TCREUR_Public/090722.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

             Wednesday, July 22, 2009, Vol. 10, No. 143

                            Headlines

A U S T R I A

AMHOFER TRANSPORT GMBH: Claims Filing Deadline is July 31
BEARINGPOINT INC: Signs Deal to Sell EMEA Practice for US$69MM
OEKOENERGIE ZEILER: Creditors Must File Claims by August 3
PE PAPER: Moody's Assigns (P)'Ba2' Rating on Senior Secured Notes
PE PAPER: S&P Assigns 'BB' Rating on US$500 Million Senior Notes


B U L G A R I A

KREMIKOVTZI AD: Creditors May Opt for Debt-for-Equity Swap


E S T O N I A

ENTER ITMARKET: Bankruptcy Trustee Opts to Close Stores


G E R M A N Y

BAYERISCHE LANDESBANK: S&P Cuts Ratings on Tier 3 Instruments
CONTINENTAL AG: Mulls US$1.4 Billion Capital Increase
GELDILUX-TS-2005 SA: Moody's Junks Rating on Series 3 E Notes
GENERAL MOTORS: Receives Three Final Bids for Opel/Vauxhall
LANDESBANK BADEN: S&P Cuts Ratings on Tier 3 Instruments to 'BB'

PORSCHE AUTOMOBIL: May Delay Decision on Volkswagen Merger


G R E E C E

ARIES MARITIME: Gets Commitment from Markin for US$145MM Notes


H U N G A R Y

HELIOGRAD MAGYARORSZAG: Goes Into Liquidation; 36 Jobs Lost


I C E L A N D

* ICELAND: Outlines Basis for Recapitalization of Three New Banks
* ICELAND: Has Compensation Pact w/ Landsbanki Resolution Comittee
* ICELAND: Has Capitalization Pact w/ Kaupthing Resolution Cttee.
* ICELAND: Has Capitalization Pact w/ Glitnir Resolution Committee


I R E L A N D

ADWALKER PLC: Placed Into Provisional Liquidation
NEWCOURT GROUP: Three Units Bought Out of Receivership
TIVWAY LTD: Court Appoints Interim Examiner


I T A L Y

BANCA ITALEASE: Moody's Upgrades Subordinate Note Rating to Ba1
CIRENE FINANCE: S&P Keeps 'BB'-Rated Class E Notes on Watch Neg


K A Z A K H S T A N

BAZIS INT'L: Lenders Defer Receivership Request for C$542MM Dev't.


K Y R G Y Z S T A N

HAN TENGRI: Creditors Must File Claims by July 31


L I T H U A N I A

UAB AWG: Court Initiates Bankruptcy Proceeding


N E T H E R L A N D S

SABIC INNOVATIVE: S&P Cuts Rating on Senior Secured Debt to 'BB'


N O R W A Y

FRONTIER DRILLING: S&P Affirms 'B-' Corporate Credit Rating


R U S S I A

SIBERIAN-MOSCOW: Two Detained Over Alleged Bribery


S W I T Z E R L A N D

GEFON AG: Creditors Must File Claims by July 27
HEULE AG: Creditors Must File Claims by July 27
KERNER SIGNAGE: Claims Filing Deadline is July 27
KST FINANZ AG: Claims Filing Deadline is July 27
LEUENBERGER STORENMONTAGEN: Claims Filing Deadline is July 27

POALIM FINANCIAL: Creditors Must File Claims by July 27
WILLI PFISTER: Creditors Must File Claims by July 27
TCP TRADE: Claims Filing Deadline is July 27


U K R A I N E

KB VOLODYMYRSKYI: Central Bank Appoints Temporary Administrator
MONOLIT LLC: Creditors Must File Claims by July 31
PANTEON LLC: Creditors Must File Claims by July 31
UKRAINIAN BUILDING: Creditors Must File Claims by July 31

* DNIPROPETROVSK: S&P Assigns 'CCC+' Local Currency Debt Rating


U N I T E D   K I N G D O M

ALCONTROL LABORATORIES: May Be Placed Into Pre-pack Administration
CEVA GROUP: Moody's Affirms Corporate Family Rating at 'Caa1'
CEVA GROUP: S&P Downgrades Corporate Credit Rating to 'SD'
HIT ENTERTAINMENT: At Risk of Breaching Debt Covenants
HOLMES FINANCING: Restructuring Won't Affect Moody's 'Ba2' Ratings

PATRIDGE FINE: In Administration; MCR Appointed
RMAC 2005: S&P Lowers Ratings on Three Classes of Notes to 'BB'
TATA MOTORS: Asked to Respond to Revised Gov't JLR Funding Offer
TITAN EUROPE: S&P Lowers Rating on Class A2 Notes to 'BB'
VISION MEDIA: In Administration; Tenon Recovery Appointed

WINDERMERE XI: Event of Default Called on Mortgage Loan
YELL GROUP: Seeks to Renegotiate Debt Covenant Terms
ZEGNA III: In Administration; PwC Appointed


                         *********



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


AMHOFER TRANSPORT GMBH: Claims Filing Deadline is July 31
---------------------------------------------------------
Creditors of Amhofer Transport GmbH have until July 31, 2009, to
file their proofs of claim.

A court hearing for examination of the claims has been scheduled
for August 12, 2009 at 10:50 a.m.

For further information, contact the company's administrator:

         Mag. Hans Georg Popp
         Bahnhofstr. 22/1
         8112 Gratwein
         Austria
         Tel: 03124/55 0 77
         Fax: 03124/55 0 77 - 4
         E-mail: kanzlei@popp-strauss.at


BEARINGPOINT INC: Signs Deal to Sell EMEA Practice for US$69MM
--------------------------------------------------------------
BearingPoint, Inc., has entered into a definitive agreement with
its European management team for the sale of the Company's Europe,
Middle East and Africa practice for an aggregate purchase price of
approximately US$69 million in total consideration.

Under the terms of this agreement, BearingPoint's EMEA practice
will become a legally independent entity owned by EMEA management
and operated as one single partnership.  Peter Mockler, executive
vice president of BearingPoint EMEA, and his management team will
remain in place, providing leadership stability and continuity
that will aid in the successful transition of the practice through
this process.  In addition, the practice will continue to operate
under the BearingPoint brand and will benefit from existing brand
equity and awareness.

"We are confident that this is the best path forward for our
clients and employees," said Peter Mockler. "The EMEA leadership
team and I are dedicated to the success of the practice and remain
steadfast in our commitment to serving our clients."

This sale is expected to be completed on or before August 31,
2009, and is subject to the satisfaction of certain conditions and
bankruptcy court approval.  There can be no assurance that the
proposed sale will be approved by the Court or that the
transaction will be completed.

                             Asset Sales

As reported by the Troubled Company Reporter, contemporaneous with
their bankruptcy petitions, the Debtors filed a pre-packaged Joint
Plan of Reorganization under Chapter 11 to implement the terms of
their agreement with the secured lenders.  BearingPoint intended a
traditional reorganization by proposing to issue new stock to
unsecured creditors and holders of US$690 million in subordinated
notes, pursuant to a Chapter 11 plan.

The Debtors, however, changed course and sold off their units.
PricewaterhouseCoopers LLP has purchased majority of
BearingPoint's North American Commercial Services Practice,
Bearingpoint's equity interests in a China unit for US$25 million.
Deloitte LLP bought BearingPoint's North American Public Services
business for US$350 million.

They have also sought permission to sell their equity interests in
BearingPoint, S.A., a subsidiary in Brazil pursuant to a Stock
Purchase Agreement dated July 9, 2009, with Computer Sciences
Corporation and CSC Brazil Holdings LLC.  BearingPoint's Brazilian
operations specialize in consulting and systems integration
services.  CSC has offered US$7.9 million for the asset.

The Debtors are also seeking to sell to Eclat Consulting, LLC,
substantially all of the remaining contracts related to their
Public Service Group assets that were not included in the sale to
Deloitte LLP.  Eclat has offered to purchase the legacy contracts
for US$15.1 million and to assume certain of BE's liabilities.

                      About BearingPoint Inc.

BearingPoint, Inc. -- http://www.BearingPoint.com/-- was one of
the world's largest providers of management and technology
consulting services to Global 2000 companies and government
organizations in more than 60 countries worldwide.  Based in
McLean, Va., BearingPoint -- a former consulting arm of KPMG LLP -
- has approximately 15,000 employees focusing on the Public
Services, Commercial Services and Financial Services industries.
The Company's service offerings are designed to help clients
generate revenue, increase cost-effectiveness, manage regulatory
compliance, integrate information and transition to "next-
generation" technology.  BearingPoint has global locations
including in Indonesia, Australia, Austria, China, India, Japan,
Mexico, Portugal, Singapore and Thailand.

BearingPoint, Inc., fka KPMG Consulting, Inc., together with its
units, filed for Chapter 11 protection on February 18, 2009
(Bankr. S.D.N.Y., Case No. 09-10691).  Alfredo R. Perez, Esq., at
Weil Gotshal & Manges LLP, in Houston; Marcia J. Goldstein, Esq.,
Ronit J. Berkovich, Esq., and Jose R. Alcantar, Esq., at Weil
Gotshal & Manges LLP, in New York, represent the Debtors as
restructuring counsel.  AlixPartners, LLP, is the Debtors'
restructuring advisors.  Greenhill & Co., LLC, is the Debtor's
financial advisor & investment banker.  Jeffrey S. Sabin, Esq., at
Bingham McCutchen LLP represents the Creditors' Committee as
counsel.

BearingPoint disclosed total assets of US$1,762,689,000, and debts
of US$2,231,839,000 as of September 30, 2008.


OEKOENERGIE ZEILER: Creditors Must File Claims by August 3
----------------------------------------------------------
Creditors of Oekoenergie Zeiler GmbH have until August 3, 2009, to
file their proofs of claim.

A court hearing for examination of the claims has been scheduled
for August 13, 2009 at 10:00 a.m.

For further information, contact the company's administrator:

         Dr. Hans-Peter Kandler
         Grazer Strasse 53a/1/5
         2700 Wiener Neustadt
         Austria
         Tel: 02622/69567
         Fax: 02622/69567-13
         E-mail: Dr.h.p.kandler.rechtsanwalt@aon.at


PE PAPER: Moody's Assigns (P)'Ba2' Rating on Senior Secured Notes
-----------------------------------------------------------------
Moody's Investors Service has assigned a provisional (P)Ba2 rating
to the proposed senior secured notes of up to US$500 million due
2014 to be issued by PE Paper Escrow GmbH, a special purpose
Austrian limited liability company.  The proceeds of the notes
issuance will be applied to reduce outstanding indebtedness.  The
outcome of the provisional rating is closely correlated to the
final proportion of secured debt in the company's capital
structure, consequently the final application of net proceeds
towards reduction of unsecured or secured debt could impact the
instrument's recovery prospects and hence might improve the
definitive rating by a maximum of one notch.  Based on the
assumption that the new instruments will be successfully placed as
proposed, the ratings of the outstanding US$750 million senior
unsecured notes issued by the holding company Sappi Papier Holding
GmbH have been downgraded to B2 from Ba3 due to the increasing
proportion of secured debt in Sappi's capital structure ranking
ahead and lower recovery prospects for the unsecured notes.  At
the same time, Moody's affirmed the Ba3 corporate family rating
and the probability of default rating of Sappi Ltd with a stable
outlook.

The proceeds of the offering are expected to be immediately placed
into escrow by the issuer and will be streamed on to SPH once the
conditions for a release are completed.  Upon satisfaction of the
escrow conditions, which includes the refinancing of Sappi's bank
debt, the amendment of certain other debt facilities of Sappi, and
other customary conditions, the issuer will become an indirect
wholly owned subsidiary of Sappi Limited.  The notes offering is
one component of a refinancing that Sappi is undertaking which is
expected to be finalized within the next weeks.  Besides the
senior secured notes, the refinancing consists of a new revolving
credit facility in an amount of up to EUR400 million to replace an
existing EUR600 million revolving credit facility, and a new OeKB
term loan facility in an amount of up to EUR400 million to
refinance an existing term loan with an identical face value.

The notes together with the refinanced bank debt and certain other
indebtedness will benefit from upstream guarantees on a senior
basis of essentially all material operating subsidiaries of
Sappi's international business excluding South African operations.
In addition, these aforementioned instruments are partially
secured as they will benefit from a first-lien security interest
in certain of Sappi's subsidiaries' property, plant and equipment,
real estate and inventories, as well as share pledges on the stock
of certain of Sappi's operating subsidiaries.  Furthermore the
notes will benefit from a senior downstream guarantee provided by
the ultimate holding company Sappi Ltd.  This guarantee, secured
by a pledge of shares in Sappi Manufacturing Ltd, however reflects
only the equity proportion of Sappi Ltd in the South African
operations as Sappi Ltd itself does not have any cash-generating
functions.  Therefore the downstream guarantee from Sappi Ltd is
subordinated to creditor's at the level of South African
operations.

The (P)Ba2 rating assigned to the senior secured notes is one
notch above the company's Ba3 CFR and reflects the relative
seniority and security package of the new instrument in Sappi's
capital structure pari passu with the new bank debt as reflected
in a Loss Given Default assessment of LGD 2 (29%).  As a result of
the upstream guarantees, Moody's ranks the new instruments pari
passu with all other claims with a similar proximity to assets and
cash flows as the guarantees mitigate structural subordination of
SPH.  Relative to other secured and unsecured liabilities in the
company's capital structure, the notes and the secured bank debt
are expected to have slightly higher recovery prospects due to the
partial security as reflected in a rating with a one notch
difference to the CFR.

Moody's issues provisional ratings in advance of the final sale of
securities and these ratings reflect Moody's preliminary credit
opinion regarding the transaction.  The outcome of the provisional
rating is closely correlated to the final proportion of secured
debt in the company's capital structure, consequently the final
application of net proceeds towards reduction of unsecured or
secured debt could impact the instrument's LGD rate and hence
might improve the definitive rating by a maximum of one notch.
Upon a conclusive review of the final versions of all the
documents, confirmation of issuance proceeds and application of
proceeds, Moody's will assign a definitive rating to the
transaction.

