TCREUR_Public/100115.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

           Friday, January 15, 2010, Vol. 11, No. 010

                            Headlines



B U L G A R I A

INVESTBANK AD: Moody's Withdraws 'E+' Bank Strength Rating


D E N M A R K

* DENMARK: Moody's Lowers Ratings on 11 Notes Issued in Six CDOs


F R A N C E

SGD GROUP: Oaktree Capital Nears Takeover Deal


G E R M A N Y

BAYERISCHE LANDESBANK: Expands Probe Into Hypo Alpe-Adria Purchase
BLUE WINGS: Suspends Flights Over Financial Difficulties
GENERAL MOTORS: Opel Board to Unveil New Management Team
HEIDELBERGCEMENT AG: S&P Raises Corporate Credit Rating to 'BB-'
KABEL DEUTSCHLAND: Asks More Funds From Creditors for Acquisitions

KABEL DEUTSCHLAND: Fitch Views Maturity Extension as Positive


I R E L A N D

3G: May Be Placed in Examinership; Seeks Potential Investors
ARDAGH GLASS: Moody's Assigns (P)'B3' Rating on EUR180 Mil. Notes
ARDAGH GLASS: S&P Assigns 'B' Rating on EUR180 Mil. Senior Notes
EDUCATION MEDIA: Seeks Lenders' Nod for Restructuring Proposal
RAGGEDY ANNIE: Creditors Meeting Scheduled for January 25


N E T H E R L A N D S

UPCB FINANCE: Moody's Assigns (P)'Ba3' Rating on EUR500 Mil. Notes
UPCB FINANCE: S&P Assigns 'B+' Rating on EUR500 Mil. Senior Notes


R U S S I A

AVTOVAZ OAO: To Increase Output in 2010 to 446,000 Vehicles


U N I T E D   K I N G D O M

AEROMOBILE: In Administration; Norway's Telenor Mulls Bid
CARILLON LTD: S&P Reinstates 'CC' Rating on Class A-1 Notes
LADBROKES PLC: CEO Chris Bell to Step Down This Summer
ROYAL BANK: Committed Deceit on Enron Loan, Raiffeisen Alleges
TATA STEEL: Won't Shut Down Corus TCP Plant; About 120 Jobs Saved

WELSH COUNTRY: To Cut 220 Jobs Following Drop in Lamb Demand
WHITE BUILDING: In Administration; 180 Jobs Affected

* UK: Print Sector Has Fourth Highest Insolvency Rate in 2009


X X X X X X X X

* BOOK REVIEW: Taking America - How We Got from the First Hostile




                         *********



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


INVESTBANK AD: Moody's Withdraws 'E+' Bank Strength Rating
----------------------------------------------------------
Moody's Investors Service has withdrawn the ratings of Commercial
Bank Investbank AD for business reasons.  This action was taken
with the consent of both parties and does not reflect a change in
the bank's creditworthiness.

These ratings were withdrawn:

* Bank financial strength rating: E+ (stable outlook)

* Long-term and short-term local and foreign currency deposit
  ratings: B2/Not Prime (stable outlook)

Moody's previous rating action on Ibank was on October 10, 2007,
when it changed the long-term and short-term local and foreign
currency deposit ratings of the bank to B2/Not Prime from B3/Not
Prime.  In the same rating action, the rating agency also affirmed
the BFSR at E+.  All ratings have a stable outlook.

Ibank is headquartered in Sofia (Bulgaria) and had consolidated
total assets of BGN1.148 billion (EUR587 billion) as at the end of
September 2009.


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D E N M A R K
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* DENMARK: Moody's Lowers Ratings on 11 Notes Issued in Six CDOs
----------------------------------------------------------------
Moody's Investors Service has downgraded these 11 notes issued in
six Scandinavian CDOs between 2004 and 2007:

Issuer: Mare Baltic PCC Limited Series 2004-1 (ScandiNotes II)

  -- DKK 728,375,000 (currently DKK 152,675,000), Class A 3%
     Limited Recourse Secured Senior Notes due 2009/2012,
     Downgraded to Ca; previously on March 23, 2009 Downgraded to
     B2 and Placed Under Review for Possible Downgrade

Issuer: Mare Baltic PCC Limited - Series 2005-1

  -- EUR201,600,000 (currently EUR 196,868,600), Class A Floating
     Rate Limited Recourse Secured Asset Backed Notes due
     2010/2015, Downgraded to Caa2 and Remains On Review for
     Possible Downgrade; previously on March 25, 2009 Downgraded
     to Ba2 and Remained On Review for Possible Downgrade

Issuer: Mare Baltic 2006-1

  -- EUR170,011,000 Class A Floating Rate Limited Recourse Secured
     Asset Backed Notes due 2011/2014, Downgraded to Ba1 and
     Remains On Review for Possible Downgrade; previously on
     March 23, 2009 Downgraded to Aa1 and Placed Under Review for
     Possible Downgrade

  -- DKK 878,012,000 (currently DKK 727,400,000) Class B 3%
     Limited Recourse Secured Asset Backed Notes due 2010/2015,
     Downgraded to Ca; previously on Mar 23, 2009 Downgraded to
     Caa2 and Remained On Review for Possible Downgrade

Issuer: ScandiNotes Five p.l.c.

  -- DKK 218,100,000 Class A Floating Rate Limited Recourse
     Secured Senior Notes due 2012/2015, Downgraded to Baa1 and
     Remains On Review for Possible Downgrade; previously on
     March 23, 2009 Downgraded to Aa2 and Placed Under Review for
     Possible Downgrade

  -- DKK 672,000,000 Class B Floating Rate Guaranteed Limited
     Recourse Secured Senior Notes due 2012/2015, Underlying
     Rating: Downgraded to B1 and Remains On Review for Possible
     Downgrade; previously on March 23, 2009 Downgraded to Baa3
     and Remained On Review for Possible Downgrade

  -- DKK 417,900,000 Class C 4% Guaranteed Limited Recourse
     Secured Mezzanine Notes due 2012/2015, Underlying Rating:
     Downgraded to Caa3 and Remains On Review for Possible
     Downgrade; previously on March 23, 2009 Downgraded to B3 and
     Remained On Review for Possible Downgrade

Kalvebod plc - Series 4

  -- Series 4 EUR82,875,680 Class A floating rate secured senior
     notes due 2015, downgraded to Ba1 and remains on review for
     possible downgrade; previously on 20 March 2009 downgraded to
     Baa2 and remained on review for possible downgrade

  -- Series 4 DKK463,165,120 Class B fixed/floating rate secured
     mezzanine notes due 2015, downgraded to Caa2 and remains on
     review for possible downgrade; previously on 20 March 2009
     downgraded to B3 and remained on review for possible
     downgrade

Amalie I Limited

  -- EUR94 million Series 1 Tranche A floating rate secured senior
     notes due 2015, downgraded to Ba1 and remains on review for
     possible downgrade; previously on 20 March 2009 downgraded to
     A3 and placed under review for possible downgrade

  -- EUR38 million Series 1 Tranche B floating rate secured
     mezzanine notes due 2015, downgraded to B1 and remains on
     review for possible downgrade; previously on 20 March 2009
     downgraded to Baa3 and placed under review for possible
     downgrade

  -- EUR33 million Series 1 Tranche C floating rate secured junior
     notes due 2015, downgraded to B3 and remains on review for
     possible downgrade; previously on 20 March 2009 downgraded to
     Ba2 and placed under review for possible downgrade

The transactions are all static cash CDOs referencing Scandinavian
subordinated loans, predominantly exposed to Danish commercial and
savings banks.  The portfolios only reference bank debt from the
Nordic area.  The portfolios are all concentrated, referencing a
range of 11 to 22 issuers at closing.

