TCREUR_Public/120413.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

             Friday, April 13, 2012, Vol. 13, No. 74

                            Headlines



A U S T R I A

BAWAG PSK: Moody's Issues Summary Credit Opinion


B E L A R U S

BANK MOSCOW-MINSK: Moody's Withdraws E+ Finc'l Strength Rating


F R A N C E

NOVASEP HOLDING: Moody's Upgrades CFR to 'Caa1'; Outlook Stable


G R E E C E

DRYSHIPS INC: Makes Public Offering of 9 Million Ocean Rig Shares


I R E L A N D

ALLIED IRISH: Repays EUR1.5 Billion to Unsecured Bondholders
EATON VANCE VII: S&P Raises Ratings on Two Note Classes to 'B+'
EIRCOM GROUP: Advice Capital Sought Meeting with Minister
MARKETSPREADS: Returns Clients' Funds Following Suspension


N E T H E R L A N D S

ABN AMRO: Parliament Criticizes Previous Gov't Over 2008 Bailout
NIBC BANK: Moody's Issues Summary Credit Opinion


N O R W A Y

PETERSON PAPER: Shuts Down Following Bankruptcy


R O M A N I A

* ROMANIA: 34,400 Romanian Firms in Insolvency in 2011


R U S S I A

RASPADSKAYA OAO: Moody's Changes Outlook on 'B1' CFR to Stable
* REPUBLIC OF UDMURTIA: Moody's Withdraws 'Ba1' Currency Ratings


S P A I N

OBRASCON HUARTE: Moody's Assigns Ba2 Rating to EUR300MM Sr. Notes
SANTANDER PUBLICO: Moody's Cuts Rating on Class B Notes to 'Ba2'


S W I T Z E R L A N D

ZURICH BANK: Moody's Downgrades BFSR to 'E+'; Outlook Stable


T U R K E Y

TURKIYE VAKIFLAR: Moody's Rates Senior Unsecured Debt '(P)Ba1'


U N I T E D   K I N G D O M

CLINTON CARDS: Mulls Company Voluntary Arrangement
ICICI BANK: Moody's Issues Summary Credit Opinion
INTERNATIONAL POWER: S&P Puts 'BB+' Sr. Debt Rating on Watch Pos.
MAN GROUP: Moody's Reviews '(P)Ba1' Jr. Note Rating for Downgrade
PORTSMOUTH FOOTBALL: Administrators Don't Rule Out Liquidation

WASPS: May Face Administration After Funding Talks Fail


X X X X X X X X

* EUROPE: Companies Turn to Corporate-Bond Market for Financing
* BOOK REVIEW: Kenneth M. Davidson's Megamergers


                            *********


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A U S T R I A
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BAWAG PSK: Moody's Issues Summary Credit Opinion
------------------------------------------------
Moody's Investors Service issued a summary credit opinion on
BAWAG P.S.K. and includes certain regulatory disclosures
regarding its ratings. The release does not constitute any change
in Moody's ratings or rating rationale for BAWAG P.S.K..

Moody's current ratings on BAWAG P.S.K. and its affiliates are:

Senior Unsecured (domestic and foreign currency) ratings of Baa2

Senior Unsecured MTN Program (domestic currency) ratings of
(P)Baa2

Long Term Bank Deposits (domestic and foreign currency) ratings
of Baa2

Bank Financial Strength ratings of D

Senior Subordinate (domestic currency) ratings of Baa3, on
review for downgrade

Subordinate (domestic currency) ratings of Baa3, on review for
downgrade

Subordinate MTN Program (domestic currency) ratings of (P)Baa3,
on review for downgrade

Short Term Bank Deposits (domestic and foreign currency) ratings
of P-2

Oesterreichische Postsparkasse AG

BACKED Senior Unsecured (foreign currency) ratings of Aaa

BAWAG Capital Finance (Jersey) Ltd

BACKED Preferred Stock Non-cumulative (foreign currency) ratings
of B2, (hyb)

BAWAG Capital Finance (Jersey) II Limited

Preferred Stock Non-cumulative (foreign currency) ratings of B2,
(hyb)

BAWAG Capital Finance (Jersey) III Limited

Preferred Stock Non-cumulative (foreign currency) ratings of B2,
(hyb)

Ratings Rationale

Moody's assigns a BFSR of D (stable outlook) to BAWAG P.S.K. Bank
fr Arbeit und Wirtschaft und Osterreichische Postsparkasse AG
(BAWAG P.S.K.), mapping to ba2 on the long-term scale.

The rating reflects (i) BAWAG P.S.K.'s well-entrenched franchise
as a large retail and commercial bank in Austria; (ii) its
satisfactory liquidity position from a stable and granular
deposit base; and (iii) the gradual improvements in risk culture
and corporate governance following BAWAG P.S.K.'s sale in 2007 to
a consortium led by US-based private-equity company, Cerberus.

The BFSR also takes into consideration the improving but still-
modest financial metrics as evidenced by the low profitability
from its core retail business segments and only gradually
improving efficiency, existing risk concentrations and the
challenges to further reduce its legacy assets. The BFSR factors
in BAWAG P.S.K.'s continuing reliance on capital support in form
of government participation capital, which Moody's expects to be
paid back only in the longer-term.

BAWAG P.S.K.'s long-term global local-currency (GLC) deposit
rating of Baa2 is underpinned by (i) the standalone credit
strength of ba2; and (ii) Moody's assessment of a very high
probability of systemic support in the event of a stress
situation, primarily given the bank's sizeable market shares in
retail deposits. Under Moody's Joint-Default Analysis (JDA)
methodology, Moody's support assessment results in a three-notch
uplift from the bank's ba2 standalone credit strength and
therefore contains an element of extraordinary support.

Grandfathered debt obligations that are guaranteed by the
Republic of Austria are rated Aaa and carry a negative outlook in
line with the ratings of the guarantee provider.

Rating Outlook

The outlook on the D BFSR is stable and reflects Moody's
expectation that the bank's financial profile will be preserved
at the current level and may improve over time. Moreover, based
on its current risk profile, Moody's expects that the current
BFSR level should be able to withstand some degree of earnings
volatility and pressure on asset quality.

The outlook on all the other ratings is also stable.

What Could Change the Rating - Up

A strengthening of BAWAG P.S.K.'s standalone financial and
business profile as a result of the bank's new strategy could
result in upward pressure on the BFSR. Furthermore, substantial,
sustained and transparent improvements in business practices
(risk culture and management, corporate governance, financial
reporting and disclosure) could positively affect the BFSR over
the medium term. Moody's notes positively that the management
team and owners are committed to such changes and considerable
progress has been made.

Individual factors representing positive implications for the
BFSR over the medium term include (i) successful implementation
of the bank's strategy to focus on the core Austrian market and
the better exploitation of its retail footprint; (ii) markedly
stronger performance in client-facing business and reduced
dependence on capital markets and ALM activities; (iii)
significantly stronger financial fundamentals; and (iv) ongoing
commitment from its owners and evidence of establishing a
strengthened, sustainable commercial and financial profile for
the bank.

However, Moody's stresses that only a moderate improvement of
BAWAG P.S.K.'s BFSR is unlikely to result in a higher long-term
rating, given that BAWAG already benefits from a three-notch
uplift from its standalone credit strength which still contains
an element of extraordinary support.

What Could Change the Rating - Down

Negative pressure could be exerted on the BFSR if the bank's
financial strength or franchise strength were to weaken.
Individual factors representing adverse implications over the
medium term include (i) persistent losses; (ii) a lack of
improvement in the risk profile; and (iii) an inability to
restore solid franchise value. Any further lowering of the
probability of systemic support could also adversely affect the
long-term ratings.

Principal Methodologies

The methodologies used in these ratings were Bank Financial
Strength Ratings: Global Methodology published in February 2007,
and Incorporation of Joint-Default Analysis into Moody's Bank
Ratings: Global Methodology published in March 2012.


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B E L A R U S
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BANK MOSCOW-MINSK: Moody's Withdraws E+ Finc'l Strength Rating
--------------------------------------------------------------
Moody's Investors Service has withdrawn the following ratings of
Bank Moscow-Minsk (Belarus): E+ standalone Bank Financial
Strength Rating (BFSR); B3 long-term local currency deposit
rating, Caa1 foreign-currency deposit rating; and Not-Prime
short-term local and foreign currency deposit ratings.

Prior to the ratings withdrawal, Bank Moscow-Minsk's local
currency deposit rating carried a stable outlook, and the outlook
on the foreign currency deposit rating was negative, whilst the
standalone BFSR, which mapped to b3 on the long-term scale, also
carried a negative outlook.

Ratings Rationale

Moody's has withdrawn the rating for its own business reasons.

