TCREUR_Public/090925.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

          Friday, September 25, 2009, Vol. 10, No. 190

                            Headlines

A U S T R I A

INGENIEUR SCHWARTZ: Claims Filing Deadline is October 5
PHAROMED HOLDING: Claims Filing Deadline is October 5
SCHUCI GMBH: Claims Filing Deadline is October 5
UAP MESSTECHNIK: Claims Filing Deadline is October 9


C Y P R U S

HELLENIC BANK: Moody's Changes Outlook on 'D+' BFSR to Negative


F R A N C E

SOCIETE NATIONALE: Unveils Sixth Rescue Plan for Freight Business


G E R M A N Y

GENERAL MOTORS: Opel Aid Must No Be Conditional on Saving Jobs
GILDEMEISTER AG: S&P Downgrades Corporate Credit Rating to 'B+'
VAC HOLDING: S&P Downgrades Corporate Credit Rating to 'CC'


G R E E C E

MARFIN EGNATIA: Moody's Downgrades Bank Strength Rating to 'D'
WIND HELLAS: Deadline for Expressions of Interest Extended


I C E L A N D

GLITNIR BANKI: Creditors to Get 25%-35% Recovery on Claims


I R E L A N D

INDEPENDENT NEWS: O'Brien Draws Up Alternative Restructuring Plan
ZOE GROUP: Supreme Court Grants Stay on Winding-Up Orders


I T A L Y

UNICREDIT SPA: To Seeks Support for Rights Offers From Investors


K A Z A K H S T A N

AK BIDAI: Creditors Must File Claims by September 30
AMP LTD: Creditors Must File Claims by September 30
KAZ NEFTE: Creditors Must File Claims by September 30
KURYLYS OJSC: Creditors Must File Claims by September 30
METRO LOGISTICS: Creditors Must File Claims by September 30

SIPAR LET: Creditors Must File Claims by September 30
STAL MUNAI: Creditors Must File Claims by September 30
TEMIR AT: Creditors Must File Claims by September 30
UNIVERSAL BUSINESS: Creditors Must File Claims by September 30


K Y R G Y Z S T A N

POLIGRAPH SNUB: Creditors Must File Claims by October 17


N E T H E R L A N D S

SCHOELLER ARCA: Dutch Court Approves Restructuring Plan


R U S S I A

BOKSITOGORSKIY REINFORCED: Creditors Must File Claims by Sept. 30
PRESTIZH-STROY LLC: Creditors Must File Claims by September 30
STROY-INVEST LLC: Creditors Must File Claims by September 30
TES' OJSC: Creditors Must File Claims by September 30
GLAV-TAMBOV LLC: Tambov Bankruptcy Hearing Set September 30


S P A I N

CEMEX SAB: Opens GBP49 Million Cement Facility in Essex
IM CAJA: Moody's Confirms Rating on Class E Notes at 'C'
SANTANDER CONSUMER: Moody's Cuts Rating on Class E Notes to 'C'
SANTANDER CONSUMER: Fitch Affirms Rating on Class D Notes at 'CC'
TDA 25: S&P Downgrades Rating on Class C Notes to 'D'


S W I T Z E R L A N D

ARTEPRINTAS GMBH: Claims Filing Deadline is October 14
EGOW CONSULTING: Claims Filing Deadline is October 9
ZEKA HOLDING: Claims Filing Deadline is October 30


T U R K E Y

ALBARAKA TURK: S&P Puts Stable Outlook on Counterparty Credit Rtng
DOGUS HOLDING: S&P Puts Stable Outlook on Counterparty Credit Rtng
GARANTI: S&P Puts Stable Outlook on Counterparty Credit Rating
HSBC BANK: S&P Puts Stable Outlook on Counterparty Credit Rating
TURKIYE: S&P Puts Stable Outlook on Counterparty Credit Rating

TURKIYE IS: S&P Puts Stable Outlook on Counterparty Credit Rating
TURKIYE VAKIFLAR: S&P Puts Stable Outlook on Credit Rating
YAPI VE: S&P Puts Stable Outlook on Counterparty Credit Rating


U K R A I N E

BANK FORUM: Fitch Downgrades Individual Rating to 'E' From 'D/E'
CARGO CARS: Creditors Must File Claims by September 30
DIS LLC: Creditors Must File Claims by September 30
HEATPIPE LLC: Creditors Must File Claims by September 30
DANKO SUBSIDIARY: Creditors Must File Claims by September 30

INVESTOR-96 LLC: Court Starts Bankruptcy Supervision Procedure
KUPIANSK FOUNDRY: Creditors Must File Claims by September 27
NAFTOGAZ OJSC: Fitch Downgrades Issuer Default Rating to 'C'
NEFTEZASCHITA LLC: Creditors Must File Claims by September 30
PERVOMAYSK OJSC: Court Starts Bankruptcy Supervision Procedure

PRAVEX BANK: Fitch Affirms Individual Rating at 'E'
PROCREDIT UKRAINE: Fitch Affirms Individual Rating at 'D/E'
SCARLETT-CHERNIGOV LLC: Creditors Must File Claims by September 27
UKRSIBBANK JSCIB: Fitch Cuts Individual Rating to 'E' From 'D/E'
UKRSOTSBANK: Fitch Downgrades Individual Rating to 'E' From 'D/E'

VTB UKRAINE: Fitch Affirms Individual Rating at 'E'


U N I T E D   K I N G D O M

ALBA 2007-1: Moody's Cuts Rating on Class F Notes to 'Caa3'
BLACKS LEISURE: Secures Standstill; SandCity In Administration
CORSAIR NO 2: Moody's Cuts Rating on Series 80 Notes to 'B2'
HALTON LEA: Put Into Receivership; Savills Appointed
NATIONAL EXPRESS: Takeover Offer Deadline May Be Extended

PUNCH TAVERNS: Shareholder Seeks Liquidation of Business
WINDERMERE VII: Moody's Confirms 'B1' Rating on Class D Notes
YELL GROUP: To Raise GBP500 Mln in Share Sale to Repay Debt
YELLOWFIN LTD: Goes Into Administration


X X X X X X X X

* BOOK REVIEW: Megamergers - Corporate America's Billion-Dollar


                         *********



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A U S T R I A
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INGENIEUR SCHWARTZ: Claims Filing Deadline is October 5
-------------------------------------------------------
Creditors of Ingenieur Schwartz GmbH have until October 5, 2009,
to file their proofs of claim.

A court hearing for examination of the claims has been scheduled
for October 19, 2009 at 10:00 a.m.

For further information, contact the company's administrator:

         Dr. Elisabeth Hrastnik
         Hauptplatz 11, Atrium Top 16 A
         7400 Oberwart
         Austria
         Tel: 03352/31375
         Fax: 03352/31375-16
         E-mail: dr.hrastnik@utanet.at


PHAROMED HOLDING: Claims Filing Deadline is October 5
-----------------------------------------------------
Creditors of Pharomed Holding GmbH have until October 5, 2009, to
file their proofs of claim.

A court hearing for examination of the claims has been scheduled
for October 19, 2009 at 9:20 a.m.

For further information, contact the company's administrator:

         Dr. Werner Stanek
         Wollzeile 33/20
         1010 Vienna
         Austria
         Tel: 512 29 02
         Fax: 512 29 02 30
         E-mail: werner-stanek@chello.at


SCHUCI GMBH: Claims Filing Deadline is October 5
------------------------------------------------
Creditors of Schuci GmbH have until October 5, 2009, to file their
proofs of claim.

A court hearing for examination of the claims has been scheduled
for October 19, 2009 at 9:00 a.m.

For further information, contact the company's administrator:

         Dr. Elisabeth Stanek-Noverka
         Hernalser Hauptstr. 116
         1170 Vienna
         Austria
         Tel: 486 02 09-0
         Fax: 486 02 09 18
         E-mail: ra-noverka@chello.at


UAP MESSTECHNIK: Claims Filing Deadline is October 9
----------------------------------------------------
Creditors of Uap Messtechnik GmbH have until October 9, 2009, to
file their proofs of claim.

A court hearing for examination of the claims has been scheduled
for October 14, 2009 at 10:00 a.m.

For further information, contact the company's administrator:

         Dr. Volker Mogel
         Kalchberggasse 1
         8010 Graz
         Austria
         Tel: 0316/830550-0
         Fax: 0316/813717
         E-mail: volker.mogel@kcp.at


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C Y P R U S
===========


HELLENIC BANK: Moody's Changes Outlook on 'D+' BFSR to Negative
---------------------------------------------------------------
Moody's Investors Service has changed the outlook on the D+ bank
financial strength rating of the Cyprus-based Hellenic Bank Public
Company Ltd. to negative, from stable.  The bank's deposit rating
of Baa2 still has a stable outlook.

Moody's rating action was prompted both by challenging
operating/macro conditions -- and their impact on Hellenic Bank's
asset quality and interest margins -- and, more importantly, the
operational and financial challenges facing the Cypriot
institution's Greek operations, which are compromising its
earnings-generation capabilities.  Hellenic Bank currently
operates 27 branches in Greece, where the operations account for
around 21% of total group loans and 14% of deposits.  Over the
past 18 months, their performance has deteriorated substantially,
with losses increasing from EUR3 million in 2007 to EUR34 million
in H1 2009, on the back of shrinking margins, negative growth in
business volume, and deteriorating asset quality.

However, Moody's believes Hellenic Bank's current BFSR is
supported by its well-established local (Cyprus) franchise and
strong position in the lucrative international banking business,
as well as its good liquidity position and adequate
capitalisation.  Future rating actions will depend on management's
ability to implement its restructuring plan in Greece and to
improve the currently weak earnings-generation capabilities.

Moody's retains a stable outlook on Hellenic Bank's Baa2 deposit
rating, supported by the very high probability of systemic support
in case of need.

Moody's latest rating action for Hellenic Bank was implemented on
April 24, 2007, when it upgraded the bank's BFSR rating to D+,
from D.

Headquartered in Nicosia, Cyprus, Hellenic Bank Public Company Ltd
reported total assets of EUR8.5 billion as of June 2009.


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F R A N C E
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SOCIETE NATIONALE: Unveils Sixth Rescue Plan for Freight Business
-----------------------------------------------------------------
Peggy Hollinger at The Financial Times reports that Societe
Nationale des Chemins de Fer Francais unveiled its sixth rescue
plan in 12 years for its troubled goods transport arm.

The FT relates Guillaume Pepy, SNCF's chief executive, said the
company would invest EUR1 billion (US$1.5 billion) to 2015 in
redesigning its freight business, stepping up the number of goods
trains and high speed international services, new bigger shuttles
and local connections to regions and ports that would make
logistics "one of the strong points of France".

According to the FT, the division, which has twice been bailed out
by the state, is expected to incur EUR600 million in losses this
year and has consumed EUR3 billion in cash over six years.

Mr. Pepy insisted the latest plan would deliver results, in spite
of the previous failures, the FT relates.

Societe Nationale des Chemins de Fer Francais --
http://www.sncf.fr/-- is France's state-owned railway company.
It is the nation's primary provider of local and long-distance
passenger and freight service.  Passenger transportation,
including both commuter trains and intercity service throughout
France and into neighboring countries, accounts for the largest
share of the company's sales.  SNCF's Eurostar joint venture
shuttles passengers between Paris and London via the Channel
Tunnel, and Thalys links Paris with other European capitals.
SNCF's high-speed TGV passenger trains travel at up to 350 mph.
Overall, the SNCF network spans more than 30,800 km (19,100 miles)
of track and about 4,000 stations.


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


GENERAL MOTORS: Opel Aid Must No Be Conditional on Saving Jobs
--------------------------------------------------------------
Matthew Newman at Bloomberg News reports that the European Union
warned Germany and other nations not to tie EUR3 billion (US$4.4
billion) in additional aid to General Motors Co.'s Opel unit to
saving jobs.

According to Bloomberg, the European Commission said it won't
accept subsidy plans that would require Opel to keep factories
open.

"State funding is meant to tackle the financing problems due to
the credit crunch and cannot be used to impose political
constraints concerning the location of production," Bloomberg
quoted the Brussels-based commission as saying in a statement
Wednesday.

                            Antwerp

Bloomberg relates about 5,000 unionized workers from Germany and
the three countries with Opel factories protested the Antwerp
plant's possible closure on Wednesday.  Bloomberg recalls Magna
Co-Chief Executive Officer Siegfried Wolf said Sept. 14 that the
Antwerp factory, which has more than 2,500 workers, may be closed
as part of a drive to cut spending on labor by more than US$1
billion.

                           Viability

John Reed at The Financial Times reports Lord Mandelson, Britain's
business secretary, questioned the viability of Magna's plan to
buy Opel in a letter to European competition chief Neelie Kroes.

In the letter, obtained by the FT, Lord Mandelson said that the
Canadian company's restructuring blueprint was too expensive and
too punitive of productive plants, and susceptible to "political
intervention".

                        About General Motors

Headquartered in Detroit, Michigan, General Motors Corp.
(NYSE: GM) -- http://www.gm.com/-- as 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).  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.

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, serves as the Chief Executive
Officer for Motors Liquidation Company.  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.

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


GILDEMEISTER AG: S&P Downgrades Corporate Credit Rating to 'B+'
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its long-
term corporate credit rating on Germany-based machine-tool
manufacturer Gildemeister AG to 'B+' from 'BB-'.  The rating was
subsequently withdrawn at the company's request.  The outlook was
negative at the time of withdrawal.

"The downgrade reflects S&P's view of Gildemeister's sharply
deteriorating operating performance, which S&P believes stems from
the sharp contraction of the global machine-tool market," said
Standard & Poor's credit analyst Varvara Nikanorava.  "What's
more, S&P believes business conditions could weaken further over
the next 12 months.

"Although S&P understand that the company will shortly update its
business plans, S&P has revised its own financial base-case
downward.  S&P's forecasts show that Gildemeister's credit metrics
are likely to be more commensurate with a 'B+' rating in the short
to medium term, despite considerable efforts by management to
reduce costs.  In addition, S&P expects Gildemeister's weakening
financial performance to substantially reduce its headroom under
financial covenants."

During the first half of 2009, Gildemeister's performance
deteriorated more than S&P anticipated.  Sales declined 28% year
on year, and the order intake dropped by 49%.  At the same time,
S&P saw that reduced capacity utilization and underabsorption of
fixed costs eroded profitability.  Headcount reductions could not
fully offset these declines.  The reported EBITDA fell by about
51% in absolute terms, and the margin was 7% compared with 10% the
previous year.

Gildemeister's cash generation weakened considerably in the first
half of 2009 in S&P's observations.  Funds from operations in the
12 months to June 30, 2009, dropped 43% to EUR99 million compared
with the figure for full-year 2008.  In addition, negative working
capital in the first half of 2009 contributed to negative free
operating cash flow, despite 40% lower capital expenditures year
on year.

S&P thinks that further deterioration is likely in 2010, given the
late-cycle nature of machine-tool demand.  The timing and
magnitude of eventual recovery is uncertain to us at this stage.
S&P believes that management's considerable efforts to reduce
fixed costs will only partly mitigate these challenges, which S&P
considers to be due to severe market conditions.


VAC HOLDING: S&P Downgrades Corporate Credit Rating to 'CC'
-----------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its long-term
corporate credit rating on German capital goods company VAC
Holding GmbH to 'CC' from 'CCC+'.  The 'C' short-term rating was
affirmed.  The outlook is negative.

S&P also lowered its issue-level rating on the EUR135 million
senior secured notes issued by VAC Finanzierung GmbH due 2016 to
'CC' from 'CCC+'.  The recovery rating of '4' on these notes
remains unchanged, indicating that lenders can expect average
recovery (30%-50%) in the event of a payment default.  The ratings
on the senior secured debt issued by VAC KG were also lowered to
'CCC' from 'B'.  The recovery ratings on this debt remain
unchanged at '1'.

"The downgrade follows the announcement by VAC's equity sponsor
that it will make a public tender offer for up to EUR45 million of
VAC's EUR135 million senior secured notes due 2016," said Standard
& Poor's credit analyst Werner Staeblein.  According to a
statement, the tender offer will run until Sept. 25, 2009.
Settlement of the offer is expected to be Oct. 1, 2009.

Under S&P's ratings criteria, S&P considers this proposed debt
restructuring to be a distressed exchange and, as such, tantamount
to a default.  S&P's criteria on distressed exchange offers also
apply if a related party makes an offering clearly below par,
which S&P considers to be the case in this instance.

The announcement of a cash tender offer for the outstanding bond
follows VAC's announcement on Sept. 16, 2009, that it is in
default under a senior credit facilities agreement with a
consortium of banks.  Pursuant to this agreement, VAC was required
by Sept. 16, 2009, to present a proposal addressing, first, a
required reset of the financial covenants under the SFA for the
financial year 2010 through to the final repayment date, and
thereafter to obtain the approval of at least 66.66% of the
lenders for this proposal.  VAC has not been able to fulfill these
two requirements.  Should the lenders accelerate the SFA as a
result of declaring an event of default, the entire VAC group
could be made insolvent.  S&P understand that VAC is continuing a
dialogue with its lenders at this time.

"On completion of the partial cash tender offer for outstanding
bonds, S&P would expect to lower the ratings on the senior secured
notes due in 2016 to 'D', said Mr. Staeblein.  "We could also
lower the corporate credit rating to 'SD' (selective default),
should the company continue to honor its debt obligations." As
soon as is practical thereafter, and following S&P's review of the
revised liability structure, S&P would reassess VAC's capital
structure and liquidity profile and assign new ratings based on
the amount of notes tendered and likewise based on any potential
negotiation outcome with the banking syndicate.


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G R E E C E
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MARFIN EGNATIA: Moody's Downgrades Bank Strength Rating to 'D'
--------------------------------------------------------------
Moody's Investors Service has downgraded the bank financial
strength rating of Marfin Egnatia Bank SA of Greece to D, with a
stable outlook, from D+.  The outlook on the bank's Baa1/P-2
deposit, and Baa1/Baa2 senior and subordinated debt ratings was
changed to positive, from stable.  Relatedly, Moody's has also
affirmed the ratings of Marfin Popular Bank Public Company Ltd
(Marfin Egnatia's Cyprus-based parent) at C-/A3/P-1 with stable
outlook.

The rating actions by Moody's were prompted by two factors: (i)
the BFSR was downgraded to reflect the challenging
operating/macroeconomic conditions in Greece and their impact on
Marfin Egnatia's financial fundamentals; while (ii) the outlook on
the bank's deposit and debt ratings was changed to positive based
on the recently announced decision by the boards of directors of
Marfin Egnatia and its parent, MPB, to continue with their merger
process -- of Marfin Egnatia being absorbed by MPB.  The merger
date was set to June 30, 2009, and the whole process is set for
completion by Q1 2010.  The transaction is likely to have a
positive impact on Marfin Egnatia's deposit/debt ratings: when all
relevant approvals/licenses are received and the merger is
completed, its deposit and debt ratings are expected to converge
with those of MPB, currently at A3/P-1.

Moody's downgrade of Marfin Egnatia's BFSR reflects how its
financial fundamentals are being affected by the financial crisis
and macroeconomic slowdown.  In recent quarters, the bank has
experienced a tightening in its funding and liquidity position,
and a significant deterioration in its interest margins, revenue
generation and asset quality indicators, which led to losses for
H1 2009.  Although it has taken measures to improve its net
interest margin (which dropped to 1.0% in H1 2009, from around
2.5% in 2007) and to contain the deterioration in its asset
quality (with non-performing loans increasing to 6.6% in June
2009, from 4.7% in December 2008), Moody's do not expect the bank
to return to the level of profitability it enjoyed prior to the
financial crisis any time soon.

