current Rating: A1, on review for possible downgrade
  -- Prior Rating: Aa1
  -- Prior Rating Date: 19 May 2005

(4) EUR12,500,000 Class A-4 Deferrable Interest Notes due 2096

  -- Current Rating: Baa2, on review for possible downgrade
  -- Prior Rating: A2
  -- Prior Rating Date: 19 May 2005

(5) EUR12,000,000 Class B-1 Deferrable Interest Notes due 2096

  -- Current Rating: Ba3, on review for possible downgrade
  -- Prior Rating: Baa3
  -- Prior Rating Date: 19 May 2005

Issuer: Stanton Vintage CDO P.L.C.

(1) Class A Senior Floating Rate Notes due in 2048

  -- Current Rating: A1, on review for possible downgrade
  -- Prior Rating: Aa1, on review for possible downgrade
  -- Prior Rating Date: 23 October 2008

(2) Class B Deferrable Floating Rate Notes due 2048

  -- Current Rating: A2, on review for possible downgrade
  -- Prior Rating: Aa2, on review for possible downgrade
  -- Prior Rating Date: 13 December 2007

(3) Class C Deferrable Floating Rate Notes due 2048

  -- Current Rating: B1, on review for possible downgrade
  -- Prior Rating: Ba1, on review for possible downgrade
  -- Prior Rating Date: 23 October 2008

(4) Class D Deferrable Floating Rate Notes due 2048

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 23 October 2008

(5) Class P Combination Notes due 2048

  -- Current Rating: Caa1, on review for possible downgrade
  -- Prior Rating: B1, on review for possible downgrade
  -- Prior Rating Date: 23 October 2008

Issuer: Sydney Street Finance Limited

(1) Class A-1

  -- Current Rating: Ba2, on review for possible downgrade
  -- Prior Rating: Baa2, on review for possible downgrade
  -- Prior Rating Date: 24 November 2008

(2) Class A-2

  -- Current Rating: Ba3, on review for possible downgrade
  -- Prior Rating: Baa3, on review for possible downgrade
  -- Prior Rating Date: 24 November 2008

(3) Class B

  -- Current Rating: B3, on review for possible downgrade
  -- Prior Rating: Ba3, on review for possible downgrade
  -- Prior Rating Date: 24 November 2008

(4) Class C

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: B3, on review for possible downgrade
  -- Prior Rating Date: 24 November 2008

(5) Class D

  -- Current Rating: Caa3, on review for possible downgrade
  -- Prior Rating: Caa2, on review for possible downgrade
  -- Prior Rating Date: 24 November 2008

Issuer: TABS 2005-02 Oakville

(1) US$263,000,000 Class A-1 Senior Secured Floating Rate Notes
due 2045

  -- Current Rating: A1, on review for possible downgrade
  -- Prior Rating: Aa1, on review for possible downgrade
  -- Prior Rating Date: 26 June 2008

(2) US$28,400,000 Class A-2 Senior Secured Floating Rate Notes
due 2045

  -- Current Rating: Caa1, on review for possible downgrade
  -- Prior Rating: B1, on review for possible downgrade
  -- Prior Rating Date: 26 June 2008

Issuer: UBS AG, Jersey Branch - eLevate Series 2007-1

(1) Adjustable Spread Leveraged Notes - eLevate Series 2007-1

  -- Current Rating: Baa1, on review for possible downgrade
  -- Prior Rating: A1
  -- Prior Rating Date: 30 May 2007

Issuer: UBS AG, Jersey Branch - eLevate Series 2007-2

(1) Adjustable Spread Leveraged Notes - eLevate Series 2007-2

  -- Current Rating: A3, on review for possible downgrade
  -- Prior Rating: Aa3
  -- Prior Rating Date: 22 August 2007

Issuer: UBS AG, Jersey Branch - LABS 2006-1

(1) EUR75,000,000 Leveraged Asset-backed Securities due 2056

  -- Current Rating: Baa1, on review for possible downgrade
  -- Prior Rating: A1
  -- Prior Rating Date: 06 June 2006