The ratings of the existing US$500 million global bonds due 2012
and the US$250 million global bonds due 2032 issued by the holding
company SPH have been downgraded to B2 (LGD 6, 91%) from Ba3 (LGD
4, 51%) under the assumption that the notes will be successfully
placed and the refinancing of bank debt will be realized.  The
downgrade reflects the implemented effective subordination
relative to an increasing amount of senior secured debt ranking
ahead in the capital structure with a closer proximity to
operating cash flows and assets.  The existing unsecured notes
only benefit from a downstream guarantee by the ultimate holding
company of Sappi Ltd on an unsecured basis which ranks junior
relative to the new debt, and an upstream guarantee from the
holding company Sappi International, to be shared with the new
senior secured instruments.

The rating affirmation of the Ba3 CFR and PDR reflects Moody's
view that the proposed transaction is in line with Moody's
expectations (for the current rating category with a stable
outlook) of a timely refinancing of upcoming debt maturities and
maintenance of sufficient headroom under financial covenants.
Moody's notes that a successful issuance of the new instruments
does improve the company's debt maturity profile and expects that
refinanced bank debt will contain a revised set of financial
covenants which will provide a higher headroom.

Moody's recognizes that the operating environment in the global
paper and forest products industry remains challenging, with
significantly lower demand levels for coated fine paper while
pricing levels in Europe remain favorable.  The rating affirmation
reflects Moody's expectation that recent performance erosion will
stabilize over the next quarters and that Sappi will continue to
restore credit metrics and generate positive free cash flows to
support the company's liquidity cushion which are key requirements
to mitigate downwards rating pressure.  The performance
stabilization is expected to be supported by management's
disciplined capacity management to adjust for weakening demand,
tight cost management and the realization of synergies from the M-
real graphic paper asset acquisition, but also benefits from lower
input costs which should gradually be visible in the company's
profitability over the next quarters.

Assignments:

Issuer: PE Paper Escrow GmbH

  -- Senior Secured Regular Bond/Debenture, Assigned (P)Ba2 (LGD2,
     29%)

  -- Stable Outlook Assigned

Downgrades:

Issuer: Sappi Papier Holding GmbH

  -- Senior Unsecured Regular Bond/Debenture, Downgrade to B2 from
     Ba3, (LGD 6, 91% changed from LGD 4, 51%)

The last rating action was implemented on 3 June 2009, when the
Corporate Family Rating was downgraded from Ba2 with a negative
outlook to Ba3 with a stable outlook.

Sappi Ltd, domiciled in Johannesburg, South Africa, is among the
leading global producers of coated fine paper with group sales of
US$5.9 billion in FY 2008 (ended September).


PE PAPER: S&P Assigns 'BB' Rating on US$500 Million Senior Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'BB'
rating to the proposed US$500 million senior secured notes to be
issued by PE Paper Escrow GmbH, which is a holding company created
for the purpose of the bond issuance.  The escrow account will be
pledged for the benefit of noteholders and once certain conditions
are satisfied the funds will be released.  Once the funds are
released the notes will be guaranteed on a senior basis by PE
Paper Escrow's parent company, South Africa-based pulp and paper
producer Sappi Ltd. (BB-/Stable/B) and its material subsidiaries.
At the same time, a recovery rating of '2' was assigned to this
debt, indicating S&P's expectation of substantial (70%-90%)
recovery for creditors in the event of a payment default.

In addition, following the group's announcement of the proposed
bond issuance and other refinancing plans, S&P is placing on
CreditWatch with negative implications the 'BB-' issue ratings on
the existing US$500 million 6.75% senior unsecured notes due 2012
and US$250 million 7.5% senior unsecured notes due 2032 issued by
Sappi Papier Holding GmbH.  Pending the resolution of the
CreditWatch status, the recovery rating on these notes is
unchanged at '3', indicating S&P's expectation of meaningful (50%-
70%) recovery in the event of a payment default.

Furthermore, S&P is placing on CreditWatch with positive
implications the 'BB-' issue rating on the existing EUR400 million
senior unsecured facility due 2010 issued by SPH.  The recovery
rating on this facility is unchanged at '3', indicating S&P's
expectation of meaningful (50%-70%) recovery in the event of a
payment default.

The issue rating of 'BB-' and recovery rating of '3' on the
existing EUR600 million senior unsecured revolving credit facility
due 2010 issued by SPH are unchanged.  If the group were to repay
the existing revolving credit facilities S&P would withdraw its
existing issue and recovery ratings and assign new ratings to the
replacement tranche.

The recovery rating of '2' on the proposed bonds reflects S&P's
view that the new notes would have security restricted to the
value of 15% of the consolidated net tangible assets of the group.
S&P also expect the bond to benefit from an extensive guarantee
package from material subsidiaries that contribute around 90% of
SPH group's EBITDA and assets.  Management has also indicated that
the group is seeking to refinance SPH's existing bank debt on a
secured basis, ranking pari passu with the proposed bonds.

The placement of the existing dollar-denominated bonds on
CreditWatch with negative implications reflects the weaker
recovery prospects that could result if Sappi were to increase the
amount of prior-ranking senior secured facilities.  S&P expects
the existing bonds to become structurally subordinated as a result
of their weaker guarantee package relative to the proposed new
debt tranches.  If the transactions are concluded as proposed, S&P
believes that the recovery prospects for the bonds will fall to
less than 30%, prompting us to lower the issue and recovery
ratings.  Depending on the final financing structure and the
completion of S&P's analysis, the issue rating on the existing
bonds due 2012 and 2032 could be lowered by up to two notches.

The placement of the EUR400 million senior unsecured facility due
2010 on CreditWatch with positive implications reflects S&P's
expectation that, once extended, the existing facility will rank
pari passu with the new secured dollar bonds.  S&P expects the
ratings on this tranche to be aligned with the new dollar bonds on
completion of this process.

The ratings are based on preliminary information and are subject
to S&P's satisfactory review of final documentation.  In the event
of any changes to the amount or terms of the bond, the assumptions
underpinning S&P's recovery and issue ratings might be subject to
further review.

                         Recovery Analysis

S&P has valued the business as a going concern.  Given what S&P
views as Sappi's fair business risk profile, established network
assets, and valuable customer base, S&P believes that a default
would most likely result from a failure to refinance the debt
maturities due 2012 because of operational underperformance and
significant leverage and absolute debt.

                           Ratings List

                            New Rating

                      PE Paper Escrow GmbH

             Senior Secured*
             US$500 mil. bonds due 2014            BB
              Recovery Rating                      2

                   CreditWatch/Outlook Action

                   Sappi Papier Holding GmbH

                                         To                 From
                                         --                 ----
  Senior Unsecured**
   US$500 mil. 6.75% notes due 2012      BB-/Watch Neg      BB-
    Recovery Rating                      3                  3
   US$250 mil. 7.5% notes due 2032       BB-/Watch Neg      BB-
    Recovery Rating                      3                  3

                    Sappi Papier Holding GmbH

                                         To                 From
                                         --                 ----

  Senior Unsecured**
   EUR400 mil. syndicated bank loan      BB-/Watch Pos      BB-
   due 2010
    Recovery Rating                      3                  3

                        Ratings Unchanged

                     Sappi Papier Holding GmbH

           Senior Unsecured***
            EUR600 mil. multicurrency revolving   BB-
            bank loan due 2010
             Recovery Rating                      3

   * Guaranteed by Sappi Ltd and material subsidiaries.

   ** Guaranteed by Sappi Ltd. and Sappi International SA.

   *** Guaranteed by Sappi Ltd., Sappi International SA, and
       Trenfor Trading AG.


===============
B U L G A R I A
===============


KREMIKOVTZI AD: Creditors May Opt for Debt-for-Equity Swap
----------------------------------------------------------
Elizabeth Konstantinova at Bloomberg News reports that Kremikovtzi
AD offered creditors the choice of exchanging debt for shares.

Bloomberg relates Tsvetan Bankov, Sofia-based Kremikovtzi's
receiver, said in an e-mailed letter to creditors on Friday said
they may opt to be repaid under national insolvency laws rather
than accept the debt-for-equity swap.

                        About Kremikovtzi

Headquartered in Sofia, Bulgaria, Kremikovtzi AD --
http://www.kremikovtzi.com/-- is a company principally engaged in
the steel industry.  Its production capacity includes a complete
steel production cycle, from ore mining to finished products, such
as hot rolled and cold rolled products (coils, slabs, plates,
blooms and billets), different thickness wire rods and tubes.  The
Company's product range also includes coke and chemical products,
ferro-alloys and metallurgical lime.  The Company operates through
a number of subsidiaries, including Kremikovtzi Trans EOOD,
Nezavisima laboratoriya za analizi EOOD, Kremikovtzi rudodobiv AD,
Ferosplaven zavod EOOD, Global Trade Trans and Kremi Logistics
EOOD, among others.  The Company has undergone the insolvency
process since August 6, 2008.

As reported in the Troubled Company Reporter-Europe on Aug. 8,
2008, the Sofia City Court commenced insolvency proceedings
against Kremikovtzi AD after declaring it bankrupt.  The court
appointed a temporary bankruptcy administrator for the steelmaker.
The court also ruled that Kremikovtzi's insolvency started on
Dec. 31, 2005.  As of Dec. 31, 2007, the company had BGN1.63
billion (US$1.3 billion) in total debts.


=============
E S T O N I A
=============


ENTER ITMARKET: Bankruptcy Trustee Opts to Close Stores
-------------------------------------------------------
Marge Tubalkain-Trell at aripaev.ee reports that Peep Lillemae,
temporary bankruptcy trustee of Enter ITmarket AS, has decided to
close all the company's stores.

"In this bankruptcy process keeping company's assets and creditors
interests protected is important.  Considering that the company is
producing loss I took the decision to close all Enter ITmarkets,"
aripaev.ee quoted the bankruptcy trustee as saying.

As reported in the Troubled Company Reporter-Europe on July 16,
2009, aripaev.ee said the Harju County Court initiated bankruptcy
proceeding against EnterITmarket.

aripaev.ee discloses falling retail sales prompted the company to
file a bankruptcy petition.

Enter ITmarket AS is based in Tallin, Estonia.


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


BAYERISCHE LANDESBANK: S&P Cuts Ratings on Tier 3 Instruments
-------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its ratings on
Tier 3 instruments issued by two German Landesbanks following a
review of new German legislation, the "Strengthening of the
Financial Market and Insurance Supervision Act", which was passed
by both chambers of parliament in July.  This affected debt issued
by Landesbank Baden-Wuerttemberg A-/Negative/A-2) and Bayerische
Landesbank (BBB+/Negative/A-2).

These rating actions reflect a combination of factors and were
taken on only two rated instruments and one program under which
Tier 3 instruments may be issued.  S&P has not assigned ratings to
Tier 3 instruments issued by other German financial institutions
that have received state aid nor have S&P assigned ratings to
other hybrid capital instruments issued by the two Landesbanks.

Payment on Tier 3 instruments is subject to the issuer's ability
to meet regulatory capital requirements, and S&P currently
believes that LBBW and BayernLB, following recapitalization
through their owners, will continue to meet the minimum
requirements.  However, the new legislation gives regulators
greater power to intervene and take preventive action.  To
facilitate preventive measures, the regulator is authorized to
take certain steps, including the prohibition or restriction of
payment on any regulatory capital instrument, excluding Lower Tier
2 instruments, if the issuer's annual net profit is insufficient
to make such a payment.  Tier 3 instruments were not explicitly
excluded in the law.  The regulator does not have to grant the
institution time in which to take corrective action.

The regulator is also authorized to instruct institutions to
maintain a regulatory capital ratio that is higher than the 8%
minimum, particularly to create a buffer for risks that are not
adequately reflected in the regulatory framework or as protection
against economic downturns, and can also impose more stringent
liquidity requirements on an institution to ensure a sustainable
liquidity position.  Furthermore, S&P expects financial
institutions' regulatory capital ratios to come under pressure,
due to a combination of potentially high net losses, further
rating migrations as a result of the recession, and potential
changes to the Basel II regulatory capital framework.  In
addition, payment deferral risk could increase for banks, such as
LBBW and BayernLB, which have received state aid.  This is because
the use of public funds to service regulatory capital instruments
other than Lower Tier 2 instruments may be restricted by the
European Commission.  All of these factors lead us to believe that
the payment risk on these instruments has increased.

S&P has revised the ratings on one Tier 3 instrument issued by
LBBW that matures on August 7, 2009.  S&P believes that LBBW will
likely pay principal and interest on this instrument.

S&P has revised the ratings on one Tier 3 instrument issued by
BayernLB, which matures on January 4, 2010, as well as those on
one of BayernLB's programs.  S&P believes that BayernLB currently
has the capacity to pay principal and interest on Tier 3
instruments following recapitalization by its key owners, but that
its Tier 3 obligations are somewhat more vulnerable to nonpayment
than those rated 'BB'.

At present, S&P is not aware of any regulatory or EC action that
would constrain the banks' ability to make payments as agreed.
However, it is possible that such action will be taken in the
future because final EC approval on state aid is still pending,
and it is still unclear how strictly the German regulators will
use its new powers.

                           Ratings List

                            Downgraded

                   Landesbank Baden-Wuerttemberg

                                                To           From
                                                --           ----
  EUR200 mil. floating-rate Tier 3 MTNs         BB           BBB-
    due Aug. 7, 2009, ISIN XS0285612619

                      Bayerische Landesbank

                                                To           From
                                                --           ----
  EUR550 mil. floating-rate Tier 3 sub MTNs     B+           BB+
    due Jan. 4, 2010, ISIN XS0312523003
  EUR10 bil. MTN program: jnr sub Tier 3        B+           BB+

     NB: This list does not reflect all the ratings affected.


CONTINENTAL AG: Mulls US$1.4 Billion Capital Increase
-----------------------------------------------------
Daniel Schafer at The Financial Times reports that Continental AG
is considering a EUR1 billion (US$1.4 billion) capital increase.

The FT says people close to the situation said Karl-Thomas
Neumann, chief executive of Continental, aims at a supervisory
board meeting next week to present a proposal for a capital
increase as an alternative to a merger with Schaeffler Group,
which took over more than 90 per cent of the shares of the German
carts supplier a year ago.  Mr. Neumann, the FT says, will propose
to the supervisory board a merger with Schaeffler under the helm
of Continental or, as a second solution, a capital increase.  The
FT notes both proposals are likely to be dismissed, as the
supervisory board is dominated by Schaeffler.