The rating withdrawal does not reflect a change in the bank's
creditworthiness.

Headquartered in Minsk, Belarus, Bank Moscow-Minsk reported
audited total (IFRS) assets of US$632.7 million as of end-
December 2010.


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F R A N C E
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NOVASEP HOLDING: Moody's Upgrades CFR to 'Caa1'; Outlook Stable
---------------------------------------------------------------
Moody's Investors Service has upgraded the corporate family
rating (CFR) of Novasep Holding SAS to Caa1 from Ca and its
probability of default rating (PDR) to B3 from D, following the
completion of the group's debt restructuring. Concurrently,
Moody's has assigned a Caa1 rating to Novasep's US$195 million
8.00% senior secured notes maturing in 2016. The outlook on the
ratings is stable.

Ratings Rationale

"The upgrade of Novasep's ratings follows the completion of the
group's debt restructuring, as a result of which it has
significantly reduced its level of gross debt, including finance
leases, to EUR180 million from approximately EUR450 million at
year-end 2011, pre-debt restructuring," says Marie Fischer-
Sabatie, a Moody's Vice President -- Senior Credit Officer and
lead analyst for Novasep. The material reduction in Novasep's
debt results in a reduction of interest payments to approximately
EUR12 million from around EUR40 million post-restructuring
greatly enhancing the group's cash flow/debt metrics, although in
2012 Moody's still expects free cash flow generation to be
limited.

In January 2012, Novasep launched an exchange offer and consent
solicitation pursuant to the terms of a restructuring and
conciliation agreement that it entered into with the vast
majority of its stakeholders. Moody's notes that, at the
expiration date on March 9, 2012, Novasep had tendered
approximately EUR269.5 million (99.8%) in aggregate principal
amount of the euro notes and USD150 million (100%) in aggregate
principal amount of the dollar notes in exchange for USD195
million worth of senior secured notes (these notes mature in
December 2016 and have a coupon of 8.00%) and 97.7% of the common
equity securities in the group.

In addition, the Fonds Strategique d'Investissement has injected
liquidity of EUR30 million into Novasep in the form of preferred
shares (these receive equity treatment of 50% by Moody's).
Furthermore, Azulis, one of Novasep's historic shareholders, has
provided the company with EUR3 million of equity and holds the
remaining 2.3% of the group's equity.

Despite a much improved financial profile, Moody's notes that
Novasep's rating remains constrained by the recently weak
operating performance of the group's Synthesis division. This
division has been adversely affected by contract attrition and
pricing pressures in a challenging environment (consolidation in
the pharmaceutical industry, as well as increasing cost-cutting
initiatives).

The stable outlook reflects Moody's expectation that there will
be some stabilization in the company's operating performance
during 2012 and that the company will be able to return to
positive free cash flow generation.

Following completion of the debt restructuring, Novasep had a
cash balance of EUR40 million, which Moody's expects will
increase only modestly during 2012, due to still limited free
cash flow generation. The group does not have any revolving
credit facility and its liquidity profile is therefore dependent
upon its ability to generate free cash flow on a sustainable
basis. Debt repayments are limited in the coming 12 months, with
only a few million euros worth of finance leases coming due (the
bulk of the debt, i.e., the senior secured notes, matures in
December 2016). However, Novasep can face working capital swings
of up to EUR10 million for a limited period during the year.
Moody's expects that the group's liquidity will be adequate over
the next 12 months.

Moody's upgrade of the PDR to B3 reflects the structure of
Novasep's debt, which essentially comprises bonds (no bank debt)
and therefore factors a standard recovery rate of 35%. The Caa1
rating assigned to the US$195 million worth of notes reflects
their ranking as senior obligations of Novasep. The notes are
secured by first-priority security interests, which notably
include a first-ranking pledge of the capital stock of the note
guarantors. Given the low value of shares in distress, Moody's
has classified the bonds as unsecured in its Loss Given Default
waterfall. The notes are jointly and severally, fully and
unconditionally, guaranteed on a senior basis by the material
operating subsidiaries of Novasep, which represent more than 90%
of the group's consolidated EBITDA and assets.

What Could Change The Rating Up/Down

Upward pressure on the CFR could develop if there is evidence
that the performance of Novasep's Synthesis division has durably
stabilized, the group's free cash flow generation remains
positive and its debt/EBITDA ratio decreases to below 5.5x.

Conversely, downward pressure on the CFR could develop if sales
and earnings further decline, resulting in Novasep's debt/EBITDA
(post-restructuring) increasing above 7.0x for a period of time.
A weakening of Novasep's liquidity profile would also result in
downward pressure on the rating.

Principal Methodology

The principal methodology used in rating Novasep Holding SAS was
the Global Business & Consumer Service Industry Rating
Methodology, published October 2010. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA, published June 2009.

Novasep, headquartered in Pompey, France, is a leading provider
of contract manufacturing services for life science industries
and a manufacturer of purification equipment. Novasep reported
revenues of EUR301 million for the last twelve months ending
September 2011.


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G R E E C E
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DRYSHIPS INC: Makes Public Offering of 9 Million Ocean Rig Shares
-----------------------------------------------------------------
DryShips Inc. is offering 9,000,000 common shares of Ocean Rig
UDW Inc. that it owns in an underwritten public offering pursuant
to Ocean Rig's registration statement on Form F-1 filed with the
Securities and Exchange Commission.  DryShips also intends to
grant the underwriters a 30-day option to purchase up to
1,350,000 additional common shares to cover over-allotments.
Companies affiliated with the Company's Chairman and Chief
Executive Officer are expected to purchase a minimum of 900,000
common shares from DryShips at the public offering price.

Deutsche Bank Securities and Credit Suisse are acting as joint
book-running managers for the offering, and Evercore Partners,
Raymond James, Simmons & Company International, ABN AMRO,
COMMERZBANK, Dahlman Rose & Company, DVB Capital Markets and
Nordea Markets are acting as co-managers for the offering.

A preliminary prospectus related to the offering has been filed
with the Securities and Exchange Commission.  When available,
copies of the preliminary prospectus relating to the offering may
be obtained from the offices of Deutsche Bank Securities at
Deutsche Bank Securities Inc., Attention: Prospectus Department,
100 Plaza One, Floor 2, Jersey City, NJ 07311 (or at 1-800-503-
4611 or by e-mail to prospectusrequest@list.db.com) or Credit
Suisse at Credit Suisse Securities (USA) LLC, Attention:
Prospectus Department, One Madison Avenue, New York, NY 10010 (or
at 1-800-221-1037 or by e-mail to newyork.prospectus@credit-
suisse.com).

                         About DryShips Inc.

Based in Greece, DryShips Inc. -- http://www.dryships.com/--
-- owns and operates drybulk carriers and offshore oil
deep water drilling units that operate worldwide.  As of
Sept. 10, 2010, DryShips owns a fleet of 40 drybulk carriers
(including newbuildings), comprising 7 Capesize, 31 Panamax and 2
Supramax, with a combined deadweight tonnage of over 3.6 million
tons and 6 offshore oil deep water drilling units, comprising of
2 ultra deep water semisubmersible drilling rigs and 4 ultra deep
water newbuilding drillships.

DryShips's common stock is listed on the NASDAQ Global Select
Market where it trades under the symbol "DRYS".

On Nov. 25, 2010, DryShips Inc. entered into a waiver letter
for its US$230.0 million credit facility dated Sept. 10, 2007,
as amended, extending the waiver of certain covenants through
Dec. 31, 2010.

The Company reported a net loss of US$47.28 million in 2011,
compared with net income of US$190.45 million during the prior
year.

The Company's balance sheet at Dec. 31, 2011, showed
US$8.62 billion in total assets, US$4.68 billion in total
liabilities, and US$3.93 billion in total equity.


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I R E L A N D
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ALLIED IRISH: Repays EUR1.5 Billion to Unsecured Bondholders
------------------------------------------------------------
Fiona Reddan at The Irish Times reports that nationalized bank
Allied Irish Bank has repaid EUR1.5 billion to unsecured
bondholders, with investors receiving the full 100 cents in the
euro on their investment.

Issued as part of the bank's EUR30 billion floating rate note
program in 2007, the five-year bond, which is not covered under
the Government's guarantee scheme, was repaid on Wednesday, the
Irish Times discloses.

According to a spokesman for the Department of Finance, the
rationale for AIB, which is 99.8% owned by the State, meeting its
debt repayments in full on Wednesday is the same as that which
guided the EUR1.25 billion repayment by the now defunct Anglo
Irish Bank in January, the Irish Times notes.

Based on Bloomberg data, AIB has about EUR14.7 billion to be
repaid by the end of 2015, although a spokeswoman for the bank
said this figure included covered bonds, the Irish Times
discloses.  The bank assesses its bond exposure -- including that
of EBSD -- at EUR9.5 billion by 2015, the Irish Times says.