Issuer: UBS AG, Jersey Branch - Series 2005-1 (eLevate)

(1) EUR22,500,000 Leveraged Notes (eLevate) Series 2005-1

  -- Current Rating: Baa1, on review for possible downgrade
  -- Prior Rating: A1
  -- Prior Rating Date: 21 December 2005

Issuer: UBS AG, London Branch - EUR 225,000,000 Syndicated Loan
Facility to TREES

(1) EUR225,000,000 Syndicated loan facility to TREES

  -- Current Rating: A3, on review for possible downgrade
  -- Prior Rating: Aa3
  -- Prior Rating Date: 21 November 2006

Issuer: Zoo ABS II B.V.

(1) Class X Senior Secured Floating Rate Notes due 2015

  -- Current Rating: Aaa, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 22 December 2005

(2) Class A-1 Senior Secured Floating Rate Notes due 2096

  -- Current Rating: Aa2, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 22 December 2005

(3) Class A-1D Delayed Draw Senior Secured Floating Rate Notes due
2096

  -- Current Rating: Aa2, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 22 December 2005

(4) Class A-2 Senior Secured Floating Rate Notes due 2096

  -- Current Rating: Aa3, on review for possible downgrade
  -- Prior Rating: Aaa
  -- Prior Rating Date: 22 December 2005

(5) Class B Senior Secured Floating Rate Notes due 2096

  -- Current Rating: A1, on review for possible downgrade
  -- Prior Rating: Aa1
  -- Prior Rating Date: 22 December 2005

(6) Class C Deferrable Interest Secured Floating Rate Notes due
2096

  -- Current Rating: Baa1, on review for possible downgrade
  -- Prior Rating: A1
  -- Prior Rating Date: 22 December 2005

(7) Class D Deferrable Interest Secured Floating Rate Notes due
2096

  -- Current Rating: Ba2, on review for possible downgrade
  -- Prior Rating: Baa2
  -- Prior Rating Date: 22 December 2005

(8) Class E Deferrable Interest Secured Floating Rate Notes due
2096

  -- Current Rating: B3, on review for possible downgrade
  -- Prior Rating: Ba3
  -- Prior Rating Date: 22 December 2005

(9) Class P Combination Notes due 2096

  -- Current Rating: Ba1, on review for possible downgrade
  -- Prior Rating: Baa1
  -- Prior Rating Date: 22 December 2005

(10) Class Q Combination Notes due 2096

  -- Current Rating: Baa3, on review for possible downgrade
  -- Prior Rating: A3
  -- Prior Rating Date: 22 December 2005

(11) Class R Combination Notes due 2096

  -- Current Rating: A3, on review for possible downgrade
  -- Prior Rating: Aa3
  -- Prior Rating Date: 22 December 2005


* S&P Takes Rating Actions on 404 European Synthetic CDO Tranches
-----------------------------------------------------------------
Standard & Poor's Ratings Services took credit rating actions on
404 European synthetic collateralized debt obligation tranches.

Specifically, the ratings on:

  — 224 tranches were lowered;
  — 172 tranches were lowered and remain on CreditWatch negative;
  — Six tranches were raised; and
  — Two tranches were raised and remain on CreditWatch negative.

Of the 396 tranches lowered:

  — Seven reference U.S. residential mortgage-backed securities
    and U.S. CDOs that are exposed to U.S. RMBS, which have
    experienced negative rating actions; and

  — 389 have experienced corporate downgrades in their portfolio.

These actions do not reflect the effect from the downgrades of 12
major European and U.S. banks.  S&P will consider the implications
for European synthetic CDOs in next month's CreditWatch media
release.

The rating actions are part of S&P's regular monthly review of
synthetic CDOs.  These actions incorporate, among other things,
the impact of recent rating migration within reference portfolios
and recent credit events on several corporate entities.

For transactions that have experienced these credit events, and
where the final recovery is still to be determined S&P has assumed
these recovery valuations:

  -- 91.51% for senior Fannie Mae debt and 99.90% for subordinated
     debt;

  -- 94% for senior Freddie Mac debt and 98% for subordinated
     debt;

  -- 8.625% for Lehman Brothers Inc. (Lehman debt);.

