TCREUR_Public/090710.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

             Friday, July 10, 2009, Vol. 10, No. 135

                            Headlines

A U S T R I A

BESSON SPORTSWEAR: Creditors Must File Claims by July 24
EVENT TECHNIK: Claims Filing Deadline is July 22
FRANZ ADAMETZ: Creditors Must File Claims by July 22
J. REINBACHER: Claims Filing Deadline is July 20
NORTEL NETWORKS: Selected by Telecom Liechtenstein for UC Network


F R A N C E

ALCATEL-LUCENT SA: To Sell German Unit Dunkermotoren
NORTEL NETWORKS: Wins Court Nod to Sell French Unit


G E R M A N Y

AMERICAN AXLE: Loan Covenants Waived Until July 30
AMERICAN AXLE: May Seek Bankruptcy Protection in U.S.
GLOBAL SAFETY: Expects Restructuring Agreement With Lenders
HAPAG-LLOYD AG: Seeks Fresh Capital; May Apply for State Aid
HEIDELBERGCEMENT AG: S&P Affirms 'CCC+' Rating on Senior Bonds

LEAR CORP: Files for Ch 11 Bankruptcy; Plan Has Creditors' Okay
LEAR CORP: Case Summary & 50 Largest Unsecured Creditors
VISTEON CORP: US$5.1MM for Pre-Bankr. Debt to Foreign Vendors Ok'd
VIVACON AG: Deutsche Postbank Named Receiver for 2 Insolvent Units


I T A L Y

BANCA ITALEASE: Bad Loans Up in Second Quarter of 2009
BANCA ITALEASE: Banco Popolare to Reopen Bid Period for 70% Stake
CAFFARO SRL: Liquidator Gets Binding Offer for Property


I C E L A N D

KAUPTHING BANK: Bjorgolfsson Seeks Reprieve on ISK3 Billion Debt

* Iceland May Reach Deal With Creditors of Failed Banks Next Week


K A Z A K H S T A N

AIR SERVICE: Creditors Must File Claims by July 17
BUSINESS IRTYSH: Creditors Must File Claims by July 17
MANK-MARKET LLP: Creditors Must File Claims by July 17


K Y R G Y Z S T A N

OSH TEKS: Creditors Must File Claims by August 7


R O M A N I A

CURIERO: On the Brink of Insolvency


R U S S I A

BANK ZENIT: Fitch Assigns Rating on RUB3-Bil. Series 6 Bond Issue
EVRAZ GROUP: Raises US$900 Million in Bond and Share Sale
EVRAZ GROUP: Domestic Sales Volumes Up 50% in Second Qtr. of 2009
ING-STROY LLC: Court Names A. Gandaloev as Insolvency Manager
ONIIS LLC: Creditors Must File Claims by July 19

PROM-ARM LLC: Creditors Must File Claims by July 19
RUS-LES LLC: Irkutskaya Bankruptcy Hearing Set July 30
STROY-KOM LLC: Creditors Must File Claims by July 19
TMK OAO: S&P Downgrades Long-Term Corporate Credit Rating to 'B'


L U X E M B O U R G

GATE GOURMET: Moody's Changes Outlook on 'B2' Rating to Negative


N E T H E R L A N D S

LYONDELLBASELL AF: Default Cues Moody's to Withdraw Ratings
NORTEL NETWORKS: Selected by Ziggo for IP Telephony in Netherlands
ROMPETROL GROUP: S&P Affirms 'B' Long-Term Corporate Credit Rating


S P A I N

FTGENVAL TDA: Fitch Assigns 'BB' Rating on Series B Notes


S W I T Z E R L A N D

UBS AG: Swiss Gov't May Seize Data Sought by U.S. in Tax Probe


U K R A I N E

STANDARD LLC: Creditors Must File Claims by July 15
GRAND-GLOB-UKRAINE LLC: Creditors Must File Claims by July 15
LEOPOLIS-LOGISTICS LLC: Creditors Must File Claims by July 15
NAFTOGAZ UKRAINY: Ukraine to Increase Capital by UAH18.6 Billion
NOCK MOVERS: Creditors Must File Claims by July 15

SUPPLY INDUSTRIAL: Creditors Must File Claims by July 15


U N I T E D   K I N G D O M

BRIXTON PLC: Segro to Launch GBP250MM Share Issue to Fund Takeover
CATTLES PLC: Fitch Downgrades Issuer Default Ratings to 'RD'
GRACECHURCH CORPORATE: Moody's Junks Ratings on 4 Classes of Notes
GRACECHURCH CORPORATE: Moody's Junks Ratings on 2 Classes of Notes
HIGHLANDS INSURANCE: Files Motion for Permanent Injunction

ITV PLC: S&P Assigns 'BB-' Rating on EUR187.9 Mil. Senior Notes
LEHMAN BROTHERS: Court Sets September 22 Claims Bar Date
MG ROVER: British Government Denies Role in Collapse
NORTEL NETWORKS: UK Unit's Chapter 15 Petition Approved
SOUTHAMPTON LEISURE: Swiss Company Acquires Soccer Club

TEXTILE ASSEMBLIES: In Administration; 78 Jobs Affected

* UK: CMBOR Says Private Equity Buy-Outs Drop in First Half 2009

* BOOK REVIEW: Bankruptcy and Distressed Restructurings --


                         *********



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


BESSON SPORTSWEAR: Creditors Must File Claims by July 24
--------------------------------------------------------
Creditors of Besson Sportswear GmbH have until July 24, 2009 to
file their proofs of claim.

A court hearing for examination of the claims has been scheduled
for August 7, 2009 at 10:45 a.m.

For further information, contact the company's administrator:

         Mag. Christian Podoschek
         Dr. Karl Lueger-Ring 12
         1010 Wien
         Austria
         Tel: 533 16 95
         Fax: 535 56 86
         E-mail: podoschek@preslmayr.at


EVENT TECHNIK: Claims Filing Deadline is July 22
-----------------------------------------------
Creditors of Event Technik GmbH have until July 22, 2009, to file
their proofs of claim.

A court hearing for examination of the claims has been scheduled
for August 5, 2009 at 11:30 a.m.

For further information, contact the company's administrator:

         Dr. Karl Schirl
         Krugerstrasse 17/3
         1010 Wien
         Austria
         Tel: 513 22 31
         Fax: DW 1
         E-mail: dr.karl.schirl@der-rechtsanwalt.at


FRANZ ADAMETZ: Creditors Must File Claims by July 22
----------------------------------------------------
Creditors of Franz Adametz Financial Consulting GmbH have until
July 22, 2009, to file their proofs of claim.

A court hearing for examination of the claims has been scheduled
for August 5, 2009 at at 11:10 a.m.

For further information, contact the company's administrator:

         Dr. Kurt Freyler
         Seilerstatte 5
         1010 Wien
         Austria
         Tel: 513 31 65
         Fax: 512 20 01
         E-mail: ra-kanzlei@rant-freyler.at


J. REINBACHER: Claims Filing Deadline is July 20
------------------------------------------------
Creditors of J. Reinbacher GmbH have until July 20, 2009, to file
their proofs of claim.

A court hearing for examination of the claims has been scheduled
for August 4, 2009 at 9:30 a.m.

For further information, contact the company's administrator:

         Mag. Herbert Ortner
         Hauptplatz 46
         8570 Voitsberg
         Austria
         Tel: 03142/22303
         Fax: 03142/22303-6
         E-mail: office@recht-kompetent.at


NORTEL NETWORKS: Selected by Telecom Liechtenstein for UC Network
-----------------------------------------------------------------
Telecom Liechtenstein AG, a telecommunications service provider
serving more than 5,000 enterprise customers in Liechtenstein,
Austria and Switzerland, is modernizing its internal
communications infrastructure with a Unified Communications (UC)
solution provided by the Innovative Communications Alliance
between Microsoft and Nortel.

Nortel is integrating Microsoft's Office Communications Server
(OCS) environment with the company's existing Nortel voice
communication infrastructure to enable unified communications
applications that will simplify and speed up business operations,
improve the way employees communicate and enhance customer
service.  The new system will enable the 130 employees of Telecom
Liechtenstein in Vaduz to determine whether colleagues they wish
to contact are available, and then instantly make phone calls,
start conference calls and send e-mails and instant messages
through a simple mouse 'click' on their desktop.

The new unified communications network will also allow employees
to securely access the Telecom Liechtenstein corporate network via
mobile devices to retrieve information and respond more quickly to
enquiries.  In a second phase of this implementation, Telecom
Liechtenstein plans to offer a hybrid network unified
communications solution to enterprise customers in Liechtenstein,
Austria and Switzerland.

"With the support of our longstanding partner Nortel, we have been
able to simply and inexpensively modernise our internal
communication network within a tight project timeframe of only
eight weeks," said Christoph Beck, NGN project manager, Telecom
Liechtenstein.  "The new OCS environment will enable our
employees to not only communicate more efficiently, but also gain
experience using new UC applications to better help us roll out
UC solutions externally."

"Telecom Liechtenstein will derive considerable future benefits
from the unified communications solutions enabled by our
Innovative Communications Alliance," said Rolf Weidmann, sales
director, Service Providers, Nortel.  "Unified communications
bring speed and simplicity to business processes and improve
operations.  These new capabilities can also provide Telecom
Liechtenstein with new and innovative business opportunities
because many small and medium-sized enterprises could use Telecom
Liechtenstein's hybrid service to leverage the productivity
enhancements that unified communications offers themselves."

Nortel also provided system integration services to support
implementing Microsoft's Office Communications Server environment
with the Telecom Liechtenstein network upgrade.

Enterprise Innovative Communications Alliance solutions from
Nortel and Microsoft span four key areas: Voice, Telephony and
Unified Messaging; Unified Communications Integrated Branch ;
Multimedia Conferencing; and Data Networking.  The ICA is
delivering new solutions that empower customers to realize the
productivity potential of their organization by communications-
enabling their business processes.  The ICA has chalked up more
than 1200 wins with more than 200 Nortel service deployments
globally.

                      About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation
(NYSE/TSX: NT) -- http://www.nortel.com/-- delivers next-
generation technologies, for both service provider and enterprise
networks, support multimedia and business-critical applications.
Nortel's technologies are designed to help eliminate today's
barriers to efficiency, speed and performance by simplifying
networks and connecting people to the information they need, when
they need it.  Nortel does business in more than 150 countries
around the world.  Nortel Networks Limited is the principal direct
operating subsidiary of Nortel Networks Corporation.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young has been appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.  The Monitor also sought recognition of the CCAA
Proceedings in the Bankruptcy Court under Chapter 15 of the
Bankruptcy Code.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The Chapter 15 case is Bankr. D. Del. Case No. 09-10164.  Mary
Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll
& Rooney PC, in Wilmington, Delaware, serves as Chapter 15
petitioner's counsel.

Certain of Nortel's European subsidiaries have also made
consequential filings for creditor protection.  The Nortel
Companies related in a press release that Nortel Networks UK
Limited and certain subsidiaries of the Nortel group incorporated
in the EMEA region have each obtained an administration order
from the English High Court of Justice under the Insolvency Act
1986.  The applications were made by the EMEA Subsidiaries under
the provisions of the European Union's Council Regulation (EC)
No. 1346/2000 on Insolvency Proceedings and on the basis that
each EMEA Subsidiary's centre of main interests is in England.
Under the terms of the orders, representatives of Ernst & Young
LLP have been appointed as administrators of each of the EMEA
Companies and will continue to manage the EMEA Companies and
operate their businesses under the jurisdiction of the English
Court and in accordance with the applicable provisions of the
Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of US$11.6 billion and consolidated
liabilities of US$11.8 billion.  The Nortel Companies' U.S.
businesses are primarily conducted through Nortel Networks Inc.,
which is the parent of majority of the U.S. Nortel Companies.  As
of September 30, 2008, NNI had assets of about US$9 billion and
liabilities of US$3.2 billion, which do not include NNI's
guarantee of some or all of the Nortel Companies' about US$4.2
billion of unsecured public debt.

Bankruptcy Creditors' Service, Inc., publishes Nortel Networks
Bankruptcy News.  The newsletter tracks the chapter 11 proceeding
and ancillary foreign proceedings undertaken by Nortel Networks
Corp. and its various affiliates.  (http://bankrupt.com/newsstand/
or 215/945-7000)


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


ALCATEL-LUCENT SA: To Sell German Unit Dunkermotoren
----------------------------------------------------
Alcatel-Lucent SA is seeking buyers for its German unit
Dunkermotoren GmbH, Nicholas Comfort and Aaron Kirchfeld at
Bloomberg News report citing three people familiar with the
matter.

Bloomberg relates the people, who declined to be identified
because the negotiations are private, said the Bonndorf-based
electric motor maker, which has more than 600 employees, may fetch
about EUR200 million (US$278 million).  Citing one of the people
familiar with the matter, Bloomberg said the sale is scheduled to
begin this month and may be completed this year.

Bloomberg notes Regina Wiechens-Schwake, a Stuttgart-based
spokeswoman for Alcatel-Lucent, however said there's no official
sales process for Dunkermotoren at the moment and declined to
comment further.

                  About Alcatel-Lucent SA

France-based Alcatel-Lucent SA (Euronext Paris and NYSE: ALU) --
http://www.alcatel-lucent.com/-- provides product offerings that
enable service providers, enterprises and governments worldwide,
to deliver voice, data and video communication services to end
users.  In the field of fixed, mobile and converged broadband
networking, Internet protocol (IP) technologies, applications and
services, the company offers the end-to-end product offerings that
enable communications services for residential, business customers
and customers.  It has operations in more than 130 countries.  It
has three segments: Carrier, Enterprise and Services.  The Carrier
segment is organized into seven business divisions: IP, fixed
access, optics, multicore, applications, code division multiple
access networks and mobile access.  Its Enterprise business
segment provides software, hardware and services that interconnect
networks, people, processes and knowledge.  Its Services business
segment integrates clients' networks.  In October 2008, the
company completed the acquisition of Motive, Inc.

                         *     *     *

As reported in the Troubled Company Reporter-Europe on March 5,
2009, Standard & Poor's Ratings Services lowered to 'B+' from
'BB-' its long-term corporate credit ratings and senior unsecured
ratings on France-based telecom equipment and services supplier
Alcatel Lucent and its subsidiary Alcatel-Lucent USA Inc.
(formerly Lucent Technologies Inc.).  The 'B' short-term rating on
Alcatel Lucent was affirmed.  S&P said the outlook is negative.


NORTEL NETWORKS: Wins Court Nod to Sell French Unit
---------------------------------------------------
Nortel Networks Corporation obtained court approval to sell all
or part of its French research and development unit, Bloomberg
reported.

Nortel requested the sale of the unit, one of its two French
subsidiaries, as part of bankruptcy procedures filed in London in
January 2009.  A court in Versailles set an initial deadline of
August 20, 2009, for a possible sale of the unit.

Michel Clement, general manager for the two French units, said in
a telephone interview with Bloomberg that the company will
continue operations during the sales process.

"There is no doubt in my mind that we should be able to find
interested parties to take over these activities," Bloomberg
quoted Mr. Clement as saying.  He said that the sale could affect
about 480 jobs.

"The French company has been used by the rest of the group and
then left to die," said Reinhard Dammann, Esq., at Clifford
Chance Europe LLP, who represents the workers' committee at
Nortel Networks SA, the French unit being liquidated.

The committee opposed the sale, saying it was not properly
consulted on the plan to sell the unit before the bankruptcy was
filed, Bloomberg reported.

                      About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation
(NYSE/TSX: NT) -- http://www.nortel.com/-- delivers next-
generation technologies, for both service provider and enterprise
networks, support multimedia and business-critical applications.
Nortel's technologies are designed to help eliminate today's
barriers to efficiency, speed and performance by simplifying
networks and connecting people to the information they need, when
they need it.  Nortel does business in more than 150 countries
around the world.  Nortel Networks Limited is the principal direct
operating subsidiary of Nortel Networks Corporation.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young has been appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.  The Monitor also sought recognition of the CCAA
Proceedings in the Bankruptcy Court under Chapter 15 of the
Bankruptcy Code.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The Chapter 15 case is Bankr. D. Del. Case No. 09-10164.  Mary
Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll
& Rooney PC, in Wilmington, Delaware, serves as Chapter 15
petitioner's counsel.

Certain of Nortel's European subsidiaries have also made
consequential filings for creditor protection.  The Nortel
Companies related in a press release that Nortel Networks UK
Limited and certain subsidiaries of the Nortel group incorporated
in the EMEA region have each obtained an administration order
from the English High Court of Justice under the Insolvency Act
1986.  The applications were made by the EMEA Subsidiaries under
the provisions of the European Union's Council Regulation (EC)
No. 1346/2000 on Insolvency Proceedings and on the basis that
each EMEA Subsidiary's centre of main interests is in England.
Under the terms of the orders, representatives of Ernst & Young
LLP have been appointed as administrators of each of the EMEA
Companies and will continue to manage the EMEA Companies and
operate their businesses under the jurisdiction of the English
Court and in accordance with the applicable provisions of the
Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of US$11.6 billion and consolidated
liabilities of US$11.8 billion.  The Nortel Companies' U.S.
businesses are primarily conducted through Nortel Networks Inc.,
which is the parent of majority of the U.S. Nortel Companies.  As
of September 30, 2008, NNI had assets of about US$9 billion and
liabilities of US$3.2 billion, which do not include NNI's
guarantee of some or all of the Nortel Companies' about US$4.2
billion of unsecured public debt.

Bankruptcy Creditors' Service, Inc., publishes Nortel Networks
Bankruptcy News.  The newsletter tracks the chapter 11 proceeding
and ancillary foreign proceedings undertaken by Nortel Networks
Corp. and its various affiliates.  (http://bankrupt.com/newsstand/
or 215/945-7000)


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


AMERICAN AXLE: Loan Covenants Waived Until July 30
--------------------------------------------------
American Axle & Manufacturing Holdings, Inc., and American Axle &
Manufacturing, Inc., entered on June 30, 2009, into a Waiver and
Amendment to the Credit Agreement dated as of January 9, 2004, as
amended and restated as of November 7, 2008, among Holdings, AAM,
JPMorgan Chase Bank, N.A., as Administrative Agent for the lenders
party thereto, and J.P. Morgan Securities Inc. and Banc of America
Securities LLC, as Joint Lead Arrangers and Joint Bookrunners,
with the Administrative Agent and the Lenders party thereto.

The Waiver and Amendment, among other things, provides a waiver
through July 30, 2009, of the financial covenants relating to
secured indebtedness leverage and interest coverage as well as a
waiver of the collateral coverage requirement of the Credit
Agreement.  During the waiver period, AAM will be required to
maintain a daily minimum liquidity of US$100 million and will be
limited in its ability to incur, refinance or prepay certain debt,
make investments, and make restricted payments.  As a condition to
effectiveness of the Waiver and Amendment, AAM and substantially
all of its domestic subsidiaries have provided a security interest
to the Lenders over their domestic cash and cash equivalents.

The Waiver and Amendment is available at:

            http://ResearchArchives.com/t/s?3ec6

AAM and its Lenders remain in active discussions regarding further
modifications to the Revolving Credit Facility.  AAM believes that
the Waiver and Amendment is a positive step in this process.