Moody's last rating action for Marfin Egnatia Bank was implemented
on April 24, 2007, when the bank's deposit ratings were upgraded
to Baa1/P-2, from Baa3/P-3.  On the same day, MPB's BFSR was
upgraded to C- from D+, and its deposit ratings were upgraded to
A3/P-1 from Baa1/P-2.

Headquartered in Athens, Greece, Marfin Egnatia Bank SA reported
total assets of EUR20.7 billion as of June 2009.  Marfin Popular
Bank Public Company Ltd is headquartered in Nicosia, Cyprus, and
reported total assets of EUR42.0 billion as of June 2009.


WIND HELLAS: Deadline for Expressions of Interest Extended
----------------------------------------------------------
Maria Petrakis at Bloomberg News reports Hellas Telecommunications
II, the holding company for Wind Hellas Telecommunications SA,
extended a deadline for expressions of interest in a sale of Wind
Hellas assets, such as shares and intercompany debt, to the week
of Sept. 28.

As reported in the Troubled Company Reporter-Europe on Sept. 15,
2009, the Financial Times said private equity groups Apax Partners
and TPG are interested in acquiring Wind Hellas.  According to the
FT, Apax is interested in buying some of Wind Hellas's EUR1.47
billion senior debt, most of which matures in 2012.  It is not
clear whether TPG is considering a bid for all or part of the
company, the FT said.

The FT disclosed Wind Hellas, which is owned by Weather, Egyptian
entrepreneur Sawiris's Mediterranean telecoms group, has put
itself up for sale after losing market share and hitting trouble
servicing its EUR3.2 billion (US$4.6 billion) of net debt.  The
company is being advised by Morgan Stanley and Ernst & Young.

Headquartered in Athens, WIND Hellas Telecommunications S.A. --
http://www.wind.com.gr/-- offers TIM-branded (formerly Telestet)
wireless telecom services to about 2.3 million consumer and small-
business customers throughout Greece.  From its digital GSM
network, the firm offers conference calling, mobile e-mail, fax,
and data transmission.

                           *     *     *

As reported in the Troubled Company Reporter-Europe on Sept. 8,
2009, Standard & Poor's Ratings Services said that it lowered its
long-term corporate credit ratings on Greek mobile
telecommunications operator WIND Hellas Telecommunications S.A.
and related entities to 'CC' from 'CCC' on the group's weak
second-quarter results and announcement that it was in talks with
its shareholders about a potential restructuring of the group's
capital structure.  S&P said the outlook is negative.


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GLITNIR BANKI: Creditors to Get 25%-35% Recovery on Claims
----------------------------------------------------------
Omar R. Valdimarsson at Bloomberg News, citing Reykjavik-based
broadcaster RUV, reports that creditors of Glitnir banki hf will
get between 25% and 35% of what the bank owed them before it
collapsed.

According to Bloomberg, RUV said the bank's creditors can take a
95% stake in Islandsbanki Bank, the state-controlled unit of
Glitnir, immediately or receive a bond issued by the bank with the
option to hold as much as 90% of its shares between 2011 and 2015.

                        About Glitnir Banki

Headquartered in Reykjavik, Iceland, Glitnir banki hf --
http://www.glitnir.is/-- offers an array of financial services to
corporation, financial institutions, investors and individuals.

Judge Stuart Bernstein of the U.S. Bankruptcy Court for the
Southern District Court of New York granted Glitnir banki hf
permission to enter Chapter 15 of the U.S. bankruptcy code on
January 6, 2008.

Glitnir has been granted a moratorium pursuant to a ruling of the
Reykjavik District Court until Nov. 13, 2009.  On May 12,
2009, the court appointed a winding-up board for the bank, which
will handle, for instance, claims against the bank while
the moratorium is in effect and after winding-up proceedings
commence upon the conclusion of the moratorium.


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INDEPENDENT NEWS: O'Brien Draws Up Alternative Restructuring Plan
-----------------------------------------------------------------
Salamander Davoudiand Anousha Sakoui at The Financial Times
reports that Denis O'Brien, the second-largest shareholder in
Independent News & Media plc, set out an alternative restructuring
proposal to the publisher's banks.

According to the FT, under Mr. O'Brien's new proposal a rescue
vehicle would be set up to inject EUR100 million of new money into
INM.  In exchange, he would receive more than half the equity in
the company after a restructuring, the FT says.

Bondholders would get some cash upfront plus some equity as part
of a debt-for-equity swap under Mr. O Brien's plan, the FT
discloses.

"The plan gives the bondholders cash upfront, so clearly they
would get less equity than they would under the company's current
plan," the FT quoted one person close to the talks as saying.

As reported in the Troubled Company Reporter-Europe on Sept. 23,
2009, the FT said INM is close to agreeing a debt-for-equity swap
plan with creditors.  According to the FT, talks are continuing
this week to bridge the small gap between the company, its banks
and bondholders about the terms of the debt-for-equity swap.

The debt-for-equity swap plan under consideration would see the
bondholders swap EUR110 million-EUR120 million (US$161 million-
US$176 million) for about 45% of the company's un-issued share
capital at a range of between 15-17 cents, the FT said.

Citing people close to the talks, the FT disclosed negotiations
continue about the exact price at which bonds would be swapped for
720 million shares and whether the company should raise an
additional EUR20 million in the rights issue at the request of the
banks or wait until the company has recovered.

                      About Independent News & Media

Headquartered in Dublin, Ireland, Independent News & Media PLC
(ISE:IPD) -- http://www.inmplc.com/-- is engaged in printing and
publishing of metropolitan, national, provincial and regional
newspapers in Australia, India, Ireland, New Zealand, South Africa
and the United Kingdom.  It also has radio operations in Australia
and New Zealand, and outdoor advertising operations in Australia,
New Zealand, South-East Asia and across Africa.  The Company also
has online operations across each of its principal markets.  The
Company has three business segments: printing, publishing, online
and distribution of newspapers and magazines and commercial
printing; radio, and outdoor advertising.  INM publishes over 200
newspaper and magazine titles, delivering a combined weekly
circulation of over 32 million copies with a weekly audience of
over 100 million consumers.  In March 2008, it acquired The Sligo
Champion.  During the year ended December 31, 2007, the Company
acquired the remaining 50% interest in Toowoomba Newspapers Pty
Ltd.


ZOE GROUP: Supreme Court Grants Stay on Winding-Up Orders
---------------------------------------------------------
Belfast Telegraph reports that the Supreme Court has granted
lawyers for the Liam Carroll-controlled Zoe Group a stay on the
winding-up orders which were made by Mr. Justice Frank Clarke last
week.

According to Belfast Telegraph, the Chief Justice agreed to freeze
the orders in respect of Vantive Holdings and Morsten Investments
pending the outcome of the appeal by lawyers for the Zoe Group
against the dismissal of their examinership bid by Mr. Justice
Clarke.

Belfast Telegraph relates lawyers for the Zoe Group on Tuesday
that said that, without the stay, they were not protected and
therefore were at risk at the moment.

As reported in the Troubled Company Reporter-Europe, Mr. Carroll
had sought court protection for the Zoe Group because ACC Bank had
threatened to take insolvency proceedings against his companies to
recoup loans worth EUR136 million.


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


UNICREDIT SPA: To Seeks Support for Rights Offers From Investors
----------------------------------------------------------------
UniCredit SpA executives will meet with some of the bank's largest
investors this week to discuss plans to raise EUR4 billion (US$5.9
billion),  Sonia Sirletti at Bloomberg News reports, citing three
people familiar with the matter.

Bloomberg relates two of the people said the bank on Tuesday
proposed three options to its strategic committee: a rights offer,
a sale of bonds to the state, or a combination of the two.
According to Bloomberg, one of the people said Unicredit Chief
Executive Officer Alessandro Profumo said he would prefer to avoid
government aid because of the expense.

Citing people with knowledge of the matter, Bloomberg discloses
senior executives will meet with Fondazione Cassa di Risparmio
Verona and Fondazione Cassa di Risparmio di Torino, which together
own 9.4% of UniCredit, to seek support for a rights offer.

As reported in the Troubled Company Reporter-Europe on Sept. 23,
2009, Unicredit will make a decision on funding plans at a
Sept. 29 board meeting.  Bloomberg disclosed Il Messaggero
reported Monday that UniCredit's banking foundation investors are
concerned the company may opt for a capital increase to raise
money rather than follow through with plans to take state aid
through a special bond sale.

Based in Milan, Italy, UniCredit SpA (BIT:UCG) --
http://www.unicreditgroup.eu/-- is a holding company of an
Italian banking group.  The Group is divided into eight divisions:
Asset Management, Retail, Central Eastern Europe, Poland's
Markets, Corporate, Markets and Investment Banking, Private
Banking and Household Banking.  Through its network of companies,
the Group provides a range of products and services that include
traditional banking products, bancassurance, loans, leasing and
investment products, which it offers to individuals and
households, as well as professionals, small and medium companies
and corporations.  The Group owns local banks in a number of
central-eastern European countries (CEECs), including Poland,
Bulgaria, Croatia, Turkey, Slovakia, Romania and the Czech
Republic.  Unicredit SpA is also present through offices and
representatives worldwide in Europe, Asia and the United States.
In the fiscal year ended December 31, 2007, UniCredit acquired
Capitalia Group.


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


AK BIDAI: Creditors Must File Claims by September 30
----------------------------------------------------
Creditors of CJSC AK Bidai have until September 30, 2009, to
submit proofs of claim to:

         Kazybek Str. 50
         Office 74
         Almaty
         Kazakhstan

The Specialized Inter-Regional Economic Court of Almaty commenced
bankruptcy proceedings against the company on July 4, 2009, after
finding it insolvent.

The Court is located at:

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


AMP LTD: Creditors Must File Claims by September 30
---------------------------------------------------
LLP LLS AMP Ltd. is currently undergoing liquidation.  Creditors
have until September 30, 2009, to submit proofs of claim to:

         Jangusurov Str. 113A
         Room 312
         Taldykorgan
         Almaty
         Kazakhstan


KAZ NEFTE: Creditors Must File Claims by September 30
-----------------------------------------------------
Creditors of LLP Kaz Nefte Mash have until September 30, 2009, to
submit proofs of claim to:

         Abai Str. 10a
         Atyrau
         Kazakhstan

The Specialized Inter-Regional Economic Court of Atyrau commenced
bankruptcy proceedings against the company on July 2, 2009, after
finding it insolvent.

The Court is located at:

         The Specialized Inter-Regional
         Economic Court of Atyrau
         Satpaev Str. 3
         Atyrau
         Kazakhstan


KURYLYS OJSC: Creditors Must File Claims by September 30
--------------------------------------------------------
Creditors of OJSC Kurylys have until September 30, 2009, to submit
proofs of claim to:

         Micro District Samal, 15/29
         Taldykorgan
         Almaty
         Kazakhstan

The Specialized Inter-Regional Economic Court of Almaty commenced
bankruptcy proceedings against the company on July 1, 2009, after
finding it insolvent.

The Court is located at:

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


METRO LOGISTICS: Creditors Must File Claims by September 30
-----------------------------------------------------------
Creditors of LLP Metro Logistics Kazakhstan have until
September 30, 2009, to submit proofs of claim to:

         Abai Str. 10a
         Atyrau
         Kazakhstan

The Specialized Inter-Regional Economic Court of Atyrau commenced
bankruptcy proceedings against the company on July 2, 2009, after
finding it insolvent.

The Court is located at:

         The Specialized Inter-Regional
         Economic Court of Atyrau
         Satpaev Str. 3
         Atyrau
         Kazakhstan


SIPAR LET: Creditors Must File Claims by September 30
-----------------------------------------------------
Creditors of LLP Sipar Let have until September 30, 2009, to
submit proofs of claim to:

         Kazybek Str. 50
         Office 74
         Almaty
         Kazakhstan

The Specialized Inter-Regional Economic Court of Almaty commenced
bankruptcy proceedings against the company on July 4, 2009, after
finding it insolvent.

The Court is located at:

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


STAL MUNAI: Creditors Must File Claims by September 30
------------------------------------------------------
Creditors of LLP Stal Munai Complect have until September 30,
2009, to submit proofs of claim to:

         Dostoevsky Str. 72
         Pavlodar
         Kazakhstan

The Specialized Inter-Regional Economic Court of Pavlodar
commenced bankruptcy proceedings against the company on
June 25, 2009, after finding it insolvent.

The Court is located at:

         The Specialized Inter-Regional
         Economic Court of Pavlodar
         Djambulskaya Str. 6
         Pavlodar
         Kazakhstan


TEMIR AT: Creditors Must File Claims by September 30
----------------------------------------------------
The Kostanai Branch of JSC Insurance Company Temir At is currently
undergoing liquidation.  Creditors have until September 30, 2009,
to submit proofs of claim to:

         Chehov Str. 105a
         Room 101
         Kostanai
         Kazakhstan


UNIVERSAL BUSINESS: Creditors Must File Claims by September 30
--------------------------------------------------------------
LLP Universal Business 2009 is currently undergoing liquidation.
Creditors have until September 30, 2009, to submit proofs of claim
to:

         Auezov Str. 80
         Tuzdybastau
         Talgarsky
         Almaty region
         Kazakhstan


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


POLIGRAPH SNUB: Creditors Must File Claims by October 17
--------------------------------------------------------
LLC Poligraph Snub is currently undergoing liquidation.  Creditors
have until October 17, 2009, to submit proofs of claim to:

         Kiyevskaya Str. 96b-102
         Bishkek
         Kyrgyzstan


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


SCHOELLER ARCA: Dutch Court Approves Restructuring Plan
-------------------------------------------------------
Anousha Sakoui at The Financial Times reports that a court in the
Netherlands has approved a restructuring plan for Schoeller Arca
Systems.

Citing people familiar with the situation, the FT discloses under
the plan, One Equity Partners, the private equity company, will
keep control of SAS through a pre-packaged sale of the business to
a new entity with the senior lenders' debt claims staying in
place.

According to the FT, JPMorgan and Citigroup, who hold a
subordinated bridge loan of about EUR180 million (GBP162.1
million), face having a majority of their claims written off under
the plan.

Schoeller Arca Systems is a plastic packaging company.


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


BOKSITOGORSKIY REINFORCED: Creditors Must File Claims by Sept. 30
-----------------------------------------------------------------
Creditors of LLC Boksitogorskiy Reinforced Concrete (TIN
4701004184) have until September 30, 2009, to submit proofs of
claims to:

         Ya.Merkulov
         Insolvency Manager
         Post User Box 20
         394038 Voronezh
         Russia

The Arbitration Court of Saint-Petersburg commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. ?56–7598/2009.

The Debtor can be reached at:

         LLC Boksitogorskiy Reinforced Concrete
         Pesochnaya Str. 1
         Boksitogorsk
         187650 Leningradskaya
         Russia


PRESTIZH-STROY LLC: Creditors Must File Claims by September 30
--------------------------------------------------------------
Creditors of LLC Prestizh-Stroy-Servis(TIN 7806011924, PSRN
1027804198730) (Construction) have until September 30, 2009, to
submit proofs of claims to:

         B. Ilyukhin
         Insolvency Manager
         Office 1204
         Building 1
         16 liniya V.O. Str. 7
         199034 Saint-Petersburg
         Russia

The Arbitration Court of Saint-Petersburg commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. ?56–43781/2008.

The Debtor can be reached at:

         LLC Prestizh-Stroy-Servis
         Krasnogvardeyskaya Str. 2
         195027 Saint-Petersburg
         Russia


STROY-INVEST LLC: Creditors Must File Claims by September 30
------------------------------------------------------------
Creditors of LLC Stroy-Invest (Construction) have until
September 30, 2009, to submit proofs of claims to:

         D. Kuznetsova
         Insolvency Manager
         Office 605
         Derzhavinskaya Str. 16a
         392000 Tambov
         Russia

The Arbitration Court of Saratovskaya commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. ?57–3744/09.

The Debtor can be reached at:

         LLC Stroy-Invest
         Sverdlova Sq. 58
         Balakovo
         Russia


TES' OJSC: Creditors Must File Claims by September 30
-----------------------------------------------------
Creditors of OJSC Tes' (TIN 2455014804; PSRN 1022401532647)
(Construction) have until September 30, 2009, to submit proofs of
claims to:

         O. Klemeshova
         Insolvency Manager
         Post User Box 174
         630077 Novosibirsk
         Russia

The Arbitration Court of Novosibirskaya commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. ?45–867/2009.

The Debtor can be reached at:

         OJSC Tes'
         Nikitina Str. 20
         630009 Novosibirsl
         Russia


GLAV-TAMBOV LLC: Tambov Bankruptcy Hearing Set September 30
-----------------------------------------------------------
The Arbitration Court of Tambov will convene on September 30,
2009, to hear bankruptcy supervision procedure on LLC Glav-Tambov-
Stroy (TIN 6829037349, PSRN 1076829008860) (Construction).  The
case is docketed under Case No. ?64-1085/09.

The Temporary Insolvency Manager is:

         V. Kuzin
         Apt. 227
         Sovetskaya Str. 118
         392000 Tambov
         Russia

The Debtor can be reached at:

         LLC Glav-Tambov-Stroy
         Z. Kosmodemyanskoy Str. 1
         Tambov
         Russia


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


CEMEX SAB: Opens GBP49 Million Cement Facility in Essex
-------------------------------------------------------
CEMEX, S.A.B. de C.V. has invested GBP49 million for a cement
grinding and blending facility in Thames Gateway, Essex, Building
News reports.  The report relates that the plant, which has been
under construction for the past two years, will increase Cemex
UK's cement capacity by 20%.

According to the report, the basis for the products made at
Tilbury is cement clinker, which is ground to a powder and blended
with by-products from other industries to make cements for use in
buildings and infrastructure projects.

"I am immensely proud of this plant, which truly demonstrates our
commitment to the construction industry and confidence that the UK
economy will bounce back," the report quoted Cemex UK President
Gonzalo Galindo as saying.

                           About CEMEX SAB

CEMEX, S.A.B. de C.V. is a Mexican corporation, a holding company
of entities which main activities are oriented to the construction
industry, through the production, marketing, distribution and sale
of cement, ready-mix concrete, aggregates and other construction
materials.  CEMEX is a public stock corporation with variable
capital (S.A.B. de C.V.) organized under the laws of the United
Mexican States, or Mexico.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
August 19, 2009, Fitch Ratings has affirmed these ratings of
Cemex, S.A.B. de C.V.:

  -- Foreign currency Issuer Default Rating at 'B';

  -- Local currency IDR at 'B';

  -- Long-term national scale rating at 'BB-(mex)';

  -- MXN5 billion Certificados Bursatiles program at 'BB- (mex)';

  -- MXN30 billion Programa Dual Revolvente de Certificados
     Bursatiles program at 'BB-(mex)';

  -- Senior unsecured debt obligations at 'B+/RR3';

  -- Unsecured debt issued through the Certificados Bursatiles
     program at 'BB-(mex)';

  -- Short-term national scale rating at 'B (mex)';

  -- MXN2.5 billion short-term portion of Programa Dual Revolvente
     de Certificados Bursatiles program at 'B (mex)'.


