TCREUR_Public/100113.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

          Wednesday, January 13, 2010, Vol. 11, No. 008

                            Headlines



A U S T R I A

IMMOFINANZ AG: Shareholders to Vote on Immoeast Merger This Month


F R A N C E

ALCATEL-LUCENT: Has Yet to Report Net Profit Since Closing Merger


G E R M A N Y

CONTINENTAL AG: Still Undecided on Schaeffler Merger Timing
CONTINENTAL AG: Secures EUR2.5 Bln Forward Start Facility
FMC FINANCE: Moody's Assigns 'Ba2' Rating on EUR250 Mil. Notes
GENERAL MOTORS: Talks on Opel Restructuring Plan Resume Jan. 14


I R E L A N D

AULDCARN LTD: Faces Liquidation; Creditors Meeting on Jan. 21
BANK OF IRELAND: Explores Options to Enhance Capital Position
BOUNDTO LIMITED: Creditors Meeting Scheduled for January 20
COURTYARD LIFESTYLE: Creditors Meeting Scheduled for January 21
GBM CITYSIDE: Creditors Meeting Scheduled for January 27

GBM MOTORS: Creditors Meeting Scheduled for January 27
HOMEPLAN INTERIORS: Creditors Meeting Scheduled for January 20
JR CAMS: Creditors Meeting Scheduled for January 26
KEVIN ARUNDEL: Creditors Meeting Scheduled for January 26
LEOVILLE LTD: Rent Talks Fail; Liquidator Appointed

O'DWYER & SONS: Creditors Meeting Scheduled for January 25
PJT INSURANCE: Files Winding-Up Petition, Hearing Set January 25
WYNNWALS LIMITED: Creditors Meeting Scheduled for January 21


I T A L Y

MARIELLA BURANI: Prosecutors Seek Bankruptcy for Holding Company


K A Z A K H S T A N

DAL-DEL OIL: Creditors Must File Claims by January 27
EXPRESS ASIA 7: Creditors Must File Claims by February 2
KAZ STROY-5: Creditors Must File Claims by February 2
KKM HOLDING: Creditors Must File Claims by January 27
PREDGORNENSKAYA NEFTEBAZA: Creditors Must File Claims by Feb. 2


K Y R G Y Z S T A N

GLOBAL TRANS: Creditors Must File Claims by February 2
INTERNATIONAL TRADE: Creditors Must File Claims by February 2


L U X E M B O U R G

CIRSA FUNDING: Moody's Assigns 'B3' Rating on Senior Secured Notes
CIRSA FUNDING: S&P Assigns 'B+' Rating on EUR600 Mil. Bonds
ORCO PROPERTY: Investor Files Suit Over Handling of Bankruptcy


P O L A N D

TOWARZYSTWO UBEZPIECZEN: Fitch Puts 'BB' Rating on Evolving Watch


R U S S I A

ROSAVIA: Aeroflot Officials to Discuss Possible Acquisition
UC RUSAL: Lenders Support Pay Package for CEO Oleg Deripaska


S W E D E N

GENERAL MOTORS: To Continue with Saab Wind-Down Process


U K R A I N E

NAFTOGAZ OF UKRAINE: On Brink of Default, Presidential Envoy Says


U N I T E D   K I N G D O M

LEHMAN BROTHERS: Pickens' BP Capital Sells US$42M of Claims to RBS
MANCHESTER UNITED: Confirms Bond Issue, Incurs GBP35M Hedging Loss
NORTHERN ROCK: Moody's Affirms 'Ca' Ratings on Tier 2 Notes
ROYAL BANK: Buys BP Capital's US$42MM Claim in Lehman Brothers
VIRGIN MEDIA: To Issue US$1 Billion in Secured Bonds

VIRGIN MEDIA: Offers GBP500 Mln Senior Secured Notes Due 2018




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A U S T R I A
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IMMOFINANZ AG: Shareholders to Vote on Immoeast Merger This Month
-----------------------------------------------------------------
Peter Woodifield at Bloomberg News reports that shareholders of
Immoeast AG and Immofinanz AG will vote this month on a proposed
merger of the two developers.

According to Bloomberg, Immoeast investors will own 54% of the
combined company to reflect that Immoeast is Immofinanz's biggest
asset.

Bloomberg recalls Immoeast was hurt by the global financial crisis
that caused its properties in eastern Europe to plummet in value.
Bloomberg notes shares of the company rose by more than eight
times last year as the company avoided bankruptcy by abandoning
building projects and generating cash, Bloomberg notes.

Eduard Zehetner became Immoeast's chief in November 2008 and CEO
of Immofinanz in February 2009, Bloomberg relates.

                       Reorganization Plan

Bloomberg recounts Mr. Zehetner, 58, presented a reorganization
plan for Immofinanz in February aimed at improving its balance
sheet, repaying a EUR512-million (US$737 million) investment in
corporate bonds and resolving a EUR1.8-billion loan from Immoeast.

Bloomberg says as well as cutting back on shopping-mall
developments in eastern Europe, Mr. Zehetner has refinanced some
debt and sold Immofinanz's Immoaustria Immobilien Anlagen GmbH
unit to Immoeast to cancel a loan Immofinanz couldn't afford to
repay.

"The restructuring process is now almost finished," Bloomberg
quoted Mr. Zehetner as saying.  "They will have to reduce their
high retail presence in Russia and also in Romania."

IMMOFINANZ AG -- http://www.immofinanz.at/-- is an Austrian real
estate company that invests in private and commercial properties.
Its core activities are the rental and overall management of its
portfolio, the identification of sound investments and the
diversification of its portfolio both geographically and across
the different sectors of the property market.  The Company focuses
on operations in German-speaking countries of Austria, Germany and
Switzerland, but is also active in Central, Eastern and South-
Eastern Europe.  As of April 30, 2009 the IMMOFINANZ AG managed a
portfolio of 1.711 properties, covering a usable floor area of
9,487,910 square meters.  Its properties include apartments,
hotels, offices, retail outlets and garages.  The Company operates
through numerous direct and indirect as well as majority owned and
wholly owned subsidiaries, including IMMOAUSTRIA Immobilien
Anlagen GmbH, IMMOEAST AG and IMMOWEST, among others.


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F R A N C E
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ALCATEL-LUCENT: Has Yet to Report Net Profit Since Closing Merger
-----------------------------------------------------------------
Andrew Parker at The Financial Times reports that three years
after the Alcatel-Lucent merger was completed, the company has yet
to report a net profit.

According to the FT, the company has looked weaker than its
predecessor companies.

The FT says the transaction was structured as a nil premium
merger, and when it was announced in April 2006, Alcatel and
Lucent said the combined company would have a market
capitalization of EUR30 billion.  By Wednesday, Jan. 6, the
company's market value was EUR5.6 billion (US$8 billion), the FT
notes.

The FT relates Ben Verwaayen, Alcatel-Lucent's chief executive
since 2008, is hoping the company can break even in its 2009
financial year.  But his target is not to break even at the net
income line: he is aiming at avoiding a loss at the level of
adjusted operating profit, the FT states.  The "adjusted" tag
excludes items such as goodwill impairments, the FT discloses.

"Alcatel-Lucent is doomed to remain a low profit, low-growth
company, struggling with businesses that are either not very
profitable or sub-scale," the FT quoted Pierre Ferragu, analyst at
Bernstein, as saying.

                       About Alcatel-Lucent

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

                           *     *     *

As reported by the Troubled Company Reporter-Europe on Nov. 11,
2009, Standard & Poor's Ratings Services said that it has lowered
to 'B' from 'B+' its long-term corporate credit rating on
France-based telecom equipment supplier Alcatel Lucent.  S&P
affirmed the 'B' short-term corporate credit rating.  The outlook
is negative.  The recovery rating of '4' on Alcatel Lucent's
senior unsecured debt is unchanged.  "The downgrade primarily
reflects S&P's expectation that the turnaround in Alcatel Lucent's
operating performance, and notably a return to sustainable
positive cash generation, could take several quarters," said
Standard & Poor's credit analyst Patrice Cochelin.

S&P expected demand for telecom equipment to remain soft in the
coming quarters, while competition among vendors, particularly
from Europe and China, remains very intense.  Combined with
Alcatel Lucent's significant debt maturities in the next two
years, these threats led the rating agency to believe that Alcatel
Lucent's large cash balances, which include the benefits of recent
refinancing, could be rapidly depleted.  At Sept. 30, 2009,
Alcatel Lucent reported gross consolidated debt of EUR5.4 billion,
including EUR0.6 billion for the equity component of convertible
bonds.