As of June 30, 2009, AAM had approximately US$280 million of
liquidity, consisting of available cash, short-term investments
and committed borrowing capacity on its Revolving Credit Facility.

AAM was designated an essential supplier by General Motors Corp.
and Chrysler LLC and has collected substantially all pre-petition
trade receivables due from GM and Chrysler.

                      About American Axle

Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- is a world
leader in the manufacture, engineering, design and validation of
driveline and drivetrain systems and related components and
modules, chassis systems and metal-formed products for trucks,
sport utility vehicles, passenger cars and crossover utility
vehicles.  In addition to locations in the United States
(Michigan, New York, Ohio and Indiana), the Company also has
offices or facilities in Brazil, China, Germany, India, Japan,
Luxembourg, Mexico, Poland, South Korea, Thailand and the United
Kingdom.

                          *     *     *

As reported by the Troubled Company Reporter on June 11, 2009,
Fitch Ratings said its 'CCC' issuer default ratings on American
Axle & remain on Watch Negative.

According to the TCR on May 14, 2009, Moody's Investors Service
lowered American Axle's Probability of Default Rating to Caa3 from
Caa1, and its Corporate Family Rating to Ca from Caa1.  In a
related action Moody's also lowered the rating on the Company's
secured bank credit facilities to Caa2 from B2, lowered the rating
on the unsecured guaranteed notes to Ca from Caa2, and lowered the
rating on the unsecured convertible notes to Ca from Caa2.  The
Speculative Grade Liquidity Rating was affirmed at SGL-4.  The
outlook is negative.

Deloitte & Touche LLP, American Axle's auditor, has raised
substantial doubt about the ability of the Company to continue as
a going concern.  Deloitte noted the significant downturn in the
domestic automotive industry which has an adverse impact on
American Axle's two largest customers.


AMERICAN AXLE: May Seek Bankruptcy Protection in U.S.
-----------------------------------------------------
J.P. Morgan said that American Axle & Manufacturing Holdings,
Inc., might be the next auto supplier to file for bankruptcy
protection, Geoffrey Rogow at The Wall Street Journal reports.

J.P. Morgan, says WSJ, sees these possibilities for American Axle:

     -- covenant extensions,

     -- aid from General Motors Corp., and

     -- CEO Dick Dauch fighting to avoid Chapter 11.

Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- is a world
leader in the manufacture, engineering, design and validation of
driveline and drivetrain systems and related components and
modules, chassis systems and metal-formed products for trucks,
sport utility vehicles, passenger cars and crossover utility
vehicles.  In addition to locations in the United States
(Michigan, New York, Ohio and Indiana), the Company also has
offices or facilities in Brazil, China, Germany, India, Japan,
Luxembourg, Mexico, Poland, South Korea, Thailand and the United
Kingdom.

                          *     *     *

As reported by the Troubled Company Reporter on June 11, 2009,
Fitch Ratings said its 'CCC' issuer default ratings on American
Axle & remain on Watch Negative.

According to the TCR on May 14, 2009, Moody's Investors Service
lowered American Axle's Probability of Default Rating to Caa3 from
Caa1, and its Corporate Family Rating to Ca from Caa1.  In a
related action Moody's also lowered the rating on the company's
secured bank credit facilities to Caa2 from B2, lowered the rating
on the unsecured guaranteed notes to Ca from Caa2, and lowered the
rating on the unsecured convertible notes to Ca from Caa2.  The
Speculative Grade Liquidity Rating was affirmed at SGL-4.  The
outlook is negative.

Deloitte & Touche LLP, American Axle's auditor, has raised
substantial doubt about the ability of the Company to continue as
a going concern.  Deloitte noted the significant downturn in the
domestic automotive industry which has an adverse impact on
American Axle's two largest customers.


GLOBAL SAFETY: Expects Restructuring Agreement With Lenders
-----------------------------------------------------------
According to Bill Rochelle at Bloomberg News, Global Safety
Textiles Holdings LLC said it expects to have a restructuring
agreement with its lenders "in the very near term."

The report relates that promptly after filing for bankruptcy, the
Company filed a lawsuit in bankruptcy court against some of the
lenders, intending to stop them from enforcing guarantees against
non-debtor foreign operating companies.  The company wants an
injunction against collection action initially for 21 days to
afford time for negotiations on a workout and to avoid having the
foreign companies file insolvency petitions in Germany and
elsewhere.

The Company generated US$1.4 million of earnings before interest,
taxes, depreciation and amortization in the first five months of
2009 as auto manufacturing declined.

The chief restructuring officer said the company is worth as much
as US$82 million in a going-concern sale, compared with US$34
million in liquidation.

The Company's debt includes US$26.2 million owing on revolving
credits, US$137 million on a first-lien term loan, and US$34.1
million on a second-lien loan.  The loans matured on June 30.
Before maturity, there were covenant defaults, and interest hadn't
been paid.

                   About Global Safety Textiles

Greensboro, North Carolina-based Global Safety Textiles Holdings
LLC is a manufacturer of fabrics for auto air bags wholly owned by
Wilbur Ross's International Textile Group Inc. The company has
operations in three states in the U.S. and in five other
countries.  There are 217 employees in the U.S. and 3,000 abroad.

Global Safety filed for Ch. 11 on June 30, 2009 (Bankr. D. Del.
Case No.: 09-12234).  Foreign based affiliates GST ASCI Holdings
Mexico, Inc., GST ASCI Holdings Asia Pacific, GST ASCI Holdings
Europe II LLC, Global Safety Textiles Acquisition GmbH, GST
Widefabric International GmbH, and GST ASCI Holdings Europe, Inc.,
were included in the Chapter 11 filing.

Michael C. Shepherd, Esq., at White & Case LLP, serves as the
Debtors' bankruptcy counsel.  Attorneys at Fox Rothschild LLP
serves as co-counsel.  EPIQ Bankruptcy Systems is claims agent.
The petition says Global Safety's assets and debts are between
US$100 million to US$500 million.


HAPAG-LLOYD AG: Seeks Fresh Capital; May Apply for State Aid
------------------------------------------------------------
Robert Wright at The Financial Times reports that Hapag-Lloyd AG
has asked its shareholders for EUR1.75 billion (US$2.4 billion) in
fresh capital in a bid to secure its future.

The FT relates Hapag-Lloyd presented the demand at a meeting on
Wednesday in Hamburg attended by Tui, the travel and tourism
group, which holds a 43 percent stake, and the consortium of
Hamburg business interests that holds the remaining 57 percent.
According to the FT, it remains unclear whether the consortium -–
whose largest member is Klaus-Michael Kuehne, the logistics
entrepreneur -- will be willing to find the extra capital.

                          State Aid

Mr. Kuehne, the FT discloses, has already demanded in newspaper
interviews this week that Tui forgive all its EUR1.4 billion loans
to Hapag-Lloyd and that the company apply for state aid.  The FT
says an application for state aid remains a possibility if the
shareholders proved unable to find the money.

Hapag-Lloyd -- http://www.hapag-lloyd.com-- is the transportation
arm of German tourism giant TUI.  Subsidiary Hapag-Lloyd Container
Line, which accounts for most of Hapag-Lloyd's sales, operates a
fleet of about 135 containerships.  Overall, Hapag-Lloyd Container
Line's vessels have a capacity of more than 490,000 twenty-foot
equivalent units (TEU).  The unit's routes link Europe, Asia, the
Americas, and Africa.  In addition to freight transportation,
Hapag-Lloyd offers luxury ocean and river cruises under its Hapag-
Lloyd Cruises brand.  TUI sold Hapag-Lloyd's container operations
to a German investment group in March 2009.


HEIDELBERGCEMENT AG: S&P Affirms 'CCC+' Rating on Senior Bonds
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed the
'CCC+' rating on the senior unsecured bonds issued by Germany-
based building materials group HeidelbergCement AG
(B-/Negative/B), and subsidiaries HeidelbergCement Finance B.V.,
Hanson Ltd., and Hanson Australia Funding Ltd.  At the same time,
the bonds were removed from CreditWatch, where they were placed
with developing implications on June 24, 2009. S&P's recovery
rating on the bonds remains unchanged at '5', indicating S&P's
expectation of modest (10%-30%) recovery in the event of a payment
default.

The affirmation follows the completion of S&P's review of the
group's new debt structure, and further information on the
security package.  In affirming the ratings S&P has made no
material change to the assumptions underlying S&P's analysis,
including assumptions about valuation, seniority of bank
facilities, and pari passu ranking of unsecured bonds.  S&P has
from a recovery perspective valued the business on a going-concern
basis because S&P expects HC's leading market position in the
European and U.S. markets, satisfactory business risk profile, and
specific industry characteristics to be recognized by potential
buyers.

                           Ratings List

           Ratings Affirmed; CreditWatch/Outlook Action

                   Hanson Australia Funding Ltd.

                                To                 From
                                --                 ----
Senior Unsecured*              CCC+               CCC+/Watch Dev
  Recovery Rating               5                  5

                            Hanson Ltd.

                                To                 From
                                --                 ----
Senior Unsecured*
  US$750 mil 7.875% bnds due    CCC+               CCC+/Watch Dev
  09/27/2010
   Recovery Rating              5                  5
  US$750 mil 6.125% bnds due    CCC+               CCC+/Watch Dev
  08/15/2016
   Recovery Rating              5                  5

                  HeidelbergCement Finance B.V.

                                      To           From
                                      --           ----
Senior Unsecured*
  EUR50 mil callable fxd/fltg nts     CCC+        CCC+/Watch Dev
  due 06/06/2013
   Recovery Rating                    5           5
  EUR50 mil fltg rate euro high yield CCC+        CCC+/Watch Dev
  nts due 05/12/2014
   Recovery Rating                    5           5
  EUR30 mil fltg rate med-term nts    CCC+        CCC+/Watch Dev
  due 06/09/2015
   Recovery Rating                    5           5
  EUR480 mil 5.625% med-term nts      CCC+        CCC+/Watch Dev
  due 01/04/2018
   Recovery Rating                    5           5
  EUR1 bil 6.375% med-term nts        CCC+        CCC+/Watch Dev
  due 01/25/2012
   Recovery Rating                    5           5

               * Guaranteed by HeidelbergCement AG.
       N.B. This list does not include all ratings affected.


LEAR CORP: Files for Ch 11 Bankruptcy; Plan Has Creditors' Okay
---------------------------------------------------------------
Lear Corp. has received the support it was seeking from its bank
lenders and bondholders to move forward with its debt
restructuring plan.  To implement the restructuring, Lear and
certain of its U.S. and Canadian subsidiaries have filed voluntary
petitions in the U.S. Bankruptcy Court for the Southern District
of New York seeking relief under the provisions of Chapter 11 of
the United States Bankruptcy Code.  Lear's subsidiaries outside
the U.S. and Canada are not part of the Chapter 11 filings.

On July 1, the Company said it had reached an agreement in
principle regarding a consensual debt restructuring with steering
committees representing its secured lenders and its bondholders.
At that time, the plan had the support of a majority of the
members of a steering committee of the Company's secured lenders
and a steering committee of bondholders acting on behalf of an ad
hoc group of bondholders.  Since then, the Company has secured
support from additional secured lenders and bondholders and has
entered into agreements supporting the restructuring plan with
approximately 68% in principal amount of its secured lenders and
more than 50% in principal amount of its bondholders.

Under the proposed restructuring plan, which needs to be approved
by the Bankruptcy Court, Lear's trade creditors will be paid in
full subject to certain limited exceptions.  The Company has filed
motions seeking to continue to pay trade creditors under normal
terms in the ordinary course of business.

The Company also said that it has sought approval from the
Bankruptcy Court to continue to provide pay and benefits to its
employees worldwide without interruption and to continue its
normal course funding of its pension obligations in the U.S. and
Canada.

Bob Rossiter, Lear's Chairman, Chief Executive Officer and
President, said, "We are conducting business as usual and are very
pleased to have received strong support from our lender and
bondholder groups for our debt restructuring plan.  We intend to
proceed on an expedited basis and expect to submit the plan to the
Bankruptcy Court within 60 days.  Our goal is to emerge from this
process quickly and with an appropriate capital structure to
support our long-term business objectives as a leading global
competitor with the financial flexibility to build on our
strengths and take advantage of future growth opportunities."

The Company has received commitments from a syndicate of secured
lenders, led by J.P. Morgan and Citigroup, for US$500 million in
new money debtor-in-possession financing.  The proposed DIP
financing, subject to customary conditions, provides additional
financial flexibility that supplements Lear's significant existing
cash balances.  The DIP agreement includes provisions that,
subject to certain conditions, provide for exit financing upon
Lear's emergence from Chapter 11.

Lear has filed several other customary "first day motions" with
the Bankruptcy Court, including with respect to its cash
management procedures, which will help it to continue conducting
business without interruption while it pursues its restructuring
on an expedited basis.

Lear's legal advisors are Kirkland & Ellis LLP and Winston &
Strawn LLP; its restructuring advisor is Alvarez & Marsal; and its
financial advisor is Miller Buckfire & Co.

Law firm Simpson Thacher & Bartlett LLP is representing JP Morgan
as administrative agent for Lear Corp.'s senior secured lenders,
including pre-petition credit agreement lenders, DIP lenders and
exit/emergence lenders.  The Simpson Thacher team includes
bankruptcy partner Ken Ziman and financial services partner JT
Knight.

                   Prepetition Capital Structure

As of May 30, 2009, Lear listed total assets of US$1,270,800,000
and US$4,536,000,000 in total liabilities.

Lear's principal capital structure consists of secured revolving
and term loan facilities, senior unsecured notes and equity.  As
of July 7, 2009, the Company had approximately US$3.6 billion of
funded debt.  Its long-term prepetition debt structure is
principally comprised of:

  (a) a Senior Credit Facility;
  (b) 2013 and 2016 Senior Notes;
  (c) 2014 Senior Notes; and
  (d) Zero Coupon Convertible Notes.

A. Senior Secured Debt

On April 25, 2006, Lear Corp., Lear Canada, Lear Corporation
Sweden AB, Lear Financial Services (Netherlands) B.V., Lear
Corporation (UK) Limited and Lear Corporation Mexico, S.A. de
C.V. entered into the Amended and Restated Credit and Guarantee
Agreement with a syndicate of institutions led by J.P. Morgan
Chase Bank, N.A., acting as general administrative agent, and The
Bank of Nova Scotia, acting as the Canadian administrative agent.
The Credit Agreement, as amended, provides for aggregate
commitments of US$2.289 billion, consisting of (a) a maximum
revolving credit facility of US$1.289 billion, and (b) a US$1
billion term loan.

On June 30, 2009, Lear did not make required payments in an
aggregate amount of US$7.15 million due and payable under the
Senior Credit Facility.  In addition, as of July 1, 2009, Lear is
not in compliance with the leverage ratio and interest ratio
covenants and certain other provisions contained in the Senior
Credit Facility.  As a result, Lear is in default under the
Senior Credit Facility and the Senior Credit Facility lenders may
accelerate Lear's obligations under the facility upon the vote of
the lenders holding a majority of outstanding commitments and
borrowings and exercise all other remedies available under the
Senior Credit Facility.

As of June 1, 2009, Lear had approximately US$1.265 billion
outstanding under the Revolving Credit Facility, of which
US$464 million will mature on March 23, 2010, and US$801.2 million
will mature on January 31, 2012, which includes approximately
US$73.2 million in face amount of letters of credit issued under
the Revolving Credit Facility.

As of July 7, 2009, the total amount outstanding under the Term
Facility was US$985 million, which matures in installments with
the balance due and payable in its entirety on April 25, 2012.

The Company has the ability under the Revolving Credit Facility
to enter into hedging arrangements to mitigate its risk against
fluctuations in interest rates, commodity prices and foreign
exchange rates.  Prior to July 7, 2009, Lear entered into several
secured hedging arrangements with certain of the Revolving Credit
Facility lenders.

B. Unsecured Debt

As of July 7, 2009, Lear had outstanding approximately
US$1.29 billion aggregate principal amount of senior unsecured
notes, comprised of:

  (a) the unsecured 8.5% senior notes due 2013 and the unsecured
      8.75% senior notes due 2016;

  (b) the unsecured 5.75% senior notes due 2014; and

  (c) the unsecured zero-coupon convertible senior notes due
      2022.

The Senior Unsecured Notes are unconditionally guaranteed on a
senior unsecured basis by the Guarantors, jointly and severally.

* 2013 and 2016 Senior Note

Lear issued the 2013 and 2016 Senior Notes under the Indenture
dated November 24, 2006.  The Bank of New York Trust Company,
N.A. is the trustee.  The 2013 and 2016 Senior Notes are
unsecured and rank equally with Lear's other unsecured senior
indebtedness, including the other Senior Unsecured Notes, and
contain covenants restricting Lear's ability to incur liens and
to enter into sale and leaseback transactions.  The interest on
the 2013 and 2016 Senior Notes is payable on June 1 and
December 1 of each year.  As of June 1, 2009, approximately
US$887.25 million in aggregate principal amount of 2013 and 2016
Senior Notes remained outstanding.

On June 1, 2009, the Debtors failed to make semiannual interest
payments of approximately US$38.4 million due on the 2013 and 2016
Senior Notes and opted instead to utilize the 30-day grace period
applicable to the interest payments.  As Lear did not make the
interest payment on either of the 2013 and 2016 Senior Notes by
the expiration of the 30-day grace period, Lear is in default
under each of the 2013 and 2016 Senior Notes and the holders of
25% in aggregate principal amount of either of the 2013 and 2016
Senior Notes have the right to accelerate their respective
obligations under the 2013 and 2016 Senior Notes.

* 2014 Senior Notes

Lear issued the 2014 Senior Notes under the Indenture dated
August 3, 2004.  BNY Midwest Trust Company is the trustee.  The
2014 Senior Notes are unsecured and rank equally with Lear's
other unsecured senior indebtedness, including the other
Senior Unsecured Notes, and contain covenants restricting Lear's
ability to incur liens and to enter into sale and leaseback
transactions.  The interest on the 2014 Senior Notes is payable
on February 1 and August 1 of each year.  As of June 1, 2009,
approximately US$400 million in aggregate principal amount of 2014
Senior Notes remained outstanding.

* Zero Coupon Convertible Notes

Lear issued the Zero Coupon Convertible Notes on February 20,
2002.  The Zero Coupon Convertible Notes are unsecured and rank
equally with Lear's other unsecured senior indebtedness,
including the other Senior Unsecured Notes.  Interest on the Zero
Coupon Convertible Notes accretes at 4.75%, compounded semi-
annually.  As of July 7, 2009, approximately US$819,000 in
aggregate accreted value of Zero Coupon Convertible Notes
remained outstanding.

* Equity

Lear is currently listed on the New York Stock Exchange under the
symbol LEA.  As of June 17, 2009, Lear had approximately
77.5 million shares of common stock outstanding.  On July 2, 2009,
the New York Stock Exchange announced a suspension of trading of
Lear's common stock.  All of Lear's stock listed on the New York
Stock Exchange will be delisted.  The Company does not have any
preferred stock outstanding.

