TCREUR_Public/100426.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

            Monday, April 26, 2010, Vol. 11, No. 080

                            Headlines



D E N M A R K

TDC AS: Decision to Block Merger Won't Affect Fitch's BB Rating


G E R M A N Y

ARCANDOR AG: Administrator Examines Offer for Karstadt Unit
GERRESHEIMER HOLDINGS: Moody's Affirms 'Ba2' Corp. Family Rating


I R E L A N D

ANGLO IRISH: May Buy Back Bonds at Discount to Raise Capital
BANK OF IRELAND: In Talks with Potential Investors
BESTSELLER RETAIL: High Court Refuses to Repudiate Leases
DURKAN NEW: Supreme Court Overturns NIB EUR37MM Summary Judgment
FIRST ACTIVE: Fitch Affirms Individual Rating at 'E'

NALPIN LTD: McFadden Seeks Stay on Judgment Over Loan Guarantee
QUINN INSURANCE: Business Assessment May Lead to Job Losses

* IRELAND: Company Insolvencies Prompt EUR222MM Tax Write-Off


I T A L Y

ARES FINANCE: S&P Junks Ratings on Three Classes of Notes
FIAT SPA: Fitch Affirms Long-Term Issuer Default Rating at 'BB+'


K A Z A K H S T A N

ZHAIKMUNAI LP: Moody's Assigns 'B3' Corporate Family Rating
ZHAIKMUNAI LP: S&P Assigns 'B-' Long-Term Corporate Credit Rating


N E T H E R L A N D S

LAURELIN II: Fitch Affirms Rating on Class E Notes at 'BB'
STICHTING MARS: S&P Affirms Rating on Class F Notes to 'BB-'
ZIGGO BOND: Moody's Assigns 'Ba3' Corporate Family Rating
ZIGGO BOND: S&P Assigns 'B+' Long-Term Corporate Credit Rating


P O R T U G A L

* Moody's Downgrades Ratings on Various Portuguese Securities


R U S S I A

FAR EAST: Fitch Lifts Long-Term Issuer Default Rating to 'BB'
URALSVYAZINFORM OAO: Fitch Lifts LT Foreign Currency IDR to 'BB'


U N I T E D   K I N G D O M

CHELSEA BUILDING: Moody's Withdraws 'E+' Bank Strength Ratings
COLOURFOLIO: Shuts Down Following Administration
CREST RECRUITMENT: Bought Out of Administration by Oltec Group
CRYSTAL PALACE: Administrator Says Consortium "Reluctant" Buyer
FAITH: Placed Into Administration; About 1,800 Jobs at Risk

LADBROKES PLC: Fitch Retains 'BB+' Issuer Default Rating
NEWCASTLE BUILDING: Fitch Lifts Rating on Sub. Notes to 'BB'
NHP: Talks to Restructure GBP1.1 Bil. Debt Extended Until May 15
NORTHCOTT THEATRE: Administrator Axes 27 Jobs on Lack of Revenue
PACKMAIL: Shuts Down Following Administration

PORTSMOUTH FOOTBALL: Administrator Puts Players Up for Sale
ROYAL BANK: Moody's Reviews Ratings on Subordinated Instruments
VIRGIN MEDIA: Completes Refinancing, Extends Debt Maturities


X X X X X X X X

* BOND PRICING: For the Week April 19 to April 23, 2010




                         *********



=============
D E N M A R K
=============


TDC AS: Decision to Block Merger Won't Affect Fitch's BB Rating
---------------------------------------------------------------
Fitch Ratings says that the announcement of the Swiss competition
commission's decision to block the proposed merger of Sunrise and
Orange Switzerland does not have any impact on the ratings of
Denmark-based TDC A/S ('BB'/Positive).  TDC had agreed with France
Telecom ('A-'/Stable) to a partial sale and merger of its Swiss
asset Sunrise with France Telecom's Orange Switzerland.

TDC's Long-term Issuer Default Rating of 'BB' is supported by its
defensible incumbent position in Denmark, albeit with limited
geographical diversification following the piecemeal divestments
of the majority of its international portfolio.  The Positive
Outlook reflects an overall positive trend in free cash flows
(FCF) generation and debt reduction, which could result in an
upgrade to 'BB+' as the company continues to de-leverage.

Fitch reiterates that while this positive momentum may have been
accelerated through the proposed partial disposal of Sunrise, it
was not the sole driver.  Organically generated FCF are also
strong and should continue to contribute to further de-leveraging,
which supports the Positive Outlook.  This is why the blocked
merger will have no impact on TDC's ratings.

TDC exhibits high financial leverage compared with other European
incumbent telecoms companies, with end-2009 funds from operations
-adjusted leverage of 4.3x and net debt/EBITDA of 3.2x (at
consolidating entity NTC Administration ApS level).  Nonetheless,
a strong track record of de-leveraging since the LBO in 2005 is a
key credit-positive, with net DKK27.7bn of debt prepaid or bought
back to date.  NTCA has a solid focus on cash generation, with FCF
margin of 9.6% - which is strong for the current rating.

Current TDC group ratings:

  -- TDC A/S Long-term IDR: 'BB'

  -- TDC A/S Short-term IDR: 'B'

  -- TDC A/S senior secured facilities: 'BB+'

  -- TDC A/S senior unsecured notes: 'BB'

  -- NTC Administration ApS (now known as Angel Lux Common S.A.)
unsecured notes: 'BB-'


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


ARCANDOR AG: Administrator Examines Offer for Karstadt Unit
-----------------------------------------------------------
Holger Elfes and Richard Weiss at Bloomberg News report that
Arcandor AG's Karstadt department-store unit that is up for sale
received one offer by the end of the Friday bidding deadline.

According to Bloomberg, the insolvency administrator said in an
e-mailed statement that the bid is from a party that has had no
relationship with Karstadt and will be examined as soon as
possible so that a sale can be completed.

Bloomberg relates the administrator's spokesman, Thomas Schulz, on
Friday said the department-store chain may receive one more offer
and a deal should be signed by April 30.

Bloomberg recalls administrator Klaus Hubert Goerg has been in
talks since February with six potential bidders, and has asked
Merrill Lynch & Co. to find an investor for Karstadt.  The
retailer, which filed for insolvency in 2009, reached agreement
with creditors on an insolvency plan which includes reductions in
rents and workers' wages as well as the cancellation of debt,
Bloomberg recounts.

                        About Arcandor AG

Germany-based Arcandor AG (FRA:ARO) -- http://www.arcandor.com/--
formerly KarstadtQuelle AG, is a tourism and retail group.  Its
three core business areas are tourism, mail order services and
department store retail.  The Company's business areas are covered
by its three operating segments: Thomas Cook, Primondo and
Karstadt.  Thomas Cook Group plc is a tour operator with
operations in Europe and North America, set up as a result of a
merger between MyTravel and Thomas Cook AG.  It also operates the
e-commerce platform, Thomas Cook, supporting travel services.
Primondo has a portfolio of European universal and specialty mail
order companies, including the core brand Quelle.  Karstadt
operates a range of department stores, such as cosmopolitan
stores, including KaDeWe (Kaufhaus des Westens), Karstadt
Oberpollinger and Alsterhaus; Karstadt brand department stores;
Karstadt sports department stores, offering sports goods in a
variety of retail outlets, and a portal, karstadt.de that offers
online shopping, among others.

As reported by the Troubled Company Reporter-Europe, a local court
in Essen formally opened insolvency proceedings for Arcandor on
September 1, 2009.  The proceedings started for the Arcandor
holding company and for 14 units, including the Karstadt
department-store chain and Primondo mail-order division.

Arcandor filed for bankruptcy protection after the German
government turned down its request for loan guarantees.  On
June 8, 2009, the government rejected two applications for help by
the company, which employs 43,000 people.  The retailer sought
loan guarantees of EUR650 million (US$904 million) from Germany's
Economy Fund program.  It also sought a further EUR437 million
from a state-owned bank.


GERRESHEIMER HOLDINGS: Moody's Affirms 'Ba2' Corp. Family Rating
----------------------------------------------------------------
Moody's Investors Service has changed the outlook for the ratings
of Gerresheimer to positive from stable.  The Ba2 Corporate Family
Rating as well as the Ba2 Probability of Default Rating for
Gerresheimer AG and the B1 rating for the EUR126 million senior
subordinated bond issued by Gerresheimer Holdings GmbH have been
affirmed.

Rainer Neidnig, lead analyst for Gerresheimer at Moody's
commented: "The outlook change to positive is a reflection of
Gerresheimer's resilient operating performance as a result of the
strength and stability of the group's business model and
anticipated gradual improvements in leverage ratios going
forward." He continued saying that: "Over 2009, the company has
been able to preserve key credit metrics despite the challenging
industry environment, which has in particular impacted the non-
healthcare related divisions of the group.  However, Gerresheimer
was able to offset lower demand by tight volume and cost
management and comprehensive internal measures."

Although Moody's acknowledges that the majority of Gerresheimer's
sales is related to the rather non-cyclical pharma and healthcare
industry, the company was nevertheless challenged by lower demand
especially in the cosmetics and life science and research
divisions.  This was further exacerbated by destocking activities
of its customers across all product groups.  At the same time, the
group's strong focus on cash preservation through tight management
of working capital and capex spending as well as the temporary
suspension of dividends helped to preserve the credit profile.
The positive outlook assumes earnings to return to at least
historic levels on the back of recovering demand.  In addition,
the ramp-up of the third RTF line currently under way as well as
an expansion of the higher margin plastic systems division should
also contribute to these improvements.

The current Ba2 Corporate Family Rating takes into consideration
(i) the limited cyclicality of the company's end markets which
provides for some degree of margin stability, (ii) Gerresheimer's
leading market positions with well established and stable customer
relationships mainly in the pharmaceutical and cosmetics industry
and (iii) management's focus on high growth niche markets for
value-added specialty packaging.  In addition, the rating benefits
from a solid liquidity position with an extended maturity profile.

At the same time, the rating also reflects the risk of volatile
input costs, mainly for energy and resin needs, which could
potentially impact profit margins.  In addition, leverage is still
elevated with 3.5 times Debt to EBITDA as per fiscal year end 2009
and Moody's cautions that potential acquisitions could delay
further de-leveraging as could capex requirements for growth
projects in the Tubular Glass and Plastic Systems division.

The ratings could be upgraded over the next 12 months in case of
(i) a recurring strong financial performance combined with a
balanced financial policy as indicated by Debt/EBITDA leverage
moving to below 3 times on a sustainable basis and (ii) the
company's demonstrated ability to manage the envisaged
continuation of strong growth on a sustained level without
compromising its profitability as measured by EBITA-margins.

Upgrades:

Issuer: Gerresheimer Holdings GmbH

  -- Senior Subordinated Regular Bond/Debenture, Upgraded to LGD6,
     91% from LGD6, 93%

Outlook Actions:

Issuer: Gerresheimer AG

  -- Outlook, Changed to Positive From Stable

Issuer: Gerresheimer Holdings GmbH

  -- Outlook, Changed to Positive From Stable

The last rating action was implemented on March 14, 2008, when the
Corporate Family Rating was upgraded to Ba2 with a stable outlook.

The Gerresheimer group, with headquarters in Duesseldorf, Germany,
is a leading producer of specialty glass and plastic packaging
solutions primarily for the pharmaceutical and life science
industry.  Revenues for the last twelve months (ending February
2010) amounted to EUR988 million.  Currently, the company employs
about 9,500 staff and operates 40 production facilities worldwide.


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


ANGLO IRISH: May Buy Back Bonds at Discount to Raise Capital
------------------------------------------------------------
The Irish Times, citing analysts at Bank of America Merrill Lynch,
reports that Anglo Irish Bank Corp.'s could raise EUR860 million
core capital by buying back loan bonds at a discount.

According to the report, the analysts said Anglo Irish Bank's
lower tier 2 notes are undervalued because the bank is likely to
redeem the debt at a premium.

The report relates the analysts said Anglo Irish could raise
EUR860 million of core capital by tendering for all its lower
tier 2 bonds at half of face value, assuming all offers were
accepted.

"We believe that Anglo Irish will undertake liability management
in the coming months that will involve its outstanding lower tier
2 securities," analysts Richard Thomas and Samantha Horn wrote in
a note to clients, according to the report.  "It needs the capital
and the bonds are trading at a heavy discount."

Anglo Irish has EUR2.38 billion of lower tier 2 notes outstanding,
the report says, citing the note.

Banks that buy back debt at a discount to face value generate a
capital gain they can use to bolster their capital ratios, the
report states.