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


CONTINENTAL AG: Still Undecided on Schaeffler Merger Timing
-----------------------------------------------------------
Cornelius Rahn at Bloomberg News reports that Continental AG said
it aims to merge with controlling shareholder Schaeffler Group "in
the medium term" in a way that will assure an investment-grade
debt rating.

According to Bloomberg, Continental said in a stock-sale filing,
the companies haven't decided on the timing of any combination, or
on the merged entity's financial structure.

The companies have been in talks since then concerning a potential
merger, the report relates.

Continental's debt is rated B+ at Standard & Poor's and Fitch
Ratings, four levels below investment grade, Bloomberg noted.

As reported by the Troubled Company Reporter-Europe on Jan. 8,
2010, Continental plans to raise EUR1.1 billion (US$1.6 billion)
in a stock sale to help refinance debt after receiving approval
from its supervisory board.  Bloomberg disclosed Continental's
lenders last month agreed to extend the company a EUR2.5-billion
loan on condition that it raises EUR1 billion in fresh capital by
selling new shares.  The two-year loan and stock sale will go
toward refinancing a EUR3.5-billion loan due in August, Bloomberg
said.

According to Bloomberg, Continental, Europe's second-largest
tiremaker, has recorded losses for four consecutive quarters as it
struggles with the worst auto-industry crisis in decades.  The
company is laden with EUR9.5 billion in debt after acquiring the
VDO auto-parts unit from Siemens AG in 2007, Bloomberg noted.

                       About Continental AG

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


CONTINENTAL AG: Secures EUR2.5 Bln Forward Start Facility
---------------------------------------------------------
Continental AG, Hanover, completed the first key steps of its
overall plan to improve the current financing structure as well as
its capital structure.  Important amendments were made to the
existing loan agreements, allowing for the repayment of the
tranche in the amount of EUR3.5 billion due in August 2010 inter
alia by a forward start facility while providing further
flexibility as well.  At the same time, the company has received
commitments in excess of the requested EUR2.5 billion in the FSF
and therefore an over-subscription of the request by their bank
group, the international automotive supplier announced after the
signing of the related loan agreements in Hanover on Saturday.

The company said now that the negotiations with the banks have
been successfully concluded, the integrally related capital
increase with anticipated gross proceeds of at least one billion
euros can be undertaken as the next step of the refinancing
concept.  The ability of Continental to draw under the FSF is
conditional upon the successful implementation of such a capital
increase.  As already announced, the capital increase is intended
to be implemented in the first quarter of 2010.  Subsequently, the
company intends to asses and -- if appropriate -- to implement
further measures on the financial markets with a view to further
optimize maturity terms.

"Although Continental has done a very good job reacting to the
global crisis, especially in generating and maintaining liquidity,
as a direct consequence we still needed to address the maturity in
2010 as well as the financial covenants related to the maturity
structure.  Our overall refinancing concept gives Continental the
needed flexibility to emerge strongly from this crisis and
therefore we are pleased to see the confidence shared in our
company by our bank group in clearly supporting these very
important first steps," said Continental Executive Board chairman
Dr. Elmar Degenhart.  "Now comes the next stage with the capital
increase, which we are tackling in the same structured and
rigorous manner.  An experienced team of internal and external
specialists is fully concentrated on preparing the capital
increase, and the preparations are well underway.  We are
confident that the further planned steps in this program will be
successfully implemented and we appreciate the support of our
banks in this process.  In the beginning of the New Year, we
anticipate making further announcements as we implement further
steps to successfully recapitalize Continental."

The Continental Corporation had taken a syndicated loan to finance
the acquisition of Siemens VDO in the summer of 2007.  After the
repayment of tranche A in an amount of EUR800 million in August
2009, tranche B in an amount EUR3.5 billion will be up for
repayment in August 2010.  Tranche C totaling EUR5.0 billion will
fall due in 2012.  On September 30, 2009, Continental had at its
disposal liquidity reserves from unused credit lines, cash and
cash equivalents totaling EUR3.3 billion.  The corporation's net
indebtedness was approximately EUR9.5 billion on September 30,
2009, approximately EUR1.3 billion lower than on September 30,
2008.

                       About Continental AG

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

                           *     *     *

As reported by the Troubled Company Reporter-Europe on January 12,
2010, Fitch Ratings affirmed Continental AG's Long-term Issuer
Default Rating at 'B+', removed the rating from Rating Watch
Negative and assigned the Long-term IDR a Stable Outlook.  The
rating action reflects Continental's January 6, 2010 announcement
of a EUR1.1 billion capital increase.  Continental's senior
unsecured rating of 'B+' remains on RWN, with a Recovery Rating of
'RR4', due to its commitment to provide certain security for the
syndicated loans.  The Short-term IDR is affirmed at 'B'.


FMC FINANCE: Moody's Assigns 'Ba2' Rating on EUR250 Mil. Notes
--------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to the proposed c.
EUR250 million senior unsecured notes due in 2016, to be issued by
FMC Finance VI S.A. and guaranteed by Fresenius Medical Care AG &
Co. KGaA, Fresenius Medical Holdings, Inc. and Fresenius Medical
Care Deutschland GmbH.  At the same time, Moody's affirmed all the
other ratings of FME; the outlook is stable.  The senior unsecured
notes are expected to be used primarily to refinance existing
debt, including part of the group's US$1 billion revolving credit
facility.  The issuance is part of the group's strategy to extend
its maturity profile and to further diversify its capital
structure.

The Ba1 Corporate Family Rating of FME reflects (i) the group's
absolute scale and strong market position as a leading global
provider of dialysis products and private dialysis services; (ii)
continued favorable industry growth trends, as well as the
recurring nature of FME's revenues; (iii) the group's high
profitability levels; and (iv) the group's good financial
flexibility.  However, Moody's believes FME's CFR is constrained
by: (i) its relatively high adjusted financial leverage; (ii) the
potential risks from the company's pure-play focus on the dialysis
market, albeit mitigated by its position as a provider of both
products and services; (iii) its regional concentration on the
North American market, which is, however, likely to be reduced
over the medium term; (iv) the company's exposure to regulatory
changes, government investigations, pricing pressure from
governments and healthcare organizations, or changes in the payor
mix; and (v) a growth strategy that involves organic growth and
acquisitions, which may be large if opportunities become available
and are generally partially debt financed.

The Ba2 rating for the new senior unsecured notes to be issued at
the level of the financing subsidiary FMC Finance VI S.A. reflects
the instrument's relative position in the capital structure and a
Loss Given Default assessment of LGD 5 (80%).  The notes benefit
from a downstream senior guarantee by FME, and upstream guarantees
by Fresenius Medical Care Holdings Inc. and Fresenius Medical Care
Deutschland GmbH in line with the outstanding US$500 million
senior notes due in 2017, issued by FMC Finance III S.A. in July
2007.

The new notes include several key covenants that are also
prevalent for the existing senior unsecured notes and include
limitations to debt incurrence and a change of control clause
(please refer to "Moody's Covenant Qualitative Assessment",
published in December 2007).  In addition to customary limitations
on liens, the indenture for the proposed EUR250 million notes
newly restricts the amount of the secured credit facility (around
US$3.6 billion at September 30, 2009) to the greater of (i) the
amount permitted under the senior credit facility as of March 31,
2006 i.e. US$4.6 billion , and (ii) 2.5x the group's EBITDA for
the last four quarters (around US$2.2 billion by September 2009).
The Ba2 rating for the EUR250 million senior unsecured notes is
two notches below the Baa3 (LGD 2, 29%) rating for the group's
US$4.6 billion senior credit facilities, which reflects the
effective subordination of the senior unsecured notes relative to
the sizeable proportion of secured debt ranking ahead in the
capital structure.  The facilities, guaranteed on a senior basis
by most of the operating companies, are secured by a share pledge
by most of the company's operating subsidiaries and by a springing
lien on substantially all assets, which becomes effective if FME's
credit ratings deteriorate below the Ba3 category.

The Ba2 rating for the senior unsecured notes is one notch below
FME's Ba1 CFR, which essentially reflects the relatively higher
expected LGD of the senior unsecured notes (LGD 5, 80%) compared
to the LGD for the Corporate Family (LGD 4, 50%), reflecting the
dominant position of the senior secured credit facility in the
group's capital structure.  The Ba2 rating for the group's senior
unsecured notes is one notch above the Ba3 rating for the group's
Trust Preferreds.  The Ba3 (LGD 6, 97%) rating on the
US$663 million Trust Preferreds, issued at the level of Fresenius
Medical Care Capital Trusts and guaranteed on a subordinated basis
by Fresenius Medical Care KGaA, Fresenius Medical Care Deutschland
GmbH and Fresenius Medical Care Holdings Inc., reflects their
contractual subordination to the senior credit facilities as well
as to the operating company obligations, including the senior
unsecured notes.