                  EVENTS LEADING TO CHAPTER 11

During 2008 and into 2009, the global automotive industry has
suffered an unprecedented downturn that has significantly
strained the operations of OEMs, Tier I automotive suppliers, and
all lower tiered automotive suppliers across the supply chain.
Substantial decreases in vehicle sales have led to declines in
vehicle production and decreased demand for Lear's products, says
Shari L. Burgess, vice president and treasurer of Lear Corp.

According to Mr. Burgess, Lear saw demand for its top 15
platforms in North America fall 25% in 2008.  Furthermore, the
mix of vehicle platforms for which the Company provide products
also negatively affected its operating results and profitability.

"A disproportionate share of the Company's past net sales and
profitability in North America has been on light truck and large
SUV platforms of domestic automakers, which are now experiencing
significant competitive pressures as consumer purchasing patterns
shift toward passenger cars, crossover vehicles and other vehicle
platforms for which the Company provide less content," Mr.
Burgess notes.

Light truck sales in the United States in 2008, including sales
of SUVs, fell 25% from 2007, and Lear's light truck/SUV-based
revenues in North America declined 43% during the same time
period.

In addition to declining automobile sales, the cost of certain
raw materials, principally steel, resins, copper and certain
chemicals, as well as higher energy costs, had an adverse impact
on the Company's operating results for several years, Mr. Burgess
explains.

The Company implemented strategies to mitigate or partially
offset the impact of higher raw material, energy and commodity
costs, including cost reduction actions, utilization of cost
technology optimization process, selective in-sourcing of
components, continued consolidation of their supply base, longer-
term purchase commitments and acceleration of low-cost country
sourcing and engineering.  However, due to the magnitude and
duration of the increased raw material, energy and commodity
costs, these strategies offset only a portion of the adverse
impact, Mr. Burgess says.

With significant disruptions and uncertainty in the automotive
industry and general capital market conditions, and a need to
further bolster its liquidity position, Lear borrowed US$1.2
billion under its Senior Credit Facility during the fourth
quarter of 2008.  Because of the continued uncertainty, the
Company decided not to repay amounts borrowed, causing it to fall
out of compliance with the leverage ratio contained in the Credit
Agreement as of December 31, 2008.

In early 2009, certain Secured Credit Facility lenders formed a
steering committee led by the Administrative Agent to engage in
discussions with the Company.  Upon the steering committee's
formation, Lear began good faith negotiations with the Senior
Credit Facility lenders to secure an amendment and waiver of
default under the Senior Credit Facility to allow it to
adequately explore restructuring alternatives.

On March 17, 2009, as these negotiations intensified, Lear
entered into an amendment and waiver with the Senior Credit
Facility lenders that (a) waived existing defaults through
May 15, 2009, and (b) amended the financial covenants and certain
other provisions of the Senior Credit Facility.  On May 13, 2009,
to provide it additional time to continue discussions with their
senior secured lenders and evaluate other restructuring options,
Lear entered into a second amendment of the Senior Credit
Facility, which extended the first waiver through the earlier of
the date on which the Company makes any payments on the
outstanding Senior Unsecured Notes or June 30, 2009.

While negotiating with the Senior Credit Facility lenders, Lear
evaluated other potential restructuring alternatives, including
entering into discussions with certain parties regarding
strategic transactions, to ensure they maximized enterprise
value.  In early June 2009, the Company commenced discussions
with an ad hoc committee comprised of certain holders of
the 2013, 2014 and 2016 Senior Notes regarding a comprehensive
debt restructuring.

After weeks of extensive negotiations, Lear reached agreement
with a majority of their Senior Credit Facility lenders and
noteholders regarding the terms of a consensual debt
restructuring that will achieve a significant de-leveraging of
its balance sheets.  The principal terms of this restructuring
are set forth in a Chapter 11 plan term sheet, a full-text copy
of which is available for free at:

      http://bankrupt.com/misc/Lear_PlanTermSheet.pdf

The terms of Lear's proposed Chapter 11 plan contemplate the
Company obtaining financing upon emergence and fully satisfying
prepetition obligations to its ongoing suppliers.

Evidencing their support of the plan term sheet, a majority of
the Senior Credit Facility lenders and noteholders have executed
plan support agreements by which these parties agree to support a
chapter 11 plan containing the terms set forth in the plan term
sheet, Mr. Burgess notes.

Simpson Thacher & Bartlett LLP is representing JP Morgan Chase
Bank, N.A., as administrative agent for Lear's senior secured
lenders, including prepetition credit agreement lenders, DIP
lenders, and exit/emergence lenders.  The Simpson Thacher team
includes bankruptcy partner Kenneth S. Ziman, Esq., and financial
services partner James T. Knight, Esq.

On July 7, 2009, Lear and 23 of its affiliates filed Chapter 11
petitions to effectuate their proposed restructuring.  The
Debtors expect to emerge from Chapter 11 as a substantially de-
leveraged enterprise with competitive going forward operations.

                  Estimated Financial Data

For the 30-day period following the filing of the Chapter 11
cases, Lear expects to incur these estimated expenses:

  Description                           Amount
  -----------                           ------
  Cash Receipts                    US$72,341,000
  Cash Disbursements             (US$297,700,000)
  Net Cash Loss                  (US$225,357,000)
  Unpaid Obligations
  (excluding professional fees)   US$175,305,000
  Unpaid Receivables
  (excluding professional fees)    US$48,421,000

The estimated consolidated amount of payroll to all employees and
financial and business consultants of the Debtors and non-debtor
domestic affiliates for the 30-day period are:

  Group                           Estimated Amount
  -----                           ----------------
  Employees                            US$19,775,000
  Officers, Directors, Stockholders       US$275,000
  Financial and Business Consultants      US$850,000

                         About Lear Corp.

Lear Corporation -- http://www.lear.com/-- is one of the world's
leading suppliers of automotive seating systems, electrical
distribution systems and electronic products.  The Company's
products are designed, engineered and manufactured by a diverse
team of 80,000 employees at 210 facilities in 36 countries.
Lear's headquarters are in Southfield, Michigan, and Lear is
traded on the New York Stock Exchange under the symbol [LEA].
Outside the United States, Lear has subsidiaries in Germany,
Luxembourg, Sweden, Singapore, China, India and Mexico, among
others.

Bankruptcy Creditors' Service, Inc., publishes Lear Bankruptcy
News.  The newsletter tracks the Chapter 11 proceedings undertaken
by Lear Corp. (http://bankrupt.com/newsstand/or 215/945-7000)


LEAR CORP: Case Summary & 50 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Lear Corporation
        21557 Telegraph Road
        Southfield, MI 48033

Bankruptcy Case No.: 09-14326

Debtor-affiliates filing separate to Chapter 11 petitions:

        Entity                                     Case No.
        ------                                     --------
Lear South Africa Limited                          09-14325
Lear #50 Holdings, LLC                             09-14327
Lear Argentine Holdings Corporation #2             09-14328
Lear Automotive Dearborn, Inc.                     09-14329
Lear Automotive Manufacturing, LLC                 09-14330
Lear Canada                                        09-14331
Lear Canada Investments Ltd.                       09-14332
Lear Corporation (Germany) Ltd.                    09-14333
Lear Corporation Canada Ltd.                       09-14334
Lear Corporation EEDS and Interiors                09-14335
Lear Corporation Global Development, Inc.          09-14336
Lear EEDS Holdings, LLC                            09-14337
Lear European Operations Corporation               09-14338
Lear Holdings, LLC                                 09-14339
Lear Investments Company, LLC                      09-14340
Lear Mexican Holdings Corporation                  09-14341
Lear Mexican Holdings, LLC                         09-14342
Lear Mexican Seating Corporation                   09-14343
Lear Operations Corporation                        09-14344
Lear Seating Holdings Corp. #50                    09-14345
Lear South American Holdings Corporation           09-14346
Lear Trim L.P.                                     09-14347
Renosol Seating, LLC                               09-14348

Type of Business: Lear Corporation is one of the world's
                  leading suppliers of automotive seating
                  systems, electrical distribution systems and
                  electronic products.  The Company's products
                  are designed, engineered and manufactured by
                  a diverse team of 80,000 employees at 210
                  facilities in 36 countries.  Lear's
                  headquarters are in Southfield, Michigan, and
                  Lear is traded on the New York Stock Exchange
                  under the symbol [LEA].  Outside the United
                  States, Lear has subsidiaries in Germany,
                  Luxembourg, Sweden, Singapore, China, India
                  and Mexico, among others.

Chapter 11 Petition Date: July 7, 2009

Court: Southern District of New York (Manhattan)

Judge: Allan L. Gropper

Debtors' Counsel:  James H.M. Sprayregen, Esq.
                   Marc Kieselstein, Esq.
                   Ryan Blaine Bennett, Esq.
                   Paul Wierbicki, Esq.
                   Kirkland & Ellis LLP
                   Citigroup Center
                   601 Lexington Avenue
                   New York, NY 10022
                   Tel: (212) 446-4800
                   Fax: (212) 446-4900
                   http://www.kirkland.com/

Debtors' Creditors
Arrangement Act
Counsel:           Joel Scoler, Esq.
                   Kevin McElcheran, Esq.
                   McCarthy Tetrault LLP
                   Suite 5300, TD Bank Tower
                   Toronto Dominion Centre
                   Toronto, ON M5K 1E2
                   Tel: (877) 244-7711
                   Fax: (416) 868-0673
                   http://www.mccarthy.ca/

Debtors'
Special Counsel:   Winston & Strawn LLP
                   200 Park Avenue
                   New York, New York 10166-4193
                   Tel: (212) 294-6700
                   Fax: (212) 294-4700
                   http://www.winston.com/

Debtors'
Restructuring
Advisors:          Alvarez & Marsal North America LLC
                   Global HQ, 6th Floor
                   600 Lexington Avenue
                   New York, NY 10022
                   Tel: (212) 759-4433
                   Fax: (212) 759-5532
                   http://www.alvarezandmarsal.com/

Debtors'
Special Michigan
and Other Counsel: Bodman LLP
                   201 West Big Beaver Road, Suite 500
                   Troy, Michigan 48084
                   Tel: (248) 743-6000
                   Fax: (248) 743-6002
                   http://www.bodmanllp.com/

Debtors'
Special Counsel:   Brooks Kushman P.C.
                   1000 Town Center
                   Twenty-Second Floor
                   Southfield, Michigan 48075-1238
                   Tel: (248) 358-4400
                   Fax: (248) 358-3351
                   http://www.brookskushman.com/

Debtors'
Auditors and Tax
Advisors:          Ernst & Young LLP
                   One Kennedy Square, Suite 1000
                   777 Woodward Avenue
                   Detroit, MI 48226
                   Tel: (313) 628 7100
                   Fax: (313) 628 7013
                   http://www.ey.com/

Debtors'
Notice and Claims
Agent:             Kurtzman Carson Consultants LLC
                   2335 Alaska Avenue
                   El Segundo, CA 90245
                   Tel: (866) 927-7093
                   http://www.kccllc.net/

Counsel to
JP Morgan,
Admin. Agent for
Senior secured
Lenders and
DIP lenders        Simpson Thacher & Bartlett LLP

The Debtors' financial condition as of May 30, 2009:

Total Assets: US$1,270,800,000

Total Debts: US$4,536,000,000

The Debtors' Largest Unsecured Creditors:

   Entity                      Nature of Claim   Claim Amount
   ------                      ---------------   ------------
The Bank of New York Mellon    Bond Debt         US$589,250,000
Trust Company, N.A.,
Indenture Trust
Attn: Roxane J. Ellwanger
2016 Indenture
480 Washington Blvd, 27th Floor
Jersey City, NJ 07310
United States
Tel: (312) 827-8574
Fax: (312) 827-8542

The Bank of New York Mellon    Bond Debt         US$399,524,000
Trust Company, N.A.,
Indenture Trust
Attn: Roxane J. Ellwanger
2016 Indenture
480 Washington Blvd, 27th Floor
Jersey City, NJ 07310
United States
Tel: (312) 827-8574
Fax: (312) 827-8542

The Bank of New York Mellon    Bond Debt         US$298,000,000
Trust Company, N.A.,
Indenture Trust
Attn: Roxane J. Ellwanger
2016 Indenture
480 Washington Blvd, 27th Floor
Jersey City, NJ 07310
United States
Tel: (312) 827-8574
Fax: (312) 827-8542

Johnson Controls, Inc.         Trade Payable     US$5,076,686
Attn: Larry Mathias, Vice
President
48200 Halyard Drive
Plymouth, MI 48170
United States
Tel: (616) 283-2365
Fax: (734) 254-5222

CRH-DAS, L.L.C.                Trade Payable     US$4,655,165
Attn: Dean Lenane, President
24800 Warner Ave
Warren, MI 48091
United States
Tel: (586) 757-0000
Fax: (586) 620-7300

Rozmor Land Co.                Promissory Note   US$4,151,741
Attn: Lowell D. Salesin
28400 Northwestern Highway
Third Floor
Southfield, MI 48034-1839
United States
Tel: (248) 827-1889
Fax: (248) 359-6189

Tyco Electronics Corp.         Trade Payable     US$3,763,893
Attn: Tom Lynch, Chief
Executive Officer
1050 Westlakes Dr.
Berwyn, PA 19312
United States
Tel: (610) 893-9800
Fax: (717) 986-7575

Porter Engineered Systems Inc  Trade Payable     US$3,034,901
Attn: John Ball, President
and Chief Executive Officer
28700 Cabot Drive, Suite 800
Novi, MI 48377
United States
Tel: (248) 994-8105
Fax: (248) 994-8102

Jay Industries, Inc.           Trade Payable     US$2,996,559
Attn: Rick Taylor, President
150 E. Longview Avenue
Mansfield, OH 44903
United States
Tel: (734) 994-8800 x15
Fax: (419) 521-0121

TK Holdings, Inc               Trade Payable     US$2,718,257
Attn: Kevin Kennedy, Vice
President Sales
2500 Takata Drive
Auburn Hills, MI 48326
United States
Tel: (248) 377-6127
Fax: (248) 475-2414

Sumitomo Mitsui Banking                          US$2,500,000
Corporation
Attn: CBDA-1
277 Park Avenue, 6th Floor
New York, NY 10172
United States
Tel: (212) 224-4000
Fax: (212) 593-9514

Woodbridge Corporation         Trade Payable     US$2,362,645
Attn: Richard J. Jocsak
Senior Vice President and
Chief Financial Officer
4240 Sherwoodtowne Boulevard
Mississauga, ON L4Z 2G6
Canada
Tel: (905) 896-3882 ext. 447
Fax: (905) 896-3558

Autoliv Inc.                   Trade Payable     US$2,326,320
Attn: William Campbell, Chief
Financial Officer
3350 Airport road
Odgen, UT 84405
United States
Tel: (801) 620-8272
Fax: (801) 625-8236

Canadian General Tower Ltd.    Trade Payable     US$2,128,658
Attn: Jan Chaplin, President
and Chief Executive Officer
52 Middelton Street
Cambridge, ON N1R5T6
Canada
Tel: (519) 623-1633
Fax: (519) 623-5803

International Automotive       Trade Payable     US$2,579,212
Components Group North
America, Inc.
Attn: James Kamsickas
President & CEO
5300 Auto Club Drive
Dearborn, MI 48126
United States
Tel: (313) 240-3000
Fax: (313) 240-3100

Robert Bosch LLC               Trade Payable     US$1,878,963
Attn: Danny Hyman, Regional
President
15000 Haggerty Road
Plymouth, MI 481740
United States
Tel: (734) 979-3290
Fax: (734) 979-3820

Four-Way Tool & Die Inc.       Trade Payable     US$1,848,830
Attn: Larry Erickson - CEO
239 Indusco Ct
Troy, MI 48083
United States
Tel: (248) 585-8255
Fax: (248) 585-3846

The Bank of Tokyo Mitsubishi                     US$1,700,000
UFJ, Ltd.
Attn: Mr. Kawabata, Japanese
Corporate Finance
227 W. Monroe Street
Suite 2300
Chicago, IL 60606
United States
Tel: (312) 696-4603
Fax: (312) 696-4534

Leoni Kabel GMBH               Trade Payable     US$1,652,727
Attn: Wolfgang Losch, Chief
Executive Officer
Stieberstrasse 5
Roth, 91154
Germany
Tel: (499171) 804-2391
Fax: (499171) 804-2190

Yazaki North America Inc.      Trade Payable     US$1,525,425
Attn: George Perry, President
and Chief Executive Officer
6801 Haggerty Road
Canton, MI 48187
United States
Tel: (734) 983-1000
Fax: (734) 983-2843

Grammer Industries, Inc.       Trade Payable     US$1,197,712
Attn: Dimitri Moustakeas, VP
Sales and Engineering
201 Forrester Dr. Suite C6
Forrester Industrial Pk.
Greenville, SC 29607
United States
Tel: (248) 530-1245
Fax: (248) 530-1221

Delphi Corporation             Trade Payable     US$1,154,122
Attn: Rodney O'Neal, President
and Chief Executive Officer
5725 Delphi Drive
Troy, MI 48098
United States
Tel: (248) 813-2557
Fax: (248) 813-2333

John Wm. Butler Jr., Partner
John K. Lyons, Partner
Ron E. Meisler, Partner
Skadden, Arps, Slate,
Meagher & Flom LLP
333 West Wacker Drive
Suite 2100
Chicago, IL 60606
Tel: (800) 718-5305
Fax: (312) 407-0411

Molex, Inc.                    Trade Payable     US$1,142,421
Attn: Martin P. Slark, Vice
Chairman and Chief Executive
Officer
2222 Wellington Ct
Lisle, IL 60532
United States
Tel: (630) 969-4550
Fax: (630) 416-4918

Fisher & Company, Inc.         Trade Payable     US$1,097,471
Attn: Michael Fisher
President
33180 Freeway Drive
St. Clair Shores, MI 48082
United States
Tel: (586) 746-2000
Fax: (586) 746-3301

Aunde Group                    Trade Payable     US$1,061,157
Attn: Gerwald Meilen, Vice
President
3000 Town Center
Suite 1385
Southfield, MI 48075
United States
Tel: (248) 358-0810
Fax: (248) 358-0815

Faurecia                       Trade Payable     US$1,055,216
Attn: Robert Scales, Vice
President
2380 Meijer Drive
Troy, MI 48084
United States
Tel: (248) 288-8482
Fax: (248) 288-1074

Draka Philippines Inc.         Trade Payable     US$1,049,358
Attn: Dr. Martina Lupberger
President
Mactan Economic Zone II
Basak
Lapu Lapu, 6015
Phillipines
Tel: (01149202) 296-2517
Fax: (01149202) 296-2000

Diversified Technologies       Trade Payable     US$985,082
International
Attn: Chris Wiegel, Chief
Operating Officer
32969 Glendale Ave.
Livonia, MI 48150
United States
Tel: (734) 524-1450
Fax: (734) 524-1449

Omron Automotive Electronics   Trade Payable     US$881,374
Inc.
Attn: Mike Van Gendt, President
2270 Bristol Circle
Oakville, ON L6H 5S3
Canada
Tel: (905) 829-0136
Fax: (905) 829-0432