  -- 57% for Washington Mutual Inc. debt;

  -- 1.25% for senior Landsbanki Islands debt and 0.125% for
     subordinated debt;

  -- 3% for senior Glitnir debt and 0.1250% for subordinated debt;
     and

  -- 6.625% for senior Kaupthing debt and 2.375% for subordinated
     debt.

The rating actions also reflect the new correlation assumptions
for CDOs that have exposure to:

  -- Financial intermediaries;

  -- Insurance companies; and

  -- Real estate investment trusts and real estate operating
     companies.

                      Rating Action Summary

            Downgrades  Upgrades  Key corporate
            (no. of     (no. of   downgrades*
            tranches)   tranches)
            ----------  --------  -------------
     Jan-08    57         8       United Parcel Service Inc.
                                  (AAA/Watch Neg to AA-/Stable)
                                  Jan. 9, 2008

                                  Quebecor World Inc.
                                  (CCC/Watch Neg to D)
                                  Jan. 16, 2008

     Feb-08    90         9       GMAC LLC
                                  (BB+/Negative to B+/Negative)
                                  Feb. 22, 2008

                                   Residential Capital, LLC
                                  (BB+/Negative to B/Negative)
                                  Feb. 22, 2008

     Mar-08    79         2       FGIC Corp.
                                  (BBB/Watch Neg to B/Negative)
                                  March 28, 2008

                                  FGIC UK Ltd.
                                  (A/Watch Neg to BB/Negative)
                                  March 28, 2008

     Apr-08   118         9       Royal Caribbean Cruises Ltd.
                                  (BBB-/Negative to BB+/Stable)
                                  April 3, 2008

                                  Residential Capital, LLC
                                  (B/Negative to CCC+/Watch Neg)
                                  April 24, 2008

     May-08   152         1       Countrywide Home Loans, Inc.
                                 (BBB+/Watch Pos to BB+/Watch Dev)
                                  May 2, 2008

                                  Residential Capital, LLC
                                  (CCC+/Watch Neg to CC/Watch Neg)
                                  May 2, 2008

     Jun-08   109         0       Ambac Assurance Corp.
                                  (AAA/Negative to AA/Watch Neg)
                                  June 5, 2008

                                  MBIA Inc.
                                  (AA-/Negative to A-/Watch Neg)
                                  June 5, 2008

     Jul-08    44        41       Radian Asset Assurance Inc.
                                  (AA/Watch Neg to A/Watch Neg)
                                  June 16, 2008

                                  Countrywide Home Loans, Inc.
                                  (BB+/Watch Dev to AA/Negative)
                                  July 1, 2008

     Aug-08    75        27       Residential Capital, LLC
                                  (SD to CCC+/Negative)
                                  July 15, 2008

                                  Louisiana-Pacific Corp.
                                  (BBB-/Negative to BB+/Watch Neg)
                                  July 29, 2008

     Sep-08    38         0       Radian Group Inc.
                                  (BBB/Watch Neg to BB+/Negative)
                                  Aug. 26, 2008

                                  PMI Group Inc.
                                 (BBB+/Negative to BBB-/Watch Neg)
                                  Aug. 26, 2008

     Oct—08    77         0       Lehman Brothers Inc.
                                  (A+/Negative to A+/Watch Neg)
                                  Sept. 9, 2008
                                  (A+/Watch Neg to BB-/Watch Dev)
                                  Sept. 15, 2008
                                  (BB-/Watch Dev to D)
                                  Sept. 23, 2008

                                  Washington Mutual, Inc.
                                  (BBB-/Negative to BB-/Negative)
                                  Sept. 15, 2008
                                  (BB-/Negative to CCC/Negative)
                                  Sept. 24, 2008
                                  (CCC/Negative to D)
                                  Sept. 26, 2008

                                  American International Group
                                  (AA-/Watch Neg to A-/Watch Neg)
                                  Sept. 15, 2008