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

The last rating action was implemented on May 20, 2008, when
Moody's upgraded FME's CFR and the Probability of Default Rating
(PDR) to Ba1 from Ba2 and changed the outlook to stable from
positive.

Based in Bad Homburg, Germany, FME is the world's leading provider
of dialysis products and services.  In the first nine month of
FY2009, the group generated net revenues of US$8.2 billion.


GENERAL MOTORS: Talks on Opel Restructuring Plan Resume Jan. 14
---------------------------------------------------------------
Negotiations on the restructuring of General Motors Co.'s
Opel/Vauxhall operations in Europe are set to resume on
January 14, 2010, GM's Interim Chief Executive Officer Edward E.
Whitacre said in a conference in Detroit, Michigan on January 6.

As widely reported, the Works Council in Berlin, Germany called
GM's restructuring plan for Opel -- proposed in December 2009 --
"unacceptable" as it contemplated to cut 9,000 jobs.  Council
Chief and Opel Supervisory Board Member Klaus Franz said that the
job cuts were "economic nonsense" and that Opel would anyway lose
10,500 jobs by 2013 through voluntary departures and retirements.

No detail of the plan has been published, reports added.

During the Jan. 14 meeting, GM is expected to present its
blueprint for Opel's revival, and to persuade Germany and other
European Union countries to back its EUR3.3 billion or $4.75
billion plan.

"Even if GM is able to mend fences in Germany, Opel's future is
uncertain.  The unit hasn't made a profit in a decade.  And
despite a deep restructuring five years ago and . . . a volley of
new models, it has struggled in Europe's crowded car market,"
Vanessa Furhmans of The Wall Street Journal opined.

GM had angered officials for backing out of the lengthy
negotiations with Magna International Inc. and Savings Bank of the
Russian Federation for the finalization of the sale of Opel in
November 2009.  Sberbank demanded compensation from GM for the
failed deal to buy Opel, threatening to otherwise "demand
compensation in court," The Associated Press reported in December
2009.

"We think that GM's commitment went so far that they should have
sealed the deal," Sberbank Chief Executive German Gref stated.

               Reilly: GM Europe Moving Forward

In a blog posted January 8, 2010, GM Europe President Nick Reilly
revealed that the Company "will be constantly and steadily moving
forward, pushing the company ahead, thereby supporting GM's goal
of designing, building and selling the world's best cars."

"We must work fast to reduce our capacity, while maintaining
productivity and quality.  But reducing capacity and structural
cost, both of which are critical, will not be enough. I am keenly
aware that we must keep our eyes on our goal of designing and
building stylish cars with exciting innovations at an affordable
price," Mr. Reilly noted.

will begin a new product offensive that will see a major re-vamp
of our line-up. This year alone we will launch seven new products.

Mr. Reilly also announced that he will be presenting "my
management team soon [composed of] . . . a great mix of people
familiar with the Opel/Vauxhall organization and others who can
bring new, innovative opinions and approaches."

                       About General Motors

General Motors Company -- http://www.gm.com/-- is one of the
world's largest automakers, tracing its roots back to 1908.  With
its global headquarters in Detroit, GM employs 209,000 people in
every major region of the world and does business in some 140
countries.  GM and its strategic partners produce cars and trucks
in 34 countries, and sell and service these vehicles through these
brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, Opel,
Vauxhall and Wuling.  GM's largest national market is the United
States, followed by China, Brazil, the United Kingdom, Canada,
Russia and Germany.  GM's OnStar subsidiary is the industry leader
in vehicle safety, security and information services.

GM acquired its operations from General Motors Company, n/k/a
Motors Liquidation Company, on July 10, 2009, pursuant to a sale
under Section 363 of the Bankruptcy Code.  Motors Liquidation or
Old GM is the subject of a pending Chapter 11 reorganization case
before the U.S. Bankruptcy Court for the Southern District of New
York.

At September 30, 2009, GM had US$107.45 billion in total assets
against US$135.60 billion in total liabilities.

                    About Motors Liquidation

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)


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AULDCARN LTD: Faces Liquidation; Creditors Meeting on Jan. 21
-------------------------------------------------------------
Suzanne Lynch at The Irish Times reports that Auldcarn Limited,
owned by restaurateurs Simon and Christian Stokes, is facing the
threat of insolvency.

According to the Irish Times, a creditors' meeting has been called
for the company.  A liquidator is scheduled to be appointed at the
meeting, which will be held on January 21 in Dublin's Harcourt
Hotel, the Irish Times says.

The Irish Times discloses accounts for Auldcarn for the year ended
January 31, 2008 -- the most recent available -- show that the
company owed creditors EUR2.7 million on that date.  The accounts,
which were approved by the directors on February 18, 2009, show
the firm owed over EUR1 million in PRSI, PAYE, VAT and corporation
tax at that time, as well as EUR670,226 to trade creditors and
accruals, EUR170,554 in bank overdrafts and loans and EUR315,910
to directors' accounts, the Irish Times states.

Auldcarn also owes its parent company, Mayfair Properties -- the
holding company for Bang Cafe -- EUR436,755, the Irish Times
notes.

The Irish Times relates in a disclaimer and special report
accompanying the financial statements, auditors FSG expressed
concern that the company had failed to keep proper books of
account.  In July and August last year, FSG resigned as auditors
for all three of the Stokes brothers' companies -- Missford
Limited, the holding company for Residence, Mayfair Properties and
Auldcarn, the Irish Times recalls.


BANK OF IRELAND: Explores Options to Enhance Capital Position
-------------------------------------------------------------
Quentin Fottrell at The Wall Street Journal reports that Bank of
Ireland Chairman Pat Molloy said at an extraordinary general
meeting on Tuesday that the bank will address ways of enhancing
its capital requirements after it has transferred loans to the
National Asset Management Agency.

"While our regulatory capital position remains robust, we
recognize that market expectations in relation to capital levels
have moved on," the WSJ quoted Mr. Molloy as saying.  "It's our
intention to address this issue, particularly after we have
further certainty on the outcome of discussions with the EU
regarding our restructuring plan and the impact of NAMA."

According to the WSJ, Mr. Molloy said the bank is exploring a
number of internal and external options to enhance its capital
position.  When asked if the bank faced nationalization, he said,
"We are committed to remaining independent . . . that is very much
our ambition."  He didn't say whether the bank would raise capital
privately or through a further injection by the state, the WSJ
notes.

Bank of Ireland, the WSJ says, is proposing to transfer EUR16
billion in loans to NAMA with a 30% discount.

The WSJ relates Mr. Molloy said the transfer of loans to NAMA will
result in capital ratios at Bank of Ireland of 4.2% for equity
Tier 1; 8.3% for Core Tier 1; 9.5% for Total Tier 1; and 13.2% for
total capital.

Headquartered in Dublin, Bank of Ireland --
http://www.bankofireland.com/-- provides a range of banking and
other financial services.  These include checking and deposit
services, overdrafts, term loans, mortgages, business and
corporate lending, international asset financing, leasing,
installment credit, debt factoring, foreign exchange facilities,
interest and exchange rate hedging instruments, executor, trustee,
life assurance and pension and investment fund management, fund
administration and custodial services and financial advisory
services, including mergers and acquisitions and underwriting.
The Company organizes its businesses into Retail Republic of
Ireland, Bank of Ireland Life, Capital Markets, UK Financial
Services and Group Centre.  It has operations throughout Ireland,
the United Kingdom, Europe and the United States.