According to the FT, Continental, which has EUR800 million in debt
maturing in August and another EUR3.5 billion maturing next year,
needs a quick merger or a capital increase.

Hanover, Germany-based Continental AG (OTC:CTTAY) --
http://www.conti-online.com/-- is an automotive industry
supplier.  The Company focuses its activities on the development,
production and distribution of products that improve driving
safety, driving dynamics and ride comfort.  It operates in six
divisions.  Chassis and Safety provides active and passive driving
safety, safety and chassis sensor systems, as well as chassis
components.  Powertrain focuses on engine systems, hybrid electric
drives, injection technology, and sensors and actuators, among
others.  Interior manufactures information management modules and
wireless mobile devices.  Passenger and Light Truck Tires provides
tires for passenger cars, motorcycles and bicycles. Commercial
Vehicle Tires offers tires for trucks, as well as industrial and
off-the-road vehicles.  ContiTech specializes in the rubber and
plastics technology, offering parts, components and systems for
the automotive industry and other sectors.  In January 2009,
Schaeffler KG acquired 49.9% interest in the Company.


                        *     *     *

On June 12, 2009, the Troubled Company Reporter-Europe reported
that, Standard & Poor's Ratings Services said it placed its 'BB'
long-term corporate credit rating on German automotive supplier
Continental AG on CreditWatch with negative implications.
At the same time, the 'B' short-term rating was affirmed.

As reported in the Troubled Company Reporter-Europe on June 4,
2009, Moody's Investors Service downgraded Continental AG's
corporate family rating to Ba3 from Ba2.  Moody's said the outlook
remains negative.


GELDILUX-TS-2005 SA: Moody's Junks Rating on Series 3 E Notes
-------------------------------------------------------------
Moody's Investors Service has confirmed the ratings for all notes
rated Aaa and downgraded all other notes issued by Geldilux-TS-
2005 S.A.

-- Series 3 A Notes, Confirmed to Aaa, previously, on 23 March
    2009 Placed Under Review for Possible Downgrade;

-- Series 3 B Notes, Downgraded to A3, previously, on 23 March
    2009 A1 and Placed Under Review for Possible Downgrade;

-- Series 3 C Notes, Downgraded to Ba1, previously, on 23 March
    2009 Baa2 and Placed Under Review for Possible Downgrade;

-- Series 3 D Notes, Downgraded to B2, previously, on 23 March
    2009 Ba2 and Placed Under Review for Possible Downgrade; and

-- Series 3 E Notes, Downgraded to Caa2, previously, on 23 March
    2009 B2 and Placed Under Review for Possible Downgrade

The rating action concludes the rating review resulting from
Moody's revision of its methodology for SME granular portfolios in
EMEA. This revised methodology was announced on March 17, 2009 and
the affected transactions were placed on review on March 23, 2009.
In Moody's review Moody's consider the amendments made on July 16,
2009 by the originator in the transaction structure.

As a result of its revised methodology, Moody's has reviewed its
assumptions for the collateral portfolio anticipating a
performance deterioration of SME loan portfolios in the current
down cycle.  Moody's have reviewed the default probability of the
pool of corporate and SME debtors for Geldilux 2005 to be
equivalent to a Ba1/Ba2 rating with a remaining weighted average
life of two months.  Moody's also took into account the amended
portfolio replenishment criteria on industry and obligor
concentrations.  As a consequence, these revised assumptions have
translated into a cumulative mean default assumption of 0.2% over
60 days and a coefficient of variation (defined as the ratio
between the standard deviation and the mean) of 190%.  Moody's
original mean default assumption was 0.1% over 90 days which
corresponded to a Baa3 rating, and the coefficient of variation
was 75%.  The average recovery rate assumption remains unchanged
at 25% on average.  In its analysis, Moody's used a default
distribution derived from CDOROMTM (v2.5), whereas initially, a
lognormal default distribution was applied.

Amendments to the structure have been implemented on 16 July 2009,
affecting positively Moody's analysis.  These material amendments
were made with regards to the portfolio replenishment criteria:
Maximum real estate industry concentration of 35.0% (40.0% before
the amendment), maximum single obligor concentration of 0.5% (0.6%
before the amendment), and maximum remaining portfolio weighted
average life of 60 days (90 days before the amendment).
Furthermore, the definition of the real estate industry was
amended to comprise a wider range businesses and to be compliant
with the CDOROMTM (v2.5).

In summary, Moody's concluded that the negative effects of the
revised default assumption and the use of the CDOROMTM (v2.5)
model were only partly offset by the amendments in the transaction
structure and lead to rating confirmations on the Aaa-rated notes
and downgrades on all other notes.

Geldilux-TS-2005 S.A. is a true sale German SME transaction closed
17 June 2005.  The outstanding Series 3 A to Series 3 E Notes were
issued to finance the purchase of receivables arising from the
portfolio of short-term loans denominated in Euros granted by HVB
Banque Luxembourg S.A. (A3/P-2/C-/Stable Outlook) to medium-sized
companies, small businesses and individuals mainly in Germany
pursuant to their Euro-Loan programme.  Replenishments take place
on a daily basis until the end of the replenishment period in June
2010.  As of July 2009, the main sector concentration was in the
"building and real estate" sector with approximately 32.0% of the
pool using the new industry code definition.

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.


GENERAL MOTORS: Receives Three Final Bids for Opel/Vauxhall
-----------------------------------------------------------
John Reed at The Financial Times reports that General Motors Corp.
said on Monday that it had received three final bids for its
European business.

According to the FT, Magna International Inc. and OAO Sberbank
entered bids alongside RHJ International SA and China's
Beijing Automotive Industry Holding Co for a controlling stake in
Opel/Vauxhall.  GM, as cited by the FT, said it would now
analyze and compare the bids before reviewing them with Germany
and other affected governments, the European Commission, and
the Opel/Vauxhall Trust Board.

Citing a person close to the deal, the FT discloses Magna and
Sberbank revised their final bid to give each a 27.5 per cent for
a combined 55 per cent stake.  Their earlier offer would have seen
the Russian bank taking a larger, 35 per cent stake and Magna 20
per cent, the FT notes.

Chris Reiter at Bloomberg News reports Fiat SpA on Monday
reiterated that it would not improve on its non-cash offer to
contribute factories and assets from its own carmaking operations.

                      About General Motors

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

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

As reported by the Troubled Company Reporter, GM reported net loss
of US$6.0 billion, including special items, in the first quarter
of 2009.  This compares with a reported net loss of US$3.3 billion
in the year-ago quarter.  As of March 31, 2009, GM had US$82.2
billion in total assets and US$172.8 billion in total liabilities,
resulting in US$90.5 billion in stockholders' deficit.

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case
No. 09-50026).  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
assist the Debtors in their restructuring efforts.  Al Koch at AP
Services, LLC, an affiliate of AlixPartners, LLP, is the Debtors'
restructuring officer.  GM is also represented by Jenner & Block
LLP and Honigman Miller Schwartz and Cohn LLP as counsel.

Cravath, Swaine, & Moore LLP is providing legal advice to the GM
Board of Directors.  GM's financial advisors are Morgan Stanley,
Evercore Partners and the Blackstone Group LLP.

General Motors changed its name to Motors Liquidation Co.
following the sale of its key assets to a company 60.8% owned by
the U.S. Government.

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


LANDESBANK BADEN: S&P Cuts Ratings on Tier 3 Instruments to 'BB'
----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its ratings on
Tier 3 instruments issued by two German Landesbanks following a
review of new German legislation, the "Strengthening of the
Financial Market and Insurance Supervision Act", which was passed
by both chambers of parliament in July.  This affected debt issued
by Landesbank Baden-Wuerttemberg A-/Negative/A-2) and Bayerische
Landesbank (BBB+/Negative/A-2).

These rating actions reflect a combination of factors and were
taken on only two rated instruments and one program under which
Tier 3 instruments may be issued.  S&P has not assigned ratings to
Tier 3 instruments issued by other German financial institutions
that have received state aid nor have S&P assigned ratings to
other hybrid capital instruments issued by the two Landesbanks.

Payment on Tier 3 instruments is subject to the issuer's ability
to meet regulatory capital requirements, and S&P currently
believes that LBBW and BayernLB, following recapitalization
through their owners, will continue to meet the minimum
requirements.  However, the new legislation gives regulators
greater power to intervene and take preventive action.  To
facilitate preventive measures, the regulator is authorized to
take certain steps, including the prohibition or restriction of
payment on any regulatory capital instrument, excluding Lower Tier
2 instruments, if the issuer's annual net profit is insufficient
to make such a payment.  Tier 3 instruments were not explicitly
excluded in the law.  The regulator does not have to grant the
institution time in which to take corrective action.

The regulator is also authorized to instruct institutions to
maintain a regulatory capital ratio that is higher than the 8%
minimum, particularly to create a buffer for risks that are not
adequately reflected in the regulatory framework or as protection
against economic downturns, and can also impose more stringent
liquidity requirements on an institution to ensure a sustainable
liquidity position.  Furthermore, S&P expects financial
institutions' regulatory capital ratios to come under pressure,
due to a combination of potentially high net losses, further
rating migrations as a result of the recession, and potential
changes to the Basel II regulatory capital framework.  In
addition, payment deferral risk could increase for banks, such as
LBBW and BayernLB, which have received state aid.  This is because
the use of public funds to service regulatory capital instruments
other than Lower Tier 2 instruments may be restricted by the
European Commission.  All of these factors lead us to believe that
the payment risk on these instruments has increased.

S&P has revised the ratings on one Tier 3 instrument issued by
LBBW that matures on August 7, 2009.  S&P believes that LBBW will
likely pay principal and interest on this instrument.

S&P has revised the ratings on one Tier 3 instrument issued by
BayernLB, which matures on January 4, 2010, as well as those on
one of BayernLB's programs.  S&P believes that BayernLB currently
has the capacity to pay principal and interest on Tier 3
instruments following recapitalization by its key owners, but that
its Tier 3 obligations are somewhat more vulnerable to nonpayment
than those rated 'BB'.

At present, S&P is not aware of any regulatory or EC action that
would constrain the banks' ability to make payments as agreed.
However, it is possible that such action will be taken in the
future because final EC approval on state aid is still pending,
and it is still unclear how strictly the German regulators will
use its new powers.

                           Ratings List

                            Downgraded

                   Landesbank Baden-Wuerttemberg

                                                To           From
                                                --           ----
  EUR200 mil. floating-rate Tier 3 MTNs         BB           BBB-
    due Aug. 7, 2009, ISIN XS0285612619

                      Bayerische Landesbank

                                                To           From
                                                --           ----
  EUR550 mil. floating-rate Tier 3 sub MTNs     B+           BB+
    due Jan. 4, 2010, ISIN XS0312523003
  EUR10 bil. MTN program: jnr sub Tier 3        B+           BB+

     NB: This list does not reflect all the ratings affected.


PORSCHE AUTOMOBIL: May Delay Decision on Volkswagen Merger
----------------------------------------------------------
Andreas Cremer and Aaron Kirchfeld at Bloomberg News report that
Porsche Automobil Holding SE won't make a decision this week on a
plan to merge with Volkswagen AG.

Citing three people familiar with the situation, Bloomberg
discloses the sports- car maker's controlling families can't agree
on measures to reduce debt.  Bloomberg relates the people said
Porsche's supervisory board may delay a decision on a proposed
stake sale to Volkswagen until July 29 at the earliest.  Bloomberg
notes the people said a board meeting scheduled for tomorrow, July
23, may yield no decision among the members of the Porsche and
Piech families.

As reported in the Troubled Company Reporter-Europe on July 17,
2009, Dow Jones Newswires, citing a person close to the Porsche
supervisory board, said that the board was set to discuss an offer
worked out between Porsche's executive board and Qatar Investment
Authority.  The WSJ disclosed under the proposed deal, the Qatari
state-owned investment firm would take a stake in the German
sports-car maker, as well as acquire options on VW stock from
Porsche.  According to the WSJ, the person said the deal could be
valued at more than EUR5 billion (US$6.97 billion).  The person
added that the supervisory board also will discuss a separate
offer from VW to take a 49% stake in Porsche's core sports-car
operations.

                            Porsche AG

Gabi Thesing at Bloomberg News reports German magazine Der Spiegel
said Volkswagen wants to eventually take over all of Porsche AG,
the sports-car making business of Porsche Automobil Holding SE.
Bloomberg relates the magazine reported Volkswagen will buy
Porsche AG in two tranches, initially taking a 49.9 percent stake
and buying the remainder at a later stage.  Citing Spiegel,
Bloomberg discloses, the takeover would value Porsche AG at about
EUR8 billion (US$11.3 billion), and the family owners of both
carmakers will hold 50 percent of the enlarged Volkswagen-Porsche
company, while QIA will have a stake of between 14.9 percent and
19.9 percent.  According to Bloomberg, Bild am Sonntag reported
Uwe Hueck, head of Porsche Automobil Holding SE's workers'
council, said in an interview that a takeover by VW would endanger
11,000 jobs.  Bloomberg discloses Bild am Sonntag said the
workers' council and the IG Metall trade union are planning
strikes and sit-ins at Porsche plants in Zuffenhausen and
Weissbach.

                              Pay-off

Michael Woodhead at The Sunday Times reports that Wendelin
Wiedeking, the chief executive of Porsche Automobil Holding SE,
is set to pick up a pay-off of at least EUR100 million (GBP86
million) when he leaves the company.  According to the Sunday
Times, Mr. Wiedeking, whose contract runs until 2012, is expected
to offer his resignation tomorrow at an extraordinary meeting of
the Porsche supervisory committee in Stuttgart, when it will be
made clear to him that Porsche will become part of Volkswagen.
The Sunday Times notes a Porsche spokesman dismissed reports that
Mr. Wiedeking would resign this week as "pure speculation".

                            Compromise

Dana Cimilluca and Marcus Walker at The Wall Street Journal report
that Mr. Weideking is expected to relinquish operational
control of the company.  Citing people familiar with the matter,
the WSJ discloses under a compromise being considered, Mr.
Wiedeking no longer would oversee Porsche's strategy and daily
operations, but would retain his CEO title at Porsche's
holding company.  The WSJ notes the people said the solution would
be part of a broader deal Porsche is discussing with VW.

