TCREUR_Public/090319.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

            Thursday, March 19, 2009, Vol. 10, No. 55

                            Headlines

B E L G I U M

FORTIS BANK SA/NV: EUR22.5 Bil. Loss Cues S&P's Junk Rating


F R A N C E

CMA CGM: S&P Puts 'BB+' Corporate Credit Rating on Negative Watch
RANGER FRANCE: To be Rescued by Sora Composites


G E R M A N Y

ECMI GMBH: Claims Registration Period Ends April 23
ESCADA AG: Herz Brothers Mull Buying More Shares in Company
GENERAL MOTORS: Complete Separation of Opel From Firm Impossible
MABO GROUP: Claims Registration Period Ends May 6
NAMOR EPRINT: Claims Registration Period Ends April 9

SIBEMA RECREATIE: Claims Registration Period Ends April 9
SUMMIT GERMANY: In Breach of LTV Covenant on EUR96MM Debt Facility
SYSTEMPARTNER COMPUTERVERTRIEBS: Claims Registration Ends April 17
WF KUNSTSTOFFVERARBEITUNG: Claims Registration Ends April 22


I C E L A N D

STRAUMUR-BURDARAS: FME Orders Transfer of Deposits to Islandsbanki


I R E L A N D

BERNARD L. MADOFF: Trustee Hands Off on Irish Court Proceedings
SILENUS LTD: S&P Cuts Ratings on Class E and F Notes to Low-B


I T A L Y

ALITALIA SPA: "Small" Bondholders May Get US$129 Mln Refund
BANCA ITALEASE: Moody's Cuts Financial Strength Rating to 'E+'
FIAT SPA: Chrysler Says Partnership Could be Worth US$10 Bln
PROGRAMMA DINAMICO: Fitch Cuts Rating on CSFB PV2 Notes to 'B+'


K Y R G Y Z S T A N

KEMIN ENERGO: Creditors Must File Claims by March 27


N E T H E R L A N D S

BASELL FINANCE: S&P Retains 'C' Rating on US$300 Million Bond

* Moody's Updates Rating Methodology for Dutch RMBS Transactions


R U S S I A

ALROSA CO: Mulls Foreign Asset Acquisition
GAZ GROUP: MMK Raises Debt Claims by 50% to RUR1.5 Billion
SEVERSTAL OAO: Net Profit Up 9.9% to US$2.03 Bln in 2008
TROIKA DIALOG: Mulls Raising US$172 Mln Through Bonds Sale
UC RUSAL: Deripaska May Have to Sell Assets to Repay Alfa Loan

UC RUSAL: Pledges Stakes in Three Aluminum Units to VEB

* S&P Says Rating Pressures on Russia to Impact Oil and Gas Sector


S P A I N

FONCAIXA EMPRESAS: Moody's Puts Provisional 'Ca' Rating on D Notes
FORD MOTOR: Cuts Production in Europe Due to Waning Demand


U K R A I N E

ALPHAMET LLC: Court Starts Bankruptcy Supervision Procedure
BIG ENERGIA: Placed in Receivership by Ukraine's Central Bank
EURO DWELLING: Creditors Must File Claims by March 27
INTERBROCKSERVICE LLC: Court Starts Bankruptcy Procedure
PROCAPITAL LLC: Creditors Must File Claims by March 26

ROMNY BREWERY OJSC: Creditors Must File Claims by March 27
SVIT-BUSINESS-SYSTEM LLC: Creditors Must File Claims by March 27
UKRCHEM LTD LLC: Court Starts Bankruptcy Supervision Procedure


U N I T E D   K I N G D O M

AEOLUS CDO: Fitch Cuts Rating on GBP7.5 Mln Class D Notes to 'B'
ALBURN REAL: Fitch Junks Rating on GBP5.4 Mln Class E Notes
BERTIE SHOES: Appoints Joint Administrators from Deloitte
BRADFORD & BINGLEY: S&P Cuts ST Counterparty Credit Rating to 'SD'
BRIXTON PLC: Mulls GBP250 Mln Rights Issues; Debt Breach Likely

BRIXTON PLC: Fitch Cuts Senior Unsecured Rating to 'BB+'
CADENZA: Lack of Funding Spurs Liquidation
COAST STORES: Appoints Joint Administrators from Deloitte
DECO 11: Fitch Junks Rating on GBP28.7 Mln Class D Notes
FORBURY HOTEL: Goes Into Administration; Baker Tilly Appointed

JJB SPORTS: Lenders Extend Standstill Arrangements Until March 24
LANCE HOMES: Appoints Joint Administrators from BDO Stoy Hayward
MAYLUX ENGINEERING: Taps Joint Administrators from Grant Thornton
MOHAVE LTD: Calls in Joint Administrators from Deloitte
NOEL ACQUISITIONS: Appoints Joint Administrators from Deloitte

ROYAL BANK: Ex-CEO Agrees to Repay GBP3 Mln in Retirement Funds
ROYAL BANK: Pension Funds Suing Bank on False Information
ROYAL BANK: To Keep Most of Businesses in China
SELIGO: Goes Into Administration; Shipleys Appointed
SIG PLC: Mulls GBP300 Million Rights Issue

YELL GROUP: S&P Cuts Long-Term Corporate Credit Rating to 'B+'

* Adam Penny Joins Brown Rudnick as Partner in London Office

* Upcoming Meetings, Conferences and Seminars


                         *********


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


FORTIS BANK SA/NV: EUR22.5 Bil. Loss Cues S&P's Junk Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered to 'CC'
from 'BB' its issue rating assigned to Fortis Bank SA/NV's (Fortis
Bank; A/Watch Pos/A-1) convertible and subordinated equity-linked
securities.  The rating remains on CreditWatch with developing
implications, where it was originally placed on Oct. 6, 2008.

This decision follows the announcement that, following a statutory
loss of EUR22.5 billion at year-end 2008, Fortis SA/NV (Fortis;
Fortis Bank's former majority shareholder) will cut its dividend
for financial year 2008.  Although the bank stated that it will
pay the coupon payment on the CASHES due on March 19, 2009, to
investors in cash, the announcement of a nonpayment of a dividend
for 2008 by Fortis implies, in S&P's view, that the bank may not
be able to settle the CASHES coupon payment of June 19, 2009, in a
timely manner.  Although S&P understand from the contractual terms
of the CASHES instrument, that this payment will be deferred, S&P
would view the nonpayment of the coupon on June 19, 2009, as a
default according to S&P's methodology.  This would require us to
lower the rating on the CASHES instrument to 'C' a few days before
a possible default.

According to the issue documentation, the nonpayment of a dividend
by Fortis means that the alternative coupon satisfaction method
applies to the CASHES instruments, which in practice means that
Fortis Bank must issue new shares to finance the coupons on these
instruments.  This issuance of new shares is not expected to be
possible in time for the June 19, 2009 coupon payment, however, as
it requires, among other things, that Fortis' shareholders approve
the proposals to reduce the holding company's capital.
Although triggered, the ACSM may thus fail to allow the bank to
settle coupon payments on CASHES due in June 2009, in S&P's
opinion.

The developing implications reflect the possibility that S&P could
lower the rating on the CASHES instrument to 'C' prior to June 19,
2009, if it is clear that Fortis Bank will not honor the payment
of its coupon.  S&P views this scenario as likely.  Alternatively,
S&P could raise the rating if Fortis Bank provides new information
to the financial markets that would tangibly show its intention to
pay the coupons on this instrument in a timely manner.  Standard &
Poor's will continue to monitor the evolving situation, in
particular regarding BNP Paribas' acquisition of Fortis Bank.

Standard & Poor's ratings on Fortis Bank are on CreditWatch with
positive implications, reflecting S&P's view that it is
increasingly likely that BNP Paribas will acquire Fortis Bank,
following the recent announcement that the Belgian state, BNP
Paribas, and Fortis have signed a new agreement amending the
protocol signed on Oct. 10, 2008.  Although this new agreement is
subject to approval at the Fortis shareholders' meeting, S&P
nevertheless believe that this vote now has a reasonable chance of
being positive, allowing for BNP Paribas' acquisition of Fortis
Bank to go through.


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


CMA CGM: S&P Puts 'BB+' Corporate Credit Rating on Negative Watch
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it placed its long-
term 'BB+' corporate credit rating and 'BB-' senior unsecured debt
ratings on France-based container shipping operator CMA CGM S.A.
on CreditWatch with negative implications.

"This action is a result of the continued deterioration of
industry conditions and S&P's concern that this may further weaken
the group's financial credit measures," said Standard & Poor's
credit analyst Stuart Clements.

"The CreditWatch placement has been prompted by the continued
global economic downturn, which continues to depress container
freight rates and operators' earnings.  A substantial reduction in
demand is now evident, at a time when ship supply continues to
increase, and S&P believes that supply now substantially exceeds
demand," said Mr. Clements.

Due to the significant global order book for new container
vessels, S&P believes that supply will continue to increase over
the next few years and that the downturn in the container markets
could be deeper and longer than S&P previously anticipated.  S&P
understand that global freight volumes fell substantially in
January and that this has further reduced freight rates.  As a
result, S&P is concerned that continued depressed freight rates
and volumes may further weaken CMA CGM's profitability and
leverage measures.

CMA CGM is one of the world's largest and most efficient container
shipping operators and has a large and modern fleet.  It benefits
from a strong competitive position, which is supported by the
group's extensive global route network and its solid market
positions.  Revenues, however, are biased toward the Asia-to-
Europe trade route, where S&P understand rates are significantly
depressed as a result of sharply reduced volumes shipped and
overtonnage.  However, costs, mainly for bunkers (fuel) and
charter rates, are also coming down rapidly, which should mitigate
some of the negative effects on earnings.

In the 12 months ended Sept. 30, 2008, CMA CGM's operating margin
(before depreciation) weakened to about 18% from about 22% for the
corresponding period in 2007.  This reflected higher costs and
falling rates, which have hampered margins.  Since then, freight
rates have fallen further and S&P anticipate a further decline in
profit margins.  CMA CGM will need strong cash flow generation to
support its financial leverage (on an adjusted basis), which is
high for the ratings, in a deteriorating industry environment.
CMA CGM's debt to EBITDA was 6.3x (3.9x excluding operating lease
adjustments) for the 12 months ended Sept. 30, 2008.  Investment
commitments remain significant, reflecting the group's aggressive
growth ambitions.  However, the company pays low dividends,
enabling it to reinvest free cash flows in the business, which
S&P considers a positive rating factor.

The CreditWatch review will enable Standard & Poor's to gain a
better understanding of the impact that these adverse industry
conditions and CMA CGM's mitigating actions are likely to have on
the group's business and financial risk profiles.  S&P aims to
resolve the CreditWatch within a maximum of three months.  Given
the weak industry conditions, S&P considers a positive rating
development unlikely in the near term.  S&P could lower the rating
if S&P judges that adverse market conditions will pressure profit
margins and cash flows such that the financial profile weakens
below S&P's benchmark ratios for the rating.  At the current
rating level, S&P expects operating lease-adjusted funds from
operations to adjusted debt to average 25% (24% for the 12 months
to Sept. 30, 2008) and adjusted debt to capital to average 65%
(71% at end-September 2008).


RANGER FRANCE: To be Rescued by Sora Composites
-----------------------------------------------
Plasteurope reports that Sora Composites is to acquire injection
moulding company Ranger France out of administration.

According to the report, Sora plans to retain of 227 of Ranger
France's original workforce of 430.

The report recalls Ranger France went into administration on
Oct. 24, 2008.

Ranger France is based in Theillay, France.


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


ECMI GMBH: Claims Registration Period Ends April 23
---------------------------------------------------
Creditors of ECMI GmbH have until April 23, 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 June 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:

         Matthias Lechleitner
         Am Waldschloesschen 4
         01099 Dresden
         Germany

The court opened bankruptcy proceedings against the company on
March 13, 2009.  Consequently, all pending proceedings against the
company have been automatically stayed.

The debtor can be reached at:

         ECMI GmbH
         Einsteinstrasse 1
         01069 Dresden
         Germany

         Reinhard Pfeiler, Manager
         Geboren 1940
         Einsteinstrasse 1
         01069 Dresden
         Germany


ESCADA AG: Herz Brothers Mull Buying More Shares in Company
-----------------------------------------------------------
Reuters reports German billionaire brothers Wolfgang and Michael
Herz plan to participate in a capital increase at Escada AG after
the fashion group reported  wider fourth quarter and full year
losses.

The Herz family holds a combined 24.9 percent stake in the company
but still aims to keep its shareholding below 30 percent, Reuters
says citing a person familiar with the matter.

Reuters relates the source said the Herz brothers want other
shareholders to take up new Escada shares in proportion to their
percentage stakes.

                          Wider Losses

Escada's net loss in the three months through January swelled to
EUR6.3 million (US$8.2 million) from EUR4 million a year earlier,
Bloomberg News reports citing a company statement.  Sales for the
current quarter fell 7.5 percent to EUR131.5 million.

Net loss in the fiscal year that ended Oct. 31 widened to EUR70.3
million from EUR27 million and sales fell 15 percent to EUR582.5
million, the report says.

"These sales and earnings are unsatisfactory," the report quoted
Chief Executive Officer Bruno Saelzer as saying in a conference
call.  "They highlight the urgent need to act and justify a
refocus."

Escada has been talking to its banks about a short- and mid- term
strategy, Chief Financial Officer Markus Schuerholz said as cited
by the report.

The report relates management will propose reducing Escada's
capital to EUR58 million from EUR107 million to remove a shortage
of subscribed capital resulting from a balance sheet loss of
EUR48.9 million last fiscal year.

The measure will be put to its annual general meeting on April 28,
the report notes.

                         About Escada AG

Headquartered in Aschheim, Germany, ESCADA AG (FRA:ESC) --
http://www.escada.com/-- is a fashion group engaged in women's
designer fashion.  Under its core brand ESCADA, the Company sells
women's designer fashions for daytime, evening, business, leisure,
sports, wellness and special occasions, as well as couture.  The
fashion range is supplemented with accessories like handbags,
shoes and small leather goods.  Fragrances, eyewear, kids wear and
jewelry from licensed partners are also sold under the ESCADA
brand.  Through its wholly owned subsidiary, PRIMERA AG, the
Company additionally sells the mid-priced brands apriori, BiBA,
cavita and Laurel. ESCADA AG has 194 own shops and 226 franchise
shops in approximately 60 countries.  Its manufacture capacities
are mainly outsourced to partner operations, located in Germany,
Italy, Eastern Europe and Asia.

                         *     *     *

As reported in the Troubled Company Reporter-Europe on Dec. 26,
2008, Moody's Investors Service downgraded the Corporate Family
Rating, the Probability Default Rating of Escada AG and the senior
unsecured rating on the EUR200 million notes due 2012 to Caa2 from
B3.  The outlook on the ratings remains negative.

As reported in the Troubled Company Reporter-Europe on Dec. 22,
2008, Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on ESCADA AG to 'CCC+' from 'B-' due to
the company's ongoing operating underperformance.  The outlook is
negative.


GENERAL MOTORS: Complete Separation of Opel From Firm Impossible
----------------------------------------------------------------
Christoph Rauwald at The Wall Street Journal reports that a
document compiled for the German lower house of Parliament's
economic and technology committee said that complete separation of
Opel from General Motors Co. is impossible.

According to WSJ, the document said, "One can try to create a
certain degree of security for German creditors, citizens with
legal terms."

As reported by the Troubled Company Reporter on March 12, 2009,
German Chancellor Angela Merkel said that in order to grant any
aid, it is necessary to know plans for GM, how independently Opel
will be allowed to operate and the future of Opel's patents.

WSJ relates that GM's European division is seeking EUR3.3 billion
in aid from Germany and other governments in the region to avert
insolvency.  According to the report, the ministry asked a law
firm to examine how to make sure that any state help for Opel
doesn't end up at GM but remains in Germany.

Jeff Green at Bloomberg relates that GM favors a plan to sell at
least half of Opel to an investor with European government
backing, close plants and cut US$1.2 billion from costs.

Opel said in a restructuring plan submitted to the government
earlier this month that GM's financial support would come in the
form of capital contributions from other European GM units and
cash for severance packages, WSJ reports.

       Bondholders Willing to Help GM Avert Bankruptcy

Dow Jones Newswires reports that a group representing GM bond
holders said that it has been willing to cut a deal with the
Company that would help avoid a bankruptcy.

