TCREUR_Public/090407.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

            Tuesday, April 7, 2009, Vol. 10, No. 68

                            Headlines

A U S T R I A

CVILAK LLC: Claims Registration Period Ends April 15
EINRICHTUNGSWERKSTATTE REINHARD: Claims Registration Ends April 13
FLEISCHER BAU: Claims Registration Period Ends April 14
GEIER PERSONALSERVICE: Claims Registration Period Ends April 13
MATZER LLC: Claims Registration Period Ends April 15

SV LLC: Claims Registration Period Ends April 15


F R A N C E

KLENK HOLZ: Goes Into Receivership; Files for Insolvency


G E R M A N Y

4 COLOURS HOTELBETRIEBS: Claims Registration Period Ends May 20
ASSYST BULLMER: Files for Insolvency in Germany
ISH INTERNATIONALE: Claims Registration Period Ends May 29
MARKLIN HOLDING: Claims Registration Period Ends May 7
POSEIDON SANITARZELLEN: Claims Registration Period Ends May 29

QIMONDA AG: North-Am Unit Appoints Advisors to Sell Assets
TMD FRICTION: Bought Out of Administration by Pamplona Capital
VISION UND CONSTRUCTION: Claims Registration Period Ends May 11
ZENIT FINANZ: Claims Registration Period Ends May 19


I R E L A N D

DUNCANNON CRE: Fitch Corrects April 1 Rating Press Release
FARM MEDIA: Goes Into Examinership; 27 Jobs Affected
REBEL BAR: Goes Into Liquidation Following Insolvency


I T A L Y

FERRETTI SPA: Caja de Ahorros Wants EUR50 Million Back


K A Z A K H S T A N

AKTALIM LLP: Creditors Must File Claims by May 8
AKTOBE RUBBER: Creditors Must File Claims by May 8
BEK-MYRZA LLP: Creditors Must File Claims by May 8
CONSTANTA LLP: Creditors Must File Claims by May 8
GRATIS LLP: Creditors Must File Claims by May 8

LUX AVIATION: Creditors Must File Claims by May 8
MAXIMA-OPTIX LLP: Creditors Must File Claims by May 8
SOFT LINE: Creditors Must File Claims by May 8
SONAR FOOD: Creditors Must File Claims by May 8
TRADING ATLAS: Creditors Must File Claims by May 8


K Y R G Y Z S T A N

NOMAD RESOURCES: Creditors Must File Claims by April 10


L U X E M B O U R G

BERNARD L. MADOFF: Luxembourg Court Names Liquidators for 2 Funds
KAUPTHING BANK: J.C. Flowers Eyes Takeover


N E T H E R L A N D S

BI-LO LLC: Koninklijke Ahold Protest Access to GE US$35MM DIP Loan
NXP BV: S&P Raises Corporate Credit Rating to 'CCC+' From 'SD'
NXP SEMICONDUCTORS: Moody's Affirms 'Caa2' Corporate Family Rating


R O M A N I A

BANCA COMERCIALA: S&P Affirms Counterparty Credit Rating at 'BB+'


R U S S I A

AVTOMOBILIST LLC: Creditors Must File Claims by April 27
BALTIC CONSTRUCTION: Moskovskaya Bankruptcy Hearing Set June 25
CONSTRUCTION MANAGEMENT-8: Creditors Must File Claims by May 27
EKO-DOM-STROY LLC: Creditors Must File Claims by April 27
GAZPROM OJSC: Moody's Downgrades Ratings on Senior Unsecured Debt

PUBLIC COMMMERCIAL: Creditors May File Claims
STEKLO-STROY OJSC: Creditors Must File Claims by May 27
TEKH-PROM-STROY LLC: Ryazanskaya Bankruptcy Hearing Set Aug. 25
TEREM LLC: Creditors Must File Claims by April 27
VOLGOGRAD PAINT: Creditors Must File Claims by May 27

WOOD-PROCESSING PLANT: Court Names as Insolvency Manager


S P A I N

AUTOPISTAS DE LEON: Moody's Withdraws Rating on EUR42 Mil. Notes


S W I T Z E R L A N D

C QUADRAT FONDS: Creditors Must File Proofs of Claim by May 22
CMHC LLC: Deadline to File Proofs of Claim Set May 27
CRYSTAL CREDIT: More Losses Cue S&P's Junk Rating on Class C Notes
DAHAG ENGINEERING: Creditors Have Until May 22 to File Claims
LOGISTIK CONSULTING: Proof of Claim Filing Deadline is June 22

M & M CAFE: Creditors' Proofs of Claim Due by May 25
MARROCHA LLC: June 18 Set as Deadline to File Claims
MODERN CARS: Creditors Must File Proofs of Claim by June 2
NETSCOUT SYSTEMS: Deadline to File Proofs of Claim Set May 4
OLW JSC: Creditors Have Until May 4 to File Claims

SWISS ALTERNATIVE: Proof of Claim Filing Deadline is June 2


U K R A I N E

CONCERN SHAR: Creditors Must File Claims by April 16
CORPORATION INDUSTRIAL: Fitch Cuts Issuer Default Rating to 'B-'
DK-TOOL LLC: Creditors Must File Claims by April 16
EVELCOM LLC: Creditors Must File Claims by April 16
FOLGAT ENGINEERING: Creditors Must File Claims by April 16

GARDEN AND MARKET-GARDEN: Court Starts Bankruptcy Procedure
HYPERPIPE DELIVERY: Creditors Must File Claims by April 16
RIA INTERFORM: Creditors Must File Claims by April 16
SEA TRANSPORT: Creditors Must File Claims by April 16
TA-BOR LLC: Creditors Must File Claims by April 16

VINOGRADNIK LLC: Creditors Must File Claims by April 16
YUR-COM LLC: Creditors Must File Claims by April 16


U N I T E D   K I N G D O M

ABLE PRINT: Appoints Joint Liquidators from Tenon Recovery
AXEON HOLDINGS: Bank Loan Covenants Still Uncertain
BRITISH AIRWAYS: Maintains Loss Forecast, Layoffs Continue
CHELSEA HARBOUR: Duncar R. Beat Named Liquidator
CONIVAL PLC: Taps Joint Liquidators from Tenon Recovery

D & B RIDLEY: Appoints Joint Liquidators from PKF
LLOYDS BANKING: Moody's Cuts Subordinated Debt Rating
LYNMORE LTD: Brings in Joint Liquidators from BDO Stoy Hayward
MANSARD MORTGAGES: S&P Cuts Ratings on Three Tranches to 'B'
ROYAL BANK: Mulls Further Layoffs to Reduce Cost

ROYAL BANK: Shareholders OK Redemption of GBP5BB Preference Shares
ROYAL BANK: Considers Brendan Nelson for a Board Post
ROYAL BANK: Shareholders Reject Salary Report
ROYAL BANK: Moody's Downgrades Hybrid Debt Rating to 'Ba1'
TATA MOTORS: In Talks to Refinance US$2 Bln of JLR Bridge Loan

TATA STEEL: Fitch Cuts Long-Term Foreign Currency IDR to 'B+'
URSUS EPC: Moody's Junks Ratings on Two Classes of Notes

* Large Companies with Insolvent Balance Sheet


                         *********


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


CVILAK LLC: Claims Registration Period Ends April 15
----------------------------------------------------
Creditors owed money by LLC Cvilak (FN 304627g) have until
April 15, 2009, to file written proofs of claim to the court-
appointed estate administrator:

         Dr. Wilfrid Stenitzer
         Hauptplatz 32- 34
         8430 Leibnitz
         Austria
         Tel: 03452/82203
              03452/82252
         Fax: 03452/86742
         E-mail: office@stenitzer.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 10:20 a.m. on April 22, 2009, for the
examination of claims at:

         Graz Land Court by Civil Cases (638)
         Room 222
         Graz
         Austria

Headquartered in Mureck, Austria, the Debtor declared bankruptcy
on March 4, 2009, (Bankr. Case No. 26 S 36/09b).


EINRICHTUNGSWERKSTATTE REINHARD: Claims Registration Ends April 13
------------------------------------------------------------------
Creditors owed money by LLC Einrichtungswerkstatte Reinhard Sommer
(FN 252441m) have until April 13, 2009, to file written proofs of
claim to the court-appointed estate administrator:

         Barbara Senninger
         Kastellstrasse 4
         7551 Stegersbach
         Austria
         Tel: 03326/524 23
         Fax: 03326/54156
         E-mail: office@anwalt-bgld.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 11:15 a.m. on April 27, 2009, for the
examination of claims at:

         Land Court of Eisenstadt (309)
         Hall F
         Eisenstadt
         Austria

Headquartered in Rotenturm an der Pinka, Austria, the Debtor
declared bankruptcy on March 3, 2009, (Bankr. Case No. 26 S
14/09z).


FLEISCHER BAU: Claims Registration Period Ends April 14
-------------------------------------------------------
Creditors owed money by LLC Fleischer Bau (FN 261534i) have until
April 14, 2009, to file written proofs of claim to the court-
appointed estate administrator:

         Dr. Raoul Wagner
         Rathausstrasse 15/4
         1010 Vienna
         Austria
         Tel: 405 33 82
         Fax: 408 84 67
         E-mail: office@hopmeier.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 9:30 a.m. on April 28, 2009, for the
examination of claims at:

         Trade Court of Vienna (007)
         Room 1606
         Vienna
         Austria

Headquartered in Vienna, Austria, the Debtor declared bankruptcy
on Feb. 26, 2009, (Bankr. Case No. 4 S 27/09m).


GEIER PERSONALSERVICE: Claims Registration Period Ends April 13
---------------------------------------------------------------
Creditors owed money by LLC Geier Personalservice (FN 294391d)
have until April 13, 2009, to file written proofs of claim to the
court-appointed estate administrator:

         Dr. Hanno Lecher
         Marktstrasse 8 (Europapassage)
         6850 Dornbirn
         Austria
         Tel: 05572/38 68 98
         Fax: 05572/386898-4
         E-mail: office@kanzlei-lecher.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 9:50 a.m. on April 23, 2009, for the
examination of claims at:

         Land Court of Feldkirch (929)
         Meeting  Room 44
         First Floor
         Feldkirch
         Austria

Headquartered in Dornbirn, Austria, the Debtor declared bankruptcy
on March 3, 2009, (Bankr. Case No. 14 S 12/09s).


MATZER LLC: Claims Registration Period Ends April 15
----------------------------------------------------
Creditors owed money by LLC Matzer (FN 58422s) have until
April 15, 2009, to file written proofs of claim to the court-
appointed estate administrator:

         Georg Dieter
         Kalchberggasse 10/III
         8010 Graz
         Austria
         Tel: 0316/22 89 22
         Fax: 0316/22 89 22 - 89
         E-mail: office@sdra.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 10:10 a.m. on April 22, 2009, for the
examination of claims at:

         Graz Land Court by Civil Cases (638)
         Room 222/
         Graz
         Austria

Headquartered in Graz, Austria, the Debtor declared bankruptcy on
March 2, 2009, (Bankr. Case No. 26 S 33/09m).


SV LLC: Claims Registration Period Ends April 15
------------------------------------------------
Creditors owed money by LLC SV (FN 276618t) have until April 15,
2009, to file written proofs of claim to the court-appointed
estate administrator:

         Dr. Wilfrid Stenitzer
         Hauptplatz 32-34
         8430 Leibnitz
         Austria
         Tel: 03452/82203
              03452/82252
         Fax: 03452/86742
         E-mail: office@stenitzer.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 10:30 a.m. on April 22, 2009, for the
examination of claims at:

         Graz Land Court by Civil Cases (638)
         Room 222
         Graz
         Austria

Headquartered in Weinburg, Austria, the Debtor declared bankruptcy
on March 4, 2009, (Bankr. Case No. 26 S 35/09f).


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


KLENK HOLZ: Goes Into Receivership; Files for Insolvency
--------------------------------------------------------
Klenk Holz France SAS has gone into receivership after sustaining
heavy losses for years, The Timber Industry Magazine reports.

Fordaq relates the company, on March 31, filed a request at the
court of Colmar to open insolvency proceedings to secure its main
German sawmilling business.

TTJ discloses Klenk has been reducing production at its group
mills to adjust with falling market demand.  The company, TTJ
notes, operates four sites across Germany.

Klenk Holz AG -- http://www.klenk.de/-- was founded by Albert
Klenk.


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


4 COLOURS HOTELBETRIEBS: Claims Registration Period Ends May 20
---------------------------------------------------------------
Creditors of 4 Colours Hotelbetriebs GmbH have until May 20, 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 June 10, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Darmstadt
         Hall 4.308
         Fourth Floor
         Building D
         Mathildenplatz 15
         64283 Darmstadt
         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:

         Ulrich Bert
         Birkenweg 24
         64295 Darmstadt
         Germany
         Tel: 06151/66 72 9-0
         Fax: 06151/66 72 9-20
         E-mail: darmstadt@ltb-anwaelte.de

The court opened bankruptcy proceedings against the company on
April 1, 2009.  Consequently, all pending proceedings against the
company have been automatically stayed.

The Debtor can be reached at:

         4 Colours Hotelbetriebs GmbH
         Attn: Frank Meyer-Eckardt, Manager
         Nordendstrasse 4A
         64546 Moerfelden-Walldorf
         Germany


ASSYST BULLMER: Files for Insolvency in Germany
-----------------------------------------------
Assyst Bullmer filed for insolvency in Germany Wednesday last
week, putting 120 jobs in Mehrstetten at risk, various reports
say.

According to just-style, the company said it was confident that a
buyer would be found for the business.

Assyst-Bullmer -- http://www.bullmer.de/-- is  provider of
PLM/PDM, CAD/CAM and Cost Optimization solutions that simplify and
enhance the design, development and manufacturing process in the
retail and sewn goods industries.


ISH INTERNATIONALE: Claims Registration Period Ends May 29
----------------------------------------------------------
Creditors of ISH Internationale Speditionsgesellschaft mbH have
until May 29, 2009, to register their claims with court-appointed
insolvency manager.

Creditors and other interested parties are encouraged to attend
the meeting at 1:00 p.m. on June 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 Hof
         Meeting Room 012
         Ground Floor
         Berliner Place 1
         95030 Hof
         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:

         Christian Adolf
         Ludwig St. 50
         95028 Hof
         Tel: 09281/8331080
         Fax: 09281/8331089

The court opened bankruptcy proceedings against the company on
March 31, 2009.  Consequently, all pending proceedings against the
company have been automatically stayed.

The Debtor can be reached at:

         ISH Internationale Speditionsgesellschaft mbH
         Eppenreuther St. 117
         95032 Hof
         Germany

         Attn: Werner Mueller, Manager
         Erhard-Kuenzel- St. 17
         95659 Arzberg
         Germany


MARKLIN HOLDING: Claims Registration Period Ends May 7
------------------------------------------------------
Creditors of Marklin Holding GmbH have until May 7, 2009, to
register their claims with court-appointed insolvency manager.

Creditors and other interested parties are encouraged to attend
the meeting at 3:00 p.m. on May 25, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Goeppingen
         Hall 24
         Pfarrstrasse 25
         73033 Goeppingen
         Germany

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

The insolvency manager can be reached at:

         Michael Pluta
         C/o Pluta Rechtsanwalts GmbH
         Karlstrasse 33
         89073 Ulm
         Germany
         Tel: (0731)968800
         Fax: (0731)9688050
         Em-ail: ulm@pluta.net

The court opened bankruptcy proceedings against the company on
March 31, 2009.  Consequently, all pending proceedings against the
company have been automatically stayed.

The Debtor can be reached at:

         Marklin Holding GmbH
         Attn: Dietmar Mundil, Manager
         Stuttgarter Strasse 55-57
         73033 Goeppingen
         Germany


POSEIDON SANITARZELLEN: Claims Registration Period Ends May 29
--------------------------------------------------------------
Creditors of Poseidon Sanitarzellen Fertigung u. Vertriebs GmbH
have until May 29, 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 June 18, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Augsburg
         Law Courts
         Meeting Room 162
         Alten Einlass 1
         86150 Augsburg
         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:

         Christian Plail
         Eserwall St. 1–3
         86150 Augsburg
         Germany

The court opened bankruptcy proceedings against the company on
March 27, 2009.  Consequently, all pending proceedings against the
company have been automatically stayed.

The Debtor can be reached at:

         Poseidon Sanitarzellen Fertigung und
         Vertriebs GmbH
         Rudolf Diesel St. 7 b
         86899 Landsberg
         Germany

         Attn: Roland Klages, Liquidator
         Landsberger St. 29
         86938 Schondorf
         Germany


QIMONDA AG: North-Am Unit Appoints Advisors to Sell Assets
----------------------------------------------------------
Qimonda North America Corporation said it has advisors to assist
in the sale of their semiconductor manufacturing assets in
Sandston, Virginia, subject to bankruptcy court approval.  The
advisory team is comprised of ATREG, a division of Colliers
International, Emerald Technology Valuations LLC and
Gordon Brothers Commercial & Industrial.

Qimonda said the advisory team is initiating discussions with
potential buyers who may consider operating the 300mm fab which
has an output of 38,000 wafer starts per month and is 65nm
capable.  According to the company, if a strategic buyer is not
found, the advisory team will move quickly to a complete 300mm
tool line sale, and sale of the clean room manufacturing
facilities in separate transactions.

"This is the first time an operational 300mm fab has come to the
market for sale.  The fully automated, state-of-the-art Qimonda
Richmond site was built and equipped at a cost of approximately $3
billion, and volume 300mm production began in 2005," said Stephen
Rothrock, Managing Director of ATREG.

Qimonda requests that all inquires are directed to ATREG,
attention: Stephen Rothrock, Doug Barrett 206.515.4497.

Qimonda North America Corp. and Qimonda Richmond L.L.C. each filed
for creditor protection under Chapter 11 of the Bankruptcy Code on
February 20, 2009.

As reported in the Troubled Company Reporter, Qimonda AG filed an
application with the local court in Munich, Germany, on
January 23, 2009, to open insolvency proceedings.  Their goal is
to reorganize the companies as part of the ongoing restructuring
program.

