TCREUR_Public/100513.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

            Thursday, May 13, 2010, Vol. 11, No. 093

                            Headlines



B E L G I U M

DEXIA SA: Net Profit Down 14% to EUR216 Mil. In First Qtr. 2010
KBC GROEP: Posts EUR442 Mil. Net Income In First Quarter 2010


F R A N C E

CEGEDIM SA: S&P Assigns 'BB+' Long-Term Corporate Credit Rating
COMPAGNIE GENERALE: S&P Downgrades Corp. Credit Rating to 'BB-'
NATIXIS SA: Posts EUR464-Mil. Net Income in First Quarter 2010
REXEL SA: Fitch Assigns 'BB-' Long-Term Issuer Default Rating


G E R M A N Y

ALMATIS B.V.: U.S. Hearing on Prepackaged Plan on July 19
ALMATIS B.V.: Wants to Access Lenders' Cash Collateral
ALMATIS B.V.: Junior Lenders Want to Have Own Valuation
ALTAMIS B.V.: Senior Lenders Vote to Support Prepackaged Plan
ARCANDOR AG: Triton Talks with Karstadt Workers' Council

MTU AERO: S&P Affirms 'BB+' Long-Term Corporate Credit Rating


I C E L A N D

KAUPTHING BANK: Iceland Issues Arrest Warrant for Ex-Chairman


I R E L A N D

CELF LOW: Moody's Junks Ratings on Two Classes of Notes
OAK HILL: S&P Downgrades Rating on Class Q Notes to 'B'
ORTELIUS FINANCE: S&P Lowers Rating on US$50 Mil. Notes to 'CC'
ULSTER BANK: Posts GBP137-Mil. Operating Loss First Qtr. 2010


I T A L Y

AEROPORTI DI ROMA: S&P Affirms 'BB' Corporate Credit Rating
FIAT SPA: Ferrari Unit Plans to Cut 10% of Workforce


R U S S I A

MDM BANK: Nonpayment of Dividends Won't Affect Moody's 'D' Rating
TINKOFF CREDIT: Fitch Assigns 'B-' Long-Term Issuer Default Rating


S P A I N

CAJA DE AHORROS: S&P Downgrades Ratings on Four Spanish RMBS


U N I T E D   K I N G D O M

BRADFORD & BINGLEY: Yorkshire Offers Sweeteners to Customers
BRITISH AIRWAYS: Unite Seeks Fresh Talks to Avert Strikes
EMI GROUP: Terra Firma to Pump More Cash to Avert Citi Takeover
ENTERPRISE INNS: Secures New GBP625 Mil. Borrowing Facility
FARLANE PROPERTY: In Administration; PwC to Seek Buyer Golf Club

HIGHER EDUCATION: Fitch Affirms Rating on Class A4 Notes at 'BB'
HULL CITY: Reshuffles Boardroom Amid Debt Restructuring Plans
MINORPLANET SYSTEMS: To Sell Two Business to Avert Liquidation
POLYPIPE BUILDING: Moody's Gives Stable Outlook; Keeps 'B3' Rating
ROYAL BANK: Settles ABN Amro Money-Laundering Charges

TATA STEEL: Corus In Talks with SSI Over Teeside Plant Sale
TATA STEEL: Fitch Affirms Issuer Default Rating at 'BB+'
TUBE LINES: S&P Changes CreditWatch on 'BB' Rating to Positive
VEDANTA RESOURCES: Anglo American Deal Won't Affect Moody's Rating
VERGO RETAIL: Nine Outlets Faces Closure; 335 Jobs At Risk


X X X X X X X X

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B E L G I U M
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DEXIA SA: Net Profit Down 14% to EUR216 Mil. In First Qtr. 2010
---------------------------------------------------------------
Carolyn Henson at Dow Jones Newswires reports that Dexia SA said
its net profit fell 14% to EUR216 million in the first quarter of
2010, compared with EUR251 million in the first quarter of 2009,
as it increased borrowing to take advantage of state guarantees
that will end next month.

According to Dow Jones, the bank said its exposure to Greek
government bonds is EUR3.7 billion.  Dow Jones notes the bank said
its insurance businesses hold an additional EUR1.2 billion of
Greek sovereign debt.

Dow Jones recalls Dexia was handed a EUR6.4 billion lifeline from
Belgian, French and Luxembourg governments when it became engulfed
in debt during the credit crisis.  It then won guarantees for its
borrowing from the same governments after its share price went
into free fall, Dow Jones recounts.

Dow Jones relates the bank said it had already obtained more than
80% of its annual funding needs by the end of April.  It has
borrowed EUR31 billion in medium and long-term debt, EUR20.5
billion supported by state guarantees, Dow Jones discloses.  The
guarantees will end at the end of June, Dow Jones states.

                          About Dexia SA

Dexia SA -- http://www.dexia.com/-- is a Belgian bank specialized
in retail banking and local public finance.  The Bank offers a
range of banking services for individual customers, small and
medium-sized enterprises and institutional clients.  It has four
divisions: Asset Management, Personal Financial Services, Treasury
and Financial Markets, and Investor Services.  The Asset
Management division offers products ranging from traditional and
alternative funds to socially responsible investments.  The
Personal Financial Services segment focuses on banking and
insurance products, including both life and non-life insurance
products.  Through its Treasury and Financial Markets division,
Dexia is present in the capital markets and provides support to
the entire Group.  The Investor Services segment offers various
services to shareholders, such as fund and pension administration.
Through its subsidiaries, Dexia SA is active in over 30 countries,
including Belgium, Luxembourg, Slovakia, Turkey, France, Australia
and Japan.

                           *     *     *

As reported by the Troubled Company Reporter-Europe on Feb. 16,
2010, Moody's Investors Service upgraded to C- from D+ the bank
financial strength ratings of Dexia Group's main banking entities,
Dexia Bank Belgium, Dexia Credit Local and Dexia Banque
Internationale a Luxembourg.  The rating agency also affirmed the
A1 long-term debt and deposit ratings of DBB, DCL and DBIL.  The
outlooks on the long-term debt and deposit ratings and on the
BFSRs were changed to stable from negative.  The short-term debt
and deposit ratings were affirmed at Prime-1.  Moody's also
affirmed, with a stable outlook, the A2 dated subordinated debt
ratings of DBB, DCL and DBIL.

This rating action follows the agreement reached by Dexia and the
European Commission on the group's restructuring plan, including,
inter alia, Dexia's upcoming exit from the State guarantee scheme,
earlier than previously anticipated, in light of the improvements
in its funding situation.  Moody's rating action also reflects
Dexia's satisfactory capital adequacy according to the rating
agency's stress-test scenario analysis.

In addition, Moody's upgraded to B3 from Caa1 the ratings of the
preferred stock securities issued by DCL and by Dexia Funding
Luxembourg (guaranteed by Dexia Group) and to B1 from Caa1 the
ratings of the preferred stock securities issued by DBIL.  The
rating of the junior subordinated debt issued by DBB was confirmed
at Ba2.  These subordinated debt ratings now carry a stable
outlook.


KBC GROEP: Posts EUR442 Mil. Net Income In First Quarter 2010
-------------------------------------------------------------
John Martens at Bloomberg News reports that KBC Groep NV said it
posted a net income of EUR442 million (US$550 million) in the
first quarter 2010, compared with a net loss of EUR3.6 billion a
year earlier.

According to Bloomberg, Chief Executive Officer Jan Vanhevel said
KBC "may have seen a turn in the credit cycle," prompting the bank
to make provisions that were smaller than the increase in non-
performing loans.

Bloomberg relates KBC also said it held EUR1.9 billion of Greek
government bonds at the end of the first quarter, EUR600 million
of which was held for trading.  The Belgian bank also has about
EUR100 million of loans outstanding and corporate debt of Greek
companies, Bloomberg notes.

                      Restructuring Agreement

As reported by the Troubled Company Reporter-Europe on Nov. 20,
2009, The Financial Times said the KBC Groep reached an agreement
with the European Commission on its restructuring.  According to
the FT, KBC will slim its balance sheet by nearly a fifth and
reimburse EUR7 billion (US$10.5 billion) of state aid by 2013
through the winding down of its businesses and through asset
disposals.  The FT noted that while KBC will sell its merchant
banking and private banking arms, float part of its Czech banking
operation and forgo any acquisitions in the medium term, the group
will retain banking and insurance operations in its core markets.
The KBC restructuring will cut the bank's risk-weighted assets by
25% and entail no capital increase, the FT said.  The group will
pay back the EUR7 billion of state aid it received from the
Belgian and Flemish governments through retained earnings, and by
paying no dividend until 2011 at the earliest, the FT disclosed.

                        About KBC Groep NV

Headquartered in Brussels, Belgium, KBC Groep NV a.k.a KBC Group
NV (EBR:KBC) -- http://www.kbc.com/-- is engaged in banking,
insurance and wealth management for private banking clients,
retail customers and medium-sized enterprises.  It has expertise
in asset management and the financial markets.  The company's
activity is composed of five divisions: the Belgium, the Central &
Eastern Europe and Russia (CEER), the Merchant Banking, the
European Private Banking, and the Shared Services & Operations
business units.  Each of these units has its own management
committee and oversees both the banking and the insurance
activities.  The company is active in Belgium and in other
selected countries, including Hungary, Poland, Slovakia, Czech
Republic, Bulgaria, Romania, Serbia and Russia.  KBC Groep NV also
operates to a less extent in the United States and in Southeast
Asia.  The company has three subsidiaries: KBC Bank, KBC Insurance
and KBL European Private Bankers.


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F R A N C E
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CEGEDIM SA: S&P Assigns 'BB+' Long-Term Corporate Credit Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'BB+' long-term corporate credit rating to France-based health
care technology and services company Cegedim S.A.  The outlook is
stable.

"The rating on Cegedim is somewhat constrained by S&P's assessment
of the company's financial risk profile as "significant," despite
a recent equity issue," said Standard & Poor's credit analyst
Patrice Cochelin.  "It is also constrained by S&P's expectation
that the company's deleveraging prospects are only moderate,
primarily as S&P anticipate continued acquisition activity."

S&P's perception that the company's cost base is largely fixed,
and that its track record of converting profits into free cash
flow is somewhat volatile, also constrain the rating.  The rating
is supported, however, by S&P's assessment of Cegedim's
competitive positions as solid, particularly in the customer
relationship management and strategic data segment.  S&P
recognizes that the company has achieved meaningful geographical
and customer diversification.  S&P also expects Cegedim's
insurance and services business to present growth opportunities.  
Finally, S&P believes that Cegedim's shareholding structure is
somewhat positive for its credit quality.

At Dec. 31, 2010, Cegedim reported gross consolidated debt of
EUR525 million.

"The stable outlook reflects S&P's expectation that Cegedim will
preserve solid competitive positions in its various markets, and
that good cash flow generation and moderate dividend payments will
enable the company to gradually reduce adjusted leverage," said
Mr. Cochelin.  S&P expects modest acquisitions to be accommodated
within the existing ratings.

Rating downside could come, in S&P's opinion, from a weakening
business performance or prospects, or rising financial leverage,
or a failure by Cegedim to actively manage its liquidity, notably
the relatively large term-loan amortizations in the next few years
and the maturing of the revolver in 2012.

Assuming Cegedim keeps or strengthens its business positions,
ratings upside could come, in S&P's opinion, from sustained
significant conversion of profits into discretionary cash flow
after dividends, and sustainably lower financial leverage,
including adjusted debt to EBITDA sustainably below 3x.


COMPAGNIE GENERALE: S&P Downgrades Corp. Credit Rating to 'BB-'
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its long-
term corporate credit rating on France-based oil and gas seismic
group Compagnie Generale de Geophysique - Veritas to 'BB-' from
'BB'.  The outlook is stable.  

"The rating action follows CCGV's weak operating performance in
the fourth quarter 2009 and first quarter of 2010," said Standard
& Poor's credit analyst Per Karlsson.  "It reflects S&P's
expectations that CGGV's near-term operating performance and
credit metrics will be inconsistent with a 'BB' long-term issuer
credit rating."

S&P believes that conditions in the seismic industry will remain
difficult in 2010 and the likelihood of a recovery in late 2010 or
early 2011 remains low.  Although higher oil prices support a
pick-up in demand, S&P thinks that significant additions of new
marine capacity in 2010 will likely continue to squeeze margins.  
In the near term, S&P does not expect any meaningful changes in
CGGV's ability to generate free cash flow or reduce debt.  
Accordingly, S&P expects the group to continue to hold a
significant amount of debt.

CGGV posted EBITDA of only US$176 million in the first quarter of
2010, down from US$282 million in the first quarter of 2009.  At
the same time, S&P estimates that the ratio of fully adjusted
funds from operations to debt has decreased to about 18% for 2009,
compared with 34% in 2008; S&P expects the ratio to remain at this
low level throughout 2010.  In addition, CGGV's profitability was
weak, in S&P's view, with the group's adjusted EBIT margin down to
a mere 3% in the first quarter of 2010, according to S&P's
calculations.  

Under S&P's base-case credit scenario, S&P expects CGGV's near-
term free operating cash flow to remain low, or slightly negative
if the seismic industry's recovery is delayed.  The rating on CGGV
continues to reflect the sector's intense competition and high
cyclicality, notably in the capital-intensive marine (offshore)
segment, and the resulting high volatility in profits.  Credit
strengths, in S&P's view, include CGGV's leading global position,
as well as its diversity through dual exposure to seismic services
(land, marine, and imaging) and seismic-equipment manufacturing.

"The stable outlook balances the difficult conditions of the
seismic market with S&P's perception of CGGV's adequate financial
flexibility," said Mr. Karlsson.  "An adjusted FFO-to-debt ratio
of 15%-20% would be commensurate with the current rating, provided
that profitability and free cash flow remain adequate."


NATIXIS SA: Posts EUR464-Mil. Net Income in First Quarter 2010
--------------------------------------------------------------
Fabio Benedetti-Valentini at Bloomberg News reports that Natixis
SA said it posted a net income of EUR464 million in the first
quarter of 2010, compared with a restated EUR1.78-billion net loss
a year earlier.  Earnings exceeded the EUR326-million median
estimate of eight analysts surveyed by Bloomberg.

                            Guarantee

Citing Bloomberg News, the Troubled Company Reporter-Europe
reported on Aug. 28, 2009, that Natixis received a guarantee from
its parent covering about EUR35 billion (US$50 billion) of risky
assets.  According to Bloomberg, Natixis Chief Executive Officer
Laurent Mignon said BPCE, the Paris-based bank that controls 72%
of Natixis, agreed to absorb most of the losses that might stem
from its structured credit holdings in exchange for a premium that
will cost Natixis about EUR48 million a year.

                         About Natixis SA

Natixis SA -- http://www.natixis.com/-- is a France-based bank
offering various services and engaged in different activities.
Its main activities comprise corporate and investment banking,
asset management, receivables management, private equity and
private banking, retail banking and other services.  The Bank is
active in a number of countries in Europe, the Americas, Africa,
Asia and Oceania.  As of December 31, 2008, Natixis SA had a
number of subsidiaries, including Ixis Corporate & Investment
Bank, Ixis Asset Management Group, Coface and Natixis Asset
Management, among others.

                           *     *     *

Natixis SA continues to carry a 'D' bank financial strength rating
from Moody's Investors Service with a stable outlook.