Steven Rattner, a lead advisor of the auto task force, has
described the committee a being "quite difficult," and said that
the bondholders were obstructing GM's recovery, Dow Jones relates.
Dow Jones states that bondholders claimed that they're being asked
to sacrifice more than the United Auto Workers, which is in talks
with GM over reducing the Company's obligations to retirees.

The group said in a statement that it presented a proposal several
weeks ago for a debt swap which fell in line with terms set by the
U.S. government when it loaned GM about US$13.4 billion to stay
afloat.  The committee said in a statement that the the proposal
presented by the bondholders "provides the best chance, given the
parameters set forth in the plan, of completing an out-of-court
restructuring by securing a high level of acceptance among a
diverse group of GM bondholders -- from mutual funds to pension
funds to retail bondholders.  We stand ready to do our part to
bring about a workable solution."

Citing GM Chief Financial Officer Ray Young, Bloomberg reports
that the Company still needs more than US$28.5 billion in cuts
from a union retiree health fund and from unsecured bondholders by
a March 31 government deadline.

Mr. Young, Bloomberg relates, said that the Canadian Auto Workers
agreed to freeze pay and reduce pension increases so that labor
costs are lower than those of foreign automakers in the U.S. like
Toyota Motor Corp.  The report, citing Toyota spokesperson Mike
Goss, states that Toyota's hourly U.S. labor rate is about US$48.
The report quoted Mr. Young as saying, "It's very possible they
have a different set of demographics, a different set of costs, so
it's very possible our agreement doesn't work for them."

According to Bloomberg, Mr. Young said that GM also had a good
dialogue with European Union economy ministers as the Company
seeks for EUR3.3 billion in state aid for its Opel division.

Bloomberg quoted Senator Bob Corker as saying, "It's very obvious
to me they're following the playbook that we laid out."  Senator
Corker unsuccessfully argued in December for such changes as part
of a failed Congressional rescue, Bloomberg states.  According to
the report, Senator Corker said that had the UAW agreed in
December to make the kinds of changes they are now making, an aid
package "would have overwhelmingly received bipartisan support"
rather than fail in the Senate.

GM spokesperson Dan Flores said that the Company informed a few
hundred secondary suppliers to its 3,000 primary suppliers that
the Company is willing to purchase parts directly if there are
concerns about the health of the primary provider, Bloomberg
reports.

                     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.

GM's common stock was considered the stock market's bellwether for
many years, hence the saying "What's good for GM is good for
America."

                         *     *     *

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 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.


MABO GROUP: Claims Registration Period Ends May 6
-------------------------------------------------
Creditors of Mabo Group GmbH have until May 6, 2009, to register
their claims with court-appointed insolvency manager.

Creditors and other interested parties are encouraged to attend
the meeting at 9:00 a.m. on May 7, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court Muenster
         Meeting Hall 119 B
         Gerichtsstr. 2-6
         48149 Muenster
         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:

         Erich Hoelzemann
         Goethestr. 2
         59065 Hamm
         Germany
         Tel: 02381/924200
         Fax: +4923819242020

The court opened bankruptcy proceedings against the company on
March 11, 2009.  Consequently, all pending proceedings against the
company have been automatically stayed.

The debtor can be reached at:

         Mabo Group GmbH
         Attn: Udo Th. Thuener, Manager
         Tom-Rink-Str. 7
         59302 Oelde
         Germany


NAMOR EPRINT: Claims Registration Period Ends April 9
-----------------------------------------------------
Creditors of Namor ePrint Factory GmbH have until April 9, 2009,
to register their claims with court-appointed insolvency manager.

Creditors and other interested parties are encouraged to attend
the meeting at 11:30 a.m. on May 11, 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:

         Dr. Klaus Pannen
         Neuer Wall 25/Schleusenbruecke 1
         20354 Hamburg
         Germany

The court opened bankruptcy proceedings against the company on
March 12, 2009.  Consequently, all pending proceedings against the
company have been automatically stayed.

The debtor can be reached at:

         Namor ePrint Factory GmbH
         Attn: Roman Claudio Bach, Manager
         Ludwig-Erhard-Strasse 37
         20459 Hamburg
         Germany


SIBEMA RECREATIE: Claims Registration Period Ends April 9
---------------------------------------------------------
Creditors of Sibema Recreatie GmbH have until April 9, 2009, to
register their claims with court-appointed insolvency manager.

Creditors and other interested parties are encouraged to attend
the meeting at 12:00 p.m. on April 30, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Kleve
         Meeting Hall D 117
         Schlossberg 1
         47533 Kleve
         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. Juergen Toemp
         Wilhelmshofallee 75
         47800 Krefeld
         Germany
         Tel: 0215158130
         Fax: 021515813134

The court opened bankruptcy proceedings against the company on
March 12, 2009.  Consequently, all pending proceedings against the
company have been automatically stayed.

The debtor can be reached at:

         Sibema Recreatie GmbH
         Attn: Antoon van der Horst, Manager
         Industriestrasse 40
         47652 Weeze
         Germany


SUMMIT GERMANY: In Breach of LTV Covenant on EUR96MM Debt Facility
------------------------------------------------------------------
Purwa Naveen Raman at Reuters reports that Summit Germany Ltd on
Tuesday said it was in breach of its loan-to-value covenant of 85
percent on a EUR96 million debt facility.

Summit said in a March 17 statement the facility relates to a
portfolio representing approximately 12% of the group's current
gross property assets.  Summit, however, said the breach
is not expected to impact adversely any of the group's other
facility agreements.

The group said it has approached the lender in order to discuss a
resolution.  The board is confident a suitable outcome can be
achieved given the group's strong cash flow and management
performance.

Summit expects to announce its results for the financial year
ended December 31, 2008 on March 31, 2009.

Reuters recalled in January, Summit had said most of its debt
facilities were currently close to the upper limit of their loan-
to-value covenants, as property capital valuations were coming
under pressure amid difficult market conditions.

Summit Germany Ltd -- http://www.summitgermany.co.uk/-- is an
investment company focused on building a substantial portfolio of
commercial properties in Germany.  The company is registered in
Guernsey.


SYSTEMPARTNER COMPUTERVERTRIEBS: Claims Registration Ends April 17
------------------------------------------------------------------
Creditors of Systempartner Computervertriebs GmbH have until
April 17, 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 April 29, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Bremerhaven
         Hall 209
         Nordstr. 10
         27580 Bremerhaven
         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:

         Walter Spoetter
         Martinistr. 3
         28195 Bremen
         Germany
         Tel: 0421-360800
         Fax: 0421-321050.

The court opened bankruptcy proceedings against the company on
March 12, 2009.  Consequently, all pending proceedings against the
company have been automatically stayed.

The debtor can be reached at:

         Systempartner Computervertriebs GmbH
         Buergermeister-Smidt-Strasse 20b
         27568 Bremerhaven
         Germany

         Attn: Sven Kalinowski, Manager
         Auf den Deelen 8A
         27607 Langen
         Germany


WF KUNSTSTOFFVERARBEITUNG: Claims Registration Ends April 22
------------------------------------------------------------
Creditors of WF Kunststoffverarbeitung GmbH have until April 22,
2009, to register their claims with court-appointed insolvency
manager.

Creditors and other interested parties are encouraged to attend
the meeting at 9.45 a.m. on May 6, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Nuernberg
         Meeting Hall 152/I
         Flaschenhofstr. 35
         Nuremberg
         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:

         Peter Engelmann
         Archivstr. 3
         90408 Nuremberg
         Germany
         Tel: 0911/5 97 81 – 22
         Fax: 0911/5 97 81 – 44

The court opened bankruptcy proceedings against the company on
March 13, 2009.  Consequently, all pending proceedings against the
company have been automatically stayed.

The debtor can be reached at:

         WF Kunststoffverarbeitung GmbH
         Attn: Wolfgang Frenzel, Manager
         Breitenloher Weg 3
         91166 Georgensgmuend
         Germany


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


STRAUMUR-BURDARAS: FME Orders Transfer of Deposits to Islandsbanki
------------------------------------------------------------------
The Financial Supervisory Authority (FME) has made a decision on
the disposal of obligations of Straumur-Burdaras Investment Bank
hf. in Iceland due to deposits in the headquarters of the bank in
Iceland.  Deposits will be allocated to Islandsbanki hf. according
to the balance and interest earned on the date of takeover with
certain limitations specified in the decision.  All terms for the
deposits in question regarding duration, interest terms, currency,
etc. remain unchanged vis-a-vis Islandsbanki hf.

Straumur-Burdaras will issue a bond as repayment for the deposit
obligations that are taken over and all assets of the bank will be
put up as collateral for the bond.

The Resolution Committee of Straumur-Burdaras is assigned to
execute the decision of the FME.  The transfer of deposits and the
issuance of promissory and collateral documents shall take place
no later than Friday, March 20, 2009 at 9:00 a.m.

As reported in the Troubled Company Reporter-Europe on March 11,
2009, Straumur-Burdaras collapsed after running out of liquidity,
forcing the Icelandic government to take over the lender.

The Icelandic Financial Supervisory Authority suspended the bank's
board and named a committee that will take over management,
Bloomberg News recalled.

According to The Associated Press, the bank's board -- including
chairman, Bjorgolfur Thor Bjorgolfsson –- had been replaced by a
team of public accountants and solicitors from
PriceWaterhouseCoopers.

The Straumur board presented the Icelandic government with a range
of options to save the bank from collapse, but officials took the
"most drastic" route of state control, Telegraph.co.uk disclosed
citing sources.

IFSA is in the process of closing the business, according to BBC
News.

The bank's chief executive, William Fall, who joined in 2007,
resigned from his position with immediate effect.

"In spite of its strong capital position and the support of
funding banks, Straumur Burdaras Investment Bank believes that its
liquidity position is no longer enough to sustain its activities,"
the bank said in a statement obtained by BBC News.

Straumur incurred a EUR780.6 million loss in 2008 on revenue of
EUR85.8 million.  Loss in the fourth-quarter was EUR576.4 million.

Straumur is the last of Iceland's four largest banks to be
nationalized.  October last year, Iceland seized Kaupthing Bank
hf, Landsbanki Islands hf and Glitnir Banki hf after their
collapse.

Straumur-Burdaras Fjarfestingabanki hf a.k.a Straumur-Burdaras
Investment Bank hf -- http://www.straumur.net/-- is an Iceland-
based investment bank.  It provides such services as debt
financing, corporate advisory and capital market services.  The
Bank's Corporate Finance team identifies, structures and executes
public and private market transactions, while the Debt Finance
team originates and underwrites the required debt financing.  In
addition, it acts as a co-investor in selected projects.  The
Capital Markets team provides securities brokerage services for
companies, institutional investors, mutual funds, and high-net-
worth individuals.  Capital Markets also manages new share
offerings and bond issuance for companies and institutions.  The
Bank operates primarily in Northern and Central Europe, in such
countries as Iceland, Denmark, Sweden, Finland, the Czech
Republic, Poland, Slovakia, Romania and the United Kingdom.  It
has eight wholly owned subsidiaries in Iceland, Luxembourg, the
Netherlands and Finland.


                     *     *     *

As reported in the Troubled Company Reporter-Europe on March 11,
2009, Fitch Ratings downgraded Straumur-Burdaras Investment Bank's
Long-term Issuer Default rating  to 'D' from 'B' and Short-term
IDR to 'D' from 'B' and removed them from Rating Watch Negative.
This follows the announcement that Straumur has been placed under
the control of the Icelandic Financial Supervisory Authorities.


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


BERNARD L. MADOFF: Trustee Hands Off on Irish Court Proceedings
---------------------------------------------------------------
Tim Healy at Independent.ie reports that Irving Picard, the US
trustee handling the liquidation of Bernard Madoff's businesses,
is not participating "at this stage" in High Court proceedings
involving EUR1 billion passed on to him for two Irish-listed
investment companies, Thema International Fund plc and Alternative
Advantage plc.

According to the report, HSBC Securities Services (Ireland) Ltd
and HSBC Institutional Trust Services (Ireland) Ltd allegedly gave
the EUR1 billion to Bernard L Madoff Investment Securities LLC
(BLMIS) to invest.  The HSBC companies have not returned the
monies so far, the report notes.

The report relates the court heard Mr. Picard  has "wide-ranging"
remedies under US law to challenge transactions involving Madoff.

However, the AA and Thema contend the proceedings are governed by
Irish law and the US trustee cannot properly exercise jurisdiction
relating to any payments out of the accounts in question, the
report states.

                    About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC was a market maker in
U.S. stocks, including all of the S&P 500 and more than 350 Nasdaq
stocks.  The firm moved large blocks of stock for institutional
clients by splitting up orders or arranging off-exchange
transactions between parties.  It also performed clearing and
settlement services.  Clients included brokerages, banks, and
other financial institutions.  In addition, Madoff Securities
managed assets for high-net-worth individuals, hedge funds, and
other institutional investors.

The firm is being liquidated in the aftermath of a fraud scandal
involving founder Bernard L. Madoff.

As reported by the Troubled Company Reporter on Dec. 15, 2008, the
Securities and Exchange Commission charged Bernard L. Madoff and
his investment firm, Bernard L. Madoff Investment Securities LLC,
with securities fraud for a multi-billion dollar Ponzi scheme that
he perpetrated on advisory clients of his firm.  The estimated
losses from Madoff's fraud were allegedly at least US$50 billion.

Also on Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S.
District Court for the Southern District of New York granted the
application of the Securities Investor Protection Corporation for
a decree adjudicating that the customers of BLMIS are in need of
the protection afforded by the Securities Investor Protection Act
of 1970.  Irving H. Picard, Esq., was appointed as trustee for the
liquidation of BLMIS, and Baker & Hostetler LLP was appointed as
counsel.

Mr. Madoff, if found guilty of all counts, would be imprisoned for
150 years, but legal experts expect the actual sentence to be much
lower and would still be an effective life sentence for the 70-
year-old defendant, WSJ notes.  Mr. Madoff, WSJ relates, would
also face millions of dollars in possible criminal fines.  The
report says that Mr. Madoff has been free on bail since his arrest
on December 11, 2008.  There was no plea agreement with Mr. Madoff
in which leniency in sentencing might be recommended, the report
states, citing prosecutors.


SILENUS LTD: S&P Cuts Ratings on Class E and F Notes to Low-B
-------------------------------------------------------------
Standard & Poor's Rating Services lowered its credit ratings on
the class E, F, and G notes issued by SILENUS (European Loan
Conduit No. 25) Ltd.  The ratings on the other classes remain
unaffected.

These rating actions reflect S&P's concerns over the credit
worthiness, increasing term risk, and maturity profile of some of
the loans in the pool.

SILENUS (ELOC No. 25) is a true sale commercial mortgage-backed
securities transaction, which closed in March 2007.  The
transaction is backed by 16 loans secured on 184 properties in
France, Germany, and Italy.  The outstanding principal balance of
the transaction is EUR1,144.177 million.

A more detailed review of the loans will be given in S&P's
transaction update, which will be published in due course.

                           Ratings List

           SILENUS (European Loan Conduit No. 25) Ltd.
   EUR1,245.557 Million Commercial Mortgage-Backed Variable- and
                       Floating-Rate Notes

                         Ratings Lowered

                                   Rating
                                   ------
                Class         To            From
                -----         --            ----
                E             BB            BBB
                F             BB-           BBB-
                G             B             BB


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


ALITALIA SPA: "Small" Bondholders May Get US$129 Mln Refund
-----------------------------------------------------------
Bloomberg News reported that according to daily Corriere della
Sera, Marco Milanese, a representative of Prime Minister Silvio
Berlusconi's party, said the Italian government is considering
returning EUR100 million (US$129 million) to Alitalia SpA's
"small" bondholders.

The reimbursement measure wouldn't cover bonds held by
institutional investors or the Treasury, Bloomberg News relates
citing the Italian newspaper.

          EU Endorses Privatization, AirFrance Deal Closes

Citing Reuters, the Troubled Company Reporter-Europe on Mar. 12,
2009, reported Italy's transport commissioner, Antonio Tajani,
said the European Commission has endorsed privatization of flag
carrier Alitalia.