BOUNDTO LIMITED: Creditors Meeting Scheduled for January 20
-----------------------------------------------------------
A meeting of creditors of Boundto Limited will take place at
10:30 a.m. on January 20, 2010 at:

         The Stillorgan Park Hotel
         Stillorgan Road
         Co. Dublin
         Ireland

The registered address of the company is at:

         7 Eustace Street
         Dublin 2
         Ireland


COURTYARD LIFESTYLE: Creditors Meeting Scheduled for January 21
---------------------------------------------------------------
A meeting of creditors of Courtyard Lifestyle Centre Limited will
take place at 4:30 p.m. on January 21, 2010 at:

         The Hawthorn Hotel
         Main Street
         Swords
         Co. Dublin
         Ireland

The registered address of the company is at:

         Main Street
         Newtowncunnigham
         Lifford
         Co. Donegal
         Ireland


GBM CITYSIDE: Creditors Meeting Scheduled for January 27
--------------------------------------------------------
A meeting of creditors of GBM Cityside Limited will take place at
11:00 a.m. on January 27, 2010 at:

         Springhill Court Hotel
         Waterford Road
         Kilkenny
         Ireland

The registered address of the company is at:

         Davis Road
         Clonmel
         Co. Tipperay
         Ireland


GBM MOTORS: Creditors Meeting Scheduled for January 27
------------------------------------------------------
A meeting of creditors of GBM Motors Limited will take place at
12:30 p.m. on January 27, 2010 at:

         Court Hotel
         Waterford Road
         Kilkenny
         Ireland

The registered address of the company is at:

         Davis Road
         Clonmel
         Co. Tipperay
         Ireland


HOMEPLAN INTERIORS: Creditors Meeting Scheduled for January 20
--------------------------------------------------------------
A meeting of creditors of Homeplan Interiors Limited will take
place at 9:30 a.m. on January 20, 2010 at:

         Four Seasons Hotel
         Carlingford
         Co. Louth
         Ireland

The registered address of the company is at:

         Cement Road
         Drogheda
         Co. Louth
         Ireland


JR CAMS: Creditors Meeting Scheduled for January 26
---------------------------------------------------
A meeting of creditors of JR Cams Limited T/A Purple will take
place at 9:00 a.m. on January 26, 2010 at:

         The Regency Hotel
         Swords Road
         Whitehall
         Dublin 9
         Ireland

The registered address of the company is at:

         21 The Pavillions Shopping Centre
         Swords
         Co. Dublin
         Ireland


KEVIN ARUNDEL: Creditors Meeting Scheduled for January 26
---------------------------------------------------------
A meeting of creditors of Kevin Arundel Restaurants.com Limited
will take place at 11:00 a.m. on January 26, 2010 at Mount Herbert
Hotel.

The registered address of the company is at:

         52 St. Laurences Road
         Chapelizod
         Dublin 20
         Ireland


LEOVILLE LTD: Rent Talks Fail; Liquidator Appointed
---------------------------------------------------
InsolvencyJournal.ie reports that a liquidator has been appointed
to Leoville Limited, the firm running Kilkea Castle, after a
period in examinership failed to settle a dispute about rent.

The report recalls Leoville entered examinership in November and
emerged from court protection in the week before Christmas.  It
had been seeking a reduction in the level of rent paid to its
landlord Arnosford Ltd., but both parties failed to reach
agreement on this issue and a creditors meeting was called to wind
up the firm, the report relates.

Joe Moreau of accountancy firm Byrne Moreau Connell was appointed
liquidator at the creditors' meeting on Jan. 4, the report
discloses.

Leoville, the report says, had liabilities of EUR1.5 million and
its directors had supported it with loans of more than EUR889,000.
The losses were attributed to the decision to open a 45-bedroom
lodge complex in the adjoining golf course and a "dramatic
reduction" in international tourism, the report notes.

Kilkea castle in Co. Kildare was built in 1181 and was home to the
11thEarl of Kildare, Gerald Fitzgerald and Silken Thomas.
According to the report, the four-star hotel had been trading as a
hotel until 2006, but the hotel had suffered trading losses in
recent years as the economic downturn hit the tourism business.


O'DWYER & SONS: Creditors Meeting Scheduled for January 25
----------------------------------------------------------
A meeting of creditors of O'Dwyer & Sons (Contracts) Limited will
take place at 10:30 a.m. on January 25, 2010 at:

         The Clonmel Park Hotel
         Clonmel
         Co. Tipperary
         Ireland

The registered address of the company is at:

         C/o Noonan O'Cinneide and Company
         St. Michael Street
         Tipperary
         Ireland


PJT INSURANCE: Files Winding-Up Petition, Hearing Set January 25
----------------------------------------------------------------
PJT Insurance Services Limited has filed a winding-up petition.

The company's solicitor is O'Hare O'Connor Walshe.

The winding-up petition will be heard on January 25, 2010.

The registered address of the company is at:

         17 Main Street
         Swords
         Co. Dublin
         Ireland


WYNNWALS LIMITED: Creditors Meeting Scheduled for January 21
------------------------------------------------------------
A meeting of creditors of Wynnwals Limited will take place at
9:30 a.m. on January 21, 2010 at:

         The Harcourt Hotel
         60 Harcourt Street
         Dublin 2
         Ireland

The registered address of the company is at:

         Site 1 Unit 513 Grants Rise
         Greenogue Industrial Estate
         Rathcoole
         Co. Dublin
         Ireland


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


MARIELLA BURANI: Prosecutors Seek Bankruptcy for Holding Company
----------------------------------------------------------------
Manuela D'Alessandro at Reuters, citing judicial sources, reports
that Milan prosecutors have filed a bankruptcy request for Burani
Designer Holding N.V., a holding company that indirectly controls
Mariella Burani Fashion Group SpA.

According to Reuters, prosecutors said BDH has debt of
EUR20 million, of which about EUR15 million is owed to banks, and
about EUR5 million to MBFG.

Reuters relates MBFG Chairman Walter Burani said no request for
bankruptcy proceedings had arrived at the holding.

As reported by the Troubled Company Reporter-Europe on Jan. 11,
2010, Bloomberg News, citing daily MF, said that MBFG wants to
hire Franco Tato to advise on a debt restructuring after
Mediobanca SpA withdrew from the role.  According to Bloomberg,
Burani on Jan. 3 said Mediobanca withdrew as an adviser, citing
Burani's failure to set up a EUR50-million (US$72 million) escrow
account.  On Jan. 4, 2010, the Troubled Company Reporter-Europe,
citing Bloomberg News, reported that Burani was in talks with Gulf
Finance & Investment to set the escrow account.  Bloomberg
disclosed Burani's biggest banks had demanded that the Burani
family prove that it had EUR50 million available for a planned
capital increase as part of an agreement to reorganize the
company's debt.

Mariella Burani Fashion Group SpA -- http://www.mariellaburani.it/
-- is an Italy-based company, operating in the fashion market.  It
designs, produces and distributes a range of apparel, knitwear,
leather accessories, jewelry and footwear.  The Company divides
its operation into four divisions: Clothing Division, Leather
Division, Digital Fashion and Fashion Jewellery.  The Company's
brand portfolio comprises the Company's own brands, such as
Mariella Burani, Rene Lezard, Amuleti J, Blossom Burani, Ter et
Bantine, Braccialini, FrancescoBiasia, Baldinini, Coccinelle,
Sebastian, Facco Gioielli, Valente, Rosato and Calgaro, among
others, and the licensed brands: Vivienne Westwood (Anglomania),
Emmanuel Ungaro (Fuchsia), Alviero Martini, Thierry Mugler
(Mugler), Patrizia Pepe (bimbo), Missoni, Warner Bros, Miss Sixty,
Sweet Years, Gherardini e John Galliano, among others.  Among the
subsidiaries there are: Mariella Burani Retail Srl, Antichi
Pelletteri SpA, Coccinelle Store France SA and Mandarina Duck
Gmbh.


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


DAL-DEL OIL: Creditors Must File Claims by January 27
-----------------------------------------------------
LLP Dal-Del Oil is currently undergoing liquidation.  Creditors
have until January 27, 2010, to submit proofs of claim to:

         Micro District 12, 66-42
         Aktobe
         Kazakhstan


EXPRESS ASIA 7: Creditors Must File Claims by February 2
--------------------------------------------------------
Creditors of LLP Express Asia 7 have until February 2, 2010, to
submit proofs of claim to:

         The Specialized Inter-Regional
         Economic Court of South Kazakhstan
         Tynybaev Str. 42
         Shymkent
         South Kazakhstan
         Kazakhstan

The court commenced bankruptcy proceedings against the company on
October 16, 2009.


KAZ STROY-5: Creditors Must File Claims by February 2
-----------------------------------------------------
Creditors of LLP Kaz Stroy-5 have until February 2, 2010, to
submit proofs of claim to:

         The Specialized Inter-Regional
         Economic Court of South Kazakhstan
         Tynybaev Str. 42
         Shymkent
         South Kazakhstan
         Kazakhstan

The court commenced bankruptcy proceedings against the company on
October 16, 2009.