     Nov—08   791         0       Fortis N.V.
                                  (A-/Developing to
                                  BBB-/Watch Neg)
                                  Oct. 6, 2008

                                  Glitnir Bank
                                  (CCC/Watch Neg to D)
                                  Oct. 9, 2008

     Dec-08   396         8       Residential Capital, LLC
                                  (CCC-/Negative to CC/Watch Neg)
                                  Nov. 20, 2008

                                  Financial Guaranty Insurance Co.
                                  (BB/Watch Neg to CCC/Negative)
                                  Nov. 24, 2008

                                  Clear Channel Communications Inc
                                  (B to CC)
                                  Dec. 5, 2008

* Those corporate names that have experienced a significant notch
  downgrade, as well as being highly referenced within European
  synthetic CDOs.

For those transactions that have been on CreditWatch negative for
longer than 90 days, where S&P has either not received material
levels of information or relative portfolio credit quality has not
improved since the CreditWatch placement to a level sufficient to
affirm the rating, S&P has modeled recovery rates in accordance
with S&P's criteria and assessed portfolio quality based on its
credit quality.

These rating actions and the CreditWatch updates follow two
reviews.  The first review was of the CreditWatch placements made
on Dec. 12, 2008.

For the second review, where SROC (synthetic rated
overcollateralization) is less than 100%, S&P run scenarios that
project the current portfolio 90 days into the future, assuming no
asset rating migration.  Where this projection indicates that the
SROC would return to a level above 100% at that time, the rating
is maintained, and it remains on CreditWatch negative.  If, on the
other hand, the projection indicates that the SROC would remain
below 100%, S&P lower the rating.


* Gov't Loans Can Convert into DIP Facility for GM & Chrysler
-------------------------------------------------------------
"Upon the filing of a voluntary or involuntary bankruptcy petition
by or in respect to" Chrysler or General Motors, the U.S. Treasury
Department "shall have the exclusive right, exercisable at its
option, to convert" the government loans scheduled to close on
Dec. 29, 2008, "into a debtor-in-possession facility," according
to the term sheets released by the Treasury Department on Fri.,
Dec. 19.

As widely reported, the White House announced Friday that the
Treasury Department will extend a US$9.4 billion secured loan to
GM and a US$4.0 billion secured loan to Chrysler from available
Troubled Asset Relief Program funds.  Another US$4.0 billion will
be made available to GM if the Congress approves the transfer of
US$350 billion to the TARP.

The loans, to the extent legally and contractually permissible,
will be secured by first-priority liens on all unencumbered
assets, and junior liens on all encumbered assets.  GM indicated
in testimony before the Congress that its unencumbered assets are
its trademarks and equity interests in foreign subsidiaries.
Chrysler told the Congress all of its assets are fully encumbered;
Chrysler's finance affiliates will guarantee US$2.0 billion of
Chrysler's borrowings.

                    Feb. 17 Restructuring Plan

By Feb. 17, 2009, the automakers are required to submit to the
President's Designee a plan to achieve and sustain the long-term
viability, international competitiveness and energy efficiency of
the Company and its subsidiaries.  That Restructuring Plan must
include specific actions intended to result in:

    (1) Repayment of the Loan Amount and any other financing
        extended by the Government under all applicable terms
        and conditions;

    (2) Ability of the Company and its subsidiaries to (x) comply
        with applicable Federal fuel efficiency and emissions
        requirements, and (y) commence domestic manufacturing of
        advanced technology vehicles, as described in section 136
        of the Energy Independence and Security Act of 2007
        (Public Law 110-140; 42 U.S.C. 17013);

    (3) Achievement by the Company and its subsidiaries of a
        positive net present value, using reasonable assumptions
        and taking into account all existing and projected future
        costs, including repayment of the Loan Amount and any
        other financing extended by the Government;

    (4) Rationalization of costs, capitalization, and capacity
        with respect to the manufacturing workforce, suppliers and
        dealerships of the Company and its subsidiaries; and

    (5) A product mix and cost structure that is competitive in
        the United States marketplace.