Alitalia, Reuters said, was formally relaunched in January as a
smaller, regional carrier with fewer staff and a revamped network,
under the ownership of Compagnia Aerea Italiana s.r.l. ("CAI")
investors.  Alitalia agreed in January to sell a 25 percent stake
to Air France-KLM for EUR323 million (US$410 million), Reuters
said.

According to Reuters, throughout the process the European
Commission watched closely to ensure the ailing Italian carrier
received no state aid and was eventually sold at market prices.  A
monitoring trustee was selected to check, Reuters said.

Air France-KLM has completed the stake acquisition in Alitalia at
market prices as required by the European Commission,
tradingmarkets.com reported citing ADP News.

"The trustee has confirmed that it was truly the market price, and
the Commission shares that view," Reuters quoted Mr. Tajani as
saying.

                        About Alitalia

Based in Rome, Alitalia S.p.A. -- http://www.alitalia.it/--
provides air travel services for passengers and air transport of
cargo on national, international and inter-continental routes,
including United States, Canada, Japan and Argentina.  The Italian
government owns 49.9% of Alitalia.

As reported in the Troubled Company Reporter-Europe on Nov. 7,
2008, Alitalia S.p.A. filed for Chapter 15 protection with the
U.S. Bankruptcy Court in the Southern District of New York.
Italy's national airline experienced financial difficulties for a
number of years caused, in large measure, by a combination of
competition from low-cost air carriers, poor management and
onerous union obligations, according to papers filed with the
court.

Despite a EUR1.4 billion state-backed restructuring in 1997,
Alitalia posted net losses of EUR256 million and EUR907 million in
2000 and 2001 respectively.  Alitalia posted EUR93 million in net
profits in 2002 after a EUR1.4 billion capital injection.  The
carrier booked annual net losses of EUR520 million in 2003,
EUR813 million in 2004, EUR168 million in 2005, EUR625.6 million
in 2006, and EUR494.64 million in 2007.

In the petition filed October 29, 2008, Prof. Augusto Fantozzi,
the appointed administrator, said the airline's financial
difficulties have been and exacerbated by spiraling fuel prices.

On Aug. 29, 2008, Alitalia declared insolvency and filed for
commencement of extraordinary administration procedure at the
Tribunal of Rome.  Italian Prime Minister Silvio Berlusconi
appointed Mr. Fantozzi as extraordinary commissioner.
Under the Bankruptcy Bill, the Administrator has supplanted the
directors and other management of Alitalia.


BANCA ITALEASE: Moody's Cuts Financial Strength Rating to 'E+'
--------------------------------------------------------------
Moody's Investors Service has downgraded the bank financial
strength rating of Banca Italease to E+ stable outlook from D- and
placed its Ba1 long-term debt and deposit ratings and Not Prime
short-term rating on review for possible upgrade.  The rating
agency has also placed the A2 debt and deposit ratings, Prime-1
short-term ratings and C- BFSR of Banco Popolare on review for
possible downgrade.  Moody's also placed the Baa1 long-term debt
and deposit ratings, Prime-2 short-term rating and D+ BFSR of
Banco Popolare's subsidiary, Efibanca, on review for possible
downgrade.

Moody's said that its actions reflect the announcement that: (i)
Banca Italease will report a large increase in problem loans
(around EUR4.5 billion) and provisions (EUR850 million) at the end
of 2008; and (ii) the forthcoming restructuring of Banca Italease.

Banca Italease's restructuring is expected to comprise: (a) a
tender offer by Banco Popolare, anticipated to be completed by
June 2009, by which time Banca Italease will be fully owned by
Banco Popolare; (b) the spinning off of Banca Italease's EUR5
billion of indentified problem loans to a new company 80% owned by
Banca Italease; and (c) the transfer of around EUR6 billion of
leases to a new company owned 33% by Banca Italease and the
remainder by Banca Popolare dell'Emilia Romagna, Banca Popolare di
Sondrio and Banca Popolare di Milano.  The spin offs are expected
to be completed by the end of 2009.

Moody's said that the downgrade of Banca Italease's BFSR to E+
reflects the bank's extremely weak financial fundamentals,
particularly asset quality and capital adequacy, with capital
ratios well below the regulatory minimum.  The rating agency added
that the review for possible upgrade of Banca Italease's debt and
deposit ratings will focus on the expectation of increased
parental support from Banco Popolare, including capital and
liquidity support as necessary, following its proposed acquisition
of Italease.

With regard to Banco Popolare, the adverse effect of the
acquisition of Italease on its capital adequacy will be mitigated
by the issue of EUR1.45 billion of hybrid bonds to the government.
The review for possible downgrade will focus both on the impact of
the acquisition and restructuring of Italease, and on Moody's
stress test of the group's assets, earnings and capital,
reflecting the more difficult operating environment faced by the
bank, which may demonstrate that Banco Popolare should be
positioned either more weakly in the C- rating category, or in the
D+ category.  Any downgrade of the deposit and debt ratings is
expected to be limited to one notch given the expectation of
systemic support.

The review on Efibanca reflects the review of the parent's ratings
and will also focus on an anticipated significant deterioration of
Efibanca's profitability and asset quality in the current
environment.

This rating was downgraded

Banca Italease

  -- BFSR to E+ from D-

These ratings were placed on review for possible upgrade:

Banca Italease

  -- Ba1 senior unsecured and bank deposit ratings
  -- Ba2 subordinate rating
  -- Not Prime short-term deposit rating

Banca Italease Capital Trust

  -- B1 backed preferred stock rating

These ratings were placed on review for possible downgrade:

Banco Popolare

  -- C- BFSR

  -- A2 long-term debt and deposit ratings

  -- A3 senior subordinate, junior subordinate and Tier III debt
     ratings

  -- Baa1 preferred stock rating

  -- Prime-1 short-term deposit rating

Banca Popolare di Lodi Investor Trust III

  -- Baa1 backed preferred stock rating

Efibanca

  -- D+ BFSR

  -- Baa1 senior unsecured and bank deposit ratings

  -- A3 backed subordinate MTN rating

  -- Prime-2 short-term deposit rating

  -- Prime-1 backed short-term rating

The last rating action on Banca Italease was on August 14, 2007,
when the bank's ratings were downgraded to Ba1/Not Prime/D- with
stable outlook.

The last rating action on Banco Popolare was on November 20, 2008,
when the bank's outlook was changed to stable from positive.

The last rating action on Efibanca was on January 8, 2008, when
the bank's outlook was changed to stable from positive.

Banca Italease is headquartered in Milan, Italy.  At September 30,
2008 it had total assets of EUR24.0 billion.

Banco Popolare is headquartered in Verona, Italy.  At September
30, 2008 it had total assets of EUR131.5 billion.

Efibanca is headquartered in Rome, Italy.  At June 30, 2008 it had
total assets of EUR4.8 billion.


FIAT SPA: Chrysler Says Partnership Could be Worth US$10 Bln
------------------------------------------------------------
Chrysler LLC's proposed partnership with Fiat SpA could be worth
as much as US$10 billion, Washington Post Staff Writer Kendra Marr
reports citing Chrysler chief executive Robert L. Nardelli in an
e-mail to employees Monday.

"This is equal to or greater than the total amount of loans we
have requested from the U.S. government," Mr. Nardelli said in the
e-mail message obtained by the news agency.

Mr. Nardelli, as cited by Washington Post, said with the
partnership, Chrysler would save three to five years in
development time, plus, the production of Fiat vehicles in North
America could boost Chrysler's plant activity, helping preserve
and create more than 5,000 manufacturing jobs.

The report relates Chrysler is seeking an additional US$5 billion
in federal loans by the end of the month "to continue paying the
wages of our employees, the invoices of our suppliers, as well as
investing in our future product plan."  Chrysler has already
received US$4 billion in loans, the report notes.

To strengthen its business model, Chrysler has agreed to give Fiat
a 35 percent stake in return for the Italian automaker's fuel-
efficient technology and global distribution network, Washington
Post says.

Chrysler aims to finish negotiations by the March 31 deadline, the
report says.

According to the report, the U.S. auto task force has yet to
approve a future Chrysler-Fiat partnership.  In recent weeks, the
report says members of the panel have met with Fiat chief
executive Sergio Marchionne and top Chrysler executives to assess
the situation.

Washington Post reports Mr. Nardelli sought to reassure his
employees that Chrysler will continue to operate as a stand-alone
company, even if it fails to partner with Fiat.  "We were asked by
the task force whether Chrysler is viable without a global
alliance partner," he wrote.  "Our answer is absolutely yes."

As reported in the Troubled Company Reporter-Europe on Jan. 23,
2009, The Wall Street Journal said Fiat has EUR5.94 billion
(US$7.67 billion) in industrial debt as at the end of 2008, a huge
increase from EUR355 million at the end of 2007.

The Journal said adding to Fiat's woes is the declining car sales
amid the global economic slowdown.

According to the Journal, Fiat's net income plunged 71% in the
last three months of 2008 to EUR163 million, down from EUR570
million a year earlier, while revenue fell 17.2% to EUR13.09
billion in the quarter.  For all of 2008, Fiat's net profit fell
16.2% to EUR1.7 billion, the report noted.

Warning that sales will fall further, Fiat halted a share-buyback
program, lowered its forecast for 2009 and planned to cut its
dividend, the Journal disclosed.

Forbes.com reported the carmaker cut its profit outlook for 2009
to EUR1.0 billion (US$1.3 billion) from a previous forecast of
between EUR1.5 and EUR2.3 billion (US$1.9 and US$3.0 billion).

A Troubled Company Reporter-Europe report on Feb. 25, 2009 said
Moody's Investors Service downgraded Fiat S.p.A's long term
ratings to Ba1 from Baa3 and its short term ratings to Not Prime
from Prime-3.  The outlook on the ratings is negative.  At the
same time Moody's assigned a Ba1 Corporate Family Rating.  This
concludes Moody's review for downgrade initiated on January 15,
2009.

                        About Chrysler LLC

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

                         About Fiat SpA

Headquartered in Turin, Italy, Fiat SpA (BIT:F) --
http://www.fiatgroup.com/-- is principally engaged in the design,
manufacture and sale of automobiles, trucks, wheel loaders,
excavators, telehandlers, tractors and combine harvesters.
Through its subsidiaries, Fiat operates mainly in five business
areas: Automobiles, including sectors led by Maserati SpA, Ferrari
SpA and Fiat Group Automobiles SpA, which design, produce and sell
cars under the Fiat, Alfa Romeo, Lancia, Fiat Professional,
Abarth, Ferrari and Maserati brands; Agricultural and Construction
Equipment, which is led by Case New Holland Global NV; Trucks and
Commercial Vehicles, which is led by Iveco SpA; Components and
Production Systems, which includes the sectors led by Magneti
Marelli Holding SpA, Teksid SpA, Comau SpA and Fiat Powertrain
Technologies SpA, and Other Businesses, which includes the sectors
led by Fiat Services SpA, a publishing house Editrice La Stampa
SpA and an advertising agency Publikompass SpA.


PROGRAMMA DINAMICO: Fitch Cuts Rating on CSFB PV2 Notes to 'B+'
---------------------------------------------------------------
Fitch Ratings has downgraded Programma Dinamico S.p.A.'s (CSFB
PV2) notes, due 14 May 2012, (ISIN IT0003288120) to 'B+' from
'AA', and assigned the notes' rating a Stable Outlook.

The rating action reflects the downgrade of two of the three
charged assets to 'BB' from 'AAA' on March 16, 2009.  The third
asset remains rated at 'AAA'.  The charged assets are the
collateral in which note proceeds were invested following the
issue of the notes.  Fitch analyzed the collateral pool using the
Portfolio Credit Model, and based on the joint probability of
default, the prospect of a loss arising in this pool is consistent
with a rating of 'B+'.

Programma Dinamico is a joint stock company with limited liability
incorporated under the laws of Italy.  At close in May 2002, it
issued EUR230 million credit-linked notes due 2012.  It used the
proceeds to collateralize a credit default swap with Credit Suisse
First Boston International.  The swap references an equally
weighted reference portfolio of 284 corporate reference entities.


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


KEMIN ENERGO: Creditors Must File Claims by March 27
----------------------------------------------------
Creditors of LLC Kemin Energo have until March 27, 2009, to submit
proofs of claim to:

         Pervomaiskaya St. 121
         Kemin
         Keminsky district
         Chui
         Kyrgyzstan


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


BASELL FINANCE: S&P Retains 'C' Rating on US$300 Million Bond
-------------------------------------------------------------
Standard & Poor's Ratings Services said that the rating on Basell
Finance Co. B.V.'s US$300 million bond, maturing 2027, is still
rated 'C'.  This follows Basell Finance Co B.V.'s payment on
March 16, 2009, of the coupon due on the bond, which is guaranteed
by Netherlands-based petrochemicals producer LyondellBasell
Industries AF S.C.A. (D/--/--).  S&P understands that all interest
payments due on the bond are therefore up to date.

S&P notes that, as expected, LyondellBasell Industries did not use
the grace period for the interest payments on the subordinated
debt ratings on its US$615 million and EUR500 million European
bonds due 2015, which are rated 'D'.  Standard & Poor's is in the
process of rating the debtor-in-possession facilities of Lyondell
Chemical Co., but this process will take longer than S&P
originally assumed.


* Moody's Updates Rating Methodology for Dutch RMBS Transactions
----------------------------------------------------------------
Moody's Investors Service explains in a new rating methodology
report, published March 17, 2009, recent updates to its modelling
approach to rating Dutch residential mortgage-backed securities
transactions backed by mortgage loans benefiting from a Nationale
Hypotheek Garantie.  The amendments outlined in the new report
relate to updates in the methodology with regards to the (i)
mismatch between the amortization of the NHG guarantee and the
actual loan amortization, (ii) set-off risk, (iii) risks related
to non compliance with NHG criteria, (iv) representations and
warranties and creditworthiness of the originator, and (v)
creditworthiness of the guarantee provider.

In addition, Moody's also announced that it is revising its
methodology for analysing set-off risk due to insurance linked
mortgage loan products and deposits in the Netherlands, which is
driven by Moody's revised view on this risk.  The most important
changes comprise of (a) introduction of recovery rate assumptions
on set-off losses; (b) a change in the assumption of the
likelihood of set-off by the borrower; (c) more focus on the
distribution of the insurance company counterparties; and (d) the
introduction of correlation between the portfolio of mortgage
loans, the insurance company counterparties and originator in the
modelling.  Moody's expects to publish a report on the new
methodology in the second quarter of 2009.

Within the universe of transactions rated by Moody's that are
backed by pools with mortgage loans benefiting from an NHG
Guarantee, Moody's has flagged 15 deals.  For these deals Moody's
expect the combined methodology update to typically have a one to
two notch downward impact on senior notes, although on a
transaction by transaction basis the downward impact could be
larger (single-A range) depending on single or combined exposures
to unrated insurance companies in relation to the available credit
enhancement.  Because the NHG transactions generally have limited
credit protection in the form of reserve fund and/or
subordination, these type of transactions are especially
vulnerable to the risk of set-off than Dutch RMBS backed by
regular mortgages with more structural credit protection.

Moody's has put under review for downgrade these tranches:

Candide Financing 2007 NHG B.V.

  -- Class A, Aaa placed under review for possible downgrade,
     previously on 18 December 2007 assigned Aaa

Issuer: DARTS Finance B.V.

  -- Class A, Aaa placed under review for possible downgrade;
     previously on 1 November 2004 assigned Aaa

Issuer: DARTS Finance B.V. (Amstelhuys 2005 NHG portfolio)

  -- Class A, Aaa placed under review for possible downgrade;
     previously on 10 November 2005 assigned Aaa

Issuer: E-MAC NL 2005-NHG II B.V.

  -- Class A, Aaa remains on review for possible downgrade;
     previously on 10 July 2008 Aaa placed under review for
     possible downgrade

Issuer: E-MAC NL 2006-NHG I B.V.

  -- Class A, Aaa remains on review for possible downgrade;
     previously on 10 July 2008 Aaa placed under review for
     possible downgrade

Issuer: E-MAC Program B.V. / Compartment NL 2007-NHG II

  -- Class A, Aaa remains on review for possible downgrade;
     previously on 10 July 2008 Aaa placed under review for
     possible downgrade

  -- Class B, Ba3 remains on review for possible downgrade;
     previously on 10 July 2008 downgraded to Ba3 and placed under
     review for possible downgrade

Issuer: E-MAC Program B.V. / Compartment NL 2007-NHG V

  -- Class Class A, Aaa remains on review for possible downgrade;
     previously on 10 July 2008 Aaa placed under review for
     possible downgrade

  -- Class B, Ba3 remains on review for possible downgrade;
     previously on 10 July 2008 downgraded to Ba3 and placed under
     review for possible downgrade

Issuer: PEARL Mortgage Backed Securities 1 B.V.