According to Bloomberg News, Qimonda filed for insolvency after a
plan announced in December for a loan of EUR325 million
(US$418 million) from the German state of Saxony, Infineon
Technologies AG, Europe's second-largest maker of semiconductors,
and an unidentified Portuguese bank wasn't completed in time.

Qimonda AG (NYSE: QI) -- http://www.qimonda.com/-- is a global
memory supplier with a diversified DRAM product portfolio.
The company generated net sales of EUR1.79 billion in financial
year 2008 and had -- prior to its announcement of a repositioning
of its business --  approximately 12,200 employees worldwide, of
which 1,400 were in Munich, 3,200 in Dresden and 2,800 in Richmond
(Virginia, USA).  The company provides DRAM products with a focus
on infrastructure and graphics applications, using its power
saving technologies and designs.  Qimonda is an active innovator
and brings high performance, low power consumption and small chip
sizes to the market based on its breakthrough Buried Wordline
technology.


TMD FRICTION: Bought Out of Administration by Pamplona Capital
--------------------------------------------------------------
Martin Arnold and John Read at the Financial Times report that
Pamplona Capital Management, a London-based investment fund,
bought TMD Friction out of administration for an undisclosed
sum Friday last week.

In an April 3 release TMD Friction said that the acquisition,
which is expected to complete by the end of April, will safeguard
approximately 3,800 jobs worldwide.  The company said that
following the acquisition, it will benefit from the long-term
support of Pamplona and a strong and debt-free balance sheet.

Citing Derek Whitworth, chief executive of TMD, the FT discloses
the company had made 300 German staff redundant and closed
factories in Germany and Italy while in administration.  The FT
notes the company also renegotiated contracts with suppliers, such
as its energy and IT providers, and ditched some property leases.

The administrator was advised by Linklaters and Close Brothers
while TMD management and Pamplona were advised by Allen & Overy,
One Square and KPMG.

As reported in the Troubled Company Reporter-Europe on Feb. 3,
2009, in December 2008 TMD Friction filed for insolvency at the
local county court in Cologne, Germany, for their German operating
and holding companies.  The court appointed Dr. Frank Kebekus as
preliminary insolvency administrator.  The primary reason for
filing was the decline in sales of the global automotive markets
that the company services.

TMD Friction http://www.tmdfriction.com/-- manufactures disc
brake pads and drum brake linings for passenger cars and
commercial vehicles, together with brake pads for racing cars, and
friction materials for industrial and rail applications.  TMD
Friction supplies global automotive and commercial OEMs across a
wide range of vehicle platforms.  The company is also one of the
largest suppliers to the global aftermarket with its Textar,
Pagid, Mintex, Don, Cobreq, and Cosid brands.  The company
operates from locations across Europe, the US, Brazil, Mexico,
China and Japan.


VISION UND CONSTRUCTION: Claims Registration Period Ends May 11
---------------------------------------------------------------
Creditors of Vision und Construction GmbH have until May 11, 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 June 12, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Wuppertal
         Meeting Room A234
         Second Floor
         Isle 2
         42103 Wuppertal
         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:

         Holger Rhode
         Laurentius St. 21 – 23
         42103 Wuppertal
         Germany
         Tel: 0202/4086150
         Fax: 02024086159

The court opened bankruptcy proceedings against the company on
March 30, 2009.  Consequently, all pending proceedings against the
company have been automatically stayed.

The Debtor can be reached at:

         Vision und Construction GmbH
         Attn: Wolfram Schulze, Manager
         Haber St. 5
         42551 Velbert
         Germany


ZENIT FINANZ: Claims Registration Period Ends May 19
----------------------------------------------------
Creditors of Zenit Finanz-Agentur GmbH have until May 19, 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 June 9, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Offenbach am Main
         Hall 162N
         First Floor
         Kaiserstrasse 16-18
         63065 Offenbach am Main
         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:

         Fatma Kreft
         Neue Mainzer St. 84
         60311 Frankfurt am Main
         Germany
         Tel: 069/6773677-0
         Fax: 069/6773677-20

The court opened bankruptcy proceedings against the company on
March 31, 2009.  Consequently, all pending proceedings against the
company have been automatically stayed.

The Debtor can be reached at:

         Zenit Finanz-Agentur GmbH
         Attn: Silke Reinmoeller, Manager
         Carl-Zeiss- St. 41
         63322 Roedermark
         Germany


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


DUNCANNON CRE: Fitch Corrects April 1 Rating Press Release
----------------------------------------------------------
This announcement clarifies the commentary issued on April 1,
2009.  The portfolio rating stratification figures have been
amended to clarify the current portfolio composition based on the
February trustee report as well as Fitch's recent ratings activity
on the underlying portfolio.  The amendments have been applied to
the second paragraph after the rating actions.

Fitch Ratings has downgraded EUR727.5 million from 11 classes of
Duncannon CRE CDO I plc's notes, removed the notes from Rating
Watch Negative, and assigned outlooks and recovery ratings.

Rating actions:

  -- EUR7.5 million Class X senior notes due 2013: downgraded to
     'B' from 'AAA'; off RWN; Negative Outlook

  -- EUR420m Class A senior floating-rate notes: downgraded to
     'B-' (B minus) from 'AAA'; off RWN; Negative Outlook

  -- EUR100 million revolving credit facility (RCF): downgraded to
     'B-' (B minus) from 'AAA'; off RWN; Negative Outlook

  -- EUR40 million Class B senior floating-rate notes: downgraded
     to 'CCC' from 'AA'; off RWN; Assigned RR5

  -- EUR40 million Class C-1 deferrable floating-rate notes:
     downgraded to 'CC' from 'A'; off RWN; Assigned RR6

  -- EUR20 million Class C-2 deferrable floating-rate notes:
     downgraded to 'CC' from 'A'; off RWN; Assigned RR6

  -- EUR20 million Class D-1 deferrable floating-rate notes:
     downgraded to 'C' from 'BBB+'; off RWN; Assigned RR6


  -- EUR20 million Class D-2 deferrable floating-rate notes:
     downgraded to 'C' from 'BBB'; off RWN; Assigned RR6

  -- EUR20 million Class D-3 deferrable floating-rate notes:
     downgraded to 'C' from 'BBB-' (BBB minus); off RWN; Assigned
     RR6

  -- EUR20 million Class E-1 deferrable floating-rate notes:
     downgraded to 'C' from 'BB+'; off RWN; Assigned RR6

  -- EUR20 million Class E-2 deferrable floating-rate notes:
     downgraded to 'C' from 'BB-' (BB minus); off RWN; Assigned
     RR6.

The transaction is a managed cash flow European commercial real
estate collateralized debt obligation issued by Duncannon CRE CDO
plc, a company with limited liability incorporated under the laws
of Ireland.  The EUR727.5 million notes are currently backed by
EUR730 million performing assets and EUR49 million cash.

The downgrades reflect Fitch's view on the credit risk of the
rated tranches following the significant portfolio credit
deterioration driven by the downgrades of the underlying B-notes
and C-notes.  When the February report is combined with Fitch's
recent downgrades, assets rated 'CC' and below (including
defaulted assets of 38.7 million) amount to 104.5 million.  Asset
rated in the 'CCC' category total 150.5 million. Combining all
assets rated 'CCC' and below (including defaulted securities)
results in a figure of 255 million.  The 'CCC' and below assets
comprise 31% of the total portfolio balance including cash and
defaulted securities (255 million / 818.3 million), and the 'CC'
and below assets form approximately 13% of the portfolio (104.5
million/ 818.3 million).

The performing portfolio (excluding cash) consists of 38%
commercial mortgage-backed securities and 54% subordinated B-notes
and C-notes.  In terms of vintage concentration, 81% of the
performing portfolio is from the 2006 and 2007 vintages.  The
largest geographical concentration is the United Kingdom which
makes up 41% of the portfolio.  In addition, 19% of the performing
portfolio that has a weighted average life of two years or less is
likely to encounter the most refinancing risk, given that most of
the underlying real estate loans have bullet payment and therefore
rely on refinancing at maturity.

As of the last trustee report, all overcollateralisation tests
were passing the minimum required thresholds; however, Fitch
expects this to change because the recent downgrades of European
CRE B-notes & C-notes have resulted in a much higher percentage of
'CCC' and 'CC' assets.  Fitch estimates that all the OC ratios
will fall substantially given that the transaction documents
require OC adjustments for 'CCC' or below assets which require the
use of lower of market value or base recovery rate for the par
value calculation.  As a result of the OC adjustments, Fitch
expects the Class B Par Coverage Test (the first coverage test in
the waterfall) to fall below the trigger level of 117.5% from 135%
in January 2009.  Upon the breach of the Class B Par Coverage
Test, all the excess interests after paying Class B interest will
be used to redeem Class A/RCF on a pro-rata basis first and
subsequently Class B once the Class A/RCF is fully redeemed.  As a
result the expected Class B Par Coverage Test, Fitch expects
interest payments to the Class C1 notes and below to cease.  Class
C1 to E2 are also highly vulnerable to defaults with negligible
recoveries, considering the significant portion of 'CCC' or below
B-notes & C-notes in the portfolio.

The executed documents have stipulated that an inadequate par
value coverage of the Class A and RCF of less than 100% can result
in an event of default.  A continuing event of default may result
into an acceleration and liquidation although the Class A/RCF as
the controlling class can decide on whether to accelerate the
transaction or liquidate the transaction.  A continuing event of
default will require the interest proceeds and principal proceeds
to flow through the pre-enforcement waterfall except without the
senior fee cap and excluding certain administrative expenses.  The
class B notes would continue to receive available interest in the
pre-enforcement waterfall.  Fitch estimates that the Class A/RCF
par value coverage ratio is likely to fall significantly though
still remain above the EoD trigger of 100%.  Further default and
negative migration of assets towards 'CCC' can result in a lower
Class A/RCF par value coverage ratio.

While Class X's quarterly scheduled principal payment and interest
payment ranks pari-passu with Class A/RCF in the waterfall prior
to the liquidation, the ranking of Class X's outstanding principal
upon the liquidation of the transaction is unclear in the
documentation.  While the agency notes that the Class X's
principal is amortizing and therefore have a shorter maturity to
September 2013, the unclear status of Class X's outstanding
principal upon liquidation has resulted in the low sub-investment
grade rating.

The portfolio was 65% ramped-up at close in July 2007 and has been
fully ramped up since end April 2008.  There has been no re-
investment since then.  As a result, the US$49mio cash from asset
amortization remains in the principal collection account that is
highly likely to be used to redeem Class A and RCF on a pro-rata
basis given that the Class B Par Coverage Test is expected to fall
to below the trigger level.  The performing portfolio currently
contains 74 performing assets from 66 obligors with the largest
obligor representing 4% of the performing portfolio.

In conducting its analysis, Fitch made a three-notch downward
adjustment for any names on RWN under the default analysis of its
Portfolio Credit Model.  In addition to this, Fitch also conducts
a deterministic stress on certain B-notes given the agency's
negative view on this asset class.


FARM MEDIA: Goes Into Examinership; 27 Jobs Affected
----------------------------------------------------
Laura Noonan at Independent.ie reports that Dublin-based post
production firm Farm Media Group has gone into examinership,
resulting in the loss of 27 jobs.

The report relates Bobby O'Reilly, head of Farm Media, said the
failure of a number of clients to pay their bills forced the
company to shut down.  Mr. O'Reilly, as cited by the report, said
the company is pursuing legal action to recover those debts.

The company has scheduled a creditors' meeting for April 15, at
Buswell's Hotel on Dublin's Molesworth Street, the report notes.

The report recalls Barcud Derwen rescued the company from
examinership back in 2005 after it got into trouble following a
rapid expansion plan.

According to the report, Mr. O'Reilly confirmed that Farm Media
has parted company with Barcud Derwen on "good terms".


REBEL BAR: Goes Into Liquidation Following Insolvency
-----------------------------------------------------
The Sunday Business Post Online's Ian Kehoe reports that The Rebel
Bar Group, owned by Cork businessmen Tom and Sam Scriven, has gone
into liquidation, putting more than 140 jobs at risk.

The report relates the company, which owns a chain of 18 pubs,
nightclubs and off-licences in Cork, told the High Court Friday
last week that it was no longer in a position to meet its debts,
triggering the appointment of the liquidator.

According to the report, the company has suffered from the decline
in the drink and hospitality sector and the overall deterioration
in the Irish economy.

KPMG insolvency partner Kieran Wallace was appointed as
provisional liquidator of the company, the report discloses.  The
report adds a full hearing on the appointment will be heard in the
coming days.

Mr. Wallace, the report says, will attempt to keep the company
trading as a going concern as he attempts to find buyers for its
establishments, which include the Savoy Music Venue on Patrick
Street in the city, the Manhattan bar in Ballyphehane in Cork,
Sam's Bar in Ballincollig and Lakelands in Mahon Point in Cork.

The company, the report notes, has leased out ten of its
establishments, which are continuing to trade, while The Savoy
Music Venue has been closed down.


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


FERRETTI SPA: Caja de Ahorros Wants EUR50 Million Back
------------------------------------------------------
Ferretti SpA may need to pay Caja de Ahorros y Monte de Piedad de
Madrid SA EUR50 million (US$67 million) after the lender turned
down a debt restructuring plan for the Italian yachtmaker,
Bloomberg News reported citing daily Il Messaggero.

According to the report, Caja Madrid on April 2 rejected a plan to
convert its EUR50 million share of Ferretti's debt into equity and
instead wants all of the cash returned.

In February, a letter obtained by Bloomberg News from facility
agent Royal Bank of Scotland Group Plc said Ferretti missed an
interest payment on EUR1.08 billion (US$1.4 billion) of senior
loans used to finance its buyout in 2007.

Data compiled by Bloomberg said Ferretti raised EUR1.28 billion of
senior and so-called mezzanine loans in January 2007 to fund
private equity firm Candover Investments Plc's purchase of a
majority stake through a leveraged buyout.  Reuters said Candover
bought a majority stake in Ferritti from Permira for EUR1.7
billion (US$2.2 billion) in 2007, backed by a loan arranged by
Mediobanca SpA and Royal Bank of Scotland.

RBS's letter, according to Bloomberg News, said Ferretti failed to
make a EUR1.4 million payment on the loans Jan. 30, constituting
an "event of default."

Ferretti, in a Feb. 9 statement obtained by Bloomberg News, said
the payment is related to an interest-rate swap with RBS on the
senior loan, and that it earlier failed to pay interest on the
debt's EUR200 million lower-ranking "mezzanine" facility.

According to Bloomberg News, Ferretti sought to renegotiate the
loans and is being advised by NM Rothschild & Sons Ltd.

                         About Ferretti

Ferretti SpA – http://www.ferretti-yachts.com/-- is engaged in
the luxury yacht sector in Italy.  The company is a producer of
luxury-class sport, fishing, flybridge and motor-powered nautical
vessels.  The organization comprises the Custom Line, Pershing,
CRN, Riva, Apreamare, Bertram and Ferretti brands of motor-powered
yachts used in racing competitions, as well as in leisure and
fishing activities.  The Ferretti brand offers yachts that range
from 43 to 80 feet; Custom Line offers yachts that range from 94
to 128 feet; CRN offers 100-foot cruisers; Pershing offers speed
boats that range from 37 to 88 feet; Riva offers luxury yachts
that range from 33 to 84 feet; Bertram offers fishing vessels that
range from 36 to 73 feet, and Apreamare offers leisure speed boats
that range from 22 to 39 feet.


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


AKTALIM LLP: Creditors Must File Claims by May 8
------------------------------------------------
The Specialized Inter-Regional Economic Court of Almaty has
declared LLP Aktalim insolvent.

Creditors have until May 8, 2009, to submit written proofs of
claim to:

         Micro district "Mamyr 4", 14
         Almaty
         Kazakhstan

The Court is located at:

         The Specialized Inter-Regional
         Economic Court of Almaty
         Baizakov St. 273b
         Almaty
         Kazakhstan


AKTOBE RUBBER: Creditors Must File Claims by May 8
--------------------------------------------------
The Specialized Inter-Regional Economic Court of Aktube has
declared LLP Aktobe Rubber insolvent.

Creditors have until May 8, 2009, to submit written proofs of
claim to:

         Satpayev St. 16
         Aktobe
         Aktube
         Kazakhstan

The Court is located at:

         The Specialized Inter-Regional
         Economic Court of Aktube
         Satpayev St. 16
         Aktobe
         Aktube
         Kazakhstan


BEK-MYRZA LLP: Creditors Must File Claims by May 8
--------------------------------------------------
The Specialized Inter-Regional Economic Court of Kostanai has
declared LLP Bek-Myrza insolvent.

Creditors have until May 8, 2009, to submit written proofs of
claim to:

         Baitursynov St. 70
         Kostanai
         Kazakhstan

The Court is located at:

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


CONSTANTA LLP: Creditors Must File Claims by May 8
--------------------------------------------------
The Specialized Inter-Regional Economic Court of Kostanai has
declared LLP Constanta insolvent.

Creditors have until May 8, 2009, to submit written proofs of
claim to:

         Baitursynov St. 70
         Kostanai
         Kazakhstan

The Court is located at:

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


GRATIS LLP: Creditors Must File Claims by May 8
-----------------------------------------------
The Specialized Inter-Regional Economic Court of Almaty has
declared LLP Gratis insolvent.

Creditors have until May 8, 2009, to submit written proofs of
claim to:

         Tauelsyzdyk St. 53
         Taldykorgan
         Almaty
         Kazakhstan

The Court is located at:

         The Specialized Inter-Regional
         Economic Court of Almaty
         Tauelsyzdyk St. 53
         Taldykorgan
         Almaty
         Kazakhstan


LUX AVIATION: Creditors Must File Claims by May 8
-------------------------------------------------
LLP Kaz Lux Aviation has declared insolvency.  Creditors have
until May 8, 2009, to submit written proofs of claim to:

         Mailin St. 1a
         Almaty
         Kazakhstan
         Tel: 8 701 346 33-63


MAXIMA-OPTIX LLP: Creditors Must File Claims by May 8
-----------------------------------------------------
LLP Maxima-Optix has declared insolvency.  Creditors have until
May 8, 2009, to submit written proofs of claim to:

          Abylai Han St. 21
          Novoishymsky
          Musrepov district
          North Kazakhstan
         Kazakhstan


SOFT LINE: Creditors Must File Claims by May 8
----------------------------------------------
The Specialized Inter-Regional Economic Court of Karaganda has
declared LLP Soft Line insolvent.