IM CAJA: Moody's Confirms Rating on Class E Notes at 'C'
--------------------------------------------------------
Moody's Investors Service has confirmed the ratings on these notes
issued by IM CAJA LABORAL 1, FTA:

-- Class A, Confirmed at Aaa, previously on 29th June 2009 Placed
    under Review for Possible Downgrade

-- Class B, Confirmed at Aa2, previously on 29th June 2009 Placed
    under Review for Possible Downgrade

-- Class C, Confirmed at A1, previously on 29th June 2009 Paced
    under Review for Possible Downgrade

-- Class D, Confirmed at Baa3, previously on 29th June 2009
    Placed under Review for Possible Downgrade

-- Class E, Confirmed at Ca, previously on 29th June 2009 Placed
    under Review for Possible Downgrade

All the notes were placed on review for possible downgrade as a
consequence of the downgrade to A3/P-2 of the long-term and short-
term rating of Caja Laboral Popular Cooperativa de Credito.  The
action concludes the review and takes into account the remedial
action put in place to cure the rating trigger breach in the
transaction.

As described in the press release of June 29, in this transaction
the main exposure to Caja Laboral is due to its role of swap
counterparty.  Moody's notes that on July 29, 2009 Caja Laboral
signed an amendment to the swap agreement (Anexo I-- CMOF) which
is now in line with Moody's current swap criteria as described in
Moody's report titled "Framework for De-Linking Hedge Counterparty
Risks from Global Structured Finance Cashflow Transactions".

According to the revised swap language Caja Laboral has to take a
remedial action following its downgrade to A3/P-2.  Caja Laboral
has opted to post collateral and has entered into a credit support
agreement (Estipulacion adicicional al Anexo III -- CMOF) which is
in line with the collateral requirements as described in Moody's
report titled "the Framework for De-linking Hedge Counterparty
Risks from Global Structured Finance Cashflow Transactions."

In the review Moody's has also assessed the commingling risk
exposure taking into account the daily sweeps from the collection
account to the reinvestment account in the name of the Fondo.
Moody's notes that the frequency of collection sweeps have
increased from monthly to daily following the loss of P-1 rating
of Caja Laboral.  The reinvestment account that was held at Caja
Laboral was transferred to Banco Popular Espanol (Aa3 / P-1) after
the loss of P-1 as required by the transaction documents.

Considering the current amount of realized losses, and completing
a roll-rate and severity analysis for the non-defaulted portion of
the portfolio, Moody's has confirmed its loss expectations of
0.59% of the original balance for this transaction.  Moody's has
also assessed loan-by-loan information for the outstanding
portfolio and has revised its MILAN Aaa credit enhancement (MILAN
Aaa CE) assumption to 6%.  The loss expectation and the Milan Aaa
CE are the two key parameters used by Moody's to calibrate its
loss distribution curve, which is one of the core inputs in the
cash-flow model it uses to rate RMBS transactions.

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


SANTANDER CONSUMER: Moody's Cuts Rating on Class E Notes to 'C'
---------------------------------------------------------------
Moody's Investors Service has downgraded these classes of notes
issued by Santander Consumer Spain 07-2, FTA:

-- EUR542.1 million Class A notes: Downgraded to Baa3 from Aa1;
    previously on 2 July 2009 placed on review for possible
    downgrade

-- EUR27.0 million Class B notes Downgraded to Caa1 from A3;
    previously on 2 July, 2009 placed on review for possible
    downgrade

-- EUR17.5million Class C notes Downgraded to Ca from Ba1;
    previously on 2 July 2009 placed on review for possible
    downgrade

-- EUR26.5 million Class D notes Downgraded to C from B3;
    previously on 2 July 2009 placed on review for possible
    downgrade

-- EUR20.0 million Class E notes Downgraded to C from Caa3;
    previously on 2 July 2009 placed on review for possible
    downgrade

Moody's says that the downgrades were prompted by the rapidly
deteriorated collateral performance and the stronger than expected
weakening of macro-economic conditions in Spain since the last
downgrade in November 2008.  The rating action takes into account
revised assumptions for the mean default rate, standard deviation
and recovery rate to reflect the worse than expected performance.
The magnitude of the downgrade reflects current credit enhancement
levels, which, combined with the revised assumptions, lead to a
significantly higher expected loss on the rated notes.

The rapid deterioration in performance is evidenced by the swift
reduction of the reserve fund from the required level of
EUR20 million to EUR0 between November 2008 and August 2009.
Cumulative artificial write-offs increased to 3.7% from 0.5% of
original pool balance plus replenishments during the same period
while 90+ delinquencies (excluding cumulative write-offs) rose to
9.9% from 6.5% of outstanding pool balance.  The rapidly
increasing levels of delinquent and written-off loans have
resulted in the full depletion of the reserve fund and build-up in
unpaid Principal Deficiencies Ledger (PDL) for an amount of
EUR4.64 million as of the August 2009 reporting date.  At closing,
the pool balance was EUR 1 billion while as of August 2009, a pool
balance of EUR608.4 million was outstanding.

During its analysis, Moody's has assessed macro-economic
indicators as well as information made available by Santander
Consumer Finance and through investor reports from the management
company Santander de Titulizacion.  As part of its collateral
analysis, Moody's performed a two-step approach.  Firstly,
forecasts for the main macro-economic drivers behind a collateral
deterioration, namely, unemployment and GDP contraction, were
analyzed.  For instance, the unemployment rate in Spain, which
could potentially surpass 20% in 2010, was assessed.  Precisely,
contrary to the unemployment forecast for 2009 of 13.3% at the
time of the last rating action in November 2008, unemployment is
now expected to reach 18.4% in 2009 and 20.7% in 2010.  As of Q2
2009, the unemployment rate in Spain reached 17.9%.

Secondly, the current amount of written-off loans was taken into
consideration and a roll rate analysis was conducted for the non-
written off pool portion with a special focus on 90+
delinquencies.  Moody's adjusted the previously revised cumulative
mean default rate of 7.7% to 15.0% of total securitized pool
balance and the previously revised standard deviation of 2.3% to
4.5% for the lifetime of the remaining pool.  This compares to a
cumulative mean default rate of 4.5% and a standard deviation of
1.1% for the initial pool and a cumulative mean default rate of 5%
and a standard deviation of 1.3% on the additional pools assumed
at closing.  The key driver behind the doubling of the cumulative
mean default assumption since the last rating review is the higher
than expected increase in unemployment in Spain, the higher than
expected sensitivity of the pool to the increase in unemployment
and the considerable deterioration in the performance of the
broker originated portion of the pool.

The updated loan-by-loan data that was provided to Moody's showed
consumer loans to be more sensitive to changes in the economic
environment in terms of 90+ delinquencies and cumulative
artificial write-offs than auto loans.  Furthermore, loans
originated through third parties such as brokers performed worse
than loans originated through SCF branches channels.  To
illustrate, as of August 2009, cumulative 90+ delinquencies as a
percentage of original pool balance including replenishment are
around 16% for the broker originated portion of the pool and
around 8% for the SCF branches originated portion of the pool.

The recovery rate was increased to 40% from 30% to reflect the
lower than expected roll-rates between 90+ delinquencies and
write-offs and higher than expected re-performing loans also
considered in the recovery analysis.  Moody's notes that re-
performing loans might artificially elevate the overall recovery
rate of a pool since these loans have a recovery rate of 100%.

Santander Consumer Spain 07-2, FTA closed in September 2007.  The
transaction is backed by a portfolio of auto and consumer loans
originated in Spain.  The loans securitized in the portfolio were
originated through various channels by SCF and third party
brokers.  As of closing, new and used car auto loans represented
the majority of loans in the portfolio with 71%.  The remaining
29% of loans were consumer loans granted to individuals.  The
Spanish regions with the highest pool concentration were Andalucia
(23.7%), Catalunya (11.8%) and Madrid (10.8%).

Moody's sector outlook for Spanish consumer ABS is negative.


SANTANDER CONSUMER: Fitch Affirms Rating on Class D Notes at 'CC'
-----------------------------------------------------------------
Fitch Ratings has downgraded Santander Consumer Spain Auto 07-1's
auto-loan receivables-backed floating-rate notes:

  -- EUR1,361.73 million class A floating-rate notes affirmed at
     'AAA'; Outlook Negative; Loss Severity-1 (LS-1)

  -- EUR78 million class B floating-rate notes downgraded to 'A-'
     from 'A'; Outlook Negative; LS-2

  -- EUR20 million class C floating-rate notes downgraded to 'BB'
     from 'BBB'; Outlook Negative; LS-3

  -- EUR40 million class D floating-rate notes affirmed at 'CC';
     Recovery Rating at 'RR3'

The rating actions took into account the worsening performance of
the underlying receivables, a forecast of the continued impact of
factors such as the economic downturn in Spain and the type of
receivables securitized, on both the expected levels of protection
available to the notes while also taking into account the expected
amortization of the notes.

Delinquencies, defined as 90 days past due receivables, have
increased sharply since July 2008, standing at 2.3% in September
2008, when they breached the 1.5% early amortization trigger for
the transaction.  As of June 2009 delinquencies peaked at 6.1% of
the total outstanding collateral.  The default rate (defined as 18
months past due) has remained within the agency's expectations.
Nonetheless, taking into consideration the large delinquency
pipeline, a significant rise in defaults is expected in the
forthcoming quarters.  As of June 2009 the Fitch Cumulative Net
Default Ratio stood at 0.25%, slightly below its 0.28% base case.

The agency notes that the reserve fund has remained at its
required levels since closing and that the excess spread has been
stable despite rising defaults.  However, given the performance of
the transaction to date and the current economic environment in
Spain, and especially considering the expected large increase in
defaults from the transaction's different delinquency buckets,
Fitch expects to see declining levels of excess spread, which will
most likely impact the enhancement available to all the rated
classes of notes.


TDA 25: S&P Downgrades Rating on Class C Notes to 'D'
-----------------------------------------------------
Standard & Poor's Ratings Services lowered to 'D' its credit
rating on the class C notes issued by TDA 25, Fondo de
Titulizacion de Activos following the failure to meet timely
interest payment on this class of notes at yesterday's interest
payment date.  At the same time, S&P lowered to 'CCC' the rating
on the class B notes and placed the class A notes on CreditWatch
negative.

Also, S&P withdrew the rating on the NAS-IO notes yesterday
following full amortization.

When the level of defaulted loans (defined as loans with arrears
greater than 12 months) in this securitization reaches a certain
percentage of the initial collateral balance, the priority of
payments changes so as to postpone interest payments to the
related class of notes and divert these funds to amortize the most
senior class of notes.

According to the trustee, as of September's IPD, cumulative
defaults are 6.31% (trigger levels are 6.40%, 4.90%, and 3.90% for
the class B, C, and D notes, respectively).  As a result, the
issuer has missed interest payments on the class C and D notes.

This transaction features a structural mechanism that traps excess
spread to provide for defaults.  As a significant portion of loans
are classified as defaulted, the transaction has fully depleted
its cash reserve.  This reduces the likelihood of the reserve
being available to supplement any interest shortfalls.

Although the class A notes now benefit from all the cash in the
deal and their credit enhancement will therefore build up through
deleveraging, due to the continuing portfolio deterioration S&P
will now analyze whether they can still withstand S&P's 'AAA'
stresses.  As such, S&P placed them on CreditWatch negative.

All the notes in the transaction, issued in August 2006, are
backed by a portfolio of residential mortgage loans secured over
properties in Spain.  Banco Gallego and Credifimo E.F.C. S.A.U.
originated and service the loans.

                           Ratings List

             TDA 25, Fondo de Titulizacion de Activos
  EUR265 Million Residential Mortgage-Backed Floating-Rate Notes

                         Ratings Lowered

                                  Rating
                                  ------
               Class      To                   From
               -----      --                   ----
               B          CCC                  B
               C          D                    CCC


               Rating Placed On CreditWatch Negative

                                  Rating
                                  ------
               Class      To                   From
               -----      --                   ----
               A          AAA/Watch Neg        AAA

                         Rating Withdrawn

                                  Rating
                                  ------
               Class      To                   From
               -----      --                   ----
               NAS-IO     NR                   AAA

                         NR -- Not rated.


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


ARTEPRINTAS GMBH: Claims Filing Deadline is October 14
------------------------------------------------------
Creditors of ARTEPRINTAS GMBH are requested to file their proofs
of claim by October 14, 2009, to:

         S. Marinello
         Wuelflingerstr. 235b
         8401 Winterthur
         Switzerland

The company is currently undergoing liquidation in Winterthur.
The decision about liquidation was accepted at a shareholders'
meeting held on April 28, 2009.


EGOW CONSULTING: Claims Filing Deadline is October 9
----------------------------------------------------
Creditors of EGOW Consulting GmbH are requested to file their
proofs of claim by October 9, 2009, to:

         Erich Ott
         Liquidator
         Im Cheracker 14
         8506 Lanzenneunforn
         Switzerland

The company is currently undergoing liquidation in Felben-
Wellhausen.  The decision about liquidation was accepted at an
extraordinary shareholders' meeting held on February 17, 2009.


ZEKA HOLDING: Claims Filing Deadline is October 30
--------------------------------------------------
Creditors of ZEKA Holding AG are requested to file their proofs of
claim by October 30, 2009, to:

         lic.iur. Nikola Bellofatto
         Wiesenstrasse 10
         8032 Zurich
         Switzerland

The company is currently undergoing liquidation in Zug.  The
decision about liquidation was accepted at an extraordinary
general meeting held on June 11, 2009.


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


ALBARAKA TURK: S&P Puts Stable Outlook on Counterparty Credit Rtng
------------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlooks on seven Turkish financial institutions and one operating
holding company.  The outlooks on these entities were revised to
stable from negative:

* Albaraka Turk Katilim Bankasi AS,
* Dogus Holding A.S.,
* Garanti Finansal Kiralama A.S.,
* HSBC Bank A.S.,
* Turkiye Garanti Bankasi A.S.,
* Turkiye Is Bankasi A.S.,
* Turkiye Vakiflar Bankasi T.A.O., and
* Yapi ve Kredi Bankasi A.S.

At the same time, the 'BB-/B' long- and short-term counterparty
credit ratings on Isbank, Garanti Leasing, YapiKredi, VakifBank,
Albaraka Turk, and Dogus Holding were affirmed.  Furthermore, the
'BB-' long-term counterparty credit rating on Garanti and the 'BB/
B' long- and short-term counterparty credit ratings on HSBC Bank
A.S. were affirmed.  Additionally, the Turkish long-term national
scale ratings on Isbank, VakifBank, and YapiKredi were raised to
'trA+' from 'trA', and the Turkish long-term national scale rating
on HSBC Bank A.S. was raised to 'trAA+' from 'trAA'.  The 'trA-1'
short-term national scale rating on Isbank, VakifBank, YapiKredi,
and HSBC Bank A.S. was affirmed.

The outlook revisions follow that on the sovereign, the Republic
of Turkey (foreign currency, BB-/Stable/B; local currency,
BB/Stable/B), reflecting the easing in external financing risks.
The outlooks also factor in the publication of the government's
medium-term fiscal plan, which S&P believes reduces uncertainty
regarding the fiscal trajectory in Turkey.

Turkish banks are proving to be quite resilient to the
deterioration in their operating environment, although scope for
more significant deterioration in asset quality exists as the
economic slowdown persists.  Turkish banks have been able to
maintain adequate financial performance in recent quarters and
successfully tapped foreign markets to refinance their wholesale
debt.  The slowdown in business volumes has been largely
compensated by increased interest margins following sharp interest
rate cuts by the central bank of Turkey.  Despite moderate
setbacks to asset quality, rated Turkish banks' inherent business
and financial strengths encapsulate built-in resilience, following
several years of major restructuring, the increased presence of
foreign banks, and a more sound regulatory environment.

Turkish banks' financial performance and fundamentals will remain
highly correlated with sovereign creditworthiness through, among
other things, their significant holdings of government securities
and exposure to the domestic economic and financial environment.
The stable outlook on these financial institutions mirrors that on
Turkey.  If confidence or the domestic economic environment
deteriorates more than expected, it will put additional pressure
on banks' asset quality and financial performance, putting
pressure on their ratings.  Conversely, the ratings on the banks
could gain positive momentum if Turkey succeeds in putting public
finances on a sustained path of fiscal consolidation, as this
would create a more supportive environment.

                            Ratings List

                Albaraka Turk Katilim Bankasi AS

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

                        Dogus Holding A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                  Garanti Finansal Kiralama A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                           HSBC Bank A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB/Stable/B       BB/Negative/B

                      Certificates of deposit

                      To                From
                      --                ----
                      BB/B              BB/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                          trAA+             trAA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                          trA-1             trA-1

                   Turkiye Garanti Bankasi A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/--     BB-/Negative/--
                     Certificates of deposit

                      To                From
                      --                ----
                      BB-               BB-

                      Turkiye Is Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                  Turkiye Vakiflar Bankasi T.A.O.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                    Yapi ve Kredi Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

              Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1


DOGUS HOLDING: S&P Puts Stable Outlook on Counterparty Credit Rtng
------------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlooks on seven Turkish financial institutions and one operating
holding company.  The outlooks on these entities were revised to
stable from negative:

* Albaraka Turk Katilim Bankasi AS,
* Dogus Holding A.S.,
* Garanti Finansal Kiralama A.S.,
* HSBC Bank A.S.,
* Turkiye Garanti Bankasi A.S.,
* Turkiye Is Bankasi A.S.,
* Turkiye Vakiflar Bankasi T.A.O., and
* Yapi ve Kredi Bankasi A.S.

At the same time, the 'BB-/B' long- and short-term counterparty
credit ratings on Isbank, Garanti Leasing, YapiKredi, VakifBank,
Albaraka Turk, and Dogus Holding were affirmed.  Furthermore, the
'BB-' long-term counterparty credit rating on Garanti and the 'BB/
B' long- and short-term counterparty credit ratings on HSBC Bank
A.S. were affirmed.  Additionally, the Turkish long-term national
scale ratings on Isbank, VakifBank, and YapiKredi were raised to
'trA+' from 'trA', and the Turkish long-term national scale rating
on HSBC Bank A.S. was raised to 'trAA+' from 'trAA'.  The 'trA-1'
short-term national scale rating on Isbank, VakifBank, YapiKredi,
and HSBC Bank A.S. was affirmed.

The outlook revisions follow that on the sovereign, the Republic
of Turkey (foreign currency, BB-/Stable/B; local currency,
BB/Stable/B), reflecting the easing in external financing risks.
The outlooks also factor in the publication of the government's
medium-term fiscal plan, which S&P believes reduces uncertainty
regarding the fiscal trajectory in Turkey.

Turkish banks are proving to be quite resilient to the
deterioration in their operating environment, although scope for
more significant deterioration in asset quality exists as the
economic slowdown persists.  Turkish banks have been able to
maintain adequate financial performance in recent quarters and
successfully tapped foreign markets to refinance their wholesale
debt.  The slowdown in business volumes has been largely
compensated by increased interest margins following sharp interest
rate cuts by the central bank of Turkey.  Despite moderate
setbacks to asset quality, rated Turkish banks' inherent business
and financial strengths encapsulate built-in resilience, following
several years of major restructuring, the increased presence of
foreign banks, and a more sound regulatory environment.