KKM HOLDING: Creditors Must File Claims by January 27
-----------------------------------------------------
JSC Kkm Holding is currently undergoing liquidation.  Creditors
have until January 27, 2010, to submit proofs of claim to:

         Dostyk Ave. 172
         Almaty
         Kazakhstan


PREDGORNENSKAYA NEFTEBAZA: Creditors Must File Claims by Feb. 2
---------------------------------------------------------------
Creditors of LLP Predgornenskaya Neftebaza have until February 2,
2010, to submit proofs of claim to:

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

The court commenced bankruptcy proceedings against the company on
November 13, 2009.


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


GLOBAL TRANS: Creditors Must File Claims by February 2
------------------------------------------------------
LLC Global Trans is currently undergoing liquidation.  Creditors
have until February 2, 2010, to submit proofs of claim to:

         Repin Str. 265
         Bishkek
         Kyrgyzstan
         Tel: (+996 312) 31-61-77


INTERNATIONAL TRADE: Creditors Must File Claims by February 2
-------------------------------------------------------------
LLC International Trade Development Company is currently
undergoing liquidation.  Creditors have until February 2, 2010, to
submit proofs of claim to:

         Vostochnaya Promzona
         Kant
         Chui
         Kyrgyzstan
         Tel: (+996 3132) 5-79-04


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


CIRSA FUNDING: Moody's Assigns 'B3' Rating on Senior Secured Notes
------------------------------------------------------------------
Moody's Investors Service has assigned a provisional (P)B3
instrument rating to the new 9.25% senior secured notes due 2020
to be issued by Cirsa Funding Luxembourg S.A., a wholly-owned
subsidiary of Cirsa Gaming Corporation S.A.  This follows Cirsa's
announcement on January 7 that it was launching an offer to
exchange existing EUR230 million of senior unsecured bonds due
2012 and EUR270 million senior unsecured bonds due 2014 for new
senior secured notes due 2020.  At the same time, Moody's has
placed ratings on the existing senior unsecured bonds on review
for possible downgrade while the outcome of the exchange and final
mix of securities is pending and Moody's determines the structural
implications of the exchange.  Cirsa's corporate family rating and
probability of default rating remain unchanged at this stage.

Upon a successful conclusion of the transaction, Moody's would
expect to affirm Cirsa's CFR and PDR and would, in all
probability, expect to downgrade existing instrument ratings by
one notch.  The outlook on the ratings could eventually be
stabilized if, among other things, liquidity and operating
performance concerns are sufficiently addressed.

Moody's notes that acceptance of the exchange offer involves
agreement to a consent solicitation that eliminates substantially
all of the restrictive covenants and non-payment events of default
in the existing 2012 and 2014 indentures: upon a successful
exchange (over 50.1% acceptances under each of the 2012 and 2014
bonds), non-consenting bondholders will only be indirectly
protected by the terms of the new 2020 bonds, although they will
still benefit from their respective existing guarantee packages.

The ratings affected by the rating action are:

  -- the B2 rating of the EUR270 million 8.75% senior notes due
     2014 issued by Cirsa Finance Luxembourg S.A. placed on review
     for downgrade

  -- the B3 rating of the EUR230 million 7.875% senior notes due
     2012 issued by Cirsa Capital Luxembourg S.A. placed on review
     for downgrade

  -- the (P) B3 rating of the new 9.25% senior secured notes due
     2020 to be issued by Cirsa Funding Luxembourg S.A.
     provisionally assigned

The last rating action was implemented on April 7, 2009, when
Moody's changed the outlook on Cirsa's ratings to negative from
stable.

Headquartered in Terrassa, Spain, Cirsa is a leading Spanish
gaming company with substantial operations in Italy and Latin
America.  In the nine months to end-September 2009, Cirsa reported
gross operating revenues of c. EUR1.2 billion and EBITDA of
EUR157 million.


CIRSA FUNDING: S&P Assigns 'B+' Rating on EUR600 Mil. Bonds
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'B+' long-term issue rating to the proposed up to EUR600 million
secured bonds maturing in January 2020 to be issued by Cirsa
Funding Luxembourg S.A., a newly formed, fully owned finance
subsidiary of Spain-based Cirsa Gaming Corp. S.A.(B+/Stable/--).
At the same time, Standard & Poor's has assigned a recovery rating
of '4' to this debt, reflecting its expectations of average (30%-
50%) recovery for creditors in the event of a payment default.
The issue rating is the same as the corporate credit rating on
Cirsa.

S&P understands that the proposed voluntary bond exchange offer
and associated consent solicitation to amend the indentures of the
existing unsecured bonds will only proceed if a majority of the
2012 and 2014 bondholders accept both the offer and the consent
solicitation.  S&P would withdraw the rating on the new debt in
the event of noncompletion of the offer.

The issue ratings on the existing senior unsecured EUR500 million
bonds -- comprising EUR230 million bonds due 2012 issued by Cirsa
Capital Luxembourg S.A. and EUR270 million bonds due 2014 issued
by Cirsa Finance Luxembourg S.A. -- are unchanged at 'B+', in line
with the corporate credit rating on Cirsa.  The recovery rating on
these issues is also '4', indicating S&P's expectation of average
(30%-50%) recovery in the event of payment default.

Cirsa plans to exchange the EUR600 million new bonds for the
existing EUR500 million bonds and, with the balance, repay
existing short-term bank debt and fund transaction costs.

S&P understands that the proposed 2020 bonds will be secured by
pledges over 85.71% of the shares of Cirsa International Gaming
Corporation, S.A. and 85.71% of the shares of Cirsa Slots
Corporation, S.L.  Moreover, they will benefit from some
operating-company guarantees representing 45% of Cirsa's
consolidated EBITDA for the 12 months ended Sept. 30, 2009.  The
guarantees consist of the same guarantees as those for the 2012
bonds (except for Juegomatic and Casino la Toja, which are not
fully owned by Cirsa), as well as some additional ones from
Cirsa's Italian and Panamanian subsidiaries.  The 2014 bonds
benefit from operating-company guarantees representing 48% of
Cirsa's consolidated EBITDA for the 12 months ended Sept. 30,
2009.  These guarantees consist of the same guarantees as those
for the 2012 bonds, and additional guarantees from the Argentinean
subsidiary (representing 13% of Cirsa's EBITDA for the 12 months
ended Sept. 30, 2009).

"We see some risk that the differences between the different
bonds' guarantors and security packages could complicate
enforcement or restructuring efforts," said Standard & Poor's
recovery analyst Florence Devevey.

For the purpose of its analysis, however, S&P considers the
proposed secured bonds to effectively rank pari passu with the
existing unsecured bonds.  S&P views the security package of the
proposed bonds as weak, and have, consequently, attributed more
weight in S&P's analysis to the operating company guarantees.  In
addition, the reliance on Latin American assets gives rise to
additional valuation and insolvency regime uncertainties in its
opinion.

The new EUR25 million revolving credit facility, which S&P
understands should be borrowed by parent company Cirsa, mature in
April 2012 (and can be extended to 2014 under certain conditions),
and be undrawn at the close of the bond issuance.  It is to be
secured by pledges over 14.29% of the shares of Cirsa
International Gaming Corporation, S.A. and 14.29% of the shares of
Cirsa Slots Corporation, S.L., and is to benefit from operating-
company guarantees similar to those of the proposed bond issue.
As per the terms of the intercreditor agreement among the various
parties involved in Cirsa's financing, the RCF will rank ahead of
all of the bonds on enforcement.

The proposed bonds have incurrence-based covenants, in particular
a 2.25x fixed-charge coverage ratio limit for additional debt
incurrence (versus 2.5x and 3.0x in the existing bond indentures
for the 2012 and 2014 bonds, respectively).  However, these
covenants will not prevent Cirsa from raising, in particular, up
to EUR100 million of additional credit facilities, up to EUR25
million of additional capital leases, up to EUR50 million of
indebtedness in permitted joint ventures, or a general basket of
up to EUR75 million.

Concurrently with the bond exchange offer, Cirsa has launched a
consent solicitation process to amend the indentures of its
existing bonds.  The consent solicitation requires majority
agreement from bondholders of both existing issues.  The effect of
the proposals outlined would be to remove a number of important
structural protection measures, including limitations on group and
restricted-subsidiary indebtedness, liens, asset sales, sale and
leasebacks, and dividends, as well as remove protective measures
requiring the issuer to repurchase the bonds at 101% of principal
in the event of a future change of control.

                         Recovery Analysis

Given Cirsa's leading market positions, S&P has valued it on a
going-concern basis.  S&P deem this valuation method as more
appropriate than a liquidation valuation given the high regulatory
barriers to entry and the business' cash-generative
characteristics.

S&P has simulated a default in 2011, at which point S&P forecast
that EBITDA will have declined by 45% since year-end 2008, to
about EUR105 million.