                        Debt, Wage & VEBA Cuts

Additionally, the automakers must use their best efforts to
achieve these targets:

    (A) Reduction of their outstanding unsecured public
        indebtedness (other than with respect to pension and
        employee benefits obligations) by not less than two-thirds
        through conversion of existing public debt into equity or
        debt and other appropriate means;

    (B) Reduction of the total amount of compensation, including
        wages and benefits, paid to their U.S. employees so that,
        by no later than December 31, 2009, the average of such
        total amount, per hour and per person, is an amount that
        is equal to the average total amount of such compensation,
        as certified by the Secretary of Labor, paid per hour and
        per person to employees of with Nissan Motor Company,
        Toyota Motor Corporation, or American Honda Motor Company
        whose site of employment is in the United States;

    (C) Elimination of the payment of any compensation or benefits
        to U.S. employees of the Company or any subsidiary who
        have been fired, laid-off, furloughed, or idled, other
        than customary severance pay.

    (D) Application of the work rules to their U.S. employees,
        beginning not later than December 31, 2009, in a manner
        that is competitive with Nissan Motor Company, Toyota
        Motor Corporation, or American Honda Motor Company whose
        site of employment is in the United States; and

    (E) Provision that not less than one-half of the value of
        each future payment or contribution made by them to the
        account of the voluntary employees beneficiary association
        (or similar account) (VEBA) of a labor organization
        representing the employees of the Company and its
        subsidiaries shall be made in the form of the stock of
        the Company or one of its subsidiaries, and the total
        value of any such payment or contribution shall not
        exceed the amount of any such payment or contribution
        that was required for such time period under the
        collective bargaining agreement that applied as of the
        day before the Closing Date.

                       Mar. 31 Certification

By Mar. 31, 2009, the automakers must submit to the President's
Designee a written certification and report detailing the progress
they've made in implementing their Restructuring Plans.  The
report shall identify any deviations from the Restructuring
Targets and explain the rationale for these deviations, including
an explanation of why such deviations do not jeopardize the
Borrower's long-term viability.  The report shall also include
evidence satisfactory to the President's Designee that these
events have occurred:

    (1) Approval of the Labor Modifications by the members of
        the Unions;

    (2) Receipt of all necessary approvals of the VEBA
        Modifications other than regulatory and judicial
        approvals, provided that the Company must have filed and
        be diligently prosecuting applications for any necessary
        regulatory and judicial approvals; and

    (3) The commencement of an exchange offer to implement the
        Bond Exchange.

Full-text copies of the 15-page Term Sheets released by the
Treasury Department are available at no charge at:

    General Motors -- http://bankrupt.com/misc/GMTermSheet.pdf

       -- and --

    Chrysler -- http://bankrupt.com/misc/ChryslerTermSheet.pdf

American Bankruptcy Institute has noted that Prof. Todd Zywicki
told The Wall Street Journal that a chapter 11 filing by the
Detroit automakers will likely result in a stronger domestic
industry.  Prof. Zywicki is Professor of Law at George Mason
University School of Law and Senior Fellow of the James Buchanan
Center, Program on Politics, Philosophy, and Economics, at George
Mason University.


* Large Companies with Insolvent Balance Sheet
----------------------------------------------
                                Shareholders    Total   Working
                                    Equity      Assets   Capital
                          Ticker    (US$MM)    (US$MM)   (US$MM)
                          ------ -----------  -------   --------

AUSTRIA
-------
Libro AG                            (110)         174     (168)
Sky Europe                            (4)         213      (54)


BELGIUM
-------
Sabena S.A.                          (85)       2,215     (279)


CYPRUS
------
Allbury Travel                        (5)         275     (100)
Libra Holidays                        (5)         275     (100)

CZECH REPUBLIC
--------------
Ceskomoravska Kolben &
   Danek Praha Holding               (89)         192      (59)
Setuza A.S.                          (61)         139      (62)


DENMARK
-------
Elite Shipping                       (28)         101        3
Roskilde Bank                       (533)       7,877      N.A.