Kenwal Steel Corporation       Trade Payable     US$876,527
Attn: David Bazzy, President
8223 W. Warren
Detroit, MI 48126
United States
Tel: (313) 739-1000
Fax: (313) 739-2325

Hatch Stamping Company         Trade Payable     US$875,513
Attn: Daniel Craig, President
and Chief Operating Officer
635 E. Industrial Drive
Chelsea, MI 48118
United States
Tel: (734) 475-6242
Fax: (734) 475-6255

The Bank of New York Mellon    Bond Debt         US$816,000
Trust Company, N.A., Indenture
Trust
480 Washington Blvd
27th Floor
Jersey City, NJ 7310
United States
Tel: (312) 827-8574
Fax: (312) 827-8542

Key Safety Systems, Inc.       Trade Payable     US$785,718
Attn: David M. Smith, Sr.
Vice President and Chief
Financial Officer
World Headquarters
7000 Nineteen Mile Road
Sterling Heights, MI 48314
United States
Tel: (586) 726-4107
Fax: (586) 997-4670

W.E.T. Automotive Systems Ltd. Trade Payable     US$767,682
Attn: Robert O. Klein
Managing Director
9472 Twin Oaks Drive
Windsor, ON N8N 5B8
Canada
Tel: (519) 739-4104
Fax: (519) 735-5239

Pullman De Puebla              Trade Payable     US$737,986
S.A. DE C.V.
Attn: Daniel Fernandez
Operations Director
Carr.QRO-SAN LIUS POTOSI
KM.26.5 LT.25-2 MZA SANTA ROSA
Santiago, Queretaro,
Mexico
Tel: (5222) 273-7606
Fax: (5222) 273-7603

Keyang Electric Machinery Co.  Trade Payable     US$732,405
Attn: Mr. Lee, Hyoung Ho
President
161 Dohari Sunghwan-eup
Cheonan Choongnam, 330-802
Korea
Tel: (8241) 580-0543
Fax: (8241) 580-0549

IEE Automotive Usa, Inc        Trade Payable     US$716,896
Attn: Mr. Scott Whetter
President
1121 Centre Road
Auburn Hills, MI 48326
United States
Tel: (248) 364-0101
Fax: (248) 373-9924

Foamex International Inc.      Trade Payable     US$711,971
Attn: John G Johnson, Jr.
President and Chief Executive
Officer
Rose Tree Corporate Center II
1400 N. Providence Rd.
Suite 2000
Media, PA 19063-2076
United States
Tel: (610) 744-2107
Fax: (610) 744-2190

Milliken & Co.                 Trade Payable     US$711,883
Attn: Ashely Allen, President
and Chief Executive Officer
295 Broadcast DR.
Spartanburg, SC 29303
United States
Tel: (864) 503-2141
Fax: (864) 503-1304

Celestica Philippines Inc.     Trade Payable     US$698,795
Attn: Andy Smith, Senior VP
and General Manager
1612 Specht Point Road
Suite 119
Fort Collins, CO 80525-4300
United States
Tel: (970) 225-0039
Fax: (970) 225-0039

Panasonic Electric Works Asia  Trade Payable     US$669,803
Attn: Yojiro Yamamoto -
General Manager
629 Central Ave
New Providence, NJ 07974-1526
United States
Tel: (908) 464-3550 ext 2021
Fax: (908) 771-5658

Manufacturers Industrial       Trade Payable     US$644,492
Group, LLC
Attn: Andre Gist - CEO
659 Natchez Trace Drive
Lexington, TN 38351
United States
Tel: (731) 967-0001
Fax: (731) 968-3320

Bridge Of Weir Leather Co Ltd  Trade Payable      US$631,445
Attn: Karen Marshall, Director
Baltic Works
Kilbarchan Road
Renfrewshire, PA11 3RH
Scotland
Tel: (44150) 561-2132
Fax: (44150) 561-4964

C. Rob. Hammerstein GMBH & Co. Trade Payable     US$619,367
KG / CRH NORTH AMERICA
Attn: Robert Houston
President
24800 Warner Ave.
Warren, MI 48091
United States
Tel: (586) 620-7273
Fax: (586) 620-7300

Dixie wire AFL                 Trade Payable     US$608,660
Autom/Hondura
c/o Alcoa Electrical &
Electronic Solutions
Attn: William C. Brown, VP
Developing Markets
36555 Corporate Drive
Suite 185, MD 3W
Farmington Hills, MI 48331
United States
Tel: (248) 489-4705
Fax: (248) 489-4722

Serviacero Planos              Trade Payable     US$603,717
S.A. DE C.V.
Attn: Benjamin Zermeno
Vice President
Blvd. Hermanos Aldama No. 4002
Col. Ciudad Industrial
Leon, GTO, 37490
Mexico
Tel: (477) 152-6000
Fax: (477) 152-6010

Cosma International, Inc       Trade Payable     US$544,828
c/o Autoteck Mexico
S.A. DE C.V.
Attn: Eric Wilds, Exec, VP
Sales & Marketing
1807 E. Maple Rd
Troy, MI 48083
United States
Tel: (248) 524-5300
Fax: (248) 524-4674

Circuit Controls Corp          Trade Payable     US$543,702
Attn: Ms. Lisa Whatley
Senior Sales Manager
6801 Haggerty Road
Canton, MI 48187
United States
Tel: (734) 502-6993
Fax: (734) 983-2843

Pension Benefit Guaranty Corp. pension liability undetermined
Attn: Jack Butler, Financial
Analyst
Corporate Finance and
Restructuring Group
1200 K Street, N.W.
Suite 270
Washington, DC 20005-4026
United States
Tel: (202) 326-4070
Fax: (202) 842-2643

The Debtors' Five Largest Secured Creditors:

   Entity                      Nature of Claim   Claim Amount
   ------                      ---------------   ------------
JP Morgan Chase Bank, N.A.     revolving         US$1,192,003,208
Loan and Agency Services Group facility
1111 Fannin, 10th Floor
Houston, Texas 77002

JP Morgan Chase Bank, N.A.     term loan         US$985,000,000
Loan and Agency Services Group
1111 Fannin, 10th Floor
Houston, Texas 77002

Bank of America, N.A.                            unknown
Attn: Capital Markets
Documentation
100 N. Tryon St.
NC1-007-13-01
Charlotte, NC 28255
Fax: (704) 386-4113

Banque Paribas; BNP Paribas                      unknown
Attn: BFI/Boltit
20 Boulevard des Italiens
Paris, 75009 France

BNP Paribas
Attn: Legal and Transaction
Management Group
10 Harewood Avenue
London NW1 6AA, England
Fax: (212) 471-8078

Credit Suisse                                    unknown
Attn: Credit Suisse
International
One Cabot Square
London, E14 4QJ England
Fax: (917) 326-8603

The petition was signed by Matthew J. Simoncini.


VISTEON CORP: US$5.1MM for Pre-Bankr. Debt to Foreign Vendors Ok'd
------------------------------------------------------------------
Judge Christopher Sontchi of the U.S. Bankruptcy Court for the
District of Delaware has authorized, on a final basis, Visteon
Corp. to pay not more than US$5,100,000 for prepetition claims of
certain vendors, service providers, landlords, regulatory
agencies, and governments located outside the United States.

The Debtors are to coordinate with FTI Consulting Inc. as the
official committee of unsecured creditors' financial advisor with
respect to foreign claims report.

Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in
Wilmington, Delaware, attorney for the Debtors, told the Court
that as a result of the global nature of their operations, the
Debtors regularly transact business with suppliers located in
China, South Korea, Taiwan, Japan, Portugal, Brazil, Hungary,
Germany, France, the Czech Republic, and Mexico.  Certain of the
Foreign Vendors are sole source suppliers of custom engineered
parts who supply goods to the Debtors that cannot be obtained
from other sources or cannot be obtained from other sources
without significant delays, Ms. Jones said.

The Debtors believe there is a significant risk that non-payment
of even a single invoice could cause a Foreign Vendor to stop
shipping goods to the Debtors on a timely basis or to completely
sever its business relationship with the Debtors.  Moreover, if
Foreign Vendors are not paid, they may take precipitous action
against the Debtors based on an erroneous belief that they are
not subject to the automatic stay provisions of Section 362(a) of
the Bankruptcy Code.

"Although the automatic stay applies to protect the Debtors'
assets wherever they are located in the world, attempting to
enforce the Bankruptcy Code in foreign countries is often a
fruitless exercise," Ms. Jones averred.  "Moreover, even if it
could be enforced, the automatic stay by itself would not protect
assets of the Debtors' non-debtor affiliates, which could remain
at risk of seizure or setoff," Ms. Jones maintained.

The Debtors condition the payment of the Foreign Vendor Claims on
the agreement of the Foreign Vendors to continue supplying goods
or services postpetition on normal customary trade terms,
practices, and programs that were most favorable to the Debtors
and that were in effect within 120 days before the Petition Date.
If a Foreign Vendor accepts a payment and later refuses to supply
goods to the Debtors on customary trade terms, then the Debtors
may declare that any payment be deemed to have been made in
payment of then outstanding postpetition obligations owed to that
Foreign Vendor.  In that event, the Debtors suggest that:

  (a) the Foreign Vendor repay any payment of a Foreign Claim to
      the extent that the aggregate amount of those payments
      exceed postpetition obligations then outstanding, without
      the right of any setoffs, claims, provision for payment of
      reclamation, or trust fund claims; or

  (b) the Debtors will apply that payment against any
      outstanding administrative claim held by that Foreign
      Vendor.

                       About Visteon Corp.

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of US$4,561,000,000 and
debts of US$5,311,000,000 as of March 31, 2009.

Visteon Corp. and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

Bankruptcy Creditors' Service, Inc., publishes Visteon Bankruptcy
News.  The newsletter tracks the Chapter 11 proceedings of Visteon
Corp. and its debtor-affiliates.   (http://bankrupt.com/newsstand/
or 215/945-7000)


VIVACON AG: Deutsche Postbank Named Receiver for 2 Insolvent Units
------------------------------------------------------------------
Claudia Rach at Bloomberg News reports that the local court in
Salzgitter granted Deutsche Postbank AG the right to become a so-
called receiver for real estate owned by two of Vivacon AG's
insolvent units.

Bloomberg relates Eckart Mueller-Zitzke, the director of the local
court, said Deutsche Postbank, the main creditor of Vivacon's four
subsidiaries that filed for insolvency last month, now manages 120
properties in Salzgitter.  According to Bloomberg, the court
granted the bank control of the real estate as it held mortgages
on the land.

Citing Holger Voskuhl, the spokesman of the interim insolvency
administrator Christoph Niering, Bloomberg discloses the bank has
also applied at the Kassel Local Court to become the receiver for
real estate owned by Vivacon's other two subsidiaries.

As reported in the Troubled Company Reporter-Europe on June 22,
2009, Vivacon Immobilienportfolio XVI./2006 GmbH & Co. KG, Vivacon
Immobilienportfolio III./2007 GmbH & Co. KG, Vivacon
Immobilienportfolio V./2007 GmbH & Co. KG and Vivacon
Immobilienportfolio VII./2007 GmbH & Co. KG. filed for insolvency
at the local court in Cologne, citing illiquidity.   There was
liquidity gap, which could not be bridged in the short time
according to current forecast of the management.   The liquidity
gap resulted from high vacancy rates of the real estate assets due
to the location.  The four subsidiaries were only focused on
residential properties in Salzgitter and Kassel.  Affected were
almost 4,000 residential units of approximately 10,000 residential
units of the Vivacon group.  The insolvency was filed in the
context of the current restructuring efforts and serve to
safeguard liquidity of the Vivacon group.

Vivacon AG -- http://www.vivacon.de/-- is a Germany-based holding
company of the Vivacon Group, engaged in the real estate sector.
The Vivacon Group focuses on the acquisition and management of
rentable properties, dealing in housing portfolios, asset
management and other real estate-related services, leasing
properties held in the proprietary real estate portfolio, property
development for restored listed housing and designer properties.
The Company's activities are divided into three business sectors:
Investment Management, Asset Management, and Development.  The
Company has representative offices in Hamburg, Berlin, Hannover,
Frankfurt and Munich, Germany.  The Vivacon Group operates through
a number of subsidiaries in Germany and Luxembourg, as well as
through Vivacon CEE in the Czech Republic.  As of July 1, 2008,
the Company sold a residential real estate portfolio with a total
area of more than 130,000 square meters in Western Germany in the
form of a sale of shares in special purpose vehicles.


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


BANCA ITALEASE: Bad Loans Up in Second Quarter of 2009
------------------------------------------------------
Sonia Sirletti at Bloomberg News reports that Banca Italease SpA
Chairman Lino Benassi said the bank's non-performing loans
increased in the second quarter.

Bloomberg discloses according to the bank's accounts, bad loans
totaled EUR3.9 billion (US$5.4 billion) in the first quarter,
about 81 percent of which were real estate leases.

Banca Italease SpA (BIT:BIL) -- http://www.italease.it/-- is an
Italy-based banking company.  Banca Italease provides retail
leasing services through: Italease Secondacasa, offering real
estate leasing; Tiarredo, providing furniture leasing; Tiarredo
Arte, specializing in art leasing; Tiguido, offering car and
motorcycle leasing, and Tivaro, providing boat leasing.  Banca
Italease also offers corporate leasing through its subsidiaries:
LeasinGomme, Real Estate Leasing, Industrial Leasing, Public
Sector Leasing and Corporate Car Leasing.  Other areas of
Company’s operations are: subsidized leasing, medium and long-term
lending, insurance products, factoring, long-term car leasing, and
Interest Rate Swap (IRS) contracts.

                         *     *     *

Banca Italease continues to carry Moody Investors Service's
Ba1/Not-Prime/D-ratings on its long- and short-term deposit
ratings as well as bank financial strength, respectively.  All
ratings have a stable outlook.


BANCA ITALEASE: Banco Popolare to Reopen Bid Period for 70% Stake
-----------------------------------------------------------------
Antonio Fabrizio at Leasing Life reports that Banco Popolare SC
failed in its attempt to acquire the remaining 70 percent in Banca
Italease SpA.

Leasing Life recalls Banco Popolare launched its offer for Banca
Italease's shares earlier this year.  According to Leasing Life,
on July 1, at the end of the offer period set in March, Banco
Popolare had reached 84.4 percent of Banca Italease's shares, not
meeting the 90 percent target which was conditional to the offer
becoming effective.

Leasing Life discloses Banco Popolare has said it will reopen the
bid period from July 9 to July 15, keeping the bid price of
EUR1.50 per share.  The bank, Leasing Life says, plans to delist
Banca Italease from the Italian stock exchange and begin a
restructuring of the troubled lessor.

Banca Italease SpA (BIT:BIL) -- http://www.italease.it/-- is an
Italy-based banking company.  Banca Italease provides retail
leasing services through: Italease Secondacasa, offering real
estate leasing; Tiarredo, providing furniture leasing; Tiarredo
Arte, specializing in art leasing; Tiguido, offering car and
motorcycle leasing, and Tivaro, providing boat leasing.  Banca
Italease also offers corporate leasing through its subsidiaries:
LeasinGomme, Real Estate Leasing, Industrial Leasing, Public
Sector Leasing and Corporate Car Leasing.  Other areas of
Company’s operations are: subsidized leasing, medium and long-term
lending, insurance products, factoring, long-term car leasing, and
Interest Rate Swap (IRS) contracts.

                         *     *     *

Banca Italease continues to carry Moody Investors Service's
Ba1/Not-Prime/D-ratings on its long- and short-term deposit
ratings as well as bank financial strength, respectively.  All
ratings have a stable outlook.


CAFFARO SRL: Liquidator Gets Binding Offer for Property
-------------------------------------------------------
Chris Staiti at Bloomberg News reports that Snia SpA said the
liquidator for its bankrupt Caffaro Srl unit has received a
binding offer for property in Torvicosa, Brescia and Colleferro,
Italy.

Snia was once owned by Fiat SpA.

Headquartered in Milan Italy, Snia SpA -- http://www.snia.it--
manufactures chemicals and artificial fibers.  It has operating
units in the European Union and the United States.

Caffaro Srl is Snia SpA's lead company in the area of chemicals.



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


KAUPTHING BANK: Bjorgolfsson Seeks Reprieve on ISK3 Billion Debt
----------------------------------------------------------------
Omar R. Valdimarsson at Bloomberg News reports that according to
Frettabladid, Icelandic entrepreneurs Thor Bjorgolfsson and his
father Bjorgolfur Gudmundsson are asking Kaupthing Bank hf to
forgive ISK3 billion (US$23.3 million), or half the amount they
owe the lender.

Bloomberg relates Frettabladid said in its online edition known as
Visir on Wednesday that the father and son duo had used the
borrowed funds to purchase Landsbanki Islands hf from the state in
2002.  Citing Frettabladid, Bloomberg discloses Mr. Gudmundsson
was personally liable for ISK58 billion relating to Landsbanki.

                     About Kaupthing Bank

Headquartered in Reykjavik, Iceland, Kaupthing Bank hf. --
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.

As reported in the Troubled Company Reporter on Nov. 30, 2008,
Olafur Gardasson, assistant for Kaupthing Bank hf., in a
proceeding under Act No. 21/1991, pending before the Reykjavik
District Court, and foreign representative of the Debtor, filed a
petition under chapter 15 of title 11 of the United States Code in
the United States Bankruptcy Court for the Southern District of
New York commencing the Debtor's chapter 15 case ancillary to the
Icelandic Proceeding and seeking recognition for the Icelandic
Proceeding as a "foreign main proceeding" under the Bankruptcy
Code and relief in aid of the Icelandic Proceeding.

                       *     *     *

Kaupthing Bank hf. continues to carry an 'E' bank financial
strength rating from Moody's Investors Service with stable
outlook.  The rating was affirmed by Moody's in February 2009.


* Iceland May Reach Deal With Creditors of Failed Banks Next Week
-----------------------------------------------------------------
Omar Valdimarsson at Reuters reports that Iceland hopes to secure
a deal next week with creditors of its failed banks, Glitnir banki
hf., Landsbanki Islands hf. and Kaupthing Bank hf.

Reuters says a deal would allow the government to capitalize its
new banks and start to compensate foreign lenders for their
massive losses.  Citing Kristjan Kristjansson, press secretary for
the Prime Minister's Office, Reuters discloses that based on the
business plans seen so far, the government is prepared to put in
some ISK280 billion (US$2.2 billion) into the new banks.

Reuters relates Indridi Thorlaksson, Permanent Secretary at the
Ministry of Finance, on Wednesday said a deal would likely come
ahead of a July 17 deadline.  Mr. Thorlaksson, as cited by
Reuters, said creditor talks are taking place in London, and a
number of approaches and combinations are being discussed.
"It could be a bond, or some kind of equity stake, or options for
equity.  Everything is being considered," Reuters quoted Mr.
Thorlaksson as saying.

According to Reuters, a deal would not necessarily guarantee the
full recovery of the money owed to the creditors of the failed
banks.