S&P has valued the business using a combination of discounted cash
flow and market multiple valuations to incorporate S&P's view on
both the group's stressed performance and sector dynamics.
Consequently, S&P estimate Cirsa's enterprise value at the
simulated point of default to be about EUR560 million, which
corresponds to a blended enterprise-value-to-EBITDA multiple of
5.3x.

"We note that the material exposure to Latin American countries --
about 40% of Cirsa's 2008 consolidated EBITDA -- could make S&P's
valuation estimate volatile and complicate enforcement proceedings
over the related assets," said Ms. Devevey.

S&P estimate recovery prospects for the pari passu bondholders
in the 30%-50% range (hence its recovery rating of '4'), after
considering other pari passu obligations (in particular, the
bilateral bank lines sitting at the level of various bonds'
guarantors) and deducting priority liabilities of about
EUR250 million; the latter consist of enforcement costs and
priority debt (in particular, the bilateral bank lines sitting at
the operating companies that are not guarantors, as well as the
super senior RCF).

                           Ratings List

                         Not Rated Action

                     Cirsa Gaming Corp. S.A.

             Corporate credit rating     B+/Stable/--

    Cirsa Finance Luxembourg S.A./Cirsa Capital Luxembourg S.A.

                  Senior unsecured     *      B+
                   Recovery rating            4

                         Ratings Assigned

                  Cirsa Funding Luxembourg S.A.

                  Senior secured*             B+
                   Recovery rating            4

              * Guaranteed by Cirsa Gaming Corp. S.A.


ORCO PROPERTY: Investor Files Suit Over Handling of Bankruptcy
--------------------------------------------------------------
Stephanie Bodoni at Bloomberg News reports that Orco Property
Group SA's British Virgin Islands-based investor Carilo Ltd. on
Jan. 8 filed a criminal lawsuit in Luxembourg challenging the
company's handling of its French bankruptcy case.

Orco, which has most of its business in central Europe,
"manifestly" tried to deprive shareholders of their rights by
entering into the French safeguard process, Carilo said in the
20-page lawsuit, according to Bloomberg.  "The management of Orco
Property Group gave in to a number of practices" after the
company's financial problems worsened, "whose legality is doubtful
and with the sole goal to continue drawing personal profits from
the funds while the market conditions didn't allow this anymore."

Bloomberg relates the shareholder accused the company of trying to
escape Luxembourg law "at any price" and of a "desire to create
uncertainty as to what law should govern in this case."

Bloomberg recalls Luxembourg-based Orco won a six-month court
protection in Paris in March 2009 to allow the company to restore
its financial health while blocking any repayment obligations to
creditors.  The so-called safeguard process, known in France as
sauvegarde, has been extended once for Orco, Bloomberg notes.

Orco Property Group SA -- http://www.orcogroup.com/-- is a
Luxembourg-based real estate company, specializing in the
development, rental and management of properties in Central and
Eastern Europe.  Through its fully consolidated subsidiaries, Orco
Property Group SA operates in several countries, including the
Czech Republic, Slovakia, Germany, Hungary, Poland, Croatia and
Russia.  The Company rents and manages real estate and hotels
properties composed of office buildings, apartments with services,
luxury hotels and hotel residences; it also develops real estate
projects as promoter.


===========
P O L A N D
===========


TOWARZYSTWO UBEZPIECZEN: Fitch Puts 'BB' Rating on Evolving Watch
-----------------------------------------------------------------
Fitch Ratings has placed the respective 'BB' Insurer Financial
Strength ratings of Towarzystwo Ubezpieczen EUROPA SA and
Towarzystwo Ubezpieczen na Zycie EUROPA SA, its wholly-owned
subsidiary, on Rating Watch Evolving.  Fitch has simultaneously
placed both companies' National IFS ratings of 'BBB(pol)' on RWE.
The two companies form the Polish-based EUROPA Group.

The RWE reflects Fitch's rating action on Getin Noble Bank, a
related bank in which Europa has a high concentration of its
invested assets.  The agency assigned GNB a Long-term Issuer
Default Rating of 'BB' and placed it on RWE on January 7, 2009.

Fitch previously noted the strong ties that existed between Europa
and two related banks, Getin Bank and Noble bank, which have now
merged into the newly-created entity GNB.  The agency believes
that following the merger, these strong ties will remain, in
particular through the high level of exposure of Europa's
investment portfolio to GNB (over 70% of total invested assets),
GNB's minority ownership in EUROPA, and EUROPA's high reliance on
GNB for distribution of its products.

The RWE will be resolved once Fitch has resolved the RWE with
respect to GNB.  While the concentration of Europa's investment
portfolio in GNB assets remains at the current high levels,
EUROPA's ratings will remain strongly linked to GNB's rating.

Europa Group is 20% owned by GNB, with the majority of the
remainder owned by Getin Holding SA, a Polish financial group
quoted on the Warsaw Stock Exchange.  Polish businessman Leszek
Czarnecki holds 55.54% of Getin Holding SA.  Europa Group
specializes in insurance products targeted at the Polish financial
sector (bancassurance), with a particular focus on mortgage loan
insurance and life savings products.


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


ROSAVIA: Aeroflot Officials to Discuss Possible Acquisition
-----------------------------------------------------------
Anastasia Ustinova at Bloomberg News reports that Russia may
combine state aviation assets under OAO Aeroflot, the country's
largest airline, as the government seeks to help the industry
recover from the worst economic slump on record.

Aeroflot officials will discuss the possible acquisition of
Rosavia, an airline group controlled by Russian Technologies
Corp., with First Deputy Prime Minister Igor Shuvalov on Jan. 30,
Bloomberg says citing Valery Kartavtsev, a spokesman for the state
company.

Acquiring Rosavia would allow Aeroflot "to strengthen its
leadership on the market significantly," VTB Capital analysts led
by Elena Sakhnova wrote in a research note Monday, according to
Bloomberg.  Still, "taking over Rosavia with its large debt burden
and near-bankrupt small airlines does not sound in the company's
and shareholders' best interests."

Bloomberg recalls Rosavia was created out of regional carriers to
compete with Aeroflot in 2008 as rising fuel prices cut into
profits and the economic crisis damped sales.


UC RUSAL: Lenders Support Pay Package for CEO Oleg Deripaska
------------------------------------------------------------
John Duce at Bloomberg News reports that United Co. Rusal Ltd.
said lenders supported a pay package for Chief Executive Officer
Oleg Deripaska that includes an annual base salary of
US$10 million.

Bloomberg relates Oleg Mukhamedshin, deputy chief executive
officer of capital markets, said at a press briefing in Hong Kong
Monday lenders want to retain Mr. Deripaska.

According to Bloomberg, the basic annual pay for Mr. Deripaska,
41, is about five times more than the comparable compensation for
the CEO of BHP Billiton Ltd., the world's largest mining company.

                               IPO

As reported by the Troubled Company Reporter-Europe on Jan. 4,
2010, Rusal plans to to raise as much as HK$20.1 billion
(US$2.6 billion) in a Hong Kong initial public offering.  Citing a
statement filed to the city's stock exchange Dec. 31, Bloomberg
disclosed the company, will sell 1.61 billion shares at HK$9.10 to
HK$12.50 each.  According to Bloomberg, it is offering a stake of
about 10.6% in the form of shares and global depositary receipts.
Bloomberg said the offering, delayed by regulators at least twice
on concern about the company's debt, would give Rusal a market
value of as much as US$24.4 billion, similar to Aluminum Corp. of
China Ltd.

"The group intends to use all the net proceeds received from the
global offering to immediately reduce outstanding debt and to
satisfy other obligations to its creditors," the company said in
the statement, according to Bloomberg.

Bloomberg recalled Rusal's debt almost doubled last year after
buying a quarter of OAO GMK Norilsk Nickel before commodity prices
collapsed.  It reached agreements with creditors earlier this year
to restructure US$16.8 billion of obligations, cutting debt to
US$14.9 billion, Bloomberg recounted.

                      About United Co. Rusal

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


===========
S W E D E N
===========


GENERAL MOTORS: To Continue with Saab Wind-Down Process
-------------------------------------------------------
Jeff Green and Ola Kinnander at Bloomberg News report that General
Motors Co. said that none of the offers it has received so far for
Saab presents an attractive alternative to shutting the unit and
that it will continue the process of closing the Swedish carmaker.