Moody's notes that the Class A notes of Mare Baltic PCC Limited
(ScandiNotes II) were partially redeemed in November 2009.  This
followed the decision of the majority of the underlying assets to
redeem their loans at the five-year call option and the final
exchange amount of DKK 60,700,000 paid to the Class A from the
termination of the five-year asset swap between the SPV and HSH
Nordbank.  Despite this, the outstanding portfolio of
DKK135 million is insufficient to repay the remaining Class A
notes in full.

Moody's further notes that the transition of the Class A ratings
of Mare Baltic 2006-1 was increased due to inaccurate data input
during a prior review in 2009.  If the correct data input had been
used in that review, it is likely that the modelled rating of the
Class A notes of Mare Baltic 2006-1 would have been downgraded to
roughly the single A range.  The Class B notes were not affected
by this in previous monitoring.

The downgrades reflect: (i) The defaults of Icebank and Spron in
the Mare Baltic 2005-1 portfolio.  This follows previous defaults
of Roskilde, Fionia and Egnsbank Han Herred, which are referenced
in multiple pools and reflected in the most recent rating actions
in March 2009; (ii) credit deterioration in the outstanding
portfolios; (iii) the outlook for subordinated and hybrid debt and
the application of Moody's stresses; (iv) the application of
Moody's stresses for concentrated pools with significant exposure
to credit estimates.

The credit deterioration of the portfolio, captured by ratings at
the subordinated level that can differ significantly from the
senior and deposit ratings, is reflected in the decline of the
average credit quality from investment grade, with a range of Baa1
to Baa3, to an average rating closer to B1 with no portfolio
better than Ba2.  Due to defaults in the portfolios, some notes
had already been written down, causing Moodys to apply the
recovery ratings according to its methodology "Moody's Approach To
Rating Structured Finance Securities In Default" (November 2009).

Recent developments in the Danish banking sector have highlighted
the significant correlation risk in the underlying portfolios of
these transactions.  In response to the financial crisis, the
Danish government created a support package (Bank Package I),
which guarantees depositor and senior debt, but requires each bank
covered by the scheme to pass a solvency test that specifies a
minimum level of capital.  If a bank fails this test, it is taken
over by the government-owned Financial Stability Company as part
of the guarantee of depositors and senior debt, causing the
subordinated debt, which is not covered by the scheme and
referenced by the ScandiNotes CDOs, to default.  Bank Package II
enabled Danish banks considered in the scheme to benefit from
capital support in the form of hybrid core capital and to issue
medium-term loans of up to three years under a state guarantee
until the end of 2010.  As these support schemes are intended to
be temporary, Moody's has considered the risk posed to the
outstanding pools from the withdrawal of state funding support.

The downgrades also reflect the difference in performance between
senior and more junior debt since the beginning of the crisis.
Moody's notes that it has recently revised its analytical
framework, as announced in the press release titled "Moody's
Reviews Bank Hybrids, Subordinated Debt for Downgrade" (18
November 2009).  As such, all subordinated debt instruments in the
Nordic region remain on review for possible downgrade

The underlying assets tend to be small banks, which constitute
part of a fragmented banking market in Denmark, with a few large
banks and more than 100 regional and local banks.  The rating
actions also reflect the concentration in the portfolios of these
small banks, which has exacerbated the severe impact of the
financial crisis and the weakening asset quality caused by
negative economic growth in Denmark.

Furthermore, all of the pools have significant exposure to assets
that are not publicly rated but are assessed by credit estimate.
The smallest proportion of assets assessed by credit estimate in a
pool is 55% and the largest approximately 80%.  As credit
estimates do not carry credit indicators such as ratings reviews
and outlooks, a stress of a quarter notch-equivalent assumed
downgrade was applied to each of these estimates as well as the
treatment of estimates in concentrated pools, which is described
in the report titled "Updated Approach to the Usage of Credit
Estimates in Rated Transactions" (October 2009).

Although the issuers have an economic incentive to repay the loans
at the five-year call option, Moody's also considered the
likelihood that the loans would not be redeemed at the end of
their fifth year due to financing difficulties of the underlying
banks.

The notes remain on review for downgrade as Moody's continues to
update its credit views on the underlying assets and as the
outlook for Danish banking sector remains negative.


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


SGD GROUP: Oaktree Capital Nears Takeover Deal
----------------------------------------------
Anousha Sakoui at The Financial Times reports that Oaktree
Capital, the U.S. buy-out fund that focuses on investing in
troubled companies, is set to close a deal at the end of the month
to take over SGD Group.

According to the FT, the company and its 70-bank syndicate have
agreed to a deal with Oaktree that will see the Los Angeles-
headquartered private equity firm inject EUR140 million
(US$203 million) of fresh funds and take an 80% stake in the
company's equity.  The company's shareholders, UK private equity
fund Cognetas and French fund Sagard, will lose their investments,
the FT discloses.

SGD's creditors will take a 20% stake in exchange for writing off
63% of the group's debt, reducing it to EUR225 million, the FT
notes.

The FT says of the EUR140 million, EUR100 million will be provided
in the form of a loan which will be available for seven years.
The FT recalls on December, the company secured court approval
that allowed it to give that loan priority ranking over the
remaining EUR225 million debt, which will not need to be repaid
until 2016.

SGD has struggled with its debt burden as perfume sales fell
sharply towards the end of 2008, the FT relates.

France-based SGD Group -- http://www.sgdgroup.com/-- manufactures
glass bottles for the beauty and pharmaceutical industries.


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


BAYERISCHE LANDESBANK: Expands Probe Into Hypo Alpe-Adria Purchase
------------------------------------------------------------------
Oliver Suess at Bloomberg News reports that Munich prosecutors
expanded their probe of Bayerische Landesbank's acquisition of a
majority stake in Hypo Alpe-Adria Bank International in 2007.

Bloomberg relates the prosecutors' office on Wednesday said in an
e-mailed statement the investigation now includes "additional
people" beyond former BayernLB Chief Executive Officer Werner
Schmidt and possible offenses other than breach of trust.

"No active or former supervisory board members of BayernLB are
currently subject of the probe," the statement said, according to
Bloomberg.

According to Bloomberg, Suedddeutsche Zeitung reported Hypo Alpe
Adria's former CEO Tilo Berlin is now a suspect in the probe,
Suedddeutsche Zeitung.  Bloomberg notes the newspaper said a group
of investors advised by Berlin may have illicitly made a profit of
EUR130 million (US$188 million) to EUR170 million from the
takeover.  The newspaper did not say where it got the information.

Bloomberg recalls Munich-based BayernLB wrote off its investment
in Hypo Alpe-Adria, resulting in a loss of EUR3.75 billion, on
Dec. 14.  The Austrian government nationalized Klagenfurt,
Austria-based Hypo Alpe-Adria under a rescue agreement announced
the same day, Bloomberg recounts.