REXEL SA: Fitch Assigns 'BB-' Long-Term Issuer Default Rating
-------------------------------------------------------------
Fitch Ratings has assigned France-based electrical distributor
Rexel S.A.'s commercial paper program, aggregating EUR500 million,
a rating of 'B.  In addition, the company's other ratings have
been affirmed at:

  -- Long-term foreign currency Issuer Default 'BB-', with Stable
     Outlook,  

  -- Short-term IDR 'B'  

  -- Senior unsecured 'BB-'

Despite its exposure to the cyclical demand inherent in the
construction and industrial sectors, Rexel reported slightly
better-than-expected operating results in 2009.  The company's
operating margin was 4% for FY09 compared with 4.9% in 2008.  
However, on a constant basis - i.e. at 2009 comparable scope of
business consolidation and exchange rates (like-for-like), the
Q409 operating margin was 4.9%.  On a like-for-like basis, the
margin has shown a gradual improvement since the low point of 3%
in Q109, which reflected the impact of heavy cost restructuring
measures.

"Rexel continues to demonstrate its cash-generative profile and
its commitment to continuing de-leveraging," said Pablo Mazzini,
Senior Director in Fitch's Leveraged Finance team in London.  

In Q409, Rexel generated EUR229 million of positive free cash flow
(2009: EUR664 million; 2008: EUR310 million), close to Q408
levels.  This has provided Rexel with greater financial
flexibility, particularly as excess liquidity has been applied to
debt redemption which totalled almost EUR1bn during the year.

FY09 net leverage and lease-adjusted leverage (before
restructuring costs) of 4.3x and 5x respectively are still
considered high for Rexel's ratings.  However, these ratios are
starting to improve relative to the last 12 months (LTM) to Q309
levels (4.9x/5.5x) as a result of strong cash generation which
translated into a better cash flow from operations (CFO)/net debt
ratio of 20.5% in 2009 versus 12.4% in 2008.  Management remains
committed to a net leverage target of 3x in the long-term.  

Despite the currently challenging business environment in North
America, the Stable Outlook reflects the group's adequate
geographical spread and intrinsically higher margins than other
distribution businesses, due to its value-added products and
services, and moderate operational leverage.  Thus Fitch expects
Rexel to achieve further progress on profitability as economic
conditions continue to improve.  The Outlook also reflects the
lack of debt maturity pressure in the near term, with the majority
of Rexel's debt instruments maturing only after 2012.  

The commercial paper program rating of 'B' is aligned with the
group's Short-term IDR.  It reflects the lack of upstream
guarantees compared with the senior credit facility and eurobonds,
the adequate backup liquidity lines and existing cash balances
(EUR276 million as of December 2009 net of overdrafts), of which
only a small portion is in countries with restrictions on cash
repatriation/ cross-border dividends.  This is counteracted by the
annual reduction of EUR200 million in the available committed
tranche A of the revolving bank lines (beginning in December
2010), and expected lower free cash flow generation in 2010,
compared with 2009.  


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G E R M A N Y
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ALMATIS B.V.: U.S. Hearing on Prepackaged Plan on July 19
---------------------------------------------------------
Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York will convene a hearing on July 19, 2010, at
10:00 a.m. Prevailing U.S. Eastern Time, to simultaneously
consider confirmation of the Joint Prepackaged Reorganization
Plan of Almatis B.V. and its affiliated debtors, and the approval
of the Disclosure Statement explaining the Plan.

Creditors are given until July 2, 2010, to file their objections
to the approval of the Disclosure Statement and confirmation of
the Restructuring Plan.  Deadline for filing replies to any
objection asserted is July 9, 2010.

The Debtors earlier asked for a June 10, 2010 Combined Hearing.
But a group of junior lenders, led by Babson Capital Europe Ltd.,
sought to delay the hearing in light of its prior request to
conduct discovery from the Debtors and their advisers, Oaktree
Capital Management, Moelis & Company L.P. and some lenders.

The Junior Lenders seek an investigation so it could prepare its
own valuation of the Debtors' business.  Earlier, they questioned
the results of the valuation conducted by Moelis, which put the
value of the Debtors' business at US$540 million.

Moelis' valuation forms the basis of the Debtors' restructuring
plan, which if confirmed by the Court, would allow Oaktree
Capital to own 80% of the Debtors after their emergence from
bankruptcy.

The Junior Lenders are represented by Michael Cook, Esq., at
Schulte Roth & Zabel LLP, in New York.

In a May 5, 2010 order, Judge Glenn also approved a process for
establishing the so-called "cure amounts" in connection with the
assumption of executory contracts and unexpired leases under the
Plan.

Under the process, the Debtors are required to serve a notice of
the assumption to non-debtor parties to the contracts and leases
at least 20 days before the July 19 hearing.

The non-debtor parties have until July 9, 2010, to file their
objections to the proposed contract assumption and to the cure
amount proposed by the Debtors.  Whether or not it has previously
filed a proof of claim, any party with objection to the cure
amount is required to file and serve a formal objection and
supporting documents.

If an objection is timely filed and the parties are unable to
resolve the objection, the Court will determine the cure amount
or adjudicate the objection at the July 19 hearing.  The parties
may opt for another hearing date upon agreement.  If no objection
is filed before the deadline, the counterparty to the contracts
or leases will be deemed to have consented to the proposed
assumption and will be barred from seeking additional amount.

The Court is also set to consider approval of the proposed plan
solicitation procedures at the July 19 hearing.

                        The Chapter 11 Plan

Simultaneously with its bankruptcy petition filing, Almatis B.V.
delivered to the U.S. Bankruptcy Court for the Southern District
of New York its Joint Prepackaged Plan of Reorganization and
Disclosure Statement on April 30, 2010.

The Prepackaged Plan is dated April 23, 2010, and constitutes a
separate Chapter 11 subplan for each of the Almatis Debtors
except DIC Almatis Holdco B.V. and DIC Almatis Midco B.V.

The primary purpose of the Plan is to effect a financial
reorganization of the claims of the Debtors' financial lenders.

The Debtors inform the Court that their operating business is
sound, but they are currently saddled with too much debt that
arose when they were acquired by the Dutch Co-op, an entity owned
by Dubai International Capital LLC.  That acquisition, which took
the form a leveraged buy-out, left the Debtors with more than
US$1 billion in debt to the Lenders, Almatis Chief Executive
Officer Remco De Jong says.  Thus, the need to restructure the
Almatis business.

As of April 6, 2010, Almatis B.V. and certain of U.S. and
European affiliates have total consolidated bank debt of
approximately US$1,044,900,000.

Almatis is indebted under these prepetition credit arrangements:

* First Lien Facilities.  Almatis B.V., Almatis US Holding,
   Inc., and Almatis Holdings GmbH are borrowers under a Senior
   and Second Lien Facilities Agreement, Term and Revolving
   Facilities, dated October 31, 2007.  Under the Senior Credit
   Facility, UBS Limited, as lead arranger, facility agent, and
   security trustee, for a group of lending parties that lent
   the Senior Facility Borrowers the principal amount of
   approximately EUR286 million in Euro term loans and
   approximately US$198 million in U.S. dollar term loans, and
   made available an aggregate principal amount of up to
   US$50 million under two multicurrency credit facilities.

   Currently, the largest single holder of the debt issued
   under the First Lien Facilities are certain companies or
   investment funds owned or managed by Oaktree Capital
   Management, L.P.

   The Oaktree Entities hold, in the aggregate, about 46% of
   the First Lien Debt.

* Swap Agreements.   Swap agreements include an ISDA Master
   Agreement dated as of January 4, 2008, between UBS Limited
   and Almatis B.V.; an ISDA Master Agreement dated as of
   January 4, 2008, between UBS AG, London Branch and Almatis
   Holdings GmbH; an ISDA Master Agreement dated as of
   January 4, 2008, between UBS AG, London Branch and Almatis
   US Holding Inc.; an ISDA Master Agreement dated as of
   January 14, 2008, between Almatis Holdings GmbH and
   Commerzbank Aktiengesellschaft; and an ISDA Master Agreement
   dated as of 20 March 2008, between Almatis B.V. and
   Commerzbank Aktiengesellschaft.

* Senior Debt Outstanding; Prepetition Collateral.  As of
   April 6, 2010, the aggregate outstanding amount owed under
   the First Lien Facilities and the Swap Agreements, including
   accrued interest, was approximately US$681.1 million,
   consisting of approximately US$663.7 million owed under the
   First Lien Facilities and approximately US$17.4 million owed
   under the Swap Agreements.

   Obligations under the Senior Credit Facility are guaranteed
   by DIC Almatis Bidco B.V.; Almatis Holdings 3 B.V.; Almatis
   Holdings 9 B.V.; Almatis B.V.; Almatis Holdings 7 B.V.;
   Almatis US Holding, Inc.; Almatis, Inc.; Almatis Asset
   Holdings LLC; Blitz F07-neunhundertsechzig-drei GmbH;
   Almatis Holdings GmbH; and Almatis GmbH.

   Obligations under the First Lien Facilities and the Swap
   Agreements are secured by first priority security interests
   on certain assets of the Senior Facility Borrowers and
   guarantors and first priority security interests in the
   equity of intermediate holding companies and certain
   operating subsidiaries of DIC Almatis Bidco B.V.  They are
   collectively referred to as the "Prepetition Collateral".

* Letters of Credit/Guarantees.  Certain Almatis affiliates
   have, pursuant to the agreements related to the Senior
   Credit Facility, caused various letters of credit or
   Guarantees to be issued in favor of certain of their
   creditors.

   As of April 6, 2010, the total amount of those letters of
   credit and guarantees was approximately US$1.3 million. Of
   this amount, approximately US$0.9 million relates to a letter
   of credit issued by UBS Limited in favor of JPMorgan Chase
   Bank N.A. in connection with natural gas hedging; the
   balance relates to limited guarantees that have been issued.

* Second Lien Facilities.  UBS Limited, as lead arranger,
   senior agent and security trustee, with other lender parties
   from time to time, including UBS AG, London Branch, also
   lent the Senior Facility Borrowers Euro term loans in the
   principal amount of approximately EUR52 million pursuant to
   the second lien subfacilities.

   As of April 6, 2010, the aggregate outstanding amount owed
   to the Second Lien Lenders under the Second Lien Facilities
   was approximately US$77.7 million.  Under the terms of the
   Intercreditor Agreement, obligations under the Second Lien
   Facilities are secured by the Prepetition Collateral on a
   second priority basis.

* Mezzanine Credit Facility.  Almatis B.V. and Almatis Holdings
   9 B.V. -- the Mezzanine Facility Borrowers -- are borrowers
   under a Mezzanine Facility Agreement dated October 31,
   2007.  UBS Limited is original lead arranger, original
   mezzanine agent, and security trustee for the group of
   lender parties signatory to the deal under the Mezzanine
   Credit Facility.  Wilmington Trust (London) Limited is the
   successor to UBS Limited as mezzanine agent.

   The Mezzanine Credit Facility consists of two Eurodollar
   term loan subfacilities in an aggregate principal amount of
   EUR121,536,218.

   The obligations under the Mezzanine Credit Facility are
   guaranteed by DIC Almatis Bidco B.V.; Almatis Holdings 3
   B.V.; Almatis Holdings 9 B.V.; Almatis B.V.; Almatis
   Holdings 7 B.V.; Almatis US Holding, Inc.; Almatis, Inc.;
   Almatis Asset Holdings LLC; Blitz F07-neunhundertsechzig-
   drei GmbH; Almatis Holdings GmbH; and Almatis GmbH.

   Under the terms of the Intercreditor Agreement, obligations
   under the Mezzanine Credit Facility are secured by the
   Prepetition Collateral on a third priority basis.

   As of April 6, 2010, the aggregate outstanding amount
   owed under the Mezzanine Credit Facility was approximately
   US$200.6 million.

* Junior Mezzanine Credit Facility.  DIC Almatis Bidco B.V. is
   the borrower under a junior mezzanine credit facility dated
   November 11, 2007.  UBS Limited is lead arranger, original
   junior mezzanine agent, and Security Trustee for the lender
   parties under the Junior Mezzanine Credit Facility.
   Wilmington Trust is the successor to UBS Limited as the
   junior mezzanine agent.

   The Junior Mezzanine Credit Facility consists of a Euro-
   denominated term loan facility in the principal amount of
   EUR1,699,560.

   Obligations under the Junior Mezzanine Credit Facility are
   guaranteed by DIC Almatis Midco B.V.; DIC Almatis Bidco
   B.V.; Almatis Holdings 3 B.V.; Almatis Holdings 9 B.V.; and
   Almatis B.V.

   Under the terms of the Intercreditor Agreement, obligations
   under the Junior Mezzanine Credit Facility are secured by a
   fourth priority pledge of the equity interests in Almatis
   Holdings 7 B.V.; Almatis B.V.; Almatis Holdings 9 B.V. and
   Almatis Holdings 3 B.V.; and by a first priority pledge of
   the equity interests in DIC Almatis Bidco B.V.  This is
   referred as the "Junior Mezzanine Facility Collateral."

   As of April 6, 2010, the aggregate amount outstanding
   under the Junior Mezzanine Credit Facility was approximately
   US$80.6 million.

* The Intercreditor Agreement.  The Senior Credit Facility, the
   Swap Agreements, the Mezzanine Credit Facility, and the
   Junior Mezzanine Credit Facility -- collectively, the
   Prepetition Credit Facilities -- are subject to an
   Intercreditor Agreement dated as of October 31, 2007,
   between the borrowers under the Prepetition Credit
   Facilities and UBS Limited, as Senior Agent, original
   mezzanine agent, original junior mezzanine agent, and
   Security Trustee, among others.

   The Intercreditor Agreement sets forth the relative ranking
   among the Prepetition Credit Facilities regarding rights and
   priority to payment and collateral and contains broad
   subordination and turnover provisions.

   Under the Intercreditor Agreement, the relative payment
   priorities among the Prepetition Credit Facilities are, in
   order of priority:

    1. the First Lien Debt and the Hedge Counterparty Debt;
    2. the Second Lien Debt;
    3. the Mezzanine Debt; and
    4. the Junior Mezzanine Debt.

* Capitalized Finance Leases.  Almatis leases certain
   equipment under capitalized finance leases.

   As of April 6, 2010, approximately US$7.8 million in debt was
   outstanding on equipment and other property subject to
   capitalized finance leases with various third parties.

* Unsecured Trade Debt.  Almatis owe approximately US$20 million
   in unsecured trade debt as of March 31, 2010.  This debt,
   all of which is current, arises from the provision of goods
   and services necessary to operation of the Debtors'
   business.

Almatis engaged Moelis & Company, a financial advisory firm, to
prepare a valuation of its business enterprise.  Upon analysis,
Moelis concludes that the value of Almatis is approximately
US$540 million, or approximately US$140 million less than the
amount of the Senior Debt.

Mr. De Jong relates that the Plan contemplates these provisions:

1. A portion of the Senior Lender Claims owed to the Senior
    Lenders will be replaced with a New Senior Debt and a New
    Junior Debt.

2. The Senior Lenders will receive the balance of their
    consideration related to the Senior Lender Claims in cash
    and through ownership of Equityco, a newly formed Dutch
    corporation, which will indirectly hold 100% of the
    Interests in the Reorganized Almatis B.V. and all of its
    subsidiaries, whether Reorganized Debtors or non-Debtors.

3. Equityco will be owned primarily by the Senior Lenders,
    subject to warrants to be issued to the Second Lien Lenders
    and the Mezzanine Lenders, and to Management Instruments to
    be issued to participating members of senior management.

4. The New Certificate of EquityCo will allow it to issue
    common shares.  EquityCo will also be authorized to issue
    warrants and management instruments.

5. The New Senior Debt and the New Junior Debt will be
    Issued on the Plan Effective Date.

6. As of the Plan Effective Date, the Debtors may obtain a
    revolving credit facility of up to US$25 million under an
    Additional Facility.