                     About Allied Irish Banks

Allied Irish Banks, p.l.c. -- http://www.aibgroup.com/-- is a
major commercial bank based in Ireland.  It has an extensive
branch network across the country, a head office in Dublin and a
capital markets operation based in the International Financial
Services Centre in Dublin.  AIB also has retail and corporate
businesses in the UK, offices in Europe and a subsidiary company
in the Isle of Man and Jersey (Channel Islands).

Since the onset of the global and Irish financial crisis, AIB's
relationship with the Irish Government has changed significantly.

As at Dec. 31, 2010, the Government, through the National Pension
Reserve Fund Commission ("NPRFC"), held 49.9% of the ordinary
shares of the Company (the share of the voting rights at
shareholders' general meetings), 10,489,899,564 convertible non-
voting ("CNV") shares and 3.5 billion 2009 Preference Shares.  On
April 8, 2011, the NPRFC converted the total outstanding amount
of CNV shares into 10,489,899,564 ordinary shares of AIB, thereby
increasing its holding to 92.8% of the ordinary share capital.

In addition to its shareholders' interests, the Government's
relationship with AIB is reflected through formal and informal
oversight by the Minister and the Department of Finance and the
Central Bank of Ireland, representation on the Board of Directors
(three non-executive directors are Government nominees),
participation in NAMA, and otherwise.

As reported by the TCR on May 31, 2011, KPMG, in Dublin, Ireland,
noted that there are a number of material economic, political and
market risks and uncertainties that impact the Irish banking
system, including the Company's continued ability to access
funding from the Eurosystem and the Irish Central Bank to meet
its liquidity requirements, that raise substantial doubt about
the Company's ability to continue as a going concern.

KPMG did not include a "going concern" qualification in its
report on the Company's 2011 financial results.

The Company reported a loss of EUR2.29 billion in 2011, compared
with a loss of EUR10.16 billion in 2010.

AIB's selected balance sheet data at Dec. 31, 2011, showed
EUR136.65 billion in total assets, EUR113.21 billion in deposits
by central bank and banks, customer accounts and debt securities
in issue, and EUR14.46 billion shareholders' equity.


EATON VANCE VII: S&P Raises Ratings on Two Note Classes to 'B+'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its credit ratings on
all rated classes of notes in Eaton Vance CDO VII PLC.

"The rating actions follow our assessment of the transaction's
Performance -- using data from the latest available trustee
report dated Feb. 29, 2012 -- and a cash flow analysis. We have
taken into account recent transaction developments and applied
our 2010 counterparty criteria," S&P said.

"Our analysis indicates that the credit enhancement available for
all the rated classes of notes has increased since we took rating
action in the transaction on May 28, 2010. In our opinion, this
is due to a reduction in the outstanding balances of the VFN and
the class A-1 and A-2 notes, which have been paid down from
interest and principal proceeds to cure previously failing class
E coverage tests. In addition, we note that the class E-1 and E-2
notes have repaid previously deferred interest, and have been
further paid down from 20% of remaining interest proceeds that
would otherwise belong to the class F noteholders," S&P said.

"From the February 2012 trustee report, we observe that all the
coverage tests have improved since our last review. From our
analysis, we also note that there has been an increase in the
weighted-average recovery rates in the transaction," S&P said.

"Our analysis indicates that there has been an improvement in the
credit quality of the portfolio, such as a fall in defaulted
assets to 1.2% from 4.3%, and a decrease in assets rated 'CCC+',
'CCC', or 'CCC-', to 2.4% from 11.0%. Together with the decrease
in the portfolio's weighted-average maturity to 4.7 years from
5.3 years, this has resulted in a reduction in our scenario
default rates (SDRs) for all rating categories in our analysis of
this transaction," S&P said.

"We have subjected the capital structure to a cash flow analysis
to determine the break-even default rate for each rated class. In
our analysis, we used the reported portfolio balance that we
considered to be performing, the current weighted-average spread,
and the weighted-average recovery rates that we considered to be
appropriate. We incorporated various cash flow stress scenarios,
using alternative default patterns, levels, and timings for each
liability rating category, in conjunction with different interest
rate stress scenarios," S&P said.

"The transaction is a dual-currency liability structure
throughout the capital structure, where the euro-denominated
assets and U.S. dollar-denominated assets are funded by the term
notes, as well as the VFN notes, which could be drawn in both
euros and U.S. dollars to create a natural hedge. Any remaining
foreign exchange mismatches are hedged by both euro-denominated
options and U.S. dollar-denominated options. Additionally,
sterling-denominated assets currently composing 3.8% of the
portfolio are hedged by cross-currency swaps," S&P said.

"In our opinion, the documentation for the options and cross-
currency swaps does not fully reflect our 2010 counterparty
criteria. Hence, in our cash flow analysis, we have also
considered scenarios where the options and cross-currency swap
counterparty does not perform, and where, as a result, the
transaction may be exposed to greater currency risk," S&P said.

"Our credit and cash flow analysis, without giving credit to the
options and cross-currency swap counterparty, indicates that the
credit enhancement available to the VFN and the class A-1, A-2,
B-1, and B-2 notes is now commensurate with higher ratings than
previously assigned. We have therefore raised our ratings on the
VFN and class A-1 and A-2 notes to 'AA+ (sf)' from 'AA- (sf)',
and on the class B-1 and B-2 notes to 'AA- (sf)' from 'A+ (sf)',"
S&P said.

"In our opinion, the credit enhancement available to the class C-
1, C-2, D-1, D-2, E-1, and E-2 notes is also consistent with
higher ratings than previously assigned, taking into account our
credit and cash flow analyses. As our ratings on all of these
classes of notes are not higher than the rating on the options
and cross-currency swap counterparty in the transaction, they are
not constrained by our rating on the options and cross-currency
swap counterparty," S&P said.

"Our ratings on the class E-1 and E-2 notes were constrained by
the application of the largest obligor default test, a
supplemental stress test that we introduced in our 2009 criteria
update for corporate collateralized debt obligations (CDOs)," S&P
said.

"Eaton Vance CDO VII is a managed cash flow collateralized loan
obligation (CLO) transaction that securitizes loans to primarily
speculative-grade corporate firms. It closed in April 2006 and is
managed by Eaton Vance Management," S&P said.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and
a description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Report
included in this credit rating report is available at:

        http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Eaton Vance CDO VII PLC
EUR260 Million, US$174 Million Secured Floating-Rate Deferrable
Notes

Class                  Rating
            To                      From

Ratings Raised

VFN         AA+ (sf)                AA- (sf)
A-1         AA+ (sf)                AA- (sf)
A-2         AA+ (sf)                AA- (sf)
B-1         AA- (sf)                A+ (sf)
B-2         AA- (sf)                A+ (sf)
C-1         A (sf)                  BBB+ (sf)
C-2         A (sf)                  BBB+ (sf)
D-1         BBB- (sf)               BB- (sf)
D-2         BBB- (sf)               BB- (sf)
E-1         B+ (sf)                 CCC+ (sf)
E-2         B+ (sf)                 CCC+ (sf)


EIRCOM GROUP: Advice Capital Sought Meeting with Minister
---------------------------------------------------------
Donal O'Donovan at Irish Independent reports that Danish investor
Advice Capital, an Eircom bondholder, sought a meeting with
Finance Minister Michael Noonan after learning that the minister
met with representatives of rival Eircom investor Blackstone last
year.

The bondholder sought the meeting with Mr. Noonan on March 26,
two days before Eircom was declared insolvent by the High Court,
Irish Independent recounts.  The Danes have yet to receive a
response, Irish Independent notes.

Blackstone is set to become the biggest shareholder in Eircom
under a plan to emerge from examinership later this year, Irish
Independent says.

According to Irish Independent, on Wednesday night a spokesman
for Blackstone said "specifics on Eircom were not discussed in
any way" when Mr. Noonan met Blackstone's billionaire CEO Steve
Schwarzman and an Irish executive Gerry Murphy in November.

Harbourmaster and GSO, the Blackstone units that hold the Eircom
loans, were discussed during the meeting, Irish Independent
discloses.

Advice Capital's multimillion euro investment in Eircom bonds
will be totally wiped under the scheme, because the unsecured
bonds it holds rank lower in Eircom's debt pile, Irish
Independent notes.

The Irish Independent has learned that the Danish bondholders
wrote to Mr. Noonan in March requesting a meeting, after learning
of his talks with Blackstone executives last year.

The Danes want to clarify whether Eircom was discussed at the
meeting in November last year, according to Irish Independent.
They say that if Eircom was discussed, then the minister must
also speak to other stakeholders, Irish Independent discloses.