  -- Class A, Aaa placed under review for possible downgrade;
     previously on 18 September 2006 assigned Aaa

  -- Class B, Baa2 placed under review for possible downgrade;
     previously on 18 September 2006 assigned Baa2

Issuer: PEARL Mortgage Backed Securities 2 B.V.

  -- Class A, Aaa placed under review for possible downgrade;
     previously on 08 June 2007 assigned Aaa

  -- Class B, Baa2 placed under review for possible downgrade;
     previously on 08 June 2007 assigned Baa2

Issuer: SOLID 2005-1 B.V.

  -- Class A, Aaa placed under review for possible downgrade;
     previously on 31 October 2005 assigned Aaa

Issuer: Sound I B.V.

  -- Class A, Aaa placed under review for possible downgrade;
     previously on 13 October 2005 assigned Aaa

  -- Class B, Aa3 placed under review for possible downgrade;
     previously on 13 October 2005 assigned Aa3

  -- Class C, A2 placed under review for possible downgrade;
     previously on 13 October 2005 assigned A2

  -- Class D, Baa2 placed under review for possible downgrade;
     previously on 13 October 2005 assigned Baa2

  -- Class E, Ba2 placed under review for possible downgrade;
     previously on 13 October 2005 assigned Ba2

Issuer: Sound II B.V.

  -- Class A, Aaa placed under review for possible downgrade;
     previously on 26 September 2007 assigned Aaa

  -- Class B, A3 placed under review for possible downgrade;
     previously on 26 September 2007 assigned A3

Issuer: STRONG 2005 B.V.

  -- Class A, Aaa placed under review for possible downgrade;
     previously on 30 August 2005 assigned Aaa

Issuer: STRONG 2006 B.V.

  -- Class A, Aaa placed under review for possible downgrade;
     previously on 18 December 2006 assigned Aaa

Issuer: STRONG 2007 B.V.

  -- Class A, Aaa placed under review for possible downgrade;
     previously on 18 December 2007 assigned Aaa

Moody's has affirmed the ratings on these tranches:

Issuer: European Mortgage Securities VIII B.V.

  -- Class A, affirmed at Aaa; previously on 29 October 2008
     assigned Aaa

  -- Class B, affirmed at Aa3; previously on 29 October 2008
     assigned Aa3

Stichting Guaranteed Mortgage Securities 2004-I

  -- Class A-1, affirmed at Aaa; previously on 03 June 2004
     assigned Aaa

The rating affirmation of the two transactions are due to
sufficient subordination in the transaction either as from closing
(European Mortgages Securities VIII) or due to deleveraging of the
transaction over time (Stichting Guaranteed Mortgage Securities
2004-I).

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.  Other non-
credit risks have not been addressed, but may have a significant
effect on yield to investors.

The rating reviews will be concluded over the course of the next
three months following a detailed review and remodelling with
updated data for each transaction.


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


ALROSA CO: Mulls Foreign Asset Acquisition
------------------------------------------
Alrosa is considering foreign asset acquisition, RIA Novosti
reports citing company CEO Sergie Vybornov.

The report relates Mr. Vybornov said Alrosa has an opportunity to
seize the initiative and become the global leader amid the ongoing
crisis, as the company has the world's best diamond resources in
Yakutia in northeast Siberia, while its rival De Beers has had to
cut output.

"There is also an opportunity to purchase very good diamond assets
abroad - small companies that are going bankrupt or are on the
verge of bankruptcy," the report quoted Mr. Vybornov as saying.

                        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 Troubled Company Reporter-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 also revised the inputs
that support the Ba2 corporate family ratings.


GAZ GROUP: MMK Raises Debt Claims by 50% to RUR1.5 Billion
----------------------------------------------------------
RIA Novosti reports that Magnitogorsk metals producer (MMK) on
Monday said it had increased its debt claims to Russian carmaker
GAZ Group by 50% to RUR1.5 billion (US$43.2 million).

MMK, as cited by the report, said "The amendment to the claims was
due to an increase in interest on the outstanding bills for metal
products delivered to the GAZ Group."

The report discloses a Nizhny Novgorod arbitration court in
Russia's Volga region, where Gaz is headquartered, is set to hear
the new claims on April 8.

According to the report, Gaz's debts to creditors and suppliers
have reached RUR45 billion (US$1.3 billion) since the start of
this year.

                      Bankruptcy Threat

The report relates Novolipetsk Steel threatened Gaz with
bankruptcy last week if it failed to repay RUR1 billion (US$28.7
million) for earlier deliveries.

However, Gaz dismissed the threat as an "emotional and
unconstructive" proposal and said the company was in talks to have
its debts restructured.

                     Debt Restructure Plan

Gaz, the report recalls, presented a debt restructure plan to
creditors early this month.  Under the plan, the company pledged
to reduce production costs and introduce personnel cuts and other
measures.

The report notes according to experts, GAZ will not face
bankruptcy due to the government's decision to support the
company.


SEVERSTAL OAO: Net Profit Up 9.9% to US$2.03 Bln in 2008
--------------------------------------------------------
OAO Severstal's net profit under International Financial Reporting
Standards increased 9.9% in 2008 year-on-year to US$2.03 billion,
RIA Novosti reported.

According to the report, Severstal's revenues soared 44.4% to
US$22.39 billion, EBITDA (earnings before interest, taxes,
depreciation and amortization) grew 45.5% to US$5.37 billion and
operating profit was up 50.6% to US$4.23 billion in 2008.

"Severstal achieved good results in 2008 as we benefited from
volume growth, price increases and margin improvement," the report
quoted Severstal CEO Alexei Mordashov as saying.

However, the report noted Severstal incurred a net loss of US$1.21
billion in the fourth quarter of 2008 due to declining demand for
steel.

                         About Severstal

Headquartered in Cherepovets, Russia, OAO Severstal --
http://www.severstal.com/-- is the country's largest steel
producer, with steel production of 17.1 million tons in 2005.
The Company owns Severstal North America, the fifth largest
integrated steel maker in the U.S. with 2005 production of 2.7
million tons, and Lucchini, Italy's second largest steel group
with 2005 production of 3.5 million tons.  Severstal is one of
the world's lowest cost and most profitable steel producers,
with 2005 EBITDA per ton of around EUR150 per ton.

                          *     *     *

As reported in the Troubled Company Reported-Europe on Dec. 1,
2008, Moody's changed the outlook of Severstal's Ba2 rating to
negative.  The rating action was prompted by recent collapse in
demand for steel products and consequential significant reduction
in prices for steel products especially from the CIS steel
producers as well as the low visibility for prospects of short
term recovery and the current limitations for Russian companies to
receive funding from local and international banks.

As reported by the Troubled Company Reported-Europe on Nov. 18,
2008, Standard & Poor's Ratings Services revised its outlook on
Russia-based steel producer OAO Severstal to stable from positive.
This is due to the sharp deterioration in market conditions in the
global steel sector in recent months.

At the same time, the 'BB' long-term corporate credit and senior
unsecured debt ratings, and the 'ruAA' Russia national scale
rating, on Severstal were affirmed.  The recovery ratings on the
notes are unchanged at '3', indicating S&P's expectation of
meaningful (50%-70%) recovery in the event of a payment default.


TROIKA DIALOG: Mulls Raising US$172 Mln Through Bonds Sale
----------------------------------------------------------
Denis Maternovsky at Bloomberg News reports Troika Dialog plans to
raise US$172 million from its first sale of bonds.

The bond issue includes RUR2.5 billion (US$72 million) and US$100
million of three-year notes which will be sold in five equal
parts, the report says citing the Moscow-based bank in a
regulatory filing.

The debt will be issued through Troika Invest, a special purpose
company, the statement cited by the report said.

                       About Troika Dialog

Founded in 1991, Troika Dialog –- http://www.troika.ru/–-
is the leading independent full service integrated investment bank
and asset management firm in Russia.  The Group's business
consists of securities sales and trading, investment banking,
private wealth and asset management, retail distribution and
alternative investments.  Troika Dialog's operations are located
in 24 cities across Russia plus offices in London, New York, Kyiv,
Almaty and Nicosia.  Troika's clients include leading Russian and
international companies, financial institutions, government
agencies and high net worth individuals.  As at September 30,
2008, Troika had total shareholders funds of US$558 million and
total assets in excess of US$5.5 billion under US GAAP audited
consolidated financial statements.  Currently, the group employs
approximately 1150 and is privately owned by 109 partners.

                         *     *     *

As reported in the Troubled Company Reporter-Europe on Dec. 15,
2008, Standard & Poor's Ratings Services said that it lowered its
long-term counterparty credit rating on Troika Dialog Group Ltd.
to 'B+' from 'BB-' and its Russia national scale rating to 'ruA'
from 'ruAA-'.  The outlook remains negative.

At the same time, S&P's affirmed its 'B' short-term counterparty
credit rating on the institution, the holding company of Russia's
Troika Dialog group.


UC RUSAL: Deripaska May Have to Sell Assets to Repay Alfa Loan
--------------------------------------------------------------
Maria Kolesnikova and Yuriy Humber at Bloomberg News report
Russian billionaire Oleg Deripaska may have to sell stakes in some
of his companies, including aluminum maker United Company RUSAL,
to repay US$650 million owed to Alfa Bank.

Basic Element, Mr. Deripaska's holding company, has asked to
renegotiate the debt, Andrey Yashchenko, corporate finance
director at Basic Element, told Bloomberg News by telephone from
Moscow.

"We are not in a position of mass sales, but we're ready for
mutually acceptable solutions," Mr. Yashchenko said, adding Basic
Element will honor it obligations.

According to Bloomberg News, Alfa said last week it was owed US$1
billion by Mr. Deripaska, and opposed debt talks.

Bloomberg News recalls a court in Jersey in the Channel Islands
last month froze GBP13.7 million (US$19 million) of assets
belonging to EN+, a unit of Basic Element after a lawsuit was
filed by an Alfa unit.

About half the US$650 million Basic Element owes Alfa is
"distressed debt" that's due for repayment this year, the news
agency cited Mr. Yashchenko as saying.

Mr. Yashchenko, as cited by the report, said Basic Element plans
to find partners for some of its businesses after access to the
debt market dried up.

                     2-Month Debt Reprieve

As reported in the Troubled Company Reporter-Europe on March 10,
2009, RUSAL said it has signed a standstill agreement in relation
to the restructuring of its debt to the international lending
banks.  The standstill will be effective for a period of two
months with the possibility of extension for a further month and
will provide RUSAL with additional liquidity.

The agreement covers more than 30 transactions, including
syndicated and bi-lateral loan agreements, bank guarantees and
letters of credit, which involve more than 70 banks, according to
the statement.

The agreement obtained support from majority of RUSAL's
international lending banks and Russian lenders as well, the
company's statement said.

At present, RUSAL's debt is US$14 billion, including US$7.4
billion owed to its international banks.

Credit Suisse Group, BNP Paribas SA, Merrill Lynch & Co., ABN Amro
Holding NV, Citigroup Inc., Natixis, Commerzbank AG, ING Groep NV
and Calyon are among Rusal’s creditors, according to data compiled
by Bloomberg.

In December 2008, RUSAL initiated a dialogue with its
international lending banks who formed a coordinating committee to
continue discussions with the Company and its advisers about
potential amendments of the Company's credit facilities in view of
the situation in the aluminum market.

The agreement follows RUSAL's recent comprehensive program
designed to reduce costs, optimize the production process, cut
production costs and increase the overall efficiency of the
business.

"We are pleased that our lenders have endorsed our pro-active
steps to address the exceptional trading conditions and the
current global economic crisis.  The agreement highlights the
long-term support that exists for RUSAL amongst the international
banks and the Russian financial community and demonstrates the
constructive nature of the ongoing negotiations between RUSAL and
its lenders," said Oleg Deripaska, the CEO of RUSAL.

                        About UC RUSAL

Headquartered in Moscow, Russia, United Company RUSAL --
http://www.rusal.com/-- is an aluminum producer.  Formed in 2000
from various parts of the old Soviet state apparatus, RUSAL
produces about 4 million tons of aluminum, 11 million tons of
alumina, and 6 million tons of bauxite.  Its aluminum business
include packaging and foil operations in addition to a network of
smelters.  Those Soviet spare parts were significantly augmented
in 2007 when the company merged with fellow Russian aluminum
producer Sual and Glencore's alumina unit.  RUSAL is majority
owned by Board member Oleg Deripaska, who had owned the company
completely prior to the merger.


UC RUSAL: Pledges Stakes in Three Aluminum Units to VEB
-------------------------------------------------------
The Financial Times' Catherine Belton reported last week United
Company RUSAL  pledged 25 per cent stakes in its main aluminium
subsidiaries to the Russian state as an additional condition to a
US$4.5 billion government bail-out loan.

Bloomberg News relates the pledged stakes are in addition to the
25 percent of OAO GMK Norilsk Nickel that Rusal pledged in
October.

According to the FT, Rusal pledged its 25 per cent stake in
Norilsk Nickel as collateral to Vnesheconombank (VEB).

In an interview with the FT, Vladimir Dmitriev, VEB chairman, said
his bank had taken collateral that fully covered the value of the
US$4.5 billion bail-out loan his bank issued last October to
prevent the Norilsk stake being seized by western creditors.

Mr. Dmitriev, as cited by FT, said VEB and Rusal were not holding
any talks either on restructuring the US$4.5 billion loan, which
falls due at the end of October, or on an offer by Rusal to
convert its nearly US$7 billion debt to state banks to a 16 per
cent stake in the company in non-voting preferred shares.

In an update, RosBusinessConsulting, citing newspaper RBC Daily,
reported Monday that UC Rusal officially confirmed for the first
time that not only 25 percent of Norilsk's shares are pledged
under the US$4.5 billion loan but also similar stakes of the
holding's two major aluminum plants - in Bratsk and Krasnoyarsk.

                      2-Month Debt Reprieve

As reported in the Troubled Company Reporter-Europe on March 10,
2009, RUSAL said it has signed a standstill agreement in relation
to the restructuring of its debt to the international lending
banks.  The standstill will be effective for a period of two
months with the possibility of extension for a further month and
will provide RUSAL with additional liquidity.

The agreement covers more than 30 transactions, including
syndicated and bi-lateral loan agreements, bank guarantees and
letters of credit, which involve more than 70 banks, according to
the statement.

The agreement obtained support from majority of RUSAL's
international lending banks and Russian lenders as well, the
company's statement said.

At present, RUSAL's debt is US$14 billion, including US$7.4
billion owed to its international banks.

Credit Suisse Group, BNP Paribas SA, Merrill Lynch & Co., ABN Amro
Holding NV, Citigroup Inc., Natixis, Commerzbank AG, ING Groep NV
and Calyon are among Rusal’s creditors, according to data compiled
by Bloomberg.

In December 2008, RUSAL initiated a dialogue with its
international lending banks who formed a coordinating committee to
continue discussions with the Company and its advisers about
potential amendments of the Company's credit facilities in view of
the situation in the aluminum market.

The agreement follows RUSAL's recent comprehensive program
designed to reduce costs, optimize the production process, cut
production costs and increase the overall efficiency of the
business.

"We are pleased that our lenders have endorsed our pro-active
steps to address the exceptional trading conditions and the
current global economic crisis.  The agreement highlights the
long-term support that exists for RUSAL amongst the international
banks and the Russian financial community and demonstrates the
constructive nature of the ongoing negotiations between RUSAL and
its lenders," said Oleg Deripaska, the CEO of RUSAL.

                        About UC RUSAL

Headquartered in Moscow, Russia, United Company RUSAL --
http://www.rusal.com/-- is an aluminum producer.  Formed in 2000
from various parts of the old Soviet state apparatus, RUSAL
produces about 4 million tons of aluminum, 11 million tons of
alumina, and 6 million tons of bauxite.  Its aluminum business
include packaging and foil operations in addition to a network of
smelters.  Those Soviet spare parts were significantly augmented
in 2007 when the company merged with fellow Russian aluminum
producer Sual and Glencore's alumina unit.  RUSAL is majority
owned by Board member Oleg Deripaska, who had owned the company
completely prior to the merger.