The report recalls Finance Minister Brian Lenihan said last month
Anglo Irish, nationalized in 2009, may need EUR18.3 billion in new
capital to prevent the obliteration of what was once Ireland's
third-biggest lender.

Anglo Irish Bank Corp PLC -- http://www.angloirishbank.com/--
operates in three core areas: business lending, treasury and
private banking.  The Bank's non-retail business is made up of
more than 11,000 commercial depositors spanning commercial
entities, charities, public sector bodies, pension funds, credit
unions and other non-bank financial institutions.  The Company's
retail deposits comprise demand, notice and fixed term deposit
accounts from personal savers with maturities of up to two years.
Non-retail deposits are sourced from commercial entities,
charities, public sector bodies, pension funds, credit unions and
other non-bank financial institutions.  In addition, at September
30, 2008, its non-retail deposits included deposits from Irish
Life Assurance plc.  The Private Bank offers tailored products and
solutions for high net worth clients and operates the Bank's
lending business in Ireland and the United Kingdom.

                           *     *     *

As reported by the Troubled Company Reporter-Europe on April 7,
2010, Fitch Ratings affirmed Anglo Irish Bank Corporation's lower
Tier 2 subordinated debt downgraded to 'CCC' from 'BBB+'.  Fitch
affirmed the rating on the bank's Upper Tier 2 subordinated notes
at 'CC'.  It also affirmed the rating on the bank's Tier 1 notes
at 'C'


BANK OF IRELAND: In Talks with Potential Investors
--------------------------------------------------
Geoff Percival at The Irish Examiner reports that Bank of Ireland
has entered talks with a number of potential investors in an
attempt to meet its EUR2.7 billion capital requirements.

According to the report, the bank said that -- whatever the
outcome -- it still expects the Irish government to remain only a
minority shareholder in the company.

The report relates in a statement, Bank of Ireland said any deal
could come via a number of options including a rights issue, a
firm placing to institutional investors, a conversion of part of
the Government's 2009 preference shares into ordinary shares and
"selective liability management".

The report notes as part of the Financial Regulator's recent
requirement for NAMA-related institutions to reach an 8% core
tier-one capital level, Bank of Ireland's fresh capital needs for
this year were placed at EUR2.7 billion.

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.

                           *     *     *

As reported by the Troubled Company Reporter-Europe on April 7,
2010, Fitch Ratings affirmed the rating on Bank of Ireland's Tier
1 notes at 'CCC' (ISINs: XS0268599999, US055967AA11 and
USG12255AA64).

At the same time, Moody's Investors Service placed Bank of
Ireland's D bank financial strength rating (BFSR -- mapping to a
baseline credit assessment of Ba2) on review for possible upgrade,
previously they had a developing outlook.


BESTSELLER RETAIL: High Court Refuses to Repudiate Leases
---------------------------------------------------------
The Irish Times reports that Bestseller Retail Ireland Limited, a
wholly owned subsidiary of Danish company Bestseller A/S, has been
refused permission by the High Court to repudiate leases on four
of its outlets as part of a proposed survival scheme.

The report recalls an examiner was appointed to the Irish company
in February to draw up the survival plan after it announced it was
closing 14 of its 36 stores.  The survival scheme proposed by the
examiner hopes to retain 150 jobs, the report discloses.

According to the report, the court heard the proposed repudiation
related to loss-making stores but excluded unprofitable units for
which guarantees had been given by the Danish parent company.

The report relates Mr. Justice Brian McGovern on Friday refused
the Irish company's application to repudiate leases related to its
Navan, Dundalk, Tralee and Sligo stores.  The report notes the
judge said no repudiation of leases had been sought where
guarantees were given by the parent company and this appeared to
be objectively unfair, nor had any reasonable explanation been
given for difference of treatment between stores.

The judge said he did not believe this was the end of the
examinership and it was open to the examiner to go back and
negotiate with all landlords involved, according to the report.

The case was adjourned until this week to allow lawyers consider
the effect of the judge's order, the report states.

Bestseller has been operating in Ireland since 1991 and sells
clothes and accessories under the brand names Vero Moda, Jack and
Jones, Only and Name It, according to The Irish Times.


DURKAN NEW: Supreme Court Overturns NIB EUR37MM Summary Judgment
----------------------------------------------------------------
Mary Carolan at The Irish Times reports that the Supreme Court has
overturned a decision that National Irish Bank is entitled to
summary judgment for EUR37 million against Durkan New Homes, a
couple and another company over failure to repay loans given for a
large housing development at Cabinteely, Co Dublin.

According to the report, the case will now proceed to the High
Court for a full plenary hearing.

The report relates the three-judge Supreme Court on Thursday ruled
that Durkan and the other defendants had made out an arguable
defense to the NIB claim entitling them, "as a matter of justice",
to a full plenary hearing.

The report notes Ms. Justice Susan Denham said issues raised in
the case relating to the construction of loan documents and
whether the extent of bank hours had any application were not
simple and clear.

NIB had sought summary judgment against Durkan New Homes, with
offices at Ranelagh, Dublin, Don and Marian Casey, of Woodbrook,
Beech Park, Cabinteely, and Tullycross Developments Ltd under two
related loan agreements of March 2006, the report discloses.


FIRST ACTIVE: Fitch Affirms Individual Rating at 'E'
----------------------------------------------------
Fitch Ratings has affirmed and withdrawn First Active plc's Long-
term Issuer Default Rating at 'A+', Short-term IDR at 'F1+',
Individual Rating at 'E', Support Rating at '1' and subordinated
debt rating at 'A'.  The Outlook for the Long-term IDR is Stable.

At the same time, Fitch has assigned Ulster Bank Ireland Ltd
(UBIL) a subordinated debt rating of 'A'.  The agency rates UBIL
at Long-term IDR 'A+' with a Stable Outlook.  The bank's Short-
term IDR is 'F1+', whilst its Individual Rating is 'E' and Support
Rating is '1'.

The affirmation and withdrawal of First Active plc's ratings
follows the transfer of its banking business to its sister bank,
UBIL.  The transfer was completed on 15 February 2010 and at that
date all the banking assets, rights, liabilities and obligations
of First Active plc, except a GBP60 million subordinated callable
note, due 2018 (ISIN XS0166236520), were transferred to UBIL.  The
note was transferred to UBIL on 31 March 2010 following an
agreement with noteholders.


NALPIN LTD: McFadden Seeks Stay on Judgment Over Loan Guarantee
---------------------------------------------------------------
Mary Carolan at The Irish Times reports that financier Niall
McFadden has asked the High Court for a stay on a EUR6.3 million
judgment against him pending his Supreme Court appeal challenging
the entitlement of National Irish Bank to that money.

According to the report, Rossa Fanning, who is representing
Mr. McFadden, said his client was concerned that if there was no
stay, NIB would aggressively move to enforce judgment.

The report notes opposing the stay, James Doherty, who is
representing NIB, said Mr. McFadden had very significant
liabilities, NIB had previously expressed concerns he may seek to
avail of UK bankruptcy procedures and it could face a greater
prejudice if a stay was granted.

The report relates Mr. Justice Frank Clarke said the application
raised important issues which he wanted to consider and he would
rule on the matter on tomorrow, April 27.  He also adjourned to
then the making of any orders in the case, the report notes.

The report recounts earlier last week, Mr. Justice Clarke found
that NIB was entitled to a EUR6.3 million judgment against
Mr. McFadden arising from his personal guarantee over a bridging
loan to Naldin Ltd. to help acquire the Buy Sell classified ads
business.

The report recounts. Mr. McFadden had put together a deal in 2007
under which Naldin took over Buy Sell from Associated Newspapers
for EUR21.3 million in a deal funded by NIB which advanced some
EUR18 million to Naldin.

After Naldin was unable to raise equity finance, the business ran
into difficulties, the report discloses.  An examinership failed,
a receiver was appointed by NIB and the Buy Sell business was
ultimately sold for some EUR1.9 million, the report states.


QUINN INSURANCE: Business Assessment May Lead to Job Losses
-----------------------------------------------------------
Stephen Rogers and Geoff Percival at The Irish Examiner report
that the joint administrator of Quinn Insurance has written to
staff announcing a business assessment which will almost certainly
end in job losses.

The report relates in the communication, Michael McAteer said
that, while administrators welcome the financial regulator's
decision to allow Quinn limited re-entry to the British market for
provisional drivers, the company's British business will be
reduced significantly compared to levels prior to administration.

"It is likely that our customers' understanding of the
administration process will impact some of the ROI business
lines," the report quoted Mr. McAteer as saying.  "We are
currently assessing the impact on the business and particularly
the staffing levels in the short, medium and longer term.
Regrettably we will be unable to continue as we are."

According to the report, Mr. McAteer said administrators would
complete that assessment by April 30 and at that point would
update staff with the findings.  No indication was given as to how
many people were likely to be made redundant or when any job
losses were likely to occur, the report states.

                               Sale

The report notes on Friday it also emerged administrators
currently in charge of Quinn Insurance are to prepare -- over the
course of the next four-to-six weeks -- an informational
memorandum on the company for parties interested in buying the
business.  It is unlikely any sale will occur before mid-June, at
the earliest, the report says.

As reported by the Troubled Company Reporter-Europe on April 19,
2010, The Financial Times said Quinn Insurance was put into
administration on April 15 after Sean Quinn abandoned attempts to
keep control of the family-owned company.  The FT disclosed the
administrators were instructed by the High Court to run the
company as a going concern "with a view to placing it on a sound
commercial footing".

Quinn Insurance is owned by Sean Quinn, Ireland's richest man, and
his family.  The company has just more than 20% of the motor and
health insurance market in Ireland.  It has more than one million
customers in the country.  Employing almost 2,800 people in
Britain and Ireland, it was founded in 1996 and entered the UK
market in 2004, according to The Times.


* IRELAND: Company Insolvencies Prompt EUR222MM Tax Write-Off
-------------------------------------------------------------
Herald.ie reports that Ireland's Revenue Commissioners wrote off
EUR222 million in taxes last year due to a large number of
businesses going under.

According to the report, the Commissioners said that the figure
had increased by 72% on the previous year.  The report says almost
two-thirds of the total was due to receivership, liquidation,
bankruptcy or examinership.


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


ARES FINANCE: S&P Junks Ratings on Three Classes of Notes
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
ARES FINANCE S.r.l.'s class E and F notes and ARES FINANCE 2
S.A.'s class D and E notes.

The rating actions reflect S&P's assessment of the short-term
recovery prospects on the underlying nonperforming loan assets.
The final legal maturity dates for ARES FINANCE and ARES FINANCE 2
are March 2011 and July 2011, respectively.

As of the latest interest payment date, ARES FINANCE and ARES
FINANCE 2 had rated notes outstanding of EUR32.7 million and
EUR45.9 million, respectively.

As of the latest available reports, unresolved gross book value in
ARES FINANCE and ARES FINANCE 2 was EUR839 million and
EUR617 million, respectively.  ARES FINANCE and ARES FINANCE 2
have respectively achieved average recovery rates (defined as
collections over GBV) on fully closed positions of 65% and 68%.

Unresolved GBV figures include loans that have been partially
resolved.  This means that the reported unresolved GBV figures
above could be significantly higher than the actual "workable"
GBV.  Although the underlying portfolios -- measured by GBV --
remain high relative to the outstanding rated note balance, the
imminent legal maturity exposes the rated notes to the risk that
collections will not be completed in time to ensure a full
redemption of the notes by this date.

Collections on both portfolios have, in S&P's view, significantly
lagged behind the initial business plans.  The reduced pace of
collections has resulted in a slower-than-expected amortization of
the notes.  As a result, a increased share of available funds has
been diverted to pay senior expenses and interest on the notes
which, in turn, has further slowed the amortization of the notes.

A pool of secured and unsecured NPLs originated in Italy by Banca
Nazionale del Lavoro SpA (AA-/Stable/A-1+) backs each transaction.
In S&P's experience, collections under NPL portfolios tend to be
volatile, as they largely depend on the recovery activity the
transaction's special servicer carries out, as well as the broader
economic environment.

Archon Group Italia S.r.l./Societa Gestione Crediti is the special
servicer for both transactions and has S&P's commercial and
residential special servicer ranking of STRONG.