The investors said they had still not received a response from
the minister, Irish Independent notes.

Headquartered in Dublin, Ireland, Eircom Group --
http://www.eircom.ie/-- is an Irish telecommunications company,
and former state-owned incumbent.  It is currently the largest
telecommunications operator in the Republic of Ireland and
operates primarily on the island of Ireland, with a point of
presence in Great Britain.


MARKETSPREADS: Returns Clients' Funds Following Suspension
----------------------------------------------------------
Barry O'Halloran at The Irish Times reports that Marketspreads
began returning clients' funds to their bank accounts on
Wednesday after regulators gave it the green light to release the
cash to its customers.

The Central Bank ordered Marketspreads to suspend operations last
week, citing concerns about capital adequacy and audit issues,
the Irish Times relates.

The bank's move also meant that clients' accounts had to be
suspended and money could not be returned to them, the Irish
Times discloses.

However, the Central Bank confirmed to the company on Wednesday
that it has amended its order, and Marketspreads began returning
cash to clients' bank accounts and bank cards, the Irish Times
notes.

Since last week, Marketspreads has maintained that clients' cash
is segregated from company funds and intact, the Irish Times
recounts.

Professional services firm Grant Thornton confirmed this in a
report given to the Central Bank and the company late on Tuesday,
the Irish Times discloses.

The company issued a statement on Wednesday saying it was
returning all funds to clients, the Irish Times relates.  The
total amount involved is said to be EUR5-EUR10 million, the Irish
Times states.  The firm has about 2,000 clients, the Irish Times
says.

According to the Irish Times, the company's operations remain
suspended while it addresses the Central Bank's concerns in
relation to its capital position and audit issues.  Director and
shareholder Ray Curran has agreed to convert EUR2.4 million in
loans to preference shares in the group and to forego a
EUR100,000 interest repayment to satisfy the regulator's capital
requirements, the Irish Times discloses.

The Central Bank's audit concerns relate to accounts just filed
by the company for the nine months ended December 21, 2009, the
Irish Times says.  These cover the period immediately before its
current owners bought the business from Worldspreads plc, the
Irish Times states.

A number of issues relating to that period, which arose
subsequently, prompted the company to write down net assets by
EUR7 million, according to the Irish Times.

As a result, auditors Ernst Young did not give an opinion on
whether the financial statements gave a true and fair view of the
company's position on December 21, 2009, the Irish Times notes.

This, in turn, prompted the bank to order the company to suspend
operations, the Irish Times states.

Marketspreads is a financial spreadbetting firm.


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


ABN AMRO: Parliament Criticizes Previous Gov't Over 2008 Bailout
----------------------------------------------------------------
The Associated Press reports that a Dutch parliamentary
commission has criticized the previous government for paying too
much to rescue the bank ABN Amro and its then-owner, the defunct
Belgian group Fortis, in 2008.

The report from the commission appointed to investigate the deal
was sent to parliament Wednesday, the AP relates.  It found the
government should have paid no more than EUR16 billion
(US$22 billion) to save the Dutch banking operations of ABN-
Fortis, the AP discloses.  It paid EUR16.8 billion and as the
financial crisis worsened, the nationalization eventually cost
state coffers EUR32 billion, the AP says.

According to the AP, the commission conceded the looming Fortis
bankruptcy would have caused "large damage to the Dutch, European
and world economy . . (but) said that can't justify unlimited
spending of taxpayers' money".

ABN Amro is an all-round bank servicing retail, private and
commercial banking clients.


NIBC BANK: Moody's Issues Summary Credit Opinion
------------------------------------------------
Moody's Investors Service issued a summary credit opinion on NIBC
Bank N.V. and includes certain regulatory disclosures regarding
its ratings. The release does not constitute any change in
Moody's ratings or rating rationale for NIBC Bank N.V.

Moody's current ratings on NIBC Bank N.V. are:

Senior Unsecured (domestic and foreign currency) ratings of Baa3

Senior Unsecured MTN Program (domestic currency) ratings of
(P)Baa3

Long Term Bank Deposits (domestic and foreign currency) ratings
of Baa3

Bank Financial Strength ratings of D+

Subordinate (domestic currency) ratings of Ba1

Subordinate MTN Program (domestic currency) ratings of (P)Ba1

Preferred Stock (domestic and foreign currency) ratings of Ba2,
(hyb)

Commercial Paper (domestic currency) ratings of P-3

Short Term Bank Deposits (domestic and foreign currency) ratings
of P-3

Other Short Term (domestic currency) ratings of (P)P-3

BACKED Senior Unsecured (domestic and foreign currency) ratings
of Aaa

BACKED Senior Unsecured MTN Program (domestic currency) ratings
of (P)Aaa

BACKED Other Short Term (domestic currency ratings of (P)P-1

Rating Rationale

Moody's assigns a standalone bank financial strength rating
(BFSR) of D+ to NIBC, mapping to a standalone credit assessment
of baa3 on the long-term scale. The standalone BFSR reflects
NIBC's niche franchises, sound capitalization, and fair
efficiency, as well as its refinancing challenge over the coming
years and its overall risk profile.

NIBC's Baa3/Prime-3 debt and deposit ratings are assigned at the
same level as its standalone credit assessment and do not
currently incorporate any likelihood of support from the Dutch
authorities, under Moody's assessment.

Rating Outlook

The stable outlook reflects Moody's view that NIBC's BFSR is
appropriately positioned at the D+ level, Moody's expectation
that profitability should continue to recover further, and that
the bank is adequately prepared for its refinancing challenge.

What Could Change the Rating - Up

A reduced reliance on wholesale funding, particularly government
guaranteed bonds, and a demonstratively stable deposit base could
exert upward pressure on NIBC's BFSR. The Long-Term Deposit and
Debt ratings would also be upgraded as a result of an upgrade of
the BFSR.

What Could Change the Rating - Down

Any evidence of weakened liquidity or inability to improve the
funding mix may result in a lower BFSR. Additionally, downward
pressure on the bank's BFSR could stem from a further
deterioration in asset quality or material unexpected losses.

The Long-Term and Short-Term Debt and Deposit ratings would be
downgraded in the event of a downgrade of the BFSR.

Principal Methodologies

The methodologies used in this rating were Bank Financial
Strength Ratings: Global Methodology published in February 2007
and Incorporation of Joint-Default Analysis into Moody's Bank
Ratings: Global Methodology published in March 2012.


===========
N O R W A Y
===========


PETERSON PAPER: Shuts Down Following Bankruptcy
-----------------------------------------------
The Norway Post reports that Peterson Paper in Moss has declared
itself bankrupt, and is closing down, with the loss of 260 jobs.

According to the Norway Post, the Peterson Group's factory at
Ranheim near Trondheim, will also be closed, and another 110
employees there will also lose their jobs.

The sister company Peterson Packaging with factories at
Sykkylven, Sarpsborg and Ranheim will not be affected, the Norway
Post notes.

Peterson Paper is one of Norway's oldest paper mills.  The
company was established in 1801.


=============
R O M A N I A
=============


* ROMANIA: 34,400 Romanian Firms in Insolvency in 2011
------------------------------------------------------
Ovidiu Posirca at Business Review reports data from National
Union of Insolvency Practitioners in Romania (UNPIR) revealed
that around 34,400 firms were in insolvency last year, up 10%
since the start of the year.

Business Review says real estate, constructions and retail were
the worst hit. However, specialists at Zamfirescu Racoti Predoiu
Insolvency said reorganization plans are gaining ground.

According to Business Review, UNPIR data show that over 20,000
insolvency procedures were started last year. In 44% of the
cases, the procedure was demanded by creditors while for 56% by
debtors, the report discloses.

"The trend is that insolvency procedures where we have a
reorganization plan is to grow as it currently stands at 4
percent, while in France this figure stands at 20 percent,"
Business Review quotes Stan Tirnoveanu, coordinating partner at
Zamfirescu Racoti Predoiu (ZRP) Insolvency, as saying.

The ZRP partner said the insolvency causes are the economic
environment, and the reduction of financing possibilities, as
there are no alternative financing sources to bank loans in
Romania such as investment funds or stock exchange listings, adds
Business Review.


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


RASPADSKAYA OAO: Moody's Changes Outlook on 'B1' CFR to Stable
--------------------------------------------------------------
Moody's Investors Service has changed the outlook to stable from
negative on Raspadskaya, OAO's B1 corporate family rating (CFR)
and at the same time assigned a (P)B1 rating to Raspadskaya's
proposed issuance of loan participation notes (LPNs). The
stabilization of the outlook follows the resolution of the
company's refinancing issues, as it recently secured long-term
bank funding sufficient to finalize its share buyback program and
to repay its May 2012 LPNs at maturity.