Full-text copies of the Almatis Prepackaged Plan and Disclosure
Statement are available for free at:

     http://bankrupt.com/misc/ALMATIS_PrepackdPlan.pdf
     http://bankrupt.com/misc/ALMATIS_DisclosureStatement.pdf

Full-text copies of the Plan Exhibits are available for free at:

     http://bankrupt.com/misc/ALMATIS_PlanExhibits.pdf

                      About Almatis Group

Alamtis B.V., and its affiliates filed for Chapter 11 on April 30,
2010 (Bankr. S.D.N.Y. Lead Case No. 10-12308).  Almatis B.V.
estimated assets of US$500 million to US$1 billion and debts of
more than US$1 billion as of the bankruptcy filing.

Almatis, operationally headquartered in Frankfurt, Germany, is a
global leader in the development, manufacture and supply of
premium specialty alumina products.  With nearly 900 employees
worldwide, the company's products are used in a wide variety of
industries, including steel production, cement production, non-
ferrous metal production, plastics, paper, ceramics, carpet
manufacturing and electronic industries.  Almatis operates nine
production facilities worldwide and serves customers around the
world.  Until 2004, the business was known as the chemical
business of Alcoa.  Almatis is now owned by Dubai International
Capital LLC, the international investment arm of Dubai Holding.

Michael A. Rosenthal, Esq., at Gibson, Dunn & Crutcher LLP, serves
as counsel to the Debtors in the Chapter 11 cases.  & German
Counsel: Linklaters LLP is the special English and German counsel
and De Brauw Blackstone Westbroek N.V. is Dutch counsel.  Epiq
Bankruptcy Solutions, LLC, serves as claims and notice agent.


ALMATIS B.V.: Wants to Access Lenders' Cash Collateral
------------------------------------------------------
Almatis B.V. and its debtor affiliates sought and obtained on
May 5, 2010, interim authority from the U.S. Bankruptcy Court for
the Southern District of New York to continue to access the cash
collateral of their prepetition lenders in accordance with a
budget.

The May 5 ruling is the second interim cash collateral order
entered by Judge Glenn.

Judge Glenn entered the first interim cash collateral order on
April 30, 2010, granting the Debtors access to the Cash
Collateral up to a maximum of US$5 million for the period from the
Petition Date through May 5, 2010.

The Debtors had approximately US$42.8 million cash on hand as of
the Petition Date.  They forecast approximately US$97.2 million of
receivables to be collected over the next 13 weeks.  The cash and
the receivables constitute Prepetition Collateral of the Lenders.

The Debtors asserted that they have an immediate and urgent
need for the use of the Cash Collateral to continue their
operations, to pay vendors to supply necessary goods and
services, to pay employees, to satisfy working capital and
operational needs and to fund their reorganization proceedings.

The Debtors have prepared a rolling 13-week cash flow statement
on a consolidated basis.  They believe that use of Cash
Collateral in accordance with the Budget will be adequate to fund
their operations and pay all administrative expenses during their
Chapter 11 cases.

A copy of the 13-week budget ending the week of July 16, 2010, is
available for free at:

  http://bankrupt.com/misc/ALMATIS_13WkBudget_EndJul16.pdf

The Debtors' cash is subject to security interests in favor of
their prepetition secured lenders.  As of April 6, 2010, the
Debtors' total consolidated bank debt was approximately US$1.045
billion.  They are indebted under these prepetition credit
arrangements:

   First Lien Facilities                    US$663.7 million
   Swap Agreements                           US$17.4 million
   Letters of Credit                          US$1.3 million
   Second Lien Facilities                     US$7.7 million
   Mezzanine Credit Facility                US$200.6 million
   Junior Mezzanine Credit Facility          US$80.6 million
   Capitalized Finance Leases                 US$7.8 million

                   Prepetition Debt Structure

Under the First Lien Facilities dated October 2007, UBS Limited,
as lead arranger and security trustee for certain lenders, lent
Almatis B.V., Almatis US Holdings Inc. and Almatis Holdings GmbH
about EUR286 million in Euro term loans and about US$198 million
in U.S. dollar term loans, and made available up to US$50 million
under two multi-currency credit facilities.

Oaktree Capital Management, L.P., is currently the largest single
holder of the debt issued under the First Lien Facilities.
Companies or funds owned or managed by Oaktree hold in the
aggregate about 46% of the debt.

The Debtors' Swap Agreements were with, among others, UBS
Affiliates and Commerzbank Aktiengesellschaft, where the Debtors'
obligations are related to the exercise of the early termination
provisions by non-Debtor parties or "hedge counterparties."

Under the Second Lien Subfacilities, UBS Limited, as security
trustee, and other lenders, lent the Debtors Euro term loans in
the principal amount of EUR52,086,951.

Under Mezzanine Credit Facility, UBS Limited, as security trustee
for certain lenders, extended to the Debtors two Euro-denominated
term loan facilities in the aggregate principal amount of
EUR121,536,218.

DIC Almatis Bidco B.V. is the borrower under a Junior Mezzanine
Facility dated November 2007, whereby UBS Limited and certain
lender parties extended a Euro-denominated term loan facility in
the principal amount of EUR41,699,560.

Obligations under the First Lien Facilities and the Swap
Agreements are secured by first priority security interests, on a
pari passu basis, on certain assets of the Debtors and first
priority security interests in the equity of certain subsidiaries
of DIC Almatis Bidco B.V. -- collectively referred to as the
"Prepetition Collateral."

As of April 30, 2010, the Debtors believe that the value of the
Prepetition Collateral is not sufficient to repay the Senior
Secured Debt in full and therefore, the Senior Secured Debt is
undersecured pursuant to Section 506 of the Bankruptcy Code.

Under a certain Intercreditor Agreement, the Debtors' obligations
under the Second Lien Facilities are secured by the Prepetition
Collateral on a second priority basis; the obligations under the
Mezzanine Credit Facility on a third priority basis; and the
obligations under the Junior Mezzanine Credit Facility on a
fourth priority basis.

Various LOCs or guarantees were caused by the Debtors to be
issued in favor of their creditors.

Under the capitalized finance leases, the Debtors lease certain
equipment.  The Finance Leases are not secured by the Cash
Collateral.

                       Adequate Protection

To the extent of diminution in value of the Prepetition Secured
Lenders' interest in the Prepetition Collateral, the Debtors are
providing them with adequate protection by affording them:

  (1) valid, perfected replacement liens pursuant to Section
      361(2) of the Bankruptcy Code on all property of the
      Debtors, excluding causes of action under Sections 502(d),
      544, 545, 547, 548, 550 and 553 of the Bankruptcy Code;
      and

  (2) claims entitled to superpriority administrative status in
      accordance with Section 507(b) of the Bankruptcy Code.

The Replacement Liens and the Superpriority Claims will be
subject to: (i) security and liens granted pursuant to a DIP
Financing, if any; (ii) security interests permitted under the
Senior Credit Facility; (iii) the payment of U.S. Trustee Fees,
pursuant to 28 U.S.C. Section 1930; (iv) Court-approved
reasonable expenses of members of any statutory committee
appointed in the Debtors' Cases in an aggregate amount not to
exceed US$75,000; (v) all Court-approved unpaid fees and expenses
of professionals retained by the Debtors or a Committee pursuant
to Sections 327, 328, 330, 363, or 1103 of the Bankruptcy Code
that were incurred through the written notice of a 'Termination
Event'; (vi) after the date on which the Debtors receive from the
Security Trustee a written notice of a Termination Event, to the
extent allowed at any time, the payment of fees, expenses, and
taxes of Professional Persons in an aggregate amount not to
exceed US$6,000,000; and (vii) after a conversion of any of these
Chapter 11 Cases to a case or cases under Chapter 7 of the
Bankruptcy Code, reasonable fees and expenses of the Chapter 7
trustee and its  counsel, in an amount not to exceed an
additional US$100,000.

The Debtors believe that the value of the Prepetition Collateral
is not sufficient to pay any of the Second Lien Debt and
therefore, the Second Lien Debt and the Mezzanine Debt will be
treated as unsecured claims pursuant to Section 506 of the
Bankruptcy Code.  However, until that determination is made by
the Court, the Second Lien Lenders and the Mezzanine Lenders will
be afforded adequate protection.

                           Other Terms

The Debtors will use their commercially reasonable efforts to
retain Talbot Hughes McKillip LLP to provide financial advisory
services to the Debtors, including assisting the Debtors in
developing the budget.

The Debtors' use of the Cash Collateral is also conditioned on
the occurrence of certain events that might trigger the
termination of the cash collateral use.

                          Lenders React

Just before the Court entered the Second Interim Cash Collateral
Order, certain Second Lien Lenders, Mezzanine Lenders and Junior
Mezzanine Lenders argued that until the Court is given the
opportunity to make an informed decision on the value of the
Collateral, the Debtors should be precluded from favoring the
Senior Lenders at the expense of the Debtors' other Lenders.

The Objecting Second Lien Lenders include Jubilee CDO VIII B.V.;
CELF Loan Partners III PLC; Bacchus 2006-1 PLC; Bacchus 2006-2
PLC; Queen Street CLO I B.V.; Queen Street CLO II B.V.; Dryden
XIV - EURO CLO 2006 P.L.C.; Dryden IX - Senior Loan Fund 2005
P.L.C.; Dryden X - EURO CLO 2005 P.L.C..  The Objecting Mezzanine
Lenders include Jubilee CDO VIII B.V.; Shiofra 1 S.a.r.l.;
Shiofra 2 S.a.r.l.; Almack II Unleveraged SA; Cromarty CLO
Limited; Duchess III CDO S.A.; Duchess IV CLO B.V.; Duchess V
CLO B.V.; Duchess VI CLO B.V.; Duchess VII CLO B.V.; Fugu CLO
B.V.; Malin CLO B.V.; Mezzanine Finance Europe S.A.; Universal
Credit SA; Universal Credit SA; Bacchus 2006-2 PLC; Queen Street
CLO I B.V.; Queen Street CLO II B.V.; Legico S.a.r.l.; Quintus
European Mezzanine Fund S.a.r.l.; N M Rothschild & Sons Limited.
The Objecting Junior Mezzanine Lenders include Alcentra Mezzanine
No.1 S.a.r.l.; Alcentra Mezzanine QPAM S.a.r.l.; and Legico
S.a.r.l.

"The Debtors' assumption that the Senior Lenders are entitled to
adequate protection measures not proferred to their other secured
lenders is premature, if not wrong," Michael L. Cook, Esq., at
Schulte Roth & Zabel LLP, in New York, asserts, on behalf of the
Objecting Lenders.

Moreover, the Objecting Lenders believe that the Debtors' more
recent projections and valuations reflect a higher valuation of
the Collateral that that initially relied on by the Debtors.

The Objecting Lenders also believe that the Debtors have not met
their burden in proving that they will suffer "immediate and
irreparable harm" if all payments proposed in their 13-week cash
budget are not satisfied.

As a general matter, the Objecting Lenders do not object to, and
do not seek to enjoin, the Debtors' use of cash collateral as may
be needed to "keep the lights on."  However, the Objecting
Lenders are concerned that the papers, and in particular, the
Budget do not adequately detail the proposed payments and why
they are needed for that purpose, according to Mr. Cook.

                      Final DIP Hearing

The Court will convene a hearing on May 17, 2010, at 10:00 a.m.
Prevailing Eastern Time, to consider entry of a final cash
collateral order.

Parties-in-interest may file their objections to the request no
later than May 10.

A full-text copy of the Almatis Second Interim Cash Collateral
Order is available for free at:

    http://bankrupt.com/misc/ALMATIS_2ndIntCashCollORD.pdf

                      About Almatis Group

Alamtis B.V., and its affiliates filed for Chapter 11 on April 30,
2010 (Bankr. S.D.N.Y. Lead Case No. 10-12308).  Almatis B.V.
estimated assets of US$500 million to US$1 billion and debts of
more than US$1 billion as of the bankruptcy filing.

Almatis, operationally headquartered in Frankfurt, Germany, is a
global leader in the development, manufacture and supply of
premium specialty alumina products.  With nearly 900 employees
worldwide, the company's products are used in a wide variety of
industries, including steel production, cement production, non-
ferrous metal production, plastics, paper, ceramics, carpet
manufacturing and electronic industries.  Almatis operates nine
production facilities worldwide and serves customers around the
world.  Until 2004, the business was known as the chemical
business of Alcoa.  Almatis is now owned by Dubai International
Capital LLC, the international investment arm of Dubai Holding.

Michael A. Rosenthal, Esq., at Gibson, Dunn & Crutcher LLP, serves
as counsel to the Debtors in the Chapter 11 cases.  & German
Counsel: Linklaters LLP is the special English and German counsel
and De Brauw Blackstone Westbroek N.V. is Dutch counsel.  Epiq
Bankruptcy Solutions, LLC, serves as claims and notice agent.


ALMATIS B.V.: Junior Lenders Want to Have Own Valuation
-------------------------------------------------------
A group of junior lenders seek permission from the U.S.
Bankruptcy Court for the Southern District of New York to
investigate Almatis B.V. and its affiliated debtors in a bid to
come up with its own valuation of the Almatis business.

The move came after the financial advisory firm, Moelis &
Company, conducted a valuation of the Debtors' business in which
it put the value of the Almatis business at US$540 million.  The
valuation forms the basis of the Debtors' prepackaged Chapter 11
plan that was filed earlier with the Court.

The group, led by Babson Capital Europe Ltd., questioned the
results of the valuation, believing that the Debtors' value is
more than the US$540 million estimated by Moelis.

Michael Cook, Esq., at Schulte Roth & Zabel LLP, in New York --
michael.cook@srz.com -- said that the two valuations performed by
Moelis both fixed the value of the Debtors' business below the
amount of the senior debt.

"The revised Moelis valuation indicates an increase in the
midpoint valuation from the first Moelis valuation," Mr. Cook
said in court papers.  "This increase in value is reflective of
improved financial performance by the Debtors and increased
earnings projections, a trend that appears to be continuing."

The Junior Lenders want to access in particular the documents
concerning the valuation, the Debtors' restructuring plan, and
the disclosure statement describing the plan, among other
documents.  They also want to examine witnesses from the Debtors
and their proposed cash management adviser, Talbot Hughes &
McKillop LP, Oaktree Capital Management Ltd., Moelis, Close
Brothers Group plc and the First Lien Lenders.

Oaktree Capital is the largest of Almatis' senior lenders, owning
about 46% of its senior debt which includes a senior credit
facility in the sum of US$681.1 million.

Oaktree Capital would own about 80% of the Debtors if the Court
confirms the current version of the Chapter 11 Plan the Debtors
proposed.  The Plan would more than halve the Debtors' debts to
about US$422 million, with senior lenders, which are owed of the
US$681.1 million, being offered options under the Plan.

Oaktree, however, could only achieve its goal to get a
controlling interest in the equity of reorganized Almatis if the
value of the Debtors' businesses falls well below the total
outstanding amount of the senior credit facility, according to
Mr. Cook.

The Junior Lenders opposes the Restructuring Plan as it would
wipe out the claims of more subordinated mezzanine and second-
lien lenders as well as the equity stake of Dubai International
Capital.

DIC, which bought the Almatis business in 2007, earlier offered a
proposal providing payment in full to the senior lenders and
recovery in the form of new notes and equity to the more
subordinated mezzanine and second-lien lenders.  The Debtors,
however, "walked away" from the proposal and filed for bankruptcy
protection at Oaktree Capital's insistence, according to Mr.
Cook.