* S&P Says Rating Pressures on Russia to Impact Oil and Gas Sector
------------------------------------------------------------------
Ensuring neutral free cash flow and adequate refinancing and bank
support will be all-important for Russian oil and gas companies
over the coming year, according to the report, published by
Standard & Poor's Ratings Services.

"Both are likely to be difficult, although S&P considers that
within Russia the oil sector is much better positioned than other
commodity sectors such as mining or steel," said Standard & Poor's
credit analyst Andrey Nikolaev.  "This is because S&P anticipate
oil producers' cash flows will shrink less, as taxation on
upstream profits is linked to Urals prices and thus works as a
partial hedge, and because oil companies' large cost bases will
likely enjoy substantial benefits from the fall in the Russian
ruble."  Conversely, S&P expects Russian refining profits to drop
steeply in 2009.

S&P considers that the oil and gas sector has above-average credit
quality compared with other Russian industries, and therefore
expect Russia's oil majors to have easier access to funding from
government-related banks Sberbank (not rated), JSC VTB Bank
(BBB/Negative/A-3), and Gazprombank (BB+/Negative/B).  In S&P's
view, access to financing from international banks should remain
available, although it is likely to be more limited and in the
form of secured pre-export facilities.

S&P doesn't exclude some company-specific negative rating actions
in certain circumstances–-as detailed in the report--although
S&P's outlooks are stable on the majority of Russian oil and gas
companies.  This majority of stable outlooks partially reflects
the anticipated positive impact of the ruble depreciation in 2009
and the fact that S&P's ratings are derived using conservative
adjusted oil price assumptions such as S&P's unchanged long-term
Urals oil price assumption of US$58/barrel.  On the other hand,
S&P has strongly revised downward S&P's short-term Urals credit
assumptions--S&P uses US$38/barrel and US$48/barrel respectively
for 2009 and 2010--which is inevitably pressuring credit metrics
and S&P's estimates of free cash flow.  Rating pressures on the
Russian Federation (foreign currency rating: BBB/Negative/A-3;
local currency rating: BBB+/Negative/A-2) are also potentially
negative for Russia's oil and gas companies, as a negative rating
action on the sovereign would likely impact the ratings of some
state-owned companies and possibly further weaken their access to
capital and the credit quality of Russia's state-owned banks.
S&P's ratings on OJSC Oil Company Rosneft (BBB-/Stable/--) include
one notch of uplift for potential extraordinary state support,
while those on OAO Gazprom (BBB/Negative/---) factor in two
notches of uplift.

Gazprom and LUKoil OAO (BBB-/Stable/--) may be the most exposed to
a rating change or, for LUKoil, an outlook change.  For Gazprom,
this is partly because its ratings are influenced by those on the
Russian Federation, but also because S&P anticipates that its free
cash flow could be highly negative in second-half 2009 and in 2010
and because it has large refinancing needs.  Although LUKoil's
debt remains moderate in S&P's view, the company's outlook could
come under pressure if debt, notably short-term debt, rises more
than expected, in light of recent acquisitions and its potential
higher-than-peer negative free cash flow in 2009.  On the other
hand, S&P's stable outlooks for Rosneft, TNK-BP International Ltd.
(BB/Stable/B), and OAO NOVATEK (BB+/Stable/--) are under less
pressure.  TNK-BP's rating could eventually be raised back to
'BB+', once shareholders have agreed on a new CEO and if related
governance and strategic and financial policy uncertainties are
clarified.


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


FONCAIXA EMPRESAS: Moody's Puts Provisional 'Ca' Rating on D Notes
------------------------------------------------------------------
Moody's Investors Service has assigned these provisional ratings
to the debt to be issued by FONCAIXA EMPRESAS 1, Fondo de
Titulizacion de Activos:

  -- (P)Aaa to the EUR600.0 million Series A1 notes
  -- (P)Aaa to the EUR600.0 million Series A2 notes
  -- (P)Aaa to the EUR600.0 million Series A3 notes
  -- (P)Aaa to the EUR3,435.0 million Series A4 notes
  -- (P)Baa3 to the EUR285.0 million Series B notes
  -- (P)Ba3 to the EUR480.0 million Series C notes
  -- (P)Ca to the EUR630.0 million Series D notes

FONCAIXA EMPRESAS 1, Fondo de Titulizacion de Activos is a
securitisation of the first draw-down of lines of credit (Credito
Abierto) and of standard loans granted mainly to small- and
medium-sized enterprises and originated by La Caixa (Aa1/P-1).
The portfolio will be also serviced by La Caixa.

According to Moody's, this deal benefits from several credit
strengths including these: (1) almost 17% of the debtors are large
companies with an annual turnover above EUR100 million; (2) good
seasoning of 2.6 years; (3) experience of La Caixa as originator
and servicer; (4) a strong swap agreement guaranteeing an excess
spread of 0.75%; (5) a 10.5% reserve fund to cover potential
shortfalls in interest or principal; and (6) a 12-month artificial
write-off mechanism.  However, Moody's notes that the deal also
features credit weaknesses, notably: (1) around 28% of the
borrowers are concentrated in the Real Estate sector; (2) not very
granular portfolio; (3) around 29% of loans correspond to a
flexible product structured as a line of credit (Crédito Abierto
PYME); (4) pro-rata amortization of the notes; and (5) 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 March 2009,
composed of a portfolio of 35,711 loans and 28,164 borrowers
granted to Spanish enterprises.  The loans were originated between
1990 and 2009, with a weighted average seasoning of 2.6 years and
a weighted average remaining life of 11.3 years.  Around 67% of
the outstanding of the portfolio is secured by mortgage guarantees
over different types of properties (63% of the portfolio being
first-lien with a weighted average LTV of 53%).  Geographically,
the pool is concentrated in Madrid (27%), Catalonia (18%) and
Andalusia (15%).  At closing, there will be no loans in arrears.

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.  Moody's
initially analysed and will monitor this transaction using the
rating methodology for EMEA SMEs loan-backed transactions as
described in the Rating Methodology report "Moody's Approach to
Rating Granular SME Transactions in Europe, Middle East and
Africa", June 2007.

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 on Series A1, A2, A3, A4, B and C at par on
or before the rated final legal maturity date, 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.

Moody's issues provisional ratings in advance of the final sale of
securities, and these ratings only reflect Moody's preliminary
credit opinions regarding the transaction.  Upon a conclusive
review of the final pool of assets and the final documentation,
Moody's will endeavour to assign a definitive rating to the notes.
A definitive rating, if any, may differ from a provisional rating.
Date of previous rating action: no previous rating action since
initial rating assignment.


FORD MOTOR: Cuts Production in Europe Due to Waning Demand
----------------------------------------------------------
Christoph Rauwald at The Wall Street Journal reports that Ford
Motor Co.'s European division is cutting production capacity due
to weakening demand.

WSJ says that the cuts will mainly affect Ford's operations in:

     -- Spain, wherein Ford's Valencia plant will move to two
        shifts from three on May 1;

     -- Germany, wherein the Saarlouis factory will stick to
        shorter working hours.  Ford chose Saarlouis as the lead
        plant for all derivatives of the next-generation Focus.
        Ford will end the production of the Kuga and C-MAX
        models at the facility and won't replace them with other
        models; and

     -- Rome, wherein the engine plant in Cologne will share the
        production of a new, small-displacement EcoBoost
        gasoline engine with the Craiova manufacturing facility.

Ford of Europe CEO John Fleming said in a statement, "We will do
whatever it takes to ensure the continuing viability of our
business, and further actions can be expected."  According to WSJ,
Ford Motor could take more steps to lower costs and foster
profitability.

                         About Ford Motor

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 by the Troubled Company Reporter on March 6, 2009,
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Ford Motor Co. to 'CC' from 'CCC+'.  S&P also
lowered the issue-level ratings on the company's senior secured
term loan, senior unsecured debt, and subordinated debt, while
leaving the issue-level rating on Ford's senior secured revolving
credit facility unchanged.  In addition, the counterparty credit
ratings and issue-level ratings on Ford Motor Credit Co. (Ford
Credit) and FCE Bank PLC remain unchanged.  The outlooks on Ford
and Ford Credit are negative.

Moody's Investors Service in December 2008 lowered the Corporate
Family Rating and Probability of Default Rating of Ford Motor
Company to Caa3 from Caa1 and lowered the company's Speculative
Grade Liquidity rating to SGL-4 from SGL-3.  The outlook is
negative.  The downgrade reflects the increased risk that Ford
will have to undertake some form of balance sheet restructuring in
order to achieve the same UAW concessions that General Motors and
Chrysler are likely to achieve as a result of the recently-
approved government bailout loans.  Such a balance sheet
restructuring would likely entail a loss for bond holders and
would be viewed by Moody's as a distressed exchange and
consequently treated as a default for analytic purposes.


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


ALPHAMET LLC: Court Starts Bankruptcy Supervision Procedure
-----------------------------------------------------------
The Economic Court of Chernovtsy commenced bankruptcy supervision
procedure on LLC Alphamet (EDRPOU 32750778).

The Temporary Insolvency Manager is:

         D. Popovich
         Post Office Box 608
         58010 Chernovtsy
         Ukraine

The Court is located at:

         The Economic Court of Chernovtsy
         O. Kobylianska street 14
         58000 Chernovtsy
         Ukraine

The Debtor can be reached at:

         LLC Alphamet
         Biriukova St. 10
         Sokiriany
         60200 Chernovtsy
         Ukraine


BIG ENERGIA: Placed in Receivership by Ukraine's Central Bank
-------------------------------------------------------------
Reuters' Natalya Zinets reports that Ukraine's central bank on
Monday placed BIG Energia in receivership, bringing the number of
banks in the country in receivership and operating under
restrictions to 11.

BIG Energia, the report discloses, ranks 66th of the more than 180
banks operating in Ukraine.

According to the report, many Ukrainian banks need to boost their
capital following an outflow of deposits and problems in repaying
loans in conditions of global financial crisis.


EURO DWELLING: Creditors Must File Claims by March 27
-----------------------------------------------------
Creditors of LLC Euro Dwelling Building (EDRPOU 33007500) have
until March 27, 2009, to submit proofs of claim to A. Petrash,
Insolvency Manager.

The Economic Court of Chernovtsy commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No 9/139/b.

The Court is located at:

         The Economic Court of Chernovtsy
         O. Kobylianska street 14
         58000 Chernovtsy
         Ukraine

The Debtor can be reached at:

         LLC Euro Dwelling Building
         Gorokhov St. 3
         Storozhynets
         59000 Chernovtsy
         Ukraine


INTERBROCKSERVICE LLC: Court Starts Bankruptcy Procedure
--------------------------------------------------------
The Economic Court of Donetsk commenced bankruptcy supervision
procedure on LLC Interbrockservice (EDRPOU 31222379).

The Temporary Insolvency Manager is:

         D. Sinitsyn
         Office 12
         50 years of USSR St. 143-b
         Donetsk
         Ukraine

The Court is located at:

         The Economic Court of Donetsk
         Artem street 157
         Donetsk
         Ukraine

The Debtor can be reached at:

         LLC Interbrockservice
         Voinskaya St. 16
         83096 Donetsk
         Ukraine


PROCAPITAL LLC: Creditors Must File Claims by March 26
------------------------------------------------------
Creditors of LLC Procapital (EDRPOU 32574601) have until March 26,
2009, to submit proofs of claim to J. Savitskaya, Insolvency
Manager.

The Economic Court of Odessa commenced bankruptcy proceedings
against the company after finding it insolvent.

The Court is located at:

         The Economic Court of Odessa
         Shevchenko Avenue 29
         65019 Odessa
         Ukraine

The Debtor can be reached at:

         LLC Procapital
         Office 29
         Lustdorf Road 1
         Odessa
         Ukraine


ROMNY BREWERY OJSC: Creditors Must File Claims by March 27
----------------------------------------------------------
Creditors of OJSC Romny Brewery (EDRPOU 00383066) have until
March 27, 2009, to submit proofs of claim to:

         S. Soldatkin
         Insolvency Manager
         Post Office Box 30
         40014 Sumy
         Ukraine

The Economic Court of Sumy commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No 6/14-09.

The Court is located at:

         The Economic Court of Sumy
         Shevchenko Avenue 18/1
         40011 Sumy
         Ukraine

The Debtor can be reached at:

         OJSC Romny Brewery
         Frunze St. 6
         Romny
         Sumy
         Ukraine


SVIT-BUSINESS-SYSTEM LLC: Creditors Must File Claims by March 27
----------------------------------------------------------------
Creditors of LLC SVIT-Business-System (EDRPOU 35139358) have until
March 27, 2009, to submit proofs of claim to:

         N. Tischenko
         Insolvency Manager
         Office 31
         Stelmakh St. 12
         Kiev
         Ukraine

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No 49/38-b.

The Court is located at:

         The Economic Court of Kiev
         B. Hmelnitskiy street 44-b
         01030 Kiev
         Ukraine

The Debtor can be reached at:

         LLC SVIT-Business-System
         Liatoshynsky St. 4A/289
         03191 Kiev
         Ukraine


UKRCHEM LTD LLC: Court Starts Bankruptcy Supervision Procedure
--------------------------------------------------------------
The Economic Court of Odessa commenced bankruptcy supervision
procedure on LLC Ukrchem Ltd. (EDRPOU 35697780).  The Temporary
Insolvency Manager is O. Sharmonov.

The Court is located at:

         The Economic Court of Odessa
         Shevchenko avenue 29
         65019 Odessa
         Ukraine

The Debtor can be reached at:

         LLC Ukrchem Ltd.
         Melnitskaya St. 29
         65033 Odessa
         Ukraine


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


AEOLUS CDO: Fitch Cuts Rating on GBP7.5 Mln Class D Notes to 'B'
----------------------------------------------------------------
Fitch Ratings has downgraded Aeolus CDO Ltd Series 2006-1, removed
it from Rating Watch Negative, and assigned Outlooks.

Rating actions:

  -- GBP37.5 million Class A (ISIN: XS0253868920): downgraded to
     'A' from 'AA'; removed from RWN; assigned a Negative Outlook

  -- GBP7.5 million Class B (ISIN: XS0253869498): downgraded to
     'BBB' from 'A'; removed from RWN; assigned a Negative Outlook

  -- GBP7.5 million Class C (ISIN: XS0253869738): downgraded to
     'BB' from 'BBB'; removed from RWN; assigned a Negative
     Outlook

  -- GBP7.5 million Class D (ISIN: XS0253870074): downgraded to
     'B' from 'BBB-' (BBB minus); removed from RWN; assigned a
     Negative Outlook

The downgrades reflect Fitch's view on the credit risk of the
rated tranches following the release of the agency's revised
Structured Finance CDO rating criteria on December 16, 2008, as
well as credit deterioration in the collateral pool.

The application of the new SF CDO rating criteria incorporates
Fitch's view on industry and vintage concentration risks and the
likelihood of low recoveries upon default, particularly for thin
tranches.  Although the application of the new criteria has
significantly impacted the transaction's ratings, credit
deterioration in the portfolio coupled with limited subordination
has particularly affected all the tranches.

The portfolio contains 41 assets from 38 obligors, with the
largest exposure accounting for approximately 6% of the
outstanding portfolio amount, and the three largest obligors
accounting for 17% of the outstanding portfolio amount.  The
portfolio contains CMBS (51%), prime RMBS (22%) and subprime RMBS
(27%) assets.  The largest country concentration is the United
Kingdom (84%) and Germany (11%) while the largest vintage
concentration is 2004 (22%), 2005 (43%) and 2006 (30%).

In conducting its analysis, Fitch makes a three-notch downward
adjustment for any names on RWN for default analysis in its
Portfolio Credit Model.  On an adjusted basis approximately 2% of
the portfolio is on RWN compared to none at close in June 2006.
Although there are no sub-investment grade assets in the
portfolio, one asset (3% of the portfolio) has been downgraded
three notches to 'A'.  Given the current macroeconomic climate,
Fitch expects further negative portfolio migration.

Given the performance and Fitch's outlook, the credit enhancement
levels (as a percentage of current portfolio notional) of 4.55%,
3.03%, 1.52% and 0% are not sufficient to justify the previous
ratings of classes A, B, C and D respectively.  The Negative
Outlooks assigned to the notes reflect Fitch's long-term view that
the notes could come under negative rating pressure over the next
one to two years.