Ratings Rationale

-- RATIONALE FOR THE STABLE OUTLOOK ON THE B1 CFR

Moody's says that the stable outlook reflects Raspadskaya's
strong credit metrics, relatively low levels of debt and a strong
liquidity profile with manageable debt maturities.

Raspadskaya recently agreed on credit facilities from
Raiffeisenbank for US$150 million and from Sberbank for US$300
million. With these facilities in place -- in addition to the
cash and deposits of US$260 million as of December 31, 2011 --
Raspadskaya has adequate liquidity to fund the upcoming
significant cash outflows stemming from the share buyback and LPN
maturity.

Moody's understands that the credit facilities from
Raiffeisenbank and Sberbank are primarily to be used for current
investment programs and reconstruction of the Raspadskaya mine
and also provide a safety net for the share buyback in case the
company does not (or cannot) refinance the LPNs maturing in May
2012 with a new LPN issuance. The new credit facilities contain
standard covenants and are secured by the surety agreements from
the group's operating companies.

The B1 CFR reflects Raspadskaya's relatively low operating costs,
conservative capital structure and consistently strong credit
metrics. An undersupply of premium met coal and historically high
prices have enabled Raspadskaya to be cash flow generative, even
as its shipments have been reduced and it absorbs extraordinary
repair and reconstruction costs related to its principal mine,
Raspadskaya. The rating is constrained by the company's
dependence on one commodity and a heavy dependence on the steel
industry -- both of which are volatile -- its small size and
narrow operating footprint. Raspadskaya's credit metrics position
the company strongly in its current rating category.

-- RATIONALE FOR THE (P)B1 RATING OF THE LPNs

Moody's has assigned a provisional (P)B1 (LGD4, 50%) rating to
the proposed US dollar-denominated LPNs to be issued by
Raspadskaya Securities Ltd., and on-lent to the operating company
Raspadskaya, OAO. The maturity, size and pricing of the notes are
subject to the prevailing market conditions at the time of
placement.

The proposed LPNs are subject to various restrictions and
financial covenants, including a Debt/EBITDA incurrence ratio of
3.0x and limitations regarding additional indebtedness.

Moody's issues provisional ratings in advance of the final sale
of securities and these reflect Moody's credit opinion regarding
the transaction only. Upon a conclusive review of the final
documentation, Moody's will endeavor to assign definitive ratings
to the proposed senior unsecured notes. Definitive ratings and
assigned LGDs may differ from provisional ones.

WHAT COULD MOVE THE RATINGS UP/DOWN

Moody's says that upward pressure would develop on the ratings if
the company (i) continues to consistently generate positive free
cash flows and accomplish its business-plan targets; (ii) further
diversifies its customer base; and (iii) enhances the consistency
of its financial policies and strengthens its liquidity
management.

Negative pressure would develop on the ratings if (i) the
company's ability to generate ongoing, positive free cash flow is
threatened; (ii) outstanding repair work at the Raspadskaya mine
is not completed on time or on budget, leading to material
deterioration of financial metrics; or (iii) there is a material
shift in the company's leverage profile and/or deterioration of
financial metrics. The latter could be triggered by the company's
adoption of aggressive financial policies, including sizable
dividend distributions, share buy-backs or debt funded M&A
transactions.

Rating Methodologies

The principal methodology used in rating Raspadskaya was the
Global Mining Industry Methodology published in May 2009. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Raspadskaya is a compact Russian coking coal producer operating
in the Kuzbass Basin in the Kemerovo region. In 2011, the company
mined 6.3 million tonnes of coal and sold 3.7 million tonnes of
clean coal, all in the domestic market. Revenues for 2011 were
US$726 million, which is in line with 2010 numbers.

The company is controlled by management and Evraz (rated Ba3,
stable outlook) through equal stakes in Corber Enterprises Ltd.,
which holds an 80% stake in Raspadskaya.


* REPUBLIC OF UDMURTIA: Moody's Withdraws 'Ba1' Currency Ratings
----------------------------------------------------------------
Moody's Investors Service has withdrawn the Ba1 local and foreign
currency ratings of the Republic of Udmurtia in Russia. The
rating agency has withdrawn the credit rating for its own
business reasons. At the time of the rating withdrawal, the
ratings carried a stable outlook.

Ratings Rationale

Moody's has withdrawn the rating for its own business reasons.


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


OBRASCON HUARTE: Moody's Assigns Ba2 Rating to EUR300MM Sr. Notes
-----------------------------------------------------------------
Moody's Investors Service has assigned a definitive Ba2 rating
with a Loss Given Default assessment of 3 (LGD3) to the EUR300
million worth of senior notes due 2020 issued by Obrascon Huarte
Lain S.A. (OHL). The company's Ba2 corporate family rating (CFR)
and probability of default rating (PDR), as well as the ratings
on its existing senior unsecured debt instruments, remain
unchanged. The outlook on all ratings is negative.

Ratings Rationale

Moody's definitive rating on this debt obligation is in line with
the provisional rating assigned on March 15, 2012.

OHL used part of the proceeds from this offering to purchase
EUR176.3 million worth of its EUR700 million senior notes due
2015. The remaining proceeds of around EUR124 million will remain
in OHL's cash balance.

The Ba2 definitive rating of the EUR300 million senior notes due
2020 reflects their senior unsecured status and pari-passu
ranking with a large majority of OHL's existing and future
obligations, including OHL's existing senior unsecured notes.

The company's ratings and outlook remain unchanged after this
offering, given that the transaction is leverage-neutral (on a
net debt basis). However, Moody's notes positively that the
proposed transaction improves OHL's debt maturity profile, as the
company is pushing to 2020 part of its 2015 debt maturities.

The Ba2 CFR continues to take into account OHL's (i) portfolio of
businesses, through which it balances cyclical construction
activities with more predictable concession-generated revenues;
and (ii) gradually decreasing exposure to the Spanish economy,
given the company's involvement in international construction
projects and a growing portfolio of Latin American infrastructure
assets. At the same time, the rating factors in (i) the potential
for volatility in the cyclical construction industry, mitigated
by the revenue visibility provided by OHL's strong international
order backlog; and (ii) the challenges that OHL faces in
controlling its expanding international activities. The rating
also incorporates OHL's relatively high leverage, particularly in
its recourse business, and the company's weak liquidity profile,
due to its reliance on short-term bilateral facilities.

The negative outlook reflects that OHL's net recourse leverage is
still higher than Moody's guidance for the rating category, and
the rating agency would expect the group to continue focusing on
debt reduction over the next 12 months. Nevertheless, Moody's
recognizes that OHL has managed to address a number of concerns
embedded in the negative outlook, achieving significant year-on-
year growth in EBITDA, primarily on account of the better-than-
expected performance of the concessions business.

For OHL to be adequately positioned within the Ba2 rating
category, Moody's estimates that the group's net consolidated
adjusted debt/EBITDA would need to be within 4.5x and 5.0x. For
the recourse business, gross reported recourse debt/recourse
EBITDA would need to stay below 4.0x, which would be broadly in
line with net reported recourse debt/recourse EBITDA of around
2.5x to 3.0x.

WHAT COULD CHANGE THE RATING UP/DOWN

The Ba2 rating could come under pressure if OHL's credit metrics
weaken further because of deteriorating operating performance,
including (i) a further decline in domestic construction
activity; (ii) the contribution to group revenues of
international construction growing below expectations; (iii)
adverse working capital movements; or (iv) other unexpected cash
calls draining recourse cash flows. Downward pressure could be
exerted on the rating if net consolidated debt/EBITDA (as
adjusted by Moody's) increases above 5.0x, gross recourse
debt/recourse EBITDA (as reported by OHL) rises above 4.0x and
net recourse debt/recourse EBITDA remains above 3.0x on a
sustained basis.

Conversely, upward pressure on the rating could develop if net
consolidated debt/EBITDA (as adjusted by Moody's) falls well
below 4.5x, gross recourse debt/recourse EBITDA (as reported by
OHL) moves to below 3.5x and net recourse debt/EBITDA (as
reported by OHL) improves below 2.5x on a sustained basis. Upward
pressure on the rating would also require an improvement in the
group's liquidity profile and an expectation of positive free
cash flow generation at a consolidated level on a sustainable
basis.

Principal Methodology

The principal methodology used in rating Obrascon Huarte Lain
S.A. was the Global Construction Methodology published in
November 2010. Other methodologies used include Loss Given
Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

Headquartered in Madrid, OHL is one of Spain's leading
construction companies and the world's eighth-largest concessions
operator, with a large concessions business in Brazil and Mexico.
In 2011, OHL reported sales of EUR4.9 billion and EBITDA of
EUR1.2 billion.