                           Ratings List

                          Ratings Lowered

                        ARES FINANCE S.r.l.
        EUR633.2 Million Asset-Backed Floating-Rate Notes

                                   Rating
                                   ------
                  Class       To            From
                  -----       --            ----
                  E           B             BBB-
                  F           CCC           B

                        ARES FINANCE 2 S.A.
        EUR684.9 Million Asset-Backed Floating-Rate Notes

                                   Rating
                                   ------
                  Class       To            From
                  -----       --            ----
                  D           CCC           BB
                  E           CCC           B-


FIAT SPA: Fitch Affirms Long-Term Issuer Default Rating at 'BB+'
----------------------------------------------------------------
Fitch Ratings has affirmed Fiat Spa's Long-term Issuer Default
Rating and senior unsecured rating at 'BB+', respectively, and
affirmed its Short-term IDR at 'B'.  The Outlook on the Long-term
IDR is Negative.  Fiat Finance & Trade Ltd's senior unsecured
rating has been affirmed at 'BB+'.  The rating affirmation follows
Fiat's April 21 announcement that it plans to demerge its
agricultural and construction equipment, and truck divisions, and
a part of its powertrain division, into a separate entity to be
called Fiat Industrial.

Overall, the spin off of Fiat Industrial could be mildly negative
for Fiat's credit profile as Fitch expects that the company's
profit margins will be lower without CNH and Iveco, and
diversification to be reduced.  Several uncertainties also remain
about the exact impact of the transaction on Fiat's credit profile
depending on how the deal will be structured.  In particular, the
amount of cash, financial debt and equity to be allocated to Fiat
and Fiat Industrial has not been decided.

However, according to management's public comments, the
transaction will be structured in such a way that it will not put
a disproportionate financial burden on Fiat and the net financial
debt will be split approximately equally between Fiat and Fiat
Industrial.  Bonds issued by Fiat will remain with Fiat.  The
group reported a EUR4.7 billion net debt from its industrial
operations at end-Q110, unadjusted for pension liabilities and
operating leases (EUR1 billion and EUR0.9 billion, respectively,
at end-2009), including EUR9.8 billion of cash and marketable
securities.  This marked an increase of approximately EUR300
million in net debt from end-2009.  Fiat's last twelve months
EBITDAR in Q110 was EUR4.2 billion, leading to a lease-adjusted
net leverage of 1.4x at end-Q110.

Fitch also gains some comfort from the fact that new vehicle sales
in Europe, as well as Fiat's main credit metrics at end-2009, were
stronger than Fitch had expected at the onset of the financial and
industry crisis, and the group has now gained some modest headroom
in its current ratings.  In addition, Fiat also announced a
comprehensive and ambitious five-year plan aimed at significantly
growing revenue within all of Fiat's divisions and boosting
profitability by 2014.  Although execution risk remains in view of
the still challenging environment and uncertainties about the new
group structure, Fiat's clear strategy and impressive track record
of delivering results in challenging situations provides a degree
of confidence in the group posting higher earnings in the next two
to three years and being able to successfully manage the demerger
of Fiat Industrial.  The alliance with Chrysler is viewed
positively by Fitch in the medium term, as it should provide
material synergies and strengthen both groups' model ranges, but
uncertainties remain as to short-term developments, including
investments and management time.

Further to the uncertainties surrounding the potential negative
impact of the Fiat Industrial demerger on Fiat, the Negative
Outlook continues to reflect the challenging operating environment
for European auto manufacturers which are facing declining new
vehicles sales in Europe in 2010, particularly in Italy, one of
Fiat's key markets together with Brazil.  Falling sales are likely
to continue to weigh on Fiat Group Automobile's profitability and
hinder a swift recovery of the group's operating margins.

Fiat expects the demerger transaction to be reviewed and approved
by its board of directors in July 2010, and that closing will take
place in the last two months of 2010.  Fitch will review the
details of the transaction with Fiat's management in the coming
months and reassess its opinion if the final details diverge
materially from the agency's current assumptions.


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


ZHAIKMUNAI LP: Moody's Assigns 'B3' Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service has assigned a first-time corporate
family rating of B3 to Zhaikmunai LP, Probability of Default
rating of B2, in view of the expected all-bond debt structure, and
a provisional (P)B3 rating to its planned Eurobond issuance, with
a Loss Given Default assessment of LGD4 (65%).  The outlook is
positive.

Domiciled in the Isle of Man, UK, Zhaikmunai LP is a limited
partnership that indirectly owns the operating company Zhaikmunai
LLP, which in turn is incorporated in Kazakhstan and engaged in
exploration, development and production at the Chinarevskoye oil
and gas field in the Pre-Caspian basin of Western Kazakhstan.  The
group operates the field under a PSA agreement with the Government
of Kazakhstan dated October 1997.

The Partnership's largest ultimate shareholder is a private
individual -- Mr. Frank Monstrey -- who currently indirectly
controls 67.6% of Zhaikmunai LP, including via a 29.7% share that
he holds in the form of Global Depositary Receipts traded on the
London Stock Exchange.  The remaining 32.4% of Zhaikmunai LP's
shares are in free float, listed in the form of GDRs on the LSE.

Zhaikmunai LLP is a small E&P company with significant growth
prospects that are expected to materialize upon the completion of
the first phase of its development program involving the
commissioning of the Gas Treatment Unit planned for August 2010.
As of July 2009, Zhaikmunai LLP's proven hydrocarbon reserves
under the Petroleum Resources Management System classification
were estimated at 139.1 million barrels of oil equivalent.  Its
total oil production in 2009 amounted to 2.7 million boe (7,440
boe per day), with a potential growth of up to 48,000 boepd
planned during the second half of 2010, upon the launch of the
GTU.

The Notes will be issued by Zhaikmunai Finance B.V., a wholly
owned subsidiary of Zhaikmunai LP, and will be guaranteed on a
senior basis by Zhaikmunai LP and all its subsidiaries
(cumulatively "Guarantors"), including Zhaikmunai LLP -- the main
operating subsidiary incorporated in Kazakhstan.  The Issuer will
on-lend the proceeds from the Notes issue to Zhaikmunai LLP, and
the Notes will be secured by a first priority pledge over the loan
of the note proceeds from the Issuer to Zhaikmunai LLP.  The
Guarantees will be secured by a first priority pledge over the
shares or participatory interest of the Issuer and the Guarantors
(other than Zhaikmunai LP).  The Notes will be a senior obligation
ranking pari passu with all of the Guarantors' other senior
indebtedness without giving effect to collateral arrangements.

Despite certain provisions in the Bond documentation allowing the
Issuer to raise secured debt for up to US$50 million, Moody's
understand that the Issuer's intention is not to incur any secured
borrowings going forward.  With this background and taking into
account that proceeds from the Notes will be used to refinance
Zhaikmunai LLP's existing credit facility with BNP Paribas,
Moody's is not applying notching to the rating of the planned
Notes issuance, as it will be the most senior obligation in the
company's capital structure.  As a result, Moody's is also
applying a standard 35% recovery rate used for all-bond debt
capital structures.  Moody's cautions that the issuance of secured
debt could result in a downgrade of the Bond.

Zhaikmunai's ratings reflect (1) the company's currently small
scale of operations in terms of reserve and production base; (2)
the extremely high field concentration as the company operates
only one field in Kazakhstan; (3) the highly leveraged financial
profile as a result of the extensive investment program in the
field's infrastructure undertaken by the company in order to boost
production growth; and (4) its exposure to Kazakhstan's country
and operational risks.  These risks are to some extent mitigated
by the fact that the company is operating under the PSA agreement
as well as by the announced entrance of a local influential
partner, KazStroyService, in the Partnership's equity.  The
company benefits from good field geology, which accounts for the
strong re-investment metrics and low cost of production.

The B3 CFR is prospective in that it acknowledges that the company
is currently in a transition phase.  The company is due to move to
the next level of production scale by August 2010 upon the
successful completion of the gas treatment unit, which should
increase its annual production volumes sevenfold, leading to major
improvements in the company's operating and financial metrics in
2010.

The positive outlook on the rating reflects Moody's expectations
of a positive rating migration over the short to medium term,
prompted by the completion of the GTU facility, as well as the
signing of the gas off-take contract for the required volume -- a
cornerstone of the company's growth strategy and prerequisite for
Zhaikmunai to move to a larger scale of operations and cash flow
generation.

Ratings could come under pressure and/or the outlook on the rating
could be revised, if the company were (1) to face operational
difficulties; (2) unable to deliver production growth as per its
business plan, and commission the GTU facility by August 2010; (3)
to face delays and/or cost overruns in relation to the GTU
facility; or (4) to change its financial policies in order to
increase shareholder distributions to the detriment of an
improvement in leverage metrics.  Moody's may also decide to notch
the Bond from the CFR level, should the company decide to raise
secured debt in the future.

In order for Zhaikmunai's rating to be upgraded, Moody's would
require the company to fully deliver on its 2010 targets,
involving a successful launch of the Gas Treatment Unit, together
with the connecting gas pipeline and signing of off-take gas
contracts -- all of which should trigger a sevenfold increase in
production volumes of hydrocarbons and revenue growth resulting in
the delivery of improved financial metrics.  Moody's would
therefore expect as a result that Zhaikmunai for example would
have been able to reduce its Debt/Ebitda ratio to 3.0x or below
and to generate RCF/Net Debt in excess of 30%.

This is the first time that Moody's has assigned a rating to
Zhaikmunai LP.

In 2009, Zhaikmunai posted revenues of US$116 million and
Operating Cash flow of US$45.9 million.  The group employs 650
staff.


ZHAIKMUNAI LP: S&P Assigns 'B-' Long-Term Corporate Credit Rating
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B-' long-
term corporate credit rating to Kazakhstan-based crude oil
producer Zhaikmunai LP.  At the same time, S&P placed the rating
on CreditWatch with positive implications.

S&P also assigned a preliminary 'B' long-term issue rating to
financing vehicle Zhaikmunai Finance B.V.'s proposed long-term
senior fixed-income notes, guaranteed by Zhaikmunai.  S&P assigned
the notes a recovery rating of '3', reflecting Standard & Poor's
expectation of material (50%-70%) recovery for noteholders in the
event of a payment default.

The preliminary ratings on the pending notes issue are subject to
the successful issuance of the notes and S&P's review of final
documentation.  Any change in the amount or terms of the notes
issue would have to be reviewed by Standard & Poor's and could
affect the current corporate credit and issue ratings.

"The corporate credit rating reflects Zhaikmunai's business risk
profile, which S&P qualifies as 'vulnerable', and its financial
risk profile, which S&P assesses as 'highly leveraged'," said
Standard & Poor's credit analyst Lucas Sevenin.

A limited partnership currently majority owned by one Belgian
citizen holding a 67% stake, Zhaikmunai reported 2009 sales of
$116 million and EBITDA of about US$50 million.

"The positive CreditWatch implications reflect the possibility
that S&P could upgrade Zhaikmunai by one notch to 'B' and assign a
stable outlook," said Mr. Sevenin.

The potential upgrade would hinge on the successful issue of the
notes, in line with the preliminary terms and conditions that S&P
has reviewed.  The 'B' rating would reflect a clear improvement in
the amortization profile and the financial covenants situation.
S&P has assumed bullet, long-term notes, with no maintenance
covenant (and one incurrence test), issued to refinance all
current debt and not resulting in a material increase in
Zhaikmunai's debt.  The stable outlook would factor in the planned
step-up in production by late 2010, as well as completion of KSS'
entrance into Zhaikmunai's shareholder structure, which if not
forthcoming, would lead us to downgrade Zhaikmunai.

S&P expects to resolve the CreditWatch status shortly after
completion of the pending notes issue.


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


LAURELIN II: Fitch Affirms Rating on Class E Notes at 'BB'
----------------------------------------------------------
Fitch Ratings has affirmed the ratings of 11 classes of Laurelin
II B.V. notes, and assigned 10 Loss Severity Ratings as listed
below.

  -- EUR147.3m Class A-1E (ISIN: XS0305009382): affirmed at 'AAA';
     Outlook Stable; assigned 'LS-2'

  -- EUR90m Class A-1R: affirmed at 'AAA'; Outlook Stable;
     assigned 'LS-2'

  -- GBP30.4m Class A-1S (ISIN: XS0305009465): affirmed at 'AAA';
     Outlook Stable; assigned 'LS-2'

  -- EUR15.8m Class A-2 (ISIN: XS0305009978): affirmed at 'AAA';
     Outlook Stable; assigned 'LS-5'

  -- EUR26m Class B-1 (ISIN: XS0305010398): affirmed at 'AA'
     Outlook Stable; assigned 'LS-3'

  -- EUR15m Class B-2 (ISIN: XS0305095365): affirmed at 'AA';
     Outlook Stable; assigned 'LS-3'

  -- EUR26m Class C (ISIN: XS03050 10471): affirmed at 'A' Outlook
     Stable; assigned 'LS-4'

  -- EUR12.5m Class D-1 (ISIN: XS0305010711): affirmed at 'BBB';
     Outlook Negative; assigned 'LS-4'

  -- EUR10.5m Class D-2 (ISIN: XS0305195157): affirmed at 'BBB';
     Outlook Negative; assigned 'LS-4'

  -- EUR17m Class E (ISIN: XS0305011016): affirmed at 'BB';
     Outlook Negative; assigned 'LS-5'

  -- EUR17.5m Class X combination notes (ISIN: XS0305096330):
     affirmed at 'BBB'; Outlook Negative

The affirmation reflects the consistent credit quality of the
portfolio, as well as the available credit enhancement in the
structure.  The performance of the portfolio has evolved in line
with Fitch's expectation over the past 21 months.  Despite two
additional defaults, all coverage tests, credit quality tests and
portfolio profile tests remain in compliance.  'CCC' or below
rated assets currently represent 5.8% of the portfolio.  This is
lower than the average 'CCC' or below exposure that Fitch has
observed for European CLOs.