                                Debt

In the July 17 Troubled Company Reporter-Europe report, The
Financial Times said according to several analysts, Porsche's
large debt load has increased from more than EUR9 billion at the
end of January to above EUR10 billion at the end of April.  The
surge, the FT said, is mainly due to large tax payments on the
multi-billion paper profits the carmaker made in its past fiscal
year from its trades with Volkswagen options.  According to the
FT, the situation is set to worsen further when Porsche's fiscal
year ends later this month, as the carmaker is set to record
another large paper profit from its heavy bets with VW options
that will trigger additional large tax payments.  Citing a
research by Nomura, the investment bank, the FT disclosed Porsche
will also soon have to repay a EUR640 million hybrid bond after it
breached the covenant.  The FT said a EUR700 million loan by
Volkswagen is also set to mature at the end of September.

As reported in the Troubled Company Reporter-Europe on July 7,
2009, Bloomberg News said Porsche's net debt tripled to more than
EUR9 billion after the company increased its stake in Volkswagen
to 50.8 percent at the beginning of this year.

Headquartered in Stuttgart, Germany Porsche Automobil Holding SE
-- http://www.porsche-se.com/-- is a holding company engaged in
the car manufacture industry.  The Company's core products are
sports cars and all-terrain vehicles.  The Porsche sports car
range includes the Boxster, the Cayman, the 911 and the Carrera
GT.  The Boxster and the Boxster S are contemporary
reinterpretations of the Company's original roadsters, the 356/1
and the 550 Spyder.  There are several varieties of the 911,
representing the model's continuous evolution.  The Carrera GT has
the race-derived chassis construction and minimum weight.  The
Company's all-terrain models, Cayenne, Cayenne S, Cayenne Turbo
and Cayenne Turbo S are balanced, four-wheel drive vehicles for
on-road and off-road use.  Porsche Automobil Holding SE also
offers financing services, spare parts and accessories for new and
classic models, as well as an approved used car service.


===========
G R E E C E
===========


ARIES MARITIME: Gets Commitment from Markin for US$145MM Notes
--------------------------------------------------------------
Aries Maritime Transport Limited has entered into a commitment
letter with Investment Bank of Greece, a member of the Marfin
Popular Bank Group, to fully underwrite US$145.0 million aggregate
principal amount of 7% Senior Unsecured Convertible Notes due 2014
related to the Company's non-binding letter of intent for
acquisition of control by Grandunion, Inc.  Net proceeds from the
Notes are expected to be used primarily to fund vessel
acquisitions and partially repay existing indebtedness.

On June 24, 2009, Aries Maritime signed a non-binding letter of
intent with Grandunion, Inc., a company controlled by Nicholas
Fistes and Michael Zolotas, that contemplates, among other things,
the acquisition of three Capesize drybulk carriers with an
approximate net asset value of US$36.0 million in exchange for
15,977,778 newly issued shares of the Company and a change of
control of the Company's board of directors.  The commitment
letter is contingent, among other things, on entering into
definitive agreements with Grandunion, Inc., and amendments to
Aries' existing credit facility.  There is no assurance that the
Company will enter into these definitive agreements.

Jeff Parry, Chief Executive Officer of Aries Maritime, commented,
"We are pleased to have entered into a commitment letter to fully
underwrite the US$145 million in principal amount of the Notes.
This financing represents a critical step forward with respect to
our strategic transaction with Grandunion.  As we continue to make
important progress towards entering definitive agreements,
management remains focused on improving the operational
performance and financial strength of our Company."

                           Going Concern

As reported by the Troubled Company Reporter on July 8, 2009,
Aries Maritime said the audit report of the Company's independent
registered public accounting firm, PricewaterhouseCoopers S.A.,
included in the Company's Form 20-F filed with the U.S. Securities
and Exchange Commission contains an explanatory paragraph which
notes that there are specific factors which raise substantial
doubt about the Company's ability to continue as a going concern.
These factors include the Company's 2008 and 2007 net losses and a
previously announced re-classification of long term debt due to
its inability to meet certain financial covenants under its
revolving credit facility.

Aries Maritime is currently in negotiations with its lenders to
obtain waivers for certain financial covenants.  The Company has
plans in place to improve the performance and financial strength
of the Company.  These plans primarily relate to the reduction of
expenses, possible sales of vessels and the potential addition of
assets to enhance future cash earnings.

At March 31, 2009, the Company had US$309,426,000 in total assets
and US$248,010,000 in total liabilities.

                       About Aries Maritime

Aries Maritime Transport Limited (NASDAQ: RAMS) is an
international shipping company that owns and operates products
tankers and container vessels.  The Company's products tanker
fleet consists of five MR tankers and four Panamax tankers, all of
which are double-hulled.  The Company also owns a fleet of two
container vessels with a capacity of 2,917 TEU per vessel.  Five
of the Company's 11 vessels are secured on period charters.
Charters for two of the Company's products tanker vessels
currently have profit-sharing components.


=============
H U N G A R Y
=============


HELIOGRAD MAGYARORSZAG: Goes Into Liquidation; 36 Jobs Lost
-----------------------------------------------------------
Heliograd Magyarorszag Napelemgyarto has gone into liquidation,
resulting in the loss of 36 jobs, MTI-ECONEWS reports citing
bailiff Miklos Balazs.

MTI discloses the company earlier planned to build a HUF16.5
billion solar panel plant in Salgotarjan, Hungary.

The report says former Economy Minister Janos Koka announced plans
to build the plant in March 2007; and the investment was to have
created 800 new workplaces and generated an annual HUF20 billion-
HUF25 billion of revenue.  According to the report, Heliograd had
planned to build four production lines, but had completed only one
when it went under liquidation on June 8.


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


* ICELAND: Outlines Basis for Recapitalization of Three New Banks
-----------------------------------------------------------------
The Government of Iceland said that it has determined the basis
for the capitalization of the three new banks (Islandsbanki, New
Kaupthing and New Landsbanki) created following the collapse of
the main Icelandic commercial banks in October 2008.  It has also
reached heads of agreement with the Resolution Committees of the
old banks in relation to how compensation for the transfer of net
assets into the new banks will be achieved.  In respect of two of
the new banks, Islandsbanki and New Kaupthing, this includes a
conditional agreement for the old banks to subscribe for majority
equity interests in the new banks.

The Ministry of Finance's negotiating team, led by Thorsteinn
Thorsteinsson and its adviser Hawkpoint, have run a process which
has involved regular consultation and dialogue with the old banks'
Resolution Committees and their advisers.  The Government has also
sought to involve creditor representatives in these discussions.
The process has involved provision of information and access to
the new banks to allow Resolution Committees, their advisers and
creditor representatives to conduct due diligence.

Commenting on the agreement reached, Steingrimur J. Sigfusson, the
Minister of Finance of Iceland said: "Our agreements announced
[Monday] are a major step forward in the re-establishment of a
strong banking system.  They allow for the recapitalization of the
banks, potentially at a significantly lower cost to the taxpayer
than originally envisaged, and we believe will result in a fair
and equitable outcome for all stakeholders.  Not only do
[Monday's] announcements provide a firm basis for further
progress, they also benefit customers of the new banks and the
Icelandic economy in general.  I look forward to the successful
conclusion of this process."

    Agreement with the Resolution Committees of the Old Banks

The heads of agreement cover the basis and terms on which the new
banks will be capitalized and the terms on which compensation
arrangements will be finalized with the Resolution Committees.

The Government on behalf of each of the new banks and the
Resolution Committees have made separate joint announcements.

               Islandsbanki and New Kaupthing

The Government has conditionally agreed with the Resolution
Committees of Glitnir and Kaupthing that they should have majority
ownership of the new banks in order to facilitate their
independent development.  This would involve them capitalizing
Islandsbanki and New Kaupthing as part of the compensation
agreement.  It is envisaged that shares in Islandsbanki and New
Kaupthing will be held by Glitnir and Kaupthing.  The Government
will continue its involvement in Islandsbanki and New Kaupthing
through significant capital support and Board representation.

These arrangements remain subject to, inter alia, due diligence,
finalisation of documentation, creditor consultation and the
approval of the Icelandic Financial Supervisory Authority, the
FME.  In the event that Glitnir and Kaupthing do not complete the
subscription for shares in the new banks, the Government will
retain full ownership.  However, the Government would provide both
Resolution Committees with options to acquire the majority of the
Government's shares after it has earned a reasonable return on its
investment.
Landsbanki

The Government and the Resolution Committee of Old Landsbanki have
agreed to a further period to allow completion of due diligence by
the Resolution Committee, its advisers and creditor
representatives and the finalization of the terms of a bond
instrument to be issued by New Landsbanki in connection with
compensation.  It is envisaged that this bond instrument will be
issued by August 14, 2009 in tandem with the capitalisation by the
Government referred to below.  The parties have also agreed a
process to conclude all negotiation of other compensation to be
provided to Old Landsbanki.

The ongoing operations of the new banks will be unaffected by
[Monday's] announcements, but following capitalization, it will
allow them to operate more normally within the financial markets.

                  Capitalization of the New Banks

Based on the agreements entered into with the three Resolution
Committees, the Government is now in a position to capitalize all
three of the new banks.  It is expected that this will take place
on August 14, 2009 and will be achieved by the issue of new
Government bonds to the new banks.  Each bank will be prudently
capitalized with a core tier 1 ratio of approximately 12 per cent.

The agreements reached with the Resolution Committees mean that
with effect from August 14, 2009, the new banks will be in a
position to finalize their opening balance sheets as at October
2008 and will be appropriately capitalized to the satisfaction of
the FME.  They will also be in a position to complete the audits
for the year to December 31, 2008.

The Government believes the agreement today is an important step
towards meeting its goal of re-establishing a strong banking
system for the long-term.

         Lower Than Anticipated Capital Cost to Taxpayer

In aggregate it is expected the total capitalization will amount
to approximately ISK270 billion.  In the event that both Glitnir
and Kaupthing complete their subscription agreements as described
above, this would be reduced to approximately ISK200 billion.
These levels of capital commitment are significantly lower than
the estimated commitment of ISK385 billion at the time of the
original transfer in October 2008, leading to lower fiscal cost
and impact on gross state debt than that previously envisaged.

                          Next Steps

The heads of agreement signed with the Resolution Committees also
set out agreed timetables for the next stages in the negotiations
regarding compensation to creditors.  These comprise further due
diligence by the Resolution Committees, their advisers and
creditor representatives, finalization of the terms of
compensation instruments to be issued to the Resolution
Committees, preparation of audited accounts and other materials to
be provided to creditors of the old banks for the purpose of any
creditor consultation and meetings.


* ICELAND: Has Compensation Pact w/ Landsbanki Resolution Comittee
------------------------------------------------------------------
The Government of Iceland and the Resolution Committee of
Landsbanki have reached agreement in relation to a process by
which compensation payable to the creditors of Landsbanki arising
from the creation of New Landsbanki in October 2008 will be
agreed.

New Landsbanki will be capitalized by the Government on
August 14, 2009.  The estimated amount of capital to be provided
by the Government, subject to ongoing discussions, is
approximately ISK140 billion.

The Government and the Resolution Committee have agreed to a
further period to allow completion of due diligence by the
Resolution Committee, its advisers and creditor representatives
and the finalization of the terms of a bond instrument to be
issued by New Landsbanki in connection with compensation.  These
negotiations will be conducted with a view to agreement by
July 31, 2009.  It is envisaged that this bond instrument will be
issued by August 14, 2009 in tandem with the capitalization by the
Government.  The parties have also agreed that they will seek to
conclude all negotiation of other compensation to be provided to
Landsbanki by September 14, 2009.

Hawkpoint is acting as exclusive financial adviser to the
Government and Barclays Capital as exclusive financial adviser to
the Resolution Committee of Landsbanki in this transaction.  In
addition creditor representatives participated in the
negotiations.

Commenting on the agreement reached, Steingrimur J. Sigfusson, the
Minister of Finance of Iceland said: "We are pleased to have
achieved this agreement on process with the Resolution Committee
of Landsbanki.  In accordance with its strategy for resolving the
compensation to the old banks, the Government is committed to
allowing the Resolution Committee of Landsbanki and creditors time
to complete their due diligence in order that a final settlement
can be achieved.  The agreement [Monday] now allows the Government
to complete the capitalization of New Landsbanki and therefore put
the bank on a sound financial footing to allow for its future
development."

Commenting on the agreement reached, Larentsinus Kristjansson, as
Chairman of the Resolution Committee of Landsbanki said: "The
Resolution Committee of Landsbanki is pleased that through
constructive negotiations and related due diligence, we now have
an agreement with the Government on a process to complete the
capitalization of New Landsbanki and the structuring of
compensation for transferred assets.  We look forward to
completing our work with New Landsbanki over the coming weeks."

Commenting on the agreement reached, Asmundur Steffanson, the CEO
of New Landsbanki said: "I am pleased that following the
comprehensive discussions with the creditors of Landsbanki we are
now in the final steps of completing the balance sheet of New
Landsbanki."


* ICELAND: Has Capitalization Pact w/ Kaupthing Resolution Cttee.
-----------------------------------------------------------------
The Government of Iceland and the Resolution Committee of
Kaupthing said that an agreement has been reached in respect of
the initial capitalization of New Kaupthing and the basis for the
compensation payable between the two parties following the
creation of New Kaupthing in October 2008.  This will put New
Kaupthing on a secure financial footing for its future
development.

It has been agreed that Kaupthing will subscribe for a majority
shareholding in New Kaupthing following an initial capitalization
of New Kaupthing by the Government.  New Kaupthing will remain an
independent subsidiary of Kaupthing which can be built and
developed for the benefit of all its stakeholders.

The Government will capitalize New Kaupthing on August 14, 2009
with an estimated ISK70 billion.  This Government capitalization
will be made pending the completion of the Subscription and, on
completion of the Subscription, will be reduced.

On completion of the Subscription, the Resolution Committee has
agreed to contribute 65% of the capital required by New Kaupthing
(in ordinary equity) and therefore the Government will continue to
contribute 35% of the total capital (in the form of ordinary
equity and tier 2 capital).  Overall this is expected to reduce
the Government's capital contribution materially.  As a result,
New Kaupthing will be owned 87% by Kaupthing and 13% by the
Government.  In addition the Government will have the right to
nominate a Board member.