As reported in the Troubled Company Reporter-Europe on March 10,
2009, Iceland slipped into a recession in the fourth quarter of
2008 as its major financial sector was devastated by the world
credit crisis.  The statistics office said Iceland's gross
domestic product (GDP) fell by 0.9 percent in the fourth quarter
compared to the output level in the preceding three months.
The economy had contracted by 3.4 percent in the third quarter.


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


AIR SERVICE: Creditors Must File Claims by July 17
--------------------------------------------------
Creditors of LLP Air Service have until July 17, 2009, to submit
proofs of claim to:

         Bajov Str. 2
         070000 Ust-Kamenogorsk
         East Kazakhstan
         Kazakhstan

The Specialized Inter-Regional Economic Court of East Kazakhstan
commenced bankruptcy proceedings against the company on April 17,
2009.


BUSINESS IRTYSH: Creditors Must File Claims by July 17
------------------------------------------------------
Creditors of LLP Business Irtysh Company have until July 17, 2009,
to submit proofs of claim to:

         The Specialized Inter-Regional
         Economic Court of East Kazakhstan
         Bajov Str. 2
         070000 Ust-Kamenogorsk
         East Kazakhstan
         Kazakhstan

The Specialized Inter-Regional Economic Court of East Kazakhstan
commenced bankruptcy proceedings against the company on April 17,
2009.


MANK-MARKET LLP: Creditors Must File Claims by July 17
------------------------------------------------------
Creditors of LLP Mank-Market have until July 17, 2009, to submit
proofs of claim to:

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

The Specialized Inter-Regional Economic Court of Karaganda
commenced bankruptcy proceedings against the company on April 6,
2009.


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


OSH TEKS: Creditors Must File Claims by August 7
------------------------------------------------
JSC Osh Teks is currently undergoing liquidation.  Creditors  have
until August 7, 2009, to submit proofs of claim to:

         Kasymbekov Str. 6
         Osh
         Kyrgyzstan


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


CURIERO: On the Brink of Insolvency
-----------------------------------
Mirabela Tiron at Ziarul Financiar reports that Curiero is on the
brink of insolvency, despite a capital injection of more than
EUR1.5 million from RTC Holding group.

"Curiero was in an advanced insolvency stage and we did not
succeed in taking over its operations as we would have liked, nor
save it from bankruptcy, despite having pumped more than 1.5
million euros into it," the report quoted Octavian Radu, owner of
RTC Holding, as saying.

The report relates that in June 2008 Mr. Radu said he had signed a
deal with Curiero to bolster the logistic division of his group,
TCE Logistica.

According to the report, ten companies have been petitioning for
the insolvency of Curiero since the beginning of this year.
The report notes data on the Web site of the Bucharest Court of
Law show there were even some other partner companies that went to
court to have the company declared insolvent as early as 2006.

Headquartered in Bucharest, Romania, Curiero --
http://www.curiero.ro/-- offers courier services.


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


BANK ZENIT: Fitch Assigns Rating on RUB3-Bil. Series 6 Bond Issue
-----------------------------------------------------------------
Fitch Ratings has assigned Bank Zenit's RUB3 billion series 6 bond
issue, due July 2014, (put option in July 2010) a National Long-
term rating of 'A-(rus)'.

* Zenit's ratings are: Long-term Issuer Default Rating 'B+' with a
  Negative Outlook, Short-term IDR 'B', Individual Rating 'D',
  Support Rating '5', Support Rating Floor 'No floor', and
  National Long-term rating 'A-(rus)' with a Negative Outlook.

The bank's obligations under the issue will rank at least equally
with all its other senior unsecured creditors, except those
preferred by relevant legislation.  Under Russian law, the claims
of retail depositors rank above those of other senior unsecured
creditors.  At end-May 2009, retail deposits accounted for a
relatively moderate 15% of the bank's non-equity funding,
according to the bank's unconsolidated local accounts.

Zenit was the 27th largest Russian bank at end-Q109.  It focuses
primarily on corporate and investment banking, but is also
developing private and retail businesses.  Zenit group
consolidates four regional banks, which together account for
around 20% of the group's assets.  Tatneft ('BB'/Outlook Stable)
directly controls 24.6% of Zenit's shares and has a 49.3% stake in
the International Petrochemical Growth Fund, which in turn owns
41.9% of Zenit.  This enables Tatneft to exercise significant
influence over the bank, in Fitch's view.  NLMK's ('BB+'/Outlook
Stable) main shareholder, Vladimir Lisin, controls 14.4% of the
bank's shares.


EVRAZ GROUP: Raises US$900 Million in Bond and Share Sale
---------------------------------------------------------
Yuriy Humber at Bloomberg News reports that Evraz Group SA raised
US$900 million from a sale of convertible bonds and shares to
refinance debt.

Bloomberg relates Evraz said in a statement on Thursday that it
sold 6.06 million new shares in the form of global depositary
receipts at US$16.50 apiece.  The company, Bloomberg discloses,
also sold US$600 million of bonds maturing in 2014 with an annual
rate of 7.25 percent.

Goldman Sachs Group Inc., Morgan Stanley & Co. and Deutsche Bank
AG, which managed the sales, have the option within 14 days to buy
an additional US$50 million of bonds, Bloomberg notes.

                         About Evraz

Headquartered in Luxembourg, Evraz Group S.A. (LSE:EVR) --
http://www.evraz.com/-- manufactures and distributes steel and
related products.  In addition, the Company owns and operates
certain mining assets.  Its steel production and mining
facilities are mainly located in the Russian Federation.  It
operates three steel mills in Russia, one mill in the Sverdlovsk
region and two mills in the Kemerovo region.

                         *     *     *

As reported in the Troubled Company Reporter-Europe on June 11,
2009, Moody's Investors Service said that it placed the Ba3 CFR of
Evraz Group under review for possible downgrade.  At the same time
the ratings for Senior Unsecured Notes totaling US$300 million due
in 2009 rated Ba2, Senior Unsecured Notes totaling US$2750 million
due in 2013, 2015, and 2018 rated B1 were also placed under review
for possible downgrade.


EVRAZ GROUP: Domestic Sales Volumes Up 50% in Second Qtr. of 2009
-----------------------------------------------------------------
Evraz Group S.A.  issued a trading update for the period since
March 31, 2009.

                 Current Trading and Material Developments

Evraz continues to manage its steel mills in Russia and
internationally with the aim of achieving optimal capacity
utilization and maximizing the benefits of its vertical
integration and captive iron ore and coking coal supply, seeking
to achieve positive cash margins.

                        Russian Production

Following the restart of blast furnace #3 at Zapsib, announced on
June 22 and which became effective from July 1, Russian
steelmaking operations reached full capacity utilization at 13.5
million tonnes of crude steel per annum, 2 million tonnes per
annum less than last year's maximum capacity.

Increasing capacity utilization of the Group's Russian steelmaking
operations is driven by growing export demand for semi-finished
products and relatively stable demand from Russian customers for
construction and railway products.

Due in part to the Group's increasing degree of vertical
integration in raw material supply, the mining division continues
to enjoy high utilization rates.  Russian iron ore mining assets
are currently operating at approximately 80% of total capacity,
and Russian coal mining assets are at nearly 100%.

                    Russian Domestic Sales

Sales volumes of finished steel products to the Russian market in
the second quarter of 2009 were approximately 50% of the second
quarter of 2008 level, representing an increase of approximately
15% compared to the fourth quarter of 2008 and flat volume
compared to the first quarter of 2009.  Domestic prices in the
second quarter of 2009 remained essentially flat compared to the
first quarter of 2009.

                     Russian Export Sales

Low cost of production and relatively more favorable pricing
trends on the international market for semi-finished products have
enabled Evraz to increase export sales volumes by approximately
10% in the second quarter of 2009 compared to the first quarter of
2009.  Evraz expects to see further increases in export volumes in
the third quarter of 2009 as the end products of the recently-
restarted Zapsib blast furnace are expected to be sold on export
markets.  South-East Asia (including China) and the Middle East
remain key export destinations for Evraz.

The pricing environment for billet exports from Russia has
moderately improved in the second quarter of 2009 relative to the
first quarter of 2009, while prices for slab export have been
relatively flat.  Evraz benefited from its production flexibility,
which allowed it to shift its product mix to higher marginal
billet production.

                    Non-Russian Operations

Evraz's steelmaking capacity utilization in North America declined
in the second quarter of 2009, and is currently averaging 55%.
Demand varies across different product groups, which explains
different utilization rates of rolling mills.  Order books for
rails and large diameter pipes (LDP) remain robust with current
rolling capacity utilization being in the region of 78% and 80%,
respectively.  At the same time, demand for oil country tubular
goods (OCTG pipe) and commercial plate remains weak, resulting in
capacity utilization declining to approximately 25% in June 2009.
Evraz believes that it is well positioned to benefit from the
anticipated infrastructure investments in the US, expected to be
undertaken pursuant to the US Government's economic stimulus
packages.

The capacity utilization of Evraz's Ukrainian steelmaking
operations is currently around 80%.  Steelmaking operations in the
Czech Republic are running at approximately 40% with significant
improvement in steel-making capacity utilization expected already
in July, while the rolling mill in Italy is now almost 100%
utilised.  The capacity utilization of the South African
operations is around 70%.

Evraz continues to implement measures aimed at increasing cost
efficiency and reducing costs, including: renegotiations with
suppliers of goods and services; operating at reduced working
hours; temporary leaves and holidays for employees; salary and
staff reductions in Russia and internationally to sustain
operations in a weak economic environment and to position itself
for the longer-term recovery.  The Group is targeting a 40%
reduction of labor costs and 50% reduction of services and
auxiliary materials costs in 2009 compared with the previous year.
There have been some signals of firming market conditions in some
regions recently that Evraz expects to benefit from in the second
half of the year.  In Russia, the volumes have increased, the
prices for some steel products and the product mix have improved.
In the first half of the year there was a recovery of demand and
pricing for semi-finished products in some markets, which has
supported Evraz's exports.  However, the unfavorable developments
of the second quarter in the North American market may offset the
gains achieved by the Russian operations.

Assuming there are no major changes in the global market
conditions, Evraz's financial performance in the second half of
2009 is expected to be better than in the first half of the year.

                 Liquidity and Refinancing Update

According to the management accounts, total debt as of June 30,
2009 amounted to approximately US$8.49 billion, including
approximately US$3.79 billion of short-term debt and current
portion of long-term debt.  Cash and cash equivalents as of
June 30, 2009 amounted to approximately US$665 million with
additional US$1.08 billion available under undrawn credit
facilities.

On June 1, 2009, the Supervisory Board of VEB approved, subject to
fulfillment by Evraz of certain conditions precedent, the
potential extension of maturity of the US$1.8 billion loan
facilities granted to Evraz in the fourth quarter of 2008 from one
year to two years.  These facilities consist of a US$0.8 billion
loan granted in December 2008 and five tranches of US$201 million
each disbursed quarterly starting from November 2008.  As at
June 30, 2009, US$1.4 billion is outstanding.  Evraz has been
informed by VEB that the relevant documentation is expected to be
finalised by September 2009, subject to Evraz's submission of
certain documentation.  Evraz also received a term sheet from VTB
confirming ongoing negotiations to extend a RUR10 billion
(approximately US$321 million) loan due in October 2009 for
another four years.

Giving effect to the anticipated extension of the VEB and VTB
facilities as well as repayments of two tranches of the Deutsche
Bank syndicated loan, which are covered by the remaining tranches
of the VEB loan, Evraz's short-term debt and current portion of
long-term debt as of June 30, 2009 would decline to approximately
US$1.66 billion.  Out of this amount approximately US$446 million
is represented by trade finance and other revolving debt, which
wthe Group expects to continue rolling as a part of the normal
course of business.  The remaining US$1.21 billion of expected
maturities are more than covered by its cash and cash equivalents
and undrawn credit facilities.

Evraz is currently in compliance with all terms and conditions
under its outstanding bonds and credit facilities.  However, based
on the current economic environment and Evraz's outlook, when
Evraz's consolidated financial statements for the year ended
December 31, 2009 are published, Evraz may not be in compliance
with financial covenants in certain of its debt instruments,
which, if not resolved, could also constitute a cross default
under its other debt instruments.  Such an event would permit
Evraz's lenders to demand immediate payment of the outstanding
borrowings under the relevant debt instruments.  Evraz is
considering a number of alternatives to proactively address this
situation, including a waiver from its lenders.  Evraz may incur
additional costs related to these alternatives.

                         About Evraz

Headquartered in Luxembourg, Evraz Group S.A. (LSE:EVR) --
http://www.evraz.com/-- manufactures and distributes steel and
related products.  In addition, the Company owns and operates
certain mining assets.  Its steel production and mining
facilities are mainly located in the Russian Federation.  It
operates three steel mills in Russia, one mill in the Sverdlovsk
region and two mills in the Kemerovo region.

                         *     *     *

As reported in the Troubled Company Reporter-Europe on June 11,
2009, Moody's Investors Service said that it placed the Ba3 CFR of
Evraz Group under review for possible downgrade.  At the same time
the ratings for Senior Unsecured Notes totaling US$300 million due
in 2009 rated Ba2, Senior Unsecured Notes totaling US$2750 million
due in 2013, 2015, and 2018 rated B1 were also placed under review
for possible downgrade.


ING-STROY LLC: Court Names A. Gandaloev as Insolvency Manager
-------------------------------------------------------------
The Arbitration Court of Ingushetia appointed A. Gandaloev as
insolvency manager for LLC Ing-Stroy (Construction).  The case is
docketed under Case No. ?18–768/08.  He can be reached at:

         Pervomayskaya Str. 44
         Karabulak
         Ingushetia
         Russia
         Tel: 8 (8734) 44-51-45


ONIIS LLC: Creditors Must File Claims by July 19
------------------------------------------------
The Arbitration Court of Rostovskaya commenced bankruptcy
proceedings against LLC Oniis (TIN 6164070897) (Construction
Structures Manufacturing) after finding the company insolvent.
The case is docketed under Case No. ?53–7006/2009.

Creditors have until July 19, 2009, to submit proofs of claims to:

         V. Gaydunkov
         Insolvency Manager
         Office 504
         Oborony Str. 24
         344082 Rostov-on-Don
         Russia

The Debtor can be reached at:

         LLC Oniis
         Soborny pereulok 34
         Rostov-on-Don
         Russia


PROM-ARM LLC: Creditors Must File Claims by July 19
---------------------------------------------------
Creditors of LLC Prom-Arm (TIN 5903075454, PSRN 1065903042590)
(Pipe, Pipe Fitting Manufacturing) have until July 19, 2009, to
submit proofs of claims to:

         P. Plisetskiy
         Insolvency Manager
         Apt. 123
         Dekabristov Prospect 3
         614022 Perm
         Russia

The Arbitration Court of Permskiy will convene at 10:30 a.m. on
Dec. 7, 2009, to hear bankruptcy proceedings on the company.  The
case is docketed under Case No. ?50–9828/2009.

The Debtor can be reached at:

         LLC Prom-Arm
         Khrustalnaya Str. 10a
         614107 Perm
         Russia


RUS-LES LLC: Irkutskaya Bankruptcy Hearing Set July 30
------------------------------------------------------
The Arbitration Court of Irkutskaya will convene at 10:00 a.m. on
Jul. 30, 2009, to hear bankruptcy proceedings on LLC Rus-Les-Prom
(TIN 3817017656) (Forestry).  The case is docketed under Case No.
?19–8119/08–49.

The Insolvency Manager is:

         A. Sazhin
         Post User Box 77
         664047 Irkutsk
         Russia

The Debtor can be reached at:

         LLC Rus-Les-Prom
         Promyshlennaya zona Street
         Zheleznodorozhny
         Ust-Ilimskiy
         Irkutskaya
         Russia


STROY-KOM LLC: Creditors Must File Claims by July 19
----------------------------------------------------
The Arbitration Court of Ingushetia commenced bankruptcy
proceedings against LLC Stroy-Kom (TIN 0608008331) (Construction)
after finding the company insolvent.  The case is docketed under
Case No. ? 18–554/09.

Creditors have until July 19, 2009, to submit proofs of claims to:

          I. Mindeeva
          Insolvency Manager
          Pervomayskaya/Nazarbaeva Str. 52/16
          364012 Grozny
          Chechnya
          Russia

The Debtor can be reached at:

         LLC Stroy-Kom
         Kunaeva Str. 65
         Nazran
         Ingushetia
         Russia


TMK OAO: S&P Downgrades Long-Term Corporate Credit Rating to 'B'
----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered the long-term
corporate credit rating on Russia-based steel pipe producer OAO
TMK to 'B' from 'B+'.  S&P lowered the Russia national scale
rating to 'ruBBB+' from 'ruA'.  The outlook is negative.

At the same time, S&P lowered the senior unsecured debt ratings on
the US$300 million bond maturing in 2009 and US$600 million bond
maturing in 2011 issued by TMK Capital S.A. to 'B' from 'B+', and
placed it on CreditWatch with negative implications.  The recovery
rating is '4'.

"The downgrade reflects S&P's view that TMK's credit metrics will
deteriorate substantially in 2009 due to lower demand for oil
country tubular goods and industrial pipes in Russia and
globally," said Standard & Poor's credit analyst Andrey Nikolaev.
"In particular, in S&P's conservative credit scenario S&P expects
lower profits and cash flows in 2009 to lead to adjusted debt to
EBITDA surpassing 4.5x and funds from operations to adjusted debt
falling below 10%.  S&P also does not expect the company to
generate significant positive free operating cash flow in 2009-
2010 that could help it to meaningfully reduce debt."

In the first quarter of 2009, the company reported an 18% decrease
in overall pipe volumes compared with 2008, despite consolidation
of its U.S. operations.  This followed substantial downward
revision in capital expenditures of oil and gas companies
following sharply lower oil prices as well as a slowdown in the
Russian economy, which is impairing demand for pipes for
industrial applications.  Furthermore, weaker pricing as well as
lower capacity utilization puts pressure on TMK's margins.

Although S&P does not exclude the possibility of recovery in the
OCTG market in the end of 2009 and in 2010 based on currently
stronger oil prices, the visibility on the capital expenditure
budgets of oil producers and ultimately TMK's profits remains
limited.

On the positive side, however, S&P expects the company to improve
its liquidity and debt maturity structure by attracting long-term
financing from Russian and Western banks within the next three
months.  To do that, the company would need the consent of the
holders of its $600 million notes, due in 2011, to amend certain
covenants, including those related to limitations on the secured
indebtedness.  S&P does not view the tender offer related to the
consent solicitation process as distressed.

The CreditWatch placement on the bonds issued by TMK Capital
S.A.is linked to the company's intention to increase the
proportion of secured indebtedness, which could materially
diminish recovery prospects for unsecured bondholders.

"The negative outlook reflects the possibility of a downgrade if
TMK does not address its liquidity difficulties in a timely manner
as S&P currently anticipate, or if its financial performance
deteriorates further," said Mr. Nikolaev.


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


GATE GOURMET: Moody's Changes Outlook on 'B2' Rating to Negative
----------------------------------------------------------------
Moody's Investors Service has changed to negative from stable the
outlook on all the ratings of Gate Gourmet Borrower LLC, including
the company's B2 Corporate Family Rating.  The rating action
reflects Moody's expectation that the weakness in the airline
industry, resulting for generally low global economic activity and
reduced spending, will impact the company's performance in the
short to medium term, leading to weakening credit metrics within
the B2 rating category.  The affected ratings are detailed below.