Fitch expects the transaction to continue to perform well, but
highlights that the portfolio can be vulnerable to further
defaults that would affect the junior tranches currently on
Negative Outlook.  The senior tranches are on Stable Outlook as
they remain well-protected against moderate losses due to their
credit enhancement levels and their ability to capture excess
spread when coverage tests are breached.

The agency has assigned Issuer Report Grades of "satisfactory"
(three stars) to Laurelin II B.V.  Reporting characteristics that
prevent the transaction from earning an IRG higher than
"satisfactory" include the under-collateralization level for an
event of default and cumulative trading gain and losses not being
provided in the reports.


STICHTING MARS: S&P Affirms Rating on Class F Notes to 'BB-'
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its credit ratings on
STICHTING MARS 2006's class A, B, C, D, E, and F notes.

S&P has based its affirmations on an updated assessment of the
adequacy of the outstanding levels of credit enhancement to
withstand a series of stresses on the loan portfolio.

ING Bank N.V. set up MARS 2006 to transfer the risk associated
with a pool of loans to small and midsize enterprises.  MARS 2006
is ING's second transaction of this kind.  The transaction closed
in September 2006, and is scheduled to mature in August 2012.  The
issuer sold credit protection to ING under a credit default swap
linked to this reference portfolio, and in return ING pays
interest due on the notes.  The transaction benefits from a
synthetic threshold amount, which acts as a cushion before losses
are allocated to the notes.

At closing, the transaction sized the credit enhancement levels
for the portfolio using an actuarial approach.  S&P analyzed the
transaction's enhancement levels as a function of stressed
historic net losses from ING's loan book.

In S&P's recent analysis of loss rates, S&P found that the number
and value of credit events has increased significantly throughout
2009 and early 2010, the total gross loss notional reaching 1.4%
of the outstanding notional amount.  However, allocated losses
have been significantly less than this figure, primarily due to
the relatively low loss expectation assigned to defaulted
reference obligations.  As of February 2010, allocated net losses
were 0.18% of the initial notional amount.  This loss allocation
represents a 9% reduction of the synthetic threshold amount.

Of the credit events to date, about a quarter have been fully
worked out, while the allocated net loss attributed to the
remainder is based on ING's loss estimation.  In S&P's analysis,
S&P has applied rating-dependent stresses to the extent of loss
allocation to determine the impact of higher losses being
allocated to these estimated loss reference obligations.

In determining the stress scenarios, S&P established a base case
based on ING's asset-specific probability of default rating and
loss expectation.  S&P stressed this base case using rating
multiples applied to each category, stressed recovery rates, and
the remaining tenor of the transaction.  S&P's analysis indicates
that the current levels of credit enhancement available to the
transaction are commensurate with S&P's current ratings on the
transaction, the driving factor being the short default horizon
remaining to maturity.

S&P's review also included an analysis of obligor concentration
levels in the reference portfolio.  The levels of concentration
S&P found are, in S&P's view, commensurate with current levels of
credit enhancement.

                           Ratings List

                       STICHTING MARS 2006
        EUR488.2 Million Floating-Rate Credit-Linked Notes

                         Ratings Affirmed

                        Class       Rating
                        -----       ------
                        A           AAA
                        B           AA
                        C           A
                        D           BBB
                        E           BB+
                        F           BB-


ZIGGO BOND: Moody's Assigns 'Ba3' Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service has assigned a provisional (P)Ba3
corporate family rating to Ziggo Bond Company B.V. which is
currently named Zesko Bond Company B.V.  At the same time, the
rating agency assigned a provisional (P)B2 rating to the proposed
senior notes in the amount of EUR1.2 billion.  The probability of
default rating was assigned at (P)Ba3.  The outlook on the ratings
is stable.

Moody's issues provisional ratings in advance of the final sale of
securities, and these ratings only represent Moody's preliminary
opinion.  Upon a conclusive review of the transaction and
associated documentation, Moody's will endeavor to assign
definitive ratings to the securities and the corporate family
rating.  A definitive rating may differ from a provisional rating.

The (P)Ba3 corporate family rating reflects Ziggo's (i) leading
position in the cable market in the Netherlands; (ii) solid
prospects of medium term growth given relatively modest levels of
the subscriber base digitization; (iii) proven track record of de-
leveraging; and (iv) positive free cash flow generation.  At the
same time, the rating reflects (i) the competitive nature of the
telecoms market in the Netherlands and (ii) the company's high
leverage at approximately 5.3x pro-forma for the bond issuance and
as adjusted by Moody's, excluding the restructuring costs.

Ziggo is a leading provider of cable television in the Netherlands
followed by UPC Netherlands.  Ziggo's network covers approximately
55% of households in the Netherlands.  As of December 31, 2009,
the company provided standard cable services to approximately
3.2 million subscribers, or 80.2% of the homes passed.  Ziggo's
leading position in the cable market is further supported by the
complementary nature of the cable networks of the two main cable
operators.

Ziggo operates a state-of-the-art network, which provides a
spectrum bandwidth of 862 MHz and is fully DOCSIS3.0 enabled.
Whilst the network allows for provision of fast Internet services
(current offers are up to 120 Mbit/s) as well as various services
based on digital TV platform, the uptake of digital TV services is
relatively modest.  As of December 31, 2009, 49% of the subscriber
base activated digital smart cards but only 25% signed up for
digital pay TV packages.  Moody's believe that the company is well
positioned for further growth in revenue and EBITDA supported by
an increase in broadband market share, an uptake of digital pay TV
and bundle services as well as wider penetration of digital
interactive services.  For example, the company launched Video on
Demand services only in summer 2009.

Despite its strong market position, the company competes with
various providers of TV, Internet and telephony services.  One of
the largest competitors is the incumbent KPN, which provides
Internet and telephony services, and has been successful in the
provision of digital terrestrial television and Internet Protocol
TV.  To a lesser degree, Ziggo competes with the satellite service
provider Canal Digitaal and several IS providers such as Tele2 and
Online.  Moody's believe the company's upgraded network puts it in
an advantageous competitive position over other providers on
account of speed, ability to offer triple services and a faster
and cheaper upgrade path.  However, some low ARPU customers have
been churning to DTT due to more competitively priced offers.

Over the last several years, Ziggo has demonstrated a track record
of de-leveraging.  Ziggo was able to reduce its leverage from 6.7x
Debt to EBITDA as of December 31, 2007, to 5.3x Debt to EBITDA as
of December 31, 2009 (excluding restructuring costs).  Due to its
robust cash flow generation, the company was able to pre-pay
approximately EUR160 million in senior secured debt in 2009.
Moody's note that the terms and conditions of the proposed bond
issuance do not allow material debt incurrence from the current
leverage level.  Given the company's current leverage of 5.3x Debt
to EBITDA, the (P)Ba3 corporate family rating is prospective and
is underpinned by Moody's assumption of further de-leveraging and
positive free cash flow generation.

The (P)B2 (LGD 5, 87%) rating on the senior notes reflects their
structural and contractual subordination to the material amount of
the senior secured debt.

This is the first time Moody's has assigned a corporate family and
debt ratings to Ziggo.

Ziggo, with central offices in Utrecht, is the largest cable
operator in the Netherlands.  In 2009, the company reported
EUR1.3 billion in revenue and EUR649 million in EBITDA.


ZIGGO BOND: S&P Assigns 'B+' Long-Term Corporate Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B+' long-
term corporate credit rating to The Netherlands-based Ziggo Bond
Company B.V., which indirectly fully owns the largest Dutch cable
TV operator.  The outlook is stable.

At the same time, S&P assigned a 'B' long-term issue rating to the
company's proposed EUR1.2 billion senior secured notes issue.  S&P
also assigned a '5' recovery rating to these notes, indicating
S&P's expectation for modest (10%-30%) recovery for noteholders in
the event of a payment default.

The ratings on the pending notes issue are subject to the
successful issuance of the notes and S&P's review of final
documentation.  Any change in the amount or terms of the notes
issue would have to be reviewed by Standard & Poor's and could
affect the recovery and issue ratings.

"The ratings are constrained by S&P's assessment of Ziggo's highly
leveraged financial risk profile," said Standard & Poor's credit
analyst Xavier Buffon.  "Although the proposed notes' indenture
restricts dividend payments made by Ziggo, S&P consider that the
company's ultimate ownership by private equity sponsors makes the
stability of its equity uncertain."

In particular, for S&P's analysis S&P calculates an adjusted
leverage ratio including shareholder loans sitting at Zesko BV, an
indirect holding company above Ziggo and outside the restricted
group.  These loans (EUR1.9 billion at year-end 2009) are outside
the restricted obligor group, non cash paying, structurally
subordinated, and not cross defaulted with the restricted obligor
group's debt.  But given that they mature between mid-2015 and
early-2016, S&P cannot rule out that their refinancing could to a
degree affect Ziggo's credit quality.

This weakness is partly offset by S&P's assessment of Ziggo's
satisfactory business risk profile, reflecting the highly
attractive domestic market, and the company's strong established
competitive positions, including a more than 70% TV market share
and a 42% fixed broadband share in its service area.

At year-end 2009, Ziggo had consolidated gross financial debt of
EUR3.9 billion, pro forma for the proposed EUR1.2 billion notes,
the repayment of the EUR1.18 billion mezzanine loan (including
accrued interest), and EUR41 million of fees.

"The stable outlook reflects S&P's belief that Ziggo's
satisfactory business risk profile will likely underpin
continuously strong free cash flow generation and adequate
liquidity," said Mr. Buffon.

Rating upside is possible in S&P's view in the medium term if
Ziggo maintains steady debt deleveraging.  Conversely, potential
rating pressures could occur if smooth refinancing of the hefty
maturities looming in 2014-2015 were not prepared well in advance
or appeared increasingly uncertain, or if any refinancing of
shareholder loans sitting outside the restricted group were to
affect Ziggo's financial profile.  On the business side, S&P will
monitor how competitors or regulation may adversely affect Ziggo's
positions and cash generation ability; S&P has not factored any
resulting material downside into the ratings at this stage.


===============
P O R T U G A L
===============


* Moody's Downgrades Ratings on Various Portuguese Securities
-------------------------------------------------------------
Moody's Investors Service downgraded its ratings on certain
Portuguese hybrid securities, in line with its revised Guidelines
for Rating Bank Hybrids and Subordinated Debt, published in
November 2009.  This concludes the review for possible downgrade
on these ratings initiated on November 18, 2009.

Prior to the global financial crisis, Moody's had incorporated
into its ratings an assumption that support provided by national
governments and central banks to shore up a troubled bank would,
to a large extent, benefit the subordinated debt holders as well
as the senior creditors.  However, during the crisis, systemic
support for these instruments has not been forthcoming in many
cases.  The revised methodology has therefore largely removed
previous assumptions regarding systemic support, resulting in the
rating action.  In addition, the revised methodology generally
widens the notching on a hybrid's rating that is based on the
instrument's features.

                     Rating Action in Detail

The starting point in Moody's revised approach to rating hybrid
securities is the Adjusted Baseline Credit Assessment (Adjusted
BCA).  The Adjusted BCA reflects a bank's standalone credit
strength, including parental and/or cooperative support, if
applicable.  The Adjusted BCA excludes any expectation of systemic
support.

The characteristics of rated Portuguese junior subordinated debt
instruments, non-cumulative preference shares and perpetual
subordinated securities with conditional coupons are fairly
standardized:

* The loss absorption for rated junior subordinated debt while the
  issuer remains a going concern stems from the principal write-
  down feature and the cumulative deferral feature of its coupon.
  Coupon deferral is both mandatory, with a solvency trigger, and
  optional, at the discretion of the issuer.  Together with the
  junior subordinated claim in liquidation, this means that,
  unless stated otherwise, these instruments are rated one notch
  below the Adjusted BCA.