Turkish banks' financial performance and fundamentals will remain
highly correlated with sovereign creditworthiness through, among
other things, their significant holdings of government securities
and exposure to the domestic economic and financial environment.
The stable outlook on these financial institutions mirrors that on
Turkey.  If confidence or the domestic economic environment
deteriorates more than expected, it will put additional pressure
on banks' asset quality and financial performance, putting
pressure on their ratings.  Conversely, the ratings on the banks
could gain positive momentum if Turkey succeeds in putting public
finances on a sustained path of fiscal consolidation, as this
would create a more supportive environment.

                            Ratings List

                Albaraka Turk Katilim Bankasi AS

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

                        Dogus Holding A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                  Garanti Finansal Kiralama A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                           HSBC Bank A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB/Stable/B       BB/Negative/B

                      Certificates of deposit

                      To                From
                      --                ----
                      BB/B              BB/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                          trAA+             trAA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                          trA-1             trA-1

                   Turkiye Garanti Bankasi A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/--     BB-/Negative/--
                     Certificates of deposit

                      To                From
                      --                ----
                      BB-               BB-

                      Turkiye Is Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                  Turkiye Vakiflar Bankasi T.A.O.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                    Yapi ve Kredi Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

              Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1


GARANTI: S&P Puts Stable Outlook on Counterparty Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlooks on seven Turkish financial institutions and one operating
holding company.  The outlooks on these entities were revised to
stable from negative:

* Albaraka Turk Katilim Bankasi AS,
* Dogus Holding A.S.,
* Garanti Finansal Kiralama A.S.,
* HSBC Bank A.S.,
* Turkiye Garanti Bankasi A.S.,
* Turkiye Is Bankasi A.S.,
* Turkiye Vakiflar Bankasi T.A.O., and
* Yapi ve Kredi Bankasi A.S.

At the same time, the 'BB-/B' long- and short-term counterparty
credit ratings on Isbank, Garanti Leasing, YapiKredi, VakifBank,
Albaraka Turk, and Dogus Holding were affirmed.  Furthermore, the
'BB-' long-term counterparty credit rating on Garanti and the 'BB/
B' long- and short-term counterparty credit ratings on HSBC Bank
A.S. were affirmed.  Additionally, the Turkish long-term national
scale ratings on Isbank, VakifBank, and YapiKredi were raised to
'trA+' from 'trA', and the Turkish long-term national scale rating
on HSBC Bank A.S. was raised to 'trAA+' from 'trAA'.  The 'trA-1'
short-term national scale rating on Isbank, VakifBank, YapiKredi,
and HSBC Bank A.S. was affirmed.

The outlook revisions follow that on the sovereign, the Republic
of Turkey (foreign currency, BB-/Stable/B; local currency,
BB/Stable/B), reflecting the easing in external financing risks.
The outlooks also factor in the publication of the government's
medium-term fiscal plan, which S&P believes reduces uncertainty
regarding the fiscal trajectory in Turkey.

Turkish banks are proving to be quite resilient to the
deterioration in their operating environment, although scope for
more significant deterioration in asset quality exists as the
economic slowdown persists.  Turkish banks have been able to
maintain adequate financial performance in recent quarters and
successfully tapped foreign markets to refinance their wholesale
debt.  The slowdown in business volumes has been largely
compensated by increased interest margins following sharp interest
rate cuts by the central bank of Turkey.  Despite moderate
setbacks to asset quality, rated Turkish banks' inherent business
and financial strengths encapsulate built-in resilience, following
several years of major restructuring, the increased presence of
foreign banks, and a more sound regulatory environment.

Turkish banks' financial performance and fundamentals will remain
highly correlated with sovereign creditworthiness through, among
other things, their significant holdings of government securities
and exposure to the domestic economic and financial environment.
The stable outlook on these financial institutions mirrors that on
Turkey.  If confidence or the domestic economic environment
deteriorates more than expected, it will put additional pressure
on banks' asset quality and financial performance, putting
pressure on their ratings.  Conversely, the ratings on the banks
could gain positive momentum if Turkey succeeds in putting public
finances on a sustained path of fiscal consolidation, as this
would create a more supportive environment.

                            Ratings List

                Albaraka Turk Katilim Bankasi AS

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

                        Dogus Holding A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                  Garanti Finansal Kiralama A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                           HSBC Bank A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB/Stable/B       BB/Negative/B

                      Certificates of deposit

                      To                From
                      --                ----
                      BB/B              BB/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                          trAA+             trAA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                          trA-1             trA-1

                   Turkiye Garanti Bankasi A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/--     BB-/Negative/--
                     Certificates of deposit

                      To                From
                      --                ----
                      BB-               BB-

                      Turkiye Is Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                  Turkiye Vakiflar Bankasi T.A.O.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                    Yapi ve Kredi Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

              Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1


HSBC BANK: S&P Puts Stable Outlook on Counterparty Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlooks on seven Turkish financial institutions and one operating
holding company.  The outlooks on these entities were revised to
stable from negative:

* Albaraka Turk Katilim Bankasi AS,
* Dogus Holding A.S.,
* Garanti Finansal Kiralama A.S.,
* HSBC Bank A.S.,
* Turkiye Garanti Bankasi A.S.,
* Turkiye Is Bankasi A.S.,
* Turkiye Vakiflar Bankasi T.A.O., and
* Yapi ve Kredi Bankasi A.S.

At the same time, the 'BB-/B' long- and short-term counterparty
credit ratings on Isbank, Garanti Leasing, YapiKredi, VakifBank,
Albaraka Turk, and Dogus Holding were affirmed.  Furthermore, the
'BB-' long-term counterparty credit rating on Garanti and the 'BB/
B' long- and short-term counterparty credit ratings on HSBC Bank
A.S. were affirmed.  Additionally, the Turkish long-term national
scale ratings on Isbank, VakifBank, and YapiKredi were raised to
'trA+' from 'trA', and the Turkish long-term national scale rating
on HSBC Bank A.S. was raised to 'trAA+' from 'trAA'.  The 'trA-1'
short-term national scale rating on Isbank, VakifBank, YapiKredi,
and HSBC Bank A.S. was affirmed.

The outlook revisions follow that on the sovereign, the Republic
of Turkey (foreign currency, BB-/Stable/B; local currency,
BB/Stable/B), reflecting the easing in external financing risks.
The outlooks also factor in the publication of the government's
medium-term fiscal plan, which S&P believes reduces uncertainty
regarding the fiscal trajectory in Turkey.

Turkish banks are proving to be quite resilient to the
deterioration in their operating environment, although scope for
more significant deterioration in asset quality exists as the
economic slowdown persists.  Turkish banks have been able to
maintain adequate financial performance in recent quarters and
successfully tapped foreign markets to refinance their wholesale
debt.  The slowdown in business volumes has been largely
compensated by increased interest margins following sharp interest
rate cuts by the central bank of Turkey.  Despite moderate
setbacks to asset quality, rated Turkish banks' inherent business
and financial strengths encapsulate built-in resilience, following
several years of major restructuring, the increased presence of
foreign banks, and a more sound regulatory environment.

Turkish banks' financial performance and fundamentals will remain
highly correlated with sovereign creditworthiness through, among
other things, their significant holdings of government securities
and exposure to the domestic economic and financial environment.
The stable outlook on these financial institutions mirrors that on
Turkey.  If confidence or the domestic economic environment
deteriorates more than expected, it will put additional pressure
on banks' asset quality and financial performance, putting
pressure on their ratings.  Conversely, the ratings on the banks
could gain positive momentum if Turkey succeeds in putting public
finances on a sustained path of fiscal consolidation, as this
would create a more supportive environment.

                            Ratings List

                Albaraka Turk Katilim Bankasi AS

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

                        Dogus Holding A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                  Garanti Finansal Kiralama A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                           HSBC Bank A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB/Stable/B       BB/Negative/B

                      Certificates of deposit

                      To                From
                      --                ----
                      BB/B              BB/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                          trAA+             trAA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                          trA-1             trA-1

                   Turkiye Garanti Bankasi A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/--     BB-/Negative/--
                     Certificates of deposit

                      To                From
                      --                ----
                      BB-               BB-

                      Turkiye Is Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                  Turkiye Vakiflar Bankasi T.A.O.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                    Yapi ve Kredi Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

              Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1


TURKIYE: S&P Puts Stable Outlook on Counterparty Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlooks on seven Turkish financial institutions and one operating
holding company.  The outlooks on these entities were revised to
stable from negative:

* Albaraka Turk Katilim Bankasi AS,
* Dogus Holding A.S.,
* Garanti Finansal Kiralama A.S.,
* HSBC Bank A.S.,
* Turkiye Garanti Bankasi A.S.,
* Turkiye Is Bankasi A.S.,
* Turkiye Vakiflar Bankasi T.A.O., and
* Yapi ve Kredi Bankasi A.S.

At the same time, the 'BB-/B' long- and short-term counterparty
credit ratings on Isbank, Garanti Leasing, YapiKredi, VakifBank,
Albaraka Turk, and Dogus Holding were affirmed.  Furthermore, the
'BB-' long-term counterparty credit rating on Garanti and the 'BB/
B' long- and short-term counterparty credit ratings on HSBC Bank
A.S. were affirmed.  Additionally, the Turkish long-term national
scale ratings on Isbank, VakifBank, and YapiKredi were raised to
'trA+' from 'trA', and the Turkish long-term national scale rating
on HSBC Bank A.S. was raised to 'trAA+' from 'trAA'.  The 'trA-1'
short-term national scale rating on Isbank, VakifBank, YapiKredi,
and HSBC Bank A.S. was affirmed.

The outlook revisions follow that on the sovereign, the Republic
of Turkey (foreign currency, BB-/Stable/B; local currency,
BB/Stable/B), reflecting the easing in external financing risks.
The outlooks also factor in the publication of the government's
medium-term fiscal plan, which S&P believes reduces uncertainty
regarding the fiscal trajectory in Turkey.

Turkish banks are proving to be quite resilient to the
deterioration in their operating environment, although scope for
more significant deterioration in asset quality exists as the
economic slowdown persists.  Turkish banks have been able to
maintain adequate financial performance in recent quarters and
successfully tapped foreign markets to refinance their wholesale
debt.  The slowdown in business volumes has been largely
compensated by increased interest margins following sharp interest
rate cuts by the central bank of Turkey.  Despite moderate
setbacks to asset quality, rated Turkish banks' inherent business
and financial strengths encapsulate built-in resilience, following
several years of major restructuring, the increased presence of
foreign banks, and a more sound regulatory environment.

Turkish banks' financial performance and fundamentals will remain
highly correlated with sovereign creditworthiness through, among
other things, their significant holdings of government securities
and exposure to the domestic economic and financial environment.
The stable outlook on these financial institutions mirrors that on
Turkey.  If confidence or the domestic economic environment
deteriorates more than expected, it will put additional pressure
on banks' asset quality and financial performance, putting
pressure on their ratings.  Conversely, the ratings on the banks
could gain positive momentum if Turkey succeeds in putting public
finances on a sustained path of fiscal consolidation, as this
would create a more supportive environment.

                            Ratings List

                Albaraka Turk Katilim Bankasi AS

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

                        Dogus Holding A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                  Garanti Finansal Kiralama A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                           HSBC Bank A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB/Stable/B       BB/Negative/B

                      Certificates of deposit

                      To                From
                      --                ----
                      BB/B              BB/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                          trAA+             trAA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                          trA-1             trA-1

                   Turkiye Garanti Bankasi A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/--     BB-/Negative/--
                     Certificates of deposit

                      To                From
                      --                ----
                      BB-               BB-

                      Turkiye Is Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                  Turkiye Vakiflar Bankasi T.A.O.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                    Yapi ve Kredi Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

              Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1


TURKIYE IS: S&P Puts Stable Outlook on Counterparty Credit Rating
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlooks on seven Turkish financial institutions and one operating
holding company.  The outlooks on these entities were revised to
stable from negative:

* Albaraka Turk Katilim Bankasi AS,
* Dogus Holding A.S.,
* Garanti Finansal Kiralama A.S.,
* HSBC Bank A.S.,
* Turkiye Garanti Bankasi A.S.,
* Turkiye Is Bankasi A.S.,
* Turkiye Vakiflar Bankasi T.A.O., and
* Yapi ve Kredi Bankasi A.S.

At the same time, the 'BB-/B' long- and short-term counterparty
credit ratings on Isbank, Garanti Leasing, YapiKredi, VakifBank,
Albaraka Turk, and Dogus Holding were affirmed.  Furthermore, the
'BB-' long-term counterparty credit rating on Garanti and the 'BB/
B' long- and short-term counterparty credit ratings on HSBC Bank
A.S. were affirmed.  Additionally, the Turkish long-term national
scale ratings on Isbank, VakifBank, and YapiKredi were raised to
'trA+' from 'trA', and the Turkish long-term national scale rating
on HSBC Bank A.S. was raised to 'trAA+' from 'trAA'.  The 'trA-1'
short-term national scale rating on Isbank, VakifBank, YapiKredi,
and HSBC Bank A.S. was affirmed.

The outlook revisions follow that on the sovereign, the Republic
of Turkey (foreign currency, BB-/Stable/B; local currency,
BB/Stable/B), reflecting the easing in external financing risks.
The outlooks also factor in the publication of the government's
medium-term fiscal plan, which S&P believes reduces uncertainty
regarding the fiscal trajectory in Turkey.

Turkish banks are proving to be quite resilient to the
deterioration in their operating environment, although scope for
more significant deterioration in asset quality exists as the
economic slowdown persists.  Turkish banks have been able to
maintain adequate financial performance in recent quarters and
successfully tapped foreign markets to refinance their wholesale
debt.  The slowdown in business volumes has been largely
compensated by increased interest margins following sharp interest
rate cuts by the central bank of Turkey.  Despite moderate
setbacks to asset quality, rated Turkish banks' inherent business
and financial strengths encapsulate built-in resilience, following
several years of major restructuring, the increased presence of
foreign banks, and a more sound regulatory environment.

Turkish banks' financial performance and fundamentals will remain
highly correlated with sovereign creditworthiness through, among
other things, their significant holdings of government securities
and exposure to the domestic economic and financial environment.
The stable outlook on these financial institutions mirrors that on
Turkey.  If confidence or the domestic economic environment
deteriorates more than expected, it will put additional pressure
on banks' asset quality and financial performance, putting
pressure on their ratings.  Conversely, the ratings on the banks
could gain positive momentum if Turkey succeeds in putting public
finances on a sustained path of fiscal consolidation, as this
would create a more supportive environment.

                            Ratings List

                Albaraka Turk Katilim Bankasi AS

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

                        Dogus Holding A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                  Garanti Finansal Kiralama A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                           HSBC Bank A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB/Stable/B       BB/Negative/B

                      Certificates of deposit

                      To                From
                      --                ----
                      BB/B              BB/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                          trAA+             trAA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                          trA-1             trA-1

                   Turkiye Garanti Bankasi A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/--     BB-/Negative/--
                     Certificates of deposit

                      To                From
                      --                ----
                      BB-               BB-

                      Turkiye Is Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                  Turkiye Vakiflar Bankasi T.A.O.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                    Yapi ve Kredi Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

              Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1


TURKIYE VAKIFLAR: S&P Puts Stable Outlook on Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlooks on seven Turkish financial institutions and one operating
holding company.  The outlooks on these entities were revised to
stable from negative:

* Albaraka Turk Katilim Bankasi AS,
* Dogus Holding A.S.,
* Garanti Finansal Kiralama A.S.,
* HSBC Bank A.S.,
* Turkiye Garanti Bankasi A.S.,
* Turkiye Is Bankasi A.S.,
* Turkiye Vakiflar Bankasi T.A.O., and
* Yapi ve Kredi Bankasi A.S.

At the same time, the 'BB-/B' long- and short-term counterparty
credit ratings on Isbank, Garanti Leasing, YapiKredi, VakifBank,
Albaraka Turk, and Dogus Holding were affirmed.  Furthermore, the
'BB-' long-term counterparty credit rating on Garanti and the 'BB/
B' long- and short-term counterparty credit ratings on HSBC Bank
A.S. were affirmed.  Additionally, the Turkish long-term national
scale ratings on Isbank, VakifBank, and YapiKredi were raised to
'trA+' from 'trA', and the Turkish long-term national scale rating
on HSBC Bank A.S. was raised to 'trAA+' from 'trAA'.  The 'trA-1'
short-term national scale rating on Isbank, VakifBank, YapiKredi,
and HSBC Bank A.S. was affirmed.

The outlook revisions follow that on the sovereign, the Republic
of Turkey (foreign currency, BB-/Stable/B; local currency,
BB/Stable/B), reflecting the easing in external financing risks.
The outlooks also factor in the publication of the government's
medium-term fiscal plan, which S&P believes reduces uncertainty
regarding the fiscal trajectory in Turkey.

Turkish banks are proving to be quite resilient to the
deterioration in their operating environment, although scope for
more significant deterioration in asset quality exists as the
economic slowdown persists.  Turkish banks have been able to
maintain adequate financial performance in recent quarters and
successfully tapped foreign markets to refinance their wholesale
debt.  The slowdown in business volumes has been largely
compensated by increased interest margins following sharp interest
rate cuts by the central bank of Turkey.  Despite moderate
setbacks to asset quality, rated Turkish banks' inherent business
and financial strengths encapsulate built-in resilience, following
several years of major restructuring, the increased presence of
foreign banks, and a more sound regulatory environment.

Turkish banks' financial performance and fundamentals will remain
highly correlated with sovereign creditworthiness through, among
other things, their significant holdings of government securities
and exposure to the domestic economic and financial environment.
The stable outlook on these financial institutions mirrors that on
Turkey.  If confidence or the domestic economic environment
deteriorates more than expected, it will put additional pressure
on banks' asset quality and financial performance, putting
pressure on their ratings.  Conversely, the ratings on the banks
could gain positive momentum if Turkey succeeds in putting public
finances on a sustained path of fiscal consolidation, as this
would create a more supportive environment.

                            Ratings List

                Albaraka Turk Katilim Bankasi AS

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

                        Dogus Holding A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                  Garanti Finansal Kiralama A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                           HSBC Bank A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB/Stable/B       BB/Negative/B

                      Certificates of deposit

                      To                From
                      --                ----
                      BB/B              BB/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                          trAA+             trAA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                          trA-1             trA-1

                   Turkiye Garanti Bankasi A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/--     BB-/Negative/--
                     Certificates of deposit

                      To                From
                      --                ----
                      BB-               BB-

                      Turkiye Is Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                  Turkiye Vakiflar Bankasi T.A.O.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                    Yapi ve Kredi Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

              Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1


YAPI VE: S&P Puts Stable Outlook on Counterparty Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlooks on seven Turkish financial institutions and one operating
holding company.  The outlooks on these entities were revised to
stable from negative:

* Albaraka Turk Katilim Bankasi AS,
* Dogus Holding A.S.,
* Garanti Finansal Kiralama A.S.,
* HSBC Bank A.S.,
* Turkiye Garanti Bankasi A.S.,
* Turkiye Is Bankasi A.S.,
* Turkiye Vakiflar Bankasi T.A.O., and
* Yapi ve Kredi Bankasi A.S.

At the same time, the 'BB-/B' long- and short-term counterparty
credit ratings on Isbank, Garanti Leasing, YapiKredi, VakifBank,
Albaraka Turk, and Dogus Holding were affirmed.  Furthermore, the
'BB-' long-term counterparty credit rating on Garanti and the 'BB/
B' long- and short-term counterparty credit ratings on HSBC Bank
A.S. were affirmed.  Additionally, the Turkish long-term national
scale ratings on Isbank, VakifBank, and YapiKredi were raised to
'trA+' from 'trA', and the Turkish long-term national scale rating
on HSBC Bank A.S. was raised to 'trAA+' from 'trAA'.  The 'trA-1'
short-term national scale rating on Isbank, VakifBank, YapiKredi,
and HSBC Bank A.S. was affirmed.