"The change in the outlook for Gate's ratings reflects the fact
that the prolonged global recession is expected to continue to
reduce premium air traffic and to result in decreasing load
factors," says Stefano del Zompo, lead analyst for Gate at
Moody's.  "Flight schedules are also expected to shrink as
airlines adapt their offer to lower levels of demand.  Therefore,
Moody's expects Gate's top line and margins to remain under
pressure for the rest of 2009 and possibly most of 2010."

Moody's notes that the company's future performance will continue
to be supported by Gate's leading position in a highly
consolidated market, the barriers to entry and economies of scale,
alongside a business model that offers a degree of diversification
to the company's sales and resiliency to the economic downturn.

"However, Moody's believes that the company's metrics will be
above the target set for Gate of Debt/EBITDA below 4.5x in 2009,"
explains Mr. del Zompo.  "Moody's base case scenario expects the
company's Debt/EBITDA to trend above 5.0x, EBIT/interest to remain
close to par, and operating cash flow after interest payments to
only cover capital expenditures in 2009."

Gate's current ratings continue to reflect the solid liquidity
position of the company, which benefits from nearly CHF240 million
of cash on-balance sheet at the end of March 2009 and
approximately CHF40 million under its revolving credit facility,
with no debt amortisation until 2012 when the revolving credit
facility will mature.

Given the company's expected metrics and the generally challenging
market conditions, Moody's believes positive pressure on current
outlook is unlikely at present.

Moody's notes that a more pronounced contraction of the company's
top line or margins, leading to Debt/EBITDA above 5.5x, a coverage
ratio trending towards 1.0x, negative cash flow generation or a
rapidly deteriorating liquidity position could lead to a
downgrade.

These ratings are affected by the rating action:

  -- B2 CFR

  -- Ba2 senior secured debt rating on the CHF125 million
     revolving credit facility

  -- B2 senior secured debt rating on the CHF425 million senior
     secured term facility

  -- B2 senior secured debt rating on the CHF300 million delayed-
     draw term facility

The last rating action on Gate was implemented on 4 December 2008,
when Moody's changed the outlook on the company's ratings to
stable from positive.

Gate, a wholly-owned subsidiary of Gate Gourmet Holding SCA, is
based in Luxembourg and is part of gategroup, the world's largest
independent airline caterer and hospitality and logistic services
provider.  In 2008, the company reported revenues in excess of
CHF2.9 billion and EBITDA of CHF245 million.  In May 2009,
gategroup Holding AG (the top holding company) was listed on the
SIX Swiss Exchange.


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


LYONDELLBASELL AF: Default Cues Moody's to Withdraw Ratings
-----------------------------------------------------------
Moody's Investors Service withdrew all ratings of LyondellBasell
AF SCA Holding Ltd following the default of the company on the
majority of its debt instruments and reflecting the lack of
information available to Moody's to continue required to maintain
the ratings.

Moody's last rating action on the company was January 7, 2009,
when the rating agency downgraded the corporate family rating of
Lyondell Basell Industries AF SCA to Ca and downgraded the ratings
of various instruments raised by the company's subsidiaries.

Following the acquisition of Lyondell in 2007, LyondellBasell
became the world's largest independent producer of polypropylene
and advanced polyolefins products, a leading supplier of
polyethylene, and a global leader in the development and licensing
of polypropylene and polyethylene processes and related catalyst
sales.


NORTEL NETWORKS: Selected by Ziggo for IP Telephony in Netherlands
------------------------------------------------------------------
Ziggo, the largest cable operator in the Netherlands, has selected
an IP-Powered Business solution from Nortel to help them launch
advanced business voice services for small and medium businesses
(SMBs).

Ziggo has enjoyed considerable success in the consumer
telecommunications market in The Netherlands and now Nortel will
assist them to expand into the SMB market with a pre-tested, end-
to-end solution.  The Nortel IP-Powered Business solution is
specifically designed to help provide SMBs with all the standard
telephony features that a business needs over a secure, reliable,
and cost-effective IP-based system.  IP-Powered Business can also
be used to provide SMBs with advanced VoIP services such as
"click-to-call," find me/follow me' capabilities and audio
conferencing.

"For small and medium sized businesses, communications
enhancements can lead to improvements in productivity, customer
service, and overall efficiency," said Arthur Ligthart, manager,
Voice Management, Ziggo.  "However, many SMBs just don't have the
in-house resources or expertise to manage a complicated telephony
system so we at Ziggo wanted to offer them a simple way to meet
all of their voice communications needs without over-extending
their budgets.  Nortel's IP-Powered Business solution allows us
to do that by providing advanced VoIP services in a package that
is flexible and scalable to meet any customer's needs."

"The industry is seeing more and more SMB's look to carrier-
hosted solutions as their preferred scenario for VoIP services,"
said Samih Elhage, president, Carrier VoIP and Application
Solutions, Nortel.  "With Nortel's IP-Powered Business voice and
multimedia solution, carriers like Ziggo can take advantage of
this trend in SMB spending.  In addition to offering VoIP
capabilities, Nortel's solution can allow service providers to
offer cost-effective multimedia applications and services such as
fixed mobile convergence and unified communications to SMBs.
Nortel's solution also includes a suite of marketing and sales
tools that help carriers effectively reach this unique market."

The Nortel solution for Ziggo makes use of the company's existing
converged IP cable infrastructure.  Using Nortel's Communication
Server 2000 (CS 2000) and SIP technology, Ziggo can deliver
advanced IP Telephony to companies using PBX technology by
offering a carrier-hosted solution, or to companies that do
not use PBX through a business trunking solution.  Integrated with
Patton VoIP gateway, Nortel's solution allows companies to retain
their TDM PBX and migrate to SIP PBX at their own pace. This
simplicity and flexibility allows SMBs to preserve their current
equipment investments and upgrade in the most cost-effective way
possible.

"The CS2000 will be integrated into the existing Ziggo network to
provide efficient call routing and it will also enable Ziggo to
rapidly enter the SIP business trunking market and offer Hosted IP
Telephony services depending on market demand," added Tijs
Hulsbergen, senior account manager, Nortel Carrier Businesses,
Nortel.

Recently published reports from Dell'Oro Group and Infonetics
Research ranked Nortel as the worldwide leader with the largest
revenues in the carrier softswitch market for the first quarter of
2009.  Nortel has shipped more than 110 million Carrier VoIP and
Multimedia ports to over 340 wireline and wireless carriers
globally.  In addition, Nortel provides VoIP solutions to two
thirds of IDC's worldwide listing of top 20 carriers (by revenue).


ROMPETROL GROUP: S&P Affirms 'B' Long-Term Corporate Credit Rating
------------------------------------------------------------------
Standard & Poor's Ratings Services said that it had affirmed its
'B' long-term corporate credit rating on Netherlands-based
Rompetrol Group N.V. and removed it from CreditWatch, where it was
placed with negative implications on June 17, 2009.  The outlook
is negative.

The rating affirmation reflects S&P's assessment that the
company's 100% shareholder, Kazakhstan-based JSC NC KazMunayGas
(KMG; BB+/Stable/--), is able and willing to provide liquidity
support in a timely manner, even though its capacity to provide
such support may be constrained over the medium term.

"The ratings on Rompetrol continue to depend largely on support
from KMG, as Rompetrol's stand-alone credit profile, which S&P
assess as 'CCC+', remains vulnerable.  S&P understands that KMG's
intention is to continue to support Rompetrol," said Standard &
Poor's credit analyst Per Karlsson.

"In S&P's view, however, its ability to provide timely support is
constrained.  This is because KMG's cash is held with domestic
banks and the company does not have full flexibility in managing
these funds," Mr. Karlsson added.

S&P understand, however, that KMG's US$3 billion notes carry a
cross default clause to Rompetrol, which in S&P's view represents
a strong mitigating factor that increases the likelihood of timely
support.  As a result S&P continues to factor in a two-notch
uplift to reflect potential extraordinary parental support.  The
uplift also reflects a sizable initial amount invested by KMG in
Rompetrol and further support since then in the form of
shareholder loans and extended payment terms for crude oil
shipments.

The outlook is negative and reflects S&P's concern that in the
harsher environment S&P expects in the remainder of 2009 and 2010,
Rompetrol's cash flow generation is likely to be substantially
lower than previously, while KMG's capacity to support its
subsidiary is likely to come under pressure.  S&P believes there
is a clear risk that free operating cash flow could be very
negative over the next two years, even if Rompetrol is able to
reduce its spending program.  In S&P's view, future support from
KMG is increasingly uncertain in view of current market conditions
as the parent may need to support other subsidiaries that S&P
believes are of greater strategic importance.


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


FTGENVAL TDA: Fitch Assigns 'BB' Rating on Series B Notes
---------------------------------------------------------
Fitch Ratings has assigned ratings to FTGENVAL TDA CAM 1 Fondo de
Titulizacion de Activos's CDO notes, totalling EUR200m and due in
April 2052:

  -- EUR30.0 million Series A1: 'AAA'; Outlook Stable
  -- EUR130.0 million Series A2(G): 'AAA'; Outlook Stable
  -- EUR40.0 million Series B: 'BB'; Outlook Stable

The transaction is a cash flow securitization of a EUR200 million
static pool of secured and unsecured loans granted by Caja de
Ahorros del Mediterraneo (CAM, rated 'A-'/'F2'/Negative), a
Spanish savings bank, to small- and medium-sized Spanish
enterprises for the purpose of financing business activity and new
investments.  The granular pool consists of 1,827 loans to SMEs,
with the top 10 obligors representing 6.6% of the collateral
value.  43.9% of the collateral value is concentrated in CAM's
home region of Valencia and 16.3% of the loans were made to
obligors operating in the retail sector.

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

Fitch did not take into account the guarantee from the Autonomous
Community of Valencia (Generalitat Valenciana, rated
'A+'/'F1'/Stable) with respect to the A2(G) notes in assigning a
'AAA' rating.  The guarantee provides for Generalitat Valenciana
to cover the timely payment of interest and principal of this note
class.

The ratings address the payment of interest on the notes according
to the terms and conditions of the documentation, subject to a
deferral trigger for the class B, and the repayment of principal
by legal maturity in April 2052.

FTGENVAL TDA CAM 1, Fondo de Titulizacion de Activos is the sixth
single-seller SME securitization transaction originated by CAM and
rated by Fitch.  The issuer is legally represented and managed by
Titulizacion de Activos, SGFT, S.A. (TDA, or the Sociedad
Gestora), a special-purpose management company with limited
liability incorporated under the laws of Spain.


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


UBS AG: Swiss Gov't May Seize Data Sought by U.S. in Tax Probe
--------------------------------------------------------------
David Voreacos, Michael McKee and Mort Lucoff at Bloomberg News
report that in a July 7 filing in federal court in Miami, the
Swiss government said it would seize UBS AG data to prevent the
U.S. Justice Department from pursuing a U.S. court order seeking
the identities of 52,000 American account holders in a crackdown
on tax evaders.

Bloomberg relates that in a July 8 order, U.S. District Judge Alan
Gold told the Justice Department to respond by July 12 to the
Swiss filing.  Judge Gold, as cited by Bloomberg, said the U.S.
government should explain "how far it intends to proceed by way of
request for enforcement, up through and including receivership
and/or seizure of UBS' assets within the United States" if he
grants the petition and the Swiss "prevent or otherwise prohibit
UBS from complying."

Bloomberg relates that the Justice Department sued UBS on Feb. 19,
a day after the bank avoided U.S. prosecution for helping wealthy
Americans evade taxes.  UBS, Bloomberg recounts, agreed Feb. 18 to
pay US$780 million in penalties, admitted it helped taxpayers hide
money in Swiss accounts and gave the Internal Revenue Service more
than 250 clients' names.  Bloomberg notes the bank and Switzerland
have since argued that the U.S. lawsuit represents a threat to
Swiss sovereignty.

Judge Gold will hold an evidentiary hearing July 13.

                           Settlement

Goran Mijuk at Dow Jones Newswires reports that UBS may still
reach a settlement with U.S. regulators on the turning over of
confidential client data.  According to Dow Jones, tax specialists
say that the most likely outcome is a potential multi-billion
dollar out-of-court settlement with the IRS, which could be
reached before or during the trial that starts Monday in a U.S.
District Court in Miami.  Dow Jones says such an outcome could
cost UBS up to US$5 billion but would end legal insecurity that
has weighed on the bank during the past few months.

                      "Quick" Resolution

The Financial Times reported Tuesday that Doris Leuthard, the
Swiss economy minister, called for a swift resolution of the UBS
legal case brought by US tax authorities on Wednesday at the start
of a trip to Washington.  The FT disclosed the minister said the
ratification of the newly initialled tax treaty between the two
countries—an agreement to share information on tax evaders—could
depend on the outcome of the UBS case.  "Our goal is to have a
settlement," the FT quoted Ms. Leuthard as saying.  "We don't want
a long procedure on this case."

                      Management Shake-up

In a July 5 report, the FT disclosed Oswald Gruebel, UBS's chief
executive, wants to shake up the top managerial ranks of the
bank's brokerage business in the US after deciding against a sale.
Citing people close the situation, the FT said UBS had contacted
senior figures in the financial industry to sound them out over
taking a top role in its US brokerage business, whose operations
have been hamstrung by a US Justice Department and Internal
Revenue Service probe into whether the bank helped as many as
19,000 American citizens move US$20 billion into overseas bank
accounts, avoiding as much as US$300 million in annual taxes.  The
wealth management unit's performance has also suffered in the
financial crisis as many private banking clients have withdrawn
their funds, the FT noted.

                          About UBS AG

Based in Zurich, Switzerland, UBS AG (VTX:UBSN) --
http://www.ubs.com/-- is a global provider of financial services
for wealthy clients.  UBS's financial businesses are organized on
a worldwide basis into three Business Groups and the Corporate
Center.  Global Wealth Management & Business Banking consists of
three segments: Wealth Management International & Switzerland,
Wealth Management US and Business Banking Switzerland.  The
Business Groups Investment Bank and Global Asset Management
constitute one segment each.  The Industrial Holdings segment
holds all industrial operations controlled by the Group.  Global
Asset Management provides investment products and services to
institutional investors and wholesale intermediaries around the
globe.  The Investment Bank operates globally as a client-driven
investment banking and securities firm.  The Industrial Holdings
segment comprises the non-financial businesses of UBS, including
the private equity business, which primarily invests UBS and
third-party funds in unlisted companies.

As reported in the Troubled Company Reporter-Europe, UBS has
amassed more than US$53 billion in writedowns and losses since the
credit crisis began.  The bank expects to post a loss in the
second quarter of 2009.  The bank's net loss for full-year 2008
widened to CHF19,697 million from of CHF5,247 million in the prior
year.  Net losses from continuing operations totaled CHF19,327
million, compared with losses of CHF5,111 million in the prior
year.  UBS attributed the losses to negative revenues in its fixed
income, currencies and commodities (FICC) area.  For the 2008
fourth quarter, UBS incurred a net loss of CHF8,100 million, down
from a net profit of CHF296 million.  Net loss from continuing
operations was CHF7,997 million compared with a profit of CHF433
million.  The Investment Bank recorded a pre-tax loss of CHF7,483
million, compared with a pre-tax loss of CHF2,748 million in the
prior quarter.  This result was primarily due to trading losses,
losses on exposures to monolines and impairment charges taken
against leveraged finance commitments.  An own credit charge of
CHF1,616 million was recorded by the Investment Bank in fourth
quarter 2008, mainly due to redemptions and repurchases of UBS
debt during this period.

UBS said it will further reduce its headcount to 15,000 by the end
of the year.  UBS's personnel numbers reduced to 77,783 on
December 31, 2008, down by 1,782 from September 30, 2008, with
most staff reductions at its investment banking unit.


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


STANDARD LLC: Creditors Must File Claims by July 15
---------------------------------------------------
Creditors of LLC Company on Assets Management Ukrainian Investment
Standard (code EDRPOU 34538371) have until July 15, 2009, to
submit proofs of claim to:

         M. Grzhebinskaya
         Insolvency Manager
         Bestuzhev Str. 48
         04123 Kiev
         Ukraine

The Economic Court of Kiev commenced bankruptcy proceedings
against the company on June 3, 2009. The case is docketed under
Case No. 15/289-b.

The Court is located at:

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

The Debtor can be reached at:

         LLC Company on Assets Management
         Ukrainian Investment Standard
         Office 42/4
         B. Hmelnitsky Str. 51-B
         01030 Kiev
         Ukraine


GRAND-GLOB-UKRAINE LLC: Creditors Must File Claims by July 15
-------------------------------------------------------------
Creditors of LLC Grand-Glob-Ukraine (code EDRPOU 31363490) have
until July 15, 2009, to submit proofs of claim to A. Marko, the
company's insolvency manager.

The Economic Court of Lvov commenced bankruptcy proceedings
against the company on May 7, 2009.  The case is docketed under
Case No. 31/3.

The Court is located at:

         The Economic Court of Lvov
         Lichakovskaya Str. 128
         79010 Lvov
         Ukraine

The Debtor can be reached at:

         LLC Grand-Glob-Ukraine
         Balabanovka Str. 5
         Briukhovichi
         79491 Lvov
         Ukraine


LEOPOLIS-LOGISTICS LLC: Creditors Must File Claims by July 15
-------------------------------------------------------------
Creditors of LLC Transport and Expedition Company Leopolis-
Logistics (code EDRPOU 32712858) have until July 15, 2009, to
submit proofs of claim to A. Marko, the company's insolvency
manager.

The Economic Court of Lvov commenced bankruptcy proceedings
against the company on Feb. 3, 2009.  The case is docketed under
Case No 8/3.

The Court is located at:

         The Economic Court of Lvov
         Lichakovskaya Str. 128
         79010 Lvov
         Ukraine

The Debtor can be reached at:

         LLC Transport and Expedition Company Leopolis-Logistics
         Velichkovsky Str. 36/49
         79002 Lvov
         Ukraine


NAFTOGAZ UKRAINY: Ukraine to Increase Capital by UAH18.6 Billion
----------------------------------------------------------------
Kateryna Choursina and Daryna Krasnolutska at Bloomberg News
report that the Ukraine government approved a sale of treasuries
on the domestic market to increase capital at NAK Naftogaz
Ukrainy.

Bloomberg relates Fuel and Energy Minister Yuriy Prodan told
journalists in Kiev on Wednesday during the weekly Cabinet meeting
that the government will raise the capital at Naftogaz by
UAH18.6 billion (US$2.42 billion) to UAH24.2 billion.

According to Bloomberg, Naftogaz needs money to purchase natural
gas from OAO Gazprom to pump into underground storage before
colder weather in the European winter.  Naftogaz's capital
increase will "ensure uninterrupted payments for gas being pumped
into Ukraine's storage," Bloomberg quoted Prime Minister Yulia
Timoshenko Timoshenko as saying.  Naftogaz, which paid US$300
million for gas it bought in June on July 6, however said in a
statement it still needs further loans to ensure timely payments
for imported fuel.