According to Bloomberg, GM Vice Chairman Bob Lutz said that
negotiations stemming from some Saab offers "might" be enough to
reverse Detroit-based GM's decision to close the Trollhaettan,
Sweden-based carmaker.  He said GM still hopes it will find a
buyer who makes a good enough offer, Bloomberg notes.

"The wind-down process can be reversed at any point if somebody
comes in with an offer that we feel would be genuinely better than
the wind-down alternative," Bloomberg quoted Mr. Lutz as saying.

Bloomberg recalls Luxembourg-based private-equity firm Genii
Capital submitted a cash offer for Saab on Jan. 7.  Dutch supercar
maker Spyker Cars NV also submitted an offer, a revision of its
Dec. 20 bid, Blomberg recounts.  Other bidders include a group
headed by Jan Nygren, a former Swedish deputy prime minister, and
an investor group headed by Merbanco Inc. President Chris
Johnston, Bloomberg discloses.

Bloomberg relates Spyker Cars NV Chief Executive Officer Victor
Muller said GM's statement that it will continue to work on
shutting Saab while evaluating bids is "no deviation" from its
earlier position.

                       About General Motors

General Motors Company -- http://www.gm.com/-- is one of the
world's largest automakers, tracing its roots back to 1908.  With
its global headquarters in Detroit, GM employs 209,000 people in
every major region of the world and does business in some 140
countries.  GM and its strategic partners produce cars and trucks
in 34 countries, and sell and service these vehicles through these
brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, Opel,
Vauxhall and Wuling.  GM's largest national market is the United
States, followed by China, Brazil, the United Kingdom, Canada,
Russia and Germany.  GM's OnStar subsidiary is the industry leader
in vehicle safety, security and information services.

GM acquired its operations from General Motors Company, n/k/a
Motors Liquidation Company, on July 10, 2009, pursuant to a sale
under Section 363 of the Bankruptcy Code.  Motors Liquidation or
Old GM is the subject of a pending Chapter 11 reorganization case
before the U.S. Bankruptcy Court for the Southern District of New
York.

At September 30, 2009, GM had US$107.45 billion in total assets
against US$135.60 billion in total liabilities.

                   About Motors Liquidation

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)


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


NAFTOGAZ OF UKRAINE: On Brink of Default, Presidential Envoy Says
-----------------------------------------------------------------
RIA Novosti reports that Bohdan Sokolovskiy, the Ukrainian
president's energy security envoy, said on Monday that there is a
threat of a default by Naftogaz in 2010.

According to RIA Novosti, Mr. Sokolovskiy said Naftogaz would have
to pay around US$10 billion for Russian natural gas to be supplied
to the ex-Soviet republic in 2010 while the Ukrainian energy
company's budget deficit this year was expected at US$4 billion,
even despite reduced gas imports from Russia.

                  About NJSC Naftogaz of Ukraine

Headquartered in Kiev, Ukraine, NJSC Naftogaz of Ukraine --
http://www.naftogaz.com/-- is a vertically integrated oil and gas
company engaged in full cycle of operations in gas and oil field
exploration and development, production and exploratory drilling,
gas and oil transport and storage, supply of natural gas and LPG
to consumers.

                          *     *     *

As reported by the Troubled Company Reporter-Europe on Nov. 18,
2009, Fitch Ratings affirmed NJSC Naftogaz of Ukraines' long-term
foreign currency and local currency issuer default ratings at
'CCC'.  The outlook is negative.


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


LEHMAN BROTHERS: Pickens' BP Capital Sells US$42M of Claims to RBS
------------------------------------------------------------------
Two people familiar with the matter told Bloomberg News last week
that billionaire energy investor T. Boone Pickens sold US$42
million of claims he held against Lehman Brothers Holdings Inc. to
Royal Bank of Scotland Plc.

The sources told Bloomberg the claims were held by Mr. Pickens,
81, and his BP Capital LLC.  According to Bloomberg, the sources
asked not to be identified because the transaction is private.
Bloomberg says Jay Rosser, a spokesman for BP Capital based in
Dallas, confirmed the claims had been sold.

Bloomberg notes that creditors have made about $830 billion in
claims against Lehman.

                            About RBS

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

                          *     *     *

As reported by the Troubled Company Reporter-Europe on Dec. 22,
2009, Fitch Ratings upgraded The Royal Bank of Scotland Group's
(RBS Group) and The Royal Bank of Scotland's Individual Ratings to
'D/E' from 'E' and removed the Rating Watch Positive.  The upgrade
of the Individual Ratings reflects improvements in the group's
capital combined with some progress in restructuring the balance
sheet.

                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

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

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

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

The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.

              International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


MANCHESTER UNITED: Confirms Bond Issue, Incurs GBP35M Hedging Loss
------------------------------------------------------------------
Roger Blitz and Anousha Sakoui at The Financial Times report that
Manchester United confirmed it was launching an issue of seven-
year bonds to raise GBP500 million to restructure its finances.

According to the FT, the new issue of bonds, which are understood
to be secured against most of its assets, will replace GBP400
million of senior ranking debt and GBP100 million of second
ranking loans.

The FT says the bond issue will give the family of Malcolm Glazer,
the US sports franchise owner who bought the club in 2005 in a
GBP790 million deal, greater flexibility over its finances.

The restructuring will enable the Glazer family to repay so-called
payment-in-kind notes -- a debt instrument that allows borrowers
to roll over cash interest payments -- taken out to buy the club,
the FT states.  The amount owed under the PIK notes, which carry
an interest rate of 14.25%, has risen to GBP202 million, the FT
notes.

                             Hedging Loss

Manchester United, the FT discloses, had incurred losses of GBP35
million on derivative trades designed to hedge against rising
interest rates, more than twice as much as it spent on an
individual player in the last transfer season.  The FT relates the
club made net interest payments of GBP41.9 million to service its
GBP500 million of senior loans.

                                Profit

The GBP80 million sale of Cristiano Ronaldo to Real Madrid in
summer 2009 helped the club bounce back from a pre-tax loss of
GBP21.4 million in 2008 to a GBP48.2 million profit in 2009, the
FT notes.

Manchester United Limited -- http://www.manutd.com/-- operates
Manchester United Football Club, one of the most popular and
successful soccer teams in the world.  Man U is currently the top
soccer team the UK's Premier League, boasting 18 championships and
11 FA Cup titles. Manchester United generates revenue primarily
through ticket sales at venerable Old Trafford stadium, as well as
through broadcasting rights and sales of Red Devils merchandise.
Man U was founded as Newton Heath in 1878 before changing its name
in 1902.  It is owned by American tycoon Malcolm Glazer, whose
holdings include the Tampa Bay Buccaneers NFL team and a majority
stake in Zapata.


NORTHERN ROCK: Moody's Affirms 'Ca' Ratings on Tier 2 Notes
-----------------------------------------------------------
Moody's Investors Service upgraded the senior unsecured debt and
deposit ratings of Northern Rock Asset Management (previously
Northern Rock plc) to Aa3 from A2 following the completion of the
restructuring of Northern Rock plc on January 1, 2010, into two
separate entities: Northern Rock plc and NRAM.  The outlook on the
senior ratings was changed from developing to stable and the
short-term ratings were affirmed at P-1.  In the same rating
action, the Ca ratings of lower tier 2 subordinated instruments
were affirmed with a negative outlook, while the junior
subordinated debt ratings were downgraded from Ca to C with a
stable outlook; the preference share ratings of C were affirmed
with a stable outlook.  The E bank financial strength rating
previously assigned to Northern Rock plc was withdrawn as NRAM
will not be a licensed deposit taker and will not engage in
lending activities.  Moody's has not assigned ratings to the "new
bank" Northern Rock plc.

The restructuring of the old Northern Rock plc to which Moody's
ratings were previously assigned has created two separate
organizations: a new savings and mortgage bank which will retain
the name Northern Rock plc and will hold GBP10 billion of
mortgages and GBP19 billion of savings transferred from the old
bank; and NRAM which will hold all the unsecured liabilities of
the old Northern Rock, the government loan and subordinated debts
as well as the remaining mortgage book not transferred to Northern
Rock plc (the new bank).  NRAM will also retain the interest in
those mortgages allocated to the Granite securitization and
covered bond programs (approximately GBP50 billion).

Moody's said that the key drivers for the upgrade of the senior
unsecured long term ratings of NRAM were: 1) the final approval by
the European Commission of the UK government guarantee which
covers all unsubordinated and unsecured wholesale debt and
deposits of NRAM, 2) the 100% government ownership of NRAM, and 3)
the substantial liquidity provided by the government for the
payment of senior obligations.