The outlook revisions follow that on the sovereign, the Republic
of Turkey (foreign currency, BB-/Stable/B; local currency,
BB/Stable/B), reflecting the easing in external financing risks.
The outlooks also factor in the publication of the government's
medium-term fiscal plan, which S&P believes reduces uncertainty
regarding the fiscal trajectory in Turkey.

Turkish banks are proving to be quite resilient to the
deterioration in their operating environment, although scope for
more significant deterioration in asset quality exists as the
economic slowdown persists.  Turkish banks have been able to
maintain adequate financial performance in recent quarters and
successfully tapped foreign markets to refinance their wholesale
debt.  The slowdown in business volumes has been largely
compensated by increased interest margins following sharp interest
rate cuts by the central bank of Turkey.  Despite moderate
setbacks to asset quality, rated Turkish banks' inherent business
and financial strengths encapsulate built-in resilience, following
several years of major restructuring, the increased presence of
foreign banks, and a more sound regulatory environment.

Turkish banks' financial performance and fundamentals will remain
highly correlated with sovereign creditworthiness through, among
other things, their significant holdings of government securities
and exposure to the domestic economic and financial environment.
The stable outlook on these financial institutions mirrors that on
Turkey.  If confidence or the domestic economic environment
deteriorates more than expected, it will put additional pressure
on banks' asset quality and financial performance, putting
pressure on their ratings.  Conversely, the ratings on the banks
could gain positive momentum if Turkey succeeds in putting public
finances on a sustained path of fiscal consolidation, as this
would create a more supportive environment.

                            Ratings List

                Albaraka Turk Katilim Bankasi AS

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

                        Dogus Holding A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                  Garanti Finansal Kiralama A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                           HSBC Bank A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB/Stable/B       BB/Negative/B

                      Certificates of deposit

                      To                From
                      --                ----
                      BB/B              BB/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                          trAA+             trAA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                          trA-1             trA-1

                   Turkiye Garanti Bankasi A.S.

                   Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/--     BB-/Negative/--
                     Certificates of deposit

                      To                From
                      --                ----
                      BB-               BB-

                      Turkiye Is Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                  Turkiye Vakiflar Bankasi T.A.O.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

             Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1

                    Yapi ve Kredi Bankasi A.S.

                    Counterparty credit rating

                 To                From
                 --                ----
                 BB-/Stable/B      BB-/Negative/B

                     Certificates of deposit

                      To                From
                      --                ----
                      BB-/B             BB-/B

              Long-term Turkish national scale rating

                      To                From
                      --                ----
                      trA+              trA

             Short-term Turkish national scale rating

                      To                From
                      --                ----
                      trA-1             trA-1


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


BANK FORUM: Fitch Downgrades Individual Rating to 'E' From 'D/E'
----------------------------------------------------------------
Fitch Ratings has downgraded the Individual ratings of three
foreign-owned Ukrainian banks -- UkrSibbank, Ukrsotsbank and Forum
-- to 'E' from 'D/E', reflecting ongoing asset quality
deterioration.  At the same time, the agency has affirmed the
Individual ratings of three other foreign-owned Ukrainian banks --
ProCredit Ukraine at 'D/E' and Pravex and VTB Ukraine at 'E'.

The agency has also affirmed the foreign currency Long-term Issuer
Default Ratings of all six banks at 'B' with a Negative Outlook,
reflecting the potential for support from the banks' foreign
shareholders.  A full list of rating actions is provided at the
end of this commentary.

Fitch's rating actions took into account the significant
deterioration in asset quality metrics during H109 following the
large depreciation of the UAH in Q408 and the sharp economic
downturn, and the potential for further increases in loan
impairments.  Fitch notes, in particular, the high share of
foreign currency loans (59% at Pravex; 80%-85% at the other five
banks) and significant exposure to the retail segment (with the
exceptions of ProCredit Ukraine and VTB Ukraine) as among the
factors driving growth in NPLs (loans overdue by more than 90
days) and/or restructured and extended loans in H109.  Pressure on
capital remains considerable, and even following recently
completed and planned capital injections, loan loss absorption
capacity will remain limited, likely requiring further
recapitalization support from shareholders at most of the banks.
Liquidity/refinancing risks are less of a concern given the
significant funding facilities available from parent banks.

The banks' Long-term IDRs and National Long-term ratings are
underpinned by potential support from their shareholders, in case
of need.  However, Ukrainian transfer and convertibility risks, as
reflected in the Country Ceiling ('B'), could limit the extent to
which these banks can utilize this support.  UkrSibbank is almost
81%-owned by France's BNP Paribas ('AA'/Negative); Ukrsotsbank is
almost 95%-owned by Italy-based UniCredit S.p.A. ('A'/Negative)
through its Vienna subsidiary UniCredit Bank Austria AG
('A'/Stable); Forum is majority-owned (63%) by Germany's
Commerzbank AG ('A+'/Stable); ProCredit Ukraine is 80%-owned by
Germany's ProCredit Holding AG ('BBB-'/Stable); Pravex is 100%-
owned by Italy's Intesa Sanpaolo S.p.A. ('AA-'/Stable) and VTB
Ukraine is more than 99%-owned by Russia's JSC Bank VTB
('BBB'/Negative).

Reported NPLs and restructured/extended loans at UkrSibbank
amounted to 16% and 10% of gross loans, respectively, at end-H109.
The regulatory capital ratio stood at 13.2% at end-August 2009 and
the loan impairment reserve/gross loans ratio at 11.6%, indicating
only moderate loss absorption capacity.  A subordinated loan of up
to US$100 million expected from the EBRD in or H209-Q110 will
provide some support to UkrSibbank's regulatory capital ratio;
however, equity contributions may also be required in future in
light of asset quality problems.  Highly liquid assets (defined as
cash, balances with the National Bank of Ukraine net of obligatory
reserves, net short-term interbank assets and unpledged securities
eligible for refinancing with NBU) covered a comfortable 28% of
client funds at end-H109 while external refinancing needs were
insignificant to end-H110; parent funding represented 41% of end-
H109 liabilities.

Ukrsotsbank's reported NPLs increased to 18.5% of gross loans at
end-H109 and restructured/extended loans to 10.4%, while the
LIR/gross loans ratio was a moderate 7.9% in the end-H109 IFRS
accounts.  Current capitalization (regulatory capital adequacy
ratio of 14.5% at mid-September 2009) offers only limited loss
absorption capacity.  After the recent UAH500 million capital
contribution and a US$100 million subordinated loan received from
the EBRD in August 2009, there are no immediate capital-raising
plans, although in light of the significant pressure from growing
loan impairments, more capital support could be required.
Reliance on parent funding remains significant (53% of end-H109
liabilities); however, repayments of foreign borrowings other than
those from the parent bank are moderate (equal to 8% of end-H109
liabilities) to end-H110.

Forum's reported NPLs stood at 21.7% of gross loans at end-H109.
Loan impairment coverage was only 54% of NPLs at end-H109 and the
regulatory capital ratio of 15.9% at end-August 2009 therefore
offers limited loss absorption capacity.  Capitalization has been
supported mainly by frequent equity injections from the bank's
shareholders, and in July 2009 Tier 2 capital was also enhanced by
a US$80 million subordinated loan from EBRD.  Majority
shareholders are considering injecting a further UAH1.1bn of
capital by the end of 2009.  Funding materially relies on the
parent bank, with Commerzbank providing around 45% of non-equity
funding at end-H109.

ProCredit Ukraine reported NPLs at 8% of gross loans at end-H109
and restructured loans of 25%.  However, Fitch has affirmed the
bank's 'D/E' Individual rating in light of the reasonable
performance of the restructured portfolio to date, the bank's
limited exposure to more high-risk sectors (construction and
retail) and reasonable (by Ukrainian market standards) risk
management.  ProCredit Ukraine's capital ratios improved in H109
(reported regulatory capital ratio of 14.1% at end-H109), after an
equity injection of US$10 million; however, Fitch still views
capitalization as tight, in view of pressure on asset quality from
the challenging operating environment and the potential for
further UAH depreciation.  ProCredit Ukraine is 20% owned by the
European Bank for Reconstruction and Development, and
Kreditanstalt fuer Wiederaufbau is expected to take a stake of at
least 20% in H209 through the purchase of existing shares from
ProCredit Holding and contribution of new equity.

Pravex's NPLs and restructured/extended loans were both
substantial at end-H109, with the regulatory capital ratio (18.4%
at end-H109) and LIR/gross loans ratio of 10% offering only
limited loss absorption capacity.  An equity injection equivalent
to EUR50 million is planned for Q409; however, Pravex may need
additional capital support, in particular in case of further asset
quality deterioration and/or significant UAH devaluation.  Large
arrears also pose challenges to stand-alone liquidity management.
However, the liquidity profile benefits from relatively stable
customer deposits (up 6% in H109) and parent funding (26% of total
liabilities at end-H109).  Highly liquid assets covered a
comfortable 31% of customer funds at end-H109 and there are no
significant wholesale refinancing needs to end-H110.

VTB Ukraine reported NPLs and restructured loans at 15% and 26%,
respectively, at end-H109.  A highly concentrated loan book (the
top 20 groups of related borrowers represented 55% of gross loans)
is another source of concern.  The regulatory capital ratio
increased to 18% at end-H109 following the receipt of a US$129
million subordinated loan from VTB in January 2009 and the
subsequent US$100 million pre-payment of new equity (NBU considers
this in capital calculations).  However, the reserve coverage of
NPLs is rather low under local GAAP, at only 45%, and therefore
total loss absorption capacity is limited.  Funding is mainly
provided by VTB group, which accounted for almost 70% of
liabilities.

In Fitch's rating criteria, a bank's standalone risk is reflected
in Fitch's Individual ratings and the prospect of external support
is reflected in Fitch's Support ratings.  Collectively these
ratings drive Fitch's Long- and Short-term IDRs.

The rating actions are:

JSCIB UkrSibbank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

Ukrsotsbank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

Bank Forum:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

ProCredit Bank (Ukraine):

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Local Currency Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

Pravex Bank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

JSC VTB Bank (Ukraine):

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable


CARGO CARS: Creditors Must File Claims by September 30
------------------------------------------------------
Creditors of LLC Cargo Cars (code EDRPOU 32864117) have until
September 30, 2009, to submit proofs of claim to:

         M. Schekoldin
         Insolvency Manager
         Office 102-a
         Elektrikov Str. 29-a
         04176 Kiev
         Ukraine

The Economic Court of Kiev commenced bankruptcy proceedings
against the company on August 12, 2009.  The case is docketed
under Case No. B11/103-09.

The Court is located at:

         The Economic Court of Kiev
         Komintern Str. 16
         01032 Kiev
         Ukraine

The Debtor can be reached at:

         LLC Cargo Cars
         Dekabristov Str. 45
         Vasilkov
         Kiev
         Ukraine


DIS LLC: Creditors Must File Claims by September 30
----------------------------------------------------
Creditors of LLC DIS have until September 30, 2009, to submit
proofs of claim to:

         A. Malevany
         Sumy and Kiev Divisions Str. 24/2
         Sumy
         Ukraine

The Economic Court of Sumy commenced bankruptcy proceedings
against the company on June 11, 2009.  The case is docketed under
Case No. 12/93-09.

The Court is located at:

         The Economic Court of Sumy
         Shevchenko Ave. 18/1
         40477 Sumy
         Ukraine

The Debtor can be reached at:

         LLC DIS
         Vorovsky Str. 20
         Sumy
         Ukraine


HEATPIPE LLC: Creditors Must File Claims by September 30
--------------------------------------------------------
Creditors of LLC Company Heatpipe (code EDRPOU 36067363) have
until September 30, 2009, to submit proofs of claim to:

         A. Malevany
         Sumy and Kiev Divisions Str. 24/2
         Sumy
         Ukraine

The Economic Court of Sumy commenced bankruptcy proceedings
against the company on August 25, 2009.  The case is docketed
under Case No. 6/132-09.

The Court is located at:

         The Economic Court of Sumy
         Shevchenko Ave. 18/1
         40477 Sumy
         Ukraine

The Debtor can be reached at:

         LLC Company Heatpipe
         Office 1
         River Strelka Quay Str. 10
         Sumy
         Ukraine


DANKO SUBSIDIARY: Creditors Must File Claims by September 30
------------------------------------------------------------
Creditors of Subsidiary Enterprise Boarding House Danko (code
EDRPOU 20819742) have until September 30, 2009, to submit proofs
of claim to:

         A. Nadlonok
         Insolvency Manager
         Zubrovskaya Str. 25a/33
         79066 Lvov
         Ukraine

The Economic Court of Lvov commenced bankruptcy proceedings
against the company on July 29, 2009.  The case is docketed under
Case No. 31/35.

The Court is located at:

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

The Debtor can be reached at:

         Subsidiary Enterprise Boarding House Danko
         Modrichi
         Drogobich
         82146 Lvov
         Ukraine


INVESTOR-96 LLC: Court Starts Bankruptcy Supervision Procedure
--------------------------------------------------------------
The Economic Court of Sumy commenced bankruptcy supervision
procedure on LLC Investor-96 (code EDRPOU 23635787).

The Insolvency Manager is:

         S. Gaydukov
         Sumy and Kiev Divisions Str. 24/8
         40000 Sumy
         Ukraine

The Court is located at:

         The Economic Court of Sumy
         Shevchenko Ave. 18/1
         40477 Sumy
         Ukraine

The Debtor can be reached at:

         LLC Investor-96
         Levanevsky Str. 28
         40022 Sumy
         Ukraine


KUPIANSK FOUNDRY: Creditors Must File Claims by September 27
------------------------------------------------------------
Creditors of OJSC Kupiansk Foundry (code EDRPOU 00235967) have
until September 27, 2009, to submit proofs of claim to:

         S. Ptushko
         Insolvency Manager
         Office 109
         Leninsky komsomol quarter 4
         Lugansk
         Ukraine

The Economic Court of Kharkov commenced bankruptcy proceedings
against the company on August 12, 2009.  The case is docketed
under Case No. B-5635/2-30.

The Court is located at:

         The Economic Court of Kharkov
         Svoboda Square 5
         61022 Kharkov
         Ukraine

The Debtor can be reached at:

         OJSC Kupiansk Foundry
         Kupiansk
         Kharkov
         Ukraine


NAFTOGAZ OJSC: Fitch Downgrades Issuer Default Rating to 'C'
------------------------------------------------------------
Fitch Ratings has downgraded Ukraine-based OJSC Naftogaz's Long-
term foreign and local currency Issuer Default ratings to 'C' from
'CC' respectively.  Both ratings remain on Rating Watch Negative.
Fitch has simultaneously downgraded the senior unsecured rating on
Naftogaz's US$500 million eurobond to 'C' from 'CC' and removed it
from RWN.  The Recovery Rating on the eurobond is 'RR4'.

The downgrade reflects the recent announcements by Naftogaz and
the government of Ukraine regarding their commitment to
restructure all of Naftogaz's foreign currency-denominated debt.
Fitch believes that it is now unlikely that the eurobond will be
repaid on its maturity date (September 30, 2009) at which time the
agency would expect to further downgrade Naftogaz's IDR to
Restricted Default.

Fitch would likely rate Naftogaz's IRD 'RD' and the eurobond 'C'
during any extension period.  Should a restructuring plan be
agreed prior to the repayment date, or during any agreed extension
period, then the rating outcome upon execution of the plan would
depend on a number of factors including guarantee levels and
recovery prospects for any restructured instruments.

The government of Ukraine has announced that it would be prepared
to consider guaranteeing restructured Naftogaz debt up to a level
of US$2 billion, and has stated further that Naftogaz must
complete any restructuring by October 20, 2009.  Fitch will
closely monitor discussions as, if an agreement is reached
including a government guarantee for a substantial portion of its
foreign currency-denominated debt, Fitch would expect to reflect
this in its ratings.


NEFTEZASCHITA LLC: Creditors Must File Claims by September 30
-------------------------------------------------------------
Creditors of LLC Neftezaschita (code EDRPOU 31722776) have until
September 30, 2009, to submit proofs of claim to V. Oksanich, the
company's insolvency manager.

The Economic Court of Kiev commenced bankruptcy proceedings
against the company on June 16, 2009.  The case is docketed under
Case No. 44/278-b.

The Court is located at:

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

The Debtor can be reached at:

         LLC Neftezaschita
         Avtoparkovaya Str. 7
         01121 Kiev
         Ukraine


PERVOMAYSK OJSC: Court Starts Bankruptcy Supervision Procedure
--------------------------------------------------------------
The Economic Court of Lugansk commenced bankruptcy supervision
procedure on OJSC Pervomaysk Minebuilding Department (code EDRPOU
00181131).

The Insolvency Manager is:

         N. Ivanova
         Office 3
         Klubnaya Str. 55
         Lugansk
         Ukraine

The Court is located at:

         The Economic Court of Lugansk
         Heroes of GPW Square 3-a
         91000 Lugansk
         Ukraine

The Debtor can be reached at:

         OJSC Pervomaysk Minebuilding Department
         Pereyezdnaya Str. 9
         Pervomaysk
         93200 Lugansk
         Ukraine


PRAVEX BANK: Fitch Affirms Individual Rating at 'E'
---------------------------------------------------
Fitch Ratings has downgraded the Individual ratings of three
foreign-owned Ukrainian banks -- UkrSibbank, Ukrsotsbank and Forum
-- to 'E' from 'D/E', reflecting ongoing asset quality
deterioration.  At the same time, the agency has affirmed the
Individual ratings of three other foreign-owned Ukrainian banks --
ProCredit Ukraine at 'D/E' and Pravex and VTB Ukraine at 'E'.

The agency has also affirmed the foreign currency Long-term Issuer
Default Ratings of all six banks at 'B' with a Negative Outlook,
reflecting the potential for support from the banks' foreign
shareholders.  A full list of rating actions is provided at the
end of this commentary.

Fitch's rating actions took into account the significant
deterioration in asset quality metrics during H109 following the
large depreciation of the UAH in Q408 and the sharp economic
downturn, and the potential for further increases in loan
impairments.  Fitch notes, in particular, the high share of
foreign currency loans (59% at Pravex; 80%-85% at the other five
banks) and significant exposure to the retail segment (with the
exceptions of ProCredit Ukraine and VTB Ukraine) as among the
factors driving growth in NPLs (loans overdue by more than 90
days) and/or restructured and extended loans in H109.  Pressure on
capital remains considerable, and even following recently
completed and planned capital injections, loan loss absorption
capacity will remain limited, likely requiring further
recapitalization support from shareholders at most of the banks.
Liquidity/refinancing risks are less of a concern given the
significant funding facilities available from parent banks.