Creditors have until May 8, 2009, to submit written proofs of
claim to:

         Alalykin St. 9
         Karaganda
         Kazakhstan

The Court is located at:

         The Specialized Inter-Regional
         Economic Court of Karaganda
         Alalykin St. 9
         Karaganda
         Kazakhstan


SONAR FOOD: Creditors Must File Claims by May 8
-----------------------------------------------
LLP Sonar Food Production insolvent.  Creditors have until May 8,
2009, to submit written proofs of claim to:

         Tole bi St. 202a
         Almaty
         Kazakhstan


TRADING ATLAS: Creditors Must File Claims by May 8
--------------------------------------------------
The Specialized Inter-Regional Economic Court of Karaganda has
declared LLP Trading Atlas insolvent.

Creditors have until May 8, 2009, to submit written proofs of
claim to:

         Alalykin St. 9
         Karaganda
         Kazakhstan

The Court is located at:

         The Specialized Inter-Regional
         Economic Court of Karaganda
         Alalykin St. 9
         Karaganda
         Kazakhstan


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


NOMAD RESOURCES: Creditors Must File Claims by April 10
-------------------------------------------------------
Creditors of LLC Nomad Resources (INN 01109200810131) have until
April 10, 2009, to submit proofs of claim to:

         Mederov Str. 46-12
         Bishkek
         Kyrgyzstan
         Tel: (+996 312) 56-03-95


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


BERNARD L. MADOFF: Luxembourg Court Names Liquidators for 2 Funds
-----------------------------------------------------------------
A Luxembourg judge appointed liquidators to the LuxAlpha
Sicav-American Selection and Herald (Lux) US Absolute Return
funds, two investment vehicles tied to Bernard Madoff, Bloomberg
News reports.

According to the report, Judge Christiane Junck named Alain
Rukavina and Paul Laplume as liquidators for LuxAlpha, and Carlo
Reding and Ferdinand Burg as liquidators for Herald Lux.

The liquidators, the report says, will have to provide the court
by July 2 a total amount of the claims investors have against each
fund.

The report relates LuxAlpha and Herald were among 17 funds and
sub-funds forced to suspend customer redemptions after disclosures
of losses from investments with Madoff.  LuxAlpha once had US$1.4
billion in assets and Herald Lux had US$225.7 million in assets as
of Oct. 31, Bloomberg News discloses.

"More funds will follow," Bloomberg News quoted Lex Thielen, a
lawyer at Luxembourg law firm Thielen & Associes, as saying.  "The
liquidation of these funds is the best thing that can happen to
protect the investors' interests."

                   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 Mr. Madoff and his
investment firm 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
50 billion.

Also on Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S.
istrict 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.


KAUPTHING BANK: J.C. Flowers Eyes Takeover
------------------------------------------
Philip Blenkinsop at Reuters reports that according to Luxembourg
weekly newspaper Letzebuerger Land, J.C. Flowers is eyeing to take
over Kaupthing Bank Luxembourg.

Reuters relates Kaupthing Bank Luxembourg was given a stay of
execution of a further two months on Thursday.

           Suspension of Payments' Period Extended

As reported in the Troubled Company Reporter-Europe on April 1,
2009, the Tribunal d'arrondissement de et a Luxembourg (Luxembourg
District Court), sitting in commercial matters, ruled on the
extension of the suspension of payments' period which was to
expire at midnight on April 8, 2009.  The District Court granted a
two-month extension after hearing the Bank's court-appointed
administrators, PricewaterhouseCoopers S.a r.l., represented by
Emmanuelle Caruel-Henniaux partner, and Franz Fayot, attorney at
law.

This extension of the suspension of payments' period does not mean
that the Bank will resume its operations as usual.  As a result,
until June 8, 2009, all payments by the Bank are still deferred
temporarily and the Bank may not act or make a decision unless the
Administrators agree, as this was already the case as from
October 9, 2008.

Had the suspension of payments' period not been extended, the
decision would have been final: the Tribunal d'arrondissement de
et a Luxembourg, at the request of the Commission de Surveillance
du Secteur Financier (the Luxembourg financial regulator) or at
the request of the Public Prosecutor, would have had no choice but
to wind up the Bank, since the interbank creditors rejected the
restructuring plan submitted to their vote by the Administrators
in mid-March.

This extension of the suspension of payments' period bodes well
for the prospects of a takeover for the Bank and the unfreezing of
the bank accounts.  The extension will enable the Bank's
Administrators and the Management to continue to work together
towards this goal.

                   Restructuring Plan Rejected

The interbank creditors rejected the restructuring plan that they
were asked to vote on March 16, 2009, the administrators and the
management of Kaupthing Bank Luxembourg said in a press statement.

Since October 9, 2008 the Bank has continued to operate, within
the framework of the administrative receivership status granted by
the Tribunal d'arrondissement de Luxembourg, sitting in commercial
matters.  The Board of Directors of Kaupthing Bank Luxembourg had
applied for this status, which also includes monitoring of the
Bank's management by administrators.

                   Memorandum of Understanding

A memorandum of understanding was entered into last December
between the Luxembourg government and a consortium of investors
headed by a Libyan sovereign fund.  Under the memorandum of
understanding, the activities of Kaupthing Bank Luxembourg would
be taken over by the consortium.

This memorandum was subject to several conditions, including the
approval of the interbank creditors.  A vote took place on
March 16 and the interbank creditors rejected the restructuring
offer.  According to the terms of the judgement rendered by the
Luxembourg Court of Appeal on January 28, 2009, the restructuring
offer had to win (i) more than half the votes of the restructured
interbank creditors, representing together (ii) more than half the
liabilities represented by the restructured debt.

The restructuring offer was rejected by 17 of the 25 creditor
banks.  In terms of liabilities, the restructuring offer was
rejected by a majority of 53% of the total restructured debt.

                       About Kaupthing Bank

Headquartered in Reykjavik, Iceland, Kaupthing Bank --
http://www.kaupthing.com-- is engaged in the provision of
financial services, such as private banking, asset management,
pension services, brokerage services, investment banking, as well
as corporate and retail banking.  The Bank's offer is targeted at
companies, institutional investors and individuals.  The Bank is
operational in thirteen countries, including Luxembourg,
Switzerland, the Nordic countries, the United Kingdom and the
United States.  The main subsidiaries include Kaupthing Singer &
Friedlander and FIH Erhvervsbank.

              About Kaupthing Bank Luxembourg

Kaupthing Bank Luxembourg SA -- http://www.kaupthing.lu/-- is a
unit of Iceland-based Kaupthing Bank hf.  The main services
offered at Kaupthing Bank Luxembourg are Private Banking and
Wealth Management.  Its services include asset management,
securities brokerage, issuing of credit cards and the
establishment and management of holding companies in addition to
providing general deposit accounts and loans.  It also offers
specialized Corporate and Institutional services that offer
various types of Debt capital market products.


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


BI-LO LLC: Koninklijke Ahold Protest Access to GE US$35MM DIP Loan
------------------------------------------------------------------
Koninklijke Ahold N.V. objects request to obtain US$35 million in
senior secured superpriority postpetition financing from GE
Business Financial Services fka Merrill Lynch Capital, a division
of Merrill Lynch Business Financial Services Inc., proposed by
Bi-Lo LLC and its debtor-affiliates in the United States
Bankruptcy Court for the District of Southern Carolina.

Koninklijke Ahold says the DIP facility, which will be used to
fund the postpetition operation of the Debtors' business, is
extravagant if not outrageous.  The lender, Koninklijke Ahold
notes, has required that the Debtors to agree to:

* elevate over US$65 million of its prepetition loans to the
   status of super-priority administrative claims;

* fix defects in the collateral package of the lender by
   granting priming liens in and to substantially all of the
   Debtors' assets, including the vast majority of the Debtors'
   valuable leaseholds, which are currently not part of the
   lenders' collateral package;

* waive all claims the estates may have against the lenders;
   and

* grant the lenders liens in and to the estates' avoidance
   rights and actions under Chapter 5 of the Bankruptcy Code.

According to Koninklijke Ahold, the provisions are in direct
conflict with fundamental bankruptcy policy -- they disrupt the
priority scheme contemplated by the Bankruptcy Code and offend the
principle that equally situated creditors should be treated
equally.  Furthermore, the provisions provide an unfair advantage
to the prepetition claims of the lender and are highly prejudicial
to the Debtors' estates and their other stakeholders.

David B. Wheeler, Esq., at Moore & Van Allen PLLC, says these
extraordinary circumstances are not present here.  First, the DIP
motion does not make out a case of "do or die" urgency.  Indeed,
to the contrary, the budget filed in connection with the DIP
motion indicates that the Debtors now have unrestricted cash on
hand of nearly US$9 million and anticipate operating on a cash-
flow positive or neutral basis throughout most of the projection
period; the most substantial exception to that outlook is caused
by the Debtors' apparent view that they must pay approximately
US$21 million of prepetition claims to its primary supplier, C&S
Wholesale Grocers, Inc., in the second or third week of the
case, Mr. Wheeler points out.  And that payment, if made in
full at that time, only requires an anticipated use of about
US$6 million of new financing suggesting at least the possibility
of negotiating a structured payout that could conform to the
Debtors' wherewithal without any new financing, he notes.

Mr. Wheeler relates, as importantly, assuming the new money
component of the financing is essential or at least important to
the preservation of the business and maximization of value,
Koninklijke Ahold has committed to provide the Debtors access to
the proposed US$35 million of New Loans on the same economic
terms, secured only by a junior lien on the Debtors' encumbered
assets and a first lien on the Debtors' unencumbered assets, and
without any of the onerous strings attached that improperly shift
the value to the lenders.

Mr. Wheeler says, there will be no "roll-up" of prepetition
claims, enhancement of the prepetition collateral package,
encumbrance of estate avoidance actions, waiver of estate claims
and causes of action against the lenders.  In addition,
Koninklijke Ahold has eliminated the borrowing base concept from
the financing to insure that the entire amount of the financing
will beavailable to the Debtors throughout the financing term,
Mr. Wheeler concludes.

                         About Bi-Lo LLC

Greenville, South Carolina-based BI-LO LLC -- http://my.bi-lo.com/
-- is a chain of 215 supermarkets based in Greenville, South
Carolina.  Founded in 1964 by Frank Outlaw, the Company and its
affiliates operate supermarkets around South Carolina, North
Carolina, Georgia, and Tennessee and have about 17,000 employees.

Dallas-based Lone Star Funds bought the business in 2005 from
Koninklijke Ahold NV, the Dutch supermarket operator.  Lone Star
also owns Bruno's Supermarkets LLC, a chain of 66 stores
that filed under Chapter 11 in February in Birmingham, Alabama.

BI-LO and its affiliates filed for Chapter 11 bankruptcy
protection on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140).
Betsy Johnson Burn, Esq., Frank B.B. Knowlton, Esq., George Barry
Cauthen, Esq., and Jody A. Bedenbaugh, Esq., at Nelson, Mullins,
Riley and Scarborough assist the Companies in their restructuring
efforts.  The Companies listed US$100 million to US$500 million in
assets and US$100 million to US$500 million in debts.


NXP BV: S&P Raises Corporate Credit Rating to 'CCC+' From 'SD'
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its long-
term corporate credit rating on Dutch semiconductor manufacturer
NXP B.V. to 'CCC+' from 'SD'.  The outlook is negative.

At the same time, the ratings on NXP's secured notes were raised
to 'CCC+' from 'D'.  The recovery rating on these notes is '4',
indicating S&P's expectation of average (30%-50%) recovery in the
event of a payment default.  The ratings on NXP's unsecured notes
was raised to 'CCC' from 'D'; these notes have a recovery rating
of '5', indicating S&P's expectation of modest (10%-30%) recovery
in the event of a payment default.

The issue rating on NXP's senior ranking secured revolving credit
facility was raised to 'B' from 'CCC+', two notches above the
corporate credit rating, and the recovery rating on this facility
was revised to '1' from '1+', indicating S&P's expectation of very
high (90%-100%) recovery in the event of a payment default.

NXP settled its distressed exchange offer.

"The new ratings primarily reflect S&P's assessment of NXP's
capital structure and financial risk profile following completion
as still highly leveraged," said Standard & Poor's credit analyst
Patrice Cochelin.

S&P estimates that the exchange offer reduced NXP's gross
indebtedness by about $465 million, or about 7%, to US$6.0
billion, based on NXP's reported gross debt at Dec. 31, 2008,
using the current euro-dollar exchange rate, and including the
recent revolver draw.

"The negative outlook primarily reflects our view that very
challenging economic conditions and large cash outlays for
restructuring and interest payments will continue to trigger cash
burn at NXP over the foreseeable future," said Mr. Cochelin.
In addition, the low debt reduction achieved through the exchange
offer has not alleviated S&P's concerns about the medium-term
sustainability of NXP's capital structure.  S&P therefore
considers that NXP retains a relatively high risk of further
below-par capital structure transactions and, ultimately, faces
high challenges for the refinancing on its first debt maturities
in 2012.

A dramatic reduction in NXP's cash burn while maintainning
adequate cash balances could support rating stability, however.


NXP SEMICONDUCTORS: Moody's Affirms 'Caa2' Corporate Family Rating
------------------------------------------------------------------
Moody's Investors Service affirmed the Caa2 CFR of NXP
Semiconductors' on the assumption that the relatively low, below
40% of superpriority notes offered, take-up of its private debt
exchange offer will be complemented near term by further debt
restructuring measures, so that upon completion, NXP's operating
performance and credit metrics warrant at least that Caa2 rating.

The probability of default rating was maintained at Ca, but the LD
suffix (Limited Default) was attached reflecting the final closing
of NXP's debt exchange transaction.  This LD designation will be
withdrawn in approximately 3 business days.  Moody's downgraded
the ratings for the senior secured notes of NXP to C from Caa2, to
a Loss Given Default level commensurate with the 25-32% of face
value in priority notes that about 7% of the secured note holders
had accepted in the exchange.  Moody's expects the secured notes
to be involved in any future debt restructuring as well.  The
unsecured long-term debt of NXP was affirmed at C, and LGD amended
to LGD6 (85%) to reflect the exchange rate. The outlook for the
ratings remains negative.

The debt exchange resulted in a swap of senior unsecured and
secured debt (at a substantial discount) for new super priority
notes ranking pari-passu with the EUR500 million revolving credit
facility.  Existing noteholders that elected to participate in the
exchange accepted principal reductions of between 68% - 85%,
depending upon the class of notes and date of tender.  Moody's
views the exchange as a distressed exchange for the particular
securities involved, and reflects that a limited default has
occurred through the assignment of the probability of default
rating of Ca/LD (Limited Default).

The debt exchange has been funded with EUR29 million of New Euro
Super Priority Notes and approximately US$90 million of New Dollar
Super Priority Notes, both due 2013 and with a 10% coupon.  NXP
received commitments representing approximately US$593 million
face amount of notes.  As a result of the debt exchange the
Issuers' overall indebtedness will be reduced by approximately
US$465 million and their related interest expense by approximately
US$30 million.  Compared to about US$6.5 billion debt outstanding
before the exchange, the swap produced only a modest improvement
in leverage and interest coverage.  The company's CFR of Caa2 and
the Ca/LD PDR as well as its negative rating outlook reflect NXP's
very weak credit metrics, and the prospect that further debt
restructuring is likely to be pursued over the next several months
leading to more meaningful de-leveraging.  Moody's believes that
demand for semiconductors will continue to drop in 2009 given
deteriorating macro-economic conditions, and that NXP's operating
performance will continue to suffer.  Although NXP maintains
adequate liquidity, its capital structure appears unsustainable
over the medium term unless semiconductor volumes rebound
significantly.

Issuer: NXP B.V.

Downgrades:

  -- Senior Secured Regular Bond/Debenture, Downgraded to a range
     of C, LGD5, 75% from a range of Caa2, LGD4, 61%

Upgrades:

  -- Senior Unsecured Regular Bond/Debenture, Upgraded to LGD5,
     85% from LGD6, 100%

Adjustment:

  -- Probability of Default Rating, Adjusted to Ca/LD from Ca

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

The last rating action for NXP has been on March 3, 2009, when
Moody's downgraded NXP's corporate family rating to Caa2 from
Caa1, its senior secured notes to Caa2 from Caa1 and senior
unsecured notes to C from Caa3.

NXP Semiconductors, headquartered in Eindhoven, Netherlands, is a
leading semiconductor company, focusing on the designs and
manufacture of semiconductors for general applications, power
management (Multi-Market) and application-specific integrated
circuits for the home electronics, automotive and identification
technology application markets.  NXP posted sales of US$5.4
billion (including the Mobile & Personal business until the
beginning of August 2008) in fiscal year 2008.


=============
R O M A N I A
=============


BANCA COMERCIALA: S&P Affirms Counterparty Credit Rating at 'BB+'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'BB+'
long-term counterparty credit rating on Romania-based Banca
Comerciala Romana.  The rating was subsequently withdrawn at the
bank's request.  The outlook at the time of the withdrawal was
negative.

As a result of the withdrawal, BCR will no longer be subject to
Standard & Poor's surveillance.  There are no outstanding issues
rated.


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


AVTOMOBILIST LLC: Creditors Must File Claims by April 27
--------------------------------------------------------
Creditors of LLC Avtomobilist (TIN 3811116717, PSRN 1073811009436)
(Cargo Transportation) have until April 27, 2009, to submit proofs
of claims to:

         O. Fominykh
         Temporary Insolvency Manager
         Post User Box 100
         664025 Irkutsk-25
         Russia

The Arbitration Court of Irkutskaya will convene on July 9, 2009,
to hear bankruptcy supervision procedure.  The case is docketed
under Case No. A19–2376/09–63.