The Junior Lenders' request drew flak from the Debtors, which
described the proposed investigation as broad.  The Debtors
argued that the request must be subject to a more limited
discovery.

Representatives of the Debtors and the Junior Lenders met on
May 3, 2010, to discuss about the proposed investigation.  No
agreement, however, was reached on the scope of the investigation
after the Junior Lenders refused to limit their request.

The Junior Lenders are also seeking an order shortening the
notice period and setting their discovery request for an
expedited hearing  In a declaration filed with the Court, Mr.
Cook emphasized that any delay would prevent interested parties
from effectively protecting their interests in the Debtors' cases
in light of the aggressive schedule Oaktree is imposing in
prosecuting the Debtors' cases.

                      About Almatis Group

Alamtis B.V., and its affiliates filed for Chapter 11 on April 30,
2010 (Bankr. S.D.N.Y. Lead Case No. 10-12308).  Almatis B.V.
estimated assets of US$500 million to US$1 billion and debts of
more than US$1 billion as of the bankruptcy filing.

Almatis, operationally headquartered in Frankfurt, Germany, is a
global leader in the development, manufacture and supply of
premium specialty alumina products.  With nearly 900 employees
worldwide, the company's products are used in a wide variety of
industries, including steel production, cement production, non-
ferrous metal production, plastics, paper, ceramics, carpet
manufacturing and electronic industries.  Almatis operates nine
production facilities worldwide and serves customers around the
world.  Until 2004, the business was known as the chemical
business of Alcoa.  Almatis is now owned by Dubai International
Capital LLC, the international investment arm of Dubai Holding.

Michael A. Rosenthal, Esq., at Gibson, Dunn & Crutcher LLP, serves
as counsel to the Debtors in the Chapter 11 cases.  & German
Counsel: Linklaters LLP is the special English and German counsel
and De Brauw Blackstone Westbroek N.V. is Dutch counsel.  Epiq
Bankruptcy Solutions, LLC, serves as claims and notice agent.


ALTAMIS B.V.: Senior Lenders Vote to Support Prepackaged Plan
-------------------------------------------------------------
Almatis disclosed that at the end of the period for the
solicitation of votes, it has been informed by the balloting and
claims agent, Epiq Bankruptcy Solutions, LLC that 77.4% of voting
holders of its senior first lien debt by amount and 58.1% by
number have voted to accept its prepackaged Plan of
Reorganization.  The Plan has therefore received in excess of the
level of support required for acceptance of the Plan by Senior
Lenders; accepting Senior Lenders included the members of the
coordination committee of the Senior Lenders and funds managed by
Oaktree Capital Management, L.P. A combined hearing to approve the
disclosure statement and confirm the Plan has been set for July
19, 2010.

                         About Chapter 11

Chapter 11 provides a recognized and practical legal framework to
reorganize over-indebted businesses subject to supervision by the
US Bankruptcy Court.  The effect of a Chapter 11 filing is to
provide a Company with protection from its creditors while it
develops and implements a plan to reorganize its debt and, if
necessary, its operations.  Chapter 11 allows the Company to
continue to operate and maintain its business, under the control
of the Company's current management during the restructuring
process.  This includes, among other things, servicing its
customers, receiving supplies and paying wages and salaries to its
employees.  The process is therefore regularly used by
fundamentally sound operating companies to protect enterprise
value as they reorganize their debt in an orderly process.  
Almatis has chosen Chapter 11 as the preferred legal tool for
implementing its balance sheet restructuring following extensive
evaluation of available alternatives.

                       About Almatis Group

Alamtis B.V., and its affiliates filed for Chapter 11 on April 30,
2010 (Bankr. S.D.N.Y. Lead Case No. 10-12308).  Almatis B.V.
estimated assets of US$500 million to US$1 billion and debts of
more than US$1 billion as of the bankruptcy filing.

Almatis, operationally headquartered in Frankfurt, Germany, is a
global leader in the development, manufacture and supply of
premium specialty alumina products.  With nearly 900 employees
worldwide, the company's products are used in a wide variety of
industries, including steel production, cement production, non-
ferrous metal production, plastics, paper, ceramics, carpet
manufacturing and electronic industries.  Almatis operates nine
production facilities worldwide and serves customers around the
world.  Until 2004, the business was known as the chemical
business of Alcoa.  Almatis is now owned by Dubai International
Capital LLC, the international investment arm of Dubai Holding.

Michael A. Rosenthal, Esq., at Gibson, Dunn & Crutcher LLP, serves
as counsel to the Debtors in the Chapter 11 cases.  & German
Counsel: Linklaters LLP is the special English and German counsel
and De Brauw Blackstone Westbroek N.V. is Dutch counsel.  Epiq
Bankruptcy Solutions, LLC, serves as claims and notice agent.


ARCANDOR AG: Triton Talks with Karstadt Workers' Council
--------------------------------------------------------
Tom Mulier at Bloomberg News reports that Triton, the private
equity company that bid for insolvent German retailer Arcandor
AG's Karstadt department-store unit, said talks with a council of
employee representatives on Tuesday went well.

Bloomberg relates John Mengers, a spokesman for Triton at
Communications & Network Consulting AG in Munich, said Triton gave
more details of its plans, which were "well perceived," and now is
awaiting the council to take the next steps.

Mr. Mengers, as cited by Bloomberg, said Triton remains in
"constant" discussions with Highstreet, the Karstadt landlord that
is 51% owned by Goldman Sachs Group Inc.  According to Bloomberg,
Mr. Mengers said those negotiations are going well.

Bloomberg notes the Triton spokesman said talks with Germany's
Ver.di trade union have been "difficult".

On May 11, 2010, the Troubled Company Reporter-Europe, citing
Bloomberg News, reported that the trade union said it opposes
further wage cuts for workers at Karstadt.

                         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.


MTU AERO: S&P Affirms 'BB+' Long-Term Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it had affirmed all
its ratings on Germany-based aircraft engine and component
manufacturer MTU Aero Engines Holding AG and its financial vehicle
MTU Aero Engines Finance B.V., and had subsequently withdrawn them
at MTU's request.  

This action includes the 'BB+' long-term corporate credit rating.  
At the time of the withdrawal of the rating, the outlook was
stable.  


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


KAUPTHING BANK: Iceland Issues Arrest Warrant for Ex-Chairman
-------------------------------------------------------------
Omar R. Valdimarsson at Bloomberg News, citing Interpol's Web
site, reports that Iceland issued an arrest warrant for former
Kaupthing Bank hf chairman Sigurdur Einarsson.

Bloomberg relates Iceland's special prosecutor is investigating
Kaupthing's 2008 collapse as well as alleged market manipulation
and forgery before and after it.

"The investigation is ongoing and I'm unable to comment on its
next steps," Bloomberg quoted Special Prosecutor Olafur Thor
Hauksson as saying Tuesday in a phone interview.

                        About Kaupthing Bank

Headquartered in Reykjavik, Kaupthing Bank --
http://www.kaupthing.com/-- is Iceland's largest bank and among
the Nordic region's 10 largest banking groups.  With operations in
more than a dozen countries, the bank offers a range of services
including retail banking, corporate finance, asset management,
brokerage, private banking, treasury, and private wealth
management.  Kaupthing was created by the 2003 merger of
Bunadarbanki and Kaupthing Bank.  In October 2008 the Icelandic
government assumed control of Kaupthing Bank after taking similar
measures with rivals Landsbanki and Glitnir.

As reported by the Troubled Company Reporter on Nov. 30, 2008,
Olafur Gardasson, assistant for Kaupthing Bank hf., in a
proceeding under Act No. 21/1991, pending before the Reykjavik
District Court, and foreign representative of the Debtor, filed a
petition under chapter 15 of title 11 of the United States Code in
the United States Bankruptcy Court for the Southern District of
New York commencing the Debtor's chapter 15 case ancillary to the
Icelandic Proceeding and seeking recognition for the Icelandic
Proceeding as a "foreign main proceeding" under the Bankruptcy
Code and relief in aid of the Icelandic Proceeding.


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


CELF LOW: Moody's Junks Ratings on Two Classes of Notes
-------------------------------------------------------
Moody's Investors Service has taken this rating action on notes
issued by CELF Low Levered Partners PLC:

  -- EUR22,000,000 Class Class D-2 Subordinated Notes due 2024,
     Downgraded to Caa2; previously on December 17, 2009 B3

  -- EUR19,000,000 Class Class D-3 Subordinated Notes due 2024,
     Downgraded to Caa2; previously on December 17, 2009 B3

The ratings assigned to the Class D Notes address the repayment of
the Rated Balance on or before the legal final maturity, where the
'Rated Balance' is equal at any time to the principal amount of
the each Combination Note on the Issue Date minus the aggregate of
all payments made from the Issue Date to such date, either through
interest or principal payments.  It is not an opinion about the
ability of the issuer to pay interest.  Moody's outstanding Rated
Balance may not necessarily correspond to the outstanding notional
amount reported by the trustee.  

This transaction is a managed cash leveraged loan collateralized
loan obligation with exposure to predominantly European senior
secured loans, as well as some mezzanine loan exposure.  

The rating actions have been taken to reflect the fact that
Moody's has been informed that, upon the Amendments signed on
April 13th, one hundred percent of Classes D-2 and D-3 (with the
consent of both Class E and Class F) elected to liquidate their
share of the OAT strips.  

These ratings actions also take into account the correction of
certain data input at the time of the last rating action on 17
December 2009 The percentage of remaining cash flows in the
waterfall paid to Class D rated balance was previously modeled at
91% instead of 100%.  Had this not occurred, it is possible that
the rating of the Class D Notes may have been one notch higher
than that assigned in the last rating action.  

According to Moody's, the rating actions taken on the notes are
also a result of the credit deterioration of the underlying
portfolio.  This is was observed through a decline in the average
credit rating as measured through the portfolio weighted average
rating factor 'WARF' (currently 2993), a decrease in the
performing par (currently at EUR336,259,231), an increase in the
proportion of securities from issuers rated Caa1 and below
(currently 18.69% of the portfolio), and a failure of reinvestment
test.  These measures were taken from the recent trustee report
dated 29 March 2010.  Moody's also performed a number of
sensitivity analyses, including consideration of a further decline
in portfolio WARF quality.  Due to the impact of all the
aforementioned stresses, key model inputs used by Moody's in its
analysis, such as par, weighted average rating factor, and
weighted average recovery rate, may be different from trustee's
reported numbers.  

As described in the press release on 13th of April 2010, Moody's
Investors Service determined at that time that the entry by CELF
Low Levered into the amendments did not in and of itself at that
time cause the then current Moody's ratings of the Senior Notes to
be reduced or withdrawn.  Moody's did not, at that time, express
any views on the effect the amendments could have on the ratings
of the Class D-1, D-2 and D-3 Notes.  Moody's understands that all
Class D Subordinated Noteholders consented to waive the
requirement to obtain a Rating Agency Confirmation for the Class D
Subordinated Notes, in respect of the Amendments.  

The amendments affecting Class D can be summarized:

-- Class D benefits from credit enhancement provided by certain
    OAT strips, which were acquired on closing from the issuance
    proceeds of Class E and F (which are zero coupon notes not
    rated by Moody's).  The proceeds from liquidation of the OAT
    strips at maturity would be used, first, to pay any remaining
    rated balance on Class D.  

-- The Amendments allow each of Classes D-1, D-2 and/or D-3 to
    elect, at any time, independently of each other (but with the
    consent of the Class E and/or Class F), to liquidate their
    share of the OAT strips prior to maturity.  Upon such a
    liquidation, the proceeds from sale of any such OAT strips
    will be distributed in pre-specified proportions between,
    amongst others, the relevant SUB-classes of Class D
    Subordinated Notes that elected to liquidate their share of
    the OAT strips and the Class E and/or F Notes.  

-- Should any sub-class of Class D Subordinated Notes not elect
    to liquidate their share of the OAT strips, those OAT strips
    will benefit only those sub-classes of Class D Subordinated
    Notes.  

The downgrade of Class D-2 and D-3 notes follows the election made
by those sub-classes to liquidate their share of the oat strips
resulting in a consequential reduction of the credit enhancement
available to such notes.  

Moody's understands that Class D-1 noteholders have elected not to
liquidate their share of the OAT strip at this time and Moody's
has determined that no rating action is warranted in relation to
Class D-1 as a result.  

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


OAK HILL: S&P Downgrades Rating on Class Q Notes to 'B'
-------------------------------------------------------
Standard & Poor's Ratings Services lowered and removed from
CreditWatch negative its credit ratings on Oak Hill European
Credit Partners II PLC's class Q and class R combination notes.
  
The rating actions follow the application of S&P's updated
criteria for corporate collateralized debt obligations.  None of
the ratings was affected by either the largest obligor default
test or the largest industry default test, two supplemental stress
tests S&P introduced as part of its criteria update.

The class Q combination notes initially comprised the class E
notes (55%) and the class F-1 subordinated notes (45%).  The class
R combination notes initially comprised the class C-2 notes (69%)
and the class E notes (31%).   

S&P's most recent rating action on Oak Hill European Credit
Partners I took place on April 16, when S&P lowered and removed
from CreditWatch negative the ratings on the VFN (variable-funding
notes) and classes A-2, A-3, A-4, A-5, B, C-1, and C-2 and
affirmed and removed from CreditWatch negative the ratings on
classes D and E.
    
Oak Hill European Credit Partners II is a cash flow CDO that
securitizes a portfolio of senior secured loans, mezzanine loans,
second-lien loans, and high-yield bonds.  Oak Hill Advisors
(Europe), LLP manages the transaction, which closed in June 2007.

                         Notes Structure
                       Initial    Current
                          rated      rated
                          balance    balance     
                          (mil.     (mil.     Stated      
  Class Rtg to Rtg from     EUR)       EUR)     interest(%) BDR(%) SDR(%)
  ----- ------ --------     -------  ---------  ----------- ------ ------
  Q     B      BB/Watch Neg  10.00     8.76      0.00        36.92  35.34
           
  R     BBB-   A-/Watch Neg  14.50    12.78      1.50        48.20  45.64
           
     BDR -- Break-even default rate.
     SDR -- Scenario default rate.

    Transaction Key Features*
    -------------------------
    Collateral balance (mil. EUR)                         452.26
    Performing assets weighted-average rating                  B
    Modeled weighted-average maturity (years)               5.53
    Modeled WAS (bps)                                        301
    Modeled fixed coupon (%)                                9.40
    Modeled weighted average additional PIK interest (%)  0.1695
    AAA WARR (%)                                           38.75
    AA WARR (%)                                            44.25
    A WARR (%)                                             48.75
    BBB WARR (%)                                           53.50
    BB WARR (%)                                            61.25
    B/CCC WARR (%)                                         65.00
    
     * As of S&P's most recent analysis.
     WAS -- Weighted-average spread.
     PIK -- Payment in kind.  
     WARR -- Weighted-average recovery rate.


ORTELIUS FINANCE: S&P Lowers Rating on US$50 Mil. Notes to 'CC'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'CC' from 'CCC-' its
credit rating on Ortelius Finance PLC's US$50 million floating-
rate series 2007-1 class 1C notes.  

The downgrade follows confirmation that losses from credit events
in the underlying portfolio have exceeded the available credit
enhancement.  Therefore, S&P expects the noteholders to suffer a
principal loss at maturity.


ULSTER BANK: Posts GBP137-Mil. Operating Loss First Qtr. 2010
-------------------------------------------------------------
Laura Slattery at The Irish Times reports that Ulster Bank has
posted an operating loss of GBP137 million for the first quarter
of 2010 as the number of mortgage customers defaulting on their
mortgages increased.