Morgan Stanley issued four classes of credit-linked notes with
total issuance of GBP60 million.  The credit performance is linked
to the credit performance of a portfolio of non-equally weighted,
mostly UK CMBS and sub-prime RMBS assets.  The portfolio may be
replenished, subject to replenishment criteria including a minimum
rating of 'AA-' (AA minus) (by two rating agencies) on any asset
to be added into the portfolio.  Where a new replacement reference
obligation is rated 'AA+' or below, the junior noteholder must
approve the replenishment.  Reference obligations may be removed
from the portfolio by the junior noteholder.


ALBURN REAL: Fitch Junks Rating on GBP5.4 Mln Class E Notes
-----------------------------------------------------------
Fitch Ratings has downgraded Alburn Real Estate Capital Limited's
commercial mortgage-backed notes, due October 2016.

Rating actions:

  -- GBP123.8 million class A (XS0285749833): downgraded to 'AA-'
     (AA minus) from 'AAA'; Outlook Negative

  -- GBP19.8 million class B (XS0285751904): downgraded to 'A-'
     (A minus) from 'AA'; Outlook Negative

  -- GBP18.6 million class C (XS0285753272): downgraded to 'BB-'
     (AA minus) from 'AAA'; Outlook Negative

  -- GBP18.6 million class D (XS0285753942): downgraded to 'B-'
     (B minus) from 'BBB'; Outlook Negative

  -- GBP5.4 million class E (XS0285755053): downgraded to 'CCC'
     from 'BBB-'; assigned a Recovery Rating of 'RR5'

The downgrades reflect the negative impact of the currently
prevailing conditions in the UK commercial property market on the
creditworthiness of this transaction.

The collateral was last re-valued at GBP240.2 in November 2007,
reflecting a market value decline of approximately 4% since
closing.  Fitch estimates that, as a result of general
deterioration experienced by the UK commercial property market,
the collateral portfolio's value may have declined by a further
33% since the last revaluation.  On this basis, the loan shows a
current Fitch loan-to-value ratio of 114.0%, compared to a
reported LTV of 74.7%.

The property portfolio is granular, but secondary in nature. Part
of the portfolio's office property component is located in "non-
established" market locations.  As a result, the portfolio has
been particularly affected by the ongoing widening of the yield
gap between prime and secondary quality assets.  While the
portfolio's net operating income has remained relatively stable
and only experienced a modest decline since the transaction's
closing, Fitch is of the opinion that the continuing softening of
the occupational markets will likely adversely affect the
portfolio's performance during the course of the next six to
twelve months.

Since closing, the interest coverage ratio has decreased to 1.41x
from 1.46x.  The transaction benefits from scheduled amortization,
which would result in an exit LTV of 72.7% on the basis of the
portfolio's reported value, and an exit LTV of 111.4% on the basis
of Fitch's value estimate.  The amortization proceeds are
allocated on a pro-rata basis between the rated notes.

Alburn Real Estate Capital Limited is a securitization of the A-
note of a single commercial mortgage loan arranged by N M
Rothschild & Sons ('A'/Outlook Stable/'F1'), which closed in
February 2007.  The loan is secured by first-ranking mortgages
over forty five commercial properties located across the UK,
comprising 29 offices, 13 industrial properties, two retail
properties and one shopping centre.

Fitch will continue to monitor the performance of the transaction.


BERTIE SHOES: Appoints Joint Administrators from Deloitte
---------------------------------------------------------
Neville Barry Kahn, Philip Stephen Bowers and Lee Anthony Manning
of Deloitte LLP were appointed joint administrators of Bertie
Shoes Ltd. on March 5, 2009.

The company can be reached at:

         Bertie Shoes Ltd.
         The Triangle
         Stanton Harcourt Industrial Estate
         Stanton Harcourt
         Witney
         Oxfordshire
         OX29 5UT
         England


BRADFORD & BINGLEY: S&P Cuts ST Counterparty Credit Rating to 'SD'
------------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its short-term
counterparty credit rating on Bradford & Bingley PLC to 'SD' from
'A-1'.  This rating action will last one day, after which Standard
& Poor's intends, in accordance with its criteria and absent any
other development, to restore B&B's short-term counterparty credit
rating to 'A-1'.  This corrects an omission in applying S&P's
riteria at the time of B&B's nationalization on Sept. 29, 2008.
Short-term senior debt obligations continue to be rated 'A-1'.

This use of the 'SD' (selective default) notation reflects S&P's
view that the recent orders by the U.K. Treasury that changed the
terms of B&B's lower Tier 2 dated subordinated notes (Notes;
unrated) constitute a "distressed exchange", and thus represent a
selective default under Standard & Poor's criteria.

Given that the original terms of the Notes did not allow for
deferability of payment or principal, S&P regard the government
action as a distressed exchange tantamount to an immediate default
on the Notes, regardless of the fact that payments are current,
and that B&B has stated that it will honor the next interest
payment due.  This is because, under S&P's criteria, S&P regard
the potential change in the timing of payment of coupon and
maturity as a loss of value to investors, because the Note holders
face increased risk of future nonpayment and hence they may
receive less than the original promise without compensation.
Standard & Poor's only has a short-term counterparty credit rating
on B&B and does not rate the Notes.  Nevertheless, a Standard &
Poor's issuer credit rating is a current opinion of an obligor's
overall financial capacity to pay its financial obligations.
Because S&P view the change of terms of the Notes as a distressed
exchange, S&P has lowered the short-term counterparty credit
rating to 'SD'.

At this point, S&P sees the change in the short-term counterparty
credit rating on B&B as temporary, lasting until March 18, 2009,
when S&P intend, absent any other development, to restore the
short-term counterparty credit rating on B&B to 'A-1'.  S&P's
criteria provide that, following the completion of a distressed
exchange (which in this case occurred when the relevant U.K.
Treasury orders were implemented), the issuer is no longer
considered to be in selective default -- similar to an entity that
has exited from bankruptcy.  Accordingly, S&P intends to change
the 'SD' rating as expeditiously as possible.

This rating action reflects S&P's opinion that the government
actions on the Notes do not affect the creditworthiness of B&B
with respect to its senior obligations.  In fact, S&P believes
that B&B's creditworthiness with respect to senior obligations
benefits from the extensive support and guarantee arrangements put
in place by the U.K. government.

Under the Banking (Special Provisions) Act 2008, the U.K.
government has twice ordered changes to the terms of B&B's Notes
without the consent of Note holders and without compensation.  The
first order, made when the U.K. nationalized B&B on Sept. 29,
2008, allowed the deferral of principal repayment on the Notes.
The second order, made on Feb. 19, 2009, enables B&B to defer
coupon payments on the Notes.  The second order additionally
amended the first order to permit B&B to defer the Notes' coupon
and principal payments until B&B's liability (initially
GBP18 billion) to the Financial Services Compensation Scheme  had
been satisfied in full.  While under the original terms a missed
payment would have been a legal event of default, the Treasury
orders have the effect of suspending this definition of default
while the FSCS loan is outstanding, unless B&B has positively
stated that it will make the payment.  In effect, these two orders
together transform, albeit for a temporary but undetermined
period, the Notes into deferrable hybrid capital instruments akin
to upper Tier 2 notes.  Due to this transformation, and from this
point forward, a future deferral of coupon or principal of the
Notes affected by the government order should not, in and of
itself, lead to a change in S&P's short-term counterparty credit
rating on B&B.

S&P believes that these provisions are intended to protect the
interests of the U.K. government by granting B&B the option to
defer repayment of the Notes before the liability to the FSCS is
discharged, thereby maintaining a regulatory capital cushion below
the FSCS' exposure.  S&P views these provisions as having been
made in the context that, without government intervention in
September 2008, B&B may have defaulted.


BRIXTON PLC: Mulls GBP250 Mln Rights Issues; Debt Breach Likely
---------------------------------------------------------------
The Financial Times' Catherine Boyle and Peter Stiff report that
Brixton plc is considering launching a GBP250 million rights issue
to secure fresh financing for the company.

The FT earlier reported Peter Dawson, who was appointed chief
executive after Tim Wheeler was ousted two weeks ago, said the
group "was working flat out" on the various options, including a
rights issue, asset sales, joint ventures and renegotiating debt
financing.

However, the FT states according to Mike Prew, real estate analyst
at Nomura, Brixton's house broker, "Without successful
intervention, we think that the business will almost certainly
breach, and do so shortly.  There is scope for asset sales and
renegotiating covenants, but a GBP250 million equity injection
would preserve the value of the business at what may be close to
the bottom of the cycle."

The FT recalls the value of the group's portfolio, which is mainly
in West London, has fallen 33.4 per cent since the market peak in
June 2007 to GBP1.8 billion at the end of last year.  Brixton,
which scrapped its final dividend, has warned it could breach
banking covenants on its GBP862.2 million debt pile if property
values fall a further 10 per cent, the FT notes.  Brixton has also
warned that its auditor's annual report is likely to question the
industrial property group's ability to continue as a going concern
and "indicate the existence of material uncertainty", Graham
Ruddick writes for The Daily Telegraph.

                          Share Price

Brixton's share price has tumbled more than 85pc so far this year
because of fears about its large debts amid falling property
values, The Daily Telegraph relates.  The shares rallied 2.5p –
17pc – to 17.25p on Monday, March 16, as Brixton insisted it
remains compliant with covenants at present, The Daily Telegraph
recounts.

                        Annual Results

Brixton incurred a GBP768.8 millon annual pre-tax loss, compared
to a GBP58.2 million profit in 2007, The Daily Telegraph
discloses.  Brixton's vacancy rates also soared from 15.4pc in
December 2007 to 20.3pc on March 10, 2009, The Daily Telegraph
adds.  According to The Daily Telegraph, the group has suffered
from businesses collapsing, including Woolworths subsidiary
Entertainment UK, and faces a mounting empty rates bill of around
GBP8 million.

                       About Brixton plc

Headquartered in London, Brixton plc -- http://www.brixton.plc.uk/
-- owns or manages more than 19m sq ft of industrial and warehouse
space in the UK.  The portfolio is located predominantly in the
South East of England with a particular focus on the Heathrow and
West London markets.

Brixton operates through two principal subsidiary companies.
Brixton Investments is responsible for acquisitions, disposals and
development.  B-Serv is the customer service-focused manager of
property owned by Brixton and its joint ventures, Equiton and
Heathrow Big Box Fund.


BRIXTON PLC: Fitch Cuts Senior Unsecured Rating to 'BB+'
--------------------------------------------------------
Fitch Ratings has downgraded Brixton Plc's senior unsecured rating
to 'BB+' from 'BBB', its Long-term Issuer Default Rating to BB
from 'BBB-' (BBB minus) and Short-term IDR to 'B' from 'F3'.  The
agency has maintained the Long-term IDR and senior unsecured
rating on Rating Watch Negative.

The downgrades reflect Brixton's lack of any advanced plans to
deal with a potential covenant breach following the June 2009 test
date or upcoming debt maturities in 2010.  During the FYE08 annual
results presentation on March 16, 2009, Brixton's management gave
little tangible comfort regarding plans for equity raising,
possible property disposal amounts or progress on renegotiation of
finance facilities, although a general statement regarding the
procurement of additional financial flexibility, including raising
additional equity, was provided.  There is press comment that
Brixton may try to issue up to GBP250 million of new equity.  This
would be unlikely to be a rights issue, given the current share
price and is more likely to be a placing with existing and new
investors.  Nevertheless, Fitch believes there is a major
execution risk associated with this process.  The other
alternatives of selling property assets and/or renegotiating
financing covenants and maturity dates also present significant
challenges in terms of cost and likely success of execution.

Fitch also notes, following the company's March 16, presentation,
that while the annual audit is unqualified, Brixton's accounts
still remain to be signed by its auditors and may contain an
emphasis of matter clause.  The agency originally placed Brixton's
ratings on RWN on March 4, 2009 following unexpected management
changes and increasing concern over the lack of a communicated
strategy for addressing reduced covenant headroom, and debt
maturities of GBP380 million in 2010, including a GBP275 million
bond.

At December 31, 2008, Brixton's gearing was 110% (against bond and
bank covenants of 175%) and unsecured asset cover was 1.86x
(versus bank covenants at a minimum of 1.67x), leaving only enough
headroom to absorb a further 10% reduction in the company's
property values before a breach occurs.  Consensus forecasts for
reductions in UK industrial space values are currently around 16%
for 2009, and hence a breach of covenants could occur as early as
the June 2009 test date.

Brixton's operational performance was satisfactory in FYE08 (the
vacancy rate on its portfolio including unlet developments was
17.3% and 10.6% excluding unlet developments against a UK
industrial average of 14.6% Source: Independent Property Databank
Ltd, January 2009).  However, the company's operational
performance for FYE09 could be affected by a possible rent roll
reduction from significant lease expiries in 2009 and 2010 as well
as increased tenant defaults.  The income profile has also been
affected by the loss of empty rates relief, which has added a full
year GBP3.8 million to costs in 2008.  For FYE08, Fitch Adjusted
Net Interest Cover (NIC) fell to 1.7x (2.0x FYE07), due to
incremental interest expense on acquisitions, the remaining costs
on the development program and higher attendant voids.  On a
positive note, with no development under construction, Brixton's
contracted capital commitments at FYE08 amounted to just GBP2.8
million.

Fitch will seek to resolve the RWN at the earliest opportunity,
but within three months.  At the end of this period, should a
covenant breach still be likely and/or there are no firm
management plans in place to repay 2010 debt maturities, then
Brixton's ratings could be further downgraded, possibly by more
than one notch.  Should a GBP250 million equity issue be fully
successful, Fitch would review the company's ratings accordingly.


CADENZA: Lack of Funding Spurs Liquidation
------------------------------------------
The Times' Catherine Boyle reports that Cadenza, a property
company run by Tony Pidgley Jr., has gone into liquidation.

Mr. Pidgley Jr., son of Berkeley Group founder Tony Pidgley, put
Cadenza, which specialized in urban regeneration and redeveloped
sites, into voluntary liquidation five days ago, The Times
relates.

The Times recalls Cadenza ran into trouble after Heritable Bank,
which was supposed to provide funding for two of the property
company's developments, went into receivership last year.

Mr. Pidgley Jr. told The Times: "We were in a very difficult
situation where our bank was unable to fulfill its funding
commitments.  The bank's administrators ripped up our agreements.
I tried to refinance with a number of other banks, but you just
can't refinance.  The real issue is that the bank is in
administration and the failure of the bank is unprecedented."

The company's liquidation is being handled by Valentine & Co, the
Times notes.


COAST STORES: Appoints Joint Administrators from Deloitte
---------------------------------------------------------
Neville Barry Kahn, Philip Stephen Bowers and Lee Anthony Manning
of Deloitte LLP were appointed joint administrators of Coast
Stores Ltd. on March 5, 2009.

The company can be reached at:

         Coast Stores Ltd.
         The Triangle
         Stanton Harcourt Industrial Estate
         Stanton Harcourt
         Witney
         Oxfordshire
         OX29 5UT
         England


DECO 11: Fitch Junks Rating on GBP28.7 Mln Class D Notes
--------------------------------------------------------
Fitch Ratings has downgraded and affirmed DECO 11 - UK Conduit 3
p.l.c's commercial mortgage-backed notes, due January 2020.

Rating actions:

  -- GBP200.9 million class A1-A due January 2020 (XS0279810468)
     affirmed at 'AAA'; Outlook revised to Negative from Stable

  -- GBP73.7 million class A1-B due January 2020 (XS0279812597)
     downgraded to 'AA+' from 'AAA'; Outlook revised to Negative
     from Stable

  -- GBP0.51 million class X due January 2020: affirmed at 'AAA';
     Outlook Stable

  -- GBP45 million class A2 due January 2020 (XS0279814452)
     downgraded to 'A+' from 'AAA'; Outlook revised to Negative
     from Stable

  -- GBP26.7 million class B due January 2020 (XS0279815426)
     downgraded to 'BBB+' from 'AA'; Outlook Negative

  -- GBP36.6 million class C due January 2020 (XS0279816580)
     downgraded to 'B' from 'A'; Outlook Negative

  -- GBP28.7 million class D due January 2020 (XS0279817398)
     downgraded to 'CC' from 'BBB'; assigned a Recovery Rating of
     'RR5'

The downgrade of five tranches reflects Fitch's expectations that
deteriorating market conditions have weakened the creditworthiness
of the loans securitized in this transaction.  The loan portfolio
has a reported weighted average loan-to-value ratio of 84%, as of
the January interest payment date.  This compares to an estimated
WA Fitch LTV of 112.9%, reflecting an overall market value decline
of 26.3%.