Bayerische Landesbank a.k.a BayernLB -- http://www.bayernlb.de/--
acts as the principal bank to the state of Bavaria and as the
central clearing house for the 75 Bavarian sparkassen (savings
banks).  Also serving corporations, national and local
governments, financial institutions, and real estate firms, the
bank offers a variety of services, including financing, security
underwriting and trading, and risk management.  It provides retail
and private banking services for individuals through its Internet
bank, Deutsche Kreditbank, and through banking subsidiaries in
central and southeastern Europe.  BayernLB's Landesbank Saar
subsidiary (75% owned) provides financing to small and midsized
businesses in the German state of Saarland and in France.


BLUE WINGS: Suspends Flights Over Financial Difficulties
--------------------------------------------------------
Tom Lavell and Anastasia Ustinova at Bloomberg News report that
Blue Wings AG suspended flights for the second time in less than a
year, citing financial difficulties.

According to Bloomberg Blue Wings said Wednesday on its Web site
the carrier is holding a "discussion over our future economic
sustainability" and halted service at noon local time.  Bloomberg
relates the company said it is seeking a quick solution to
"momentary difficulties," and offered ticket holders a telephone
number for inquiries about reimbursement.

Bloomberg recalls the airline, founded in 2002, lost its flight
license from late March to early May because of what the LBA
German aviation regulator called "business problems."

According to Bloomberg, National Reserve Co., the holding company
of Alexander Lebedev, who has been the biggest shareholder since
2006 with a 48% stake, said Wednesday that it is asking the LBA to
intervene and that it is willing to provide more funds to revive
the carrier.

The investor wants the LBA "to help regain control, overcome
financial difficulties and restore the operations," Bloomberg
quoted National Reserve as saying in an e-mailed statement.
Following investments totaling EUR500 million (US$725 million),
the company remains "ready to provide additional financial
support, if Blue Wings staff guarantees openness and
transparency."

The LBA on Wednesday suspended Blue Wings' license following the
carrier's announcement, Bloomberg relates.

Bloomberg discloses airline spokesman Frank Lorentz said on Jan. 8
employees at Blue Wings only received half their wages for
November and weren't paid at all for December.

Blue Wings AG is a German discount airline.


GENERAL MOTORS: Opel Board to Unveil New Management Team
--------------------------------------------------------
John Reed at The Financial Times reports that the supervisory
board of General Motors Co.'s Opel unit is due to meet today to
approve a new line-up.

The FT relates Nick Reilly, GM's head of European operations, said
on Tuesday that a new management team would be announced today or
Monday that would see previously separate GM Europe and Opel
management structures merged into a single team.

"What we announce Friday or Monday will be the Opel management
team -- central positions," the FT quoted Mr. Reilly as saying.

According to the FT, Mr. Reilly said that he expected Opel's
restructuring, which requires agreement with unions on job,
production and cost cuts and a new vehicle production plan, to be
finished this month.

GM says it needs EUR3.3 billion to overhaul Opel and help fund a
new product line-up, with the amount expected to come from
European governments, workforce savings and its own funds, the FT
notes.

                       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)


HEIDELBERGCEMENT AG: S&P Raises Corporate Credit Rating to 'BB-'
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its long-
term corporate credit rating on German heavy building materials
manufacturer HeidelbergCement AG to 'BB-' from 'B+'.  At the same
time, the 'B' short-term rating on HeidelbergCement was affirmed.
The outlook is stable.

In addition, S&P raised the issue ratings on the group's senior
unsecured bonds to 'BB-' from 'B+'.  S&P also affirmed the
recovery rating of '3' on these debt instruments, indicating S&P's
expectation of meaningful (50%-70%) recovery in the event of a
payment default.  At the same time, S&P assigned an issue rating
of 'BB-', together with a recovery rating of '3', to
HeidelbergCement's proposed senior unsecured bonds for EUR650
million (five-year tenor) and EUR750 million (ten-year tenor).

"These actions follow HeidelbergCement's announcement that it will
issue EUR1.4 billion of new bonds aimed at refinancing part of the
senior bank facilities that it put in place in June 2009 and that
are due in December 2011," said Standard & Poor's credit analyst
Leigh Bailey.  "S&P believes that the proceeds of the proposed
bond issue should further improve HeidelbergCement's liquidity by
reducing the concentration of debt maturities in late 2011."

In S&P's view, HeidelbergCement's credit protection measures will
strengthen to levels in line with the rating category.  This
includes FFO to debt in the low to mid teens by the end of 2010.
S&P anticipate that HeidelbergCement will reduce its debt through
asset disposals and free cash flow.  S&P believes that cash
generation should be supported by a combination of cost savings,
stabilisation in mature markets, and, in the second half of 2010,
by the beneficial impact of the U.S. infrastructure stimulus
package.  A further strong supportive rating factor is
HeidelbergCement's substantial progress in improving its liquidity
position and significantly reducing risks relating to the
refinancing of the outstanding secured bank facilities.

S&P could revise the outlook to positive if market stabilization,
recovery, and asset disposals allowed the group to improve its
credit metrics faster than S&P anticipates.  Conversely, S&P could
revise the outlook to negative, although S&P believes this
scenario is less likely, if the group's ultimate end markets were
to weaken sufficiently to compromise free cash flow generation and
prevent debt reduction.


KABEL DEUTSCHLAND: Asks More Funds From Creditors for Acquisitions
------------------------------------------------------------------
Holger Elfes at Bloomberg News, citing Financial Times
Deutschland, reports that Kabel Deutschland GmbH is asking its
creditors if they are willing to provide EUR800 million
(US$1.16 billion) that can be used for acquisitions.

According to Bloomberg, the newspaper said 47% of the creditors
agreed to the request and the remainder can do so until Jan. 29.

Kabel Deutschland, or KDG, -- http://www.kabeldeutschland.com/--
provides digital TV and radio, Internet, and telephone connections
via cable to more than a dozen of Germany's 16 states serving
about 15 million homes.  The company also offers mobile phone
service in conjunction with partner 02 (Germany).  It carries
about 33 networks in various cable, Internet, or phone only and
bundled packages, as well as pay-per-view offerings (under the
TV/Radio banner).  Cable access accounts for about three-quarters
of KDG's revenue. Subsidiary TKS provides cable, Internet, and
phone access to NATO troops stationed in Germany.  Investment firm
Providence Equity Partners owns KDG.


KABEL DEUTSCHLAND: Fitch Views Maturity Extension as Positive
-------------------------------------------------------------
Fitch Ratings says that Kabel Deutschland's proposal to amend its
existing senior credit facilities is broadly credit neutral.  The
extension of a significant portion of its debt maturities would
reduce medium-term refinancing risk, but the positive impact of
such a move would be somewhat offset by other changes which
increase the probability of further acquisitions.

Fitch presently rates Kabel Deutschland Vertrieb und Service GmbH
& Co AG's Long-term Issuer Default Rating at 'BB-' with a Stable
Outlook.  The company's senior secured bank facilities are rated
'BB+', while the holding company Kabel Deutschland GmbH's senior
notes are rated 'BB-'.

KDG is proposing to extend the maturity of up to EUR1.3 billion of
its senior secured credit facility to March 2014.  This facility
accounts for EUR1.685 billion of KDG's bank borrowing in two
tranches of EUR1.15 billion and EUR535 million which mature in
March 2012 and March 2013 respectively.  If accepted by lenders,
the extension of a significant portion of KDG's debt maturity
would reduce the company's medium-term refinancing risk.  Together
with the company's improving operational and financial
performance, this would point to upward rating momentum.