The bank's loss was an improvement on the GBP275 million it
recorded in the final quarter of last year, the report notes.

According to the report, losses on bad mortgage loans rose to
GBP33 million.

The report relates Ulster Bank chief executive Cormac McCarthy
said market conditions were still "extremely challenging".

                        About Ulster Bank

Ulster Bank Group -- http://www.ulsterbank.ie/-- is a wholly
owned subsidiary of the enlarged RBS group.  First Active, a
leading mortgage provider, was acquired by Ulster Bank Group in
January 2004 in a EUR887 million transaction.  Serving personal
and small business customers, Ulster Bank Retail Markets provides
Branch Banking and Direct Banking throughout the Republic of
Ireland and Northern Ireland.  Ulster Bank Corporate Markets
caters for the banking needs of business and corporate customers,
treasury and money market activities, asset financing, wealth
management, ebanking and international services, with a continued
focus on providing customer choice and value.

                           *     *     *

As reported by the Troubled Company Reporter-Europe on Dec. 28,
2009, Moody's Investors Service downgraded Ulster Bank's bank
financial strength rating to D- (resulting in a three notch lower
baseline credit assessment of Ba3, down from Baa3).  The outlook
on the BFSR is changed to negative.

Ross Abercromby commented on the downgrade of the BFSR: "In
Moody's last rating action in August 2009 Moody's had expected
Ulster Bank to benefit more directly from the UK's Asset
Protection Scheme, whereby RBS was to insure at 100% the losses on
those assets from Ulster Bank that are placed into the UK
government's Asset Protection Scheme.  The renewed downgrade of
Ulster Bank's BFSR to D- reflects a change insofar as the bank
will now not benefit from the previously intended scheme, but will
rely on capital injections as they may be required from time to
time throughout the next couple of years.  Although Moody's note
that a substantial proportion of the assets of Ulster Bank are to
be placed into the APS, on a standalone basis Ulster Bank remains
significantly weaker.  Its profitability is expected only to
recover in the medium term, and throughout this time Ulster Bank
will continue to depend on capital injections from its parent over
the coming periods as losses are taken on the bank's riskier
assets."

The D- BFSR reflects Moody's view that the bank will require
further capital over the next couple of years in managing its
problem loans in the very challenging Irish economy.  The outlook
on the BFSR is negative, indicating the significant uncertainty
about the speed and magnitude of further asset quality
deterioration on Ulster Bank's asset quality.  According to
Moody's base loss estimates and further capital injections in the
near future, Ulster Bank should remain adequately capitalized,
however analyzing the bank's exposure to Moody's stressed loss
estimates reveals the potential for significant further capital
shortfalls.


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


AEROPORTI DI ROMA: S&P Affirms 'BB' Corporate Credit Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it has affirmed its
'BB' long-term corporate credit ratings on Italian airport
operator Aeroporti di Roma SpA and removed them from CreditWatch
with negative implications where they had been placed on Oct. 1
2009.  The 'B' short-term corporate credit rating was also
affirmed.  The outlook is negative.

AdR addresses some of its funding needs though a securitization
vehicle, Romulus Finance S.r.l. Romulus' financing used to involve
Ambac Financial Services as swap provider.  On April 13, 2009, AFS
ceased to be eligible as swap counterparty in hedging the exchange
rate and interest rate risk of the GBP215 million bond tranche
issued by Romulus and expiring in 2023 under AdR's medium-to-long-
term loan structure, as a result of Moody's Investors Service's
financial strength rating downgrade to 'Ba3' from 'Baa1'.

S&P understands that the agreements signed on March 18, 2010, to
replace AFS with the new swap counterparties Unicredit
Mediocredito Centrale SpA and Mediobanca - Banca di Credito
Finanziario SpA provide the same terms and conditions for AdR and
Romulus Finance as the previous contract structure.  

"The negative outlook reflects pressure caused, in S&P's view, by
the protracted process for agreeing a new regulatory contract,
coupled with the need to refinance the EUR170 million bank loan
due in February 2012," said Standard & Poor's credit analyst
Alexandre de Lestrange.  

S&P believes that AdR will need to refinance most of its debt
obligations, which in turn is likely to require the finalization
of the company's multiyear regulatory contract, establishing a
capital expenditure plan and corresponding tariff increases.  S&P
expects the contract will allow for a gradual improvement in
profit and cash flow generation.

"S&P could lower the ratings before the end of 2010 if S&P
believes progress on the regulatory agreement is insufficient,
hence jeopardizing AdR's ability to start refinancing its large
debt maturities over 2012-2015," said Mr. de Lestrange.

In S&P's view, a failure to refinance the 2012 bank loan at least
one year before maturity would put increasing pressure on the
rating.  

Operational and financial underperformance--for instance, as a
result of a sector-wide downturn--could also lead to a downgrade.

S&P could revise the outlook to stable once S&P gain better
visibility on regulatory and refinancing matters.  S&P will also
take into account AdR's FFO-to-debt ratio, which S&P would expect
to improve toward the low teens in the short to medium term for a
'BB' rating, once a regulatory contract has been finalized.

AdR has the concession until 2044 to operate the two airports
serving Rome.  It is Italy's largest airport operator, carrying
38.6 million passengers in 2009 (down 3.5% over 2008).


FIAT SPA: Ferrari Unit Plans to Cut 10% of Workforce
----------------------------------------------------
Ferrari SpA, the Italian carmaker controlled by Fiat SpA, is
seeking to cut 270 jobs, about 10% of its workforce, as part of a
plan to reduce 2010 production by 45% to 11,000 cars, Tommaso
Ebhardt and Sara Gay Forden at Bloomberg News report, citing CGIL
union official Giordano Fiorani.

Bloomberg relates Mr. Fiorani said Ferrari workers carried out a
four-hour strike on Tuesday at the Maranello plant.  According to
Bloomberg, the union official said Ferrari is planning temporary
layoffs for 600 workers at the Maranello factory next week.

                          About Fiat SpA

Headquartered in Turin, Italy, Fiat SpA (BIT:F) --
http://www.fiatgroup.com/-- is principally engaged in the design,
manufacture and sale of automobiles, trucks, wheel loaders,
excavators, telehandlers, tractors and combine harvesters.
Through its subsidiaries, Fiat operates mainly in five business
areas: Automobiles, including sectors led by Maserati SpA, Ferrari
SpA and Fiat Group Automobiles SpA, which design, produce and sell
cars under the Fiat, Alfa Romeo, Lancia, Fiat Professional,
Abarth, Ferrari and Maserati brands; Agricultural and Construction
Equipment, which is led by Case New Holland Global NV; Trucks and
Commercial Vehicles, which is led by Iveco SpA; Components and
Production Systems, which includes the sectors led by Magneti
Marelli Holding SpA, Teksid SpA, Comau SpA and Fiat Powertrain
Technologies SpA, and Other Businesses, which includes the sectors
led by Fiat Services SpA, a publishing house Editrice La Stampa
SpA and an advertising agency Publikompass SpA.  With operations
in over 190 countries, the Group has 203 plants, 118 research
centers, 633 companies and more than 198,000 employees.

                           *     *     *

As reported by the Troubled Company Reporter-Europe on April 27,
2010, Standard & Poor's Ratings Services said that it placed its
'BB+' long-term corporate credit rating on Italian industrial
group Fiat SpA on CreditWatch with negative implications.  At the
same time, the 'B' short-term credit rating on Fiat was affirmed.  
In addition, S&P placed the 'BB+' long-term rating on Fiat's
subsidiary CNH Global N.V. on CreditWatch with developing
implications.

"The CreditWatch placement reflects S&P's view that Fiat's credit
quality could weaken due to increased business risk as a
consequence of the proposed demerger of CNH, Iveco SpA (not
rated), and the industrial and marine divisions of Fiat Powertrain
Technologies into the newly created entity Fiat Industrial SpA,"
said Standard & Poor's credit analyst Barbara Castellano.


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


MDM BANK: Nonpayment of Dividends Won't Affect Moody's 'D' Rating
-----------------------------------------------------------------
On May 7, 2010, MDM Bank announced that its Board of Directors
made a recommendation to the Annual General Shareholders' Meeting
not to pay dividend on ordinary shares and on all types of
preferred shares for the year 2009.  Moody's said that non-payment
of dividends on both ordinary and preferred shares, if approved by
the banks' shareholders, will not have any effect on the bank's
D/Ba2/Not Prime bank financial strength rating and deposit
ratings, and its Ba2/Ba3 senior unsecured and subordinated debt
ratings.  

While the holders of the largest stakes in the bank -- Mr Sergey
Popov and Mr Igor Kim, owning 56.3% and 11% of total voting
shares, respectively, as of April 2010 -- had stated that they
would not withdraw any capital from the bank in the form of
dividends for 2009, dividend payment on preference shares still
could be awarded.  If, as Moody's expects, MDM's GSM follows the
Board of Directors' recommendation, the amount preserved by the
bank will be immaterial at circa US$23 million, or around 1% of
its Tier 1 capital.  

The non-payment of dividends on preferred shares will result in
preferred shareholders acquiring voting rights at the GSM on a par
with ordinary shareholders until MDM makes payment of dividends on
preferred shares in full.  However, Moody's understands that the
effective voting stake of MDM's majority beneficiary shareholder -
- Mr Popov -- will not fall below controlling level in this case.  
Therefore, Moody's does not anticipate any significant changes in
the shareholders' policies or the strategies of the bank.  
Moreover, once the bank reinstates and makes in full its dividend
payments with respect to preferred shares, the preferred
shareholders will lose their right to vote at the GSM.  
Consequently, a temporary change in the shareholder structure of
MDM bank is not expected to affect the bank's ratings.  

Moody's does not rule out that non-payment of dividends may be
viewed unfavorably by preferred shareholders which may potentially
raise difficulties for the banks' placement of more preference
shares in the market in the future, should it decide to do so.  

Moody's previous rating action on MDM was implemented on 23
November 2009 when the rating agency assigned a Ba2 long-term
local currency debt rating, with negative outlook, to MDM's local
currency-denominated exchange-traded bond program.  Concurrently,
Moody's Interfax Rating Agency assigned a long-term national scale
rating of Aa2.ru to this program.  The national scale rating
carries no specific outlook.  

Headquartered in the city of Novosibirsk, the Russian Federation,
the merged MDM (formed in August 2009 via a merger of two large
Russian financial institutions -- MDM Bank and URSA Bank) reported
total IFRS assets of US$13.3 billion, total equity of
US$2.0 billion and IFRS net loss of US$46 million as at YE2009.  


TINKOFF CREDIT: Fitch Assigns 'B-' Long-Term Issuer Default Rating
------------------------------------------------------------------
Fitch Ratings has assigned Russia-based Tinkoff Credit Systems
ratings of Long-term Issuer Default 'B-' with a Stable Outlook,
Short-term IDR 'B', Individual 'D/E', Support '5' and Support
Rating Floor 'No Floor'.  

The ratings of TCS Bank reflect Fitch's view on the
creditworthiness of the broader group consolidated at the level of
Cyprus-domiciled Egidaco Plc.  TCS Bank is the core operating
entity of TCS.

The ratings are constrained by TCS's small size, limited track
record, high credit risk exposure and the weaknesses in its
funding profile due to its reliance on wholesale markets and high
concentration risks.  The ratings also reflect the company's
recent strong profitability, the robust cash generation capacity
of its portfolio and its acceptable reported asset quality to
date.  

Approximately 80% of TCS's end-2009 liabilities fall due in 2011,
although about 50% are held by shareholders, suggesting that such
liabilities should be easier to roll over.  Fitch also positively
notes the strong cash generation capacity of the bank's
receivables portfolio, improved conditions in capital markets and
TCS's demonstrated ability to raise substantial amounts of retail
deposit funding.  Additionally, the company has recently managed
to secure another RUB800 million credit facility from a Russian
bank, thus improving its overall funding profile.

TCS's exposure to credit risks is high as it focuses on under-
banked consumers throughout the country.  Asset quality metrics,
however, have been reasonable, and the portfolio has been tested
in the severe economic recession of 2009.  Following the sharp
deterioration in the Russian economy, receivables arrears peaked
in Q209 before trending lower through the rest of the year to
stabilize at current levels.  Average write-offs stabilized in
Q309 and remain manageable in the context of the high interest
rate income from its receivables portfolio.

Wide margins on its receivables portfolio and a monoline
operational focus enabled TCS to report its first and strong
profit in 2009 -- just two years after its inception.

Fitch considers the current equity/assets ratio of 16.5% to be
acceptable for the rating.  However, TCS's leverage ratio may be
quite volatile in the near term due to expected large capital
market borrowings.  

TCS is the first and only credit card monoline company in Russia
established in 2007 by Russian businessman Oleg Tinkov.  A 29%
stake was subsequently sold to Goldman Sachs and Scandinavian
private equity fund Vostok-Nafta.  

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.


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


CAJA DE AHORROS: S&P Downgrades Ratings on Four Spanish RMBS
------------------------------------------------------------
Standard & Poor's Ratings Services lowered several credit ratings
in four Spanish residential mortgage-backed securities
transactions originated by Caja de Ahorros del Mediterraneo.

Specifically, S&P:

* Lowered and removed from CreditWatch negative its ratings on all
  classes in TDA CAM 7, Fondo de Titulizacion de Activos (CAM 7);

* Affirmed and removed from CreditWatch negative its ratings on
  the class A notes, lowered and removed from CreditWatch negative
  its ratings on the class B and C notes, and kept unaffected its
  'D' rating on the class D notes in TDA CAM 8, Fondo de
  Titulizacion de Activos (CAM 8);

* Lowered and removed from CreditWatch negative its ratings on the
  class A-1, A-2, A-3, and B notes, lowered its rating on the
  class C notes, and kept unaffected its 'D' rating on the class D
  notes in TDA CAM 9, Fondo de Titulizacion de Activos (CAM 9);
  and

* Affirmed and removed from CreditWatch negative its ratings on
  the class A-2, A-3, and A-4 notes, lowered and removed from
  CreditWatch negative its ratings on the class B notes, lowered
  its rating on the class C notes, and kept unaffected its 'D'
  rating on the class D notes in TDA CAM 10, Fondo de Titulizacion
  de Activos (CAM 10).
  
S&P's credit analysis of the most recent transaction information
shows some stabilization in the performance of the underlying
collateral pools for these four CAM transactions (CAM 8 has shown
the best performance), but is insufficient in its view to mitigate
the increase of defaulted loans.  

S&P's cash flow analysis considered the current levels of credit
enhancement (CAM 10 having the highest level) in these
transactions and the result of that analysis contributed to the
rating actions.  
  
These transactions feature a structural mechanism that traps
excess spread to provide for defaults.  As a significant portion
of loans was classified as defaulted, all transactions have drawn
under their cash reserves.  There have been replenishments to the
cash reserves in all four of these transactions on their most
recent payment dates.  However, in S&P's opinion, the credit
enhancement available from the reserves is still low and may not
be sufficient to fully supplement any future interest shortfalls
in the transactions.

The current levels of the reserve funds as a percentage of their
original balances are: 31.37% (CAM 7), 19.83% (CAM 8), 15.10% (CAM
9), and 43.53% (CAM 10).

Defaults in these transactions are defined as arrears greater than
12 months.  

All of the transactions feature a deferral of interest trigger
based on cumulative defaults as a percentage of the initial
collateral balance.  The current cumulative default level and
trigger levels (both as a percentage of the initial collateral
balance) for each transaction, are:

CAM 7:

* Cumulative default level: 4.17% in March 2010 from 3.66% as of
  December 2009.  

* Trigger levels: Class B: 10.00%.