* The loss absorption for rated Perpetual Subordinated Securities
  With Conditional Coupons while the issuer remains a going
  concern stems from the principal write-down feature and the non-
  cumulative coupon suspension feature.  Coupon skip is both
  mandatory, with a minimum regulatory capital and availability of
  distributable funds (balance sheet loss) triggers, and optional,
  at the discretion of the issuer.  Together with their deeply
  subordinated claim in liquidation, this means that, unless
  stated otherwise, these instruments are rated three notches
  below the Adjusted BCA.

* The loss absorption for non-cumulative preferred securities
  while the issuer remains a going concern stems from the non-
  cumulative coupon suspension feature.  Coupon skip is both
  mandatory, with a minimum regulatory capital and availability of
  distributable funds (balance sheet loss) triggers, and optional,
  at the discretion of the issuer.  Together with their deeply
  subordinated claim in liquidation, this means that, unless
  stated otherwise, these instruments are rated three notches
  below the Adjusted BCA.

The rating actions on each Portuguese bank are detailed below:

1) Banco BPI

The Adjusted BCA for BPI is Baa2, which is the same level as its
Baseline Credit Assessment.

These securities issued by BPI and subsidiaries were affected by
this rating action:

* Junior subordinated EMTN program ratings (Upper Tier 2):
  Downgraded to Baa3 from A2.

* Non-cumulative preferred securities: Downgraded to Ba2 from
  Baa1.  This instrument was issued by BPI Capital Finance
  Limited, a subsidiary of BPI, guaranteed by BPI.

The outlook for all the affected instruments is negative, in line
with the negative outlook for BPI's C- BFSR and corresponding Baa2
BCA.

2) Banco Comercial Portugues

The Adjusted BCA for BCP is Baa3, which is the same level as its
BCA.

These securities issued by BCP and subsidiaries were affected by
this rating action:

* Non-cumulative preferred securities: Downgraded to Ba3 from
  Baa1.  These instruments were issued by BCP Finance Company, a
  subsidiary of BCP, guaranteed by BCP.

* Perpetual subordinated securities with conditional coupons:
  Downgraded to Ba3 from Baa1.

The outlook for all the affected instruments is negative, in line
with the negative outlook for BCP's D+ BFSR and corresponding Baa3
BCA.

3) Banco Espirito Santo

The Adjusted BCA for BES is Baa1, which is the same level as its
BCA.

These securities issued by BES and subsidiaries were affected by
this rating action:

* Junior subordinated debt and junior subordinated EMTN program
  ratings (Upper Tier 2): Downgraded to Baa2 from A2.  The
  instruments were issued by BES Finance Limited, a subsidiary of
  BES, guaranteed by BES.

* Non-cumulative preferred securities: Downgraded to Ba1 from A3.
  This instrument was issued by BES Finance Limited, a subsidiary
  of BES, guaranteed by BES.

The outlook for all the affected instruments is stable, in line
with the stable outlook for BES's C- BFSR and corresponding Baa1
BCA.

4) Espirito Santo Financial Group

The Adjusted BCA for ESFG is Baa2, one notch below BES's Adjusted
BCA, as ESFG's obligations are structurally subordinated to the
direct obligations of BES, which is ESFG's main operating
subsidiary.

These securities issued by ESFG's subsidiaries were affected by
this rating action:

* Non-cumulative preferred securities: Downgraded to Ba2 from
  Baa2.  This instrument was issued by ESFG International Limited,
  a subsidiary of ESFG, guaranteed by ESFG.

The outlook for the affected instrument is stable, in line with
the stable outlook on BES's C- BFSR.

5) Banco Santander Totta

The Adjusted BCA for BST is A2, which is one notch higher than its
BCA of A3, due to parental support from Banco Santander, which is
rated Aa2 for long-term deposits, and with a BFSR of B-
corresponding to a BCA of A1.

This program issued by BST was affected by this rating action:

* Junior subordinated EMTN program ratings (Upper Tier 2):
  Downgraded to A3 from A1.

The outlook for all the affected instruments is negative, in line
with the negative outlook for BST's C BFSR and corresponding A3
BCA.

6) Caixa Geral de Depositos

The Adjusted BCA used to notch CGD hybrid securities is A3, which
is two notches higher than its BCA of Baa2, due to its government
ownership.  The bank's senior unsecured ratings are currently
aligned with the government's own ratings due to its 100%
ownership by the government and the strong role it plays in the
Portuguese banking system.  However, the interdependence and
interconnection with the government is not perceived to be so
strong that Moody's assign the same support likelihood for hybrid
capital instruments.  As a scenario of selective burden-sharing
with hybrid investors has become more likely across many countries
during this financial crisis, the adjusted BCA reflects CGD's
standalone credit strengths and more moderate parental support
from the government for these instruments.  .

These securities issued by CGD and subsidiaries were affected by
this rating action:

* Junior subordinated debt and junior subordinated EMTN program
  ratings (Upper Tier 2): Downgraded to Baa1 from Aa3.  The
  instruments were issued by Caixa Geral de Depositos acting
  through its Paris Branch and Caixa Geral de Depositos Finance, a
  subsidiary of CGD.

* Non-cumulative preferred securities: Downgraded to Baa3 from A1.
  These instruments were issued by Caixa Geral Finance Limited, a
  subsidiary of CGD, guaranteed by CGD.

The outlook for all the affected instruments is negative, in line
with the negative outlook for CGD's C- BFSR and corresponding Baa2
BCA.

7) Banif -- Banco Internacional do Funchal

The Adjusted BCA for Banif is Ba3, which is the same level as its
BCA.

These securities issued by Banif and subsidiaries were affected by
this rating action:

* Junior subordinated debt and junior subordinated EMTN program
  ratings (Upper Tier 2): Downgraded to B1 from Baa3.  The
  instrument was issued by Banif Finance Limited, a subsidiary of
  Banif, guaranteed by Banif External Financial Branch.

* Non-cumulative preferred securities: Downgraded to B3 from Ba1.
  This instrument was issued by Banif Finance Limited, a
  subsidiary of Banif, guaranteed by Banif.

The outlook for all the affected instruments is negative, in line
with the negative outlook for Banif's D- BFSR and corresponding
Ba3 BCA.

8) Caixa Economica Montepio Geral

The Adjusted BCA for Montepio is Ba2, which is the same level as
its BCA.

These program issued by Montepio was affected by this rating
action:

* Junior subordinated EMTN program ratings (Upper Tier 2):
  Downgraded to Ba3 from Baa3.

The outlook for all the affected instruments is negative, in line
with the negative outlook for Montepio's D BFSR and corresponding
Ba2 BCA.

9) Banco Itau Europa

The Adjusted BCA for Itau Europa is Baa2, which is the same level
as its BCA.

This program issued by Itau Europa was affected by this rating
action:

* Junior subordinated EMTN program ratings (Upper Tier 2):
  Downgraded to Baa3 from Baa2.

The outlook for all the affected instruments is negative, in line
with the negative outlook for Itau Europa's C- BFSR and
corresponding Baa2 BCA.

The last rating action on BPI was on November 18, 2009, when the
bank's junior subordinated debt program and preference shares
ratings were placed on review for possible downgrade.

BPI is headquartered in Lisbon, Portugal.  At December 31, 2009,
it had total unaudited assets of EUR47.5 billion.

The last rating action on BCP was on November 18, 2009, when the
bank's preference shares and perpetual subordinated securities
with conditional coupons ratings were placed on review for
possible downgrade.

BCP is headquartered in Oporto, Portugal.  At December 31, 2009,
it had total assets of EUR95.6 billion.

The last rating action on BES was on November 18, 2009, when the
bank's junior subordinated debt and preference shares ratings were
placed on review for possible downgrade.

BES is headquartered in Lisbon, Portugal.  At December 31, 2009,
it had total assets of EUR82.3 billion.

The last rating action on ESFG was on November 18, 2009, when the
bank's preference shares rating was placed on review for possible
downgrade.

ESFG is headquartered in Luxembourg.  At December 31, 2009, it had
total assets of EUR85.3 billion.

The last rating action on BST was on November 18, 2009, when the
bank's junior subordinated debt program was placed on review for
possible downgrade.

BST is headquartered in Lisbon, Portugal.  At June 30, 2009, it
had total unaudited assets of EUR43.5 billion.

The last rating action on CGD was on November 18, 2009, when the
bank's junior subordinated debt and preference shares ratings were
placed on review for possible downgrade.

CGD is headquartered in Lisbon, Portugal.  At December 31, 2009,
it had total assets of EUR120.9 billion.

The last rating action on Banif was on November 18, 2009, when the
bank's junior subordinated debt and preference shares ratings were
placed on review for possible downgrade.

Banif is headquartered in Funchal, Portugal.  At September 30,
2009, it had total unaudited assets of EUR 11.1 billion.

The last rating action on Montepio was on November 18, 2009, when
the bank's junior subordinated debt program was placed on review
for possible downgrade.

Montepio is headquartered in Lisbon, Portugal.  At December 31,
2009, it had total assets of EUR17.2 billion.

The last rating action on Itau Europa was on November 18, 2009,
when the bank's junior subordinated debt program was placed on
review for possible downgrade.

Itau Europa is headquartered in Lisbon, Portugal.  At
September 30, 2009, it had total unaudited assets of
EUR5.1 billion.


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


FAR EAST: Fitch Lifts Long-Term Issuer Default Rating to 'BB'
-------------------------------------------------------------
Fitch Ratings has upgraded Russia-based OJSC Far East Telecom
(also known as OAO Dalsvyaz) and OAO Uralsvyazinform to Long-term
Issuer Default Rating 'BB' from 'BB-'.  The Outlook is Stable.  A
full list of rating actions is detailed at the end of the
commentary.

The upgrade of Far East Telecom reflects reduced refinancing risks
following the extension of several undrawn revolving credit
facilities with a domestic bank.  This has substantially increased
the company's liquidity which now fully covers its short-term
maturities.

In addition, Far East Telecom is close to revising the repayment
schedule for a substantial part of its debt from amortizing to
bullet, which will reduce short-term debt and lengthen the average
maturity profile of its debt portfolio.  As its debt is
denominated in roubles the company is not exposed to foreign-
currency risk.

The ratings continue to be supported by Far East Telecom's
dominant market position in the fixed-line voice and broadband
segments in its region, stable operating and financial
performance, low leverage and positive free cash flow (FCF).
Fitch expects FCF to remain positive in the medium term.  At the
same time, the agency notes that the company's FCF margin will
largely depend on its control over capex.

The upgrade of Uralsvyazinform also reflects reduced refinancing
risks after two bond put options, totaling RUB5 billion, expired
in March and April, respectively.  In addition, the company has
signed a new medium-term loan agreement with a domestic bank to
refinance part of its debt.  Fitch estimates that
Uralsvyazinform's liquidity will now comfortably cover its short-
term debt.  The agency expects that the company's refinancing risk
will remain modest in the short- to medium-term.
Fitch also positively notes that Uralsvyazinform's foreign-
currency risk is low, as its debt is predominantly denominated in
roubles.

The ratings are supported by Uralsvyazinform's strong market
position in the fixed-line voice, internet services and mobile
segments in its region, stable operating and financial
performance, modest leverage and positive FCF.  Fitch expects FCF
to remain positive provided there is no material increase in
capex.

OJSC Far East Telecom

  -- Long-term foreign currency IDR: upgraded to 'BB' from 'BB-';
     Outlook Stable

  -- Short-term foreign currency IDR: affirmed at 'B'

  -- Foreign currency senior unsecured rating: upgraded to 'BB'
     from 'BB-'

OAO Uralsvyazinform

  -- Long-term foreign currency IDR: upgraded to 'BB' from 'BB-';
     Outlook Stable

  -- Long-term local currency IDR: assigned at 'BB'; Outlook
     Stable

  -- Local currency senior unsecured rating: assigned at 'BB'

  -- Short-term foreign currency IDR: affirmed at 'B'

  -- National Long-term rating: upgraded to 'AA-(rus)' from
     'A+(rus)'; Outlook Stable

  -- National senior unsecured rating: upgraded to 'AA-(rus)' from
     'A+(rus)'


URALSVYAZINFORM OAO: Fitch Lifts LT Foreign Currency IDR to 'BB'
----------------------------------------------------------------
Fitch Ratings has upgraded Russia-based OJSC Far East Telecom
(also known as OAO Dalsvyaz) and OAO Uralsvyazinform to Long-term
Issuer Default Rating 'BB' from 'BB-'.  The Outlook is Stable.  A
full list of rating actions is detailed at the end of the
commentary.