However, there is acquisition risk to consider.  Other credit
facility amendments KDG is proposing point to a more tangible
appetite for acquisitions, in line with the company's publicly
stated interest in being an active consolidator of the German
cable market.  The amendments to the existing credit facilities
would allow acquisitions of up to EUR800 million in value.
Amongst other changes, the ongoing covenant leverage test --
following a hypothetical acquisition of over EUR400 million in
value -- would widen by 0.50x, although this is somewhat mitigated
as KDG must show leverage 0.25x below the leverage covenant before
it can make such an acquisition.

Fitch views positively the industrial and financial logic of KDG
acquiring level 4 operators to gain full customer value and to be
able to upsell higher ARPU (average revenue per user) services to
existing subscribers, as highlighted in a recent Fitch report on
KDG.  The remaining Orion business and smaller Level 4 operator
Pepcom would be logical acquisition targets for KDG.  However, if
a significant acquisition did take place, Fitch believes the pace
of deleveraging would slow, which would offset some of the
positive rating pressure building at KDG.

On balance, Fitch considers that the amendments are broadly
neutral with respect to KDG's credit profile.  The amendments
would support KDG's improving financial profile and maturing
credit profile.  However, they expose the company to increased
event risk in a market where acquisitions, even if they were bolt-
on in size, may present integration challenges.


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I R E L A N D
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3G: May Be Placed in Examinership; Seeks Potential Investors
------------------------------------------------------------
Barry O'Halloran at The Irish Times reports that 3G could seek
court protection from its creditors.

The report recalls the company, whose shareholders include the
Sigma group of telecoms businesses, last week temporarily closed
the 27-store chain after it ran into difficulties.

According to the report, the business is in the process of
recruiting a new backer.  It is understood that the company may be
placed in examinership, which would give it High Court protection
from its creditors for three months, allowing it to restructure
the business or bring in new capital, the report says.

The company is in talks with potential investors, but it is not
clear what stage this process is at or whether it is close to
doing a deal, the report relates.

A key issue for the company may be leases that it is paying on
some of its shops, the report notes.

The report discloses the last accounts filed show that two years
ago, 3G owed Sigma:

     -- EUR6.2 million, which was due within 12 months; and
     -- EUR9 million which was due after one year

3G is a chain of mobile phone and wireless equipment shops.


ARDAGH GLASS: Moody's Assigns (P)'B3' Rating on EUR180 Mil. Notes
-----------------------------------------------------------------
Moody's Investors Service has assigned a provisional (P)B3 rating
to Ardagh Glass Finance plc's proposed EUR180 million Senior Notes
due 2020.

The Corporate Family Rating for Ardagh Glass Group Plc has been
affirmed as well the ratings on the group's existing bonds (Ba3
for the EUR300 million Senior Secured Notes due 2016 at Ardagh
Glass Finance plc, B3 for the EUR310 million Senior Notes due 2017
at Ardagh Glass Finance plc, and Caa1 for the EUR126.25 million
Senior PIK Notes due 2015 at Ardagh Glass Group Plc).  At the same
time Moody's notes that LGD rates for the already rated bonds
could change slightly once the proposed notes have been issued and
a definitive rating has been assigned.

The affirmation of the B2 Corporate Family Rating and existing
instrument ratings is based on the expectation of a continuing
gradual recovery of earnings from a trough in H1 2009, which was
impacted by lower volume and substantial restructuring expenses
owing to the recessionary environment.  Although Moody's
anticipate pressure on volumes to persist given the still weak
macroeconomic conditions, Moody's expects 2010 earnings to be
supported by notably lower restructuring charges combined with
efficiency gains and cost savings from implemented measures.
Moody's also expect positive Free Cash Flow generation on the back
of further disciplined capex and working capital management
although parts of the restructuring charges booked in 2009 will
become cash effective only in 2010.  Moody's will continue to
closely monitor Ardagh's operating performance and benchmark
actual results against these expectations incorporated in the
ratings.  In case of notable deviation, downward pressure could
arise on the ratings.

Moody's also notes that Ardagh intends to make a EUR20 million
cash distribution to shareholders via a share buy-back.  Although
this distribution can still be accommodated for in the current B2
Corporate Family Rating, it reduces headroom for unexpected
performance shortfalls.  Despite the intended distribution Ardagh
continues to dispose of a solid liquidity cushion, but Moody's
cautions that availability under Ardagh's credit facilities is
contingent upon compliance with certain financial covenants.

The proposed EUR180 million Senior Notes will benefit from senior
subordinated guarantees by the majority of the group's wholly
owned operating subsidiaries and proceeds are intended to
refinance the EUR175 million Senior Notes due 2013 issued by
Ardagh Glass Finance B.V. (the B3 for the EUR175 million Senior
Notes will be withdrawn once the transaction has settled).

The proposed EUR180 million Senior Notes will effectively rank
pari passu with the existing EUR310 million Senior Notes due 2017
issued by Ardagh Glass Finance plc.  The proposed Notes will
effectively rank junior to the group's senior secured debt which
benefits from senior guarantees by the majority of the group's
wholly owned operating subsidiaries and security interests in
essentially all assets of the group.  Debt that is senior to the
proposed EUR180 million and existing EUR310 million Senior Notes
amounted EUR506 million per Q3 2009 including the EUR300 million
Senior Secured Notes rated Ba3.  The EUR126.25 million Senior PIK
Notes due 2015 at Ardagh Glass Group Plc remain the most
subordinate debt instrument as these notes do not benefit from any
guarantee and are effectively subordinated to all other debt of
the group's subsidiaries.  Including accrued interest the PIK
notes amounted to EUR199 million per Q3 2009.

Assignments:

Issuer: Ardagh Glass Finance plc

  -- Senior Unsecured Regular Bond/Debenture, Assigned a range of
     73 - LGD5 to (P)B3

The last rating action on Ardagh was implemented on 12 June 2009,
when the B2 Corporate Family Rating was affirmed.

Ardagh Glass Group plc, registered in Ireland, is a leading
supplier of glass containers in the food and beverage segments in
Northern Europe and is the third largest supplier of glass
containers in Europe generating LTM sales of EUR1.3 billion per Q3
2009.  In June 2007, Ardagh acquired Rexam's remaining European
glass activities for about EUR660 million.


ARDAGH GLASS: S&P Assigns 'B' Rating on EUR180 Mil. Senior Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B' issue
rating to the proposed EUR180 million senior unsecured notes due
2020 to be issued by Ardagh Glass Finance PLC, a finance
subsidiary of Ireland-based glass-container manufacturer Ardagh
Glass Group PLC (Ardagh; B+/Stable/--).  At the same time, S&P
assigned a recovery rating of '5' to this debt, indicating S&P's
expectation of modest (10%-30%) recovery in the event of a payment
default.  The issue rating is one notch lower than the corporate
credit rating on Ardagh.

At the same time, S&P raised its rating on the 7.125%
EUR310 million senior unsecured notes due 2017 issued by Ardagh
Glass Finance and the rating on the 8.875% EUR175 million callable
bonds due 2013 issued by Ardagh Glass B.V. to 'B' from 'B-', one
notch below the corporate credit rating on Ardagh.  The recovery
ratings on these debt issues have also been revised to '5' from
'6', indicating S&P's expectation of modest (10%-30%) recovery in
the event of a payment default.  S&P will withdraw the ratings on
the EUR175 million bonds due 2013 once they have been redeemed.