CAM 8:

* Cumulative default level: 2.88% in March 2010 from 2.56% as of
  December 2009.  

* Trigger levels: Class B: 6.50%, class C: 4.50%.

CAM 9:

* Cumulative default level: 4.10% in March 2010 from 3.38% in
  December 2009.  
* Trigger levels: Class B: 9.50%, class C: 5.10%

CAM 10:

* Cumulative default level: 6.32% in March 2010 from 5.32% in
  December 2009

* Trigger levels: Class B: 10.00%, class C: 6.75%.

The current cumulative default levels in TDA CAM 9 and 10 are
closer to their respective lower trigger levels than they were in
S&P's previous review, especially in the case of CAM 10.  Given
the steep gradient of the cumulative default curves of these
transactions, they could, in its opinion, breach the class C
trigger level for TDA CAM 9 on the next two interest payment dates
and potentially on the next IPD for TDA CAM 10.  At that point,
S&P would likely lower to 'D' S&P's rating on the notes that miss
timely payment of interest.
  
The mortgage portfolios underlying these transactions are
experiencing high delinquency levels, although they have recently
been stabilizing.  As of March 2010, S&P calculate severe
delinquencies--defined as arrears greater than 90 days (including
outstanding defaulted loans)--at around 5.23% (CAM 7), 3.91% (CAM
8), 5.66% (CAM 9), and 5.81% (CAM 10) of the current collateral
balance.  
  
CAM 7, 8, 9, and 10 issued their notes in October 2006, March
2007, July 2007, and December 2007, respectively.  Caja de Ahorros
del Mediterraneo originated and services the loans.

                           Ratings List
  
      Ratings Lowered and Removed From Creditwatch Negative

           TDA CAM 7, Fondo de Titulizacion de Activos
       EUR1.75 Billion Mortgage-Backed Floating-Rate Notes  
  
                              Rating
                              ------
            Class      To                From
            -----      --                ----
            A2         AA-               AAA/Watch Neg
            A3         AA-               AAA/Watch Neg
            C          BB-               BBB/Watch Neg
              
           TDA CAM 8, Fondo de Titulizacion de Activos
EUR1.713 Billion Residential Mortgage-Backed Floating-Rate Notes
  
                              Rating
                              ------
            Class      To                From
            -----      --                ----
            B          BB                BBB/Watch Neg
            C          B                 BB/Watch Neg
            
           TDA CAM 9, Fondo de Titulizacion de Activos
  EUR1.5 Billion Residential Mortgage-Backed Floating-Rate Notes
  
                              Rating
                              ------
            Class      To                From
            -----      --                ----
            A1         AA-               AAA/Watch Neg
            A2         AA-               AAA/Watch Neg
            A3         AA-               AAA/Watch Neg
            B          BB                BBB/Watch Neg
            
           TDA CAM 10, Fondo de Titulizacion de Activos
  EUR1.4 billion residential mortgage-backed floating-rate notes
  
                              Rating
                              ------
            Class      To                From
            -----      --                ----
            B          BB-               BBB-/Watch Neg
            
                          Ratings Lowered

           TDA CAM 9, Fondo de Titulizacion de Activos
  EUR1.5 Billion Residential Mortgage-Backed Floating-Rate Notes
  
                                  Rating
                                  ------
                Class      To                From
                -----      --                ----
                C          CCC-              CCC

           TDA CAM 10, Fondo de Titulizacion de Activos
  EUR1.4 billion residential mortgage-backed floating-rate notes

                                  Rating
                                  ------
                Class      To                From
                -----      --                ----
                C          CCC-              CCC

      Ratings Affirmed and Removed From Creditwatch Negative

           TDA CAM 8, Fondo de Titulizacion de Activos
EUR1.713 Billion Residential Mortgage-Backed Floating-Rate Notes
  
                              Rating
                              ------
            Class      To                From
            -----      --                ----
            A          AAA               AAA/Watch Neg
            
           TDA CAM 10, Fondo de Titulizacion de Activos
  EUR1.4 billion residential mortgage-backed floating-rate notes

                              Rating
                              ------
            Class      To                From
            -----      --                ----
            A2         AAA               AAA/Watch Neg
            A3         AAA               AAA/Watch Neg
            A4         AAA               AAA/Watch Neg
            
                        Ratings Unaffected

           TDA CAM 8, Fondo de Titulizacion de Activos
EUR1.713 Billion Residential Mortgage-Backed Floating-Rate Notes
  
                        Class      Rating
                        -----      ------
                        D          D

           TDA CAM 9, Fondo de Titulizacion de Activos
  EUR1.5 Billion Residential Mortgage-Backed Floating-Rate Notes
  
                        Class      Rating
                        -----      ------
                        D          D

           TDA CAM 10, Fondo de Titulizacion de Activos
  EUR1.4 billion residential mortgage-backed floating-rate notes

                        Class      Rating
                        -----      ------
                        D          D


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


BRADFORD & BINGLEY: Yorkshire Offers Sweeteners to Customers
------------------------------------------------------------
Elizabeth Colman at The Sunday Times reports that homebuyers are
being offered sweeteners to switch their mortgages from Bradford &
Bingley, the nationalized lender, to Yorkshire building society --
at taxpayers' expense.

According to the report, Yorkshire is offering mortgages free of
fees to customers of B&B subsidiary Mortgage Express, but rather
than waiving fees -- usually about GBP995 -- Yorkshire said last
week they will be paid by the government.

The report notes Labour said B&B would wind down its mortgage book
after the government took over the bank in 2008.

                            Liquidation

As reported by the Troubled Company Reporter-Europe on Jan. 26,
2010, the European Commission approved under EU state aid rules
government measures granted for the liquidation of Bradford &
Bingley.  Following Bradford & Bingley's split-up and
nationalization of the part containing the impaired assets in
2008, the UK authorities notified a liquidation plan for the bank.  
The Commission authorized the measures, because they are
appropriate and necessary for an orderly winding down of the bank
while taking into account the necessity to preserve the confidence
of creditors in the financial system and remedy a serious
disturbance of the UK economy.  The Commission therefore concluded
that the plan is compatible with Article 107(3)(b) of the Treaty
on the Functioning of the European Union, that allows aid to
remedy a serious disturbance in a Member State's economy.

The decision in the case of Bradford & Bingley, together with the
decision taken on Dunfermline, is closing the chapter of UK bank
restructuring prompted by State aid in the context of the
financial crisis.

Bradford and Bingley provided specialist mortgages and savings
products.  It operated 197 branches and 141 agencies spread across
the UK.  Its market share of net new mortgage lending at the end
of the 2007 was 7.7%.

By September 2008, the bank had fallen into difficulties due to
its dependence on wholesale funding and its risky loan portfolio,
which resulted in the withdrawal of its license to accept deposits
by the UK Financial Services Authority.  The UK authorities
decided to nationalize and wind down the bank while it was still
solvent, sell its retail deposit book and branches to Abbey
National and provide the remaining part of the business with a
working capital facility and guarantee arrangements.  These
measures were authorized by the Commission as rescue aid on
October 1, 2008, under which the UK was obliged to submit
liquidation or restructuring plan for Bradford & Bingley.

The liquidation plan submitted by the UK foresees a prolongation
of the rescue measures previously authorized, which are now
extended for the liquidation of the bank, and a potential capital
injection.

The Commission concluded that the liquidation plan ensures an
orderly winding down of Bradford & Bingley in a manner which
maintains financial stability.  The liquidation period covers more
that 10 years.  However, once the bank is no longer active in the
market, competitive distortions are limited.  The wind-down can be
accelerated by a sale of the remaining assets when market
conditions improve.

                     About Bradford & Bingley

Headquartered in Bingley, United Kingdom, Bradford & Bingley plc
-- http://www.bbg.co.uk/-- offers residential mortgages, and
focuses on a range of areas providing mortgages for individuals.  
It focuses on its savings business and provides a range of
savings products through 197 branches and network of 140
third-party branch-type agents, by phone, post and Online.


BRITISH AIRWAYS: Unite Seeks Fresh Talks to Avert Strikes
---------------------------------------------------------
BBC News reports that the British Airways cabin crew union, Unite,
has urged the airline to hold fresh talks to avert strikes which
could disrupt thousands of travelers.  According to BBC News, the
union said BA could still prevent the walk-outs if it opened what
it called "meaningful negotiations".

Pilita Clark at The Financial Times reports the airline on Tuesday
said it was "available" but "nothing was planned".

Citing the FT, the Troubled Company Reporter-Europe reported on
May 12, 2010, that the Union on Monday said BA cabin crew are to
hold nearly three weeks of strikes after flight attendants
rejected the airline's latest offer in a dispute over staffing
levels.  The FT disclosed the first action, the third wave of
strikes by BA staff this year, will begin on May 18 and run until
May 22.  There will be further five-day stoppages starting on May
24, May 30 and June 5, broken by three 24-hour "breather" days,
the FT said.  The FT recalled the union, which represents about
90% of BA's 12,000 cabin crew, said 81% of those balloted had
voted against BA's latest offer last week.

As reported by the Troubled Company Reporter-Europe on May 3,
2010, Bloomberg News said the airline's latest proposal involves a
two-year pay deal pegging wages for 12,000 flight attendants to
U.K. inflation from the start of next year.  The plan would also
restore 184 crew posts removed in November, and introduce monthly
travel payments in lieu of scrapping other allowances, according
to Bloomberg.

                      About British Airways

Headquartered in Harmondsworth, England, British Airways Plc,
along with its subsidiaries, (LON:BAY) -- http://www.ba.com/-- is
engaged in the operation of international and domestic scheduled
air services for the carriage of passengers, freight and mail and
the provision of ancillary services.  The Company's principal
place of business is Heathrow.  It also operates a worldwide air
cargo business, in conjunction with its scheduled passenger
services.  The Company operates international scheduled airline
route networks together with its codeshare and franchise partners,
and flies to more than 300 destinations worldwide.  During the
fiscal year ended March 31, 2009 (fiscal 2009), the Company
carried more than 33 million passengers.  It carried 777,000 tons
of cargo to destinations in Europe, the Americas and throughout
the world.  In July 2008, the Company's subsidiary, BA European
Limited (trading as OpenSkies), acquired the French airline,
L'Avion.

                           *     *     *

As reported in the Troubled Company Reporter-Europe on March 19,
2010, Moody's Investors Service lowered to B1 from Ba3 the
Corporate Family and Probability of Default Ratings of British
Airways plc; and the senior unsecured and subordinate ratings to
B2 and B3, respectively.  Moody's said the outlook is stable.
This concludes the review that was initiated on November 10, 2009.

The rating action reflects Moody's view that credit metrics will
not be commensurate with the previous rating category in the
medium term.  Moody's expect furthermore that metrics will be
burdened in the foreseeable future by the company's significant
pension deficit, which was at GBP2.6 billion for the APS and NAPS
schemes combined as of September 2009 (under IAS).  Moody's
nevertheless understand that under the current agreement with the
trade unions, the cash contributions to these deficits will be
frozen at GBP330 million per year for three years, subject to
approval by the Pensions Regulator and the trustees.


EMI GROUP: Terra Firma to Pump More Cash to Avert Citi Takeover
---------------------------------------------------------------
Martin Arnold, Esther Bintliff and Andrew Edgecliffe-Johnson at
The Financial Times report that Guy Hands, the chairman of Terra
Firma, plans to tell Citigroup on Friday that he will inject more
money into EMI to prevent the U.S. bank from taking control of the
indebted music group.

Citing people familiar with the music group, the FT says
Mr. Hands has received enough "verbal assurances" from his
investors to be confident they will put another GBP105 million
(EUR157 million) into EMI.

The FT notes one person said some investors still needed approval
from their investment committees before they could agree formally.

According to the FT, if successful, Mr. Hands could shore up EMI's
finances for another year, putting pressure on Citigroup, its sole
lender, to restructure its GBP3.2 billion debts.  He needs to pour
more money into EMI by June 14 or see its recorded music arm
default on its debt, allowing Citi to take control of the group or
sell it to a rival, such as Warner Music, or another private
equity group, the FT states.

As reported by the Troubled Company Reporter-Europe on May 10,
2010, the FT said if investors do not agree to provide the extra
money, Mr. Hands is expected to seek to raise the cash from large
co-investors, such as Canada Pension Plan, which could dilute the
Terra Firma investors.  If investors agree to put up the GBP105
million, Mr. Hands is planning to ask them to provide a further
GBP255 million to ensure EMI respects the terms of its loans until
they mature in 2015, the FT disclosed.

EMI Group Ltd. -- http://www.emigroup.com/-- is the fourth
largest record company in terms of market share behind Universal
Music Group, Sony Music Entertainment, and Warner Music Group.  It
houses recorded music segment EMI Music and EMI Music
Publishing.  EMI Music distributes CDs, videos, and other formats
primarily through imprints and divisions such as Capitol Records
and Virgin, and sports a roster of artists such as The Beastie
Boys, Norah Jones, and Lenny Kravitz.  EMI Music Publishing, the
world's largest music publisher, handles the rights to more than a
million songs.  EMI Music operates through regional divisions (EMI
Music North America, International, and UK & Ireland).  Private
equity firm Terra Firma owns EMI.


ENTERPRISE INNS: Secures New GBP625 Mil. Borrowing Facility
-----------------------------------------------------------
Pan Kwan Yuk at The Financial Times reports that Enterprise Inns
said it had signed a new GBP625 million borrowing facility.

The debt-laden company, which rents out pubs to semi-independent
publicans rather than managing them centrally, has struggled in
recent years because of the smoking ban and recession, the FT
recounts.

The tough trading environment has already forced Enterprise to
scrap its dividend payment and sell off pubs to reduce the size of
its debt, which was GBP3.5 billion at the end of the half year,
the FT recalls.

                         Dividend Payments

The company hinted it might reinstate dividend payments soon, the
FT notes.  Deutsche Bank, its broker, expects the company to
restore dividend by this time next year, the FT says.

                             Profits

The FT relates The group on Tuesday said underlying profits fell
17% to GBP86 million for the six months to March 31 as revenues
dropped from GBP404 million to GBP374 million.  Statutory pre-tax
profits increased from GBP9 million to GBP91 million, the FT
states.

Enterprise Inns plc -- http://www.enterpriseinns.com/-- is a
leased and tenanted pub operator in the United Kingdom.  As of
September 30, 2008, it owned 7,763 pubs. T he Company's wholly
owned subsidiaries include Unique Pub Properties Limited, which is
engaged in the ownership of licensed properties; The Unique Pub
Finance Company plc, which is engaged in the financing
acquisitions of licensed property, and Voyager Pub Group Limited,
which is a borrower of secured bank facility.

                           *     *     *

As reported by the Troubled Company Reporter-Europe on Feb. 18,
2010, Moody's Investors Service downgraded Enterprise Inns plc
Corporate Family Rating to B1 from Ba3, the Probability of Default
Rating to B2 from B1 and the rating of GBP275 million senior
secured floating-rate notes due 2031 to Ba2 from Ba1.  At the same
time the ratings were placed on review for further downgrade.


FARLANE PROPERTY: In Administration; PwC to Seek Buyer Golf Club
----------------------------------------------------------------
Hardeep Sandher at Property Week reports that Farlane Property
Group has been placed into administration.

Property Week relates David Chubb, Mike Jervis and Rob Lewis of
PricewaterhouseCoopers LLP were appointed as joint administrators
of the company on May 11.