FRANCE
------
BSN Glasspack                       (101)       1,151      159
Grande Paroisse S.A.                (927)         629      347
Immob Hoteliere                      (67)         301      (17)
Lab Dosilos                          (28)         110      (44)
Matussiere et Forest S.A. MTF        (78)         294      (38)
Pagesjaunes GRP           PAJ     (3,023)       1,377     (453)
Rhodia SA                           (342)       6,507      712
SDR Centrest                        (132)        (252)     N.A.
Selcodis S.A.             SPVX       (21)         141      (36)
Trouvay Cauvin                        (0)         134        9


GERMANY
-------
Alno AG                   ANO        (21)         340      (88)
Brokat AG                            (27)         144      109
CBB Holding AG            COB        (43)         905      N.A.
Cinemaxx AG               MXC        (38)         178      (47)
Dortmunder
   Actien-Brauerei        DABG       (13)         118      (27)
EECH Group AG                          0          109       57
EM.TV AG                  EV4G.BE    (22)         849       19
Kaufring AG               KAUG       (19)         151      (48)
Kunert AG                            (28)         102       29
Maternus Kliniken AG      MAK.F      (17)         182      (99)
Nordsee AG                            (8)         195      (14)
P & T Technology                       0          109       57
Primacom AG               PRC        (14)         730      (68)
Rinol AG                               0          168       (6)
Sander AG                             (6)         128       32
Sinnleffers AG                        (4)         454     (182)
Spar Handels- AG          SPAG      (442)       1,433     (294)
TA Triumph-Adler          TWN        (66)         484      (77)
Vivanco Gruppe                       (10)         131       28


GREECE
------
Empedos SA                           (34)         175      (57)
Noussa Spin                          (11)         450     (107)
Petzetakis-PFC            PETZP      (15)         294     (143)
Radio A.Korassidis        KORA      (101)         181     (165)
   Commercial
Themeliodome                         (56)         232     (128)
United Textiles                      (11)         450     (107)


HUNGARY
-------
Brodograde Indus                   (322)         264      (366)
IPK Osijek DD OS                    (15)         124       (82)
OT Optima Teleko                    (26)         119         7


ICELAND
-------
Decode Genetics                    (187)         111        48


IRELAND
-------
Elan Corp PLC             ELN      (388)       1,599       705
Waterford Wed Ut          WTFU     (506)         821       364


ITALY
-----
Binda S.p.A.              BND        (11)         129      (23)
Cirio Finanziaria S.p.A.            (422)       1,583      N.A.
Gruppo Coin S.p.A.        GC        (152)         791      (61)
Compagnia Italia          ICT       (138)         527     (318)
Credito Fondiario
   e Industriale S.p.A.             (200)       4,213      N.A.
Fullsix                               (4)         114      (18)
I Viaggi del
   Ventaglio S.p.A.       VVE        (73)         540     (127)
Lazzio S.p.A.                        (15)         261      (40)
Olcese S.p.A.             OLCI.MI    (13)         180      (80)
Parmalat Finanziaria
   S.p.A.                        (18,4219)       4,121  (16,919)
Snia S.p.A.               SN         (25)         488       31
Technodiffusione
   Italia S.p.A.          TDIFF.PK   (90)         152      (30)


LUXEMBOURG
----------
Carrier1 International S.A.          (95)         472      393


NETHERLANDS
-----------
Baan Company N.V.         BAAN        (8)         610       46
James Hardie Ind.                   (238)       2,357      184
United Pan-Euro Air       UPC     (5,505)       5,113   (9,170)


NORWAY
------
Interoil Exploration      IOX        (25)         210      (11)
Petroleum-Geo Services    PGO        (18)         400     (758)


POLAND
------
Toora                               (289)          147     (86)


PORTUGAL
--------
Lisgrafica Impressao
   e Artes Graficas SA    LIG         (4)          117     (27)


ROMANIA
-------
Oltchim RM Valce          OLT         (7)         673     (170)
Rafo Onesti               RAF       (430)         353     (616)