The banks' Long-term IDRs and National Long-term ratings are
underpinned by potential support from their shareholders, in case
of need.  However, Ukrainian transfer and convertibility risks, as
reflected in the Country Ceiling ('B'), could limit the extent to
which these banks can utilize this support.  UkrSibbank is almost
81%-owned by France's BNP Paribas ('AA'/Negative); Ukrsotsbank is
almost 95%-owned by Italy-based UniCredit S.p.A. ('A'/Negative)
through its Vienna subsidiary UniCredit Bank Austria AG
('A'/Stable); Forum is majority-owned (63%) by Germany's
Commerzbank AG ('A+'/Stable); ProCredit Ukraine is 80%-owned by
Germany's ProCredit Holding AG ('BBB-'/Stable); Pravex is 100%-
owned by Italy's Intesa Sanpaolo S.p.A. ('AA-'/Stable) and VTB
Ukraine is more than 99%-owned by Russia's JSC Bank VTB
('BBB'/Negative).

Reported NPLs and restructured/extended loans at UkrSibbank
amounted to 16% and 10% of gross loans, respectively, at end-H109.
The regulatory capital ratio stood at 13.2% at end-August 2009 and
the loan impairment reserve/gross loans ratio at 11.6%, indicating
only moderate loss absorption capacity.  A subordinated loan of up
to US$100 million expected from the EBRD in or H209-Q110 will
provide some support to UkrSibbank's regulatory capital ratio;
however, equity contributions may also be required in future in
light of asset quality problems.  Highly liquid assets (defined as
cash, balances with the National Bank of Ukraine net of obligatory
reserves, net short-term interbank assets and unpledged securities
eligible for refinancing with NBU) covered a comfortable 28% of
client funds at end-H109 while external refinancing needs were
insignificant to end-H110; parent funding represented 41% of end-
H109 liabilities.

Ukrsotsbank's reported NPLs increased to 18.5% of gross loans at
end-H109 and restructured/extended loans to 10.4%, while the
LIR/gross loans ratio was a moderate 7.9% in the end-H109 IFRS
accounts.  Current capitalization (regulatory capital adequacy
ratio of 14.5% at mid-September 2009) offers only limited loss
absorption capacity.  After the recent UAH500 million capital
contribution and a US$100 million subordinated loan received from
the EBRD in August 2009, there are no immediate capital-raising
plans, although in light of the significant pressure from growing
loan impairments, more capital support could be required.
Reliance on parent funding remains significant (53% of end-H109
liabilities); however, repayments of foreign borrowings other than
those from the parent bank are moderate (equal to 8% of end-H109
liabilities) to end-H110.

Forum's reported NPLs stood at 21.7% of gross loans at end-H109.
Loan impairment coverage was only 54% of NPLs at end-H109 and the
regulatory capital ratio of 15.9% at end-August 2009 therefore
offers limited loss absorption capacity.  Capitalization has been
supported mainly by frequent equity injections from the bank's
shareholders, and in July 2009 Tier 2 capital was also enhanced by
a US$80 million subordinated loan from EBRD.  Majority
shareholders are considering injecting a further UAH1.1bn of
capital by the end of 2009.  Funding materially relies on the
parent bank, with Commerzbank providing around 45% of non-equity
funding at end-H109.

ProCredit Ukraine reported NPLs at 8% of gross loans at end-H109
and restructured loans of 25%.  However, Fitch has affirmed the
bank's 'D/E' Individual rating in light of the reasonable
performance of the restructured portfolio to date, the bank's
limited exposure to more high-risk sectors (construction and
retail) and reasonable (by Ukrainian market standards) risk
management.  ProCredit Ukraine's capital ratios improved in H109
(reported regulatory capital ratio of 14.1% at end-H109), after an
equity injection of US$10 million; however, Fitch still views
capitalization as tight, in view of pressure on asset quality from
the challenging operating environment and the potential for
further UAH depreciation.  ProCredit Ukraine is 20% owned by the
European Bank for Reconstruction and Development, and
Kreditanstalt fuer Wiederaufbau is expected to take a stake of at
least 20% in H209 through the purchase of existing shares from
ProCredit Holding and contribution of new equity.

Pravex's NPLs and restructured/extended loans were both
substantial at end-H109, with the regulatory capital ratio (18.4%
at end-H109) and LIR/gross loans ratio of 10% offering only
limited loss absorption capacity.  An equity injection equivalent
to EUR50 million is planned for Q409; however, Pravex may need
additional capital support, in particular in case of further asset
quality deterioration and/or significant UAH devaluation.  Large
arrears also pose challenges to stand-alone liquidity management.
However, the liquidity profile benefits from relatively stable
customer deposits (up 6% in H109) and parent funding (26% of total
liabilities at end-H109).  Highly liquid assets covered a
comfortable 31% of customer funds at end-H109 and there are no
significant wholesale refinancing needs to end-H110.

VTB Ukraine reported NPLs and restructured loans at 15% and 26%,
respectively, at end-H109.  A highly concentrated loan book (the
top 20 groups of related borrowers represented 55% of gross loans)
is another source of concern.  The regulatory capital ratio
increased to 18% at end-H109 following the receipt of a US$129
million subordinated loan from VTB in January 2009 and the
subsequent US$100 million pre-payment of new equity (NBU considers
this in capital calculations).  However, the reserve coverage of
NPLs is rather low under local GAAP, at only 45%, and therefore
total loss absorption capacity is limited.  Funding is mainly
provided by VTB group, which accounted for almost 70% of
liabilities.

In Fitch's rating criteria, a bank's standalone risk is reflected
in Fitch's Individual ratings and the prospect of external support
is reflected in Fitch's Support ratings.  Collectively these
ratings drive Fitch's Long- and Short-term IDRs.

The rating actions are:

JSCIB UkrSibbank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

Ukrsotsbank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

Bank Forum:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

ProCredit Bank (Ukraine):

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Local Currency Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

Pravex Bank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

JSC VTB Bank (Ukraine):

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable


PROCREDIT UKRAINE: Fitch Affirms Individual Rating at 'D/E'
-----------------------------------------------------------
Fitch Ratings has downgraded the Individual ratings of three
foreign-owned Ukrainian banks -- UkrSibbank, Ukrsotsbank and Forum
-- to 'E' from 'D/E', reflecting ongoing asset quality
deterioration.  At the same time, the agency has affirmed the
Individual ratings of three other foreign-owned Ukrainian banks --
ProCredit Ukraine at 'D/E' and Pravex and VTB Ukraine at 'E'.

The agency has also affirmed the foreign currency Long-term Issuer
Default Ratings of all six banks at 'B' with a Negative Outlook,
reflecting the potential for support from the banks' foreign
shareholders.  A full list of rating actions is provided at the
end of this commentary.

Fitch's rating actions took into account the significant
deterioration in asset quality metrics during H109 following the
large depreciation of the UAH in Q408 and the sharp economic
downturn, and the potential for further increases in loan
impairments.  Fitch notes, in particular, the high share of
foreign currency loans (59% at Pravex; 80%-85% at the other five
banks) and significant exposure to the retail segment (with the
exceptions of ProCredit Ukraine and VTB Ukraine) as among the
factors driving growth in NPLs (loans overdue by more than 90
days) and/or restructured and extended loans in H109.  Pressure on
capital remains considerable, and even following recently
completed and planned capital injections, loan loss absorption
capacity will remain limited, likely requiring further
recapitalization support from shareholders at most of the banks.
Liquidity/refinancing risks are less of a concern given the
significant funding facilities available from parent banks.

The banks' Long-term IDRs and National Long-term ratings are
underpinned by potential support from their shareholders, in case
of need.  However, Ukrainian transfer and convertibility risks, as
reflected in the Country Ceiling ('B'), could limit the extent to
which these banks can utilize this support.  UkrSibbank is almost
81%-owned by France's BNP Paribas ('AA'/Negative); Ukrsotsbank is
almost 95%-owned by Italy-based UniCredit S.p.A. ('A'/Negative)
through its Vienna subsidiary UniCredit Bank Austria AG
('A'/Stable); Forum is majority-owned (63%) by Germany's
Commerzbank AG ('A+'/Stable); ProCredit Ukraine is 80%-owned by
Germany's ProCredit Holding AG ('BBB-'/Stable); Pravex is 100%-
owned by Italy's Intesa Sanpaolo S.p.A. ('AA-'/Stable) and VTB
Ukraine is more than 99%-owned by Russia's JSC Bank VTB
('BBB'/Negative).

Reported NPLs and restructured/extended loans at UkrSibbank
amounted to 16% and 10% of gross loans, respectively, at end-H109.
The regulatory capital ratio stood at 13.2% at end-August 2009 and
the loan impairment reserve/gross loans ratio at 11.6%, indicating
only moderate loss absorption capacity.  A subordinated loan of up
to US$100 million expected from the EBRD in or H209-Q110 will
provide some support to UkrSibbank's regulatory capital ratio;
however, equity contributions may also be required in future in
light of asset quality problems.  Highly liquid assets (defined as
cash, balances with the National Bank of Ukraine net of obligatory
reserves, net short-term interbank assets and unpledged securities
eligible for refinancing with NBU) covered a comfortable 28% of
client funds at end-H109 while external refinancing needs were
insignificant to end-H110; parent funding represented 41% of end-
H109 liabilities.

Ukrsotsbank's reported NPLs increased to 18.5% of gross loans at
end-H109 and restructured/extended loans to 10.4%, while the
LIR/gross loans ratio was a moderate 7.9% in the end-H109 IFRS
accounts.  Current capitalization (regulatory capital adequacy
ratio of 14.5% at mid-September 2009) offers only limited loss
absorption capacity.  After the recent UAH500 million capital
contribution and a US$100 million subordinated loan received from
the EBRD in August 2009, there are no immediate capital-raising
plans, although in light of the significant pressure from growing
loan impairments, more capital support could be required.
Reliance on parent funding remains significant (53% of end-H109
liabilities); however, repayments of foreign borrowings other than
those from the parent bank are moderate (equal to 8% of end-H109
liabilities) to end-H110.

Forum's reported NPLs stood at 21.7% of gross loans at end-H109.
Loan impairment coverage was only 54% of NPLs at end-H109 and the
regulatory capital ratio of 15.9% at end-August 2009 therefore
offers limited loss absorption capacity.  Capitalization has been
supported mainly by frequent equity injections from the bank's
shareholders, and in July 2009 Tier 2 capital was also enhanced by
a US$80 million subordinated loan from EBRD.  Majority
shareholders are considering injecting a further UAH1.1bn of
capital by the end of 2009.  Funding materially relies on the
parent bank, with Commerzbank providing around 45% of non-equity
funding at end-H109.

ProCredit Ukraine reported NPLs at 8% of gross loans at end-H109
and restructured loans of 25%.  However, Fitch has affirmed the
bank's 'D/E' Individual rating in light of the reasonable
performance of the restructured portfolio to date, the bank's
limited exposure to more high-risk sectors (construction and
retail) and reasonable (by Ukrainian market standards) risk
management.  ProCredit Ukraine's capital ratios improved in H109
(reported regulatory capital ratio of 14.1% at end-H109), after an
equity injection of US$10 million; however, Fitch still views
capitalization as tight, in view of pressure on asset quality from
the challenging operating environment and the potential for
further UAH depreciation.  ProCredit Ukraine is 20% owned by the
European Bank for Reconstruction and Development, and
Kreditanstalt fuer Wiederaufbau is expected to take a stake of at
least 20% in H209 through the purchase of existing shares from
ProCredit Holding and contribution of new equity.

Pravex's NPLs and restructured/extended loans were both
substantial at end-H109, with the regulatory capital ratio (18.4%
at end-H109) and LIR/gross loans ratio of 10% offering only
limited loss absorption capacity.  An equity injection equivalent
to EUR50 million is planned for Q409; however, Pravex may need
additional capital support, in particular in case of further asset
quality deterioration and/or significant UAH devaluation.  Large
arrears also pose challenges to stand-alone liquidity management.
However, the liquidity profile benefits from relatively stable
customer deposits (up 6% in H109) and parent funding (26% of total
liabilities at end-H109).  Highly liquid assets covered a
comfortable 31% of customer funds at end-H109 and there are no
significant wholesale refinancing needs to end-H110.

VTB Ukraine reported NPLs and restructured loans at 15% and 26%,
respectively, at end-H109.  A highly concentrated loan book (the
top 20 groups of related borrowers represented 55% of gross loans)
is another source of concern.  The regulatory capital ratio
increased to 18% at end-H109 following the receipt of a US$129
million subordinated loan from VTB in January 2009 and the
subsequent US$100 million pre-payment of new equity (NBU considers
this in capital calculations).  However, the reserve coverage of
NPLs is rather low under local GAAP, at only 45%, and therefore
total loss absorption capacity is limited.  Funding is mainly
provided by VTB group, which accounted for almost 70% of
liabilities.

In Fitch's rating criteria, a bank's standalone risk is reflected
in Fitch's Individual ratings and the prospect of external support
is reflected in Fitch's Support ratings.  Collectively these
ratings drive Fitch's Long- and Short-term IDRs.

The rating actions are:

JSCIB UkrSibbank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

Ukrsotsbank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

Bank Forum:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

ProCredit Bank (Ukraine):

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Local Currency Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

Pravex Bank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

JSC VTB Bank (Ukraine):

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable


SCARLETT-CHERNIGOV LLC: Creditors Must File Claims by September 27
------------------------------------------------------------------
Creditors of LLC Scarlett-Chernigov (code EDRPOU 35305851) have
until September 27, 2009, to submit proofs of claim to:

         S. Zozulia
         Insolvency Manager
         Office 31
         Shevchenko Blvd. 250
         18000 Cherkassy
         Ukraine

The Economic Court of Cherkassy commenced bankruptcy proceedings
against the company on August 11, 2009.

The Court is located at:

         The Economic Court of Cherkassy
         Shevchenko Blvd. 307
         18004 Cherkassy
         Ukraine

The Debtor can be reached at:

         LLC Scarlett-Chernigov
         Kalinin Str. 63/1
         18000 Cherkassy
         Ukraine


UKRSIBBANK JSCIB: Fitch Cuts Individual Rating to 'E' From 'D/E'
----------------------------------------------------------------
Fitch Ratings has downgraded the Individual ratings of three
foreign-owned Ukrainian banks -- UkrSibbank, Ukrsotsbank and Forum
-- to 'E' from 'D/E', reflecting ongoing asset quality
deterioration.  At the same time, the agency has affirmed the
Individual ratings of three other foreign-owned Ukrainian banks --
ProCredit Ukraine at 'D/E' and Pravex and VTB Ukraine at 'E'.

The agency has also affirmed the foreign currency Long-term Issuer
Default Ratings of all six banks at 'B' with a Negative Outlook,
reflecting the potential for support from the banks' foreign
shareholders.  A full list of rating actions is provided at the
end of this commentary.

Fitch's rating actions took into account the significant
deterioration in asset quality metrics during H109 following the
large depreciation of the UAH in Q408 and the sharp economic
downturn, and the potential for further increases in loan
impairments.  Fitch notes, in particular, the high share of
foreign currency loans (59% at Pravex; 80%-85% at the other five
banks) and significant exposure to the retail segment (with the
exceptions of ProCredit Ukraine and VTB Ukraine) as among the
factors driving growth in NPLs (loans overdue by more than 90
days) and/or restructured and extended loans in H109.  Pressure on
capital remains considerable, and even following recently
completed and planned capital injections, loan loss absorption
capacity will remain limited, likely requiring further
recapitalization support from shareholders at most of the banks.
Liquidity/refinancing risks are less of a concern given the
significant funding facilities available from parent banks.

The banks' Long-term IDRs and National Long-term ratings are
underpinned by potential support from their shareholders, in case
of need.  However, Ukrainian transfer and convertibility risks, as
reflected in the Country Ceiling ('B'), could limit the extent to
which these banks can utilize this support.  UkrSibbank is almost
81%-owned by France's BNP Paribas ('AA'/Negative); Ukrsotsbank is
almost 95%-owned by Italy-based UniCredit S.p.A. ('A'/Negative)
through its Vienna subsidiary UniCredit Bank Austria AG
('A'/Stable); Forum is majority-owned (63%) by Germany's
Commerzbank AG ('A+'/Stable); ProCredit Ukraine is 80%-owned by
Germany's ProCredit Holding AG ('BBB-'/Stable); Pravex is 100%-
owned by Italy's Intesa Sanpaolo S.p.A. ('AA-'/Stable) and VTB
Ukraine is more than 99%-owned by Russia's JSC Bank VTB
('BBB'/Negative).

Reported NPLs and restructured/extended loans at UkrSibbank
amounted to 16% and 10% of gross loans, respectively, at end-H109.
The regulatory capital ratio stood at 13.2% at end-August 2009 and
the loan impairment reserve/gross loans ratio at 11.6%, indicating
only moderate loss absorption capacity.  A subordinated loan of up
to US$100 million expected from the EBRD in or H209-Q110 will
provide some support to UkrSibbank's regulatory capital ratio;
however, equity contributions may also be required in future in
light of asset quality problems.  Highly liquid assets (defined as
cash, balances with the National Bank of Ukraine net of obligatory
reserves, net short-term interbank assets and unpledged securities
eligible for refinancing with NBU) covered a comfortable 28% of
client funds at end-H109 while external refinancing needs were
insignificant to end-H110; parent funding represented 41% of end-
H109 liabilities.

Ukrsotsbank's reported NPLs increased to 18.5% of gross loans at
end-H109 and restructured/extended loans to 10.4%, while the
LIR/gross loans ratio was a moderate 7.9% in the end-H109 IFRS
accounts.  Current capitalization (regulatory capital adequacy
ratio of 14.5% at mid-September 2009) offers only limited loss
absorption capacity.  After the recent UAH500 million capital
contribution and a US$100 million subordinated loan received from
the EBRD in August 2009, there are no immediate capital-raising
plans, although in light of the significant pressure from growing
loan impairments, more capital support could be required.
Reliance on parent funding remains significant (53% of end-H109
liabilities); however, repayments of foreign borrowings other than
those from the parent bank are moderate (equal to 8% of end-H109
liabilities) to end-H110.

Forum's reported NPLs stood at 21.7% of gross loans at end-H109.
Loan impairment coverage was only 54% of NPLs at end-H109 and the
regulatory capital ratio of 15.9% at end-August 2009 therefore
offers limited loss absorption capacity.  Capitalization has been
supported mainly by frequent equity injections from the bank's
shareholders, and in July 2009 Tier 2 capital was also enhanced by
a US$80 million subordinated loan from EBRD.  Majority
shareholders are considering injecting a further UAH1.1bn of
capital by the end of 2009.  Funding materially relies on the
parent bank, with Commerzbank providing around 45% of non-equity
funding at end-H109.

ProCredit Ukraine reported NPLs at 8% of gross loans at end-H109
and restructured loans of 25%.  However, Fitch has affirmed the
bank's 'D/E' Individual rating in light of the reasonable
performance of the restructured portfolio to date, the bank's
limited exposure to more high-risk sectors (construction and
retail) and reasonable (by Ukrainian market standards) risk
management.  ProCredit Ukraine's capital ratios improved in H109
(reported regulatory capital ratio of 14.1% at end-H109), after an
equity injection of US$10 million; however, Fitch still views
capitalization as tight, in view of pressure on asset quality from
the challenging operating environment and the potential for
further UAH depreciation.  ProCredit Ukraine is 20% owned by the
European Bank for Reconstruction and Development, and
Kreditanstalt fuer Wiederaufbau is expected to take a stake of at
least 20% in H209 through the purchase of existing shares from
ProCredit Holding and contribution of new equity.