The issue and recovery ratings on the EUR300 million senior
secured notes due 2016 issued by Ardagh Glass Finance are
unchanged.  The notes are rated 'BB', two notches above the
corporate credit rating on Ardagh.  The recovery rating on these
notes is '1', indicating Standard & Poor's expectation of very
high (90%-100%) recovery in the event of a payment default.  The
issue rating on the 10.75% EUR125 million payment-in-kind (PIK)
subordinated notes due 2015 issued by Ardagh Glass Group remains
unchanged at 'B-', two notches lower than the corporate credit
rating.  The recovery rating is '6', indicating S&P's expectation
of negligible (0%-10%) recovery in the event of a payment default.
The PIK notes are unsecured and unguaranteed and are also
structurally subordinated to other facilities.

Ardagh intends to use the proceeds from the proposed notes to
refinance the EUR175 million callable bonds due 2013 issued by
Ardagh Glass B.V.  S&P expects the proposed notes to rank pari
passu with the refinanced notes and to have a similar suite of
non-financial covenants.  S&P expects the incurrence covenant in
the proposed notes to be somewhat less stringent than in the
existing callable bonds because the fixed-charge coverage test is
intended to be reduced to 2.0x from 2.25x.

As well as the bond redemption, Ardagh intends to pay EUR20
million to its ultimate parent company, Ardagh Glass Group S.A.
(not rated), from its cash reserves.

The rating on the proposed notes issue is based on preliminary
information and is subject to S&P's satisfactory review of final
documentation.  In the event of any changes to the amount or terms
of the bond, the recovery and issue ratings will be subject to
further review.

"S&P's upgrade of the ratings on the 7.125% EUR310 million senior
unsecured notes due 2017 issued by Ardagh Glass Finance and the
issue rating on the 8.875% EUR175 million callable bonds due 2013
issued by Ardagh Glass B.V.  reflects a change in S&P's
assumptions regarding the amount of priority liabilities ranking
ahead of the senior unsecured debt holders at the hypothetical
point of default, which S&P assess as 2014," said Standard &
Poor's recovery analyst Abigail Klimovich.

S&P believes that Ardagh is likely to decrease the amount of
priority debt by the time of a simulated default in line with its
annual amortization schedule.  S&P's recovery expectations also
incorporate an assumption that the company will not issue
additional secured debt beyond the amount currently outstanding.
With less prior-ranking debt outstanding at default, S&P believes
that senior unsecured debt holders would achieve recoveries in the
10%-30% range in the event of a payment default.  However, actual
recoveries could be higher or lower than this range due to the
relatively high sensitivity of recovery prospects for such debt to
changes in capital structure and company valuation compared with
more senior debt tranches.

S&P's current simulated year of default is 2014, which is one year
later than S&P previously assumed, due to the planned early
redemption of the EUR175 million callable bonds maturing in 2013.
At this hypothetical point of default S&P value the business on a
going concern basis.  However, S&P think that some less efficient
plants could be closed down or sold on a stand-alone basis prior
to a default.  S&P believes that in the hypothetical event of a
default, any potential buyer would be interested in purchasing the
business as a whole, along with its potential customers.

The proposed notes are unsecured and comprise senior subordinated
subsidiary guarantees and unsecured parent guarantees.

                           Ratings List

                            New Rating

                     Ardagh Glass Finance PLC

        Proposed EUR180 mil. sr unsecd nts due 2020*    B
           Recovery rating                              5

                          Ratings raised

                     Ardagh Glass Finance PLC

    EUR310 mil. sr unsecd nts due 2017*             B       B-
       Recovery rating                              5       6

                        Ardagh Glass B.V.

    EUR175 mil. callable bonds due 2013*            B       B-
       Recovery                                     5       6

                         Ratings unchanged

                     Ardagh Glass Finance PLC

        EUR300 mil. sr secd nts due 2016*               BB
           Recovery rating                              1

                      Ardagh Glass Group PLC

        EUR125 mil. PIK subord. nts due 2015            B-
           Recovery rating                              6

             * Guaranteed by Ardagh Glass Holdings Ltd.


EDUCATION MEDIA: Seeks Lenders' Nod for Restructuring Proposal
--------------------------------------------------------------
Andrew Edgecliffe-Johnson at The Financial Times reports that
Education Media & Publishing Group is seeking lenders' approval
for another financial restructuring.

The FT says the company is hoping to avoid a bankruptcy process by
getting a consensual agreement in the next two or three weeks to
cut total debt from about US$7 billion to just under US$3 billion.

The proposal would convert about half of EMPG's US$5 billion in
first lien debt and all of the US$2 billion second lien loans to
equity, the FT discloses, citing two people familiar with its
terms.  Second lien lenders have yet to approve terms which could
give first lien lenders about 90% of the equity, the FT notes.
According to the FT, the people said if they do not approve it,
EMPG has prepared debtor-in-possession financing should a
pre-packaged bankruptcy process be necessary and believes it could
emerge from such a process within 60 days.

The plan would leave current shareholders with nothing but their
stake in EMPG's international business and warrants that could
provide some recovery if profits recover strongly, while a planned
US$650 million rights issue would provide the company with about
US$600 million of working capital, the FT states.

Based in Dublin, Ireland, Education Media & Publishing Group Ltd.
is a privately held textbook publisher.


RAGGEDY ANNIE: Creditors Meeting Scheduled for January 25
---------------------------------------------------------
A meeting of creditors of Raggedy Annie Fashions Limited will take
place at 11:00 a.m. on January 25, 2010 at:

         The Hazel Hotel
         Dublin Road
         Monastervin
         Co. Kildare
         Ireland

The registered address of the company is at:

         32 Hopkins Haven
         Monastervin
         Co. Kildare
         Ireland


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


UPCB FINANCE: Moody's Assigns (P)'Ba3' Rating on EUR500 Mil. Notes
------------------------------------------------------------------
Moody's Investors Service said that it had assigned a (P) Ba3
rating to the EUR500 million in senior secured notes due 2020 to
be issued by UPCB Finance Limited (UPCB Finance or the Issuer).
The rating outlook is stable.  This is the first time that Moody's
has rated UPCB Finance's debt.

UPCB Finance, a trust-owned special purpose vehicle, will on-lend
the proceeds on a senior secured basis into the UPC Holding B.V.
group (CFR at Ba3), the pan-European cable operator by funding an
additional facility under the existing UPC Broadband Holding B.V.
(UPC Broadband) bank facility rated Ba3 by Moody's (the UPC Bank
Facility).  The borrower under the additional facility, to be
referred to as Finco loan, is expected to be UPC Financing
Partnership (UPC Financing), an established borrower under the UPC
Bank Facility.  UPC Financing and UPC Broadband are wholly-owned
subsidiaries of UPC.  The (P) Ba3 rating on the notes reflects
Moody's view that the senior secured on-lending establishes a
claims position for holders of the new notes that is broadly
equivalent to that of existing lenders under the UPC Bank
Facility.