                  About NJSC Naftogaz of Ukraine

Headquartered in Kiev, Ukraine, NJSC Naftogaz of Ukraine --
http://www.naftogaz.com/-- processes gas, oil and condensate at
the Company's five gas processing plants, which produce LPG,
motor fuels and other types of petroleum products.  Over 97% of
the oil and gas in Ukraine is produced by the enterprises of the
Company.

                          *     *     *

As reported in the Troubled Company Reporter-Europe on June 2,
2009, Moody's Investors Service downgraded to Caa1 from B2, the
foreign currency corporate family rating, and probability of
default and debt ratings of NJSC Naftogaz of Ukraine.  The outlook
on the ratings was changed to negative.


NOCK MOVERS: Creditors Must File Claims by July 15
--------------------------------------------------
Creditors of LLC Nock Movers (code EDRPOU 33552547) have until
July 15, 2009, to submit proofs of claim to Y. Vanzhula, the
company's insolvency manager.

The Economic Court of Kiev commenced bankruptcy proceedings
against the company on May 15, 2009.  The case is docketed under
Case No. 50/341.

The Court is located at:

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

The Debtor can be reached at:

         LLC Nock Movers
         Oranzhereynaya Str. 3
         04112 Kiev
         Ukraine


SUPPLY INDUSTRIAL: Creditors Must File Claims by July 15
--------------------------------------------------------
Creditors of LLC Supply Industrial Service (code EDRPOU 34834037)
have until July 15, 2009, to submit proofs of claim to
Y. Vanzhula, the company's insolvency manager.

The Economic Court of Kiev commenced bankruptcy proceedings
against the company on May 15, 2009.  The case is docketed under
Case No. 50/339.

The Court is located at:

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

The Debtor can be reached at:

         LLC Supply Industrial Service
         Ac. Krimsky Str. 27-A
         03142 Kiev
         Ukraine


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


BRIXTON PLC: Segro to Launch GBP250MM Share Issue to Fund Takeover
------------------------------------------------------------------
Lina Saigol and Daniel Thomas at The Financial Times report that
Segro plc plans to raise GBP250 million from a share placing via
an open offer after agreeing to buy rival Brixton plc in a
discounted all-share deal.

According to the FT, the two companies have agreed to swap 1.75
shares in Segro, worth 40 1/4p based on Wednesday's closing price,
for every Brixton share.  Brixton's shareholders will still have
to approve the deal before it can be completed, the FT notes.

UBS and JPMorgan Cazenove are advising Segro while Citi and Nomura
are advising Brixton, the FT discloses.

The FT says the deal values Brixton at about GBP109.4 million, a
big discount to the value of the company's property portfolio,
which was priced at almost GBP1.8 billion at the end of last year.
According to the FT, analysts regard the deal as partly a way to
rescue Brixton, which is facing a potential breach of its
loan-to-value agreements.  The company's net debt had a book value
of GBP862 million at the end of 2008, the FT states.

As reported in the Troubled Company Reporter-Europe on June 24,
2009, the FT said Brixton told shareholders at its annual meeting
that it had secured a waiver from its banks on a key covenant test
prior to July 31.

Brixton plc -- http://www.brixton.plc.uk/-- is a United Kingdom-
based Company.  The Company and its subsidiaries are engaged in
property investment and development, together with the management
of its properties.  The Company owns nearly 90 estates with over
1,300 units.  The Company's wholly owned subsidiary B-Serv Ltd is
responsible for asset management and customer service.  The
Company owns 19 millions square feet of industrial and warehouse
property in the United Kingdom.  Approximately 72% of the
Company's portfolio is located in the markets of Heathrow and Park
Royal.


CATTLES PLC: Fitch Downgrades Issuer Default Ratings to 'RD'
------------------------------------------------------------
Fitch Ratings has downgraded Cattles plc's Long-term Issuer
Default Rating to 'RD' from 'CC'. Fitch has simultaneously
downgraded Cattles' Short-term IDR to 'RD' from 'C'.  The
company's senior unsecured bonds' Long-term rating has been
affirmed at 'C' with a Recovery Rating of 'RR5'.

'RD', or "Restricted Default" ratings indicate an issuer that in
Fitch Ratings' opinion has experienced an uncured payment default
on a bond, loan or other material financial obligation but which
has not entered into bankruptcy filings, administration,
receivership, liquidation or other formal winding-up procedure,
and which has not otherwise ceased business.

The rating action follows confirmation by Cattles that it will not
pay the coupon on its GBP400 milllion 7.125% bonds, due 2017, that
fell due on 6 July.


GRACECHURCH CORPORATE: Moody's Junks Ratings on 4 Classes of Notes
------------------------------------------------------------------
Moody's Investors Service has confirmed the Class A1, A2, and A3
notes issued by Gracechurch Corporate Loans Series 2007-1 and
downgraded all other classes of notes.  A detailed list of the
rating actions can be found at the end of this press release.

The rating action concludes the review for downgrade, which was
initiated on February 17, 2009, as a result of the continued
deterioration in economic conditions and expectations of further
contraction in GDP output in the UK and Moody's revision of its
methodology for SME granular portfolios in EMEA.

Moody's notes that as of June 2009, the total amount of defaulted
reference obligations was GBP2.7 million, relating to five
borrowers (0.076% of the total pool balance as of June 2009
compared with 0.064% as of December 2008) with most of the
defaults occurring in 2008.  An increase in the defaulted
reference obligation rate is expected given the high correlation
between the GDP growth rate and the company liquidation rate in
the UK.  As of June 2009, no principal deficiency ledger had been
recorded.

The severe downturn in Britain's housing market may also lead to
worst portfolio credit quality assumptions than initially expected
given the exposure of the pool to the real estate sector -- either
through the security in the form of a mortgage or debtors
operating in the real estate sector.

Moody's has consequently revised the weighted-average equivalent
rating of the pool, which was initially set at Ba2.  The default
probability of the pool has been changed to be equivalent to B1.
Following the methodology for SME granular portfolios in EMEA, the
default probability of the pool results from a specific notching
approach of the transaction rating assumption derived from
RiskCalc.  The ratings were first notched down to bring the
weighted-average default probability of the pool to be equivalent
to a Ba2/Ba3 for Barclays UK SME.  Moody's then applied a one
notch upgrade for large debtors (corporates with a turnover higher
than GBP50 million), one notch downgrade to debtors in the first
four industrial sectors (Construction & Building, Hotel, Gaming &
Leisure, Services: Business, Retail) and a one notch downgrade as
a cycle adjustment factor.

For modelling purposes, Moody's used CDOROM v2.5 but did not apply
the embedded 30% default probability stress as the above approach
already includes a cycle adjustment to set the default probability
assumption for the pool.

Gracechurch Corporate Loans Series 2007-1 is a fully funded
synthetic transaction, arranged by Barclays Capital, in which
investors are exposed to the credit risk related to a portfolio of
loans extended by Barclays Bank PLC (Aa3/C/Prime-1) to UK small
and medium-sized companies.  The credit risk transferred by
Barclays Bank PLC through this transaction relates to a total
portfolio of GBP3.5 billion.  At closing, the reference pool
comprised 1343 separate obligors.  The revolving period will end
in February 2010.

The average life of the outstanding portfolio is 4.85 years, with
the longest maturity 17.91 years.  As of June 2009, the reference
pool comprised 1456 separate obligors with the highest obligor
concentration being 0.7%.  The concentration in the "Building and
Real Estate" sector according to Moody's industry classification
was 19.76%.

Moody's assigned definitive ratings in February 2007.  Moody's
ratings address the expected loss posed to investors by the legal
final maturity of the notes.  Moody's ratings address only the
credit risks associated with the transaction.  Other non-credit
risks have not been addressed, but may have a significant effect
on yield to investors.

The detailed list of rating actions is:

-- GBP1,046,000,000 Class A1 Secured Floating Rate Notes,
    confirmed at Aaa; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- EUR1,058,750,000 Class A2 Secured Floating Rate Notes,
    confirmed at Aaa; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- US$2,290,000,000 Class A3 Secured Floating Rate Notes,
    confirmed at Aaa; previously on 17 February 2009 a Placed
    Under Review for Possible Downgrade;

-- GBP106,750,000 Class AB1 Secured Floating Rate Notes,
    downgraded to Aa3 from Aaa; previously on 17 February 2009
    Placed Under Review for Possible Downgrade;

-- EUR103,750,000 Class AB2 Secured Floating Rate Notes,
    downgraded to Aa3 from Aaa; previously on 17 February 2009
    Placed Under Review for Possible Downgrade;

-- GBP32,600,000 Class B1 Secured Floating Rate Notes, downgraded
    to Baa1 from Aa2; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- EUR65,150,000 Class B2 Secured Floating Rate Notes, downgraded
    to Baa1 from Aa2; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- US$10,000,000 Class B3 Secured Floating Rate Notes, downgraded
    to Baa1 from Aa2; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- GBP36,400,000 Class C1 Secured Floating Rate Notes, downgraded
    to Ba1 from A2; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- EUR70,600,000 Class C2 Secured Floating Rate Notes, downgraded
    to Ba1 from A2; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- US$23,000,000 Class C3 Secured Floating Rate Notes, downgraded
    to Ba1 from A2; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- GBP33,000,000 Class D1 Secured Floating Rate Notes, downgraded
    to B2 from Baa3; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- EUR40,250,000 Class D2 Secured Floating Rate Notes, downgraded
    to B2 from Baa3; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- GBP43,100,000 Class E1 Secured Floating Rate Notes, downgraded
    to Caa1 from Ba2; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- EUR40,950,000 Class E2 Secured Floating Rate Notes, downgraded
    to Caa1 from Ba2; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- GBP28,050,000 Class F1 Secured Floating Rate Notes, downgraded
    to Ca from B2; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- EUR26,500,000 Class F2 Secured Floating Rate Notes, downgraded
    to Ca from B2; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade.


GRACECHURCH CORPORATE: Moody's Junks Ratings on 2 Classes of Notes
------------------------------------------------------------------
Moody's Investors Service has confirmed the ratings of the Class
A1, A2 and A3 notes issued by Gracechurch Corporate Loans Series
2005-1 and downgraded all other classes of notes.  A detailed list
of the rating actions can be found at the end of this press
release.

The rating action concludes the review for downgrade, which was
initiated on 17 February 2009, as a result of the continued
deterioration in economic conditions and expectations of further
contraction in GDP output in the UK.

Moody's notes that as of June 2009 the total amount of defaulted
reference obligations was GBP86 million, relating to 16 borrowers
(2.72% of the total pool current balance as of June 2009 compared
with 0.56% as of December 2007) with 64.3% of those defaults
occurring in 2008.  An increase in the default rate of the
underlying reference obligations is expected given the high
correlation between the GDP growth rate and the company
liquidation rate in the UK.  As of June 2009, no principal
deficiency ledger had been recorded.

The severe downturn in Britain's housing market may also lead to
worse portfolio credit quality assumptions than initially expected
given the exposure of the pool to the real estate sector -- either
through security in the form of a mortgage or debtors operating in
the real estate sector.

Moody's has consequently revised the weighted-average equivalent
rating of the pool, which was initially set between Ba1 and Ba2.
The default probability of the pool has been changed to be
equivalent to Ba3/B1.  Following the methodology for SME granular
portfolios in EMEA, the default probability of the pool results
from a specific notching approach of the transaction rating
assumption derived from RiskCalc.  The ratings were first notched
down to bring the weighted-average default probability of the pool
to be equivalent to a Ba2/Ba3 for Barclays UK SME.  Moody's then
applied a one notch upgrade to large debtors (corporates with a
turnover higher than GBP50 million), one notch downgrade to
debtors in the first four industrial sectors (Construction &
Building, Hotel, Gaming & Leisure, Services: Business, Retail) and
a one notch downgrade as a cycle adjustment factor.

For modelling purposes, Moody's used CDOROM v2.5 but did not apply
the embedded 30% default probability stress as the above approach
already includes a cycle adjustment to set the default probability
assumption for the pool.

Gracechurch Corporate Loans Series 2005-1 is a fully funded
synthetic transaction, arranged by Barclays Bank PLC (Aa3/C/Prime-
1), in which investors are exposed to the credit risk related to a
portfolio of loans extended by Barclays to UK SME companies.  The
credit risk transferred by Barclays Bank PLC through this
transaction relates to a total outstanding portfolio of
GBP3.2 billion.  At closing, the reference pool initially
comprised 819 separate obligors.  The three-year revolving period
ended in December 2008 and the transaction is now entering its
amortization period.

The average life of the outstanding portfolio is 3.68 years, with
the longest maturity 16.08 years.  As of June 2009, the reference
pool comprised 439 separate obligors with the highest obligor
concentration rate being at 1.11%.  The concentration in the
"Building and Real Estate" sector according to Moody's industry
classification was 17.09%.

Moody's assigned definitive ratings in December 2005.  Moody's
ratings address the expected loss posed to investors by the legal
final maturity of the notes.  Moody's ratings address only the
credit risks associated with the transaction. Other non-credit
risks have not been addressed, but may have a significant effect
on yield to investors.

The detailed list of rating action is:

-- GBP641,251,951 Class A1 Floating Rate Asset-Backed Notes,
    confirmed at Aaa; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- EUR1,186,316,108 Class A2 Floating Rate Asset-Backed Notes,
    confirmed at Aaa; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- US$2,372,632,217 Class A3 Floating Rate Asset-Backed Notes,
    confirmed at Aaa; previously on 17 February 2009 Placed Under
    Review for Possible Downgrade;

-- GBP43,000,000 Class AB1 Floating Rate Asset-Backed Notes,
    downgraded to A2 from Aaa; previously on 17 February 2009
    Placed Under Review for Possible Downgrade;

-- EUR39,000,000 Class AB2 Floating Rate Asset-Backed Notes,
    downgraded to A2 from Aaa; previously on 17 February 2009
    Placed Under Review for Possible Downgrade;

-- US$18,000,000 Class AB3 Floating Rate Asset-Backed Notes,
    downgraded to A2 from Aaa; previously on 17 February 2009
    Placed Under Review for Possible Downgrade;

-- GBP43,000,000 Class B1 Floating Rate Asset-Backed Notes,
    downgraded to Baa2 from Aa2; previously on 17 February 2009
    Placed Under Review for Possible Downgrade;

-- EUR66,000,000 Class B2 Floating Rate Asset-Backed Notes,
    downgraded to Baa2 from Aa2; previously on 17 February 2009
    Placed Under Review for Possible Downgrade;

-- US$20,000,000 Class B3 Floating Rate Asset-Backed Notes,
    downgraded to Baa2 from Aa2; previously, on 17 February 2009
    Placed Under Review for Possible Downgrade;

-- GBP17,000,000 Class C1 Floating Rate Asset-Backed Notes,
    downgraded to Ba1 from A2; previously on 17 February 2009
    Placed Under Review for Possible Downgrade;

-- EUR46,000,000 Class C2 Floating Rate Asset-Backed Notes,
    downgraded to Ba1 from A2; previously on 17 February 2009
    Placed Under Review for Possible Downgrade;

-- US$20,000,000 Class C3 Floating Rate Asset-Backed Notes,
    downgraded to Ba1 from A2; previously on 17 February 2009
    Placed Under Review for Possible Downgrade;

-- GBP50,000,000 Class D1 Floating Rate Asset-Backed Notes,
    downgraded to B1 from Baa2; previously on 17 February 2009
    Placed Under Review for Possible Downgrade;

-- EUR73,000,000 Class D2 Floating Rate Asset-Backed Notes,
    downgraded to B1 from Baa2; previously on 17 February 2009
    Placed Under Review for Possible Downgrade;

-- GBP80,000,000 Class E Floating Rate Asset-Backed Notes,
    downgraded to Caa2 from Ba2; previously on 17 February 2009
    Placed Under Review for Possible Downgrade;

-- GBP70,000,000 Class F Floating Rate Asset-Backed Notes,
    downgraded to Ca from B2; previously, on 17 February 2009
    Placed Under Review for Possible Downgrade.


HIGHLANDS INSURANCE: Files Motion for Permanent Injunction
----------------------------------------------------------
On July 1, 2009, Dan Yoram Schwarzmann and Mark Charles Batten, as
the foreign representatives of Highlands Insurance Company (UK)
Limited in its Chapter 15 case in the U.S. Bankruptcy Court for
the Southern District of New York, have filed a motion for
permanent injunction and related relief with the Court.  The
motion requests the Court to enter an order providing inter alia,
that:

  -- The Scheme of Arrangement proposed in respect of the Company
     will be given full force and effect and be binding on and
     enforceable against all Scheme Creditors in the U.S.;

  -- All claims of Scheme Creditors will be administered and
     adjudicated exclusively pursuant to the terms of the Scheme
     of Arrangement and except as provided in the Scheme of
     Arrangement, all Scheme Creditors are permanently enjoined
     and restrained from taking any action in contravention of,
     or that are inconsistent with, the terms of the Scheme of
     Arrangement or its administration, implementation or
     enforcement; and

  -- Al Scheme Creditors asseting a claim under a Section 51
     Direct Policy are required to make any and all claims in
     respect of their Section 51 Direct Policy and seek payment
     of said claims exclusively in accordance with the provisions
     of the Scheme and are precluded and enjoined from making any
     said claims except as specifically provided for under the
     Scheme of Arrangement; and

  -- All Section 51 Direct Policyholders/Claimants are prohibited
     and enjoined from asserting any and all claims in respect of
     their Section 51 Direct Policy or seeking payment of said
     claims (including asserting or effecting a set-off based on
     said claims) against Highlands Insurance Company (in
     Receivership).

Objections or responses, if any, to this motion must be made in
writing and filed with the Court so as to be received no later
than August 12, 2009, at 5:00 p.m., New York time.

A hearing to consider the motion and objections or responses
thereto, if any, is schedules for August 18, 2009, at 2:00 p.m.
New York time.

Highlands Insurance Company (U.K.) Ltd. is a wholly-owned
subsidiary of Highlands Holdings (U.K.) Ltd., which is in turn a
wholly-owned subsidiary of Highlands Insurance Group Inc., a U.S.
based Company.  On October 25, 2007, the Debtor's directors
presented an application to the High Court of Justice, Chancery
Division, Companies Court to place the Debtors into administration
under the U.K. Insolvency Act of 1986.  On November 1, 2007, the
High Court granted the application.

Highlands Insurance Company (U.K.) Ltd. filed for Chapter 15
(Bankr. S.D.N.Y. Case No. 07-13970) on Dec. 18, 2007, through its
duly authorized foreign representatives.  When the company filed
for Chapter 15, they listed assets between US$50 million and
US$100 million and debts of more than US$100 million.


ITV PLC: S&P Assigns 'BB-' Rating on EUR187.9 Mil. Senior Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'BB-' debt rating to the EUR187.9 million senior unsecured notes
issued by U.K. broadcaster ITV PLC and guaranteed by Carlton
Communications Limited.

At the same time, a recovery rating of '4' was assigned to this
debt, indicating Standard & Poor's expectation of average
(30%-50%) recovery for creditors in the event of a payment
default.  The new notes rank equally with the existing senior
unsecured notes also issued by ITV PLC.