There will be no changes to the status of depositors under
Icelandic law as a result of these arrangements.  New Kaupthing
will, through the capitalization and further liquidity support as
part of the agreement, be in a strong liquidity position.

Hawkpoint is acting as exclusive financial adviser to the
Government and Morgan Stanley to Kaupthing in this transaction.
In addition creditor representatives participated in the
negotiations.

Commenting on the agreement reached, Steingrímur J. Sigfusson, the
Minister of Finance of Iceland said: "We are pleased to have
reached agreement with the Resolution Committee of Kaupthing.
This is an important step in securing the financial strength of
New Kaupthing and we believe that the potential ownership by
Kaupthing will bring additional benefits through the involvement
of international stakeholders."

Commenting on the agreement reached, Steinar Thor Gudgeirsson, the
Chairman of the Resolution Committee of Kaupthing said: "This
agreement with the Government is in line with the Resolution
Committee's actions in Nordic countries, where agreements reached
with the relevant authorities on securing the assets for Kaupthing
have resulted in higher value for the bank's assets.  The
Resolution Committee is of the opinion that creditors' interests
are best served through retaining ownership of New Kaupthing with
the aim of building up a valuable and dynamic bank leading the way
in corporate and retail banking services in Iceland.  This
agreement will strengthen New Kaupthing and position it for faster
recovery of the Icelandic economy with stronger ties to the
outside world."

Commenting on the agreement reached, Finnur Sveinbjornsson, the
CEO of New Kaupthing said: "We are pleased that this important
step has been taken in the re-organization of the Icelandic
banking sector and that the balance sheet of New Kaupthing has
been put on a sound and secure footing.  We will continue to focus
on new solutions for our customers, both corporate and retail.
Our customers will not experience any disruption due to change in
ownership but will benefit from the removal of uncertainty
concerning our financing which will enable us to move more swiftly
and decisively.  We welcome international stakeholders to our bank
and are determined to rebuild the trust and reputation of the
Icelandic banking sector."

                    Key Terms of the Agreement

In the event that the Subscription is not completed, the
Government capitalization will remain in place and the Government
will continue to own New Kaupthing.  In this case, other
arrangements will be put in place between the two parties to
settle compensation.  It is envisaged that these arrangements will
include a lien over certain assets of Kaupthing which will be held
in escrow to compensate New Kaupthing in case it is determined at
the end of the escrow period that a negative net asset value was
transferred at the time New Kaupthing was created in October 2008.
In conjunction with this a portfolio of loans within New Kaupthing
will be monitored during the escrow period to determine the value
of the asset transfer to New Kaupthing.  The Resolution Committee
of Kaupthing would also be granted an option over 90% of the
Government's shareholding in New Kaupthing subject to the
Government earning a reasonable return on its investment. The
option over Government equity will be exercisable between 2011 and
2015.

The agreement remains subject to satisfactory binding
documentation, due diligence, creditor consultation and the
approval of the Icelandic Financial Supervisory Authority, the
FME.

It is envisaged that final binding agreements will be signed prior
to August 14, 2009 and that the capitalization by the Government
will occur at that date.  Thereafter, it is expected that the
Resolution Committee will distribute information to creditors in
conjunction with New Kaupthing.  As part of the creditor
consultation, a creditors' meeting is planned to be convened by
Kaupthing in September 2009.


* ICELAND: Has Capitalization Pact w/ Glitnir Resolution Committee
------------------------------------------------------------------
The Government of Iceland and the Resolution Committee of Glitnir
said that an agreement has been reached in respect of the initial
capitalization of Islandsbanki and the basis for the compensation
payable to the creditors of Glitnir following the creation of
Islandsbanki in October 2008.  This will put Islandsbanki on a
secure financial footing for its future development.

It has been agreed that Glitnir will subscribe for a majority
shareholding in Islandsbanki.  It is envisaged that shares in
Islandsbanki will be held by Glitnir under the control of the
Resolution Committee on behalf of its creditor base which largely
comprises international institutional investors.

The Government will capitalize Islandsbanki on August 14, 2009
with an estimated ISK60 billion.  The Government capitalization
will be made pending the completion of the Subscription and, on
completion of the Subscription, will be reduced.

On completion of the Subscription, Glitnir will own 100% of
Islandsbanki and the Government will reduce its capital commitment
substantially.  The Government will continue to support the
capital of Islandsbanki with ISK25 billion in the form of high
quality tier 1 and/or tier 2 capital instruments.  In addition the
Government will have the right to nominate a Board member.

There will be no changes to the status of depositors under
Icelandic law as a result of these arrangements.  Islandsbanki
will, through the capitalization and further liquidity support as
part of the agreement, be in a strong liquidity position.

Hawkpoint is acting as exclusive financial adviser to the
Government and UBS Investment Bank is acting as exclusive
financial adviser to the Resolution Committee of Glitnir in this
transaction.  In addition creditor representatives participated in
the negotiations.

Commenting on the agreement reached, Steingrimur J. Sigfusson, the
Minister of Finance of Iceland said: "We are pleased to have
reached agreement with the Resolution Committee of Glitnir.
Islandsbanki will now be properly capitalized and we believe
future ownership by Glitnir will allow Islandsbanki to develop
with the benefit of the involvement of international
shareholders."

Commenting on the agreement reached, arni Tomasson, the Chairman
of the Resolution Committee of Glitnir said: "I am very pleased
with our progress.  I trust that this agreement will serve the
needs of Islandsbanki and provide it with a solid starting point.
The agreement is intended to provide the creditors of Glitnir with
the ability to maximize the value of their claims."

Commenting on the agreement reached, Birna Einarsdottir, the CEO
of Islandsbanki said: "We welcome the participation of Glitnir's
creditors in Islandsbanki.  This is a major step towards
rebuilding a new bank.  Linking together the interests of foreign
creditors and the interests of Islandsbanki will accelerate the
reconstruction of the Icelandic financial system and economy.
Islandsbanki's employees have moved mountains in building up our
new bank in recent months and this work will continue with renewed
effort.  The bank's operations are very cost-efficient and our
heritage and expertise in the geothermal energy and fisheries
sectors will continue to provide us with an important advantage
and international scope."

                    Key Terms of the Agreement

In the event that the Subscription is not completed, the
Government capitalization will remain in place and the Government
will continue to own Islandsbanki.  In this case, the compensation
will take the form of bond instruments to be issued by
Islandsbanki and an option over 90% of the Government's
shareholding in Islandsbanki subject to the Government earning a
reasonable return on its investment.  The option over Government
equity will be exercisable between 2011 and 2015.

The agreement remains subject to documentation, due diligence,
creditor consultation and the approval of the Icelandic Financial
Supervisory Authority, the FME.

It is envisaged that final agreements will be signed prior to
August 14, 2009 and that the capitalization by Government will
occur at that date.  Thereafter, it is expected that the
Resolution Committee will prepare information in conjunction with
Islandsbanki as part of a creditor consultation exercise.


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


ADWALKER PLC: Placed Into Provisional Liquidation
-----------------------------------------------
Simon Carswell at The Irish Times reports that Adwalker plc has
been placed in provisional liquidation after attempts to raise
additional funding failed.

The Irish Times relates accountant Kieran Wallace of KPMG was
appointed provisional liquidator to the company on July 16.

According to the Irish Times, the company, which reported a net
loss of EUR2.4 million for the year to the end of February 2008,
was unable to continue trading after it failed to secure a vital
contract this year and was unable to source further external
funding.

The Irish Times recalls trading in the company's shares was
suspended last month.  The company, as cited by the Irish Times,
said its shares would remain suspended until its financial
position was clarified, and if a nominal adviser was not appointed
by August 17, trading in its shares would be cancelled.  The Irish
Times says if the suspension of its shares is not lifted by
January 8, 2010, the company's shares will be cancelled.

Headquartered in Dublin, Ireland, Adwalker plc --
http://www.adwalker.com-- is engaged in engaged in offering its
clients a mobile, out of home, interactive media platform.  The
platform is an advertising and media system that is worn as a body
pack, enabling services and applications that include brand
advertising, point-of-sale, data capture and promotional
activities.  The Company's subsidiaries include Adwalker (UK)
Limited, Adwalker (IP) Limited, Adwalker (Hong Kong) Limited and
Adwalker Inc.  The Company's subsidiaries are located in the
United Kingdom, United States and Hong Kong.


NEWCOURT GROUP: Three Units Bought Out of Receivership
------------------------------------------------------
Ciaran Hancock at The Irish Times reports that three units of
Newcourt Group plc were bought out of receivership on Thursday.

Federal Security, the report discloses, has been acquired by
Dublin-based Noonan Services group.  The report says it is
understood that just more than EUR15 million was paid to acquire
Federal, which operates on an all-Ireland basis and employs about
3,000 people.

According to the report, Irish listed recruiter CPL Resources has
acquired Newcourt's two other units, call center operator
Interaction and health and safety training specialist Nifast, for
an undisclosed sum.  Interaction employs about 70 staff, while
Nifast employs around 15 people, the report discloses.

On June 9, 2009, the Troubled Company Reporter-Europe, citing
Reuters, reported Newcourt went into receivership after it
breached its banking covenants.  Reuters disclosed Newcourt said
David Carson, a partner in auditing firm Deloitte, was appointed
receiver of the company, which employs more than 3,000 people.  In
the June 9 TCR-Europe report Times Online said the company told
its investors that discussions with main lender Bank of Ireland to
renegotiate its EUR36 million debt pile had failed.

Headquartered in Dublin, Ireland, Newcourt Group plc --
http://www.newcourtgroup.com/-- is engaged in the provision of
outsourced and support services, recruitment services and student
accommodation.  The Company's business is divided into three
principal divisions.  The businesses within support services
division include man-guarding security, electronic security,
monitoring and related services; health and safety training and
consultancy; facilities management, and business process
outsourcing and contact centre.  The businesses within the student
accommodation division include student accommodation management
and student accommodation development.  The businesses within the
recruitment and aviation outsourcing division include mid-market
permanent and temporary recruitment; contract recruitment-
pharmaceutical industry; executive search and selection; senior
sales marketing recruitment; contract recruitment–aviation; pilot
training, and health care recruitment.  In November 2007, Newcourt
acquired Lenmac Mechanical Services Limited.


TIVWAY LTD: Court Appoints Interim Examiner
-------------------------------------------
Mary Carolan at The Irish Times reports that the High Court has
appointed an interim examiner to devise a rescue package for
Tivway Ltd., part of John Fleming's construction group.

The report relates Mr. Justice Brian McGovern made orders
appointing George Maloney of accountants Baker, Tilly, Ryan and
Glennon, as interim examiner.  The judge, as cited in the report,
said he was satisfied from an independent accountant's report and
evidence presented to the court the firm could survive as a going
concern.

According to the report, ACC Bank, which is owed EUR21.5 million
by Tivway, had opposed examinership for the company, arguing a
receiver should be appointed instead as a cheaper and equally
effective option.  Anglo Irish Bank Corporation, which is owed
EUR268 million as a contingent creditor, supported the
examinership application, the report notes.

The company, the report discloses, lost EUR41 million last year
due to the deteriorating economy, particularly within the property
sector.

The examinership process allows court protection for up to 100
days to a company to allow it trade out of its difficulties.


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


BANCA ITALEASE: Moody's Upgrades Subordinate Note Rating to Ba1
---------------------------------------------------------------
Moody's Investors Service upgraded the long- and short-term
deposit and debt ratings of Banca Italease to Baa3 and Prime-3
from Ba1 and Not Prime respectively.  All the bank's ratings,
including the E+ BFSR, now carry a stable outlook.  This rating
action concludes the review for possible upgrade initiated in
March 2009.

Moody's says the upgrade reflects the completion of the tender
offer by Banco Popolare (rated A2/C-/Prime-1), which now owns 88%
of Banca Italease's ordinary shares, and the resulting increased
probability of parental support.  The restructuring of Banca
Italease is expected to go ahead as planned; however, the bank
will not be de-listed, as the threshold for de-listing has not
been reached.

These ratings were upgraded:

Banca Italease:

  -- long-term deposits and debt to Baa3 from Ba1;
  -- short-term deposits to Prime-3 from Not Prime;
  -- subordinate notes to Ba1 from Ba2.

Banca Italease Capital Trust:

  -- preferred stock upgraded to Ba3 from B1.

The last rating action on Banca Italease was in June 2009, when
the bank's E+ BFSR was affirmed.

Banca Italease is headquartered in Milan, Italy.  At the end of
March 2009, it had total consolidated assets of EUR22 billion.


CIRENE FINANCE: S&P Keeps 'BB'-Rated Class E Notes on Watch Neg
---------------------------------------------------------------
Standard & Poor's Rating Services removed from CreditWatch
negative and affirmed its ratings on the class A, B, and C notes
issued by Cirene Finance S.r.l., an Italian nonperforming loans
transaction.

This rating action follows the replacement of Lehman Brothers
International (Europe) Ltd. in its capacity as interest rate swap
provider.

The new hedging provider is Banca IMI SpA (AA-/Negative/A-1+).
The newly executed replacement swap agreement has the same terms
as the initial one.

S&P placed all the notes issued by Cirene Finance on CreditWatch
negative on September 17, 2008, following Lehman Brothers'
insolvency.

The class D and E notes remain on CreditWatch negative as part of
S&P's ongoing review of European commercial mortgage-backed
securities transactions, to reflect the effect the current
economic environment may have on this transaction.

                           Ratings List

                      Cirene Finance S.r.l.
       EUR79.50 Million Mortgage-Backed Floating-Rate Notes
          And EUR21.93 Million Deferrable-Interest Notes

      Ratings Removed From CreditWatch Negative and Affirmed

                                  Rating
                                  ------
      Class              To                   From
      -----              --                   ----
      A                  AAA                  AAA/Watch Neg
      B                  AA                   AA/Watch Neg
      C                  A                    A/Watch Neg

            Ratings Remaining on CreditWatch Negative

                Class              Rating
                -----              ------
                D                  BBB/Watch Neg
                E                  BB/Watch Neg


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


BAZIS INT'L: Lenders Defer Receivership Request for C$542MM Dev't.
------------------------------------------------------------------
Joe Schneider at Bloomberg News reports that a group of Bazis
International Inc.'s private lenders on July 20 deferred a request
before an Ontario judge to place the Kazakh developer's C$542
million (US$490 million) project in Toronto into receivership.