"Farlane Property Group has suffered as a result of the current
economic challenges facing the hospitality and leisure industry
which resulted in ongoing losses in the golf business and a
deterioration in trading in the pub portfolio.  Having run out of
alternative options, the directors of Farlane Property Group
sought the protection of administration," Property Week quoted
Mr. Jervis as saying.  "Our immediate priority is to seek a buyer
for the golf club as a going concern in order to enable its long
term survival and preserve the jobs of the employees.  While a
buyer for the business is sought, we expect to continue trading
and we will work with the existing management team, suppliers,
employees and customers to try and ensure that we achieve a
positive solution."

Farlane Property Group owned the Windwhistle Golf Club in Somerset
and a number of freehold property interests in the UK including a
portfolio of 43 pubs and two development land lots in Camberley
and Northants, according to Property Week.


HIGHER EDUCATION: Fitch Affirms Rating on Class A4 Notes at 'BB'
----------------------------------------------------------------
Fitch Ratings has affirmed The Higher Education Securitized
Investment No.1 plc - a transaction backed by student loans - and
assigned Loss Severity ratings:

  -- GBP15.6 million Class A2 notes affirmed at 'AAA' with Outlook
     Stable; assigned 'LS-4'

  -- GBP29.4 million Class A3 notes affirmed at 'BB' with Outlook
  -- Negative; assigned 'LS-3'

  -- GBP7.9 million Class A4 notes affirmed at 'BB' with Outlook
  -- Negative; assigned 'LS-3'

The affirmation of the class A2 notes, which rank as senior in the
interest and principal waterfalls, reflects both the increased
protection available to the notes via the subordination -- with
credit enhancement levels as of March 2010 having increased to
94.1% (compared to 21.4% at closing) -- and Fitch's expectations
that the notes will fully amortize within the next 12 months.

Unlike the A2 notes, the mezzanine A3 and A4 notes -- which rank
equally and pro-rata in the principal waterfall -- benefit from
much lower levels of credit enhancement as they are subordinate to
the GBP149.8 million Accrual note which funds the interest which
accrues on loans in deferment.  As of March 2010 the credit
enhancement available to the mezzanine notes was 10%, provided by
the two junior B1 and B2 notes less the principal deficiency
ledger (PDL) balance.

The ratings of the class A3 and A4 notes reflect uncertainty over
the ability of the transaction's future cash flows to cover
repayments due under these notes.  The continued increase in the
value of the PDL in the last year, to GBP42.7 million in March
2010 from GBP37.7 million in March 2009, has resulted in reduction
in the nominal enhancement available to the mezzanine notes, to
GBP22.1 million in March 2010 from GBP26.7 million 12 months ago.  
As of March 2010 a total of GBP20.3 million of the receivables
were classified as being in arrears.

The Negative Outlook on the class A3 and A4 notes reflects the
notes' reliance on performance trends remaining benign and on the
continued deferment of loans with no arrears to fully repay the
notes by their legal final maturity.  Receivables that remain in
'deferred' status with no arrears are covered by a government
repayment after 25 years.  In Fitch's opinion, the full repayment
of these notes is heavily dependent on:

     i) the rate at which receivables move from 'repaying' status
        to arrears and a loss (a loss is declared when a loan is
        24 months delinquent) -- A high loss rate will have a
        negative impact on the transaction, further reducing the
        enhancement available to the notes via subordination.  
        Although there is the possibility of recoveries being
        received from write-offs, there is a risk that the
        servicing agreement provides little incentive for the
        servicer to actively pursue such account holders;

    ii) the rate at which receivables move from 'deferred' status
        to 'repaying' status -- In Fitch's opinion, an increase in
        this rate would be viewed as a credit negative as by
        moving to 'repaying' such accounts would then be exposed
        to the risk of losses.  This is because receivables that
        remain in 'deferred' status with no arrears are covered by
        a government repayment after 25 years.

   iii) The amount of receivables classified as 'deferred with
        arrears' -- These loans do not benefit from the government
        payment after 25 years unless the arrears are cleared in
        advanced of such date.

Thesis is a securitization of floating-rate student loan
receivables, originated in the United Kingdom by the UK government
owned Student Loan Company Limited, with a final legal maturity
date on April 30, 2028.


HULL CITY: Reshuffles Boardroom Amid Debt Restructuring Plans
-------------------------------------------------------------
BBC News reports that the Hull City Association Football
Club is to reshuffle its boardroom as it tries to address its
financial problems and avoid administration.  According to BBC,
Adam Pearson is to move to a new role as head of football
operations with owner Russell Bartlett taking over Mr. Pearson's
role as chairman.

The club, which owes GBP35 million, is to appoint an insolvency
expert, BBC says.

BBC relates Mr. Pearson said, "It is a real short-term goal to try
to get the debt down and get some shape on it.  Hopefully we will
do that without going into a formal process.

"There is always that threat there but our aim is to avoid that
10-point penalty and that formal process of administration if at
all possible.

"I came in the first week of November and the debt was GBP35
million.  It is exactly the same now and we don't want it to go up
any more.

"We need to start restructuring that debt, pushing it out to give
us enough room to breathe for next season."

BBC notes Mr. Pearson has also said that tackling the debts will
take short-term precedence over the appointment of a new manager.

The Troubled Company Reporter-Europe, citing Accountancy Age,
reported on April, 28, 2008, that Deloitte, following its last
audit, warned the club it could struggle to continue as a going
concern.

Hull City Association Football Club is an English football club
based in Kingston upon Hull, East Riding of Yorkshire.  The club
was founded in 1904.


MINORPLANET SYSTEMS: To Sell Two Business to Avert Liquidation
--------------------------------------------------------------
Chris Tighe and Andy Bounds at The Financial Times report that
Minorplanet Systems is seeking to sell its two biggest businesses
after HM Revenue and Customs called time on its tax liabilities.

According to the FT, the company faced a winding up order from
HMRC after falling behind with a payment plan under the
government's "time to pay" scheme, launched in November 2008, to
help companies with cash flow problems.

The FT says to settle its GBP2-million bill, Minorplanet is
putting its UK arm into administration to sell it on to a
competitor.

The FT relates Terry Donovan, chief executive of Aim-listed
Minorplanet, said he had loaned the company GBP300,000
(US$446,000) this year to help with cash flow.  The UK sale should
raise at least GBP3.5 million, the FT states.

Headquartered in Leeds, United Kingdom, Minorplanet Systems plc --
http://www.minorplanet.com/-- is engaged in provision of vehicle  
management and information systems.  Its principal purpose is to
assist its customers in managing their vehicle fleets.  The
Company's subsidiaries includes Minorplanet Limited, which is into
designing and marketing of vehicle management information systems;
Minorplanet Systems BV, Minorplanet Asia Pacific Pty Limited,
Minorplanet Systems GmbH, Monitcom Limited, and Vuelta Navigation
SL., all engaged in marketing of vehicle management information
systems.


POLYPIPE BUILDING: Moody's Gives Stable Outlook; Keeps 'B3' Rating
------------------------------------------------------------------
Moody's Investors Service has changed the outlook on the ratings
of Pipe Holdings 2 Limited, a holding company of Polypipe Building
Products Ltd to stable from negative.  The company's B3 corporate
family rating, Caa1 probability of default rating, B1 rating of
the GBP122 million senior secured notes due 2011 and Caa1 rating
of the GBP66 million senior unsecured notes due 2013 issued by
Pipe Holdings Plc have all been affirmed.  

"The change in the outlook to stable reflects a recent
stabilization in Polypipe's profitability, despite sales remaining
subdued in light of the severe market conditions in the
construction industry and depressed demand for plastic pipe
systems in Polypipe's core markets," said Christian Hendker,
Moody's lead analyst for Polypipe.  "It also reflects the
continued generation of positive free cash flows, which have
helped to preserve a solid liquidity cushion.  Although leverage
metrics remain weak for the current rating category, they are
expected to gradually strengthen over the next quarters." The
recent stabilization of the outlook also incorporates the
expectation that Polypipe will timely address the upcoming
refinancing of 2011 debt maturities.  

Cost reduction activities, combined with the benefits of lower
input costs have mitigated the negative impact from lower volumes
and supported an improvement in EBITDA Margin.  Consequently,
Polypipe managed to preserve leverage metrics stable compared to
2008, reflected in RCF to net debt which remained above 5% in 2009
and net debt to EBITDA of around 7.0x in the same period.  

Although it is stabilizing, the market environment for plastic
pipe systems in the UK building and construction market has still
not yet shown sustainable patterns of a demand recovery.  As a
consequence, margins remain burdened not only by below-average
demand levels, but also by intensifying pricing pressure as
competitors are battling for market share and contending with the
recent re-inflation trend in input costs, particularly rising
polymer costs.  Moody's anticipates a modest recovery in demand
levels during 2010, which should support performance improvements
compared to 2009 and continuation of de-leveraging.  

Positive free cash flows of around GBP16 million in 2009,
supported by working capital releases and lower capex have
improved Polypipe's cash position to GBP48 million.  The company
still has full availability of a GBP17.5 million revolving credit
facility.  

The stable outlook is based on Moody's expectation of further
performance and leverage improvements.  Moody's also expects that
Polypipe will proactively address the upcoming refinancing of the
GBP109 million (considering early redemptions) senior secured
notes maturing in November 2011 and the GBP17.5 million revolving
credit facility.  In addition, the rating agency assumes that
Polypipe will not contemplate additional material discounted debt
buy backs or pursues material acquisitions.  

Moody's could downgrade the ratings if Polypipe's cash position
erodes below GBP15 million as a result of negative free cash flows
or acquisitions, or if credit metrics fail to improve further,
evidenced by RCF to Net debt falling below 5% or the net debt-to-
EBITDA ratio remaining above 6.0x.  Another driver of negative
rating pressure would be the potential inability to timely
refinance upcoming debt maturities.  

Upwards rating pressure could emerge if the company demonstrates a
continued track record of positive free cash flows supported by
improving funds from operations, supporting a reduction of
leverage within the restricted group as reflected in net debt to
EBITDA below 6.0x, EBITA to interest expenses above 1.0x and RCF
to net debt towards the high single digit percentages.  In
addition, positive rating pressure would require a preservation of
a solid liquidity profile, including a satisfactory resolution of
the pending earnout obligation dispute and proactively addressing
refinancing.  

Issuer: Pipe Holdings 2 Ltd

  -- Outlook, Changed To Stable From Negative

Issuer: Pipe Holdings plc

  -- Outlook, Changed To Stable From Negative

The last rating action on Polypipe was implemented on 26 November
2008, when Moody's affirmed Polypipe's CFR at B3, downgraded the
PDR to Caa1 from B3 and changed the outlook to negative from
stable.  

Based in Doncaster, South Yorkshire, England, Polypipe
manufactures a wide range of plastic pipe systems, predominantly
for the UK construction market.  2009 revenues were
GBP252.5 million.  


ROYAL BANK: Settles ABN Amro Money-Laundering Charges
-----------------------------------------------------
Martin Flanagan at The Scotsman reports that Royal Bank of
Scotland on Tuesday said that a US$500 million (GBP337 million)
final settlement had been struck with the United States Department
of Justice on money-laundering charges at the former ABN Amro
bank.

The settlement related to the Dutch bank's systematic violations
of US financial sanctions against Iran, Libya, the Sudan and Cuba,
the report notes.  ABN, the report says, was charged with one
count of violating the Bank Secrecy Act and a second of conspiring
to defraud the US, violating laws including the Trading with the
Enemy Act.

The report recalls ABN announced in April 2007 -- six months
before it was acquired for GBP47 billion by an RBS-led consortium
that included Santander and Fortis -- that it had reached
agreement in principle with the US justice department to settle
the probe.

The Dutch bank set aside a provision of US$500 million to cover
the costs of resolving the investigation at that time -- and it is
this previously allocated money that RBS will pay the justice
department as lead member of the takeover consortium, the report
notes.

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

                           *     *     *

As reported by the Troubled Company Reporter-Europe on March 29,
2010, Standard & Poor's Ratings Services said that it lowered its
ratings on "may pay" Tier 1 securities issued or guaranteed by The
Royal Bank of Scotland Group PLC (A/Stable/A-1) to 'C' from 'CC'.
At the same time, the rating on the RBSG-related security issued
by Argon Capital PLC was similarly lowered to 'C' from 'CC'.  The
counterparty credit ratings and stand-alone credit profiles of
RBSG and subsidiaries, and the ratings on other debt securities
issued by these entities, are unaffected.


TATA STEEL: Corus In Talks with SSI Over Teeside Plant Sale
-----------------------------------------------------------
Rowena Mason at The Daily Telegraph reports that Corus, which is
owned by India's Tata Steel, is in talks with Thai industrial
group SSI over the sale of its Teesside steel plant.

The report says around 1,700 jobs are at risk if Tata Steel, the
Indian owner of Corus, fails to sell the plant, which has already
been mothballed.

According to the report, the talks with SSI are at an early stage
and a deal is likely to rely on some form of government support
for the region.

                         About Tata Steel

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

                           *     *     *

Tata Steel Ltd. continues to carry a Ba3 corporate family rating
from Moody's Investors Service with stable outlook.  The rating
was downgraded by Moody's from Ba2 in June 2009.


TATA STEEL: Fitch Affirms Issuer Default Rating at 'BB+'
--------------------------------------------------------
Fitch has affirmed the Foreign Currency Issuer Default Rating of
'BB+' and the National Long-term rating of 'AA(ind)' of Tata Steel
Limited.  Simultaneously, Fitch has also affirmed the Foreign
Currency IDR of Tata Steel UK at 'B+'.  The Outlook on all the
ratings continues to be Negative.  The ratings on all of TSL's
facilities on the National scale and the rating on TSUK's secured
bank facilities have also been affirmed:

  -- TSUK's secured bank facilities of GBP3.67bn: 'BB-';

  -- TSL's National Long-term debt of INR65bn (enhanced from
     INR58.5bn): 'AA(ind)';  

  -- TSL's non-convertible debenture INR30bn: 'AA (ind)'

  -- TSL's non-convertible debenture of INR20bn: 'AA(ind)';  

  -- TSL's non-convertible debenture issue of INR12.5bn:
     'AA(ind)';  

  -- TSL's fund-based cash credit limits of INR10.6bn: 'AA(ind)';

  -- TSL's non-fund based limits of INR23.4bn: 'AA(ind)';  

  -- TSL's fund-based limits of INR7.25bn: 'AA(ind)';

  -- TSL's non-fund based limits of INR7.6bn: 'F1+(ind)'; and  

  -- TSL's commercial paper/short-term debt of INR9.75bn:
     'F1+(ind)'.  

The affirmation reflects the sequential improvement in performance
of TSUK's operations which were severely affected after the global
financial crisis and which had an impact on the consolidated
profile of the entity.  TSUK's European operations reported EBITDA
profits in Q3FY10 after posting EBITDA losses from Q4FY09 to
Q3FY10 due to the company's sensitivity to raw material price
volatility, the relatively slower improvement in demand and the
impact of losses at Teeside Cast Products.  Fitch expects TSUK's
profitability to improve in FY2011 on account of its cost cutting
initiatives; although the benefits are expected to remain
constrained by the potential increase in raw material prices which
may not be fully passed on to end consumers.  The Indian
operations, on the other hand, continue to perform strongly on the
back of its low cost operations and would continue to benefit from
the strong demand in the domestic market.  Consequently, Fitch
expects financial leverage (Net debt/EBITDA) to remain lower than
4x in the next 2 years, which was identified as a negative rating
trigger at the previous review.  