The Debtor can be reached at:

         LLC Avtomobilist
         Apt. 12
         Baykalskaya St. 213
         664075 Irkutsk
         Russia


BALTIC CONSTRUCTION: Moskovskaya Bankruptcy Hearing Set June 25
---------------------------------------------------------------
The Arbitration Court of Moskovskaya will convene at 2:30 p.m. on
June 25, 2009, to hear bankruptcy supervision procedure on LLC
Baltic Construction Company-41 (TIN 5029068321, PSRN
1035005511342).  The case is docketed under Case No. A41–1412/09.

The Temporary Insolvency Manager is:

         V. Podkovyrov
         Office 201
         Building 6
         Ostapovskiy proezd 3
         109316 Moscow
         Russia

The Debtor can be reached at:

         LLC Baltic Construction Company-41
         Novomytishchinskiy Prospect 82
         Mytishchi
         141018 Moskovskaya
         Russia


CONSTRUCTION MANAGEMENT-8: Creditors Must File Claims by May 27
---------------------------------------------------------------
Creditors of CJSC Construction Management-8 Fundamentstroy (TIN
7711072397) (Construction) have until May 27, 2009, to submit
proofs of claims to:

         N. Tarakanova
         Insolvency Manager
         Sovetskaya St. 4
         4400026 Penza
         Russia

The Arbitration Court of Moscow commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. A40–27446/08–88-64B.

The Debtor can be reached at:

         CJSC Construction Management-8 Fundamentstroy
         Priorova St. 36
         125130 Moscow
         Russia


EKO-DOM-STROY LLC: Creditors Must File Claims by April 27
---------------------------------------------------------
Creditors of LLC Eko-Dom-Stroy (TIN 0275056897) (Construction)
have until April 27, 2009, to submit proofs of claims to:

         A. Lisitsa
         Temporary Insolvency Manager
         Post User Box 26
         45006 Ufa-61
         Bashkortostan
         Russia

The Arbitration Court of Bashkortostan will convene at 2:00 p.m.
on Sept. 3, 2009, to hear bankruptcy supervision procedure.  The
case is docketed under Case No. A07–18207/2008.

The Debtor can be reached at:

         LLC Eko-Dom-Stroy
         Silikatnaya St. 17
         450003 Ufa
         Bashkortostan
         Russia


GAZPROM OJSC: Moody's Downgrades Ratings on Senior Unsecured Debt
-----------------------------------------------------------------
Moody's Investors Service has downgraded the senior unsecured
issuer and debt ratings of OJSC Gazprom, the Russian integrated
gas company majority owned by the Russian state, to Baa1 from A3.
The outlook on the ratings is stable.

The downgrade of Gazprom reflects Moody's view that the economic
drivers of the financial profiles of Gazprom and the Russian state
are strongly correlated.  In particular, movements in oil and gas
prices and changes in the health of the Russian economy are
factors similarly impacting the fortunes of both parties.  As a
result, Moody's is reflecting in Gazprom's rating the fact that
the circumstances that might lead to transitions in the risk
profile of Gazprom are the same factors that would place strains
on, or positively impact, the Russian state's finances.  Moody's
therefore no longer believes it is appropriate to assign a rating
to Gazprom higher than that of the Russian Federation's rating of
Baa1.

The rating action does not reflect any changes in Moody's view of
Gazprom's stand-alone credit risk profile, equivalent to a Ba1, or
Moody's assessment of the high degree of support Moody's assumes
the Russian state would provide if necessary to Gazprom given its
strategic importance to the state which explains the uplift
assigned to the final rating.

Moody's furthermore notes that the agency continues to factor into
Gazprom's stand-alone risk profile the potential impact of
providing support to Gazprombank notwithstanding the earlier
decision by Gazprom to deconsolidate the bank.  Gazprom's stand-
alone profile takes into account the inherent strength of the
company's business, leading market positions and financial
wherewithal tempered by other factors including support for the
lower rated bank as well as other challenges associated with
operating in Russia.

The stable outlook reflects that of the Russian Federation, as,
given the high support assumption, Gazprom's ratings remain
sensitive to changes in sovereign credit quality.  A one-notch
change in the sovereign rating would result in a commensurate
change in the company's ratings, assuming no other changes to the
other rating factors.  Similarly, a material change in the state
support assumption for the company would also negatively impact
Gazprom's ratings.

Moody's previous rating action on Gazprom was on December 15,
2008, when the agency changed the outlook on Gazprom's ratings to
stable from positive reflecting the change in the outlook on the
Baa1 rating of the Russian Federation to stable from positive.

Gazprom headquartered in Moscow, Russia, is the world's largest
integrated gas company focused on the production, refining and
transportation of Russian gas to both domestic, Commonwealth of
Independent States, Baltic and European markets.  It also owns and
operates the Unified Gas Supply System in Russia, which is the
largest gas transportation, storage and processing system in the
world, comprising of nearly 158,500 kilometers of high-pressure
trunk pipelines and 25 underground gas storage facilities and is
the leading exporter of gas to Western Europe.


PUBLIC COMMMERCIAL: Creditors May File Claims
---------------------------------------------
Creditors of OJSC Public Commercial Bank may submit proofs of
claims to:

         Kosmonavta Leonova St. 2
         236000 Kaliningrad
         Russia


STEKLO-STROY OJSC: Creditors Must File Claims by May 27
-------------------------------------------------------
Creditors of LLC Steklo-Stroy (TIN 3304001604, PSRN 102330059634,
RVC 330401001) (Construction) have until May 27, 2009, to submit
proofs of claims to:

         A. Shurov
         Insolvency Manager
         Radiozavodskoe shosse 2a
         Murom
         602264 Vladimirskaya
         Russia

The Arbitration Court of Vladimirskaya commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. A11–7384/2008.

The Debtor can be reached at:

         LLC Steklo-Stroy
         Teplitskiy prospect 19
         Gus’-Khrustalnyy
         601505 Vladimirskaya
         Russia


TEKH-PROM-STROY LLC: Ryazanskaya Bankruptcy Hearing Set Aug. 25
---------------------------------------------------------------
The Arbitration Court of Ryazanskaya will convene at 10:15 a.m. on
Aug. 25, 2009, to hear bankruptcy supervision procedure on LLC
Tekh-Prom-Stroy (TIN 6229054053, PSRN 1066229060149)
(Construction).  The case is docketed under Case No. A54–
330/2009,-S1.

The Temporary Insolvency Manager is:

         O. Gudkova
         Liter O
         Mayakovskogo St. 1A
         390046 Ryazan'
         Russia

The Debtor can be reached at:

         LLC Tekh-Prom-Stroy
         Molodezhnaya St. 25a
         390010 Ryazan'
         Russia


TEREM LLC: Creditors Must File Claims by April 27
-------------------------------------------------
Creditors of LLC Terem (TIN 3329033710, PSRN 1053303600492, RVC
332901001) (Timber Houses Construction) have until April 27, 2009,
to submit proofs of claims to:

         L. Nikitina
         Insolvency Manager
         Post User Box 122
         600017 Vladimir
         Russia

The Arbitration Court of Vladimirskiy commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. A11–222/2009,.

The Debtor can be reached at:

         LLC Terem
         Apt. 350
         Bezymenskogo St. 11/6
         600035 Vladimir
         Russia


VOLGOGRAD PAINT: Creditors Must File Claims by May 27
-----------------------------------------------------
Creditors of LLC Volgograd Paint Materials Plant (TIN
3443061336, PSRN 1043400253907) have until May 27, 2009, to submit
proofs of claims to:

         A. Kharkov
         Insolvency Manager
         Post User Box 1032
         400105 Volgograd
         Russia

The Arbitration Court of Volgogradskaya commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. A12–15015/2008.

The Debtor can be reached at:

         LLC Volgograd Paint Materials Plant
         Pionerskaya St. 1
         400012 Volgograd
         Russia


WOOD-PROCESSING PLANT: Court Names as Insolvency Manager
--------------------------------------------------------
The Arbitration Court of Ulyanovskaya appointed Yu.Soluyanova as
Insolvency Manager for CJSC Wood-Processing Plant (TIN 7302008182,
PSRN 1027300536284).  The case is docketed under Case No. A72–
9531/05–21/50-B.  He can be reached at:

         Post User Box 969
         Dimitrovgrad-13
         433513 Ulyanovskaya
         Russia

The Debtor can be reached at:

         CJSC Wood-Processing Plant
         Zhukovskogo St. 6
         Dimitrovgrad
         433512 Ulyanovskaya
         Russia


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


AUTOPISTAS DE LEON: Moody's Withdraws Rating on EUR42 Mil. Notes
----------------------------------------------------------------
Moody's Investors Service has withdrawn the rating on the
EUR42 million European Investment Bank loan facility due 2031,
raised in 2001 by Autopistas de Leon, S.A., Concesionaria del
Estado, and guaranteed by MBIA Insurance Corporation.  Moody's has
withdrawn this rating for business reasons.

The rating withdrawal reflects Moody's current policy to withdraw
ratings on MBIA--wrapped securities for which there is no
published underlying rating.  Should MBIA's rating subsequently
move back into the investment grade range or should Aulesa
subsequently publish the underlying rating, Moody's would
reinstate the rating to the EIB Loan.

The rating on the EIB Loan has been withdrawn.

The last rating action was on February 18, 2009, when the
insurance financial strength rating of MBIA was downgraded to B3
from Baa1.

Aulesa is a special purpose company which holds a concession from
the Spanish government to operate a 37.5 km four-lane toll road
from the city of Astorga to the provincial capital of Leon in the
autonomous region of Castilla-Leon in the northwest of Spain.
Aulesa is a subsidiary of the Abertis group headquartered in
Barcelona, Spain.


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


C QUADRAT FONDS: Creditors Must File Proofs of Claim by May 22
--------------------------------------------------------------
Creditors owed money by JSC C Quadrat Fonds are requested to file
their proofs of claim by May 22, 2009, to:

         Dr. Silvan Hurlimann
         Talstrasse 20
         8001 Zurich
         Switzerland

The company is currently undergoing liquidation in Zurich.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Dec. 30, 2008.


CMHC LLC: Deadline to File Proofs of Claim Set May 27
-----------------------------------------------------
Creditors owed money by LLC CMHC are requested to file their
proofs of claim by May 27, 2009, to:

         JSC ACT Audit & Tax
         Scheideggstrasse 73
         8038 Zurich
         Switzerland

The company is currently undergoing liquidation in Rolle.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Jan. 23, 2009.


CRYSTAL CREDIT: More Losses Cue S&P's Junk Rating on Class C Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered and removed from
CreditWatch negative its ratings on all the classes of principal-
at-risk variable-rate notes issued by Crystal Credit Ltd., due to
the deterioration in claim activity and increase in aggregate
losses in that deal.

This transaction involves the securitization of payments related
to an indemnity-based excess-of-loss retrocession agreement
between Swiss Reinsurance Co. and Crystal Credit, covering the
risk on a defined portfolio of credit reinsurance treaties for the
underwriting years 2006 to 2008.

S&P has now received further information from Swiss Re, including
confidential information regarding its reserving levels and
additional analysis on the potential portfolio development under
various scenarios.

Based on this information S&P has concluded that the default
probability has increased for all classes of notes issued by
Crystal Credit, with the class C notes being most vulnerable to a
principal loss by the final legal maturity of the notes.  The
worse-than-expected downturn in the global economic environment is
the main driver behind the deterioration in claims activity for
this securitized portfolio of credit reinsurance treaties.  In
particular, the portfolio has been hit by a steep increase in
claims reported in the Spanish market.  The exposure in Spain
represented 16% of Swiss Re's portfolio by assigned credit limit
as of December 2008.

For the class C notes to incur a loss, aggregate losses have to
reach EUR666 million.  The last investor report provided by Swiss
Re, which is based on information as of Feb. 22, states current
reported aggregate losses to be ceded to Crystal Credit for the
underwriting years 2006–2008 of EUR424 million.  The aggregate
gross amount of losses is EUR221 million for underwriting year
2006, EUR211 million for 2007, and EUR79 million for 2008.
According to the terms of the retrocession agreement between
Crystal Credit and Swiss Re, Swiss Re will retain at least 10% of
the aggregate losses for each underwriting year.  The ultimate
percentage will depend on the gross reinsurance premium that Swiss
Re receives for each underwriting year.

Given the nature of the credit reinsurance business, it will take
about two years for premiums and losses reported to Swiss Re to
reach a stable level.  As such, S&P don't expect much variability
around the underwriting year 2006 reported figures.  For the
underwriting year 2008, on the other hand, the uncertainty remains
high as some of the credit reinsurance treaties are still at risk
(i.e., losses are still occurring) and premium and loss numbers
have only started to be reported to Swiss Re.

Although the treaties for the underwriting year 2007 are no longer
at risk, the delay in reporting means that there is still
significant uncertainty around the numbers reported to Swiss Re.
Further, the 2007 losses are already close to the 2006 loss level
and S&P expects that further losses will be reported.  As a
result, S&P has revised the ultimate loss ratio estimates used as
a basis for S&P's analysis above the historical loss ratios.

On March 30, S&P also received a notice that Swiss Re has
appointed Towers, Perrin, Forster & Crosby, Inc., a professionally
recognised actuarial firm, to act as the reserve validation firm
according to the terms of the retrocession agreement between
Crystal Credit and Swiss Re.  If Swiss Re delivers a proof of loss
in April 2012 which contains reported reserves greater than zero,
TPFC will conduct a review of the reported reserves with a report
being due 15 days after the delivery of proof of loss.  KPMG
Cayman Islands is the appointed claims reviewer.

The extended maturity for all classes of notes is June 30, 2012.
Swiss Re has the option to redeem one or more classes of notes
before the extended maturity.

S&P will continue to monitor the quarterly premium and loss
reports and request further information from Swiss Re as S&P deems
necessary until the maturity of the notes.

                           Ratings List

                      Crystal Credit Ltd.
     EUR252 Million Principal-At-Risk Variable-Rate Notes
      Ratings Lowered And Removed From CreditWatch Negative

                               Rating
                               ------
         Class          To                From
         -----          --                ----
         A              BB+               BBB-/Watch Neg
         B              B-                BB/Watch Neg
         C              CCC               B/Watch Neg


DAHAG ENGINEERING: Creditors Have Until May 22 to File Claims
-------------------------------------------------------------
Creditors owed money by LLC Dahag Engineering are requested to
file their proofs of claim by May 22, 2009, to:

         Dr. Silvan Hurlimann
         Talstrasse 20
         8001 Zurich
         Switzerland

The company is currently undergoing liquidation in Zurich.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Dec. 30, 2008.


LOGISTIK CONSULTING: Proof of Claim Filing Deadline is June 22
--------------------------------------------------------------
Creditors owed money by LLC Logistik Consulting are requested to
file their proofs of claim by June 22, 2009, to:

         Hochsuelstrasse 13
         5722 Granichen
         Switzerland

The company is currently undergoing liquidation in Granichen.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Dec. 2, 2008.


M & M CAFE: Creditors' Proofs of Claim Due by May 25
----------------------------------------------------
Creditors owed money by LLC M & M Cafe Turm are requested to file
their proofs of claim by May 25, 2009, to:

         Gartenweg 2
         6418 Rothenthurm
         Switzerland

The company is currently undergoing liquidation in Rothenthurm.
The decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Feb. 10, 2009.


MARROCHA LLC: June 18 Set as Deadline to File Claims
----------------------------------------------------
Creditors owed money by LLC Marrocha are requested to file their
proofs of claim by June 18, 2009, to:

         Rahim Zulkifli
         Hauptstrasse 46
         4446 Buckten
         Switzerland

The company is currently undergoing liquidation in Solothurn.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Feb. 18, 2009.


MODERN CARS: Creditors Must File Proofs of Claim by June 2
----------------------------------------------------------
Creditors owed money by LLC Modern Cars are requested to file
their proofs of claim by June 2, 2009, to:

         Kessler Alice
         Kantonsstrasse 149
         8807 Freienbach
         Switzerland

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


NETSCOUT SYSTEMS: Deadline to File Proofs of Claim Set May 4
------------------------------------------------------------
Creditors owed money by LLC NetScout Systems Switzerland are
requested to file their proofs of claim by May 4, 2009, to:

         JSC CMS von Erlach Henrici
         Dreikonigstrasse 7
         8022 Zurich
         Switzerland

The company is currently undergoing liquidation in Zurich.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Jan. 22, 2009.


OLW JSC: Creditors Have Until May 4 to File Claims
--------------------------------------------------
Creditors owed money by JSC OLW are requested to file their proofs
of claim by May 4, 2009, to:

         Mail Box: 1230
         6431 Schwyz
         Switzerland

The company is currently undergoing liquidation in Arth.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Feb. 4, 2009.


SWISS ALTERNATIVE: Proof of Claim Filing Deadline is June 2
-----------------------------------------------------------
Creditors owed money by JSC Swiss Alternative Investment are
requested to file their proofs of claim by June 2, 2009, to:

         Dr. Werner Erismann
         Company Arnold Wehinger Kaelin & Ferrari
         Riesbachstrasse 52
         8008 Zurich
         Switzerland

The company is currently undergoing liquidation in Lachen.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Jan. 12, 2009.


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


CONCERN SHAR: Creditors Must File Claims by April 16
----------------------------------------------------
Creditors of LLC Concern Shar (EDRPOU 25411017) have until
April 16, 2009, to submit proofs of claim to:

         I. Gusar
         Insolvency Manager
         Post Office Box 29
         01030 Kiev
         Ukraine

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 43/512.

The Court is located at:

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

The Debtor can be reached at:

         LLC Concern Shar
         Build. 2
         Lomonosov St. 34
         Kiev
         Ukraine


CORPORATION INDUSTRIAL: Fitch Cuts Issuer Default Rating to 'B-'
----------------------------------------------------------------
Fitch Ratings has downgraded Ukrainian-based steel producer
Corporation Industrial Union of Donbass's Long-term Issuer Default
Rating to 'B-' (B minus) from 'B'.  The Outlook on the Long-term
IDR is Negative.  At the same time, the agency has affirmed the
company's Short-term IDR at 'B'.  Fitch has simultaneously
withdrawn ISD's ratings.  The agency will no longer provide
ratings or analytical coverage on this issuer.