The upgrade of Far East Telecom reflects reduced refinancing risks
following the extension of several undrawn revolving credit
facilities with a domestic bank.  This has substantially increased
the company's liquidity which now fully covers its short-term
maturities.

In addition, Far East Telecom is close to revising the repayment
schedule for a substantial part of its debt from amortizing to
bullet, which will reduce short-term debt and lengthen the average
maturity profile of its debt portfolio.  As its debt is
denominated in roubles the company is not exposed to foreign-
currency risk.

The ratings continue to be supported by Far East Telecom's
dominant market position in the fixed-line voice and broadband
segments in its region, stable operating and financial
performance, low leverage and positive free cash flow (FCF).
Fitch expects FCF to remain positive in the medium term.  At the
same time, the agency notes that the company's FCF margin will
largely depend on its control over capex.

The upgrade of Uralsvyazinform also reflects reduced refinancing
risks after two bond put options, totaling RUB5 billion, expired
in March and April, respectively.  In addition, the company has
signed a new medium-term loan agreement with a domestic bank to
refinance part of its debt.  Fitch estimates that
Uralsvyazinform's liquidity will now comfortably cover its short-
term debt.  The agency expects that the company's refinancing risk
will remain modest in the short- to medium-term.
Fitch also positively notes that Uralsvyazinform's foreign-
currency risk is low, as its debt is predominantly denominated in
roubles.

The ratings are supported by Uralsvyazinform's strong market
position in the fixed-line voice, internet services and mobile
segments in its region, stable operating and financial
performance, modest leverage and positive FCF.  Fitch expects FCF
to remain positive provided there is no material increase in
capex.

OJSC Far East Telecom

  -- Long-term foreign currency IDR: upgraded to 'BB' from 'BB-';
     Outlook Stable

  -- Short-term foreign currency IDR: affirmed at 'B'

  -- Foreign currency senior unsecured rating: upgraded to 'BB'
     from 'BB-'

OAO Uralsvyazinform

  -- Long-term foreign currency IDR: upgraded to 'BB' from 'BB-';
     Outlook Stable

  -- Long-term local currency IDR: assigned at 'BB'; Outlook
     Stable

  -- Local currency senior unsecured rating: assigned at 'BB'

  -- Short-term foreign currency IDR: affirmed at 'B'

  -- National Long-term rating: upgraded to 'AA-(rus)' from
     'A+(rus)'; Outlook Stable

  -- National senior unsecured rating: upgraded to 'AA-(rus)' from
     'A+(rus)'


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


CHELSEA BUILDING: Moody's Withdraws 'E+' Bank Strength Ratings
--------------------------------------------------------------
Moody's Investors Service has withdrawn the Baa3/Prime-3 bank
deposit ratings as well as the E+ bank financial strength ratings
of Chelsea Building Society.  This follows the completion of the
merger earlier in April of Chelsea with Yorkshire Building Society
(rated Baa1/Prime-2/D+ with a negative outlook).  This merger has
resulted in Chelsea being folded into Yorkshire and ceasing to
exist as a separate legal entity.  Furthermore, the outstanding
senior debt of Chelsea has been assumed by the Yorkshire and as
result is upgraded to Baa1 with a negative outlook to reflect this
transfer.  In the same rating action, Moody's has downgraded
Chelsea's subordinated debt ratings of Caa3 to Ca and will
subsequently withdraw these ratings to reflect their conversion
into Yorkshire's subordinated convertible notes which took place
at the time of the merger completion.

Marjan Riggi, a Senior Credit Officer/Vice President at Moody's
said, that the upgrade of the senior unsecured debt ratings of
Chelsea reflect the transfer of the assets and liabilities of the
Chelsea to the Yorkshire by way of a transfer of engagements
pursuant to Building Society Act 1986.  As such, the ratings of
the outstanding senior debt obligations of Chelsea are now aligned
with that of the Yorkshire.  While the Chelsea brand will continue
to exist for some time, the Chelsea building society no longer
exists as separate legal entity, therefore, Moody's has withdrawn
its deposit, financial strength and short term ratings.

Moody's said that the terms of the merger included the exchange of
the full GBP200 million outstanding principal amount of Chelsea's
lower tier 2 subordinated debt for GBP100 million of subordinated
lower tier 2 convertible notes issued by the Yorkshire.  The
convertible notes which will rank pari passu with other Yorkshire
subordinated debt, will convert into profit participating deferred
shares if Yorkshire's core tier 1 capital falls below 5%.

Commenting on the downgrade and subsequent withdrawal of the
ratings of Chelsea's subordinated securities, Moody's noted that
the transaction will be considered a "distressed exchange" given
the economic loss of the principal amount at a 50% discount to the
securities' par value, representing an immediate loss for these
investors.  Based on Moody's recovery analysis these instruments
are now rated Ca.  Moody's has withdrawn the rating of these
instruments as a result of their exchange into contingent
convertible notes with regulatory capital triggers, securities
which Moody's no longer rate.

The negative outlook on the ratings is aligned with that of
Yorkshire's reflecting Moody's concern on the continuous negative
pressure on the asset quality of the society, as well as
integration risks associated with the merger of Chelsea, a much a
weaker society, into Yorkshire's operations -- both of which are
likely to result in increased pressure on underlying
profitability.

The last rating action on Chelsea was on December 2, 2009, when
all its ratings of Baa3/P-3 were put on review for upgrade.

Chelsea building society, headquartered in Cheltenham, U.K., had
total assets of GBP13 billion as at end-June 2009.  Yorkshire
building society is headquartered in Bradford, U.K, and had total
assets of GBP22 billion as at end-June 2009.  With total assets of
GBP35 billion, the combined entity is now the second largest
Building Society in the United Kingdom.


COLOURFOLIO: Shuts Down Following Administration
------------------------------------------------
Tim Sheahan at Print Week reports Colourfolio has closed its doors
after going into administration on April 13.

The report relates David Acland and Lila Thomas of Begbies
Traynor's Preston office were appointed administrators at
Colourfolio.

Colourfolio was established in 1990 and offered a range of digital
print and finishing services such as poly-wrapping and folding,
according to Print Week.


CREST RECRUITMENT: Bought Out of Administration by Oltec Group
--------------------------------------------------------------
Manchester Evening News reports that Oltec Group has bought Crest
Recruitment out of administration.  According to the report, Oltec
bought the company's contracts, assets and goodwill from
administrators MCR for an undisclosed sum.

Oltec will keep the Crest brand and a base in Blackpool to service
its client base which includes local authorities and well known
national operators, the report notes.

The report recalls Crest was placed into administration after
suffering setbacks including non-payment of invoices from
customers.

Established in 1990, Crest Recruitment is a GBP2 million turnover
business that employs 600 staff with its headquarters in
Blackpool.  It specializes in supplying staff for the industrial
and commercial sectors and local authorities in the North West,
according to Manchester Evening News.


CRYSTAL PALACE: Administrator Says Consortium "Reluctant" Buyer
---------------------------------------------------------------
Roger Blitz at The Financial Times reports that Crystal Palace's
potential buyer is unwilling to make a significant offer for the
stadium.

According to the FT, Crystal Palace, which owes Lloyds GBP11
million (US$17 million), has attracted only one interested party
-- a consortium of fans calling itself CPFC 2010, led by Steve
Parish, chief executive of Tag Worldwide, a design agency.

Citing Brendan Guilfoyle of P&A Partnership, the club's
administrator, the FT says the consortium is a "reluctant" buyer,
and will only do a deal if it can get its hands on Palace's
Selhurst Park stadium, which is being sold under a separate
administration run by PwC.

Lloyds is also the creditor of the stadium and could attract a
market price from developers, the FT notes.  Lloyds is likely to
take the financial hit in order to prevent Crystal Palace going
into liquidation, the FT states.

The FT recalls Crystal Palace went into administration in January.

London-based Crystal Palace Football Club --
http://www.cpfc.premiumtv.co.uk/-- plays in the English League.
The team, also known as the "Eagles" represents a borough of
London called Croydon.  It was founded in 1905 by workers at the
Crystal Palace, a wrought iron and glass building originally
erected in the Hyde Park area of London to house the Great
Exhibition of 1851 (the first in a series of World's Fair
exhibitions).  The Crystal Palace Football Club moved to its
current stadium Selhurt Park in 1924.  Chairman Simon Jordan took
over the club in 2000, ending Crystal Palace's stint with
bankruptcy.


FAITH: Placed Into Administration; About 1,800 Jobs at Risk
-----------------------------------------------------------
Marcus Leroux at Times Online reports that the Faith shoe chain
has gone into administration, putting almost 1,800 jobs at risk.
According to the report, the administrator is understood to have
been called in after Hilco, the distressed investor, took control
of the company's GBP14-million debt.

Faith's owner had been attempting to sell the company, which has
78 stores and 120 concessions, mainly in Debenhams, the report
relates.  John Kinnaird bought the chain out of administration in
2008, the report recalls.

"We are liaising with interested parties in an attempt to
facilitate a going concern sale.  We will be working closely with
the businesses' stakeholders in an effort to preserve a well-known
retail brand," the report quoted Heath Sinclair, a partner at the
administrator Mazars, as saying.

The report notes Mazars said that Faith remained "over-leveraged"
despite restructuring measures taken after its acquisition in
2008.

The report says shoe stores have been hit by the recession and
cut-price competition from supermarkets and clothing shops.


LADBROKES PLC: Fitch Retains 'BB+' Issuer Default Rating
--------------------------------------------------------
Fitch Ratings says that Ladbrokes PLC's ratings will not be
impacted by the company's announcement that it will be receiving
combined proceeds of approximately GBP95 million in FY10 from the
disposal of its Italian unit and a tax refund from the UK
authorities.  Whilst these factors will improve Ladbrokes'
financial profile, they are not sufficient as standalone measures
to change the company's current Long-term Issuer Default Rating of
'BB+' with a Negative Outlook.

Notwithstanding recent improvements, Ladbrokes continues to face
operational challenges.  Specifically, the prospects for a
recovery in UK consumer spending remains constrained by high
unemployment and an uncertain post-election policy environment in
addition to continuing competition and increased consolidation
risks in the internet gaming space.  Furthermore, Ladbrokes' post-
dividend free cash flow may remain limited in the longer term.

Ladbrokes announced on April 21 that it had reached an agreement
with the UK tax authorities whereby the company will receive back
approximately GBP90 million -- including interest -- and will also
receive a credit that reduces its annual cash corporate tax rate
to 15% from 19% in the medium term.  Fitch estimates this
corresponds to an additional annual saving of approximately
GBP5 million from 2010 onwards for, possibly, three to five years.
The tax refund and credit granted are related to Ladbrokes'
corporation tax in respect of tax years through to December 2007.

Additionally, the company announced that it was selling its
Italian business for just EUR5 million, compared with a previously
expected figure of GBP20-25 million.

Fitch expects Ladbrokes' FY10 results to benefit from a reversal
in adverse sporting results, in addition to receiving an at least
partial uplift in betting spending due to the 2010 football World
Cup.  Results are also likely to benefit from remedial actions
already announced by management in terms of cost reductions and
enhancements to the gaming machines estate, lower interest charges
resulting from the October 2009 rights issue and the cut to the
2009 final dividend.

Based on these developments, Fitch forecasts that Ladbrokes could
see a net debt reduction of up to GBP200 million in FY10 to
approximately GBP500 million (FYE09: GBP690).  This would enable
the company by FYE10 to reduce its net lease adjusted leverage
from FYE09's 4.1x to below 3.5x, a level that Fitch views as more
compatible with the current 'BB+'.


NEWCASTLE BUILDING: Fitch Lifts Rating on Sub. Notes to 'BB'
------------------------------------------------------------
Fitch Ratings has upgraded UK-based Newcastle Building Society's
dated subordinated (lower tier 2; LT2) notes, maturing in 2019, to
'BB' from 'B-' and removed them from Rating Watch Negative.

The rating action reflects Fitch's view that the notes are now
less likely to convert into riskier profit participating deferred
shares.  Newcastle BS recently announced that new features would
be introduced in two of its three dated subordinated notes and to
GBP10m of permanent interest bearing shares.  The notes maturing
in 2019 do not contain and will not contain any conversion
features whereas the other two lower tier 2 notes will have
conversion features added to them.  As a result, if ever Newcastle
BS were in need of additional capital, these two notes would
convert into PPDS before the 2019 notes, leading Fitch to believe
that the risks of the 2019 notes being converted into PPDS have
receded.

The society has introduced a conversion feature into GBP46m of its
lower tier 2 and permanent interest bearing notes.  This feature
causes the notes to convert into PPDS in the event that the core
tier 1 ratio of the society should fall below 5%.  Fitch comments
that at five and seven years, the maturity of the lower tier 2
notes with conversion features is relatively short for capital-
eligible instruments.  However, Fitch acknowledges that the
availability of extra capital represents a further buffer against
risks.