Pravex's NPLs and restructured/extended loans were both
substantial at end-H109, with the regulatory capital ratio (18.4%
at end-H109) and LIR/gross loans ratio of 10% offering only
limited loss absorption capacity.  An equity injection equivalent
to EUR50 million is planned for Q409; however, Pravex may need
additional capital support, in particular in case of further asset
quality deterioration and/or significant UAH devaluation.  Large
arrears also pose challenges to stand-alone liquidity management.
However, the liquidity profile benefits from relatively stable
customer deposits (up 6% in H109) and parent funding (26% of total
liabilities at end-H109).  Highly liquid assets covered a
comfortable 31% of customer funds at end-H109 and there are no
significant wholesale refinancing needs to end-H110.

VTB Ukraine reported NPLs and restructured loans at 15% and 26%,
respectively, at end-H109.  A highly concentrated loan book (the
top 20 groups of related borrowers represented 55% of gross loans)
is another source of concern.  The regulatory capital ratio
increased to 18% at end-H109 following the receipt of a US$129
million subordinated loan from VTB in January 2009 and the
subsequent US$100 million pre-payment of new equity (NBU considers
this in capital calculations).  However, the reserve coverage of
NPLs is rather low under local GAAP, at only 45%, and therefore
total loss absorption capacity is limited.  Funding is mainly
provided by VTB group, which accounted for almost 70% of
liabilities.

In Fitch's rating criteria, a bank's standalone risk is reflected
in Fitch's Individual ratings and the prospect of external support
is reflected in Fitch's Support ratings.  Collectively these
ratings drive Fitch's Long- and Short-term IDRs.

The rating actions are:

JSCIB UkrSibbank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

Ukrsotsbank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

Bank Forum:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

ProCredit Bank (Ukraine):

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Local Currency Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

Pravex Bank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

JSC VTB Bank (Ukraine):

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable


UKRSOTSBANK: Fitch Downgrades Individual Rating to 'E' From 'D/E'
-----------------------------------------------------------------
Fitch Ratings has downgraded the Individual ratings of three
foreign-owned Ukrainian banks -- UkrSibbank, Ukrsotsbank and Forum
-- to 'E' from 'D/E', reflecting ongoing asset quality
deterioration.  At the same time, the agency has affirmed the
Individual ratings of three other foreign-owned Ukrainian banks --
ProCredit Ukraine at 'D/E' and Pravex and VTB Ukraine at 'E'.

The agency has also affirmed the foreign currency Long-term Issuer
Default Ratings of all six banks at 'B' with a Negative Outlook,
reflecting the potential for support from the banks' foreign
shareholders.  A full list of rating actions is provided at the
end of this commentary.

Fitch's rating actions took into account the significant
deterioration in asset quality metrics during H109 following the
large depreciation of the UAH in Q408 and the sharp economic
downturn, and the potential for further increases in loan
impairments.  Fitch notes, in particular, the high share of
foreign currency loans (59% at Pravex; 80%-85% at the other five
banks) and significant exposure to the retail segment (with the
exceptions of ProCredit Ukraine and VTB Ukraine) as among the
factors driving growth in NPLs (loans overdue by more than 90
days) and/or restructured and extended loans in H109.  Pressure on
capital remains considerable, and even following recently
completed and planned capital injections, loan loss absorption
capacity will remain limited, likely requiring further
recapitalization support from shareholders at most of the banks.
Liquidity/refinancing risks are less of a concern given the
significant funding facilities available from parent banks.

The banks' Long-term IDRs and National Long-term ratings are
underpinned by potential support from their shareholders, in case
of need.  However, Ukrainian transfer and convertibility risks, as
reflected in the Country Ceiling ('B'), could limit the extent to
which these banks can utilize this support.  UkrSibbank is almost
81%-owned by France's BNP Paribas ('AA'/Negative); Ukrsotsbank is
almost 95%-owned by Italy-based UniCredit S.p.A. ('A'/Negative)
through its Vienna subsidiary UniCredit Bank Austria AG
('A'/Stable); Forum is majority-owned (63%) by Germany's
Commerzbank AG ('A+'/Stable); ProCredit Ukraine is 80%-owned by
Germany's ProCredit Holding AG ('BBB-'/Stable); Pravex is 100%-
owned by Italy's Intesa Sanpaolo S.p.A. ('AA-'/Stable) and VTB
Ukraine is more than 99%-owned by Russia's JSC Bank VTB
('BBB'/Negative).

Reported NPLs and restructured/extended loans at UkrSibbank
amounted to 16% and 10% of gross loans, respectively, at end-H109.
The regulatory capital ratio stood at 13.2% at end-August 2009 and
the loan impairment reserve/gross loans ratio at 11.6%, indicating
only moderate loss absorption capacity.  A subordinated loan of up
to US$100 million expected from the EBRD in or H209-Q110 will
provide some support to UkrSibbank's regulatory capital ratio;
however, equity contributions may also be required in future in
light of asset quality problems.  Highly liquid assets (defined as
cash, balances with the National Bank of Ukraine net of obligatory
reserves, net short-term interbank assets and unpledged securities
eligible for refinancing with NBU) covered a comfortable 28% of
client funds at end-H109 while external refinancing needs were
insignificant to end-H110; parent funding represented 41% of end-
H109 liabilities.

Ukrsotsbank's reported NPLs increased to 18.5% of gross loans at
end-H109 and restructured/extended loans to 10.4%, while the
LIR/gross loans ratio was a moderate 7.9% in the end-H109 IFRS
accounts.  Current capitalization (regulatory capital adequacy
ratio of 14.5% at mid-September 2009) offers only limited loss
absorption capacity.  After the recent UAH500 million capital
contribution and a US$100 million subordinated loan received from
the EBRD in August 2009, there are no immediate capital-raising
plans, although in light of the significant pressure from growing
loan impairments, more capital support could be required.
Reliance on parent funding remains significant (53% of end-H109
liabilities); however, repayments of foreign borrowings other than
those from the parent bank are moderate (equal to 8% of end-H109
liabilities) to end-H110.

Forum's reported NPLs stood at 21.7% of gross loans at end-H109.
Loan impairment coverage was only 54% of NPLs at end-H109 and the
regulatory capital ratio of 15.9% at end-August 2009 therefore
offers limited loss absorption capacity.  Capitalization has been
supported mainly by frequent equity injections from the bank's
shareholders, and in July 2009 Tier 2 capital was also enhanced by
a US$80 million subordinated loan from EBRD.  Majority
shareholders are considering injecting a further UAH1.1bn of
capital by the end of 2009.  Funding materially relies on the
parent bank, with Commerzbank providing around 45% of non-equity
funding at end-H109.

ProCredit Ukraine reported NPLs at 8% of gross loans at end-H109
and restructured loans of 25%.  However, Fitch has affirmed the
bank's 'D/E' Individual rating in light of the reasonable
performance of the restructured portfolio to date, the bank's
limited exposure to more high-risk sectors (construction and
retail) and reasonable (by Ukrainian market standards) risk
management.  ProCredit Ukraine's capital ratios improved in H109
(reported regulatory capital ratio of 14.1% at end-H109), after an
equity injection of US$10 million; however, Fitch still views
capitalization as tight, in view of pressure on asset quality from
the challenging operating environment and the potential for
further UAH depreciation.  ProCredit Ukraine is 20% owned by the
European Bank for Reconstruction and Development, and
Kreditanstalt fuer Wiederaufbau is expected to take a stake of at
least 20% in H209 through the purchase of existing shares from
ProCredit Holding and contribution of new equity.

Pravex's NPLs and restructured/extended loans were both
substantial at end-H109, with the regulatory capital ratio (18.4%
at end-H109) and LIR/gross loans ratio of 10% offering only
limited loss absorption capacity.  An equity injection equivalent
to EUR50 million is planned for Q409; however, Pravex may need
additional capital support, in particular in case of further asset
quality deterioration and/or significant UAH devaluation.  Large
arrears also pose challenges to stand-alone liquidity management.
However, the liquidity profile benefits from relatively stable
customer deposits (up 6% in H109) and parent funding (26% of total
liabilities at end-H109).  Highly liquid assets covered a
comfortable 31% of customer funds at end-H109 and there are no
significant wholesale refinancing needs to end-H110.

VTB Ukraine reported NPLs and restructured loans at 15% and 26%,
respectively, at end-H109.  A highly concentrated loan book (the
top 20 groups of related borrowers represented 55% of gross loans)
is another source of concern.  The regulatory capital ratio
increased to 18% at end-H109 following the receipt of a US$129
million subordinated loan from VTB in January 2009 and the
subsequent US$100 million pre-payment of new equity (NBU considers
this in capital calculations).  However, the reserve coverage of
NPLs is rather low under local GAAP, at only 45%, and therefore
total loss absorption capacity is limited.  Funding is mainly
provided by VTB group, which accounted for almost 70% of
liabilities.

In Fitch's rating criteria, a bank's standalone risk is reflected
in Fitch's Individual ratings and the prospect of external support
is reflected in Fitch's Support ratings.  Collectively these
ratings drive Fitch's Long- and Short-term IDRs.

The rating actions are:

JSCIB UkrSibbank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

Ukrsotsbank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

Bank Forum:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

ProCredit Bank (Ukraine):

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Local Currency Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

Pravex Bank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

JSC VTB Bank (Ukraine):

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable


VTB UKRAINE: Fitch Affirms Individual Rating at 'E'
---------------------------------------------------
Fitch Ratings has downgraded the Individual ratings of three
foreign-owned Ukrainian banks -- UkrSibbank, Ukrsotsbank and Forum
-- to 'E' from 'D/E', reflecting ongoing asset quality
deterioration.  At the same time, the agency has affirmed the
Individual ratings of three other foreign-owned Ukrainian banks --
ProCredit Ukraine at 'D/E' and Pravex and VTB Ukraine at 'E'.

The agency has also affirmed the foreign currency Long-term Issuer
Default Ratings of all six banks at 'B' with a Negative Outlook,
reflecting the potential for support from the banks' foreign
shareholders.  A full list of rating actions is provided at the
end of this commentary.

Fitch's rating actions took into account the significant
deterioration in asset quality metrics during H109 following the
large depreciation of the UAH in Q408 and the sharp economic
downturn, and the potential for further increases in loan
impairments.  Fitch notes, in particular, the high share of
foreign currency loans (59% at Pravex; 80%-85% at the other five
banks) and significant exposure to the retail segment (with the
exceptions of ProCredit Ukraine and VTB Ukraine) as among the
factors driving growth in NPLs (loans overdue by more than 90
days) and/or restructured and extended loans in H109.  Pressure on
capital remains considerable, and even following recently
completed and planned capital injections, loan loss absorption
capacity will remain limited, likely requiring further
recapitalization support from shareholders at most of the banks.
Liquidity/refinancing risks are less of a concern given the
significant funding facilities available from parent banks.

The banks' Long-term IDRs and National Long-term ratings are
underpinned by potential support from their shareholders, in case
of need.  However, Ukrainian transfer and convertibility risks, as
reflected in the Country Ceiling ('B'), could limit the extent to
which these banks can utilize this support.  UkrSibbank is almost
81%-owned by France's BNP Paribas ('AA'/Negative); Ukrsotsbank is
almost 95%-owned by Italy-based UniCredit S.p.A. ('A'/Negative)
through its Vienna subsidiary UniCredit Bank Austria AG
('A'/Stable); Forum is majority-owned (63%) by Germany's
Commerzbank AG ('A+'/Stable); ProCredit Ukraine is 80%-owned by
Germany's ProCredit Holding AG ('BBB-'/Stable); Pravex is 100%-
owned by Italy's Intesa Sanpaolo S.p.A. ('AA-'/Stable) and VTB
Ukraine is more than 99%-owned by Russia's JSC Bank VTB
('BBB'/Negative).

Reported NPLs and restructured/extended loans at UkrSibbank
amounted to 16% and 10% of gross loans, respectively, at end-H109.
The regulatory capital ratio stood at 13.2% at end-August 2009 and
the loan impairment reserve/gross loans ratio at 11.6%, indicating
only moderate loss absorption capacity.  A subordinated loan of up
to US$100 million expected from the EBRD in or H209-Q110 will
provide some support to UkrSibbank's regulatory capital ratio;
however, equity contributions may also be required in future in
light of asset quality problems.  Highly liquid assets (defined as
cash, balances with the National Bank of Ukraine net of obligatory
reserves, net short-term interbank assets and unpledged securities
eligible for refinancing with NBU) covered a comfortable 28% of
client funds at end-H109 while external refinancing needs were
insignificant to end-H110; parent funding represented 41% of end-
H109 liabilities.

Ukrsotsbank's reported NPLs increased to 18.5% of gross loans at
end-H109 and restructured/extended loans to 10.4%, while the
LIR/gross loans ratio was a moderate 7.9% in the end-H109 IFRS
accounts.  Current capitalization (regulatory capital adequacy
ratio of 14.5% at mid-September 2009) offers only limited loss
absorption capacity.  After the recent UAH500 million capital
contribution and a US$100 million subordinated loan received from
the EBRD in August 2009, there are no immediate capital-raising
plans, although in light of the significant pressure from growing
loan impairments, more capital support could be required.
Reliance on parent funding remains significant (53% of end-H109
liabilities); however, repayments of foreign borrowings other than
those from the parent bank are moderate (equal to 8% of end-H109
liabilities) to end-H110.

Forum's reported NPLs stood at 21.7% of gross loans at end-H109.
Loan impairment coverage was only 54% of NPLs at end-H109 and the
regulatory capital ratio of 15.9% at end-August 2009 therefore
offers limited loss absorption capacity.  Capitalization has been
supported mainly by frequent equity injections from the bank's
shareholders, and in July 2009 Tier 2 capital was also enhanced by
a US$80 million subordinated loan from EBRD.  Majority
shareholders are considering injecting a further UAH1.1bn of
capital by the end of 2009.  Funding materially relies on the
parent bank, with Commerzbank providing around 45% of non-equity
funding at end-H109.

ProCredit Ukraine reported NPLs at 8% of gross loans at end-H109
and restructured loans of 25%.  However, Fitch has affirmed the
bank's 'D/E' Individual rating in light of the reasonable
performance of the restructured portfolio to date, the bank's
limited exposure to more high-risk sectors (construction and
retail) and reasonable (by Ukrainian market standards) risk
management.  ProCredit Ukraine's capital ratios improved in H109
(reported regulatory capital ratio of 14.1% at end-H109), after an
equity injection of US$10 million; however, Fitch still views
capitalization as tight, in view of pressure on asset quality from
the challenging operating environment and the potential for
further UAH depreciation.  ProCredit Ukraine is 20% owned by the
European Bank for Reconstruction and Development, and
Kreditanstalt fuer Wiederaufbau is expected to take a stake of at
least 20% in H209 through the purchase of existing shares from
ProCredit Holding and contribution of new equity.

Pravex's NPLs and restructured/extended loans were both
substantial at end-H109, with the regulatory capital ratio (18.4%
at end-H109) and LIR/gross loans ratio of 10% offering only
limited loss absorption capacity.  An equity injection equivalent
to EUR50 million is planned for Q409; however, Pravex may need
additional capital support, in particular in case of further asset
quality deterioration and/or significant UAH devaluation.  Large
arrears also pose challenges to stand-alone liquidity management.
However, the liquidity profile benefits from relatively stable
customer deposits (up 6% in H109) and parent funding (26% of total
liabilities at end-H109).  Highly liquid assets covered a
comfortable 31% of customer funds at end-H109 and there are no
significant wholesale refinancing needs to end-H110.

VTB Ukraine reported NPLs and restructured loans at 15% and 26%,
respectively, at end-H109.  A highly concentrated loan book (the
top 20 groups of related borrowers represented 55% of gross loans)
is another source of concern.  The regulatory capital ratio
increased to 18% at end-H109 following the receipt of a US$129
million subordinated loan from VTB in January 2009 and the
subsequent US$100 million pre-payment of new equity (NBU considers
this in capital calculations).  However, the reserve coverage of
NPLs is rather low under local GAAP, at only 45%, and therefore
total loss absorption capacity is limited.  Funding is mainly
provided by VTB group, which accounted for almost 70% of
liabilities.

In Fitch's rating criteria, a bank's standalone risk is reflected
in Fitch's Individual ratings and the prospect of external support
is reflected in Fitch's Support ratings.  Collectively these
ratings drive Fitch's Long- and Short-term IDRs.

The rating actions are:

JSCIB UkrSibbank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

Ukrsotsbank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

Bank Forum:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Senior unsecured debt: affirmed at 'B'; Recovery Rating at
     'RR4'

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: downgraded to 'E' from 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

ProCredit Bank (Ukraine):

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Local Currency Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'D/E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

Pravex Bank:

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable

JSC VTB Bank (Ukraine):

  -- Long-term foreign currency IDR: affirmed at 'B'; Outlook
     Negative

  -- Long-term local currency IDR: affirmed at 'B+'; Outlook
     Negative

  -- Short-term IDR: affirmed at 'B'

  -- Support Rating: affirmed at '4'

  -- Individual rating: affirmed at 'E'

  -- National Long-term rating: affirmed at 'AAA(ukr)'; Outlook
     Stable


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


ALBA 2007-1: Moody's Cuts Rating on Class F Notes to 'Caa3'
-----------------------------------------------------------
Moody's has placed all notes and Mercs issued by Alba 2006-2 PLC
and Alba 2007-1 PLC on review for possible downgrade following a
late payment on the notes in Alba 2006-2 and a non payment on Alba
2007-1.  Moody's received written confirmation from the Issuer
that payments of interest and principal for Alba 2006-2 were made
on September 22, hence 5 business days after the interest payment
date and within the grace period.  Moody's has also been informed
that no payment was made on Alba 2007-1 at the interest payment
date falling on September 17 and that so far no payment has yet
been made.  If no payment will be made within the 5 business day
grace period, this could lead to an event of default in accordance
with the terms and conditions of the notes.

The notice does not explain the issues which have caused the non
payment at the interest payment dates.  Moody's has received no
explanation on the reasons that have caused the delay in
processing the payments in Alba 2006-2 and therefore it is not
certain if the issue has been only temporary resolved and it will
not occur again in the future.  The review of the ratings in both
deals will be concluded when Moody's is sufficiently comfortable
that payments will continue to be processed in a timely fashion in
these transactions.  Moody's notes that the inability of the
issuers to fulfill their payment obligations on time could result
in additional credit losses due to the unwinding of interest rate
or currency exchange hedges following termination events prompted
by late payments.  In the case of Alba 2007-1 the rating action is
also prompted by the additional uncertainty due to the event of
default that may occur if payments are not made by September 24.

The classes of notes affected by the rating actions are:

Alba 2006-2 plc:

  -- GBP148.9 million A3a notes, Placed Under Review for Possible
     Downgrade, previously Assigned Aaa on the 17th of November
     2006

  -- EUR54.6 million A3b notes, Placed Under Review for Possible
     Downgrade, previously Assigned Aaa on the 17th of November
     2006

  -- GBP44.1 million B notes, Placed Under Review for Possible
     Downgrade, previously Assigned Aa2 on the 17th of November
     2006

  -- MERC certificates, Placed Under Review for Possible
     Downgrade, previously Assigned Aaa on the 17th of November
     2006

Alba 2007-1 plc:

  -- GBP213.5 million A2 notes, Placed Under Review for Possible
     Downgrade, previously Downgraded to Aa1 on the 31st of March
     2009

  -- GBP269 million A3 notes, Placed Under Review for Possible
     Downgrade, previously Downgraded to Aa1 on the 31st of March
     2009

  -- GBP105.8 million B notes, Placed Under Review for Possible
     Downgrade, previously Confirmed at Aa3 on the 31st of March
     2009

  -- GBP20.4 million F notes, Placed Under Review for Possible
     Downgrade, previously Downgraded to Caa3 on the 31st of March
     2009

  -- MERC certificates, Placed Under Review for Possible
     Downgrade, previously Assigned Aaa on the 18th of June 2007

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


BLACKS LEISURE: Secures Standstill; SandCity In Administration
--------------------------------------------------------------
Further to the announcement made by Blacks Leisure Group PLC
Tuesday regarding an expected breach of one of its financial
covenants under its bank facilities, the Company said it has
now entered into a formal standstill agreement with its bank,
Lloyds Banking Group, in respect of this covenant breach until
November 30, 2009.  The standstill is subject to the Company
delivering a restructuring plan, acceptable to the bank,
addressing the future viability of the group, including actions to
achieve an exit of the Company's loss-making stores, by
October 30, 2009.