The pool is dominated by the Mapeley Gamma Loan (54.6%).  The
remaining portfolio is made up of 13 smaller loans, four of which
contribute between 6% and 10% of the current balance, while none
of the remaining nine contribute more than 2% of the current
balance.  Some of the smaller loans are significantly weaker and
have a substantially increased likelihood of incurring a loss
which would, in turn, result in a loss on the junior notes.

The Mapeley loan (54.6% of the portfolio) is secured by 24 office
properties located across the UK, typically in secondary
locations.  Although the portfolio is predominantly let to the
government, it suffers from a short WA lease term of 5.3 years:
approximately 50% of the passing rent is scheduled to expire by
loan maturity in October 2016.  This could severely undermine the
ability of the loan to meet its debt service payments.  The
portfolio was last re-valued in October 2008, which resulted in a
MVD of 14%; since that time, Fitch estimates a further MVD of 20%,
which results in a Fitch LTV of 109%.

Wildmoor Northpoint (9.7% of the portfolio) has the earliest
maturity date of the pool, in July 2010.  The loan is secured over
the Northpoint Shopping Centre, a secondary shopping centre
located in Bransholme, a suburb of Kingston upon Hull in the north
of England.  The center is currently 92% occupied, with a WA lease
term of 6.4 years, and is anchored by a Somerfield supermarket
(4.7% of passing rent) with an unexpired lease term of 15 years.
Other large tenants include Wilkinsons (4.5%), Iceland (3.9%) and
Poundland (3.8%).  The approaching maturity date leaves the loan
heavily exposed to refinancing risk in current market conditions.
In addition, the Fitch LTV of 123.7% implies that there is no
longer any equity interest in the property.  The MVD of 37% since
closing is primarily due to further outward yield movements. At
closing, the property had a yield of 4.9% based on the original
valuation.  The property was re-valued towards the end of 2008,
however, the revaluation has not been made available by the
servicer on this loan, Capmark Services (Ireland) Limited
('CPS2+'/Rating Watch Negative).

The Paladru loan (1.4% of the portfolio) has been specially
serviced by Hatfield Philips International Limited, rated 'CSS2',
since April 2008.  The asset is a shopping centre in Paington,
Devon that is almost 50% vacant and at the January interest
payment date, the servicer reported that the asset was non-income
producing.  The special servicer has appointed a LPA receiver who
aims to sell the property within 12 months, following the
completion of capital expenditure works aimed at improving the
centre.  Given the extreme deterioration in collateral
performance, Fitch only expects minimal recoveries on this loan,
as evidenced in the Fitch LTV of 268%.

Fitch will continue to monitor the performance of the transaction.


FORBURY HOTEL: Goes Into Administration; Baker Tilly Appointed
--------------------------------------------------------------
The Forbury hotel in Reading has gone into administration after
being hit by the recession, caterersearch reports.

The report relates the hotel called in administrators Baker Tilly
Restructuring and Recovery Wednesday last week.  Matthew Wild and
Mark Wilson of Baker Tilly were appointed administrators of the
hotel, the report discloses.

Mr. Wild, as cited by the report, said the hotel will continue to
trade while a buyer is sought for the property as a going concern.
He said he had already received calls from 20 different interested
parties, the report notes.

"We are keen to make it clear that the hotel is continuing to
trade throughout the process and all staff will be retained," the
report quoted Mr. Wild as saying.


JJB SPORTS: Lenders Extend Standstill Arrangements Until March 24
-----------------------------------------------------------------
JJB Sports PLC on Tuesday said it has agreed a further extension
of the standstill arrangements with its lenders and continues to
progress the disposal of its Fitness Clubs business.

JJB said its lenders have agreed to extend the standstill
arrangements to March 24, 2009, subject to the lenders remaining
satisfied with the progress of the company's proposed disposal of
its Fitness Clubs business.

No additional fee has been charged by the lenders for this
extension, which has been granted in order to allow the company to
reach a definitive agreement for the disposal of its Fitness Clubs
business with a potential purchaser.

JJB also noted the recent press speculation regarding the possible
implementation of a company voluntary arrangement (CVA).  The
company confirmed that it is currently exploring a number of
solvent restructuring options which would be undertaken with the
support of its lenders.

According to The Financial Times' Samantha Pearson, although the
Fitness Clubs business's original valuation of GBP100 million is
likely to have dropped to GBP70 million by now, a sale would still
wipe out the company's debts, which stood at GBP60 million.

The division, the FT noted, remained profitable in recent months.

                  Company Voluntary Arrangement

In a March 15 report The Sunday Times' Jenny Davey disclosed JJB
is in talks with landlords to offload about 30 shops.

JJB, the report stated, wants to strike a deal with landlords to
make termination payments to get out of its lease agreements or
pay cut-price rents for the rest of the lease term.

However, citing City sources, the report noted that if a deal
can't be agreed on a store-by-store basis with landlords, JJB was
working on plans to ringfence these stores and put them into a CVA
under which the rest of the company would remain a solvent listed
business.

                        About JJB Sports

Headquartered in Wigan, England, JJB Sports plc --
http://www.jjbcorporate.co.uk/-- is engaged in the retailing of
sportswear and sporting equipment.  The company also operates a
chain of fitness clubs, which has a smaller number of indoor
soccer centers attached to them.  It also operates a television
broadcasting and marketing business, which specializes in the
marketing of golf products and fitness equipment through Sky
Television.

On Oct. 2, 2008, the Troubled Company Reporter-Europe reported
that Deloitte & Touche LLP raised going concern issues about JJB
Sport plc's interim report and condensed financial statements for
the 26 weeks to July 27, 2008.

Deloitte pointed to material uncertainties that may cast
significant doubt on the group's ability to continue as a going
concern.  These material uncertainties comprise:

    * ongoing availability of the original facilities given the
      actual and projected covenant breaches;

    * the ability to repay the bridging facility from asset
      sales or seasonal cash flows;

    * achieving the sale of non-core businesses and/or assets
      within the timescales and at the values projected; and

    * the achievability of forecasts and key assumptions within
      the forecasts.

Deloitte warned there is a risk that the material uncertainties as
to the group's ability to continue as a going concern may not be
resolved satisfactorily.


LANCE HOMES: Appoints Joint Administrators from BDO Stoy Hayward
----------------------------------------------------------------
Andrew Howard Beckingham and William Matthew Humphries Tait of BDO
Stoy Hayward LLP were appointed joint administrators of Lance
Homes Ltd. on March 5, 2009.

The company can be reached through BDO Stoy Hayward LLP at:

         Arcadia House
         Maritime Walk
         Ocean Village
         Southampton
         Hampshire
         SO14 3TL
         England


MAYLUX ENGINEERING: Taps Joint Administrators from Grant Thornton
-----------------------------------------------------------------
Leslie Ross and David Riley of Grant Thornton UK LLP were
appointed joint administrators of Maylux Engineering Ltd. on
March 5, 2009.

The company can be reached at:

         Maylux Engineering Ltd.
         Unit 12D & E
         Horwich Loco Industrial Estate
         Horwich
         Bolton
         BL6 5UE
         England


MOHAVE LTD: Calls in Joint Administrators from Deloitte
-------------------------------------------------------
Neville Barry Kahn, Philip Stephen Bowers and Lee Anthony Manning
of Deloitte LLP were appointed joint administrators of Mohave Ltd.
on March 5, 2009.

The company can be reached at:

         Mohave Ltd.
         The Triangle
         Stanton Harcourt Industrial Estate
         Stanton Harcourt
         Witney
         Oxfordshire
         OX29 5UT
         England


NOEL ACQUISITIONS: Appoints Joint Administrators from Deloitte
--------------------------------------------------------------
Neville Barry Kahn, Philip Stephen Bowers and Lee Anthony Manning
of Deloitte LLP were appointed joint administrators of Noel
Acquisitions Ltd. on March 5, 2009.

The company can be reached at:

         Noel Acquisitions Ltd.
         The Triangle
         Stanton Harcourt Industrial Estate
         Stanton Harcourt
         Witney
         Oxfordshire
         OX29 5UT
         England


ROYAL BANK: Ex-CEO Agrees to Repay GBP3 Mln in Retirement Funds
---------------------------------------------------------------
Bloomberg News's Gonzalo Vina reports The Royal Bank of Scotland
Group Plc's former Chief Executive Officer Fred Goodwin agreed in
principle to repay a GBP3 million (US$4.2 million) payment granted
on his retirement.  The report says in a letter to the
parliamentary committee, the bank said Mr. Goodwin would return
the money to his pension fund.

Last month, RBS sought legal advice on Mr. Goodwin's annual
pension after reports say Mr. Goodwin was already drawing the
pension from his retirement pot.

The Associated Press relates Mr. Goodwin was awarded an annual
pension of GBP703,000 (US$989,000) when he stepped down in
November as RBS ran into severe difficulties and had to be propped
up with GBP20 billion in public money.

Treasury minister Paul Myners, Bloomberg News relates, said
decisions taken on Mr. Goodwin's pension were "beyond
comprehension," as the government pumped billions into the bank to
save it from collapse.

"Someone in RBS took the decision to reward him with a more
generous pension than was required," Bloomberg News quoted
Minister Myners as saying.  "It should be the board not a
government minister" that determines the size of the pension, he
added.

According to Bloomberg News, lawmakers were quizzing Minister
Myners on how Mr. Goodwin was allowed such a pension when he was
behind the biggest loss in U.K. corporate history.

                            Huge Loss

As reported in the Troubled Company Reporter-Europe on Feb. 27,
2009, RBS incurred a GBP24.0 billion full year net loss from a net
income of GBP6.8 billion in 2007, the bank's results for the full
year ending Dec. 31, 2008 show.

Total income for 2008 decreased 20% to GBP26.8 billion from
GBP33.5 billion in 2007.

Credit impairment losses excluding reclassified assets increased
to GBP6.9 billion in 2008, compared with GBP2.1 billion in 2007.

Losses for 2008 relating to credit market exposures totalled
GBP7.7 billion, net of hedging gains of GBP1.6 billion.

After reviewing the carrying value of goodwill and other purchased
intangible assets, RBS has recorded an impairment charge of
GBP16.1 billion net of a tax credit of GBP715 million.

Of this charge, GBP7.6 billion relates to part of the goodwill in
respect of the acquisition of ABN AMRO Holding N.V., while other
significant impairments have been recorded on part of the
Citizens/Charter One goodwill of GBP4.3 billion, part of the
NatWest goodwill of GBP2.7 billion and other goodwill of GBP720
million.

Other intangible asset impairments of GBP1.3 billion principally
relate to the write-down in the value of customer relationships
recognised on the acquisition of ABN AMRO.

RBS's balance sheet as of Dec. 31, 2008 showed total assets of
GBP2.2 trillion, total liabilities of GBP2.1 trillion and total
equity GBP64.3 billion.

                       Restructuring Plan

To correct factors that made its business particularly vulnerable
to the downturn, RBS plans to create a "non-core" division during
the second quarter, separately managed, but within the existing
legal structures of the Group and matrix-managed to donating
divisions where necessary.

This division will have approximately GBP240 billion of third
party assets, GBP145 billion of derivative balances and GBP155
billion of risk-weighted assets, RBS said.

As part of this effort, RBS said it is intended that the Group's
representation in approximately 36 of the 54 countries where it
operates will be significantly reduced or sold.

The income, expenses, impairments and credit market and other
trading asset write-downs associated with the non-core division in
2008 were approximately GBP3.9 billion, GBP1.1 billion, GBP3.2
billion and GBP9.2 billion respectively.

In addition, RBS said the Group aims of achieving run-rate
reductions by 2011 of greater than GBP2.5 billion (16% of 2008
cost base) at constant exchange rates, a process which will
involve reductions in employment.

                            About RBS

The Royal Bank of Scotland Group plc (NYSE:RBS) --
http://www.rbs.com/-- is a holding company of The Royal Bank of
Scotland plc (Royal Bank) and National Westminster Bank Plc
(NatWest), which are United Kingdom-based clearing banks.  The
company's activities are organized in six business divisions:
Corporate Markets (comprising Global Banking and Markets and
United Kingdom Corporate Banking), Retail Markets (comprising
Retail and Wealth Management), Ulster Bank, Citizens, RBS
Insurance and Manufacturing.  On October 17, 2007, RFS Holdings
B.V. (RFS Holdings), a company jointly owned by RBS, Fortis N.V.,
Fortis SA/NV and Banco Santander S.A. (the Consortium Banks) and
controlled by RBS, completed the acquisition of ABN AMRO Holding
N.V. (ABN AMRO).  In July 2008, the company disposed its entire
interest in Global Voice Group Ltd.


ROYAL BANK: Pension Funds Suing Bank on False Information
---------------------------------------------------------
BBC News reports Strathclyde Pension Fund (SPF) is condering
filing a suit against The Royal Bank of Scotland (RBS) for
compensation accusing RBS of withholding the true extent of the
bank's problems before a government bailout last year.

SPF, which has more than 180,000 members, said it was adopting a
"wait and see" approach to legal action in the US being taken by
two council schemes in England, the report relates.

According to the news agency, RBS gained an extra GBP12 billion
from shareholders following the conclusion of a successful share
issue in June of last year.  Five months later, it accepted a
GBP20 billion rescue package from the government in exchange for a
58% stake in the bank, which was subsequently increased to 68%,
BBC News says.

Meanwhile, Bloomberg News reports two U.K. pension funds have
hired Cherie Blair, the wife of former British Prime Minister Tony
Blair, to work on a U.S. lawsuit against RBS.

According to Bloomberg News, Ms. Blair -- a barrister, or
specialist trial attorney, and a part-time judge practicing at
Matrix Chambers in London -- is working alongside Californian law
firm Coughlin Stoia Geller Rudman & Robbins LLP on a class-action
lawsuit accusing RBS of "falsely reassuring" investors about the
bank's financial stability prior to the collapse in its share
price last year.

The suit, filed in New York on behalf of the North Yorkshire and
Merseyside local government pension funds, also names former chief
executive Fred Goodwin and former chairman Tom McKillop as
defendants, Bloomberg News says.

                            About RBS

The Royal Bank of Scotland Group plc (NYSE:RBS) --
http://www.rbs.com/-- is a holding company of The Royal Bank of
Scotland plc (Royal Bank) and National Westminster Bank Plc
(NatWest), which are United Kingdom-based clearing banks.  The
company's activities are organized in six business divisions:
Corporate Markets (comprising Global Banking and Markets and
United Kingdom Corporate Banking), Retail Markets (comprising
Retail and Wealth Management), Ulster Bank, Citizens, RBS
Insurance and Manufacturing.  On October 17, 2007, RFS Holdings
B.V. (RFS Holdings), a company jointly owned by RBS, Fortis N.V.,
Fortis SA/NV and Banco Santander S.A. (the Consortium Banks) and
controlled by RBS, completed the acquisition of ABN AMRO Holding
N.V. (ABN AMRO).  In July 2008, the company disposed its entire
interest in Global Voice Group Ltd.


ROYAL BANK: To Keep Most of Businesses in China
-----------------------------------------------
SinoCast Daily reports Sir Philip Hampton, The Royal Bank of
Scotland Group plc  chairman, disclosed the bank will sell Asia
retail banking and financial services for small and medium
companies but maintain 70 percent of China business unsold in
coming years.

RBS's businesses in China include corporate wholesale banking,
cash management and trade financing.

According to the Daily, the bank sent memos to the would-be
investors interested in the Asia retail banking and SME financial
services last week but has not determined to sell the assets to
one or more investors.

RBS has hired Morgan Stanley to explore the potential Asian asset
sale, people with direct knowledge of the matter told Reuters last
month.