The downgrade reflects Fitch's view that the current global
recession and the associated volatility in the demand and pricing
of steel products have weakened ISD's capacity for meeting its
financial obligations and that as a result the company is likely
to breach its financial covenants in FY09.  The agency is
forecasting a 30% reduction in ISD's production volume for 2009,
which is likely to see the company record net debt/EBITDAR of
between 3.0-3.5x in FY09 versus the covenanted 2.6x under its loan
facilities.

The Negative Outlook reflects Fitch's view that the Ukrainian
metal and mining industry is expected to recover more slowly than
the global metal and mining industry.  ISD's high level of
indebtedness and limited covenant headroom in a challenging debt
and banking environment are also captured in the Negative Outlook.


DK-TOOL LLC: Creditors Must File Claims by April 16
---------------------------------------------------
Creditors of LLC DK-Tool (EDRPOU 31241145) have until April 16,
2009, to submit proofs of claim to Y. Vanzhula, Insolvency
Manager.

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 50/104.

The Court is located at:

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

The Debtor can be reached at:

         LLC DK-Tool
         M. Grushevsky St. 28/2
         01021 Kiev
         Ukraine


EVELCOM LLC: Creditors Must File Claims by April 16
---------------------------------------------------
Creditors of LLC Evelcom (EDRPOU 34602621) have until April 16,
2009, to submit proofs of claim to:

         E. Gavriliuk
         Insolvency Manager
         Office 87
         Konstantinovskaya St. 63/12
         Kiev
         Ukraine

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 43/75-b.

The Court is located at:

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

The Debtor can be reached at:

         LLC Evelcom
         Yaroslavskaya St. 58
         Kiev
         Ukraine


FOLGAT ENGINEERING: Creditors Must File Claims by April 16
----------------------------------------------------------
Creditors of LLC Folgat Engineering (EDRPOU 35134915) have until
April 16, 2009, to submit proofs of claim to LLC Euromet Whole
Sale Trade, Insolvency Manager.

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 44/80-b.

The Court is located at:

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

The Debtor can be reached at:

         LLC Folgat Engineering
         Office 1
         Vladimirskaya St. 7
         01025 Kiev
         Ukraine


GARDEN AND MARKET-GARDEN: Court Starts Bankruptcy Procedure
-----------------------------------------------------------
The Economic Court of Sumy commenced bankruptcy supervision
procedure on LLC Garden and Market-Garden (EDRPOU 21120843).

The Temporary Insolvency Manager is:

         O. Maliovany
         Sumy and Kiev divisions St. 24/2
         40024 Sumy
         Ukraine

The Court is located at:

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

The Debtor can be reached at:

         LLC Garden and Market-Garden
         Third Sumskaya St. 16-b
         40030 Sumy
         Ukraine


HYPERPIPE DELIVERY: Creditors Must File Claims by April 16
----------------------------------------------------------
Creditors of LLC Hyperpipe Delivery (EDRPOU 34603513) have until
April 16, 2009, to submit proofs of claim to:

         E. Gavriliuk
         Insolvency Manager
         Office 87
         Konstantinovskaya St. 63/12
         Kiev
         Ukraine

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 43/82-b.

The Court is located at:

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

The Debtor can be reached at:

         LLC Hyperpipe Delivery
         Yaroslavskaya St. 58
         Kiev
         Ukraine


RIA INTERFORM: Creditors Must File Claims by April 16
-----------------------------------------------------
Creditors of LLC Ria Interform (EDRPOU 35529551) have until
April 16, 2009, to submit proofs of claim to LLC Euromet Whole
Sale Trade, Insolvency Manager.

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 44/76-b.

The Court is located at:

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

The Debtor can be reached at:

         LLC Ria Interform
         V. Vasilevska St. 18
         04116 Kiev
         Ukraine


SEA TRANSPORT: Creditors Must File Claims by April 16
-----------------------------------------------------
Creditors of LLC Special Sea Transport (EDRPOU 32543201) have
until April 16, 2009, to submit proofs of claim to:

         I. Zakharchenko
         Insolvency Manager
         Office 53
         Oktiabrsky Avenue 325/4
         54052 Nikolayev
         Ukraine

The Economic Court of Nikolayev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 5/57/08.

The Court is located at:

         The Economic Court of Nikolayev
         Admiralskaya St. 22-a
         54009 Nikolayev
         Ukraine

The Debtor can be reached at:

         LLC Special Sea Transport
         Mir Avenue 36
         54034 Nikolayev
         Ukraine


TA-BOR LLC: Creditors Must File Claims by April 16
--------------------------------------------------
Creditors of LLC Trading Company Ta-Bor (EDRPOU 35912173) have
until April 16, 2009, to submit proofs of claim to LLC Vlas-Tech-
Equipment, Insolvency Manager.

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 15/93-b.

The Court is located at:

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

The Debtor can be reached at:

         LLC Trading Company Ta-Bor
         Office 1.203
         Build. 'Club'
         Vasilkovskaya St.
         03022 Kiev
         Ukraine


VINOGRADNIK LLC: Creditors Must File Claims by April 16
-------------------------------------------------------
Creditors of LLC Vinogradnik (EDRPOU 30972589) have until
April 16, 2009, to submit proofs of claim to:

         E. Gavriliuk
         Insolvency Manager
         Office 87
         Konstantinovskaya St. 63/12
         Kiev
         Ukraine

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 43/32-b.

The Court is located at:

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

The Debtor can be reached at:

         LLC Vinogradnik
         Soviet Ukraine Avenue 5
         Kiev
         Ukraine


YUR-COM LLC: Creditors Must File Claims by April 16
---------------------------------------------------
Creditors of LLC Yur-Com (EDRPOU 34807066) have until April 16,
2009, to submit proofs of claim to Y. Vanzhula, Insolvency
Manager.

The Economic Court of Kiev commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. 44/27-b.

The Court is located at:

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

The Debtor can be reached at:

         LLC YUR-COM
         Kikvidze St. 11
         01103 Kiev
         Ukraine


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


ABLE PRINT: Appoints Joint Liquidators from Tenon Recovery
----------------------------------------------------------
Jeremy Woodside and Christopher Ratten of Tenon Recovery were
appointed joint liquidators of Able Print Services Ltd. on March
6, 2009, for the creditors' voluntary winding-up proceeding.

The company can be reached through Tenon Recovery at:

         Arkwright House
         Parsonage Gardens
         Manchester
         M3 2LF
         England


AXEON HOLDINGS: Bank Loan Covenants Still Uncertain
---------------------------------------------------
The Scotsman's Hamish Rutherford reports that Axeon Holdings plc
on Thursday said that it has yet to reach an agreement with its
lender over its banking covenants.

Axeon however assured investors that it continued to have the
support of its main lender, the report notes.

The report relates Axeon said it expects to have concluded the
talks by the end of the month by which time it will have unveiled
its 2008 results.

The report recalls in February Axeon disclosed that it had
obtained waivers from Ironshield Capital Management, its principal
lender, over its debt until the end of February, and that it was
seeking an extension of those waivers.

In February, Axeon chief executive Lawrence Berns, as cited by the
report, said the company's future will be determined by its
bankers and the general direction of the economy, although he
insisted it had a technological edge in the sector.

Axeon Holdings plc -- http://www.axeon.com/-- is Europe's largest
independent supplier of lithium-ion battery solutions,
manufacturing over 5 million battery packs.  Axeon designs and
manufactures batteries and battery management systems for three
main sectors: automotive; power tools; and mobile power solutions.


BRITISH AIRWAYS: Maintains Loss Forecast, Layoffs Continue
----------------------------------------------------------
British Airways PLC expects to record an operating loss of GBP150
million (US$222 million) for the year ended March 31, in line with
its previous outlook, Kaveri Niththyananthan at Dow Jones reports.

The wider-than-expected operating loss, which doesn't include
severance costs of about GBP75 million, is attributed to ongoing
layoffs, the report says.

According to the report, British Airways has been offering
voluntary layoffs in response to the downturn hitting the global
airline industry.  Dow Jones recalls last October, some 450 of the
1,350 managers entitled to apply for voluntary departure took up
the offer, and the airline said Friday that a further 300 would
leave under the program at the end of May.

British Airways also expects around GBP20 million to GBP25 million
decrease in revenue after 13 straight months of declining traffic.
Dow Jones says the airline carried 2.6 million passengers last
month, down 8.2% from a year earlier, premium traffic dropped 13%,
while non-premium traffic was down 6% from March 2008.

                     About British Airways

Headquartered in Harmondsworth, England, British Airways Plc
(LON:BAY) -- http://www.ba.com/-- is engaged in the operation of
international and domestic scheduled air services for the carriage
of passengers, freight and mail, and the provision of ancillary
services.  The Company's principal place of business is Heathrow.
The Company also operates a worldwide air cargo business with its
scheduled passenger services.  The Company operates international
scheduled airline route networks, comprising some 300 destinations
at March 31, 2008.  During the fiscal year ended March 31, 2008
(fiscal 2008), British Airways carried more than 33 million
passengers.  It carried 805,000 tons of cargo to destinations in
Europe, the Americas and worldwide.  At March 31, 2008, it had 245
aircraft in service.  In July 2008, British Airways plc completed
the purchase of French airline L'Avion.

                        *     *     *

As reported in the Troubled Company Reporter-Europe on Mar. 10,
2009, Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on U.K.-based British Airways PLC to 'BB+'
from 'BBB-'.  At the same time, the rating remains on
CreditWatch with negative implications, where it was originally
placed on Jan. 27, 2009.

As reported in the Troubled Company Reporter-Europe on Feb. 13,
2009, Moody's lowered the Corporate Family Rating of British
Airways to Ba1, and assigned a Probability of Default Rating of
Ba1; the senior unsecured and subordinate ratings have been
lowered to Ba2 and Ba3, respectively.  The ratings remain under
review for possible downgrade.


CHELSEA HARBOUR: Duncar R. Beat Named Liquidator
------------------------------------------------
Duncan R. Beat of Tenon Recovery was appointed liquidator of
Chelsea Harbour Motor Company Ltd. on March 5, 2009, for the
creditors' voluntary winding-up proceeding.

The company can be reached through Tenon Recovery at:

         75 Springfield Road
         Chelmsford
         Essex
         CM2 6JB
         England


CONIVAL PLC: Taps Joint Liquidators from Tenon Recovery
-------------------------------------------------------
S. J. Parker and D. R. Beat of Tenon Recovery were appointed joint
liquidators of Conival Plc. on March 10, 2009, for the creditors'
voluntary winding-up proceeding.

The company can be reached through Tenon Recovery at:

         Sherlock House
         73 Baker Street
         London
         W1U 6RD
         England


D & B RIDLEY: Appoints Joint Liquidators from PKF
-------------------------------------------------
Matthew Gibson and Jonathan David Newell of PKF (UK) LLP were
appointed joint liquidators of D & B Ridley Ltd. on March 3, 2009,
for the creditors' voluntary winding-up proceeding.

The company can be reached through PKF (UK) LLP at:

         Sovereign House
         Queen Street
         Manchester
         M2 5HR
         England


LLOYDS BANKING: Moody's Cuts Subordinated Debt Rating
-----------------------------------------------------
Moody's Investors Service has downgraded the subordinated and
hybrid debt instruments issued by the two large banking groups in
the UK with government shareholdings: Royal Bank of Scotland Group
and Lloyds Banking Group.

The subordinated or hybrid instruments of these banks have been
affected by this action:

* Royal Bank of Scotland: Subordinated debt rating downgraded to
  Baa3 from A1, and hybrid debt to Ba1 from A2, except the
  National Westminster Ba1 rated non cumulative preference shares
  with voting rights which is downgraded to Ba2; ratings are under
  review for further possible downgrade pending the completion of
  the review on the bank's C- BFSR

* Royal Bank of Scotland Group: Subordinated debt rating
  downgraded to Ba1 from A2, and hybrid debt to Ba2 from A3,
  except the Ba2 rated non cumulative preference shares with
  voting rights which are downgraded to Ba3; ratings are under
  review for further possible downgrade pending the completion of
  the review on RBS' C- BFSR

* Lloyds TSB Bank: Subordinated debt rating downgraded to A3 from
  A1 (negative outlook), and hybrid debt to Baa1 from A2 (remains
  under review for possible downgrade)

* Lloyds Banking Group: Subordinated debt rating downgraded to
  Baa1 from A2 (negative outlook), and hybrid debt to Baa2 from A3
  (remains under review for possible downgrade)

* Bank of Scotland: Subordinated debt rating downgraded to Baa1
  from A1, and hybrid debt to Baa2 from A2; ratings are under
  review for further possible downgrade pending the completion of
  the review on Bank of Scotland's C- BFSR

* HBOS: Subordinated debt rating downgraded to Baa1 from A2, and
  hybrid debt to Baa2 from A3; ratings are under review for
  further possible downgrade pending the completion of the review
  on Bank of Scotland's C- BFSR

The rating action was prompted by the rating agency's concern that
systemic support may not be extended to these instruments in the
case of financial distress.  The 2009 Banking Act explicitly
provides a broad remit to allow the restructuring of financial
institutions with losses to subordinated and hybrid debt holders,
and this has increasingly been the practice in the recent
restructuring of a number of financial institutions in the UK.
Therefore, it is Moody's opinion that the ratings of subordinated
and hybrid instruments should be closely aligned to the bank's
BFSR and no longer benefit from the support that is expected for
senior creditors and depositors of these two large, systemically
important institutions.

In its Special Comment dated December 2008, Moody's began a
dialogue with market participants regarding a potential change to
its bank hybrid notching practices.  The proposal explored the
possibility of removing systemic support from bank hybrid ratings
and considered wider notching based on the hybrid's risk
characteristics.  This process continues for banks generally, but
as Moody's noted in its Special Comment, subordinated and hybrid
ratings will be adjusted as appropriate should circumstances
warrant as is the case for the subordinated and hybrid debt of
these two banks.

Moody's current ratings on banks' subordinated and hybrid
securities generally reflect the assumption that if a government
extends financial support to a bank in difficulty, that support
would also benefit subordinated and hybrid investors.  Moody's has
observed that UK systemic support to banks has recently been
limited to senior debt and deposits only.  In the restructuring of
the Dunfermline, Bradford & Bingley, and Northern Rock none of the
subordinated or hybrid debt instruments benefit from government
support measures, resulting in possible losses to investors;
furthermore, the 2009 Banking Act has specifically provided a
legal framework that enables such differentiating measures.
Moody's therefore believes that the risk to such instruments is
more closely aligned to the banks' other unsupported obligations,
as indicated by the Bank Financial Strength Rating which maps into
the alphanumerical Baseline Credit Assessment.

Until now, Moody's has notched the ratings of these banks'
subordinated and hybrid debt from the supported senior debt rating
by one and two notches, respectively.  Due to the potential lack
of systemic support for these instruments, the anchor for
subordinated and hybrid debt ratings issued by these institutions
will be the BCA which maps from the intrinsic strength of the bank
as indicated by Moody's published BFSR.  Notwithstanding, in its
rating of these subordinated and hybrid debt instruments Moody's
continues to include the benefit of parental support for Bank of
Scotland and HBOS.

The actual notching for subordinated and hybrid debt relative to
the anchor will remain unchanged reflecting the characteristics of
the instruments, i.e. their relative subordination vis-a-vis each
other in case of bankruptcy, apart from the non-cumulative
preference shares with voting rights discussed below.

The subordinated debt and hybrid issuance of Royal Bank of
Scotland plc (and its holding company Royal Bank of Scotland
Group), and Bank of Scotland plc (and its holding company HBOS
plc) remain on review for further downgrade pending the completion
of the review of the BFSRs of these entities, as the ratings will
move in line with the BFSR.

           Downgrade of Non-Cumulative Preference Shares
                        With Voting Rights

Moody's has downgraded the non-cumulative preference shares with
voting rights of the Royal Bank of Scotland Group from Ba2 to Ba3
at the holding company level, and from Ba1 to Ba2 at the operating
bank level.  The preference shares of Lloyds Banking Group were
downgraded from A3 to Baa2 at the holding company level, and from
A2 to Baa1 at the operating company level.  These securities
remain under review for possible downgrade, and the securities
that are identified as non-cumulative preference shares with
voting rights in certain circumstances and those that can get
voting rights through a substitution for non-cumulative preference
shares, will most likely be downgraded to Ba2 at the holding
company level and Ba1 at the main operating company level.  The
lower rating of the RBS instruments reflects the higher percentage
of government ownership and lower BFSR of RBS than Lloyds.

As reflected in Moody's earlier downgrade of these instruments of
RBS on March 11, 2009, Moody's considers that whereas the
nationalization of these instruments is not Moody's central
scenario, the potential loss to investors in such a situation,
would be very high.  Furthermore, Moody's are also concerned about
the possibility of a distressed exchange -- whereby the bank would
stop making coupon payments and offer to exchange these
instruments into equity so that hybrid investors would share the
risk of recapitalizing the bank with taxpayers.

Moody's considers that the announcement by both banks of their
participation in the UK Government's Asset Protection Scheme and
the issuance of B-shares to the government, confirms Moody's core
assumption that the UK government will try to avoid full
nationalization of these banks.  In addition, Moody's consider
that the larger than expected scope of the APS will provide
protection for holders of debt and hybrid instruments.

Nevertheless, given the possibility of the UK government
increasing its economic interest in both banks to high levels, the
risk of full nationalization in the future has increased.  The
Treasury has not provided guidance on its approach to potential
losses for hybrid debt holders in case of 100% government
ownership, but ultimately Moody's would expect to see a very high
level of loss for holders of non-cumulative preference shares with
the above voting right features in the case of the
nationalization, such as Moody's observed at Northern Rock.

Downgrades:

Issuer: Bank of Scotland Capital Funding L.P.

  -- Preferred Stock Preferred Stock, Downgraded to Baa2 from A2

Issuer: Bank of Scotland plc

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to
     Baa1 from A1

  -- Multiple Seniority Medium-Term Note Program, Downgraded to
     Baa1 from A1

  -- Preference Stock Preference Stock, Downgraded to Baa2 from A2

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa1 from
     A1

Issuer: Cheltenham & Gloucester plc

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to A3
     from A1

  -- Multiple Seniority Medium-Term Note Program, Downgraded to A3
     from A1

Issuer: HBOS CAPITAL FUNDING NO. 3 L.P.