Bloomberg relates the lenders, who put up C$46 million for the
development, also deferred a request to sell the property after
negotiating all day with Bazis lawyers.

Giuseppe Valiante at National Post reports Bazis has not made
payments since December on the C$46-million dollar loan it
received to build an 80-storey tower, what was to be the largest
residential building in Canada, at the southeast corner of Yonge
and Bloor streets.  National Post discloses Bazis's North American
chief Michael Gold reportedly blamed the poor economy for his
defaulting on the loans, and said he was being brought to court by
three businessmen who are using private information he gave them
to take control of the land.

According to National Post, Mr. Gold's creditors, a numbered
company listed in the statement of claim, are demanding repayment
of the initial loan, plus US$1.2-million in structuring fees and
accrued interest.  His creditors are looking to appoint a receiver
who will auction off the assets, estimated at around
US$50-million, to repay the loan, National Post states.

"The question of whether there will be a receiver or not will not
be [decided] until the [Aug] 18," National Post quoted
Bazis lawyer Lawrence Thacker as saying.

Based in Almaty, Kazakhstan, Bazis International Inc. --
http://www.bazisinternational.com/-- is a building
development and architectural company.


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


HAN TENGRI: Creditors Must File Claims by July 31
-------------------------------------------------
LLC Han Tengri Inter Ltd is currently undergoing liquidation.
Creditors have until July 31, 2009, to submit proofs of claim to:

         Mambetaliev Str. 106
         Balykchy
         Issyk-Kul
         Kyrgyzstan


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


UAB AWG: Court Initiates Bankruptcy Proceeding
----------------------------------------------
AB Agrowill Group AB said a court has initiated bankruptcy
proceeding for its subsidiary UAB AWG Investment 1.

Agrowill Group AB (Agrowill Group JSC), formerly Agrovaldymo grupe
AB -- http://www.agrowill.lt/-- is a Lithuania-based company, the
main activity of which is the management of its subsidiaries.  The
Group concentrates on two main lines of business -- milk
production and plant growing.  It operates through 45
subsidiaries, of which: 16 are agricultural companies, 21 are land
management companies and eight companies are responsible for the
group's acquisition.


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


SABIC INNOVATIVE: S&P Cuts Rating on Senior Secured Debt to 'BB'
----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its issue
rating on the senior secured debt issued by Netherlands-based
SABIC Innovative Plastics Holding B.V. (BB/Positive/--) to 'BB'
from 'BB+'.  The recovery rating on this debt was revised to '3'
from '2' to indicate Standard & Poor's expectation of meaningful
(50%-70%) recovery in the event of a payment default.

At the same time, the 'BBB-' issue rating on SIP's revolving
credit facility was affirmed.  This facility has a recovery rating
of '1' to reflect S&P's expectation of very high (90%-100%)
recovery in the event of a payment default.  The issue ratings on
the US$1.5 billion 9.5% 2015 notes were affirmed at 'B+', with a
recovery rating of '6', indicating S&P's expectation of negligible
(0%-10%) recovery in the event of a payment default.

S&P lowered the issue rating on the senior secured debt to bring
it in line with the 'BB' long-term corporate credit rating on SIP,
which is unchanged.  The revision of the recovery rating reflects
S&P's view that, even if the group's profitability were to
materially recover in 2010 and 2011, the underlying value of SIP
operations would still be well below S&P's original expectations.
Consequently, S&P believes the intrinsic recovery prospects for
bondholders to be lower than previously assumed.

Although S&P acknowledges that the ongoing financial commitment of
the parent company, Saudi Basic Industries Corp. (A+/Stable/A-1)
could result in materially better recoveries for senior secured
lenders, S&P's recovery rating reflects its view of the intrinsic
value of SIP's operations.  S&P has already factored parental
support into S&P's rating on SIP, which provides a five-notch
uplift to SIP's stand-alone credit profile.

                        Recovery Analysis

S&P's revised hypothetical default scenario assumes that the
group's parent has stopped providing financial support and that,
on a stand-alone basis, SIP is unable to meet payments due under
its debt facilities.  S&P's stressed valuation is underpinned by
meaningful asset values.  However, even allowing for material
profit recovery in 2010 and beyond, S&P has revised its stressed
enterprise value to less than $4 billion.  After deducting
priority obligations comprising the cost of enforcement, 50% of
SIP's pension deficit, and substantial drawings under the
revolving credit facility (which is subject to a borrowing base
restriction), S&P estimates recovery prospects on the senior
secured debt to be in the 50%-70% range.

A full recovery report will be published shortly.

                           Ratings List

                            Downgraded

              SABIC Innovative Plastics Holding B.V.

                                         To                 From
                                         --                 ----
  Senior Secured                         BB                 BB+
    Recovery Rating                      3                  2

                         Ratings Affirmed

              SABIC Innovative Plastics Holding B.V.

        Corporate Credit Rating                BB/Positive/--
        Senior Secured                         BBB-
         Recovery Rating                       1
        Senior Unsecured                       B+
         Recovery Rating                       6


===========
N O R W A Y
===========


FRONTIER DRILLING: S&P Affirms 'B-' Corporate Credit Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings, including
the 'B-' corporate credit rating, on private offshore drilling
contractor and FPSO (Floating Production Storage and Offloading)
operator Frontier Drilling ASA and removed the ratings from
CreditWatch, where they were placed with negative implications on
March 28, 2008.  The outlook is stable.

"The rating action follows a full review of Frontier Drilling upon
the successful completion of its Phoenix drillship upgrade in the
second quarter of 2009," said Standard & Poor's credit analyst
Jeffrey Morrison.  The Phoenix is now working under long-term
contracts with Royal Dutch Shell PLC.  Following completion of the
Phoenix upgrade, Frontier Drilling now has all four of its
offshore units operating under contract, which should allow for
the company to generate free cash flow for debt reduction in the
third and fourth quarters of 2009.

The ratings on Bergen, Norway-based Frontier Drilling, reflects
its highly leveraged financial risk profile, a small fleet of
offshore units, and participation in the highly cyclical and
competitive offshore drilling industry.

As of March 31, 2009, Frontier Drilling had US$450 million in
senior secured debt and US$169 million in shareholder paid-in-kind
notes.

S&P considers Frontier Drilling's financial risk profile to be
highly leveraged.  Exiting the first quarter of 2009, secured debt
to last-12-months EBITDA exceeded 8x.  If management is able to
execute to plan with regards to debt reduction, S&P would expect
this measure to improve to under 3x by year-end.  Additionally,
S&P think EBITDA to cash interest will improve to the 3x to 4x
area by year-end.

The stable outlook is based on S&P's expectations that improved
cash flow generation in the third and fourth quarters of 2009,
should allow Frontier Drilling to materially reduce its debt
levels and improve its liquidity profile.  Additionally, barring
any unforeseen downtime or other operating issues with its
vessels, S&P expects the company will maintain sufficient headroom
under financial covenants for the remainder of the year.

S&P could consider positive ratings actions if Frontier Drilling
is able to execute operationally over the next several quarters
and successfully reduce its debt levels and improve its liquidity
as planned.  S&P would also view management's ability to renew its
contract for the Seillean constructively.

S&P could take a negative rating action if poorer-than-expected
operating performance (e.g., significant unplanned downtime on one
or more of its vessels) causes cash flow shortfalls, covenant
issues, or reduced liquidity.


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


SIBERIAN-MOSCOW: Two Detained Over Alleged Bribery
--------------------------------------------------
The Moscow Times reports that a federal employee of the Deposit
Insurance Agency and a former bank executive have been detained by
investigators from the police's economic security department for
allegedly taking a bribe in exchange for letting a depositor
withdraw from bankrupt Siberian-Moscow Commercial Bank.

The report relates the police said in a statement carried by
Interfax Yekaterina Merzlyakova, an employee in the agency's
liquidation department, and Vladimir Yanovsky, a board member of
Siberian-Moscow Commercial Bank, were detained as the two "planned
to receive a bribe of EUR24,000 from a client of the bank in
return for allowing him to withdraw his EUR224,000, which were in
a deposit box".

The report discloses the statement said Ms. Merzlyakova was acting
as the bankruptcy receiver at the bank, which, according to
Vedomosti, lost its license in April and was declared bankrupt on
June 16.

According to the report, if charged and convicted of bribery,
Ms. Merzlyakova and Mr. Yanovsky face up to 12 years in prison.


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


GEFON AG: Creditors Must File Claims by July 27
-----------------------------------------------
Creditors of Gefon AG are requested to file their proofs of claim
by July 27, 2009, to:

         Rene Trost
         Ruetistrasse 3a
         5400 Baden
         Switzerland

The company is currently undergoing liquidation in Baden.  The
decision about liquidation was accepted at a general meeting held
on May 26, 2009.


HEULE AG: Creditors Must File Claims by July 27
-----------------------------------------------
Creditors of Heule AG are requested to file their proofs of claim
by July 27, 2009, to:

         Heule Roger
         Liquidator
         Kefigassli 6
         3123 Belp
         Switzerland

The company is currently undergoing liquidation in Belp.  The
decision about liquidation was accepted at an extraordinary
general meeting held on May 13, 2009.


KERNER SIGNAGE: Claims Filing Deadline is July 27
-------------------------------------------------
Creditors of Kerner Signage GmbH are requested to file their
proofs of claim by July 27, 2009, to:

         Sunstone Vermoegen & Treuhand AG
         Hinterbergstrasse 24
         6312 Steinhausen
         Switzerland

The company is currently undergoing liquidation in Steinhausen.
The decision about liquidation was accepted at a shareholders'
meeting held on May 11, 2009.


KST FINANZ AG: Claims Filing Deadline is July 27
------------------------------------------------
Creditors of KST Finanz AG are requested to file their proofs of
claim by July 27, 2009, to:

         Dr. Peter Hefti
         Spielhof 3
         8750 Glarus
         Switzerland

The company is currently undergoing liquidation in Glarus.  The
decision about liquidation was accepted at an extraordinary
general meeting held on May 27, 2009.


LEUENBERGER STORENMONTAGEN: Claims Filing Deadline is July 27
-------------------------------------------------------------
Creditors of Leuenberger Storenmontagen GmbH are requested to file
their proofs of claim by July 27, 2009, to:

         Peter Leuenberger
         Liquidator
         Dorfstrasse 12
         4704 Niederbipp
         Switzerland

The company is currently undergoing liquidation in Niederbipp.
The decision about liquidation was accepted at a shareholders'
meeting held on June 2, 2009.


POALIM FINANCIAL: Creditors Must File Claims by July 27
-------------------------------------------------------
Creditors of Poalim Financial Markets Ltd are requested to file
their proofs of claim by July 27, 2009, to:

         Helmut Gareus
         Liquidator
         Stockerstrasse 33
         8002 Zurich
         Switzerland

The company is currently undergoing liquidation in Zurich.  The
decision about liquidation was accepted at a general meeting held
on May 19, 2009.


WILLI PFISTER: Creditors Must File Claims by July 27
----------------------------------------------------
Creditors of Willi Pfister Verwaltungs AG are requested to file
their proofs of claim by July 27, 2009, to:

         Zanoni + Aegerter AG
         Zurcherstrasse 82
         8640 Rapperswil
         Switzerland

The company is currently undergoing liquidation in Rapperswil-
Jona.  The decision about liquidation was accepted at an
extraordinary general meeting held on May 18, 2009.


TCP TRADE: Claims Filing Deadline is July 27
--------------------------------------------
Creditors of TCP TRADE CAFE PRESSE GmbH are requested to file
their proofs of claim by July 27, 2009, to:

         Planche Stefan
         Rhonesandstrasse 24
         3900 Brig-Glis
         Switzerland

The company is currently undergoing liquidation in Visp.  The
decision about liquidation was accepted at a shareholders' meeting
held on September 30, 2008.


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


KB VOLODYMYRSKYI: Central Bank Appoints Temporary Administrator
---------------------------------------------------------------
Kateryna Choursina at Bloomberg News reports that Ukraine's
central bank Natsionalnyi Bank Ukrainy said it appointed Viktoria
Fateyeva as the temporary administrator of KB Volodymyrskyi.

Bloomberg relates the central bank said it also imposed a
six-month moratorium for creditors, effective from July 17.

Volodymyrskyi, the country's 130th largest lender by assets as of
April 1, is the sixteenth bank to be put under temporary state
management.  Citing Ukrainian News, The FINANCIAL discloses
Volodymyrskyi's net assets were valued at UAH386.072 million as of
January 1, 2009, when its loan portfolio amounted to UAH355.676
million and its equity capital amounted to UAH59.850 million.  The
bank ended 2008 with a net profit of UAH2.032 million.

KB Volodymyrskyi is an open joint-stock bank based in Sumy,
Ukraine.


MONOLIT LLC: Creditors Must File Claims by July 31
--------------------------------------------------
Creditors of LLC Monolit (code EDRPOU 30245086) have until
July 31, 2009, to submit proofs of claim to:

         V. Romaschenko
         Insolvency Manager
         Office 1
         Zheleznodorozhnaya Str. 16
         Izium
         64301 Kharkov
         Ukraine

The Economic Court of Kharkov commenced bankruptcy proceedings
against the company on June 10, 2009.  The case is docketed under
Case No. B-24/77-09.

The Court is located at:

         The Economic Court of Kharkov
         Svoboda Square 5
         61022 Kharkov
         Ukraine

The Debtor can be reached at:

         LLC Monolit
         65 years of October Street
         Kunye
         Izium
         64323 Kharkov
         Ukraine


PANTEON LLC: Creditors Must File Claims by July 31
--------------------------------------------------
Creditors of LLC Panteon (code EDRPOU 24114464) have until
July 31, 2009, to submit proofs of claim to:

         N. Krizhanovsky
         Insolvency Manager
         Office 18
         Kalinin Str. 125-A
         73008 Herson
         Ukraine

The Economic Court of Herson commenced bankruptcy proceedings
against the company on June 2, 2009.  The case is docketed under
Case No. 12/23-B-09.