RUSSIA
------
Akcionernoe Brd                     (117)         135      (24)
East Siberia Brd          VSNK      (113)         148      (11)
Gukovugol                            (58)         144     (148)
OAO Samaraneftegas                  (332)         892     (611)
Vanadiy-Tula-Brd                     (12)         105       (3)
Vimpel Ship               SOVP      (116)         135      (24)
Zil Auto                  ZILLP     (240)         478     (447)


SWITZERLAND
-----------
Fortune Management                  (119)         265      (54)

TURKEY
------
Egs Ege Giyim VE                      (7)         147      (25)
Iktisat Financial                    (46)         108      N.A.
Mudurnu Tavukcul                     (65)         160     (115)
Nergis Holding                       (77)         299       38
Sifas                                (17)         117       21
Yasarbank                          (4,025)      2,644      N.A.

UKRAINE
-------
Dniprooblenergo           DNON       (51)         433     (200)
Donetskoblenergo          DOON      (367)         631     (469)


UNITED KINGDOM
--------------
Advance Display                   (3,016)       2,590     (411)
Airtours Plc                        (379)       1,818     (932)
Alldays Plc                         (120)         252     (290)
Amer Bus Sys                        (497)         121     (497)
Amey Plc                  AMY        (49)         932      (76)
Anker Plc                            (22)         115       16
Atkins (WS) Plc           ATK        (46)       1,345       58
Black & Edgingto                    (140)         203       23
BNB Recruitment                      (10)         104       38
Booker Plc                BKRUY      (60)       1,298      (13)
Bradstock Group           BDK         (2)         269        7
British Energy Ltd                (5,823)       4,921      534
British Energy Plc        BGY     (5,823)       4,921      534
British Sky Broadcast               (334)       8,126     (388)
Carlisle Group                       (12)         204       30
Compass Group             CPG       (668)       2,972     (440)
Danka Bus                           (497)         121     (497)
Dawson Holdings                      (18)         226      (63)
Dignity Plc               DTY         (9)         648       71
E-II Holdings                       (199)         651      149
Easynet Group             ESY.L      (45)         323       68
Electrical and Music
   Industries Group       EMI     (2,266)       2,950     (582)
European Home                        (14)         111      (70)
Farepak Plc                          (14)         111      (70)
Gartland Whalley                     (11)         145      (13)
Hilton Food Group                    (21)         256      (12)
Kleeneze Plc                         (14)         111      (70)
Ladbrokes Plc             LAD       (814)       2,403     (706)
Lambert Fenchurch Group               (1)       1,827        5
Leeds United                         (73)         144      (48)
M 2003 Plc                        (2,204)       7,204   (1,078)
Mytravel Group            MT.L      (380)       1,818     (931)
New Star Asset                      (398)         293       21
Next Plc                            (119)       3,161     (125)
Orange Plc                ORNGF     (594)       2,902       12
Orbis Plc                             (4)         128       (5)
Patientline Plc                      (55)         125      (10)
Preedy Alfred                       (119)       3,161     (125)
Rank Group Plc                      (132)       1,066     (175)
Regus Plc                            (46)         367      (97)
Rentokil Initial                      (8)       4,178     (886)
Saatchi & Saatchi         SSI       (119)         705      (66)
Samsonite Corp.                     (199)         651     (149)
SFI Group                 SUF       (108)         178     (265)
Skyepharma Plc            SKP       (140)         203       23
Smiths News Plc                     (124)         201      (92)
Styles & Wood                        (57)         107       (9)
Telewest
   Communications Plc     TLWT    (3,702)       7,581  (10,042)
Thorn Emi Plc                     (2,266)       2,950     (582)
Topps Tiles Plc                     (111)         195       18
Trio Finance                         (14)         592      N.A.
UTC Group                            (12)         204       30
Virgin Mobile                       (392)         166     (176)
Watson & Philip                     (120)         252     (290)

                            *********

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.  Pius Xerxes V. Tovilla, Valerie C. Udtuhan, Marites
O. Claro, Rousel Elaine C. Tumanda, Joy A. Agravante, Marie
Therese V. 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 * * *