  -- Preferred Stock Preferred Stock, Downgraded to Baa2 from A3

Issuer: HBOS Capital Funding No. 1 L.P.

  -- Preferred Stock Preferred Stock, Downgraded to Baa2 from A3

Issuer: HBOS Capital Funding No. 4 L.P.

  -- Preferred Stock Preferred Stock, Downgraded to Baa2 from A3

Issuer: HBOS Group Euro Finance (Jersey)

  -- Preferred Stock Preferred Stock, Downgraded to Baa2 from A3

Issuer: HBOS Group Sterling Finance L.P.

  -- Preferred Stock Preferred Stock, Downgraded to Baa2 from A3

Issuer: HBOS plc

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to
     Baa1 from A2

  -- Multiple Seniority Medium-Term Note Program, Downgraded to
     Baa1 from A2

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa1 from
     A2

Issuer: Halifax plc

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to
     Baa1 from A1

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa1 from
     A1

Issuer: Leeds Permanent Building Society

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to
     Baa1 from A1

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa1 from
     A1

Issuer: Lloyds Banking Group plc

  -- Preference Stock Preference Stock, Downgraded to Baa2 from A3

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa1 from
     A2

Issuer: Lloyds TSB Bank Plc

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to a
     range of Baa1 to A3 from a range of A2 to A1

  -- Multiple Seniority Medium-Term Note Program, Downgraded to A3
     from A1

  -- Preferred Stock Preferred Stock, Downgraded to Baa1 from A2

  -- Subordinate Regular Bond/Debenture, Downgraded to A3 from A1

Issuer: Lloyds TSB Capital 1 L.P.

  -- Preferred Stock Preferred Stock, Downgraded to Baa1 from A2

Issuer: Lloyds TSB Capital 2 L.P.

  -- Preferred Stock Preferred Stock, Downgraded to Baa1 from A2

Issuer: National Westminster Bank PLC

  -- Bank Financial Strength Rating, Downgraded to C- from B

  -- Junior Subordinated Conv./Exch. Bond/Debenture, Downgraded to
     Baa3 from A1

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to
     Baa3 from A1

  -- Multiple Seniority Shelf, Downgraded to a range of (P)Ba1 to
      (P)Baa3 from a range of (P)A2 to (P)A1

  -- Preference Stock Preference Stock, Downgraded to a range of
     Ba2 to Ba1 from a range of Ba1 to A2

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa3 from
     A1

Issuer: RBS Capital Trust A

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to Ba3
     from Ba2

Issuer: RBS Capital Trust B

  -- Preferred Stock Preferred Stock, Downgraded to Ba3 from Ba2

Issuer: RBS Capital Trust C

  -- Preferred Stock Preferred Stock, Downgraded to Ba3 from Ba2

Issuer: RBS Capital Trust D

  -- Preferred Stock Preferred Stock, Downgraded to Ba3 from Ba2

Issuer: RBS Capital Trust I

  -- Preferred Stock Preferred Stock, Downgraded to Ba3 from Ba2

Issuer: RBS Capital Trust II

  -- Preferred Stock Preferred Stock, Downgraded to Ba3 from Ba2

Issuer: RBS Capital Trust III

  -- Preferred Stock Preferred Stock, Downgraded to Ba3 from Ba2

Issuer: RBS Capital Trust IV

  -- Preferred Stock Preferred Stock, Downgraded to Ba3 from Ba2

Issuer: Royal Bank of Scotland Group plc

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to a
     range of Ba2 to Ba1 from a range of A3 to A2

  -- Multiple Seniority Medium-Term Note Program, Downgraded to
     Ba1 from A2

  -- Multiple Seniority Shelf, Downgraded to a range of (P)Ba2 to
      (P)Ba1 from a range of (P)A3 to (P)A2

  -- Preference Stock Preference Stock, Downgraded to a range of
     Ba3 to Ba2 from a range of Ba2 to A3

  -- Preferred Stock Preferred Stock, Downgraded to a range of Ba3
     to Ba2 from a range of Ba2 to A3

  -- Subordinate Regular Bond/Debenture, Downgraded to Ba1 from A2

  -- Senior Subordinated Regular Bond/Debenture, Downgraded to Ba1
     from A2

Issuer: Royal Bank of Scotland plc

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to
     Baa3 from A1

  -- Multiple Seniority Medium-Term Note Program, Downgraded to
     Baa3 from A1

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa3 from
     A1

Issuer: Royal Bank of Scotland plc, Australia Branch

  -- Multiple Seniority Medium-Term Note Program, Downgraded to
     Baa3 from A1

Issuer: Scotland International Finance No. 2 B.V.

  -- Multiple Seniority Medium-Term Note Program, Downgraded to
     Baa1 from A1

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa1 from
     A1

On Review for Possible Downgrade:

Issuer: Bank of Scotland plc

  -- Bank Financial Strength Rating, Placed on Review for Possible
     Downgrade, currently C-

Outlook Actions:

Issuer: Bank of Scotland Capital Funding L.P.

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: HBOS CAPITAL FUNDING NO. 3 L.P.

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: HBOS Capital Funding No. 1 L.P.

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: HBOS Capital Funding No. 4 L.P.

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: HBOS Group Euro Finance (Jersey)

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: HBOS Group Sterling Finance L.P.

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: HBOS plc

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: Halifax plc

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: Lloyds Banking Group plc

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: Lloyds TSB Bank Plc

  -- Outlook, Changed To Rating Under Review From Stable(m)

Issuer: Lloyds TSB Capital 1 L.P.

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: Lloyds TSB Capital 2 L.P.

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: RBS Capital Trust A

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: RBS Capital Trust B

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: RBS Capital Trust C

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: RBS Capital Trust D

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: RBS Capital Trust I

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: RBS Capital Trust II

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: RBS Capital Trust III

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: RBS Capital Trust IV

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: Royal Bank of Scotland Group plc

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: Scotland International Finance No. 2 B.V.

  -- Outlook, Changed To Rating Under Review From Stable

The last rating actions on the above banks' subordinated and
hybrid debt ratings are:

* Royal Bank of Scotland, 11 March 2009, non-cumulative preference
  shares downgraded to Ba1

* Royal Bank of Scotland Group, 11 March 2009, non-cumulative
  preference shares downgraded to Ba2

* Lloyds TSB Bank, 16 February 2009, subordinated and hybrid
  downgraded to A1/A2, stable outlook

* Lloyds Banking Group, 16 February 2009, subordinated and hybrid
  downgraded to A2/A3, stable outlook

* Bank of Scotland, 16 February 2009, subordinated and hybrid
  downgraded to A1/A2, stable outlook

* HBOS, 16 February 2009, subordinated and hybrid downgraded to
  A2/A3, stable outlook.


LYNMORE LTD: Brings in Joint Liquidators from BDO Stoy Hayward
--------------------------------------------------------------
Geoffrey Stuart Kinlan and William John Turner of BDO Stoy Hayward
LLP were appointed joint liquidators of The Lynmore Ltd. on
March 4, 2009, for the creditors' voluntary winding-up proceeding.

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

         Prospect Place
         85 Great North Road
         Hatfield
         Hertfordshire
         AL9 5BS
         England


MANSARD MORTGAGES: S&P Cuts Ratings on Three Tranches to 'B'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered and put on CreditWatch
negative the ratings on three tranches and placed on CreditWatch
negative 11 other tranches issued by Mansard Mortgages 2006-1 PLC,
Mansard Mortgages 2007-1 PLC, and Mansard Mortgages 2007-2 PLC.
The senior 'AAA' rated notes in Mansard 2006-1 and Mansard 2007-1
remain unaffected.

The downgrades and CreditWatch placements follow deteriorating
collateral performance in these transactions, including recent
sharp increases in arrears.  In the six months before the most
recent interest payment date, total delinquencies (including
repossessions) in Mansard 2006-1, Mansard 2007-1, and Mansard
2007-2 increased to 40.28%, 29.98%, and 17.70% from 19.13%,
17.12%, and 10.94%, respectively.

Increasing effective loan-to-value ratios, caused by the
continuing U.K. house price decline, have also negatively affected
the transactions.  This effect is most evident in Mansard 2007-2
where the underlying loans were originated in mid-2007, which is
considered to have been the peak of the U.K. property market.
The junior notes are most susceptible to worsening collateral
performance, which has led us to downgrade the class B2a notes in
Mansard 2006-1 and the class B2 notes in Mansard 2007-1 and
Mansard 2007-2.

The downgrades and CreditWatch negative placements are based on
S&P's credit analysis of the underlying collateral.  S&P will now
carry out a detailed cash flow analysis of all three deals and
will release the results of S&P's analysis, together with any
effects on the ratings on the notes placed on CreditWatch, in due
course.

                           Ratings List

         Ratings Lowered and Placed on Creditwatch Negative
              Mansard Mortgages 2006-1 PLC
        GBP500 Million Mortgage-Backed Floating-Rate Notes

                                   Rating
                                   ------
              Class       To                    From
              -----       --                    ----
              B2a         B/Watch Neg           BB

                 Mansard Mortgages 2007-1 PLC
        GBP250 Million Mortgage-Backed Floating-Rate Notes

                                   Rating
                                   ------
              Class       To                    From
              -----       --                    ----
              B2          B/Watch Neg           BB

                Mansard Mortgages 2007-2 PLC
        GBP550 Million Mortgage-Backed Floating-Rate Notes

                                   Rating
                                   ------
              Class       To                    From
              -----       --                    ----
              B2          B/Watch Neg           BB

              Ratings Placed on Creditwatch Negative

                  Mansard Mortgages 2006-1 PLC
       GBP500 Million Mortgage-Backed Floating-Rate Notes

                                   Rating
                                   ------
              Class       To                    From
              -----       --                    ----
              M1a         AA/Watch Neg          AA
              M2a         A/Watch Neg           A
              B1a         BBB/Watch Neg         BBB

                 Mansard Mortgages 2007-1 PLC
      GBP250 Million Mortgage-Backed Floating-Rate Notes

                                   Rating
                                   ------
              Class       To                    From
              -----       --                    ----
              M1          AA/Watch Neg          AA
              M2          A/Watch Neg           A
              B1          BBB/Watch Neg         BBB

                Mansard Mortgages 2007-2 PLC
      GBP550 Million Mortgage-Backed Floating-Rate Notes

                                   Rating
                                   ------
              Class       To                    From
              -----       --                    ----
              A1          AAA/Watch Neg         AAA
              A2          AAA/Watch Neg         AAA
              M1          AA/Watch Neg          AA
              M2          A/Watch Neg           A
              B1          BBB/Watch Neg         BBB


ROYAL BANK: Mulls Further Layoffs to Reduce Cost
------------------------------------------------
The Royal Bank of Scotland Group plc said it will cut jobs in
addition to 2,700 previously announced, Bloomberg News reports.

The report relates the move comes as RBS plans to reduce costs by
GBP2.5 billion (US$3.7 billion) over three years to help repay a
GBP20 billion taxpayer bailout as quickly as possible.

"We can only be honest and say that this will not be the end of
the story and more are expected in the U.K. and internationally in
the period ahead," Bloomberg News quoted Chairman Philip Hampton
as saying in an advance copy of his speech to shareholders.

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.

                            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: Shareholders OK Redemption of GBP5BB Preference Shares
------------------------------------------------------------------
Ragnhild Kjetland at Dow Jones Newswires reports The Royal Bank of
Scotland Group plc's shareholders approved Friday a proposal to
replace preference shares with ordinary shares.

According to the report, by a 99.71% majority, shareholders voted
to raise GBP5.37 billion by issuing new ordinary shares to redeem
GBP5 billion in preference shares issued to the government in
December.

No ordinary shareholders took part in that capital hike, resulting
in 57.9% government ownership of the bank, the report says.

The report relates the bank chose to replace the preference shares
because they came with a five-year dividend ban as well as a
punitive 12% annual coupon.

The Troubled Company Reporter-Europe on Mar. 2, 2009, citing The
Wall Street Journal, reported that the U.K. government agreed to
provide RBS with as much as GBP25.5 billion (US$36.64 billion) in
capital and insure GBP300 billion of the bank's assets.  The
recent help given to RBS is part of U.K.'s GBP500 billion bank-
insurance plan announced in January.

Under the funding agreement, the Journal said RBS will pay a fee
of GBP6.5 billion to participate in the insurance plan.  The bank
will also absorb the first GBP20 billion in losses on the GBP300
billion asset pool before the insurance kicks in, and will be
responsible for 10% of subsequent losses, the Journal disclosed.

RBS will also pay the insurance fee, and raise an additional GBP13
billion in fresh capital, by issuing special "B" shares to the
government, according to the Journal.

                            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: Considers Brendan Nelson for a Board Post
-----------------------------------------------------
The Royal Bank of Scotland Group plc has asked Brendan Nelson, a
senior partner at accounting giant KPMG, to become a non-executive
director, Reuters reports citing the Sunday Telegraph.  RBS also
lined up Mr. Nelson to head its audit committee, the report says.

Rueters relates the Sunday Telegraph said Mr. Nelson has indicated
his interest in the post but cited people close to the bank as
saying the appointment could still fall through and other
candidates were also being considered.

                            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: Shareholders Reject Salary Report
---------------------------------------------
AFP reports that the shareholders of Royal Bank of Scotland voted
down a key salary report for the group's top executives Friday
last week.

Citing a company spokesman, AFP discloses shareholders attending
an annual general meeting in Edinburgh voted 90.42 percent in
favor of rejecting the 2008 remuneration report, which includes a
one-million-dollar annual pension for the group's outgoing chief
executive Fred Goodwin.

The rejection, AFP says, will have no impact on Mr. Goodwin's
multi-million pound (dollar) pension.

AFP notes that while RBS chairman Philip Hampton told shareholders
in Edinburgh that the pension contract was legal, the executive
said they're looking to see if there are any opportunities for
redress.

AFP relates in an interview with Sky News Mr. Hampton said that
Mr. Goodwin was considering a "voluntary reduction" in his pension
worth GBP703,000 a year (EUR772,000, US$1.04 million).

However, according to the Telegraph, sources close to the former
RBS chief executive insisted that although Mr. Goodwin had
discussed the matter with Mr. Hampton, they had failed to reach an
agreement and Mr. Goodwin now regarded the matter as closed.

The Telegraph recalls Mr. Goodwin agreed to leave RBS after the
government stepped in to save the bank last October with a
taxpayer-funded bail-out.  As part of his severance deal the
company agreed to pay him his full pension from the age of 50,
including a tax-free lump sum of GBP2.7 million, the Telegraph
notes.

As reported in the Troubled Company Reporter-Europe on Feb. 27,
2009, Bloomberg News said the Treasury, through its bank holding
company U.K. Financial Investments, said in a Feb. 25 statement it
has been "vigorously pursuing" with the new chairman of  RBS how
it can claw back "some or all of this pension."  The bank has
agreed to review Mr. Goodwin's entitlement and whether there is a
legal basis to challenge it, the Treasury said in the statement
obtained by Bloomberg News.

The Troubled Company Reporter-Europe on Mar. 2, 2009, citing The
Wall Street Journal, reported that the U.K. government agreed to
provide RBS with as much as GBP25.5 billion (US$36.64 billion) in
capital and insure GBP300 billion of the bank's assets.  The
recent help given to RBS is part of U.K.'s GBP500 billion bank-
insurance plan announced in January.

Under the funding agreement, the Journal said RBS will pay a fee
of GBP6.5 billion to participate in the insurance plan.  The bank
will also absorb the first GBP20 billion in losses on the GBP300
billion asset pool before the insurance kicks in, and will be
responsible for 10% of subsequent losses, the Journal disclosed.

RBS will also pay the insurance fee, and raise an additional GBP13
billion in fresh capital, by issuing special "B" shares to the
government, according to the Journal.

                            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: Moody's Downgrades Hybrid Debt Rating to 'Ba1'
----------------------------------------------------------
Moody's Investors Service has downgraded the subordinated and
hybrid debt instruments issued by the two large banking groups in
the UK with government shareholdings: Royal Bank of Scotland Group
and Lloyds Banking Group.

The subordinated or hybrid instruments of these banks have been
affected by this action:

* Royal Bank of Scotland: Subordinated debt rating downgraded to
  Baa3 from A1, and hybrid debt to Ba1 from A2, except the
  National Westminster Ba1 rated non cumulative preference shares
  with voting rights which is downgraded to Ba2; ratings are under
  review for further possible downgrade pending the completion of
  the review on the bank's C- BFSR

* Royal Bank of Scotland Group: Subordinated debt rating
  downgraded to Ba1 from A2, and hybrid debt to Ba2 from A3,
  except the Ba2 rated non cumulative preference shares with
  voting rights which are downgraded to Ba3; ratings are under
  review for further possible downgrade pending the completion of
  the review on RBS' C- BFSR

* Lloyds TSB Bank: Subordinated debt rating downgraded to A3 from
  A1 (negative outlook), and hybrid debt to Baa1 from A2 (remains
  under review for possible downgrade)

* Lloyds Banking Group: Subordinated debt rating downgraded to
  Baa1 from A2 (negative outlook), and hybrid debt to Baa2 from A3
  (remains under review for possible downgrade)

* Bank of Scotland: Subordinated debt rating downgraded to Baa1
  from A1, and hybrid debt to Baa2 from A2; ratings are under
  review for further possible downgrade pending the completion of
  the review on Bank of Scotland's C- BFSR

* HBOS: Subordinated debt rating downgraded to Baa1 from A2, and
  hybrid debt to Baa2 from A3; ratings are under review for
  further possible downgrade pending the completion of the review
  on Bank of Scotland's C- BFSR

The rating action was prompted by the rating agency's concern that
systemic support may not be extended to these instruments in the
case of financial distress.  The 2009 Banking Act explicitly
provides a broad remit to allow the restructuring of financial
institutions with losses to subordinated and hybrid debt holders,
and this has increasingly been the practice in the recent
restructuring of a number of financial institutions in the UK.
Therefore, it is Moody's opinion that the ratings of subordinated
and hybrid instruments should be closely aligned to the bank's
BFSR and no longer benefit from the support that is expected for
senior creditors and depositors of these two large, systemically
important institutions.