The rating for the notes is below:

* Subordinated notes 6.625% due 2019 upgraded to 'BB' from 'B-';
  RWN removed (ISIN: XS0178286901)

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


NHP: Talks to Restructure GBP1.1 Bil. Debt Extended Until May 15
----------------------------------------------------------------
Daniel Thomas at The Financial Times reports that negotiations to
restructure GBP1.1 billion of debt behind NHP's large portfolio of
care homes have been extended in an effort to reach an agreement
to forestall fire sale of the properties.

According to the FT, the sale of more than GBP800 million of care
homes managed by NHP, which was bought by the Qatari Investment
Authority in 2006, is seen by analysts as increasingly likely,
owing to the complicated debt structure behind the portfolio.

The FT relates property consultancy GVA Grimley has been appointed
to work on a strategy to dispose of the 297 NHP care homes as part
of a restructuring plan led by Capita, the special servicer.  It
is acting for the creditors, including those in Titan Europe
2007-1, a commercial mortgage-backed securities vehicle secured on
the assets, the FT states.

The FT notes Capita said in an interim investor report last week
that talks to resolve the situation with a consensual
restructuring would be extended until May 15.  Different tranches
of lenders have so far failed to agree a solution, the FT
recounts.

There has been a breach of NHP's debt covenants, as well as an
identified refinancing risk, the FT says.  The financing package
secured against the assets totaled GBP1.1 billion -- with a GBP638
million securitized facility and a GBP524 million junior loan --
originated by Credit Suisse, the FT discloses.


NORTHCOTT THEATRE: Administrator Axes 27 Jobs on Lack of Revenue
----------------------------------------------------------------
BBC News reports that Ian Walker from Begbies Traynor, the
administrator of Northcott Theatre, has decided to make 27 part-
time and casual staff redundant in response to the absence of
revenue to support the theater's costs.

According to BBC, scheduled spring program continued, but there
are now no shows until June and the administrators said staff
costs must be cut.

BBC recalls the Northcott Theatre in Exeter was put into
administration in February.

As reported by the Troubled Company Reporter-Europe on March 1,
2010, The Financial Time said the theater's trustees decided to
place the theater into administration after financial information
showed it to be insolvent.  The FT disclosed the theater had a
difficult time over Christmas, with box office takings reduced
because of the poor weather.


PACKMAIL: Shuts Down Following Administration
---------------------------------------------
Tim Sheahan at Print Week reports that mailing house Packmail has
closed its doors after going to into administration on April 9,
resulting in the loss of 38 jobs.

The report relates Martin Pickard and Michael Wellard of
insolvency practitioner Mazars were appointed to Packmail.

Citing a spokeswoman for Mazars, the report says attempts to find
a buyer for the business proved unsuccessful.

Packmail is a mailing house based in Milton Keynes, United
Kingdom.


PORTSMOUTH FOOTBALL: Administrator Puts Players Up for Sale
-----------------------------------------------------------
Martin Pengelly at The Guardian reports that the administrator of
Portsmouth Football Club, Andrew Andronikou, has put the club's
first-team squad up for sale to ease its debts which stood at
GBP108.6 million.

According to The Guardian, The Daily Mirror said that
Mr. Andronikou, of the accountancy firm UHY Hacker Young, had
asked Icon Sports Management to sell the club's players and that a
fax detailing asking prices had been sent out.  The Guardian notes
the newspaper said the midfielder Kevin Prince Boateng was the
most expensive player at GBP5 million.

The Guardian relates Portsmouth had nine points deducted as a
result of going into administration and their relegation to the
Championship was confirmed on April 10.  It was confirmed last
week that Portsmouth will not be able to take up the Europa League
place for next season that the Cup final would have earned them,
as their financial difficulties will not allow them to apply for
the necessary Uefa license, The Guardian recounts.

As reported by the Troubled Company Reporter-Europe, Bloomberg
News said Portsmouth on Feb. 26 became the first team in England's
Premier League to go into administration after U.K. authorities
tried to force its closure over unpaid tax of GBP12.1 million.

Portsmouth Football Club Ltd. -- http://www.portsmouthfc.co.uk/--
operates Portsmouth FC, a professional soccer team that plays in
the English Premier League.  Established in 1898, the club boasts
two FA Cups, its last in 2008, and two first division
championships.  Portsmouth FC's home ground is at Fratton Park;
the football team is known to supporters as Pompey.  Dubai
businessman Sulaiman Al-Fahim purchased the club from Alexandre
Gaydamak in 2009.  A French businessman of Russian decent,
Gaydamak had controlled Portsmouth Football Club since 2006.


ROYAL BANK: Moody's Reviews Ratings on Subordinated Instruments
---------------------------------------------------------------
Moody's has concluded its review of the hybrid and junior
subordinated debt instruments of Royal Bank of Scotland Group,
which had been kept under review at the time of the last rating
action on RBSG's hybrids on December 22, 2009.  The instruments
affected are all so-called "Must Pay Securities", i.e. securities
which are not affected by the European Commission requirement for
RBSG to skip coupons for two years from a date starting not later
than April 30, 2010.  The payment of coupons on these securities
was also affected by the availability of distributable profits,
and following the publication of audited 2009 accounts showing
sufficient distributable profits (based on retained earnings), the
conclusion of the review reflects the clarity that these
instruments constitute "Must-Pay Securities".

At the rating action of December 22, 2009, Moody's did not
conclude the rating of the potential Must Pay Securities, because
of uncertainty as to the availability of distributable profits.
This affected the eventual outcome as to which securities would
pay or would not pay in 2010-2012, as RBSG has to pay dividends on
certain non-cumulative preference shares if it has sufficient
distributable profits, and such a payment would also activate the
dividend pusher of certain UT2 and LT2 securities.  In RBSG's
audited 2009 accounts, the bank has reported retained earnings of
GBP13.262 billion at the holding company level (and GBP12.134
billion at the consolidated Group level), following a similar
transaction to 2008 whereby retained earnings were boosted by a
GBP9.95 billion transfer from the merger reserve.  This was in
turn possible because of the GBP27.471 billion capital raising
from the UK government, which was accounted for in the merger
reserve.  Therefore, Moody's no longer expects any restrictions on
coupon payments on these securities, and has adjusted the ratings
as indicated in Moody's press release of December 22, 2009, i.e.
they are notched down from the Baseline Credit Assessment in line
with the notching guidelines set out in Moody's Revised Hybrid
Methodology of November 2009.  The outlook on the securities is
negative, in line with the negative outlook on the BCA.

The debt exchange announced by RBSG on March 25, 2010 which
proposes the exchange of UT2 securities into senior notes and a
cash tender of T1 securities up to a Tier 1 reduction cap of 50bp
does not affect the ratings of these instruments.  Moody's view
this as an opportunistic debt exchange, which is broadly neutral
for the bank's credit profile.  It is expected to increase Core
Tier 1 by up to 35bp on an after tax basis, but it will also
reduce total Tier 1 by up to 50bp.

List of securities:

  -- Non-cumulative preference shares "Must Pay" -- upgraded from
     B3 to Ba2/ Ba3 (neg outlook)

The non-cumulative preference shares/ preferred securities which
do not have optional coupon skip but have mandatory coupon skip
tied to the breach of distributable profit triggers, have been
upgraded from B3 (on review for possible upgrade) to:

* Ba2 with a negative outlook for securities issued by Nat West
  plc, and

* Ba3 with a negative outlook for securities issued by RBSG plc.
  This places the instruments at three notches below the Baa2
  adjusted BCA of Nat West plc, with an additional notch for
  structural subordination at the RBSG holding company level.

  -- Cumulative preferred security "Must Pay" -- upgraded from Ba3
     to Ba2 (neg outlook)

The cumulative preferred security of RBSG plc which due to
dividend pusher language is a Must Pay security if dividends are
paid on non-cumulative preference shares, has been upgraded to Ba2
(negative outlook) from Ba3 (on review for possible upgrade).  The
instrument is placed at two notches below the Baa2 adjusted BCA of
RBS plc, with an additional notch for structural subordination at
the RBSG holding company level.

  -- Junior subordinated debt "Must Pay" -- confirmed at Ba1/
     affirmed at Ba2 (negative outlook)

The Must Pay junior subordinated debt securities of RBS plc and
Nat West plc which were rated Ba1 (under review for possible
downgrade), and due to dividend pusher language are Must Pay
securities if dividends are paid on non-cumulative preference
shares, have been confirmed at Ba1 (negative outlook).  The
instruments are rated two notches below the adjusted BCA of RBS
plc and Nat West plc.

In addition, the Must Pay junior subordinated debt of RBSG which
is rated Ba2 (negative outlook) was affirmed at Ba2 (negative
outlook).

  -- LT2 "Must Pay" dated subordinated instruments with deferral
     features -- affirmed at Ba2 (negative outlook)

The ratings of the six RBSG LT2 dated subordinated instruments
with cumulative deferral features have been affirmed at Ba2
(negative outlook).  Moody's views these instruments as in line
with the junior subordinated debt (Upper Tier 2) that has similar
features.  Due to the dividend pusher clause these instruments are
Must Pay securities and are rated two notches below the Baa3
adjusted BCA of RBSG.

The last rating action on RBSG was on December 22, 2009, when
rating actions were taken on certain hybrid and subordinated
instruments.

RBSG is headquartered in Edinburgh, United Kingdom, with total
assets of GBP1,696 billion at the end of December 2009.


VIRGIN MEDIA: Completes Refinancing, Extends Debt Maturities
------------------------------------------------------------
Patricia Kuo at Bloomberg News reports that Virgin Media Inc. said
it completed a three-year refinancing program to extend debt
maturities and cut borrowing costs.

Bloomberg relates Virgin Media said in a statement Thursday the
company got a new GBP1.9 billion (US$2.9 billion) bank loan as
part of a debt reduction plan that cuts its average borrowing cost
to about 7.5%.  According to Bloomberg, the bank facility includes
GBP1.68 billion of term loans and a GBP250-million revolving
credit maturing in 2015.

The company has reduced borrowings due before 2013 to
GBP325 million from GBP4.8 billion in 2007, Bloomberg says, citing
the statement.  Bloomberg notes Rick Martin, the company's London-
based director of treasury, said in an interview bank borrowings
now account for about 30% of Virgin Media's debt, compared with as
much as 75% in 2007.

The company said in the statement it also plans to buy back next
month GBP178 million of bonds due 2014, Bloomberg discloses.

Virgin is rated B+ by Standard & Poor's, four steps below
investment-grade, and one grade higher at Ba3 by Moody's Investors
Service, Bloomberg states.

                       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.