                Administration of Sandcity Limited

Over the last 18 months, the Company has been reviewing options to
exit from its loss-making Boardwear division.  As part of this
review, the Company has successfully exited the O'Neill wholesale
business, converted a number of stores from Boardwear to Outdoor
fascias, and reduced the cost base through a consolidation of the
Sandcity and Freespirit management functions.  A disposal of the
Boardwear business has also been pursued but serious interest in
this business was low and structural issues made a discrete sale
of this business difficult to achieve.

The Company announced that Richard Fleming and David Costley-Wood
of KPMG LLP have been appointed as administrators in respect of
its wholly owned subsidiary, Sandcity Ltd.  This follows a review
by the directors of Sandcity which has concluded that there is no
reasonable prospect of restoring profitability in the medium to
long term and that Sandcity is no longer in a position to trade as
a going concern.  Sandcity is part of the Boardwear division and
is a retailer of predominantly lifestyle and boardwear clothing
and accessories.  It operates out of 11 stores, which trade at a
substantial loss.

The appointment of administrators of Sandcity results in an exit
from approximately one third of the Company's Boardwear division.
The Directors believe that the administration of Sandcity will not
have a material effect on the Company's other businesses which
continue to trade normally.

Lloyds Banking Group is supportive of the actions the Company is
announcing today and has given its consent to Sandcity being put
into administration.

                          Trading Update

As announced Wednesday, the group has underperformed against
budget for the first six months of the financial year to August
31st 2009.  While the Directors believe, partly as a result of the
action being taken in relation to Sandcity, that current market
expectations can still be met (before taking into account the
effects of any restructuring plan and the associated costs), this
will be dependent on the bank waiving the expected covenant breach
and on trading during the key Christmas period.

A further announcement will be made in due course.  The interim
results are expected to be published towards the end of October
2009.

                       About Blacks Leisure

Headquartered in Northampton, Blacks Leisure Group plc --
http://www.blacksleisure.co.uk/-- is the parent company of its
subsidiaries, which are engaged in the retail and wholesale of
clothing and camping equipment.  The Company comprises two
segments: Outdoor and Boardwear.  Outdoor trades under the fascias
Blacks and Millets.  The trade is from retail stores in the
British  Isles, and the associated direct sale Internet sites.
Boardwear holds the United Kingdom licenses for O'Neill and Mambo
products to trade as a wholesale operation and from retail stores.
The stores retail brands are Peter Storm and Eurohike.  Other
brands sold include Berghaus, North Face, Merrell, Coleman,
Karrimor, Hi-Tec, Columbia and Craghoppers.  The Company's
subsidiaries include Blacks Outdoor Division Ltd, The Outdoor
Group Ltd and Sandcity Ltd.


CORSAIR NO 2: Moody's Cuts Rating on Series 80 Notes to 'B2'
------------------------------------------------------------
Moody's Investors Service has taken these rating actions on notes
issued by Corsair (Jersey) No. 2 Limited: Series 80, a
collateralized debt obligation transaction referencing a static
portfolio of corporate entities.

Issuer: Corsair (Jersey) No. 2 Limited

  -- Series 80 US$250,000,000 Floating Rate Secured Portfolio
     Credit-linked Notes due 2021, Downgraded to B2; previously on
     March 6, 2009 Downgraded to Baa1

This transaction has a short credit observation period whereby the
notes are exposed to the portfolio credit risk for the remaining
3.76 years and the notes proceeds are invested in the original
collateral for the said numbers of years.  After the credit
observation period has ended, the proceeds from the original
collateral may or may not be invested for a further 8 years in
eligible collateral assets up until June 2021.  In the event that
the original collateral is not replaced by the substitution agent
upon collateral maturity, the notes can terminate after the short
credit observation period.  Given this, Moody's has modelled the
risk based on the shorter expected termination date rather than
the legal final maturity.

Moody's explained that the rating action taken is the result of
the deterioration of the credit quality of the reference
portfolio.  The 10 year weighted average rating factor of the
portfolio, not adjusted with forward looking measures, has
deteriorated from 1260 from the last rating action to 1853,
equivalent to an average rating of the current portfolio of Ba3.
The reference portfolio includes an exposure to CIT Group, Inc.,
and Ambac Financial Group which have experienced substantial
credit migration in the past few months, and are now rated Ca.
The Banking, Finance, Insurance and Real Estate industry sectors
are the most represented, weighting 22%, 28%, 44% and 4%,
respectively, of the portfolio initial notional.

In addition to the quantitative factors that are explicitly
modeled, qualitative factors are part of rating committee
considerations.  These qualitative factors include, among others,
the structural protections in each transaction, the recent deal
performance in the current market environment, the strength of the
legal framework as well as specific documentation features, and
selection bias in the portfolio.  All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, may influence the final rating decision.


HALTON LEA: Put Into Receivership; Savills Appointed
----------------------------------------------------
BBC News reports that Halton Lea Shopping Centre has been put into
receivers.

According to BBC, directors at international real estate advisor
Savills have been appointed as joint receivers of the
shopping center, which has more than 60 retail units.

The joint receivers said day-to-day trading of the center would be
unaffected, BBC notes.


NATIONAL EXPRESS: Takeover Offer Deadline May Be Extended
---------------------------------------------------------
Gill Plimmer at The Financial Times reports that the deadline for
the Spanish-led consortium to make a formal offer for National
Express is to be extended for a second time so that due diligence
can be completed.

The Spanish Cosmen family, which owns 18.6% the group, and private
equity firm CVC had until today, Sept. 25, to complete the process
and either make a 500p-a-share offer or walk away.

According to the FT, the Takeover Panel is expected to give the
companies a further two weeks to assess the financial health of
the company.

As reported in the Troubled Company Reporter-Europe on Sept. 15,
2009, the consortium raised its indicative cash offer for National
Express to 500p a share from the 450p offer the group's board had
rejected.

                          Going Concern

On Aug. 4, 2009, the Troubled Company Reporter-Europe, citing
Telegraph.co.uk, said National Express made a pre-tax loss of
GBP48.1 million in the first six months of 2009, down from a
profit of GBP52.4 million last year, after taking a GBP54.7
million hit from its forced exit from the East Coast mainline
franchise, which is being taken back into government hands.
According Telegraph.co.uk, the accounts declared that while the
directors are confident of renegotiating covenant obligations with
lenders, "covenant compliance remains dependent on actions which
are yet to be delivered".  In light of this the accounts warned
that "underlying implementation risks represent a material
uncertainty that may cast significant doubt upon the group's
ability to continue as a going concern".

National Express Group PLC -- http://www.nationalexpressgroup.com/
-- is the holding company of the National Express Group of
companies.  Its subsidiary companies provide mass passenger
transport services in the United Kingdom and overseas.  The
Company's segments comprise: UK Bus; UK Coach; UK Trains; North
American Bus; European Coach and Bus, and Central functions.  Its
subsidiaries include Tayside Public Transport Co. Limited, Durham
School Services LP, Stock Transportation Limited, Dabliu
Consulting SLU, Tury Express SA, General Tecnica Industrial SLU
and Continental Auto SLU.  In June 2009, the Company announced the
completion of the sale of Travel London, its London bus business,
to NedRailways Limited, a subsidiary of NS Dutch Railways.


PUNCH TAVERNS: Shareholder Seeks Liquidation of Business
--------------------------------------------------------
Pan Kwan Yuk at The Financial Times reports that Andy Brough,
which owns a 3.4% stake in Punch Taverns plc, said the company
should consider selling off all its pubs and winding itself down
progressively over the next 18 months.

Mr. Brough, as cited by the FT, said it would be in investors'
best interests if the pub group liquidates.

"If NAV [net asset value] is estimated by Merrill Lynch in a
recent note at 340p and the share price is at 120p, then
doesn't it make sense for the company to sell off its pubs, pay
back its debts and return whatever’s left to shareholders?," the
FT quoted Mr. Brough as saying.

Punch Taverns plc -- http://www.punchtaverns.com/-- is a pub
company in the United Kingdom, with over 8,400 pubs across its
leased and managed portfolio.  The Company is engaged in the
trading activities in the operation of public houses either under
the leased model or as directly managed by the Company.  The
leased model involves the granting of leases to tenants who
operate the pub as their own business, paying rent to the Company,
purchasing beer and other drinks from it and entering into profit
sharing arrangements for income from leisure machines.  Pubs that
are directly managed involve the employment of a manager to
operate each managed pub and the Group receives all revenues
generated by the pub and is responsible for costs.  During the
fiscal year ended August 23, 2008, Punch Taverns plc acquired 20
pubs and 39 pubs were sold.


WINDERMERE VII: Moody's Confirms 'B1' Rating on Class D Notes
-------------------------------------------------------------
Moody's Investors Service has confirmed the ratings on these five
classes of Notes issued by Windermere VII CMBS plc (amounts
reflect initial outstandings):

-- EUR466M Class A2 Commercial Mortgage-Backed Notes due 2016
    Certificate, Confirmed at Aa1; previously on May 22, 2009
    Downgraded to Aa1 and Remained on Review for Possible
    Downgrade

-- EUR0.05M Class X Commercial Mortgage-Backed Notes due 2016
    Certificate, Confirmed at Aaa; previously on May 22, 2009 Aaa
    Remained on Review for Possible Downgrade

-- EUR50M Class B Commercial Mortgage-Backed Notes due 2016
    Certificate, Confirmed at A2; previously on May 22, 2009
    Downgraded to A2 and Remained on Review for Possible Downgrade

-- EUR27.4M Class C Commercial Mortgage-Backed Notes due 2016
    Certificate, Confirmed at Baa3; previously on May 22, 2009
    Downgraded to Baa3 and Remained on Review for Possible
    Downgrade

-- EUR50.8M Class D Commercial Mortgage-Backed Notes due 2016
    Certificate, Confirmed at B1; previously on May 22, 2009
    Downgraded to B1 and Remained on Review for Possible Downgrade

Moody's does not rate the Class E and Class F Notes issued by
Windermere VII CMBS plc.  The Class A1 Notes were redeemed in full
on 22 July 2008.

The rating action concludes the review for possible downgrade that
was initiated for the above referenced Notes on 15 September 2008
due to exposure to loan-specific issuer level hedges provided by
Lehman Brothers Special Financing Inc. and guaranteed by Lehman
Brothers Holdings Inc.  LBSF is a subsidiary of LBHI, which on
15 September 2008 filed a petition under Chapter 11 of the U.S.
Bankruptcy Code.

In May 2009, Moody's downgraded the Class A2, B, C, and D Notes
after a review of the transaction based on its updated central
scenarios, as described in Moody's Special Report "Moody's Updates
on Its Surveillance Approach for EMEA CMBS".  At that time, the
Moody's rated classes were kept on review for possible downgrade
due to two main reasons: (i) the replacement of Lehman Brothers
Special Financing Inc. as hedge counterparty was not yet complete;
and (ii) there was uncertainty concerning whether the largest loan
in the transaction, the Tornet Loan (17.8% of the pool as of April
2009), would prepay by the July 2009 IPD.  Moody's analysis of the
transaction in May 2009 was based on the assumption that the
Tornet loan would prepay and Moody's also highlighted that to the
extent that this did not materialize, it would have negative
implications for the ratings of the Notes.

Moody's ratings confirmation is a result of the replacement of
loan-specific issuer level hedges for eight of the ten remaining
loans, and the prepayment of the Tornet Loan.  Moody's also took
into consideration in its analysis further changes to the
underlying loans including: (i) the loan maturity date of the
Firefly Loan (11.1% of the current securitized pool) and the
Phoenix Loan (10.1%) was extended to April 2014; (ii) the undrawn
capex facility with respect to the Phoenix and Firefly loans was
used to partially pay down the Notes at the July 2009 IPD; (iii)
one of the properties under the Hanseatic Loan was sold; and (iv)
the Redleaf I Loan (5.6%) went into special servicing on
14 September due to an un-remedied LTV covenant breach.

Overall, the total Notes outstanding balance has reduced by Euro
147.8 million since the April 2009 IPD.  However, since the
prepayments were allocated to the Notes on a 50% sequential and
50% pro-rata basis and the release premium with respect to the
property disposal under the Hanseatic Loan was allocated 100% pro-
rata, there has been no meaningful increase in credit enhancement
available to the Class A2, B, C, and D Notes.

The loan-specific issuer level hedges have been replaced by new
hedging agreements that are provided by HSBC Bank plc (Aa2, P-1,
negative outlook).  The new hedging agreements entered into
between the Issuer and the new hedging provider are generally
compliant with Moody's current published criteria entitled
"Framework for De-Linking Hedge Counterparty Risks from Global
Structured Finance Cashflow Transactions Moody's Methodology"
dated 10 May 2007.  The Firefly and Phoenix Loans are currently
still unhedged but issuer level hedging is expected to be put in
place by the October 2009 IPD.

The transaction is still exposed to Lehman Brothers entities
through their role as security trustee on the loans.  Moody's
understands that the Issuer is in the process of replacing the
Lehman Brothers related entities in their role as security
trustee, but final agreements have not been signed yet.

The Class X Notes are entitled to receive the difference between
(i) interest payable on the loans and (ii) interest payable on the
Notes and certain costs.  The liquidity facility can be used to
cover potential interest shortfalls on the Class X Notes.  In
relation to principal, the net proceeds from the issue of the
Class X Notes have been retained by the Issuer as the Class X
Investment Amount for the purpose of repaying the principal amount
of the Class X Notes.  Moody's believes that the Class X Notes
have a different risk profile in comparison to the other classes
in the transaction given their characteristics.  The rating of the
Class X Notes is therefore not affected by the credit risk of the
loan portfolio.


YELL GROUP: To Raise GBP500 Mln in Share Sale to Repay Debt
-----------------------------------------------------------
Jonathan Browning at Bloomberg News reports that Yell Group Plc
plans to raise at least GBP500 million (US$820 million) in a share
sale to help repay debt.

Bloomberg relates Yell said in a statement Wednesday that it has
support from a "significant proportion" of its largest lenders to
extend its debt maturities to 2014 and negotiate new financial
covenants.  Yell, as cited by Bloomberg, said the proposals
require the backing of 95% of lenders.

The company, which has net debt of GBP3.8 billion, will present
the plans to lenders next week.

                          About Yell Group

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 Reporter-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.


YELLOWFIN LTD: Goes Into Administration
---------------------------------------
Gareth Lewis at The Daily Echo reports Yellowfin Ltd. has gone
into administration after failing to secure further funding for
its Variable Surface Drive (VSD) technology.

The administration is being handled by Simon Thomas of RSM Bentley
Jennison & Co, the Daily Echo discloses.

"Over GBP13 million has been invested to get the revolutionary
propulsion system up to prototype stage however the company has
been able to raise the further finance required to get to
production stage," the Daily Echo quoted Mr. Thomas as saying.
"The company has come under creditor pressure and has no option
other than to enter administration."

Mr. Thomas, as cited by the Daily Echo, said "We have already
received some expressions of interests and have demonstrated the
prototype.  Everyone seems to be convinced it's an interesting
project that just needs investment."

Yellowfin Ltd. -- http://www.yellowfin.com/-- is an engineering
firm based in Hampshire.


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


* BOOK REVIEW: Megamergers - Corporate America's Billion-Dollar
              Takeovers
---------------------------------------------------------------
Author: Kenneth M. Davidson
Publisher: Beard Books
Hardcover: 427 pages
Listprice: US$34.95
Review by Henry Berry

Megamergers are nothing new to the business world.  One of the
first occurred in 1901, when Carnegie Steel merged with several
rival steel corporations, resulting in the billion-dollar United
States Steel. Since then, megamergers have been a part of American
business.  However, the author notes that megamergers have
historically "occurred sporadically and been understandable" on
face value.  By contrast, in recent decades there has been a
"current wave of large mergers [that] is unprecedented."

In Megamergers - Corporate America's Billion-Dollar Takeovers,
Davidson looks at the unprecedented number of megamergers
occurring today and considers whether this signals a change in the
thinking of U.S. business leaders.  Legislators, corporate
executives, mergers specialists, and anyone else involved in, or
affected by, megamergers will find this book enlightening.

An announcement of a merger is usually accompanied with the
pronouncements  that it will result in greater synergies,
operational efficiencies, and improved servicing of markets.
Davidson questions whether this has, in fact, been the case.  He
analyzes the subsequent financial performance of the corporate
behemoths produced by these megamergers and concludes that the
majority of them were not justifiable nor, ultimately, productive.
Mr. Davidson is an admitted skeptic about the value of mergers to
the overall economy and to employees, stockholders, and consumers.
He is critical of the overly optimistic rationales prevalent in
today's business climate that lead many businesspersons into
mergers.  For the most part, though, he keeps his biases in check.
He rejects many of the common criticisms of mergers.  For example,
he finds unpersuasive the argument that mergers should be rejected
on the ground that they undermine market competitiveness.  Nor,
does he say, is it worthwhile to revisit the ongoing debate over
whether "risk arbitrageurs are good guys or bad guys."

The author states that his "first intention [is] to paint a
picture of what is happening [to] clarify the issues involved and
areas of dispute."  He offers a balanced examination of the
megamerger phenomenon, particularly as it pertains to the energy
and financial services industries.  He goes beyond seeing
megamergers only as phenomena of contemporary corporate culture,
and his analyses go beyond mere statistics.  Megamergers have
their roots not only in business ambitions and current trends, but
also in human nature.  Recognizing this, the author also addresses
the psychology underlying megamergers.  As noted in the section
"The Acquisition Imperative," mergers present a temptation to the
decision-making executives of successful companies "look[ing]
beyond their product and consider[ing] the disposal of excess
profits."  Mr. Davidson explains why a merger appears to many
executives to be a better option than distributing profits to
shareholders, starting new businesses, or investing in securities.

The informed perspective Mr. Davidson offers in this book, first
published in 2003, is just as relevant today.  It is a book that
brings new wisdom to old ways of thinking about megamergers.

An attorney for the U. S. Federal Trade Commission for 25 years,
Kenneth M. Davidson has also been a corporate attorney and a
visiting law professor.

                            *********

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

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

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

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

                            *********


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

Troubled Company Reporter -- Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA.  Valerie C. Udtuhan, Marites O. Claro, Rousel Elaine
C. Tumanda, Joy A. Agravante and Peter A. Chapman, Editors.

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$625 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for members
of the same firm for the term of the initial subscription or
balance thereof are US$25 each.  For subscription information,
contact Christopher Beard at 240/629-3300.


                 * * * End of Transmission * * *