In its Special Comment dated December 2008, Moody's began a
dialogue with market participants regarding a potential change to
its bank hybrid notching practices.  The proposal explored the
possibility of removing systemic support from bank hybrid ratings
and considered wider notching based on the hybrid's risk
characteristics.  This process continues for banks generally, but
as Moody's noted in its Special Comment, subordinated and hybrid
ratings will be adjusted as appropriate should circumstances
warrant as is the case for the subordinated and hybrid debt of
these two banks.

Moody's current ratings on banks' subordinated and hybrid
securities generally reflect the assumption that if a government
extends financial support to a bank in difficulty, that support
would also benefit subordinated and hybrid investors.  Moody's has
observed that UK systemic support to banks has recently been
limited to senior debt and deposits only.  In the restructuring of
the Dunfermline, Bradford & Bingley, and Northern Rock none of the
subordinated or hybrid debt instruments benefit from government
support measures, resulting in possible losses to investors;
furthermore, the 2009 Banking Act has specifically provided a
legal framework that enables such differentiating measures.
Moody's therefore believes that the risk to such instruments is
more closely aligned to the banks' other unsupported obligations,
as indicated by the Bank Financial Strength Rating which maps into
the alphanumerical Baseline Credit Assessment.

Until now, Moody's has notched the ratings of these banks'
subordinated and hybrid debt from the supported senior debt rating
by one and two notches, respectively.  Due to the potential lack
of systemic support for these instruments, the anchor for
subordinated and hybrid debt ratings issued by these institutions
will be the BCA which maps from the intrinsic strength of the bank
as indicated by Moody's published BFSR.  Notwithstanding, in its
rating of these subordinated and hybrid debt instruments Moody's
continues to include the benefit of parental support for Bank of
Scotland and HBOS.

The actual notching for subordinated and hybrid debt relative to
the anchor will remain unchanged reflecting the characteristics of
the instruments, i.e. their relative subordination vis-a-vis each
other in case of bankruptcy, apart from the non-cumulative
preference shares with voting rights discussed below.

The subordinated debt and hybrid issuance of Royal Bank of
Scotland plc (and its holding company Royal Bank of Scotland
Group), and Bank of Scotland plc (and its holding company HBOS
plc) remain on review for further downgrade pending the completion
of the review of the BFSRs of these entities, as the ratings will
move in line with the BFSR.

           Downgrade Of Non-Cumulative Preference Shares
                        With Voting Rights

Moody's has downgraded the non-cumulative preference shares with
voting rights of the Royal Bank of Scotland Group from Ba2 to Ba3
at the holding company level, and from Ba1 to Ba2 at the operating
bank level.  The preference shares of Lloyds Banking Group were
downgraded from A3 to Baa2 at the holding company level, and from
A2 to Baa1 at the operating company level.  These securities
remain under review for possible downgrade, and the securities
that are identified as non-cumulative preference shares with
voting rights in certain circumstances and those that can get
voting rights through a substitution for non-cumulative preference
shares, will most likely be downgraded to Ba2 at the holding
company level and Ba1 at the main operating company level.  The
lower rating of the RBS instruments reflects the higher percentage
of government ownership and lower BFSR of RBS than Lloyds.

As reflected in Moody's earlier downgrade of these instruments of
RBS on March 11, 2009, Moody's considers that whereas the
nationalization of these instruments is not Moody's central
scenario, the potential loss to investors in such a situation,
would be very high.  Furthermore, Moody's are also concerned about
the possibility of a distressed exchange -- whereby the bank would
stop making coupon payments and offer to exchange these
instruments into equity so that hybrid investors would share the
risk of recapitalizing the bank with taxpayers.

Moody's considers that the announcement by both banks of their
participation in the UK Government's Asset Protection Scheme and
the issuance of B-shares to the government, confirms Moody's core
assumption that the UK government will try to avoid full
nationalization of these banks.  In addition, Moody's consider
that the larger than expected scope of the APS will provide
protection for holders of debt and hybrid instruments.

Nevertheless, given the possibility of the UK government
increasing its economic interest in both banks to high levels, the
risk of full nationalization in the future has increased.  The
Treasury has not provided guidance on its approach to potential
losses for hybrid debt holders in case of 100% government
ownership, but ultimately Moody's would expect to see a very high
level of loss for holders of non-cumulative preference shares with
the above voting right features in the case of the
nationalization, such as Moody's observed at Northern Rock.

Downgrades:

Issuer: Bank of Scotland Capital Funding L.P.

  -- Preferred Stock Preferred Stock, Downgraded to Baa2 from A2

Issuer: Bank of Scotland plc

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to
     Baa1 from A1

  -- Multiple Seniority Medium-Term Note Program, Downgraded to
     Baa1 from A1

  -- Preference Stock Preference Stock, Downgraded to Baa2 from A2

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa1 from
     A1

Issuer: Cheltenham & Gloucester plc

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to A3
     from A1

  -- Multiple Seniority Medium-Term Note Program, Downgraded to A3
     from A1

Issuer: HBOS CAPITAL FUNDING NO. 3 L.P.

  -- Preferred Stock Preferred Stock, Downgraded to Baa2 from A3

Issuer: HBOS Capital Funding No. 1 L.P.

  -- Preferred Stock Preferred Stock, Downgraded to Baa2 from A3

Issuer: HBOS Capital Funding No. 4 L.P.

  -- Preferred Stock Preferred Stock, Downgraded to Baa2 from A3

Issuer: HBOS Group Euro Finance (Jersey)

  -- Preferred Stock Preferred Stock, Downgraded to Baa2 from A3

Issuer: HBOS Group Sterling Finance L.P.

  -- Preferred Stock Preferred Stock, Downgraded to Baa2 from A3

Issuer: HBOS plc

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to
     Baa1 from A2

  -- Multiple Seniority Medium-Term Note Program, Downgraded to
     Baa1 from A2

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa1 from
     A2

Issuer: Halifax plc

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to
     Baa1 from A1

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa1 from
     A1

Issuer: Leeds Permanent Building Society

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to
     Baa1 from A1

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa1 from
     A1

Issuer: Lloyds Banking Group plc

  -- Preference Stock Preference Stock, Downgraded to Baa2 from A3

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa1 from
     A2

Issuer: Lloyds TSB Bank Plc

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to a
     range of Baa1 to A3 from a range of A2 to A1

  -- Multiple Seniority Medium-Term Note Program, Downgraded to A3
     from A1

  -- Preferred Stock Preferred Stock, Downgraded to Baa1 from A2

  -- Subordinate Regular Bond/Debenture, Downgraded to A3 from A1

Issuer: Lloyds TSB Capital 1 L.P.

  -- Preferred Stock Preferred Stock, Downgraded to Baa1 from A2

Issuer: Lloyds TSB Capital 2 L.P.

  -- Preferred Stock Preferred Stock, Downgraded to Baa1 from A2

Issuer: National Westminster Bank PLC

  -- Bank Financial Strength Rating, Downgraded to C- from B

  -- Junior Subordinated Conv./Exch. Bond/Debenture, Downgraded to
     Baa3 from A1

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to
     Baa3 from A1

  -- Multiple Seniority Shelf, Downgraded to a range of (P)Ba1 to
      (P)Baa3 from a range of (P)A2 to (P)A1

  -- Preference Stock Preference Stock, Downgraded to a range of
     Ba2 to Ba1 from a range of Ba1 to A2

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa3 from
     A1

Issuer: RBS Capital Trust A

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to Ba3
     from Ba2

Issuer: RBS Capital Trust B

  -- Preferred Stock Preferred Stock, Downgraded to Ba3 from Ba2

Issuer: RBS Capital Trust C

  -- Preferred Stock Preferred Stock, Downgraded to Ba3 from Ba2

Issuer: RBS Capital Trust D

  -- Preferred Stock Preferred Stock, Downgraded to Ba3 from Ba2

Issuer: RBS Capital Trust I

  -- Preferred Stock Preferred Stock, Downgraded to Ba3 from Ba2

Issuer: RBS Capital Trust II

  -- Preferred Stock Preferred Stock, Downgraded to Ba3 from Ba2

Issuer: RBS Capital Trust III

  -- Preferred Stock Preferred Stock, Downgraded to Ba3 from Ba2

Issuer: RBS Capital Trust IV

  -- Preferred Stock Preferred Stock, Downgraded to Ba3 from Ba2

Issuer: Royal Bank of Scotland Group plc

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to a
     range of Ba2 to Ba1 from a range of A3 to A2

  -- Multiple Seniority Medium-Term Note Program, Downgraded to
     Ba1 from A2

  -- Multiple Seniority Shelf, Downgraded to a range of (P)Ba2 to
      (P)Ba1 from a range of (P)A3 to (P)A2

  -- Preference Stock Preference Stock, Downgraded to a range of
     Ba3 to Ba2 from a range of Ba2 to A3

  -- Preferred Stock Preferred Stock, Downgraded to a range of Ba3
     to Ba2 from a range of Ba2 to A3

  -- Subordinate Regular Bond/Debenture, Downgraded to Ba1 from A2

  -- Senior Subordinated Regular Bond/Debenture, Downgraded to Ba1
     from A2

Issuer: Royal Bank of Scotland plc

  -- Junior Subordinated Regular Bond/Debenture, Downgraded to
     Baa3 from A1

  -- Multiple Seniority Medium-Term Note Program, Downgraded to
     Baa3 from A1

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa3 from
     A1

Issuer: Royal Bank of Scotland plc, Australia Branch

  -- Multiple Seniority Medium-Term Note Program, Downgraded to
     Baa3 from A1

Issuer: Scotland International Finance No. 2 B.V.

  -- Multiple Seniority Medium-Term Note Program, Downgraded to
     Baa1 from A1

  -- Subordinate Regular Bond/Debenture, Downgraded to Baa1 from
     A1

On Review for Possible Downgrade:

Issuer: Bank of Scotland plc

  -- Bank Financial Strength Rating, Placed on Review for Possible
     Downgrade, currently C-

Outlook Actions:

Issuer: Bank of Scotland Capital Funding L.P.

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: HBOS CAPITAL FUNDING NO. 3 L.P.

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: HBOS Capital Funding No. 1 L.P.

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: HBOS Capital Funding No. 4 L.P.

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: HBOS Group Euro Finance (Jersey)

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: HBOS Group Sterling Finance L.P.

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: HBOS plc

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: Halifax plc

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: Lloyds Banking Group plc

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: Lloyds TSB Bank Plc

  -- Outlook, Changed To Rating Under Review From Stable(m)

Issuer: Lloyds TSB Capital 1 L.P.

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: Lloyds TSB Capital 2 L.P.

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: RBS Capital Trust A

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: RBS Capital Trust B

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: RBS Capital Trust C

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: RBS Capital Trust D

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: RBS Capital Trust I

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: RBS Capital Trust II

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: RBS Capital Trust III

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: RBS Capital Trust IV

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: Royal Bank of Scotland Group plc

  -- Outlook, Changed To Rating Under Review From Negative

Issuer: Scotland International Finance No. 2 B.V.

  -- Outlook, Changed To Rating Under Review From Stable

The last rating actions on the above banks' subordinated and
hybrid debt ratings are:

* Royal Bank of Scotland, 11 March 2009, non-cumulative preference
  shares downgraded to Ba1

* Royal Bank of Scotland Group, 11 March 2009, non-cumulative
  preference shares downgraded to Ba2

* Lloyds TSB Bank, 16 February 2009, subordinated and hybrid
  downgraded to A1/A2, stable outlook

* Lloyds Banking Group, 16 February 2009, subordinated and hybrid
  downgraded to A2/A3, stable outlook

* Bank of Scotland, 16 February 2009, subordinated and hybrid
  downgraded to A1/A2, stable outlook

* HBOS, 16 February 2009, subordinated and hybrid downgraded to
  A2/A3, stable outlook.


TATA MOTORS: In Talks to Refinance US$2 Bln of JLR Bridge Loan
--------------------------------------------------------------
Abhineet Kumar at Business Standard reports that Tata Motors is in
talks with its lenders to refinance about US$2 billion of the US$3
billion bridge loan it took in June last year to acquire the
Jaguar and Land Rover (JLR) brands from Ford.

The company, the report recalls, had repaid US$1 billion of the
bridge loan from the proceeds of a rights issue and stake sales in
group firms Tata Steel and Tata Teleservices to other Tata
companies.

The report relates the company asked its lenders to refinance the
remaining US$2 billion as a term loan.

According to the report, the company could not raise the remaining
amount by April, as originally planned, owing to the tightening
global market following the sub-prime meltdown.

The bridge loan, whose lead managers include Citigroup and JP
Morgan, is due for repayment on June 1, the report notes.

Citing a banker familiar with the developments, the report says it
will take at least four to six weeks before the refinancing issues
are finalized as the banks are renegotiating the loan terms.

                          Equity Issue

Tata Motors has postponed plans for an overseas equity issue and
sale of investments, although a company spokesperson said it "will
continue to pursue further divestment plans as outlined earlier,
judiciously and in the right market conditions".

                        About Tata Motors

India's largest automobile company, Tata Motors Limited --
http://www.tatamotors.com/-- is mainly engaged in the business
of automobile products consisting of all types of commercial and
passenger vehicles, including financing of the vehicles sold by
the company.  The company's operating segments consists of
Automotive and Others.  In addition to its automotive products,
it offers construction equipment, engineering solutions and
software operations.  TML is listed on the Bombay Stock
Exchange, the National Stock Exchange of India and New York
Stock Exchange.  It was ultimately 33.4% owned by the Tata Group
as of December 2007.

Tata Motors has operations in Russia and the United Kingdom.

                          *     *     *

As reported in the Troubled Company Reporter-Asia Pacific on
Mar. 27, 2009, Standard & Poor's Ratings Services lowered its
corporate credit rating on India-based automaker Tata Motors Ltd.
to 'B+' from 'BB-'.  The rating remains on CreditWatch with
negative implications, where it was placed on Dec. 12, 2008.  At
the same time, S&P lowered its issue rating on the company's
senior unsecured notes to 'B+' from 'BB-' and also kept the rating
on CreditWatch with negative implications.

The rating action follows material deterioration in Tata Motors'
cash flows and related metrics on a consolidated basis, derived
from an adverse operating environment, which, combined with
significantly high debt levels, will affect its credit protection
measures beyond those consistent with a 'BB' rating category.


TATA STEEL: Fitch Cuts Long-Term Foreign Currency IDR to 'B+'
-------------------------------------------------------------
Fitch Ratings has downgraded Tata Steel Limited's Long-term
foreign currency Issuer Default Rating to 'BB+' from 'BBB-' (BBB
minus), and its National Long-term rating to 'AA(ind)' from
'AAA(ind)'.  Simultaneously, Fitch has also downgraded Tata Steel
U.K. Ltd's Long-term foreign currency IDR to 'B+' from 'BB'.  The
Outlook on all the ratings continues to be Negative.  The
instruments impacted by this rating action are listed at the end
of this Rating Action Commentary.

The downgrade reflects a sharp correction in global demand for
steel products in the past six months, the impact of which has
been severe in Europe, in turn impacting the profitability and
credit metrics of TSUK.  While TSL's India operations have also
been impacted by the sharp drop in prices, the volume impact has
been cushioned to an extent by continuing demand from the
construction and infrastructure space.  Fitch notes that the
management of TSL has responded by scaling back its capex plans
from approx. US$11 billion to approx. US$4.8 billion for FY09-
FY11, and has initiated measures to improve efficiencies by
restructuring some of its assets at TSUK as well as divesting some
of its uneconomical and non core assets.  TSUK has also benefited
from significant cost reductions in the past six months which are
expected to provide benefits to the extent of approx. GBP600
million.  While Fitch has incorporated into its forecasts the
benefits of these initiatives coupled with the expected benefits
of raw material price reductions, these -- in Fitch's opinion --
would not be adequate to compensate for the sharp drop in
profitability at TSUK.

Consequently, Fitch expects financial leverage for the
consolidated entity to revert from its deleveraging trend and
increase to beyond the 3.5x net debt to EBITDA level indicated
previously as a negative rating trigger.  The agency continues to
take a consolidated view on TSL in line with its Parent and
Subsidiary Rating Linkage methodology -- with TSUK's rating
benefiting from potential parental support despite TSUK's
acquisition debt remaining non-recourse to TSL.  However, the
extent of this potential parental support factored in has been
reduced, placing the foreign currency IDR of TSUK at 'B+'.

The Negative Outlook continues to reflect the uncertainty over
demand and prices (especially in Europe), and also takes into
account the recent deterioration in conditions in Europe during
the past few weeks which could potentially impact TSUK more than
anticipated presently.  However, Fitch notes that TSUK's more
modest capex plans do provide it with some additional flexibility
and potentially therefore some downside protection.  In any event,
a financial leverage ratio in excess of 4.0x net debt to EBITDA on
a sustained basis would act as a negative trigger for the ratings.

Fitch has also reviewed the ability of the Tata group to provide
support to TSL.  While the agency notes the sharp drop in
valuations of key listed entities in the group -- potentially
limiting its ability to provide support to all group companies --
it has drawn comfort from the valuations of some of the group's
unlisted entities, providing it with additional financial
flexibility not factored in at the time of Fitch's last review.
Additionally, in the context of potential group support, Fitch's
draws comfort from its assessment of the strategic importance of
TSL to the Tata group.  Therefore, Fitch continues to provide a
one-notch benefit to TSL's Long-term foreign currency IDR and
National Long-term rating on account of expected support.  Any
weakening of linkages between the group and TSL, and/or the
group's inability to provide support would continue to act as
negative triggers to the rating.

The revised ratings continue to reflect the strength of TSL's low
cost operations in India, with captive sources of iron-ore and
coal.  The liquidity profile of the group remains satisfactory,
with repayments of its debt obligations being fairly back ended.
While Fitch expects EBITDA generation to remain under pressure,
the consolidated entity would benefit from the release of working
capital on account of lower production and expectation of lower
iron-ore and coal prices for its TSUK operations.  With existing
cash balances of US$1.36 billion and undrawn lines of US$933
million as at March 31, 2009, TSL's liquidity position is expected
to remain comfortable.  However, Fitch notes that the drop in
EBITDA at TSUK could potentially lead to a breach of some of its
covenants stipulated in the financing agreements.  TSL has
initiated discussions with its bankers to resolve this issue and
Fitch would continue to monitor this closely.