Holders of the new notes will have security over the Issuer's
shares and over its assets, including its rights to and benefit in
the Finco loan.  However, holders of the notes have only indirect
recourse to UPC Financing so that in an enforcement scenario they
would have to enforce their rights under the notes' collateral, in
particular the rights under the Finco loan, before they can
proceed to realize the asset security under the Finco loan.  This
could delay asset realization or make it more costly.  UPC will
use proceeds from the transaction to replace existing borrowing
under the UPC Bank Facility.

Moody's notes that during the first nine months of 2009 revenue
growth slowed down to around 1.9% (excluding FX).  Deceleration in
ARPU in UPC's voice and data business and some loss of analog
video subs were contributing factors to this development together
with revenue decreases in UPC's Austrian and Hungarian operations.
However, good cost control helped to improve OCF margins for the
same period and the company has hinted at more positive
operational developments in the fourth quarter on the back of the
successful launch of improved products (DOCSIS 3.0) and with that
the return of some pricing power.  Moody's Ba3 CFR for UPC
reflects amongst other things that growth trends can be stabilized
while margins remain at the high levels achieved and that in any
case debt is managed well within a ratio of 5.5x for Debt/EBITDA
(as defined by Moody's) as stipulated by Moody's for ratings
maintenance.

Moody's assigns provisional ratings when the assignment of a final
rating is subject to the fulfillment of contingencies, but it is
highly likely that the rating will become definitive after all
documents are received or an obligation is issued into the market.
A provisional rating is denoted by placing a (P) in front of the
rating.

The last rating action for UPC occurred on May 29, 2009, when
Moody's assigned definitive B2 ratings to UPC Holding's new senior
notes and Ba3 ratings to new tranches under UPCBH's senior secured
facility.

UPC Holding B.V. is a pan-European cable provider, a principal
subsidiary of Liberty Global, Inc.  In 2008, the company generated
EUR3.5 billion in revenue and EUR1.6 billion in reported operating
cash flow.


UPCB FINANCE: S&P Assigns 'B+' Rating on EUR500 Mil. Senior Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B+'
issue rating to the proposed EUR500 million senior secured notes
to be issued by the special purpose vehicle UPCB Finance Ltd.,
which is incorporated as a company limited by shares under the
laws of the Cayman Islands and owned 100% by a charitable trust.
At the same time, S&P placed the issue rating on CreditWatch with
negative implications.  S&P has not assigned a corporate credit
rating to UPCB Finance Ltd., nor have S&P assigned a recovery
rating to the proposed senior secured notes.

The proceeds of the proposed senior secured notes will be used to
fund a proposed facility for UPC Financing Partnership, a
subsidiary of cable TV operator and broadband services provider
Liberty Global Inc. (B+/Watch Neg/--).  S&P has assigned a debt
rating of 'B+' (in line with the corporate credit rating on LGI )
and a recovery rating of '3' to the proposed Facility V.  At the
same time, S&P placed the issue rating on CreditWatch with
negative implications.  The recovery rating indicates S&P's
expectation of meaningful (50%-70%) recovery for creditors of the
loan in the event of a payment default.

The ratings on the proposed senior secured notes and on the
proposed Facility V are based on preliminary information and are
subject to S&P's satisfactory review of final documentation.  In
the event of any changes to the amount and terms of the facility,
the recovery and issue rating might be subject to further review.

The rating on the proposed Facility V is predicated on S&P's
expectation that this facility will be part of the existing credit
agreement, thereby sharing the same guarantee and security package
granted to the existing secured creditors at UPC Broadband Holding
B.V. (B+/Watch Neg/--) and UPC Financing Partnership, and that the
loan proceeds will be fully used to repay a proportion of UPC's
outstanding secured bank debt.

The ratings on the proposed senior secured notes are based on the
notes' first-ranking security interest over UPCB Finance Ltd.'s
rights to, and benefit in, Facility V, which has in turn all the
rights as a lender under UPC's existing bank facility.  These
ratings are also based on the direct pass-through of the economic
benefit of Facility V to the noteholders, through notes whose
terms are back to back with those of Facility V.  UPCB Finance
Ltd. is an orphan SPV, whose activity is limited only to the issue
of the notes and onlending to UPC.  These features offset the fact
that neither UPC Holding B.V. (B+/Watch Neg/--) nor any of its
subsidiaries will guarantee or provide any credit support to UPCB
Finance Ltd., and that the notes will not have direct claim on the
cash flows and the assets of UPC Holding B.V. or subsidiaries.

The ratings on the proposed notes to be issued by UPCB Finance
Ltd. reflect the issue ratings on the proposed Facility V.  Any
change to the preliminary documentation related to the pass-
through features and other legal aspects of the transaction could
have a material impact on the ratings on the proposed notes to be
issued by UPCB Finance Ltd.

                         Recovery Analysis

S&P has assigned a recovery rating of '3' to the proposed secured
Facility V borrowed at UPC Financing Partnership, indicating S&P's
expectation of meaningful (50%-70%) recovery for creditors of the
loan in the event of a payment default.  S&P has valued the UPC
group on a going-concern basis.  Given its leading market
position, high barriers to entry in the telecoms services
industry, and valuable customer base, S&P believes that a default
would most likely be triggered by excessive leverage.  At the
hypothetical point of default, S&P values the group at about
EUR5.45 billion.

The issue-level and recovery ratings on the secured debt
instruments reflect the estimated value available and accessible
to the respective creditors, the likelihood of insolvency
proceedings being adversely influenced by UPC's
multijurisdictional exposure, and the weak security package,
including a first-ranking share pledge over all intermediate
holding companies that own the cable-operating subsidiaries (no
assets are pledged).

With regard to the pass-through transaction, although S&P has not
assigned a recovery rating to the proposed senior secured notes,
S&P believes that recovery prospects for these notes are
intrinsically linked to the recovery prospects on the senior
secured Facility V, based on the assignment of rights under
Facility V that S&P expects to be granted to noteholders.  As a
result of the latter, S&P consider that potential recovery for
noteholders would rely entirely on the effective operation of the
pass-through structure between the corporate entity (UPC Financing
Partnership) and the issuer.  In addition, S&P foresee a risk that
the enforcement costs at issuer level could create an additional
expense layer that may slightly reduce the recovery prospects for
noteholders versus the direct recovery prospects for the Facility
V lender.

                           Ratings List

              New Rating; CreditWatch/Outlook Action

                         UPCB Finance Ltd.

       Senior Secured (proposed)               B+/Watch Neg

                     UPC Financing Partnership

                          Senior Secured

        EUR500 mil Sr Secd Tranche V          B+/Watch Neg
        (proposed) bank ln
         Recovery Rating                      3


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


AVTOVAZ OAO: To Increase Output in 2010 to 446,000 Vehicles
-----------------------------------------------------------
RIA Novosti reports that OAO Avtovaz said on Wednesday it planned
to increase output by more than 50% in 2010 to 446,000 vehicles in
a bid to compensate for a slump in sales last year.

"The preliminarily approved annual production plan stipulates the
manufacture of 446,000 cars, including about 40,000 vehicles for
export," the automaker said on its Web site, according to the
report.  Additionally, about 51,000 assembly sets are planned to
be produced."

AvtoVAZ, the report discloses, has been hard hit by the global
economic crisis, with sales plummeting due to reduced consumer
demand and low-quality cars compared to foreign competitors.

Citing data of the Association of European Businesses, the report
says AvtoVAZ's sales fell 45%, year-on-year, in January-November
2009 to 321,600 cars.