The Court is located at:

         The Economic Court of Herson
         Gorky Str. 18
         73000 Herson
         Ukraine

The Debtor can be reached at:

         LLC Panteon
         Illich Str. 72
         73033 Herson
         Ukraine


UKRAINIAN BUILDING: Creditors Must File Claims by July 31
---------------------------------------------------------
Creditors of LLC Ukrainian Building Materials-XXI (code EDRPOU
36050941) have until July 31, 2009, to submit proofs of claim to:

         LLC Techinvest
         Insolvency Manager
         I. Lepse Boulevard 16
         03680 Kiev
         Ukraine

The Economic Court of Kiev commenced bankruptcy proceedings
against the company on June 5, 2009.  The case is docketed under
Case No. 50/377.

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 Ukrainian Building Materials-XXI
         Pavlovskaya Str. 9V
         04053 Kiev
         Ukraine


* DNIPROPETROVSK: S&P Assigns 'CCC+' Local Currency Debt Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it had assigned its
'CCC+' long-term local currency debt rating and its 'uaBB' Ukraine
national scale rating to a proposed Ukrainian hryvnia (UAH) 50
million (about US$6.5 million) senior unsecured bond to be issued
by the Ukrainian City of Dnipropetrovsk (CCC+/Negative/--; Ukraine
national scale 'uaBB').  This rating is subject to final bond
documentation, including all necessary approvals.

The proceeds from the bond will be used to finance the city's
infrastructure projects and other capital spending allocated from
the development fund of the city.

The issue will have quarterly fixed coupon payments of less than
18% per year and three-year maturities.  Placement of the bond is
planned for September-October of 2009.

The ratings on the bond are equal to those on the city, which in
turn reflect the ratings on the sovereign.  The ratings on the
city also factor in its low financial flexibility, weak and
concentrated economy affected by the recent market turmoil,
contingent liabilities related to municipal utilities, and high
expenditure pressures.

These constraints are mitigated by Dnipropetrovsk's current lack
of direct debt and its position as the third-largest city in
Ukraine (foreign currency CCC+/Negative/C; local currency
B-/Negative/C; Ukraine national scale 'uaBBB').



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


ALCONTROL LABORATORIES: May Be Placed Into Pre-pack Administration
------------------------------------------------------------------
Michael Patterson at Bloomberg News, citing the Independent,
reports Alcontrol Laboratories may be placed into a pre-packaged
administration if a restructuring agreement can't be reached.

A pre-pack means that a buyer is lined up to take over the
business once the company goes into administration, the newspaper
said, according to Bloomberg.

Bloomberg relates the Independent said Alcontrol, which buyout
group Candover Investments plc bought in 2005 for an estimated
GBP240 million (US$392 million), has lined up Zolfo Cooper as
administrator should negotiations with its lenders fail.

Alcontrol Laboratories -- http://www.alcontrol.co.uk/-- is the
largest food testing company in the UK with locations in The
Netherlands, Sweden, France and Germany.  Alcontrol Food operates
from 6 sites in UK & Ireland.


CEVA GROUP: Moody's Affirms Corporate Family Rating at 'Caa1'
-------------------------------------------------------------
Moody's Investors Service has affirmed CEVA Group plc's Corporate
Family Rating at Caa1 and changed the Probability of Default
Rating to Caa1/LD (Limited Default) from Ca.  The LD suffix
(Limited Default) was attached reflecting the final closing of
CEVA's debt exchange transaction.  Moody's expects to remove the
LD designation after approximately three business days.  The
senior subordinated rating on the EUR225 million notes due 2016
was also upgraded to Caa3 from Ca.  All other debt ratings have
been affirmed at current level: senior secured rating at B1; and
senior secured second lien and senior unsecured ratings at Caa2.
The outlook for the ratings remains negative.

The PDR of Caa1/LD follows the completion of CEVA's debt exchange
offer that Moody's viewed as event of default under the rating
agency's definition.  Bond and loan holders who accepted the
exchange will receive a quota of a newly issued EUR210 million
Second Priority Secured Notes maturing in 2014.  The new notes
will be secured, on a second priority, to the same package
securing the senior secured first lien notes and will offer a
coupon of 12%.

The CFR has been affirmed at Caa1 reflecting Moody's view that
CEVA's operating performance is likely to remain subdued over the
short to medium term as difficult market conditions and increasing
pricing pressure are likely to increase the execution risk of the
company's cost reduction programmes.  In addition, Moody's notes
the relatively small reduction in financial debt following the
distressed exchange that should only marginally reduce the
financial leverage of the company going forward.  The negative
rating outlook reflects Moody's expectations that difficult market
conditions are likely to result in key credit metrics,
particularly financial leverage remaining weak over the
intermediate term with increasing pressure on the company's
liquidity situation.

Issuer: CEVA Group plc

  -- Probability of Default Rating, to Caa1/LD from Ca
  -- Senior Subordinated Regular Bond, to Caa3 (LGD6, 96%) from Ca
  -- Corporate Family Rating at Caa1
  -- Senior Secured Bank Credit Facility at B1 (LGD2, 20%)
  -- Senior Secured Second Lien Bond at Caa2 (LGD5, 74%)
  -- Senior Unsecured Bond at Caa2 (LGD5, 74%)

The last rating action on CEVA was implemented on June 19, 2009,
when Moody's downgraded CEVA's PDR to Ca from Caa1 following the
company's announcement of its offer to exchange part of its
existing debt for a EUR210 million new Second-Priority Secured
Notes.

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

CEVA Group plc is the fourth-largest integrated logistic provider
in the world in terms of revenues, which were approximately
EUR6.3 billion at FYE2008.  The company operates in over 150
countries worldwide, employing around 50,000 people and managing
in excess of 9.2 million square metres of warehouse facilities.
CEVA's activities include the former Contract Logistics business
as acquired from TNT N.V. during 2006 and the Freight Management
business of EGL, a US-based company acquired in August 2007.


CEVA GROUP: S&P Downgrades Corporate Credit Rating to 'SD'
----------------------------------------------------------
Standard & Poor's Ratings Services said it lowered, to
'SD'(selective default) from 'CC', its long-term corporate credit
rating on CEVA Group PLC, the holding company of the Netherlands-
based logistics group CEVA Ltd., following CEVA's announcement
that it had completed its planned debt substitution transaction.

At the same time, the issue ratings on CEVA's senior unsecured
EUR505 million notes due 2014 (2014 Notes) and subordinated
EUR225 million notes due 2016 (2016 Notes; the 2014 Notes and the
2016 Notes are collectively termed "the Notes") were lowered to
'D' from 'CC'.  The recovery ratings on the Notes are unchanged at
'5' and 6', respectively, indicating S&P's expectations of modest
(10%-30%) recovery at level '5', and negligible (0%-10%) recovery
at level '6', in the event of payment default.

S&P affirmed the 'B-' senior secured debt ratings on CEVA's
US$1.5 billion equivalent bank facilities and the 'CCC' ratings on
its US$400 million second-priority senior secured notes.  The
recovery ratings on the bank facilities and the second-priority
notes are unchanged at '2' and '5', indicating S&P's expectation
of substantial (70%-90%) recovery at level '2', and modest (10%-
30%) recovery at level '5', in the event of payment default.

The downgrade of the Notes follows CEVA's announcement that it had
completed the exchange of a new series of 12% second-priority
secured notes due 2014 as the New Notes, at a price of 50%-62% of
the face value of the Notes, for a total of EUR210 million.  S&P
understand that EUR95 million of the New Notes will be exchanged
for the 2014 Notes, EUR25 million for the 2016 Notes, and the
remainder for obligations outstanding under an unrated unsecured
loan facility, due 2015.

"Under S&P's criteria, S&P views an exchange offer at a discount
to par by an issuer under substantial financial pressure as a
"distressed debt exchange" and tantamount to a default," said
Standard & Poor's credit analyst Eve Greb.

The New Notes will be guaranteed by subsidiaries (Subsidiary
Guarantors) that guarantee the 2014 Notes.  The New Notes will
also be secured on a second-priority basis by security interests
in substantially all of CEVA's and the Subsidiary Guarantors'
assets, subject to certain exceptions.  The New Notes rank behind
approximately EUR975 million of senior debt (as of March 31, 2009)
and will also rank behind the repayment obligation supporting
CEVA's currently undrawn EUR174 million synthetic letter of credit
facility.

"In the coming days, S&P will revaluate CEVA's postexchange
capital structure and, absent any new developments, S&P expects to
raise its long-term corporate credit rating on CEVA to 'CCC+' from
'SD', likely with a stable outlook," said Ms. Greb.  "Although the
debt exchange will moderately improve CEVA's debt leverage ratio,
S&P believes that financial risk will remain relatively high,
given CEVA's weak operating performance, high leverage, and
vulnerability to deteriorating market conditions within the
logistics industry."

If S&P assign CEVA a 'CCC+' long-term corporate credit rating, S&P
expects to leave S&P's recovery ratings unchanged.


HIT ENTERTAINMENT: At Risk of Breaching Debt Covenants
------------------------------------------------------
Hit Entertainment Ltd. is in danger of breaching banking covenants
and is looking at ways to restructure its debt, Marietta Cauchi at
Dow Jones Newswires reports citing a person familiar with the
situation.

The person couldn't comment on details of the restructuring.

Citing U.K. newspaper The Sunday Times, Dow Jones discloses the
company has GBP308 million in borrowings and is cutting one in
five jobs to avoid breaching covenants.

Headquartered in London, HIT Entertainment Ltd. --
http://www.hitentertainment.com/-- is a producer of children's TV
programming, including such shows as Barney & Friends, Bob the
Builder, and Thomas & Friends.  The company's vault features more
than 1,500 hours of programming that its distributes to more than
240 countries; it also distributes content for the home
entertainment market and licenses its characters for use in books
and other consumer products.  In addition to children's
programming, HIT Entertainment owns the Guinness World Records
publishing and television property.  Private equity firm Apax
Partners owns the company.

                           *     *     *

HIT Entertainment Ltd. continues to carry a 'CCC+' long-term
corporate credit rating from Standard & Poor's Ratings Services
with negative outlook.  The rating was downgraded by S&P to its
current level from 'B' in February 2009.  As reported in the
Troubled Company Reporter-Europe on Feb. 10, 2009, the downgrade
reflects S&P's concerns about the impact of the economic downturn
on HIT's liquidity profile, and particularly on the financial
covenant headroom under HIT's senior secured credit facilities.


HOLMES FINANCING: Restructuring Won't Affect Moody's 'Ba2' Ratings
------------------------------------------------------------------
Moody's Investors Service has affirmed that the restructuring of
the Holmes Master Trust into two separate funding vehicles will
not adversely affect the existing ratings of notes previously
issued by Holmes Financing (No. 1) plc, Holmes Financing (No. 9)
plc, Holmes Financing (No. 10) plc and Holmes Master Issuer plc.
Following the restructuring Holmes Master Issuer 2 plc has been
substituted in place of Holmes Master Issuer plc in respect of the
rights and obligations of the Series 2007-3, Series 2008-1 and
Series 2008-2 Notes which were retained by the originator.  The
notes that were not directly part of the restructuring continue to
be backed by the Funding 1 intercompany loan, with the Series
2007-3, Series 2008-1 and Series 2008-2 Notes now being backed by
the Funding 2 intercompany loan.

The last rating action on Holmes Master Issuer plc was on 19
December 2008 when Moody's assigned ratings of Aaa, Aa3, A2, Baa2
and Ba2 to the Class A, Class B, Class M, Class C and Class D
Notes respectively for the Series 2008-2 Notes.

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

The Notes are backed by a pool of prime UK residential mortgages
originated by Abbey National plc.  As at the closing, date the
Trust is expected to contain around GBP 52 billion of mortgage
loans.  Funding and Funding 2 will have shares of 27.0% and 55.5%
in the Trust Property respectively on the closing date of this
restructuring.  The Funding 1 First Reserve Fund will amount to
GBP400 million at closing or 2.85% of all the outstanding Funding
1 Notes of the Holmes program.  The Funding 2 First Reserve Fund
will amount to GBP1,000 million at closing or 3.47% of all the
outstanding Funding 2 Notes of the Holmes program.

The pool remains of good credit quality: the weighted average
original LTV of the pool is approximately 66.7%, the average
seasoning of the loans in the pool is 27.7 months, and the
originator is rated Aa3/Prime-1.  The transaction is substituting.
Moody's has sized the credit enhancement taking this into account.
The key parameters used by Moody's to calibrate the loss
distribution curve for this portfolio include a MILAN Aaa CE of
9.40% and an expected loss of 1.00%.

In accordance with Moody's methodology "Framework for De-Linking
Hedge Counterparty Risks from Global Structured Finance Cashflow
Transactions Moody's Methodology Report", published in May 2007,
the general guarantee provided by Abbey National plc for the
obligations of the swap counterparty for both the Currency Swaps
in respect of the Series 2007-3, Series 2008-1 and Series 2008-2
Notes and the Funding Swaps do not fully comply with Moody's de-
linkage criteria.  In particular, Moody's believes the guarantee
may be interpretated such that it does not cover the obligation of
the swap counterparty to post collateral under the CSA.  As a
result, the effectiveness of the rating downgrade provisions in
the swap agreements is reduced, resulting in a greater linkage to
Abbey National plc.

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


PATRIDGE FINE: In Administration; MCR Appointed
-----------------------------------------------
Partridge Fine Art was placed into administration on July 20,
2009.  Andrew Stoneman and Matt Bond, partners at MCR, were
appointed as joint administrators.

Partridge Fine Art had developed a famous reputation over the past
one hundred years as one of the leading connoisseurs of antique
furniture, fine art and accessories.  Based in New Bond Street,
Partridge Fine Art operated from its four story landmark listed
purposed building: 'Palace of the Arts'.

The company sold to private clients, museums and designers such as
the Metropolitan Museum of Art, the British Museum and the J. Paul
Getty Museum.

In 2005 the owning Partridge family agreed to sell control of the
company to investment firm Amor Holdings, the investment vehicle
of Chairman Mark Law, which it did in early 2006.