                            About RBS

The Royal Bank of Scotland Group plc (NYSE:RBS) --
http://www.rbs.com/-- is a holding company of The Royal Bank of
Scotland plc (Royal Bank) and National Westminster Bank Plc
(NatWest), which are United Kingdom-based clearing banks.  The
company's activities are organized in six business divisions:
Corporate Markets (comprising Global Banking and Markets and
United Kingdom Corporate Banking), Retail Markets (comprising
Retail and Wealth Management), Ulster Bank, Citizens, RBS
Insurance and Manufacturing.  On October 17, 2007, RFS Holdings
B.V. (RFS Holdings), a company jointly owned by RBS, Fortis N.V.,
Fortis SA/NV and Banco Santander S.A. (the Consortium Banks) and
controlled by RBS, completed the acquisition of ABN AMRO Holding
N.V. (ABN AMRO).  In July 2008, the company disposed its entire
interest in Global Voice Group Ltd.


SELIGO: Goes Into Administration; Shipleys Appointed
----------------------------------------------------
Juliet Dennis at TravelWeekly reports that Birmingham-based
accomodation only specialist has gone into administration.

The report relates the company was placed in the hands of
administrator Conrad Beighton, of chartered accountant Shipleys,
on Tuesday following an application last week.

However, according to the report the company is thought to have
continued trading following a so-called pre-pack sale.

Mr. Beighton, as cited by the report, said a specialist firm of
travel accountants had sought expressions of interest from
businesses that might want to acquire Seligo, although he declined
to give details of the sale.

                         ABTA Fine

In a March 13 report TravelWeekly disclosed Seligo is appealing
after it was fined by ABTA's code of conduct committee.  However,
ABTA declined to reveal the amount or the specific circumstances,
the report noted.  The company's appeal will be heard today,
March 19, the report stated.

The report recalled ABTA director Steven Freudmann, non-executive
chairman of Alpha Prospects, which owns Seligo, last week revealed
it had stepped down as director of one of the group's other
subsidiaries, Unpackaged Holidays, because of a conflict of
interest.


SIG PLC: Mulls GBP300 Million Rights Issue
------------------------------------------
SIG plc is considering launching a rights issue to raise fresh
capital to tackle debts of more than GBP700 million, Graham
Ruddick at Telegraph.co.uk reports.

Citing the Sunday Telegraph, the report discloses SIG, which has a
market value of just GBP159.5 million, has asked its brokers at JP
Morgan Cazenove and Panmure Gordon to approach investors over a
potential GBP300 million rights issue.

The report relates Howard Seymour, an analyst at Numis said SIG
needs to make any cash call large enough to significantly lessen
the company's debts, which have risen sharply as a result of
sterling's fall against the euro.

The report recalls in January SIG closed 80 branches, resulting in
the loss of 1,000 jobs.  The company, the report states, has been
hit by the downturn in the building markets sector.

According to the report, there are growing concerns that poor
trading conditions will cause SIG to breach banking covenants.

Headquartered in Sheffield, United Kingdom, SIG plc --
http://www.sigplc.co.uk/-- is engaged in the supply of specialist
products to construction and related markets.  The company has
four core business sectors: Insulation & Building Environments,
Exteriors, Interiors and Specialist Construction Products.  It
employs over 13,000 people.


YELL GROUP: S&P Cuts Long-Term Corporate Credit Rating to 'B+'
--------------------------------------------------------------
Standard & Poor's Rating Services said it lowered to 'B+' from
'BB-' its long-term corporate credit rating on U.K.-based
classified directories publisher Yell Group PLC.  The outlook is
stable.

"The rating downgrade reflects Standard & Poor's view that the
deepening economic downturn will hinder the group's operating
performance in financial years 2009 and 2010 (ending March 31),"
said Standard & Poor's credit analyst Manuela Gabetta.  The
downturn is exacerbating the expected decline in the print segment
resulting from a shift away from traditional print advertising
to online media.

"As a result, S&P believes that Yell will remain highly leveraged
and S&P expects further reductions in headroom under the recently
revised maintenance covenants relating to Yell's senior credit
facilities," said Ms. Gabetta.  On Dec. 31, 2008, Yell reported
(gross) consolidated debt of GBP4.4 billion (including about
GBP55 million of deferred financing fees).

The accelerated economic slowdown experienced since September
2008, combined with intense competition in Yell's main markets,
caused the group's organic revenues to decline by about 4% in the
third quarter of financial 2009 ended Dec. 31, 2008.  Based on the
company's forecasts, S&P expects organic revenues to decline by
about 12% year on year in the quarter ended March 31, 2009.  S&P
believes that advertising in the group's key markets, the U.K.,
the U.S., and Spain, will remain among the most severely affected
by the current economic downturn in 2009.  To mitigate the
increasing pressure on revenues, Yell is implementing an
additional GBP200 million of operating cost-saving initiatives,
which should bring some benefit to the group's EBITDA generation
in financial years 2009 and 2010.  However, given the deepening
economic deterioration, S&P believes that the group's EBITDA (at
constant exchange rates) in financial year 2010 could decline at a
rate well above the 2% drop expected in the full year ended
March 31, 2009.  In particular, S&P believes that revenues at the
group's Spanish business will be the most severely affected.

S&P envisages that for the 12 months to March 31, 2009, Yell's
fully adjusted gross debt-to-EBITDA ratio (at constant exchange
rates) will be in line with the 5.2x posted at the end of March
2008.  This is a result of the additional operating restructuring
expense incurred in the year, and in spite of some reduction in
net debt on the balance sheet.  In addition, this figure partly
reflects S&P's assumption that Yell's pension scheme will post a
deficit in the current financial year, following the turmoil in
the financial markets, compared with the GBP46 million surplus in
2008.

"The stable outlook primarily reflects Standard & Poor's view that
the group will be able to weather the top-line operating pressure
expected in financial year 2010, enabling it to limit the
envisaged deterioration of the headroom under its credit
facilities maintenance covenants to 10%, while maintaining healthy
cash flow generation," said Ms. Gabetta.  Such a positive trend
should bode well for a timely refinancing of the April 2011 debt
maturity.  S&P believes that proactive management of this maturity
by the company would support the rating.

Any indication of covenant headroom dipping to less than 10% or of
weaker-than-expected discretionary cash flow generation could put
pressure on the ratings.

Key constraints to rating upside are the company's high leverage
and S&P's expectation of continuing declines in revenue, profit,
and covenant headroom.


* Adam Penny Joins Brown Rudnick as Partner in London Office
------------------------------------------------------------
Adam Penny has joined the Brown Rudnick's London office as a
Partner in the international law firm's Corporate & Securities
Department.

Mr. Penny has over fifteen years of experience in M&A and
corporate finance including seven years in investment banking.  As
an advisor to large corporations, banks, insurance companies and
global private equity firms, Mr. Penny has assisted clients with
complex cross-border transactions and fundraisings across a wide
range of geographies.  He has advised on deals in the UK,
Switzerland, Turkey, Dubai, the Ukraine, Kazakhstan, Russia,
Bulgaria, and Slovenia.  He has led complex public market M&A
deals acting for targets in hostile offers, bidders in unsolicited
and competing offers and participants in consortium bids.

From 2001 to 2008, Mr. Penny was a Director in the Mergers and
Acquisitions Group at Credit Suisse in London.  During his time at
Credit Suisse he advised international companies such as Swiss Re,
Novartis, The National Bank of Greece, Bank of Cyprus and Zimmer
Inc.  He also worked closely with financial sponsors such as Apax
Ventures, Permira, JER Partners, Corsair and Kingsbridge Capital.
At Credit Suisse, he was most recently focused on financial
institutions, playing a key role in the continued development of
the Credit Suisse Financial Institutions franchise across EMEA.
Prior to Credit Suisse, Mr. Penny was a senior solicitor in the
corporate practice group at ASHURST in London.  During his time at
ASHURST he led public and private M&A deals acting for both
strategic acquirers and financial sponsors. He also advised on
equity offerings on both AIM and the Main Market in London.

Announcing the new appointment, Brown Rudnick CEO Joseph F. Ryan
commented, "Adam's background and experience complement the work
of both our European corporate and finance practices.  His deep
knowledge of the M&A and investment banking industries will be a
valuable asset for clients seeking to identify and capitalize on
opportunities in the changing regulatory and business
environments."

Sonya Van de Graaff earlier joined Brown Rudnick's London office
as a partner in the firm's Bankruptcy & Corporate Restructuring
Group.  Ms. Van de Graaff has an international practice
encompassing a broad range of finance, distressed and insolvency
situations.  She works with hedge funds, corporations, investment
banks and other financial institutions that are active in the
distressed and restructuring markets.  Prior to joining Brown
Rudnick, Ms. Van de Graaff was Managing Director Principal and
Solicitor with Bear, Stearns International Ltd. in London.

                  About Brown Rudnick

Brown Rudnick -- http://www.brownrudnick.com-- is an
international law firm with offices in the United States and
Europe.  The firm represents clients from around the world,
providing business-focused solutions that address today's ever-
changing, ever-demanding competitive marketplace.  With an
entrepreneurial and collaborative mindset, Brown Rudnick offers a
broad slate of capabilities and talents in areas that include:
Finance, Bankruptcy & Corporate Restructuring, Corporate &
Securities, Intellectual Property, Complex Litigation, Government
Law & Strategies, Government Contracts, Energy, Real Estate, and
Health Law.

The Brown Rudnick Center for the Public Interest --
http://www.brownrudnickcenter.com-- is a measure of the firm's
strong commitment to the community and serves as an umbrella
entity encompassing the firm's pro bono legal work, charitable
giving, community involvement and public interest efforts.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------

Mar. 13, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Bankruptcy Battleground West
       Beverly Wilshire, Beverly Hills, California
          Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 14-16, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Conrad Duberstein Moot Court Competition
       St. John's University School of Law, New York City
          Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 1-4, 2009
AMERICAN BANKRUPTCY INSTITUTE
    27th Annual Spring Meeting
       Gaylord National Resort & Convention Center,
       National Harbor, Md.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 16-19, 2009
COMMERICAL LAW LEAGUE OF AMERICA
    2009 Chicago/Spring Meeting
       Westin Hotel on Michigan Ave., Chicago, Ill.
          Contact: (312) 781-2000; http://www.clla.org/

Apr. 17-18, 2009
NATIONAL ASSOCIATION OF BANKRUPTCY TRUSTEES
    NABT Spring Seminar
       The Peabody, Orlando, Florida
          Contact: http://www.nabt.com/

Apr. 20, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Consumer Bankruptcy Conference
       John Adams Courthouse, Boston, Massachusetts
          Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 27-28, 2009
TURNAROUND MANAGEMENT ASSOCIATION
    Corporate Governance Meetings
       Intercontinental Hotel, Chicago, Illinois
          Contact: www.turnaround.org

Apr. 28-30, 2009
TURNAROUND MANAGEMENT ASSOCIATION
    TMA Spring Conference
       Intercontinental Hotel, Chicago, Illinois
          Contact: www.turnaround.org

May 1, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Nuts and Bolts for Young Practitioners
       Alexander Hamilton Custom House, New York City
          Contact: 1-703-739-0800; http://www.abiworld.org/

May 4, 2009
AMERICAN BANKRUPTCY INSTITUTE
    New York City Bankruptcy Conference
       New York Marriott Marquis, New York City
          Contact: 1-703-739-0800; http://www.abiworld.org/

May 7-8, 2009
RENASSANCE AMERICAN MANAGEMENT, INC.
    6th Annual Conference on
    Distressted Investing - Europe
       The Le Meridien Piccadilly Hotel, London, U.K.
          Contact: 1-903-595-3800 or
                   http://www.renaissanceamerican.com/

May 7-10, 2009
AMERICAN BANKRUPTCY INSTITUTE
    27th Annual Spring Meeting
       Gaylord National Resort & Convention Center
       National Harbor, Maryland
          Contact: http://www.abiworld.org/

May 12-15, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Litigation Skills Symposium
       Tulane University, New Orleans, La.
          Contact: http://www.abiworld.org/

May 14-16, 2009
ALI-ABA
    Chapter 11 Business Reorganizations
       Langham Hotel, Boston, Massachusetts
          Contact: http://www.ali-aba.org

June 11-14, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Central States Bankruptcy Workshop
       Grand Traverse Resort and Spa
          Traverse City, Michigan
             Contact: http://www.abiworld.org/

June 21-24, 2009
INTERNATIONAL ASSOCIATION OF RESTRUCTURING, INSOLVENCY &
    BANKRUPTCY PROFESSIONALS
       8th International World Congress
          TBA
             Contact: http://www.insol.org/

July 16-19, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Northeast Bankruptcy Conference
       Mt. Washington Inn
          Bretton Woods, New Hampshire
             Contact: http://www.abiworld.org/

July 29-Aug. 1, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Southeast Bankruptcy Conference
       The Westin Hilton Head Island Resort & Spa,
       Hilton Head Island, S.C.
          Contact: http://www.abiworld.org/

Aug. 6-8, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Mid-Atlantic Bankruptcy Conference
       Hotel Hershey, Hershey, Pa.
          Contact: http://www.abiworld.org/

Sept. 10-11, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Complex Financial Restructuring Program
       Hyatt Regency Lake Tahoe, Incline Village, Nevada
          Contact: http://www.abiworld.org/

Sept. 10-12, 2009
AMERICAN BANKRUPTCY INSTITUTE
    17th Annual Southwest Bankruptcy Conference
       Hyatt Regency Lake Tahoe, Incline Village, Nevada
          Contact: http://www.abiworld.org/

Oct. 2, 2009
AMERICAN BANKRUPTCY INSTITUTE
    ABI/GULC "Views from the Bench"
       Georgetown University Law Center, Washington, D.C.
          Contact: http://www.abiworld.org/

Oct. 5-9, 2009
TURNAROUND MANAGEMENT ASSOCIATION
    TMA Annual Convention
       Marriott Desert Ridge, Phoenix, Arizona
          Contact: 312-578-6900; http://www.turnaround.org/

Oct. 20, 2009
AMERICAN BANKRUPTCY INSTITUTE
    NCBJ/ABI Educational Program
       Paris Las Vegas, Las Vegas, Nev.
          Contact: http://www.abiworld.org/

Dec. 3-5, 2009
AMERICAN BANKRUPTCY INSTITUTE
    21st Annual Winter Leadership Conference
       La Quinta Resort & Spa, La Quinta, California
          Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 29-May 2, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Annual Spring Meeting
       Gaylord National Resort & Convention Center, Maryland
          Contact: 1-703-739-0800; http://www.abiworld.org/

June 17-20, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Central States Bankruptcy Workshop
       Grand Traverse Resort and Spa, Traverse City, Michigan
          Contact: 1-703-739-0800; http://www.abiworld.org/

July 7-10, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Northeast Bankruptcy Conference
       Ocean Edge Resort, Brewster, Massachusetts
          Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Southeast Bankruptcy Conference
       The Ritz-Carlton Amelia Island, Amelia, Fla.
          Contact: http://www.abiworld.org/

Aug. 5-7, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Mid-Atlantic Bankruptcy Workshop
       Hyatt Regency Chesapeake Bay, Cambridge, Maryland
          Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 4-8, 2010
TURNAROUND MANAGEMENT ASSOCIATION
    TMA Annual Convention
       JW Marriott Grande Lakes, Orlando, Florida
          Contact: http://www.turnaround.org/

Dec. 2-4, 2010
AMERICAN BANKRUPTCY INSTITUTE
    22nd Annual Winter Leadership Conference
       Camelback Inn, Scottsdale, Arizona
          Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 31-Apr. 3, 2011
AMERICAN BANKRUPTCY INSTITUTE
    Annual Spring Meeting
       Gaylord National Resort & Convention Center, Maryland
          Contact: 1-703-739-0800; http://www.abiworld.org/

June 9-12, 2011
AMERICAN BANKRUPTCY INSTITUTE
    Central States Bankruptcy Workshop
       Grand Traverse Resort and Spa
          Traverse City, Michigan
             Contact: http://www.abiworld.org/

Dec. 1-3, 2011
AMERICAN BANKRUPTCY INSTITUTE
    23rd Annual Winter Leadership Conference
       La Quinta Resort & Spa, La Quinta, California
          Contact: 1-703-739-0800; http://www.abiworld.org/

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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.

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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.  Valerie C. Udtuhan, Marites O. Claro, Rousel Elaine
C. Tumanda, Pius Xerxes V. Tovilla, Joy A. Agravante, Marie
Therese V. Profetana and Peter A. Chapman, Editors.

Copyright 2009.  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.


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