As reported by the Troubled Company Reporter-Europe on Dec. 1,
2009, Bloomberg News said that Russia pledged to inject RUR50
billion (US$1.7 billion) into AvtoVAZ in return for technology
from 25% shareholder Renault.  Renault, as cited by Bloomberg,
said in a statement the cash will help AvtoVAZ restructure its
debt, defend a one-quarter share of its home market and raise
annual output to 900,000 autos.  On Nov. 5, 2009, the Troubled
Company Reporter-Europe, citing The Financial Times, disclosed
Avtovaz is saddled with RUR38 billion in debt.

Based in Tolyatti, Russia, AVTOVAZ OAO (AVTOVAZ JSC) --
http://www.lada-auto.ru/-- is engaged in the manufacture of
passenger cars.  The Company's main brands are LADA PRIORA, LADA
Kalina, LADA Samara, LADA 110 and others.  The Company is also
involved in the manufacture of automobile components, distribution
of automobiles and spare parts and operation of automobile service
centers.  The Company is also active in a variety of other
sectors, such as power supply, transportation, utilities,
construction, insurance, banking and finance.  AVTOVAZ OAO sells
its products on the domestic market, as well as exports them to
Kazakhstan, Ukraine, Azerbaijan, Armenia, Egypt, Syria, Greece,
Belarus, Uruguay, Cyprus, Germany and others.  It operates through
one representative office located in Moscow, several subsidiaries
and affiliated companies.


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


AEROMOBILE: In Administration; Norway's Telenor Mulls Bid
---------------------------------------------------------
Mary Kirby at Flightglobal reports that AeroMobile has been placed
into administration.

According to the report, administrators are seeking a buyer for
the company.

"To allow the business to grow to its full potential, there is a
need to secure further funding.  We will do all we can to secure a
going concern sale for this business, and in the meanwhile, we
will continue to trade as normal," the report quoted Malcolm
Cohen, one of two administrators appointed over AeroMobile in the
UK, as saying.

The report notes the administrators said the roughly 60 members of
AeroMobile's staff will not be affected and "ongoing contracts
will be fulfilled as planned".

The report says Telenor has made known its interest in placing a
bid for the firm.

"Telenor believes in the viability of the company after re-
structuring and we have expressed our intent to put in a bid for
the company and secure further funding, which means there is at
least one investor committed to taking the company forward,"
Telenor said in a statement, according to the report.

The Norway-based telecommunications firm also said it has
guaranteed ongoing funding during the administration period and
that AeroMobile will have money to pay its bills and salaries, the
report relates.  Telenor said the administration period is
expected "to be at most a few weeks," the report notes.

AeroMobile is an in-flight mobile phone connectivity service
provider headquartered in London Gatwick.


CARILLON LTD: S&P Reinstates 'CC' Rating on Class A-1 Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it reinstated its
'CC' rating on Carillon Ltd.'s series 1 class A-1 notes, which S&P
withdrew on Jan. 8, 2010, due to an administrative error.  The
reinstated rating was on CreditWatch with negative implications.
S&P then lowered the reinstated rating to 'D' because of an event
of default on the ultimate repayment of principal.

The notes initially became vulnerable to nonpayment due to
Carillon's indirect exposure to Lehman Brothers Holdings Inc. as
guarantor of Lehman Brothers Special Financing, the total return
swap (TRS) counterparty.  S&P lowered its rating on the notes to
'CC' on Sept. 30, 2008, and placed it on CreditWatch negative
because S&P believed that payment of scheduled interest payments
and ultimately principal at maturity was unlikely.  Carillon has
previously paid the quarterly scheduled interest payments, but the
ultimate payment of principal was not made in full on Jan. 8,
2010, due to a shortfall in the realizable value of the collateral
assets under the TRS.

Carillon issued these notes in 2006 as industry-loss, per-
occurrence protection from hurricanes along the Gulf and northeast
coast of the U.S.

S&P's systems automatically withdraw ratings on the legal final
maturity date.  S&P thus withdrew the rating on the notes on Jan.
8 without the rating first being lowered to 'D' to reflect the
payment default.  This media release corrects that error.


LADBROKES PLC: CEO Chris Bell to Step Down This Summer
------------------------------------------------------
Dominic Walsh and Susan Thompson at The Times report that Chris
Bell, the chief executive of Ladbrokes, is stepping down after
almost 20 years at the company.

Mr. Bell, who joined Ladbrokes in 1991 and became managing
director four years later, will leave in the summer by "mutual
agreement," the report discloses, citing a company executive.

Ladbrokes will launch a search for Mr. Bell's replacement
imminently, the report says.  Brian Wallace, the finance director,
has previously been tipped as a successor, the report notes.

The report recalls in October 2009, Ladbrokes launched a GBP275
million rights issue to help cut its GBP962 million debt.  Earlier
in the year, Ladbrokes had responded to the tough trading
environment by cutting its dividend and putting its loss-making
Italian betting shops up for sale for an estimated GBP50 million,
the report recounts.

                           *      *      *

As reported in the Troubled Company Reporter-Europe on Oct. 14,
2009, Fitch Ratings affirmed UK-based betting operator Ladbrokes
PLC's Long-term Issuer Default and senior unsecured ratings at
'BB+' respectively and Short-term IDR at 'B'.  Fitch said the
Outlook on the Long-term IDR is Negative.


ROYAL BANK: Committed Deceit on Enron Loan, Raiffeisen Alleges
--------------------------------------------------------------
Lindsay Fortado at Bloomberg News reports that Raiffeisen
Zentralbank Oesterreich AG said in a trial in London that Royal
Bank of Scotland Group Plc made "misrepresentations deceitfully"
to the Austrian bank in selling participation in a GBP138.5
million (US$225 million) syndicated loan to Enron Corp.

Raiffeisen, Bloomberg says, is seeking to recoup the
GBP5.25 million it lost on the loan after Enron collapsed in a
case that, lawyers for the Austrian bank say, is over "banking
ethics."

Raiffeisen contributed GBP10 million to the loan, which was used
to create a special-purpose vehicle wholly-owned by RBS to allow
Enron to record the increased value of an acquisition in 2000,
Bloomberg discloses.  Raiffeisen said negotiations on the SPV
began in 2000, Bloomberg relates.

The vehicle had to remain "at risk" under U.S. accounting rules
and be funded by at least a 3% equity investment and no more than
97% in loans, Raiffeisen said, according to Bloomberg.

RBS loaned the full amount to the vehicle, paid about GBP5 million
in equity, and syndicated the loan, Bloomberg recounts.  Bloomberg
notes Raiffeisen alleges without disclosing it to Raiffeisen, RBS
obtained an oral commitment from Enron to repay the equity plus a
return of 13.5% a year.

Jeffrey Gruder, a Raiffeisen lawyer, as cited by Bloomberg, said
in opening arguments Wednesday RBS didn't document the agreement
since it violated the accounting requirements of the vehicle.

"An honest bank in the position of RBS would not have concealed
the oral assurance" from Raiffeisen "and represented that its
equity was at risk," Bloomberg quoted Mr. Gruder as saying in a
court document.  "RBS preferred the lure of profit and the
continued cultivation of Enron with its future pipeline of deals."

The trial is scheduled to last five weeks, Bloomberg states.