Commenting on the rating action, Marjan Riggi, Senior Credit
Officer at Moody's said, "that the guarantee in its final form
lacks some of the criteria for Moody's to consider it a full
credit substitution vis--vis the Aaa rating of the UK government;
for example, the guarantee does not explicitly mention that it is
an "unconditional and irrevocable" obligation of the UK government
which precludes the guaranteed senior debt from being rated at the
same level as the UK government.  Nonetheless, Moody's believe
that the senior creditors benefit from a very high level of
support from the UK government ownership of NRAM as well as
Moody's understanding regarding the ample liquidity provided to
them through a credit facility by the Bank of England for all
senior obligations.  The ratings also take into account the risk
that NRAM may be sold at some point in the future to a third party
and that the form of the guarantee could be subject to change by
legislation as it is written under a "public law" contract--though
Moody's believe that while NRAM is in government ownership this
risk is minimal.

Moody's further commented that the change of outlook to stable
from developing reflects the final approval of the government
guarantee for senior unsecured obligations of NRAM and their
direct link to the stable outlook on the UK government debt.

The downgrade of junior subordinated debt to C incorporate Moody's
expectation of lower recoveries for these instruments relative to
lower tier 2 securities because their coupons have been suspended
indefinitely and the fact that they are fully loss absorbing while
NRAM is in receipt of State Aid.  Specifically, Moody's note that
the assets remaining to satisfy these obligations include the
higher risk mortgages remaining in NRAM with substantial arrears
and for which Moody's expect higher losses than previously
estimated for the old Northern Rock.  This should further limit
the amounts available to satisfy these subordinated obligations
after payments due to all other secured and unsecured creditors.

Moody's last rating action on Northern Rock was on March 31, 2009
when the BFSR was downgraded to E from E+ and the senior long term
and short term ratings of A2/P-1 were affirmed.

These specific entities or debt categories are not covered by this
press release:

* Covered bonds issued by Northern Rock
* Mortgage-backed securities issued by the Granite Master Trust

Headquartered in Newcastle-upon-Tyne, Northern Rock (Asset
Management) had total assets of GBP50 billion as of January 1,
2010.


ROYAL BANK: Buys BP Capital's US$42MM Claim in Lehman Brothers
--------------------------------------------------------------
Two people familiar with the matter told Bloomberg News last week
that billionaire energy investor T. Boone Pickens sold US$42
million of claims he held against Lehman Brothers Holdings Inc. to
Royal Bank of Scotland Plc.

The sources told Bloomberg the claims were held by Mr. Pickens,
81, and his BP Capital LLC.  According to Bloomberg, the sources
asked not to be identified because the transaction is private.
Bloomberg says Jay Rosser, a spokesman for BP Capital based in
Dallas, confirmed the claims had been sold.

Bloomberg notes that creditors have made about US$830 billion in
claims against Lehman.

                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

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

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

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

The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.

              International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)

                            About RBS

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

                          *     *     *

As reported by the Troubled Company Reporter-Europe on Dec. 22,
2009, Fitch Ratings upgraded The Royal Bank of Scotland Group's
(RBS Group) and The Royal Bank of Scotland's Individual Ratings to
'D/E' from 'E' and removed the Rating Watch Positive.  The upgrade
of the Individual Ratings reflects improvements in the group's
capital combined with some progress in restructuring the balance
sheet.


VIRGIN MEDIA: To Issue US$1 Billion in Secured Bonds
----------------------------------------------------
Ben Fenton and Anousha Sakoui at The Financial Times report that
Virgin Media is to issue US$1 billion (GBP629 million, EUR689
million) in secured bonds as the first step in the refinancing of
its main bank debt on terms similar to its existing credit.

According to the FT, people with knowledge of the negotiations
said the issue is expected to be arranged by JP Morgan and Goldman
Sachs and has an eight-year maturity.

The FT says it will offer greater flexibility to the company,
which was facing repaying GBP3.1 billion in 2012.  Virgin Media
has a total debt burden of more than GBP4 billion, the FT notes.

The money will be used to repay its senior bank debt, which in
turn carries covenants and restrictions that bonds do not, the FT
discloses.

The FT relates the person familiar with the move said that Virgin
Media wanted to get terms as close as possible to its existing
bank debt while simultaneously putting off the time when it had to
repay its creditors.  The bonds, secured on Virgin Media's assets,
would stand in line at an equal point with the bank debt they
replaced in terms of repayment in the event of the company's
default, the FT states.

The FT recalls Virgin Media became a heavily-indebted company
because of the level of its investment in high-speed broadband as
it tried to compete with the other pay-television giant of the UK,
British Sky Broadcasting.

                        About Virgin Media

Headquartered in London, England, Virgin Media Inc.
(NASDAQ:VMED)(LSE:VMED) -- http://www.virginmedia.com/-- is a
United Kingdom-based entertainment and communications business.
Virgin Media is a residential broadband and mobile virtual network
operator, and a provider in the United Kingdom of pay television
and fixed-line telephone services.  Virgin Media manages its
business through three segments: Cable, Mobile and Content.  The
Cable segment includes the distribution of television programming
over the Company's cable network, and the provision of broadband
and fixed-line telephone services to consumers, businesses and
public sector organizations.  The Mobile segment includes the
provision of mobile telephone services under the name Virgin
Mobile to consumers over cellular networks owned by third parties.
The Company's Content segment includes the operations of its
United Kingdom television channels, such as Virgin1, Living and
Bravo's portfolio of retail television channels.  In April 2009,
Virgin Media Inc. announced that AURELIUS AG has acquired sit-up
Ltd.

                           *     *     *

As reported by the Troubled Company Reporter-Europe on Nov. 5,
2009, Fitch Ratings revised the rating Outlook on UK cable
operator Virgin Media Inc. to Positive from Stable, while
affirming the company's Long-term Issuer Default Rating at 'BB-'.
Virgin Media's Short-term IDR is affirmed at 'B'.

Fitch simultaneously affirmed Virgin Media Finance plc's and
Virgin Media Investment Holdings Limited's existing instrument
ratings as detailed at the end of this comment.  The agency
additionally assigned an expected rating of 'BB' to Virgin Media
Finance plc's proposed new 2019 senior note issuance.


VIRGIN MEDIA: Offers GBP500 Mln Senior Secured Notes Due 2018
-------------------------------------------------------------
Virgin Media Inc.'s wholly owned subsidiary Virgin Media Secured
Finance PLC intends to offer, subject to market and other
conditions, approximately GBP500 million equivalent aggregate
principal amount of senior secured notes due 2018 in a private
placement to qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended and outside the
United States to certain non-U.S. persons pursuant to Regulation S
under the Securities Act.

The notes will rank pari passu with Virgin Media's senior credit
facility and, subject to certain exceptions, share in the same
guarantees and security which has been granted in favor of its
senior credit facility.

Virgin Media intends to use the net proceeds from the notes
offering to prepay a portion of its outstanding A-A3 and B1-B6
Tranches under its senior credit facility.

                        About Virgin Media

Headquartered in London, England, Virgin Media Inc.
(NASDAQ:VMED)(LSE:VMED) -- http://www.virginmedia.com/-- is a
United Kingdom-based entertainment and communications business.
Virgin Media is a residential broadband and mobile virtual network
operator, and a provider in the United Kingdom of pay television
and fixed-line telephone services.  Virgin Media manages its
business through three segments: Cable, Mobile and Content.  The
Cable segment includes the distribution of television programming
over the Company's cable network, and the provision of broadband
and fixed-line telephone services to consumers, businesses and
public sector organizations.  The Mobile segment includes the
provision of mobile telephone services under the name Virgin
Mobile to consumers over cellular networks owned by third parties.
The Company's Content segment includes the operations of its
United Kingdom television channels, such as Virgin1, Living and
Bravo's portfolio of retail television channels.  In April 2009,
Virgin Media Inc. announced that AURELIUS AG has acquired sit-up
Ltd.

                           *     *     *

As reported by the Troubled Company Reporter-Europe on Nov. 5,
2009, Fitch Ratings revised the rating Outlook on UK cable
operator Virgin Media Inc. to Positive from Stable, while
affirming the company's Long-term Issuer Default Rating at 'BB-'.
Virgin Media's Short-term IDR is affirmed at 'B'.

Fitch simultaneously affirmed Virgin Media Finance plc's and
Virgin Media Investment Holdings Limited's existing instrument
ratings as detailed at the end of this comment.  The agency
additionally assigned an expected rating of 'BB' to Virgin Media
Finance plc's proposed new 2019 senior note issuance.


                            *********

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 2010.  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,
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                 * * * End of Transmission * * *