However, Fitch has maintained a Negative outlook on the ratings as
downside risks including lower than anticipated contributions from
TSUK could potentially increase financial leverage beyond the
rating trigger.  The Foreign Currency IDR and the National ratings
of TSL continue to benefit from a one notch uplift on account of
the potential support from the Tata group.  The agency continues
to take a consolidated view of TSL in line with its Parent and
Subsidiary Rating Linkage methodology.  TSUK's rating also
benefits from potential parental support despite the company's
acquisition debt remaining non-recourse to TSL.  

Fitch has also reviewed the ability of the Tata group to provide
support to TSL and continues to draw comfort from the strategic
importance of TSL to the group.  Any weakening of linkages between
the group and TSL, and/or the group's inability to provide support
would act as negative ratings triggers.  TSUK's ratings in turn
benefit from TSL's support.  

Fitch notes that TSL and TSUK continue to maintain strong
liquidity supported by a back ended repayment profile.  While the
consolidated entity has benefited in FY10 by release of cash on
account of working capital in its European operations, increasing
production and higher raw material prices would necessitate higher
working capital requirements in FY11.  The capex plans remain
focussed on the India operations and remain consistent with the
earlier plan.  The brownfield expansion at Jamshedpur for an
additional 2.9mtpa capacity is on track for completion in the
second half of FY12.  

TSL is the flagship of the Tata group and one of the 10 largest
largest steel producers in the world.  Europe contributed 65% of
TSL's consolidated revenue in FY09 with India's share at 17% and
the balance coming from South East Asia.  Fitch expects the
proportion of EBITDA from the Indian operations to remain the
dominant contributor of profitability in the next 2-3years.


TUBE LINES: S&P Changes CreditWatch on 'BB' Rating to Positive
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised the
CreditWatch status of all its ratings on the senior secured and
subordinated debt issued by U.K.-based underground rail
infrastructure funding company Tube Lines (Finance) PLC to
positive from negative.  The ratings were originally placed on
CreditWatch with negative implications on Feb. 2, 2010, on
uncertainty over the sufficiency of medium-term revenues to meet
costs.

The ratings of 'AA-' on the senior secured A-1 notes, 'BBB' on the
senior secured B notes, 'BBB-' on the subordinated C notes, and
'BB' on the subordinated D notes, all due 2031, are unchanged.

TLF is a special-purpose financing affiliate of Tube Lines Ltd.
(not rated).  TLF issued debt and on-lent the proceeds to TLL for
the latter to finance the upgrade and improvements to several
lines of the London Underground system pursuant to a 30-year works
contract with London Underground Ltd. (not rated).  Under the
works contract, LUL would pay TLL and, in turn, TLL would repay
the loan from TLF.  TLF would then apply the loan repayment
proceeds to service the debt.

The rating action follows the announcement by Transport for London
(AA/Stable/A-1+) that it has reached an agreement to acquire 100%
of the equity of Tube Lines Holdings (not rated), the parent
company of TLF and TLL, for a cash consideration of 310 million.

The CreditWatch placement also reflects the expected operational
support the business should receive as it improves its working
relationship with its only client, and the eventual cost savings
arising from integration.  It also reflects S&P's expectation of
the support to be provided by TfL to the current noteholders of
TLF, whose consent is required for the acquisition to proceed.

"In S&P's opinion, the acquisition reduces the uncertainty which
arose from the ongoing pricing renewal process, in the run-up to
the forthcoming regulatory period (which runs from 2010 to 2017),"
said Standard & Poor's credit analyst Vincent Allilaire.

The disagreements on costs between TLL and TfL could be resolved
by the complete sharing of information that should follow the
acquisition, should it proceed.  As TLL would be a wholly owned
subsidiary of TfL, mutual benefit should ensure the scope and
costs of the project are adequately resized.

Following the acquisition, TfL would become both the client and
shareholder of TLL, which would allow it to use the dividend flow
earmarked in the coming regulatory period for TLL shareholders.  
This dividend flow is part of the "fixed amount" stream of
proceeds planned in the public-private partnership contract.  This
funded dividend flow should allow TfL to bridge the funding gap
identified by the PPP arbiter in the process of setting revenues
for TLL.

"S&P aims to resolve the CreditWatch placement on all ratings
within the next two months," said Mr. Allilaire.  "At that time,
through further discussions with TLL and TfL's management, S&P
will assess the extent of any remaining potential gaps between
costs and revenues, and how these would be resolved."

The ratings could be raised, or affirmed, depending on the degree
of support and risk transfer that the group and its lenders are
likely to receive from their prospective new owner.  In the case
of the B, C, and D notes, a multinotch upgrade is a distinct
possibility.  S&P could suspend or withdraw the ratings if S&P
does not receive adequate information to resolve these issues
within two months.


VEDANTA RESOURCES: Anglo American Deal Won't Affect Moody's Rating
------------------------------------------------------------------
Moody's Investors Service says that the announcement by Vedanta
Resources plc to acquire the zinc-producing assets from Anglo
American for US$1,338 million has no immediate impact on Vedanta's
ratings or outlook.  

Vedanta has a Ba1 corporate family rating and a Ba2 senior
unsecured rating, both with stable outlook.  

The acquisition of Anglo American Zinc will add approximately
343,000 tons of zinc and 55,000 tons of lead production to
Vedanta, with operations centered largely in South Africa,
Namibia, and Ireland.  This will increase Vedanta's annual
production capacity to more than 1.4 million tons.  The
transaction is subject to regulatory approval and is expected to
be completed within twelve months.  

"The acquisition is intended to be funded from existing cash of
US$2.6 billion at Vedanta's subsidiary, Hindustan Zinc Limited
subject to necessary approvals, and Moody's do not expect it to
have an immediate impact on Vedanta's current leverage," said
Philipp Lotter, a Moody's Senior Vice President.  "Furthermore,
given that this acquisition will likely be immediately earnings-
accretive, it should not materially impact Vedanta's leverage,
measured by its debt to EBITDA, which is trending towards the
lower end of Moody's expectations for the rating, at 2.5x --
3.0x."

"Given Vedanta's consolidated cash and cash equivalents of
US$7.2 billion as of March 2010, an acquisition of this magnitude
can be accommodated within Vedanta's current rating and outlook,"
adds Mr. Lotter, also Moody's lead analyst for Vedanta.  

"However, Moody's remains cautious that most of Vedanta's cash is
for pre-funding the group's other capex requirements.  This
acquisition adds to an already heavy expansion plan, which
includes the acquisition of minority interests in BALCO and
Hindustan Zinc, and an ambitious capital expenditure program for
expansion mainly in aluminum and power, of which US$8.0 billion is
yet to be spent," adds Lotter.  

The transaction also brings with it some challenges with regard to
new projects -- in particular the large-scale Gamsberg site in
South Africa -- which are likely to increase Vedanta's capital
spending.  This could also lead to moderate increases in leverage.  
Moody's forecasts that Vedanta will remain free cash flow negative
for the next one to two years, and may need to raise additional
financing in the near to medium term.  

However, Moody's derive comfort from Vedanta's track record in
executing new projects, and the fact that the transaction supports
both the company's geographic diversification and its global
leadership position in the recovering zinc metals markets.  

Moody's last rating action with regard to Vedanta was taken on
June 17, 2009, when the company's Ba1 corporate family and Ba2
senior unsecured ratings were affirmed, with stable outlooks.  

Headquartered in London, UK, Vedanta Resources plc is a metals and
mining company focusing on integrated zinc, aluminum, copper, iron
ore mining and commercial power generation.  Its operations are
predominantly located in India.  It is listed on the London Stock
Exchange and is 59.67% owned by Volcan Investments Ltd.


VERGO RETAIL: Nine Outlets Faces Closure; 335 Jobs At Risk
----------------------------------------------------------
Peter Branton at Bloomberg News reports that MCR, administrator to
Vergo Retail Ltd., said nine retail outlets are to be closed, with
335 positions to be made redundant with immediate effect.

As reported by the Troubled Company Reporter-Europe, Sarah Bell
and Steven Muncaster, Partners at MCR, were appointed joint
administrators of department store business Vergo Retail on
Friday, May 7, 2010.

Sarah Bell, Partner of MCR, stated: "Unfortunately the Company has
endured periods of financial loss.  It has made efforts following
the recently announced closure of the Lewis's store in Liverpool,
to seek new finance to restructure the business but has been
unsuccessful in finding a going concern solution.  Like many
retailers, it has experienced a difficult trading environment
during the economic downturn."

Vergo Retail Ltd. was established in 2007 and operates from a head
office in Liverpool, employing a total of 942 staff across 19
outlets.  These include nine significant department stores such as
Lewis's of Liverpool, Robbs of Hexham, Joplings of Sunderland and
Derrys of Plymouth.


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


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------

May 21, 2010
AMERICAN BANKRUPTCY INSTITUTE
   Nuts and Bolts - NYC
      Alexander Hamilton Custom House, SDNY, New York, N.Y.
         Contact: 1-703-739-0800; http://www.abiworld.org/

May 24, 2010
AMERICAN BANKRUPTCY INSTITUTE
   New York City Bankruptcy Conference
      New York Marriott Marquis, New York, NY
         Contact: 1-703-739-0800; http://www.abiworld.org/

May 11-14, 2010
AMERICAN BANKRUPTCY INSTITUTE
   Litigation Skills Symposium
      Tulane University, New Orleans, La.
         Contact: 1-703-739-0800; http://www.abiworld.org/

June 17-20, 2010
AMERICAN BANKRUPTCY INSTITUTE
   Central States Bankruptcy Workshop
      Grand Traverse Resort and Spa, Traverse City, Mich.
         Contact: 1-703-739-0800; http://www.abiworld.org/

July 7-10, 2010
AMERICAN BANKRUPTCY INSTITUTE
   Northeast Bankruptcy Conference
      Ocean Edge Resort, Brewster, Massachusetts
         Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2010
AMERICAN BANKRUPTCY INSTITUTE
   Southeast Bankruptcy Conference
      The Ritz-Carlton Amelia Island, Amelia, Fla.
         Contact: http://www.abiworld.org/

Aug. 3, 2010
AMERICAN BANKRUPTCY INSTITUTE
   Atlanta Consumer Bankruptcy Skills Training
      Georgia State Bar Building, Atlanta, Ga.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 5-7, 2010
AMERICAN BANKRUPTCY INSTITUTE
   Mid-Atlantic Bankruptcy Workshop
      Hyatt Regency Chesapeake Bay, Cambridge, Md.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 11-14, 2010
AMERICAN BANKRUPTCY INSTITUTE
   Hawai.i Bankruptcy Workshop
      The Fairmont Orchid, Big Island, Hawaii
         Contact: 1-703-739-0800; http://www.abiworld.org/

Sept. 14, 2010
AMERICAN BANKRUPTCY INSTITUTE
   ABI/NYIC Golf and Tennis Fundraiser
      Maplewood Golf Club, Maplewood, N.J.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Sept. 20, 2010 (tentative)
AMERICAN BANKRUPTCY INSTITUTE
   Complex Financial Restructuring Program
      Fordham Law School, New York, N.Y.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Sept. 23-25, 2010
AMERICAN BANKRUPTCY INSTITUTE
   Southwest Bankruptcy Conference
      Four Seasons Las Vegas, Las Vegas, Nev.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 1, 2010 (tentative)
AMERICAN BANKRUPTCY INSTITUTE
   ABI/UMKC Midwestern Bankruptcy Institute
      Kansas City Marriott Downtown, Kansas City, Kan.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 6-8, 2010
TURNAROUND MANAGEMENT ASSOCIATION
   TMA Annual Convention
      JW Marriott Grande Lakes, Orlando, Florida
         Contact: http://www.turnaround.org/

Oct. 11, 2010
AMERICAN BANKRUPTCY INSTITUTE
   Chicago Consumer Bankruptcy Conference
      Standard Club, Chicago, Ill.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 15, 2010
AMERICAN BANKRUPTCY INSTITUTE
   NCBJ/ABI Educational Program
      Hilton New Orleans Riverside, New Orleans, La.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 29, 2010 (tentative)
AMERICAN BANKRUPTCY INSTITUTE
   International Insolvency Symposium
      The Savoy, London, England
         Contact: 1-703-739-0800; http://www.abiworld.org/

Nov. __, 2010
AMERICAN BANKRUPTCY INSTITUTE
   Delaware Views from the Bench and Bankruptcy Bar
      Hotel du Pont, Wilmington, Del.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Nov. 11, 2010
AMERICAN BANKRUPTCY INSTITUTE
   Detroit Consumer Bankruptcy Conference
      Hyatt Regency Dearborn, Dearborn, Mich.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Dec. 9-11, 2010
AMERICAN BANKRUPTCY INSTITUTE
   Winter Leadership Conference
      Camelback Inn, a JW Marriott Resort & Spa,
      Scottsdale, Ariz.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Dec. 2-4, 2010
AMERICAN BANKRUPTCY INSTITUTE
   22nd Annual Winter Leadership Conference
      Camelback Inn, Scottsdale, Arizona
         Contact: 1-703-739-0800; http://www.abiworld.org/

Jan. 20-21, 2011
AMERICAN BANKRUPTCY INSTITUTE
   Rocky Mountain Bankruptcy Conference
      Westin Tabor Center, Denver, Colo.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 31-Apr. 3, 2011
AMERICAN BANKRUPTCY INSTITUTE
   Annual Spring Meeting
      Gaylord National Resort & Convention Center,
      National Harbor, Md.
         Contact: 1-703-739-0800; http://www.abiworld.org/

June 9-12, 2011
AMERICAN BANKRUPTCY INSTITUTE
   Central States Bankruptcy Workshop
      Grand Traverse Resort and Spa, Traverse City, Mich.
            Contact: http://www.abiworld.org/

July 21-24, 2011
AMERICAN BANKRUPTCY INSTITUTE
   Northeast Bankruptcy Conference
      Hyatt Regency Newport, Newport, R.I.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 4-6, 2011  (tentative)
AMERICAN BANKRUPTCY INSTITUTE
   Mid-Atlantic Bankruptcy Workshop
      Hotel Hershey, Hershey, Pa.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 14, 2011
AMERICAN BANKRUPTCY INSTITUTE
   NCBJ/ABI Educational Program
      Tampa Convention Center, Tampa, Fla.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 25-27, 2011
TURNAROUND MANAGEMENT ASSOCIATION
   Hilton San Diego Bayfront, San Diego, CA
      Contact: http://www.turnaround.org/

Dec. 1-3, 2011
AMERICAN BANKRUPTCY INSTITUTE
   23rd Annual Winter Leadership Conference
      La Quinta Resort & Spa, La Quinta, Calif.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 19-22, 2012
AMERICAN BANKRUPTCY INSTITUTE
   Annual Spring Meeting
      Gaylord National Resort & Convention Center,
      National Harbor, Md.
         Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2012
AMERICAN BANKRUPTCY INSTITUTE
   Southeast Bankruptcy Workshop
      The Ritz-Carlton Amelia Island, Amelia Island, Fla.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 2-4, 2012
AMERICAN BANKRUPTCY INSTITUTE
   Mid-Atlantic Bankruptcy Workshop
      Hyatt Regency Chesapeake Bay, Cambridge, Md.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Nov. 29 - Dec. 2, 2012
AMERICAN BANKRUPTCY INSTITUTE
   Winter Leadership Conference
      JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
         Contact: 1-703-739-0800; http://www.abiworld.org/


                            *********

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

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

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

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

                            *********


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

Troubled Company Reporter -- Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA.  Joy A. Agravante, Valerie U. Pascual, Marites O.
Claro, Rousel Elaine T. Fernandez, Frauline S. Abangan and Peter                      
A. Chapman, Editors.

Copyright 2010.  All rights reserved.  ISSN 1529-2754.

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

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

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


                 * * * End of Transmission * * *