TSL is the flagship of the Tata Group and the sixth-largest steel
producer in the world.  TSL's revenue composition remains tilted
towards Europe, which contributed 69% of revenues in FY08, with
India contributing 15%, Asia contributing12% and 5% from other
markets.

Fitch has also downgraded the ratings on TSL and TSUK's debt
instruments:

TSL:

  -- Long Term Debt aggregating INR58.5 billion: National
     Long-term rating at 'AA(ind)';

  -- Non-Convertible Debenture Issue of INR20 billion: National
     Long-term rating at 'AA (ind)';

  -- Non-Convertible Debenture Issue of INR15 billion: National
     Long-term rating at 'AA (ind)';

  -- Fund Based Cash Credit Limits of INR10.6 billion and Non-Fund
     Based Limits of INR23.40 billion: National Long- term rating
     at 'AA(ind)';

  -- Fund Based Limits of INR7.25 billion and Non-Fund Based
     Limits of INR7.6 billion: National Short-term rating at
     'F1+(ind)'; and Commercial Paper/Short Term Debt of
     INR9.75 billion: National Short-term rating of 'F1+(ind)'.

TSUK and its subsidiaries:

  -- Senior Secured Bank Loan Facilities aggregating
     GBP3.67 billion: Long-term rating at 'BB-' (BB minus).


URSUS EPC: Moody's Junks Ratings on Two Classes of Notes
--------------------------------------------------------
Moody's Investors Service has downgraded these classes of Notes
issued by Ursus EPC p.l.c. (amounts reflecting initial
outstandings):

  -- GBP114,900,000 Class A Commercial Mortgage Backed Floating
     Rate Notes due 2012 downgraded to A1, previously on 4 August
     2005 assigned Aaa;

  -- GBP9,700,000 Class B Commercial Mortgage Backed Floating
     Rate Notes due 2012 downgraded to Baa3 , previously on 4
     August 2005 assigned Aa2;

  -- GBP9,700,000 Class C Commercial Mortgage Backed Floating
     Rate Notes due 2012 downgraded to Ba3, previously on 4 August
     2005 assigned A2;

  -- GBP9,500,000 Class D Commercial Mortgage Backed Floating
     Rate Notes due 2012 downgraded to Caa1, previously on 4
     August 2005 assigned Baa3;

  -- GBP5,388,221 Class E Commercial Mortgage Backed Floating
     Rate Notes due 2012 downgraded to Ca, previously on 4 August
     2005 assigned Ba3.

At the same time Moody's has affirmed the ratings of the Class X1,
X3 and X4 Notes.  Moody's has not rated the Class X2 and V Notes
issued by Ursus EPC p.l.c.

The rating action concludes a review for possible downgrade that
was initiated for the Class A, Class B, Class C, Class D and Class
E Notes on 10 February 2009.

Ursus EPC p.l.c. closed in August 2005 and represents the true-
sale securitization of initially nine commercial mortgage loans
that were secured by 23 properties throughout the UK.  Five of the
loans prepaid reducing the pool balance to approximately GBP47.5m
as of January 2009.  Currently four loans remain in the pool
secured by eight properties; (i) the Castlegate Shopping Centre
Loan (76% of the current pool balance) secured by a single
shopping centre located in Stockton-on-Tees, (ii) the TK Maxx Loan
(16.5% of the current pool balance) secured by a distribution
warehouse in Wakefield, (iii) the Lamorna Loan (6% of the current
pool balance) secured by 5 properties dominated by retail in
London and (iv) the Shazr Loan (1.5% of the current pool balance)
secured by a single mixed use building located in London.  The
Lamorna Loan and the Shazr Loan are cross defaulted.

The downgrade was prompted by (i) the refinancing profile of the
transaction with all loans maturing in 2009 or 2010, (ii) the
observed negative value development of the properties in the
portfolio and expected further declines in value throughout 2009,
and (iii) the anticipated work-out strategy in relation to
potentially defaulting loans.

Property values in the UK have been declining over the course of
2008 and are expected to decline further until 2010.  Moody's
anticipates that the transaction's average loan-to-value will
reach 109% in late 2009/early 2010 with the loan's individual LTVs
ranging between 89% and 114%.  Combined with commercial real
estate and lending markets that are expected to remain stalled,
this results in a significant refinancing risk for the remaining
loans in the portfolio.

As Moody's does not expect a meaningful recovery of the UK
commercial real estate market until the transaction's legal final
maturity in 2012, ultimate principal losses for more junior
classes of Notes are very likely.  Due to Moody's anticipation
that upon loan defaults, the servicer will not pursue an immediate
sale of the respective property security, the more senior classes
of Notes face the risk of higher than currently expected real
estate value declines and deteriorating occupational markets.

The biggest loan in the remaining portfolio, the Castlegate
Shopping Center Loan, is secured by a 1972 built shopping center
in Stockton-on-Tees.  The interest only loan matures in April
2010.  The property is let to 72 tenants.  The main tenant
Woolworths (12% of current rent) is in administration since
November 2008.  Other larger tenants include Wilkinsons Hardware
and Boots.  The vacancy rate in the center (not taking into
account the Woolworths space) is 6% on a sqft basis.  About 16% of
the leases (by rent payable) expire during the remaining term of
the loan.  Without the Woolworths tenancy, the weighted average
remaining lease term is above 10 years driven by some very long
leases.  Since closing of the transaction in August 2005, the
property cash flows have been in line with Moody's expectations.
The underwriter's ICR has slightly increased until the last IPD,
when it dropped from 1.5x to 1.28x mainly due to the exclusion of
Woolworth rental income.  So far, the property has been revalued
on a semi-annual basis at the borrower's discretion with the last
update in September 2008.  As of September 2008, the U/W market
value declined by approximately 1.5% to GBP47.3 million compared
to 48.0 million in March 2008.  The U/W market value of the
shopping center at closing was GBP45.1 million.

In Moody's opinion, the value of the shopping center has declined
significantly in 2008, especially in Q4 2008.  After incorporating
a further value decline over the coming quarters, Moody's
anticipates that the value will fall to GBP31.6 million ("trough
value") late 2009 / early 2010, which represents a net initial
yield of 9.1% (disregarding Woolworths income) and a 30% decline
since closing in 2005.  Consequently, the Moody's LTV at or around
the loan's maturity in April 2010 is 114% which in Moody's view
makes a refinancing at that date unlikely, even if commercial real
estate lending markets recover to some extend until then.

For the remaining three loans, Moody's also adjusted its
refinancing risk assessment and its value assumptions.  Moody's
Model Value changes resulted in a Moody's LTV of 98% (reflecting a
29% value decline compared to the U/W value at closing) for the TK
Maxx Loan and a combined Moody's LTV for the Lamorna Loan and
Shazr Loan of 88% (reflecting a 32% decline compared to the U/W
value at closing).  These value assumptions and corresponding
LTV's take into account Moody's expected trough values late
2009/early 2010.  In Moody's view, as for the Castlegate Shopping
Center Loan, given the current and anticipated state of the UK
commercial real estate lending and investment markets over 2009
and 2010, a refinancing of the loans in October 2009 (Lamorna Loan
and Shazr Loan) and April 2010 (TK Maxx Loan) is unlikely.

Moody's expects that in case of a loan default, the servicer would
not pursue an immediate sale of the property in the currently
depressed market.  Such an immediate sale would crystallize a loss
in the transaction.  The rental cash flows generated by the
mortgaged properties are expected to remain relatively stable; for
example, the TK Maxx Loan benefits from a lease with NBC Apparel
until March 2015; NBC Apparel's rental payments are guaranteed by
TJX Companies (A3).  Moody's anticipates that the servicer's
strategy would include a stand-still and collection of rental cash
flows as part of loan recovery.  Moody's has incorporated this
expectation into its analysis, hereby assuming a moderate increase
of property values from 2011 onwards.  Moody's currently expects
that potential work-out strategies will be defined taking into
account the legal final maturity of the transaction in July 2012.

Given the heightened default risk of the securitized loans,
recovery aspects, which can be measured by note-to-value levels,
become important.  Based on Moody's assumed trough values, the
Class D NTV is 102% and the Class E NTV is 109%.  As such, in
Moody's central scenario, principal losses on those junior Classes
of Notes are highly likely, bearing in mind that no meaningful
property value recovery back to 2008 levels is expected until the
legal final maturity of the transaction.  For more senior classes
of Notes, which still show NTVs of below 100% based on trough
values, the risk of more than currently expected value declines
has substantially increased.

In the possible scenario that the loans default on their
respective maturity dates, potentially arising special servicing
fees rank senior to Note interest payments in the waterfall.  As
these fees are not absorbed by the Class X Notes, this increases
the risk of interest shortfalls on the Notes.  Moody's downgrade
of the Class E Notes considers this additional risk.

Moody's affirmed the ratings of the Classes X1, X3 and X4 Notes.
The Class X Notes are entitled to receive prepayment fees in
connection with the underlying loans and the difference between
(i) interest payable on the loans and (ii) interest payable on the
Notes and certain costs.  The liquidity facility can be used to
cover potential interest shortfalls on the Class X Notes.  In
relation to principal, the Class X Notes benefit from equivalent
amounts deposited on the Class X Account.  Given these
characteristics, the ratings of the Class X Notes are not affected
by the increased credit risk of the loan portfolio.


* Large Companies with Insolvent Balance Sheet
----------------------------------------------

                                Shareholders    Total   Working
                                    Equity      Assets   Capital
                          Ticker    (US$MM)    (US$MM)   (US$MM)
                          ------ -----------  -------   --------

AUSTRIA
-------
Libro AG                            (110)         174     (168)
Sky Europe                            (4)         213      (54)


BELGIUM
-------
Sabena S.A.                          (85)       2,215     (279)


CYPRUS
------
Allbury Travel                        (5)         275     (100)
Libra Holidays                        (5)         275     (100)

CZECH REPUBLIC
--------------
Ceskomoravska Kolben &
   Danek Praha Holding               (89)         192      (59)
Setuza A.S.                          (61)         139      (62)


DENMARK
-------
Elite Shipping                       (28)         101        3
Roskilde Bank                       (533)       7,877      N.A.


FRANCE
------
BSN Glasspack                       (101)       1,151      159
Grande Paroisse S.A.                (927)         629      347
Immob Hoteliere                      (67)         301      (17)
Lab Dosilos                          (28)         110      (44)
Matussiere et Forest S.A  MTF        (78)         294      (38)
Pagesjaunes GRP           PAJ     (3,023)       1,377     (453)
Rhodia SA                           (342)       6,507      712
SDR Centrest                        (132)        (252)     N.A.
Selcodis S.A.             SPVX       (21)         141      (36)
Trouvay Cauvin                        (0)         134        9


GERMANY
-------
Alno AG                   ANO        (21)         340      (88)
Brokat AG                            (27)         144      109
CBB Holding AG            COB        (43)         905      N.A.
Cinemaxx AG               MXC        (38)         178      (47)
Dortmunder
   Actien-Brauerei        DABG       (13)         118      (27)
EECH Group AG                          0          109       57
EM.TV AG                  EV4G.BE    (22)         849       19
Kaufring AG               KAUG       (19)         151      (48)
Kunert AG                            (28)         102       29
Maternus Kliniken AG      MAK.F      (17)         182      (99)
Nordsee AG                            (8)         195      (14)
P & T Technology                       0          109       57
Primacom AG               PRC        (14)         730      (68)
Rinol AG                               0          168       (6)
Sander AG                             (6)         128       32
Sinnleffers AG                        (4)         454     (182)
Spar Handels- AG          SPAG      (442)       1,433     (294)
TA Triumph-Adler          TWN        (66)         484      (77)
Vivanco Gruppe                       (10)         131       28


GREECE
------
Empedos SA                           (34)         175      (57)
Noussa Spin                          (11)         450     (107)
Petzetakis-PFC            PETZP      (15)         294     (143)
Radio A.Korassidis        KORA      (101)         181     (165)
   Commercial
Themeliodome                         (56)         232     (128)
United Textiles                      (11)         450     (107)


HUNGARY
-------
Brodograde Indus                   (322)         264      (366)
IPK Osijek DD OS                    (15)         124       (82)
OT Optima Teleko                    (26)         119         7


ICELAND
-------
Decode Genetics                    (187)         111        48


IRELAND
-------
Elan Corp PLC             ELN      (388)       1,599       705
Waterford Wed Ut          WTFU     (506)         821       364


ITALY
-----
Binda S.p.A.              BND        (11)         129      (23)
Cirio Finanziaria S.p.A.            (422)       1,583      N.A.
Gruppo Coin S.p.A.        GC        (152)         791      (61)
Compagnia Italia          ICT       (138)         527     (318)
Credito Fondiario
   e Industriale S.p.A.             (200)       4,213      N.A.
Fullsix                               (4)         114      (18)
I Viaggi del
   Ventaglio S.p.A.       VVE        (73)         540     (127)
Lazzio S.p.A.                        (15)         261      (40)
Olcese S.p.A.             OLCI.MI    (13)         180      (80)
Parmalat Finanziaria
   S.p.A.                        (18,4219)       4,121  (16,919)
Snia S.p.A.               SN         (25)         488       31
Technodiffusione
   Italia S.p.A.          TDIFF.PK   (90)         152      (30)


LUXEMBOURG
----------
Carrier1 International S.A.          (95)         472      393


NETHERLANDS
-----------
Baan Company N.V.         BAAN        (8)         610       46
James Hardie Ind.                   (238)       2,357      184
United Pan-Euro Air       UPC     (5,505)       5,113   (9,170)


NORWAY
------
Interoil Exploration      IOX        (25)         210      (11)
Petroleum-Geo Services    PGO        (18)         400     (758)


POLAND
------
Toora                               (289)          147     (86)


PORTUGAL
--------
Lisgrafica Impressao
   e Artes Graficas SA    LIG         (4)          117     (27)


ROMANIA
-------
Oltchim RM Valce          OLT         (7)         673     (170)
Rafo Onesti               RAF       (430)         353     (616)


RUSSIA
------
Akcionernoe Brd                     (117)         135      (24)
East Siberia Brd          VSNK      (113)         148      (11)
Gukovugol                            (58)         144     (148)
OAO Samaraneftegas                  (332)         892     (611)
Vanadiy-Tula-Brd                     (12)         105       (3)
Vimpel Ship               SOVP      (116)         135      (24)
Zil Auto                  ZILLP     (240)         478     (447)


SWITZERLAND
-----------
Fortune Management                  (119)         265      (54)

TURKEY
------
Egs Ege Giyim VE                      (7)         147      (25)
Iktisat Financial                    (46)         108      N.A.
Mudurnu Tavukcul                     (65)         160     (115)
Nergis Holding                       (77)         299       38
Sifas                                (17)         117       21
Yasarbank                          (4,025)      2,644      N.A.

UKRAINE
-------
Dniprooblenergo           DNON       (51)         433     (200)
Donetskoblenergo          DOON      (367)         631     (469)


UNITED KINGDOM
--------------
Advance Display                   (3,016)       2,590     (411)
Airtours Plc                        (379)       1,818     (932)
Alldays Plc                         (120)         252     (290)
Amer Bus Sys                        (497)         121     (497)
Amey Plc                  AMY        (49)         932      (76)
Anker Plc                            (22)         115       16
Atkins (WS) Plc           ATK        (46)       1,345       58
Black & Edgingto                    (140)         203       23
BNB Recruitment                      (10)         104       38
Booker Plc                BKRUY      (60)       1,298      (13)
Bradstock Group           BDK         (2)         269        7
British Energy Ltd                (5,823)       4,921      534
British Energy Plc        BGY     (5,823)       4,921      534
British Sky Broadcast               (334)       8,126     (388)
Carlisle Group                       (12)         204       30
Compass Group             CPG       (668)       2,972     (440)
Danka Bus                           (497)         121     (497)
Dawson Holdings                      (18)         226      (63)
Dignity Plc               DTY         (9)         648       71
E-II Holdings                       (199)         651      149
Easynet Group             ESY.L      (45)         323       68
Electrical and Music
   Industries Group       EMI     (2,266)       2,950     (582)
European Home                        (14)         111      (70)
Farepak Plc                          (14)         111      (70)
Gartland Whalley                     (11)         145      (13)
Hilton Food Group                    (21)         256      (12)
Kleeneze Plc                         (14)         111      (70)
Ladbrokes Plc             LAD       (814)       2,403     (706)
Lambert Fenchurch Group               (1)       1,827        5
Leeds United                         (73)         144      (48)
M 2003 Plc                        (2,204)       7,204   (1,078)
Mytravel Group            MT.L      (380)       1,818     (931)
New Star Asset                      (398)         293       21
Next Plc                            (119)       3,161     (125)
Orange Plc                ORNGF     (594)       2,902       12
Orbis Plc                             (4)         128       (5)
Patientline Plc                      (55)         125      (10)
Preedy Alfred                       (119)       3,161     (125)
Rank Group Plc                      (132)       1,066     (175)
Regus Plc                            (46)         367      (97)
Rentokil Initial                      (8)       4,178     (886)
Saatchi & Saatchi         SSI       (119)         705      (66)
Samsonite Corp.                     (199)         651     (149)
SFI Group                 SUF       (108)         178     (265)
Skyepharma Plc            SKP       (140)         203       23
Smiths News Plc                     (124)         201      (92)
Styles & Wood                        (57)         107       (9)
Telewest
   Communications Plc     TLWT    (3,702)       7,581  (10,042)
Thorn Emi Plc                     (2,266)       2,950     (582)
Topps Tiles Plc                     (111)         195       18
Trio Finance                         (14)         592      N.A.
UTC Group                            (12)         204       30
Virgin Mobile                       (392)         166     (176)
Watson & Philip                     (120)         252     (290)

                            *********

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

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than US$3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Thursday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/booksto order any title today.

                            *********


S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter -- Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA.  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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