The case is Raiffeisen Zentralbank Oesterreich AG v. the
Royal Bank of Scotland, 2006/1202, High Court of Justice
(London), Queen's Bench Division.

                             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.


TATA STEEL: Won't Shut Down Corus TCP Plant; About 120 Jobs Saved
-----------------------------------------------------------------
Business Standard reports that Tata Steel's European arm Corus has
decided not to shut down one of the mills at its Teesside Cast
Products plant, saving as many as 120 jobs from getting slashed.

"Corus confirmed its intention to continue operating South Bank
Coke Ovens (a TCP mill) following the improvement in market
conditions for coke.  As a result of this decision about 120
additional jobs will be retained," the company said in an e-mailed
statement from London, according to the report.

The report recalls Corus last year decided to partially shut down
some of the TCP mills in U.K., threatening to cut 1,700 jobs.

The decision to continue operations of South Bank Coke Ovens was
taken after a recent meeting of the Trade Union Task Force, formed
to look into the issue of closure of the mills, the report
relates.

Headquartered in Mumbai, India, Tata Steel Limited --
http://www.tatasteel.com/-- is a diversified steel producer.  It
has operations in 24 countries and commercial presence in over 50
countries.  Its operations predominantly relate to manufacture of
steel and ferro alloys and minerals business. Other business
segments comprises of tubes and bearings.  On April 2, 2007, Tata
Steel UK Limited (TSUK), a subsidiary of Tulip UK Holding No.1,
which in turn is a subsidiary of Tata Steel completed the
acquisition of Corus Group plc.  Tata Metaliks Limited, which is
engaged in the business of manufacturing and selling pig iron,
became a subsidiary of the Company with effect from February 1,
2008.  In September 2008, the Company acquired a 7.3% interest in
Riversdale Mining Ltd.

                           *     *     *

As reported in the Troubled Company Reporter-Asia on June 10,
2009, Moody's Investors Service downgraded the corporate family
rating of Tata Steel Ltd to Ba3 from Ba2.  Moody's said the rating
outlook is stable.


WELSH COUNTRY: To Cut 220 Jobs Following Drop in Lamb Demand
------------------------------------------------------------
BBC News reports that more than 200 jobs are set to go at a Welsh
Country Foods' meat processing plant on Anglesey.

According to BBC, Welsh Country Foods, which has 444 employees at
Gaerwen, said the decision to restructure was taken after a drop
in demand for lamb.

The firm says a 90-day consultation period has now started with
the workforce, BBC notes.

Welsh Country Foods is part of the Vion Food Group Ltd, which
produces and processes beef, lamb, pork bacon and chicken, as well
as products such as sausages and cooked meats.


WHITE BUILDING: In Administration; 180 Jobs Affected
----------------------------------------------------
Simon Binns at Crain's Manchester Business reports that White
Building Services has been placed into administration with the
loss of 181 jobs.

The report relates Dermot Power and Tracey Pye at the Manchester
office of BDO LLP were appointed joint administrators of the
company on January 7.

Four employees have been retained by administrators to help find a
buyer, the report notes.

"It is unfortunate that the economic climate and difficult trading
conditions have significantly affected the construction industry,"
the report quoted Ms. Pye as saying.  "We are in talks with
interested parties in an attempt to sell the business and preserve
value."

White Building Services is a Newton-le-Willows-based construction
firm.  It had been trading for more than 50 years.


* UK: Print Sector Has Fourth Highest Insolvency Rate in 2009
-------------------------------------------------------------
Helen Morris at Print Week, citing credit insurer Euler Hermes'
Economic Bulletin, reports that the print industry has the fourth
highest insolvency rate by trade sector with companies in
Yorkshire and Humberside "failing at a faster rate" than in any
other region.

According to the report, the research found that print had a 3.69%
insolvency rate for YTD (year-to-date) 2009, compared with 2.69% a
year earlier.

The report, citing the research, says insolvency rates of
traditional manufacturing industries have suffered much more than
service-based industries during the recession,

The paper industry was ranked fifth with a 2009 YTD rate of 3.48%
compared with 2.18% a year earlier, the report discloses.  The
report notes the furniture sector was first with 4.86% compared
with 3.30% in 2008.

Sunderland had the highest insolvency rate, at 2.74%, followed
closely by other northern cities Bolton, Manchester, Leeds and
Sheffield, the report states.


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


* BOOK REVIEW: Taking America - How We Got from the First Hostile
-----------------------------------------------------------------
Author: Jeff Madrick
Publisher: BeardBooks
Softcover: 310 pages
Review by Henry Berry

Taking America connotes the indiscriminate buying up of the
nation's assets of large corporations by investment bankers,
insider stock traders, arbitrageurs, and the like.  This occurred
in the mid-1970s, when low stock prices made many large
corporations attractive as takeover targets.  At the time, they
were not ready for what was going to hit them.  This was the
business era when the term "hostile takeover" came into use.  Ivan
Boesky, Carl Icahn, and T. Boone Pickens became household names
for their inconceivable, bold attempts to buy out corporations.
In doing so, they would stand to make hundreds of millions of
dollars as the stock of the acquired company rose.  But in most
cases, such a stock rise would come at the cost of breaking up the
newly-acquired company by selling off its most prized and valuable
operations and assets or by drastically reducing its work force to
save on wage and benefits costs.  In many ways, this wave of
buyouts and mergers fundamentally changed the way corporations did
business; and it changed the way corporations were seen by
businesspersons and the public.  Corporations came to be seen not
mainly as businesses relating to a particular business sector or
making a particular product or product line.

Such considerations as operations and growth within a particular
or closely-related sector, employee security, and long-term
strategic planning were swept aside by the single-minded aim of
using a corporation's cash and other assets as leverage to
takeover vulnerable, and often unsuspecting, corporations for
quick, huge profit.  Running a corporation became like playing the
stock market.  Madrick's Taking America was originally published
in 1987, just after this wave of takeovers and mergers waned.  But
it waned not from any restoration of rationality or temperance,
but mainly from having succeeded so well. There were scarcely any
big companies worth taking over left after the takeover frenzy, as
it was described by many.

Madrick follows this unprecedented, transformational takeover
spree occurring over the decade of the mid 1970s to the mid 1980s
mainly by following the activities of the key individuals driving
it, and as much as possible getting into their thinking, the
scheming, and the strategies.  Most of the participants in the
takeover movement who are referred to in this book were
interviewed by the author.  Most of the book's content is based on
these interviews.  Other recognizable names in the author's long
listing of individuals he interviewed are Peter Drucker, Richard
Cheney, Robert Rubin, and Felix Rohatyn.

Looking back over this period, Madrick sees a takeover movement
that lost touch with business's first principles.  These
principles take into consideration broad economic well-being for
employees and the public, not quickly-gained riches for a few.
Although Boesky and others were heavily fined or imprisoned for
illegal conduct, their view of business and business activity was
taken in by the business field.  The "dot-com bubble" of the
1990's, when many young entrepreneurs in the field of computer
technology tried to create businesses with the hope of soon being
taken over by larger companies, is one instance of the legacy of
this takeover era.  The Enron approach to business is another; as
are the business activities, particularly the financial
legerdemain, of WestCom, Tyco, and Adelphia, to name a few. In
Taking America, Madrick sheds much light on the origins of
widespread problems in today's business world.


                            *********

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,
contact Christopher Beard at 240/629-3300.


                 * * * End of Transmission * * *