SANTANDER PUBLICO: Moody's Cuts Rating on Class B Notes to 'Ba2'
----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings on the
following classes of asset-backed securities (ABS) notes issued
by Fondo de Titulizacion de Activos Santander Publico 1
(Santander Publico 1):

    EUR1813M A Notes, Downgraded to Baa3 (sf); previously on
    Oct 13, 2011 Downgraded to A3 (sf) and Remained On Review for
    Possible Downgrade

    EUR37M B Notes, Downgraded to Ba2 (sf); previously on
    Oct 13, 2011 Downgraded to Ba1 (sf) and Remained On Review
    for Possible Downgrade

Ratings Rationale

The rating action reflects the credit quality deterioration of
the Santander Publico 1 portfolio following the successive
downgrades of the Kingdom of Spain on October 18, 2011 and
February 13, 2012 as well as the downgrades of a number of
Spanish sub-sovereign entities.

Portfolio Credit Quality

Moody's assessed the current average credit quality of the
Santander Publico 1 portfolio to be equivalent to a Baa3 rating.
This compares to an A3 average credit quality in the previous
review, on October 13, 2011. This average credit quality is
derived from (i) recently updated credit estimates for the top 5
exposures (accounting for 24.5% of the portfolio) and (ii) Q
scores (i.e., scorecard generated, unpublished, point-in-time
estimated opinions of the approximate credit quality of
individual local governments) for the majority of the remaining
borrowers in the portfolio. For the 1.5% of the pool where
neither credit estimates nor Q scores were available, Moody's
assumed a credit quality of B1.

As credit estimates and Q scores do not carry credit indicators,
such as ratings reviews and outlooks, Moody's performed several
stress tests. In the rating agency's base-case scenario, it
downgraded all credit estimates by two notches, which resulted in
an average adjusted credit quality of Ba1 assuming a 2.7 years
weighted average life. Moreover, the quasi-sovereign and
sovereign profile of the majority of the debtors, who are all
domiciled in Spain, leads to a 100% correlation assumption in
Moody's model. The rating agency assumed a 45% fixed recovery
rate on defaulted assets, in order to model the possible
restructuring of defaulted loans. Moody's also took into
consideration the fact that the Santander Publico 1 portfolio
includes large exposures: the top exposure represents 6.8% of the
portfolio, and the top 20 exposures represent 52% of the
portfolio. The effective number of borrowers in the portfolio
decreased to 50 from 55 in October 2011.

In the application of Moody's Rating Implementation Guidance:
"Updated Approach to the Usage of Credit Estimates in Rated
Transactions" (October 2009), the rating agency performed a
number of sensitivity analyses, including "jump-to-default"
tests. When downgrading either of the two senior exposures to
Caa2, the rating agency concluded that the model output for the
senior tranche would not be affected by more than one notch
compared to the base-case scenario. On the one hand, this
indicates that the available credit enhancement and revised
credit quality on the senior tranches of the portfolio are
resilient to standard stresses. On the other hand, the tranche B
notes were downgraded one notch to Ba2(sf) to reflect high
sensitivity to the above-mentioned stress tests.

STRUCTURE

The Santander Publico 1 transaction is a static securitization of
a portfolio of loans to Spanish public sector entities, which
closed in December 2004. The closing loan portfolio of EUR1.85
billion has substantially amortized to its current size of EUR370
million. The class A and B notes benefit from credit enhancement
of approximately 7.75% and 3.75%, respectively, including a
EUR13.9 million reserve fund. The reserve fund has amortized down
to its minimum level on the back of the transaction's good
performance to date. After having amortized pro rata, the class A
and B notes will amortize sequentially when the balance of the
class B notes has reached EUR9.2 million, which is scheduled for
Q3 2013 or earlier if performance were to deteriorate.

Performance

Although the performance of Santander Publico 1 has historically
been very good in terms of 90+ days delinquencies and defaults,
Moody's has noted a recent deterioration in the arrears level,
with delinquency 90+ days reaching 0.9% of outstanding pool
balance as of January 2012 compared to 0.3% as of July 2011.

Principal Methodologies

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations", published in
June 2011.

Moody's used its excel-based cash flow model, Moody's ABSROM(TM),
as part of its quantitative analysis of the transaction. Moody's
ABSROM(TM)model enables users to model various features of a
standard European ABS transaction including: (i) the specifics of
the default distribution of the assets, their portfolio
amortization profile, yield or recoveries; and (ii) the specific
priority of payments, triggers, swaps and reserve funds on the
liability side of the ABS structure. Moody's ABSROM(TM)User Guide
is available on Moody's website and covers the model's
functionality as well as providing a comprehensive index of the
user inputs and outputs. MOODY'S CDOROMv2.8(TM)was used to
estimate the default distribution.

As the Euro area crisis continues, the rating of the structured
finance notes remain exposed to the uncertainties of credit
conditions in the general economy. The deteriorating
creditworthiness of euro area sovereigns as well as the weakening
credit profile of the global banking sector could negatively
impact the ratings of the notes.


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


ZURICH BANK: Moody's Downgrades BFSR to 'E+'; Outlook Stable
------------------------------------------------------------
Moody's Investors Service has downgraded the standalone bank
financial strength rating (BFSR) of Zurich Bank to E+, from D-.
The E+ BFSR maps to B3 on the long-term scale. The Aa3/Prime-1
long- and short-term bank deposit ratings and the backed (P)A1
senior unsecured debt program rating are affirmed. The outlook is
stable.

Ratings Rationale

The downgrade of the BFSR to E+ reflects the continuing
deterioration in the loan book of Zurich Bank. The bank stopped
lending in Ireland and the UK in 2009 and 2010, respectively, and
its loan book is effectively in run-down. Given the challenging
environment in both of its markets, Moody's believes that the
bank's loan quality, earnings and capitalization could weaken
further, potentially requiring additional support from Zurich
Insurance Group Ltd (Zurich Group), its ultimate parent.

In 2011, the bank took a further GBP80 million impairment charge
on its loan book, that at end-2011 had reduced in size to GBP1.3
billion, albeit this was considerably down on the GBP226 million
charge in 2010. The quality of the loan portfolio continues to
deteriorate, and at end-2011 74% of the book was either impaired
or 90 days past due. As a result of the poor performance of the
portfolio, and to maximize the regulatory benefit of its capital
base, the capital structure of the bank was restructured in
November 2011 with the parent effectively replacing the
subordinated debt in the bank with equity. This follows on from
the capital injection in 2010 of GBP190 million, including GBP30
million of perpetual subordinated debt. Following the decision to
stop new lending and the return of the banking license in the UK,
Moody's views the remaining franchise of the bank as extremely
limited. At the current rating level however, further downward
pressure is limited and therefore the outlook on the E+ BFSR is
stable.

The bank's Aa3/Prime-1 long- and short-term bank deposit ratings
and the backed (P)A1 senior unsecured debt program rating
continue to reflect the high level of explicit support from the
Zurich Group. Zurich Bank's Aa3/P-1 deposit ratings are
underpinned by a surety bond issued by Zurich Insurance Company
(ZIC -- Aa3 insurance financial strength rating). As the surety
bond qualifies as an insurance policy the beneficiary (Zurich
Bank) ranks pari passu with ZIC's other policy holders. The
backed (P)A1 senior unsecured EMTN program rating reflects that
the bank is an issuer under the Zurich Group's EMTN program and
any issuance is guaranteed by ZIC (senior debt rating --
A1/stable). The outlook on these ratings is stable in line with
the outlook on ZIC.

WHAT COULD CHANGE THE RATING UP/ DOWN

Given that the bank is no longer carrying out new lending and
that the property lending portfolio, the primary business of the
bank, is being run-down, there is unlikely to be positive
pressure on the BFSR in the medium-term without a step change in
the franchise. A change in the BFSR would not affect the bank's
deposit ratings.

A downgrade of the Bank's BFSR would likely be driven by a
further significant deterioration in asset quality and/or
deterioration in risk positioning. A downgrade of the deposit
ratings may occur if the support/commitment from and integration
with the parent weakens, or if the rating of Zurich Insurance
Company is downgraded.

The methodologies used in this rating were Bank Financial
Strength Ratings: Global Methodology published in February 2007,
and Incorporation of Joint-Default Analysis into Moody's Bank
Ratings: Global Methodology published in March 2012.


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


TURKIYE VAKIFLAR: Moody's Rates Senior Unsecured Debt '(P)Ba1'
--------------------------------------------------------------
Moody's Investors Service has assigned a first-time provisional
(P)Ba1 foreign-currency senior unsecured debt rating to Turkiye
Vakiflar Bankasi TAO (Vakifbank). The outlook on the rating is
positive.