The rating assignments follow the issuance of the new notes, as a
result of ITV's proposed offer launched on June 10, 2009, to
exchange the outstanding EUR500 million bonds due 2011 for a
combination of cash and new bonds maturing in 2014, and accepted
by bondholders holding 54% (approximately EUR268 million) of the
existing 2011 notes.

The rating on the new notes is the same as S&P's corporate credit
rating on ITV.

                        Recovery Analysis

S&P has valued ITV on a going-concern basis, given the strength of
its brand, licenses, programming rights, market share, and
knowhow, which S&P expects would retain some value at default.
S&P estimate the enterprise value at the hypothetical point of
default at about GBP900 million.  This represents a meaningful
decline from the value, given the likely structural and
significant changes in the business prior to default.  After
deducting priority liabilities, S&P estimates that coverage for
the unsecured notes will be in the 30%-50% range.

Before this transaction, S&P had based its hypothetical default
scenario on the assumption that the group would be unable to
refinance the EUR500 million Eurobond debt before maturity (2011).
Following the exchange offer and the revised maturity profile,
with the reduced amount of outstanding notes due in 2011, S&P
believes the most likely hypothetical point of default would be
later than in 2011 (most likely in 2013, at maturity of the GBP200
million bilateral financing and GBP110 million notes).  Moreover,
consistent with S&P's initial recovery assumptions, the revolving
credit facility has been cancelled.

Recovery prospects for unsecured debt instruments reflect the
estimated value available and accessible to creditors and are
constrained by the bonds' lack of security, weak documentation
protection, and the likelihood that the capital structure at
default might be materially different, as additional debt could be
raised along the path to default with parity to or priority over
the rated unsecured debt instruments.


LEHMAN BROTHERS: Court Sets September 22 Claims Bar Date
--------------------------------------------------------
Creditors holding pre-bankruptcy claims against Lehman Brothers
Holdings Inc. and its affiliated debtors have until September 22,
2009, to prepare and file their claims, Judge James Peck of the
U.S. Bankruptcy Court for the Southern District of New York ruled.

Holders of a security that is not listed in the Debtors' master
list of securities can ask that a security be added to the list
by completing a form available on the Debtors' Web site, which
form must be submitted to the Debtors on or before August 5,
2009.  The master list will be final as of August 20, 2009.

Each holder of a claim against the Debtors, which stemmed from a
derivative contract, is required to complete the electronic
derivative questionnaire found at the Debtors' Web site on or
before October 22, 2009.

Holders of claims against the Debtors based on amounts owed
pursuant to a promise, representation and agreement to answer for
the payment of some debt or the performance of some duty in case
of the failure of another party that is liable; and creditors
whose claims are based on a guarantee by the Debtors of the
obligations of a non-debtor entity under a derivative contract
have also until October 22, 2009, to complete the guarantee
questionnaires.

As for creditors that have claims on account of securities issued
by the Debtors or any of their affiliates outside of the United
States, which have been identified in the Debtors' Web site under
the heading "Lehman Programs Securities" as of July 17, 2009,
have until November 2, 2009, to file their proofs of claim.

                   Court Approves Stipulations

In separate orders, Judge Peck approved the stipulations that the
Debtors inked with JPMorgan Chase Bank N.A., Pacific Investment
Management Company LLC, and the Internal Revenue Service.

Under the stipulations, the Debtors agreed to exempt JPMorgan and
Pacific Investment from complying with certain requirements of
the July 2 "bar date" order related to the derivative contracts.
Meanwhile, IRS is allowed to file its proof of claim until
June 30, 2010.

                    About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for Chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on
September 16 (Case No. 08-13600).  Several other affiliates
followed thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
United States District Court for the Southern District of New
York, entered an order commencing liquidation of Lehman Brothers,
Inc., pursuant to the provisions of the Securities Investor
Protection Act in the case captioned Securities Investor
Protection Corporation v. Lehman Brothers Inc., Case No. 08-CIV-
8119 (GEL).  James W. Giddens has been appointed as trustee for
the SIPA liquidation of the business of LBI

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.  Nomura Holdings Inc., the
largest brokerage house in Japan, on September 22 reached an
agreement to purchased Lehman Brothers Holdings, Inc.'s operations
in Europe and the Middle East less than 24 hours after it reached
a deal to buy Lehman's operations in the Asia Pacific for
US$225 million.  Nomura paid only US$2 dollars for Lehman's
investment banking and equities businesses in Europe, but agreed
to retain most of Lehman's employees.

             International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008.  The joint
administrators have been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of
JPY4 trillion -- USUS$38 billion).  Lehman Brothers Japan Inc.
reported about JPY3.4 trillion (USUS$33 billion) in liabilities in
its petition.  Akio Katsuragi, a former Morgan Stanley executive,
runs Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., <http://bankrupt.com/newsstand/>or 215/945-7000).


MG ROVER: British Government Denies Role in Collapse
----------------------------------------------------
Jonathan Guthrie at The Financial Times reports that the British
government on Tuesday denied allegations by four former MG Rover
directors that Prime Minister Gordon Brown "pulled the plug" on
the company.

The FT discloses a "dossier" issued by Media House, a public
relations company acting on behalf of the "Phoenix Four" former
directors John Towers, Nick Stephenson, John Edwards and Peter
Beale, accused Mr. Brown of blocking a proposed rescue by the
Shanghai Automotive Industry Corporation in 2005.  According to
the FT, the dossier stated attempts by the four ex-directors to
discover the truth about the government's role in Rover's collapse
had been blocked by rejection of 30 freedom of information
requests.

The FT relates the Department for Business Innovation and Skills
on Tuesday night however insisted the government had done "all it
could" to support the proposed Saic deal.

As reported in the Troubled Company Reporter-Europe on July 8,
2009, the FT said Lord Mandelson, the Business Secretary, asked
the Serious Fraud Office to investigate the collapse of MG Rover
four years ago.

                         About MG Rover

Headquartered in Birmingham, United Kingdom, MG Rover Group
Limited -- http://www1.mg-rover.com/-- produced automobiles under
the Rover and MG brands, together with engine maker Powertrain
Ltd.  Previously owned by Phoenix Venture Holdings, the company
faced huge losses in recent years, reaching GBP64.1 million in
2004, which were blamed on reduced sales.

MG Rover collapsed on April 8, 2005, after a tie-up with China's
largest carmaker, Shanghai Automotive Industry Corp., failed to
materialize.  It appointed Ian Powell, Tony Lomas and Rob Hunt,
partners in PricewaterhouseCoopers, as joint administrators.  The
crisis left 6,000 people jobless, and caused a domino effect on
related businesses, particularly in the West Midlands.  Days
later, eight European subsidiaries -- MG Rover Deutschland GmbH;
MG Rover Nederland B.V.; MG. Rover Belux S.A./N.V.; MG Rover
Espana S.A.; MG Rover Italia S.p.A.; MG Rover Portugal-
Veiculos e Pecas LDA; Rover France S.A.S., and Rover Ireland
Limited -- also fell into administration.


NORTEL NETWORKS: UK Unit's Chapter 15 Petition Approved
-------------------------------------------------------
Alan Robert Bloom and three other court-appointed administrators
of Nortel Networks UK Limited filed a Chapter 15 petition June 8,
2009, in the U.S. Bankruptcy Court for the District of Delaware,
and sought entry of an order:

  (1) recognizing Nortel Networks UK's proceeding as "foreign
      main proceeding; and

  (2) enforcing the initial order dated January 14, 2009, of the
      High Court of Justice of England and Wales, in the United
      States.

Daniel Connolly, Esq., at Bracewell & Giuliani LLP, in New York,
said the petition will promote full cooperation among the Nortel
companies and the various courts overseeing the insolvency
proceedings.  He said it will also protect Nortel Networks UK's
assets and interests in the U.S. and ensure that the cross-border
restructuring of the Nortel companies progresses in an orderly
and efficient way.

"Due to the highly interdependent nature of the Nortel companies,
an orderly reorganization is crucial to avoid the threat of
disrupted operations and inter-company trading and the resulting
loss in value for all interested parties that could result if
there are chaotic, piecemeal or competing insolvency
proceedings," Mr. Connolly pointed out.

Nortel Networks UK 's Chapter 15 case is assigned Case No.
09-11972.  The company's administrators are represented by
Bracewell & Giuliani, and Young Conaway Stargatt & Taylor LLP, in
Wilmington, Delaware.

Nortel Networks UK reported over US$1 billion in assets and more
than US$1 billion in liabilities.

                         *     *     *

Judge Kevin Gross of the Bankruptcy Court issued an order on
June 26, 2009, recognizing Nortel Networks UK 's case as a
foreign main proceeding.

                      About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation
(NYSE/TSX: NT) -- http://www.nortel.com/-- delivers next-
generation technologies, for both service provider and enterprise
networks, support multimedia and business-critical applications.
Nortel's technologies are designed to help eliminate today's
barriers to efficiency, speed and performance by simplifying
networks and connecting people to the information they need, when
they need it.  Nortel does business in more than 150 countries
around the world.  Nortel Networks Limited is the principal direct
operating subsidiary of Nortel Networks Corporation.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young has been appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.  The Monitor also sought recognition of the CCAA
Proceedings in the Bankruptcy Court under Chapter 15 of the
Bankruptcy Code.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The Chapter 15 case is Bankr. D. Del. Case No. 09-10164.  Mary
Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll
& Rooney PC, in Wilmington, Delaware, serves as Chapter 15
petitioner's counsel.

Certain of Nortel's European subsidiaries have also made
consequential filings for creditor protection.  The Nortel
Companies related in a press release that Nortel Networks UK
Limited and certain subsidiaries of the Nortel group incorporated
in the EMEA region have each obtained an administration order
from the English High Court of Justice under the Insolvency Act
1986.  The applications were made by the EMEA Subsidiaries under
the provisions of the European Union's Council Regulation (EC)
No. 1346/2000 on Insolvency Proceedings and on the basis that
each EMEA Subsidiary's centre of main interests is in England.
Under the terms of the orders, representatives of Ernst & Young
LLP have been appointed as administrators of each of the EMEA
Companies and will continue to manage the EMEA Companies and
operate their businesses under the jurisdiction of the English
Court and in accordance with the applicable provisions of the
Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of US$11.6 billion and consolidated
liabilities of US$11.8 billion.  The Nortel Companies' U.S.
businesses are primarily conducted through Nortel Networks Inc.,
which is the parent of majority of the U.S. Nortel Companies.  As
of September 30, 2008, NNI had assets of about US$9 billion and
liabilities of US$3.2 billion, which do not include NNI's
guarantee of some or all of the Nortel Companies' about US$4.2
billion of unsecured public debt.

Bankruptcy Creditors' Service, Inc., publishes Nortel Networks
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
and ancillary foreign proceedings undertaken by Nortel Networks
Corp. and its various affiliates.  (http://bankrupt.com/newsstand/
or 215/945-7000)


SOUTHAMPTON LEISURE: Swiss Company Acquires Soccer Club
-------------------------------------------------------
Bob Bensch at Bloomberg News reports that Swiss-based DMWSL613
Ltd., a group headed by businessman Markus Liebherr, acquired the
assets of Southampton Leisure Holdings Plc, including its soccer
club, for an undisclosed sum.

"The sale of the Saints to Markus Liebherr is a fantastic
opportunity to rebuild the club," Bloomberg quoted Mark Fry, the
administrator for the Southampton soccer club, as saying.
"Liebherr was attracted to Southampton by a number of qualities
which include the club's rich sporting heritage, loyal fan base,
first-class stadium and training facilities and the potential for
the Saints to regain their rightful place at the higher echelons
of English football."

Bloomberg recalls Southampton Leisure, the club's holding company,
went into administration, a form of protection from creditors,
after it failed to secure financing.

Southampton Leisure Holdings Plc is a holding company engaged in
the operation of a professional football club.  Through its
subsidiaries, the Company is engaged in the provision of football
entertainment, professional football and issuance of loan notes.
Its subsidiaries include Southampton Football Club Limited, St
Mary's Stadium Limited and St Mary's SPV Limited.


TEXTILE ASSEMBLIES: In Administration; 78 Jobs Affected
-------------------------------------------------------
Andy McGill and Richard Philpott from KPMG LLP were appointed
joint administrators of Textile Assemblies in Birmingham, at the
request of the directors, on July 8, 2009.

Textile Assemblies is a manufacturer in the automotive supply
chain and develops and manufactures cut and sewn assemblies for
use as vehicle interior trims.  The company employed 172 people at
its site in Small Heath.

Will Wright, a KPMG Restructuring director who is leading the
team, said:"It is very unfortunate that the well documented
difficulties facing the automotive sector have impacted so
significantly on this business.

"Immediately following our appointment we regrettably needed to
make 78 employees redundant as the forecast order book could not
sustain the company's current levels of employment.  We are
endeavoring to trade the residual business while we consider the
options available to us."

Parties interested in acquiring the business should contact the
Administrators as soon as possible on 0121 609 5884.


* UK: CMBOR Says Private Equity Buy-Outs Drop in First Half 2009
----------------------------------------------------------------
Private equity investment in buy-outs in the first half of the
year reached a disappointing GBP3.2 billion according to the
latest data from the Centre for Management Buy-out Research
(CMBOR).  This is down from GBP12.5 billion in the same period
last year and is the lowest half yearly figure since 1995.

CMBOR, the UK's leading provider of data and analysis on private
equity also revealed that on a quarterly basis the market fell to
just GBP1.2 billion in the second quarter of the year, down from
GBP2.0 billion in quarter one.  (This second quarter figure
includes the recently finalized Wood Mackenzie SBO at GBP553
million.)

"Today's figures will come as a shock to no one" commented
Christiian Marriott, director at Barclays Private Equity.  "We
have previously predicted that the market will settle at a new,
much lower level, and the quarter two figures reflect this."

Analysis of exited deals shows that the most common exit route
this year has been into receivership.  There were 74 receiverships
in the first half of the year, compared to 25 trade sales and nine
secondary buy-outs.  There has now been no exit via stock market
flotation of a buy-out for two years.

"Although the number of receiverships continues to creep upwards,
the majority are not private equity backed and tend to be at the
lower end of the market.  In the first half of the year just 10 of
these receiverships were private equity backed deals valued above
GBP10 million", said Mr. Marriott.

In terms of deals by value, there has been an across the board
fall in both numbers and value.  Deals below GBP10 million reached
just GBP206 million by value and 126 in number.  The lower mid
market (GBP10-GBP100 million) has been particularly weak with just
14 deals in H1 2009, whilst there have only been 5 deals above
GBP100 million after 39 in 2008 and 67 in 2007.

The largest deal of the year so far is the buy-out of NDS Group
which accounts for GBP1.3 billion -- almost half of all deals by
value.  The largest buy-out in Q2 2009 was the Wood Mackenzie
secondary buy-out followed by Chesapeake at GBP325 million, a
company in receivership.  In fact two of the five deals above
GBP100 million in the first half of the year, have come from
parent companies in receivership.

Mr. Marriott added: "What is clear is that market recovery will
not happen over night.  We would expect to see a number of factors
converge before deal numbers are likely to begin to climb,
including earnings visibility and an increase in bank debt
availability.

"What is also interesting about the data and the market it
reflects is that deals between GBP10-25 million have seen the
heaviest decline.  It is safe to assume that over the next 12
months receiverships are likely to be higher than in 2008 and that
assets will be retained.  Valuations are still relatively high and
the dearth of available finance is likely to continue to depress
deal flow."

2009 half year highlights:

    * Buy-outs over GBP10 million total only 19 for the first half
      year, compared to a record total of 263 in 2007 and 176 in
      2008

    * Family and private buy-out volume has fallen to a quarter of
      all deals after rising steadily over the last 5 years,
      reaching 42 per cent at the end of 2008

    * In 2009 PTP activity started well with 5 de-listings valued

      at GBP1.4 billion in Q1 but there has been only one
      delisting in Q2 2009.

    * A new record exit value was set in 2006 at GBP26.9 billion
      followed by GBP23.9 billion in 2007.  In 2008 exit value
      ended the year at just GBP9.9 billion but only GBP960
      million has been recorded so far this year.

    * The Retail and Financial Services sectors are the only ones
      holding up with respect to the number of deals completed,
      albeit values are well down.


* BOOK REVIEW: Bankruptcy and Distressed Restructurings --
              Analytical
----------------------------------------------------------
Issues and Investment Opportunities
Editor: Edward I. Altman
Publisher: Beard Books
Softcover: 430 pages
Price: US$34.95
Review by Henry Berry

Bankruptcy and Distressed Restructurings offers the trenchant
observations of over 30 experts from leading financial firms and
business schools, including Salomon Brothers, Merrill Lynch, the
London Business School, Harvard Business School, and the Stern
School of Business at New York University (NYU).  The book's
content comes from collected papers from a March 1991 conference
at NYU that was devoted to studying the relationships between
bankruptcy and distressed restructurings.  While an esoteric
subject, it is made eminently readable under the capable editing
of Edward Altman.  Altman divides the subject matter into four
main sections -- restructuring, bankruptcy costs and company
valuations, investing and trading in distressed firms, and
strategic issues for both the firms and investors.

Altman is also coauthor of the chapter "Firm Valuation and
Corporate Leveraged Restructurings," and he writes the closing
chapter on trends in the field.

Most of the chapters offer a combination of introductory and
advanced material, and apply the material to resolving
hypothetical and actual cases.  For example, there is a
chapter on highly-leveraged transaction (HLT) loans that reviews
the rationale for this emerging market for both fixed-income and
equity investors, compares the structure of
HLT loans to that of other high-yield instruments, and suggests a
valuation convention to compare yields and relative value.  HLT
loans are loans that are traded near par with little price
differentiation for fundamental credit variables.  The authors of
this chapter, from the New York firm Salomon Brothers, take an
introductory approach to this subject, but also presuppose a
fairly developed knowledge of this financial area.  The
introductory approach is not so basic as to define or explain
fixed-income, equity, high-yield instruments, and valuation, for
instance.

Many of the chapters utilize studies and statistics and sometimes
refer to individual companies in applying the material toward
actual conditions or cases.  Two of the chapters present results
of a survey of firms that underwent reorganization.  The results
show the differences and commonalities of such firms. Other
chapters offer an empirical study and investigation of troubled
companies and provide a context for the prospective investor who
is weighing whether to become involved in a distressed situation.
Still other chapters deal with the valuation of distressed
companies and regulatory matters that should be considered before
investing in one.

Management, which is essential to the recovery of a distressed
firm and a favorable return on investment, is another topic given
full treatment in this book.  The financial risks with regard to
managing bankruptcies of or investments in distressed corporations
are so high, the issues so complex and often cloudy, and the
opportunities so inviting yet uncertain that the field attracts
the best minds and top performers.  With these collected papers,
readers have access to the thinking of many experts on a range of
central matters in this fascinating field.

Edward I. Altman is internationally recognized in the field of
corporate bankruptcy and credit risk analysis from awards he has
received, positions he holds, and books he has written.  He is the
Max L. Heine Professor of Finance at NYU's Stern School of
Business.

                            *********

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, Joy A. Agravante and Peter A. Chapman, Editors.

Copyright 2009.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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