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


* BOND PRICING: For the Week April 19 to April 23, 2010
-------------------------------------------------------

Issuer              Coupon    Maturity Currency  Price
------              ------    -------- --------  -----

AUSTRIA
-------
KOMMUNALKREDIT        4.900   6/23/2031     EUR   72.63
KOMMUNALKREDIT        4.440  12/20/2030     EUR   69.38
OESTER VOLKSBK        5.270    2/8/2027     EUR   97.82
OESTER VOLKSBK        5.450    8/2/2019     EUR   72.63
REPUBLIC OF AUST      2.452  10/10/2025     EUR   78.66

BELGIUM
-------
FORTIS BANK           8.750   12/7/2010     EUR   19.11

BULGARIA
--------
PETROL AD-SOFIA       8.375  10/26/2011     EUR   51.85

CYPRUS
------
INTERPIPE LTD         8.750    8/2/2010     USD   77.48

DENMARK
-------
TRYG FORSIKRING       4.500  12/19/2025     EUR   74.61

FINLAND
-------
MUNI FINANCE PLC      0.250   6/28/2040     CAD   22.31
MUNI FINANCE PLC      0.500   3/17/2025     CAD   49.29
MUNI FINANCE PLC      1.000   2/27/2018     AUD   64.34
MUNI FINANCE PLC      1.000  10/30/2017     AUD   65.66
MUNI FINANCE PLC      1.000  11/21/2016     NZD   65.57
MUNI FINANCE PLC      0.500   9/24/2020     CAD   63.08

FRANCE
------
AIR FRANCE-KLM        4.970    4/1/2015     EUR   15.69
ALCATEL SA            4.750    1/1/2011     EUR   16.24
ALCATEL-LUCENT        5.000    1/1/2015     EUR    3.48
ALTRAN TECHNOLOG      6.720    1/1/2015     EUR    5.15
ATOS ORIGIN SA        2.500    1/1/2016     EUR   54.38
CALYON                6.000   6/18/2047     EUR   47.68
CAP GEMINI SOGET      1.000    1/1/2012     EUR   44.76
CAP GEMINI SOGET      3.500    1/1/2014     EUR   44.93
CLUB MEDITERRANE      4.375   11/1/2010     EUR   49.22
DEXIA MUNI AGNCY      1.000  12/23/2024     EUR   62.43
EURAZEO               6.250   6/10/2014     EUR   59.52
FAURECIA              4.500    1/1/2015     EUR   21.46
GROUPE VIAL           2.500    1/1/2014     EUR   18.54
MAUREL ET PROM        7.125   7/31/2014     EUR   18.74
NEXANS SA             4.000    1/1/2016     EUR   70.70
PEUGEOT SA            4.450    1/1/2016     EUR   30.82
PUBLICIS GROUPE       3.125   7/30/2014     EUR   36.28
PUBLICIS GROUPE       1.000   1/18/2018     EUR   46.36
RHODIA SA             0.500    1/1/2014     EUR   46.29
SOC AIR FRANCE        2.750    4/1/2020     EUR   21.06
SOITEC                6.250    9/9/2014     EUR   12.52
TEM                   4.250    1/1/2015     EUR   58.59
THEOLIA               2.000    1/1/2014     EUR   14.14
VALEO                 2.375    1/1/2011     EUR   46.67
ZLOMREX INT FIN       8.500    2/1/2014     EUR   45.38
ZLOMREX INT FIN       8.500    2/1/2014     EUR   45.38

GERMANY
-------
DEPFA PFANDBRIEF      6.759   2/22/2019     EUR   65.39
DEUTSCHE BK LOND      1.000   3/31/2027     USD   46.31
DEUTSCHE BK LOND      3.000   5/18/2012     CHF   71.91
ESCADA AG             7.500    4/1/2012     EUR   16.24
EUROHYPO AG           5.000   5/15/2027     EUR   94.81
L-BANK FOERDERBK      0.500   5/10/2027     CAD   44.55
LB BADEN-WUERTT       5.250  10/20/2015     EUR   33.97
LB BADEN-WUERTT       2.500   1/30/2034     EUR   67.10
QIMONDA FINANCE       6.750   3/22/2013     USD    4.00
RENTENBANK            1.000   3/29/2017     NZD   70.53
SOLON AG SOLAR        1.375   12/6/2012     EUR   45.96

GREECE
------
HELLENIC REP I/L      2.900   7/25/2025     EUR   74.44
HELLENIC REP I/L      2.300   7/25/2030     EUR   64.46
HELLENIC REPUBLI      4.500   9/20/2037     EUR   69.26
HELLENIC REPUBLI      4.600   9/20/2040     EUR   69.37
YIOULA GLASSWORK      9.000   12/1/2015     EUR   62.01
YIOULA GLASSWORK      9.000   12/1/2015     EUR   61.13

HUNGARY
-------
REP OF HUNGARY        2.110  10/26/2017     JPY   86.85

IRELAND
-------
ALLIED IRISH BKS      5.625  11/29/2030     GBP   74.25
ALLIED IRISH BKS      5.250   3/10/2025     GBP   75.75
DEPFA ACS BANK        5.125   3/16/2037     USD   75.32
DEPFA ACS BANK        5.125   3/16/2037     USD   74.67
DEPFA ACS BANK        0.500    3/3/2025     CAD   31.67
DEPFA ACS BANK        4.900   8/24/2035     CAD   69.72
DEPFA ACS BANK        5.250   3/31/2025     CAD   72.54
IRISH NATIONWIDE      5.500   1/10/2018     GBP   64.87

ITALY
-----

BANCA INTESA SPA      6.984    2/7/2035     EUR   57.88
BEATRICE FOODS        1.000  11/19/2026     USD   29.00

LUXEMBOURG
----------
ARCELORMITTAL         7.250    4/1/2014     EUR   35.98
BREEZE                4.524   4/19/2027     EUR   68.75
GALLERY CAPITAL      10.125   5/15/2013     USD   19.95
GLOBAL YATIRIM H      9.250   7/31/2012     USD   73.13
HELLAS III            8.500  10/15/2013     EUR   35.56
IT HOLDING FIN        9.875  11/15/2012     EUR   14.98
LA VEGGIA FIN         7.125  11/14/2004     EUR   50.00
LIGHTHOUSE INTL       8.000   4/30/2014     EUR   70.05
LIGHTHOUSE INTL       8.000   4/30/2014     EUR   70.65

NETHERLANDS
-----------
APP INTL FINANCE     11.750   10/1/2005     USD    1.05
ARPENI PR INVEST      8.750    5/3/2013     USD   61.88
ARPENI PR INVEST      8.750    5/3/2013     USD   61.88
BK NED GEMEENTEN      0.500   6/27/2018     CAD   70.34
BK NED GEMEENTEN      0.500   2/24/2025     CAD   48.67
BRIT INSURANCE        6.625   12/9/2030     GBP   75.50
DGS INTL FIN BV      10.000    6/1/2007     USD    0.01
ELEC DE CAR FIN       8.500   4/10/2018     USD   59.25
EM.TV FINANCE BV      5.250    5/8/2013     EUR    5.35
ENERGY GROUP O/S      7.550  10/15/2027     USD   18.00
ENERGY GROUP O/S      7.425  10/15/2017     USD   18.00
INDAH KIAT INTL      12.500   6/15/2006     USD    0.01
INDAH KIAT INTL      11.875   6/15/2002     USD    0.01
NATL INVESTER BK     25.983    5/7/2029     EUR   42.78
NED WATERSCHAPBK      0.500   3/11/2025     CAD   49.33
Q-CELLS INTERNAT      5.750   5/26/2014     EUR   68.50
Q-CELLS INTERNAT      1.375   2/28/2012     EUR   70.51
RBS NV EX-ABN NV      2.910   6/21/2036     JPY   75.65
RBS NV EX-ABN NV      7.540   6/29/2035     EUR   73.08
TEMIR CAPITAL         9.500   5/21/2014     USD   33.00
TEMIR CAPITAL         9.000  11/24/2011     USD   30.50
TURANALEM FIN BV      8.500   2/10/2015     USD   48.30
TURANALEM FIN BV      7.875    6/2/2010     USD   46.75
TURANALEM FIN BV      8.250   1/22/2037     USD   47.01
TURANALEM FIN BV      8.250   1/22/2037     USD   48.49
TURANALEM FIN BV      8.000   3/24/2014     USD   46.25
TURANALEM FIN BV      7.750   4/25/2013     USD   47.37
TURANALEM FIN BV      8.000   3/24/2014     USD   47.00

NORWAY
------
EKSPORTFINANS         0.500    5/9/2030     CAD   38.40
NORSKE SKOGIND        7.000   6/26/2017     EUR   72.56

POLAND
------
POLAND-REGD-RSTA      2.810  11/16/2037     JPY   70.63
REP OF POLAND         4.250   7/20/2055     EUR   73.35
REP OF POLAND         3.300   6/16/2038     JPY   72.98
REP OF POLAND         3.220    8/4/2034     JPY   74.30
REP OF POLAND         2.648   3/29/2034     JPY   65.35

RUSSIA
------
MRSK URALA            8.150   5/22/2012     RUB   89.99
SIBIRTELECOM          9.750   9/16/2010     RUB  100.99
VOLGATELECOM          9.500  11/30/2010     RUB   99.92

SPAIN
-----
BANCAJA EMI SA        2.755   5/11/2037     JPY   70.95
BBVA SUB CAP UNI      2.750  10/22/2035     JPY   69.87
MINICENTRALES         4.810  11/29/2034     EUR   67.69

SWEDEN
------
SWEDISH EXP CRED      0.500  12/17/2027     USD   44.01

SWITZERLAND
-----------
CYTOS BIOTECH         2.875   2/20/2012     CHF   56.74
UBS AG JERSEY         9.000   7/19/2010     USD   60.00
UBS AG JERSEY         9.350   7/27/2010     USD   60.65
UBS AG JERSEY         9.000   8/13/2010     USD   65.10
UBS AG JERSEY         9.500   8/31/2010     USD   66.85
UBS AG JERSEY        10.000  10/25/2010     USD   66.35
UBS AG JERSEY         3.220   7/31/2012     EUR   61.70
UBS AG JERSEY        10.140  12/30/2011     USD   14.92
UBS AG JERSEY         9.350   9/21/2011     USD   67.10
UBS AG JERSEY        11.150   8/31/2011     USD   41.10
UBS AG JERSEY        10.360   8/19/2011     USD   54.60
UBS AG JERSEY        10.650   4/29/2011     USD   16.30
UBS AG JERSEY        11.030   4/21/2011     USD   21.50
UBS AG JERSEY        10.820   4/21/2011     USD   22.29
UBS AG JERSEY        16.160   3/31/2011     USD   45.15
UBS AG JERSEY        10.990   3/31/2011     USD   30.88
UBS AG JERSEY        11.400   3/18/2011     USD   25.78
UBS AG JERSEY        11.330   3/18/2011     USD   18.08
UBS AG JERSEY        12.800   2/28/2011     USD   35.02
UBS AG JERSEY         8.250   2/28/2011     USD   70.78
UBS AG JERSEY        15.250   2/11/2011     USD   12.32
UBS AG JERSEY        10.000   2/11/2011     USD   61.60
UBS AG JERSEY        16.170   1/31/2011     USD   13.78
UBS AG JERSEY        14.640   1/31/2011     USD   38.55
UBS AG JERSEY        13.900   1/31/2011     USD   36.15
UBS AG JERSEY        13.000   6/16/2011     USD   50.87
UBS AG JERSEY         9.000   5/18/2010     USD   61.43
UBS AG JERSEY         9.000   6/11/2010     USD   60.10
UBS AG JERSEY         9.000    7/2/2010     USD   60.30

UNITED KINGDOM
--------------
ALPHA CREDIT GRP      2.940    3/4/2035     JPY   42.16
BARCLAYS BK PLC       7.610   6/30/2011     USD   54.33
BARCLAYS BK PLC      11.650   5/20/2010     USD   38.91
BARCLAYS BK PLC      10.600   7/21/2011     USD   42.37
BARCLAYS BK PLC       9.000   6/30/2011     USD   44.71
BARCLAYS BK PLC       8.550   1/23/2012     USD   11.55
BRADFORD&BIN BLD      5.500   1/15/2018     GBP   32.48
BRADFORD&BIN BLD      2.875  10/16/2031     CHF   74.33
BRADFORD&BIN BLD      5.750  12/12/2022     GBP   32.96
BRADFORD&BIN PLC      6.625   6/16/2023     GBP   30.21
BROADGATE FINANC      5.098    4/5/2033     GBP   74.66
EFG HELLAS PLC        2.760   5/11/2035     JPY   70.64
ENTERPRISE INNS       6.375   9/26/2031     GBP   75.52
F&C ASSET MNGMT       6.750  12/20/2026     GBP   69.86
NATL GRID GAS         1.771   3/30/2037     GBP   45.56
NATL GRID GAS         1.754  10/17/2036     GBP   47.23
NBG FINANCE PLC       2.755   6/28/2035     JPY   74.12
NOMURA BANK INTL      0.800  12/21/2020     EUR   60.79
NORTHERN ROCK         4.574   1/13/2015     GBP   75.11
NORTHERN ROCK         5.750   2/28/2017     GBP   66.20
NORTHERN ROCK         9.375  10/17/2021     GBP   76.50
OJSC BANK NADRA       9.250   6/28/2010     USD   39.50
PUNCH TAVERNS         6.468   4/15/2033     GBP   72.08
ROYAL BK SCOTLND      4.243   1/12/2046     EUR   58.51
ROYAL BK SCOTLND      4.700    7/3/2018     USD   72.64
RSL COMM PLC          9.875  11/15/2009     USD    3.00
SPIRIT ISSUER         5.472  12/28/2028     GBP   76.00
TXU EASTERN FNDG      6.450   5/15/2005     USD    2.38
TXU EASTERN FNDG      6.750   5/15/2009     USD    2.38
UNIQUE PUB FIN        6.464   3/30/2032     GBP   66.72
WESSEX WATER FIN      1.369   7/31/2057     GBP   22.33


                            *********

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

Each Tuesday edition of the TCR contains a list of companies with
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share in public markets.  At first glance, this list may look like
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Don't be fooled.  Assets, for example, reported at historical cost
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Each Friday's edition of the TCR includes a review about a book of
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                            *********


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

Troubled Company Reporter -- Europe is a daily newsletter co-
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                 * * * End of Transmission * * *