Ratings Rationale

The foreign-currency debt ratings that Moody's assigns to issuers
are subject to the relevant foreign-currency bond ceiling. As a
result, even though Vakifbank's global local-currency (GLC)
deposit rating of Baa3 is higher than Turkey's Ba1 foreign-
currency bond ceiling, Vakifbank's foreign-currency senior
unsecured debt rating is constrained by and thus equal to this
ceiling, with its positive outlook.

The debt issuance is being offered under Rule 144A, Regulation S.
The terms and conditions of the notes include (among others)
negative pledge, cross-default and change-of-control clauses. The
notes will be unconditional, unsubordinated and unsecured
obligations and will rank pari passu with all of Vakifbank's
other senior unsecured obligations. The rating of the notes is in
line with Vakifbank's foreign-currency senior unsecured debt
rating.

The rating of the notes is provisional and represents Moody's
preliminary opinion only. Upon a conclusive review of the
documentation, Moody's will endeavor to assign a definitive
rating to the notes. A definitive rating may differ from a
provisional rating. A rating is not a recommendation to purchase,
sell or invest in any securities.

WHAT COULD MOVE THE RATINGS UP/DOWN

Given Vakifbank's Baa3 long-term GLC rating, upward pressure
could be exerted on the foreign-currency debt rating if Turkey's
foreign-currency bond ceiling was raised in line with an upgrade
of the sovereign rating.

Equally, Vakifbank's long-term foreign-currency rating could come
under pressure following a lowering of Turkey's foreign-currency
bond ceiling, as a consequence of a downgrade of the sovereign
rating. Furthermore, a downgrade of Vakifbank's long-term GLC
deposit rating -- as a result of a notable weakening of the
bank's standalone risk profile -- could exert downward pressure
on the long-term foreign-currency rating. However, Moody's
believes that the long-term GLC deposit rating is unlikely to be
downgraded in the near term.

Principal Methodologies

The methodologies used in this rating were Bank Financial
Strength Ratings: Global Methodology published in February 2007,
and Incorporation of Joint-Default Analysis into Moody's Bank
Ratings: Global Methodology published in March 2012.


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


CLINTON CARDS: Mulls Company Voluntary Arrangement
-------------------------------------------------
Rupert Steiner at This is Money.co.uk reports that Clinton Cards
is considering a controversial deal with creditors that would
allow it to cast off underperforming stores.

According to thisismoney.co.uk, the chain has examined plans to
stage a company voluntary arrangement as part of a strategic
review being carried out by Darcy Willson-Rymer, a former
Starbucks executive who joined the firm in October.

The company slumped into the red last month as it warned the
outlook for future trading was below its previous expectations,
thisismoney.co.uk recounts.

The firm confirmed on Tuesday night that the sale of Birthdays is
still an option, thisismoney.co.uk relates.

A spokesman for Clinton, as cited by thisismoney.co.uk, said the
strategic review, "is on schedule to be finished at the end of
this month and it is too early to speculate on its conclusions as
no decisions have been made".

Clinton Cards is a cards and gifts chain.  It trades from 628
Clinton Cards stores and 139 Birthdays outlets.


ICICI BANK: Moody's Issues Summary Credit Opinion
-------------------------------------------------
Moody's Investors Service issued a summary credit opinion on
ICICI Bank UK Plc. and includes certain regulatory disclosures
regarding its ratings. The release does not constitute any change
in Moody's ratings or rating rationale for ICICI Bank UK Plc.

Moody's current ratings on ICICI Bank UK Plc. are:

Senior Unsecured MTN Program (foreign currency) ratings of
(P)Baa2

Long Term Bank Deposits (domestic and foreign currency) ratings
of Baa2

Bank Financial Strength ratings of D

Subordinate (foreign currency) ratings of Baa3

Subordinate MTN Program (foreign currency) ratings of (P)Baa3

Junior Subordinate (foreign currency) ratings of Ba1, (hyb)

Junior Subordinate MTN Program (foreign currency) ratings of
(P)Ba1

Short Term Bank Deposits (domestic and foreign currency) ratings
of P-2

Other Short Term (foreign currency) ratings of (P)P-2

Ratings Rationale

ICICI Bank UK's D bank financial strength rating (BFSR), which
maps to ba2 on the long-term scale, reflects the bank's strategic
positioning, which provides the group's corporate clients access
to the European market.

The rating is, however, constrained by volatility in earnings and
concentration risks in the bank's corporate lending portfolio.

ICICI UK's Baa2 long-term bank deposit rating (LTDR) is derived
from its ba2 standalone rating and Moody's opinion that if
needed, there is a very high support probability from its parent,
India's ICICI Bank Ltd (ICICI, C- /baa2). In

Moody's opinion, the probability of a debt moratorium in India is
low, as reflected by the Baa2 foreign currency debt ceiling of
the country and even in the event of a general moratorium being
put in place by the Indian financial authorities the likelihood
of support from the parent to its largest international
subsidiary will still be very high.

Given its small size within the UK market and Moody's view that
the UK is a low support country, ICICI UK does not benefit from
any systemic support. Consequently, the three-notch uplift for
ICICI UK's long-term deposit rating from its standalone credit
strength is solely from parental support. However, Moody's notes
that similar to other regulated banks in the UK, ICICI's retail
depositors benefit from the government retail deposit guarantee
for up to the amount of GBP85,000.

On May 12, 2009, Moody's affirmed the ratings of ICICI UK at
Baa2/P-2/D as previous rating actions had already incorporated a
certain degree of volatility in earnings, which could potentially
arise from write-downs in the bank's investment book.

As a key subsidiary outside of its domestic market, ICICI Bank
Limited considers ICICI UK as pivotal for international
operations and, as such, ICICI UK is able to access and leverage
its parent's large corporate customer base. ICICI UK also acts as
a clearer for EU currencies for the group.

ICICI UK's internet deposit franchise was steady during the
volatile period and the bank has been lengthening the maturity
profile of its deposits.

ICICI UK's stable niche franchise with the UK's Indian community,
mainly in the remittance market to India.

Process efficiencies and business rationalizations help ICICI UK
maintain a low cost base.

Proven track-record of parental support, injecting additional
capital and maintaining adequate capitalization on an
on-going basis.

Stability of its retail deposit base is expected to be price-
sensitive.

Ability of the bank to continue to reduce its high concentrations
in the corporate lending portfolio.

Income and funding cost volatility.

Rating Outlook

The outlook on the ratings of ICICI Bank UK is stable.

What Could Change the Rating - Up

Further sustained improvements in the bank's UK corporate and
retail franchise, including a meaningful diversification and
reduction in its currently high loan concentrations, could lead
to upward pressure on the BFSR.

An established track-record of a core retail deposit base and
minimizing the impact of one-off events on its profitability
would also contribute to this trend. However, judging from the
current outlook and performance trends Moody's does not expect
such upward pressure on the BFSR to materialize in the near
future.

The bank deposit ratings are based on the willingness as well as
on the ability of the bank's parent to provide support, and,
therefore, upward pressure would be dependent on an improvement
in the parent's BFSR.

What Could Change the Rating - Down

A sharp reduction in profitability or losses, caused by the
realisation of the negative mark-to-market valuation of some of
investments. Pressure on the liquidity position or high
volatility in the deposit base given its price-sensitivity will
put a significant downward pressure on the BFSR. Deterioration in
asset quality in the corporate book would also have obvious
negative connotations for this bank, given that largest exposures
can significantly erode its profitability.

A reduction in Moody's assessment of potential parental support
and/or a downgrade of the parent's BFSR will affect the supported
ratings of ICICI UK.

The methodologies used in this rating were Bank Financial
Strength Ratings: Global Methodology published in February 2007
and Incorporation of Joint-Default Analysis into Moody's Bank
Ratings: Global Methodology published in March 2012.


INTERNATIONAL POWER: S&P Puts 'BB+' Sr. Debt Rating on Watch Pos.
-----------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BBB-' long-term
corporate credit rating on U.K.-based power project developer
International Power PLC (IPR) on CreditWatch with positive
implications. "We also placed our 'BB+' issue rating on the
senior unsecured debt issued or guaranteed by IPR on CreditWatch
positive," S&P said.

The CreditWatch placement follows the announcement that French-
based multi-utility GDF SUEZ S.A. (A/Stable/A-1), which currently
holds 70% of IPR, offered to purchase the remaining 30% stake.

"GDF SUEZ's offer reinforces our view of IPR as a core asset for
the vertically integrated French utility and our belief that it
is increasingly integrating into its parent's business mix," S&P
said.

"The 'BBB-' rating on IPR currently benefits from one notch of
uplift for parent support. Based on our criteria on parent-
subsidiary links, we see increasing financial support from GDF
SUEZ and could therefore equalize our rating on IPR with that on
its parent," S&P said.