Andrew Stoneman, Partner, MCR commented: "This is a world famous
fine art dealer with a strong and loyal customer base.  It is too
early to determine the reasons why the Company has gone into
Administration and we are concentrating on saving the business and
selling the store as a going concern thus saving a piece of
history as well as the employment of those working there.  We are
confident that there will be a significant amount of interest."

The joint administrators are trading the business as normal and
are actively seeking a buyer for the business, including its
assets and the lease of the building itself.


RMAC 2005: S&P Lowers Ratings on Three Classes of Notes to 'BB'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
the class M2 and B1 notes issued by RMAC 2005-NS1 PLC and the
class M1, B1a, and B1c notes issued by RMAC 2005-NSP2 PLC.  At the
same time, S&P removed from CreditWatch negative the ratings on
the class B1 notes issued by RMAC 2005-NS1, and classes B1a and
B1c issued by RMAC 2005-NSP2.  S&P affirmed the ratings on the
other notes in these transactions.

These rating actions follow S&P's credit and cash flow analysis
based on the most recent loan-level information S&P has received,
and S&P's review of the June 2009 investor report.  S&P's review
shows deterioration in the pool performance for each transaction,
with increased arrears and losses.

Loans in arrears for more than 90 days (including repossessions)
now represent 25.80% of RMAC 2005-NS1 and 23.81% of RMAC 2005-NS2,
compared with 13.45% and 11.81% a year ago.  Although the June
investor report showed a slowdown in the arrears rate, these
arrears are higher than S&P's nonconforming index of a similar
seasoning.

Loss severities in the period from March to June were 25.05% for
RMAC 2005-NS1 and 29.06% for RMAC 2005-NSP2 PLC, compared with the
average loss severity since closing of 10.22% and 15.60%,
respectively.  S&P expects a further 5% decline in U.K. house
prices, which S&P believes may increase loss severities and losses
in U.K. nonconforming transactions.

                           Ratings List

                        RMAC 2005-NS1 PLC
                GBP250.0 Million, EUR526.4 Million
      and US$267.7 Million Mortgage-Backed Floating-Rate Notes

                          Rating Lowered

                                   Rating
                                   ------
                  Class       To             From
                  -----       --             ----
                  M2           BBB            A

       Rating Lowered and Removed From CreditWatch Negative

                            Rating
                            ------
           Class        To             From
           -----        --             ----
           B1           BB             BBB/Watch Neg

                         Ratings Affirmed

                       Class        Rating
                       -----        ------
                       A2a          AAA
                       A2c          AAA
                       M1           AA

                        RMAC 2005-NSP2 PLC
                  GBP353 Million, EUR466 Million,
       and US$780 Million Mortgage-Backed Floating-Rate Notes

                         Ratings Lowered

                                Rating
                                ------
                Class      To                From
                -----      --                ----
                M2a        A                 AA-
                M2c        A                 AA-

      Ratings Lowered and Removed From CreditWatch Negative

                              Rating
                              ------
             Class      To                From
             -----      --                ----
             B1a        BB                A-/Watch Neg
             B1c        BB                A-/Watch Neg

                         Ratings Affirmed

                        Class      Rating
                        -----      ------
                        A2a        AAA
                        A2b        AAA
                        A2c        AAA
                        M1a        AA
                        M1c        AA


TATA MOTORS: Asked to Respond to Revised Gov't JLR Funding Offer
----------------------------------------------------------------
John Reed and George Parker at The Financial Times report that
Lord Mandelson, the business secretary, has urged Tata Motors Ltd.
to respond to a revised government funding offer for Jaguar Land
Rover to end standoff in talks over aid for the two lossmaking
luxury car brands.

Tata, the FT discloses, is seeking a government guarantee for a
GBP340 million, a three-year European Investment Bank loan to cut
its fleet's emissions, plus guarantees for private bank loans
worth nearly GBP500 million.   Tata, the FT says, has balked at
conditions ministers were attaching to aid, including board
representation at Jaguar Land Rover and operational control.  The
FT notes the government has, however, abandoned most of these.

Tata, as cited by the FT, said that its discussions with the
government were continuing and that it continued to hope progress
would be made.

                        Breach of Contract

Lijee Philip at The Economic Times reports that Tata has paid a
penalty for Jaguar Land Rover's inability to buy the agreed
quantum of engine components and certain key raw materials from
US-based Ford Motors.  The sub-optimal offtake had caused a breach
in the supplier's agreement, ET said.  Citing an industry source,
ET discloses a penalty of around Rs 250-300 crore may have to be
paid this year.

                         About Tata Motors

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

Tata Motors has operations in Russia and the United Kingdom.

                         *     *     *

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

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

On June 4, 2009, Moody's Investors Service affirmed the B3
corporate family rating of Tata Motors Ltd.  The outlook on the
rating is changed to stable from negative.


TITAN EUROPE: S&P Lowers Rating on Class A2 Notes to 'BB'
---------------------------------------------------------
Standard & Poor's Rating Services lowered and removed from
CreditWatch negative its credit ratings on the class A1 and A2
notes issued by Titan Europe 2006-4 FS PLC.

S&P initially placed the class A2 notes on CreditWatch negative on
December 3, 2008, following the loan default at maturity
(September 2008).  S&P placed the class A1 notes on CreditWatch
negative on June 2, 2009, as part of S&P's ongoing review of all
European commercial mortgage-backed securities transactions.

The collateral for this transaction is a loan secured by 305
health care and nursing homes across the U.K. let to the Four
Seasons Healthcare group, with an outstanding whole-loan balance
of GBP1,191.872 million.  The current outstanding securitized loan
balance is GBP598.3 million.  The relationship between the
securitized lenders and the subordinated lenders is governed by
intercreditor agreements.

The loan to value and interest coverage ratios have deteriorated
significantly since the closing of the transaction in 2006, which
is one of the main considerations for the rating actions.  While
S&P believes a principal loss for the rated notes is unlikely, the
deteriorating ratios indicate that the credit risks of the notes
have increased.

S&P has also factored into S&P's rating analysis the continued
uncertainties as to how the loan default and workout will be
resolved pending the ongoing discussions between the different
classes of lenders.  Another consideration S&P factored into its
rating analysis is the material market value declines in the
U.K. commercial property sector, which S&P believes has especially
affected operational assets such as health care portfolios.

Knight Frank's October 2008 valuation of the portfolio indicated
an open market value of GBP929.15 million compared with the
GBP1,493.60 million valuation at closing in 2006.  This
significant value decline results in a whole LTV ratio of 146% and
an LTV ratio for the securitized loan of 64% (up from 45% at
closing).  The special servicer also obtained further valuations
based on a portfolio sale and an opco/propco structure sale of
GBP872.4 million and GBP859.0 million, respectively.

Additionally, S&P observes that the portfolio performance has
declined as reflected in the ongoing ICR covenant breach.  The ICR
for the period ending March 31, 2009, for the whole loan based on
the most recent reported EBITDA, was 0.69x--substantially lower
than the 0.80x reported for the December 2008 covenant test date
and the 0.96x for the September 2008 covenant test date.
Based on the whole-loan metrics, the ICR for the securitized loan
would be approximately 1.37x or 2x for the whole loan.

In addition to the deterioration of the credit metrics, S&P notes
that the standstill agreements (the latest expiring on Sept. 30,
2009) have not yet resulted in an agreed course of action among
the transaction participants.  However, S&P understands that
discussions regarding a consensual restructuring are currently
ongoing between lender, borrower, and operating company.

The subordinated payment-in-kind lenders are not part of the
standstill agreement and S&P understand that they have served a
default notice which, under the relevant intercreditor deed,
triggers the start of a 90-day standstill period after which
enforcement actions could be initiated by the PIK lender.  S&P
continue to expect a protracted and complex workout.

                           Ratings List

                    Titan Europe 2006-4 FS PLC
   GBP600 Million Commercial Mortgage-Backed Floating-Rate Notes

       Ratings Lowered and Removed From CreditWatch Negative

                             Rating
                             ------
            Class        To            From
            -----        --            ----
            A1           A             AAA/Watch Neg
            A2           BB            AAA/Watch Neg


VISION MEDIA: In Administration; Tenon Recovery Appointed
---------------------------------------------------------
Trevor John Binyon and Steven John Parker of Tenon Recovery were
appointed as jointaAdministrators of Vision Media Group
(International) plc July 15, 2009.

As a consequence of the appointment of the joint administrators,
the AGM which was scheduled for Thursday, July 23, 2009, is
cancelled.

The joint administrators have received a number of expressions of
interest in respect of the business and are currently reviewing
the position.

                       Shares Suspension

On July 10, 2009, VMG requested the suspension of the company's
shares from trading in view of its worsening cash flow crisis and
an inability to secure additional funding.

According to Crain's Manchester Business, the company's debts and
other liabilities amount to GBP10.1 million and its market cap was
only GBP580,000 when the shares were suspended.

The company, Crain's discloses, has been weighed down by losses at
its Train TV subsidiary, which it is in the process of selling for
GBP920,000, and posted pre-tax losses of GBP6.2 million in the
year to December 31, on revenue of just GBP1.4 million.  Crain's
recalls the company had to take on emergency funding to survive
during 2008 and its financial crisis held up the roll-out of the
Iconic Pods, of which 46 are now in place around the country.


Vision Media Group (International) plc (formerly known as ScreenFX
plc) -- http://www.visionmediagroupplc.com/-- is a United
Kingdom-based company that is principally engaged in the provision
of digital, large screen advertising and marketing services.  Some
of its wholly owned subsidiaries include High Profile UK Limited,
which is engaged in digital screen advertising; Big FX Limited,
which is engaged in large format banner advertising; Train FX
Limited, which is engaged in digital advertising, transport
sector, and Point of Purchase TV Ltd, which is engaged in digital
screen advertising.  On March 13, 2008, Vision Media Group
(International) plc acquired 100% of Screen Media Network Limited.
In May 2009, the Company sold its TrainFX (TrainTV) business
directly to RAM Investment Group Plc.


WINDERMERE XI: Event of Default Called on Mortgage Loan
-------------------------------------------------------
Esteban Duarte at Bloomberg News reports that Windermere XI CMBS
Plc said in a statement to the Irish Stock Exchange that a loan
packaged into commercial mortgage bonds it sold had an event of
default because of non-payment of interest on July 15.

Bloomberg discloses the mortgage loan was secured on a shopping
center in Shrewsbury.

According to Bloomberg, Windermere XI originally sold GBP707
million (US$1.2 billion) of notes backed by eight mortgages
originated by Lehman Brothers Commercial Paper Inc. in July 2007.
Citing a Moody's Investors Service report on May 15, Bloomberg
states the loans financed 47 commercial properties in the U.K.
Bloomberg relates Hatfield Philips International Plc, the servicer
of the Windermere XI transaction, said it will publish a report on
the deal on July 29.

Mr. Duarte says the Windermere XI statement followed an event of
default called on mortgages backing bonds issued by Windermere
VIII after a payment was missed on April 15.  He says the VIII
transaction is made up of seven series of notes with a final
maturity of 2015, while the XI deal comprises five portions of
mortgage-backed bonds due 2017.


YELL GROUP: Seeks to Renegotiate Debt Covenant Terms
----------------------------------------------------
Salamander Davoudi and Anousha Sakoui at The Financial Times
report that Yell Group plc is drawing up proposals to extend its
debt maturities and amend covenant terms.

According to the FT, the company has started talks with its
leading lenders but a plan to restructure its debt terms is not
expected to be presented to the wider lender group until early in
the autumn.  Yell, the FT says, will be seeking consent from its
300 or so lenders, led by HSBC.  Yell, which recently hired
Houlihan Lokey to advise it in negotiations over a restructuring
of its EUR1.2 billion (GBP1 billion) net debt, must repay GBP328
million by March 2010 with the remainder in effect falling due in
April 2011, the FT discloses.  The FT states the company may try
to extend its debt maturities -- currently 2011 and 2012 -- to
about five years.

The company, the FT notes, is not currently considering a debt-
for-equity swap, but several people with knowledge of the
situation said it is, however, understood to have looked at
holding a rights issue to bring its debt under control.

Headquartered in Reading, England, Yell Group plc --
http://www.yellgroup.com/-- is an international directories
business operating in the classified advertising market through
printed, online, and phone media in the U.K. and the US.  Yell
also owns 100% of TPI (renamed "Yell Publicidad"), the largest
publisher of yellow and white pages in Spain, with operations in
certain countries in Latin America.  Yell's revenue for the twelve
months ended March 31, 2008 was GBP2,219 million and its
Adjusted EBITDA was GBP738.9 million.

                          *     *     *

As reported in the Troubled Company Reporte-Europe on July 7,
2009, Moody's Investors Service downgraded the Corporate Family
Rating of Yell Group plc to B2 from B1 and its Probability of
Default Rating to B3 from B2.  At the same time, Moody's placed
the ratings on review for further possible downgrade.

On July 3, 2009, the Troubled Company Reporter-Europe reported
that, Standard & Poor's Rating Services said that it lowered to
'B' from 'B+' its long-term corporate credit ratings on U.K.-based
classified directories publisher Yell Group PLC.  S&P said the
outlook is negative.


ZEGNA III: In Administration; PwC Appointed
-------------------------------------------
Mark Batten and Colin Haig, both partners at
PricewaterhouseCoopers LLP, were appointed joint administrators
over Zegna III Holdings Inc. on July 10, 2009.

Zegna's principal asset is a high specification residential
redevelopment of 17 apartments at 3-10 Grosvenor Crescent, London
SW1.

The joint administrators have, since appointment, held initial
discussions with a number of major stakeholders in the project to
ensure that construction continues on site, and funding is in
principle available to allow the development to proceed as
intended.

Grosvenor, the freeholder, and Walter Lilly & Co Limited, the main
contractor, have issued the following statement: "In our initial
discussions with the joint administrators of Zegna, we have been
encouraged by the intention to continue with the redevelopment,
and we are looking forward to working together to meet the common
aim of delivering a truly world class residential development"

The joint administrators are not currently marketing the property
for sale.

                            *********

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
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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
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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
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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
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                            *********


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

Troubled Company Reporter -- Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA.  Valerie C. Udtuhan, Marites O. Claro, Rousel Elaine
C. Tumanda, 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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Information contained herein is obtained from sources believed to
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                 * * * End of Transmission * * *