"We aim to resolve the CreditWatch placement within the next
three months, after receiving more information on GDF SUEZ's buy-
out offer. We will assess the effect of IPR's increasing
integration into the larger and currently higher-rated GDF SUEZ
group," S&P said.

"Should the minority buy-out offer go through, we would upgrade
IPR and consider equalizing our rating on IPR with that on GDF
SUEZ. Under our criteria on parent-subsidiary links, the range of
parent support we could factor into our ratings on IPR could vary
substantially. Our view of full parent support and the consequent
equalization of the rating on IPR with those on GDF SUEZ would
depend on what we considered to be the complete integration of
IPR into its parent company. We would base our assessment on
IPR's full debt consolidation with GDF SUEZ, our expectation of
additional investments from the parent as evidenced by GDF SUEZ's
buy-out offer, and the centralization of IPR's liquidity
management, risk management, and investment decisions at the GDF
SUEZ level," S&P said.

"However, should the minority buyout not be completed, we would
consider affirming the ratings on IPR. We would reassess the
benefits IPR enjoys in terms of financial flexibility and risk
management policies owing to GDF SUEZ's controlling stake. In
this context, we would review the potential for incorporating
stronger parent support into our corporate credit and issue
ratings on IPR," S&P said.

"We will also assess the effect of IPR's increased integration
into GDF SUEZ on the senior unsecured debt issued or guaranteed
by IPR; namely, the 'BB+' issue ratings on the senior unsecured
notes issued by International Power Finance (2010) PLC,
International Power Finance (Jersey) II Ltd., International Power
Finance (Jersey) III Ltd., and International Power Finance
(Jersey) Ltd. We currently see these notes as structurally
subordinated to debt issued at the operating company level
(mainly significant amounts of project finance debt)," S&P said.


MAN GROUP: Moody's Reviews '(P)Ba1' Jr. Note Rating for Downgrade
-----------------------------------------------------------------
Moody's Investors Service has placed all debt and preferred stock
ratings of Man Group plc on review for possible downgrade (senior
at Baa2).

Rating Rationale

Moody's noted that the rating review reflects continuing
challenges in the Company's core business including:

(1) ongoing pressures on earnings, margins and funds under
management (FUM) growth which are unlikely to return to historic
levels in the near term. This is the result of general market
pressures as well as weaker sales of guaranteed products, changes
in Man's product mix toward lower margin products such as managed
accounts and the lower margins achieved by the GLG product range,
leading to overall lower margins, as contrasted with Man's
historic margins prior to the GLG acquisition;

(2) continued underperformance from key funds and their
historical rates of return -- leaving them below high-water
marks, despite the improvement of equity markets in early 2012
from the challenging conditions that prevailed in the second half
of 2011;

(3) significant decline in debt coverage ratio over the last five
years; and

(4) pressures on the hedge fund business model more generally,
where underperformance relative to investor expectations has
called into question the sustainability of high fees.

During the rating review, Moody's will evaluate the following
factors: (1) First quarter financial results; (2) the likelihood
of a sustainable turnaround in FUM trends; (3) the potential for
improvement in earnings, leverage, and coverage metrics; and (4)
policies related to capital and liquidity management.

Man has changed its financial year end from March to December and
hence its 2011 year end represents nine months of financial
results. The Company reported revenues of US$1,254 million for
the nine month period, from US$1,655 million for the previous
twelve months to March 2011. Man's pre-tax operating margin was
15.4% compared to 18.6% in the previous year and its aggregate
gross management fee margin decreased from 280bps to 230bps
during the period due to lower guaranteed product FUM and the
inclusion of GLG products for the full period. Man's FUM has
declined 15% from US$69.1 billion in March 2011 to US$ 58.4
billion as at December 2011. Excluding the US$300 million
acquisition of Ore Hill from the total FUM, this drop in FUM was
due to US$1.5 billion in net outflows, US$ 4 billion in negative
performance, FX movements of US$1.7 billion and de-gearing of
US$3.8 billion.

Moody's noted several factors that partly offset the negative
trends including: (1) a debt buyback completed in 2011 which has
reduced Man's overall gross indebtedness from US$ 1,478 million
in March 2011 to US$1,066 million in December 2011, although the
gross debt level is substantially higher than the 2008 and 2009
levels; (2) Man's strong liquidity with a healthy net cash
position estimated at US$573 million as at December 2011, though
lower than US$881 million in March 2011; (3) Man's cost savings
plan of US$75 million announced in January 2012, of which US$50
million is expected to be implemented in 2012 and US$25 million
in 2013; (4) Man's improved product, geography and investor base
diversification from the GLG acquisition, which should strengthen
its position in the long-term; and (5) Man continuing to maintain
a strong market position in the alternative investments industry.
Nevertheless, Moody's said that the strength and stability of
Man's future revenue and earning streams has weakened due to
recent business trends.

Man Group plc is an asset management company domiciled in the UK,
specialized in the alternative investment management business.
The company had total funds under management of US$58.4 billion
as at 31 December 2011 and reported shareholders' equity of
US$4.1 billion at 31 December 2011.

The following ratings were placed on review:

Man Group plc

  Senior Unsecured Debt Rating -- Baa2, rating under review

  Subordinated Debt -- Baa3, rating under review

  Perpetual Subordinated Capital Securities -- Ba1, rating under
  review

  USD3 billion EMTN program - Senior Notes -- (P)Baa2, rating
  under review

  USD3 billion EMTN program - Dated Subordinated Notes --
  (P)Baa3, rating under review

  USD3 billion EMTN program - Undated Subordinated Notes --
  (P)Baa3, rating under review

  USD3 billion EMTN program - Junior Subordinated Notes --
  (P)Ba1, rating under review

  USD3 billion EMTN program - Short-Term Notes -- (P)P-2, rating
  under review

The principal methodology used in this rating was Moody's Global
Rating Methodology for Asset Management Firms published in
October 2007.


PORTSMOUTH FOOTBALL: Administrators Don't Rule Out Liquidation
--------------------------------------------------------------
The Guardian reports that the administrators in charge of
Portsmouth Football Club have warned that liquidation remains a
possibility and admitted that no firm offers for the club have
been received to date, but expressed confidence that it can be
saved.

Trevor Birch, of administrators PKF, said that he still believed
a buyer could be found "before the money runs out" as it
published a full report for creditors, who are scheduled to meet
on April 26 and set a date for a meeting of creditors of
April 26, the Guardian relates.

According to the Guardian, Mr. Birch said that while PKF had
managed to stabilize the situation at the club, since it plunged
into administration for the second time in two years earlier this
year, its future remained uncertain.

The club owes unsecured creditors a total of around GBP40.5
million, of which around GBP6.6 million are classed as football
creditors, which must be paid in full under rules that are
currently subject to challenge from Her Majesty's Revenue and
Customs, the Guardian discloses.

When the administrators were appointed, the amount owed to
"football creditors" stood at GBP5 million, however, the figure
has increased since and will continue to do so given the deferral
of a "significant proportion" of staff and players' wages, the
Guardian notes.

Under any Company Voluntary Arrangement, former creditors who
agreed to accept a settlement of 20p in the pound during the last
administration process would probably have to accept a further
dilution of the money they are owed, the Guardian states.

Portpin, the vehicle of former owner Balram Chainrai, holds a
charge over the club and would not be included in any CVA, the
Guardian says.

                    About Portsmouth Football

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


WASPS: May Face Administration After Funding Talks Fail
-------------------------------------------------------
Gavin Mairs at The Telegraph reports that Wasps has been plunged
into a financial crisis that may force it to go into
administration next month unless fresh investment is secured.

According to the Telegraph, the crisis was precipitated on
Tuesday when a deal to sell the club to Tony Kleanthous, the
chairman of Barnet Football Club, fell through because of funding
issues.

Wasps, who is losing GBP2 million per year, is understood to have
enough money to continue trading until the end of the season, the
Telegraph discloses.  But sources indicated on Monday night that
if a new buyer could not be found before mid-May, then Wasps
would almost certainly go into administration, placing the future
of the club as a going concern into severe doubt, the Telegraph
notes.

Rugby Football Union regulations state that any club who remain
in administration beyond six weeks will be docked 22 points,
which would mean Wasps are relegated to the Championship,
according to the Telegraph.

Owner Steve Hayes, whom it emerged last week had been arrested
and bailed as part of Scotland Yard's computer-hacking
investigation, put the club up for sale last October, when
Wycombe District Council withdrew its support for the
construction of a new stadium, the Telegraph recounts.

Mr. Hayes, who has funded Wasps's losses since buying the club in
2008, had initially wanted to recoup some of his investment by
selling the club, the Telegraph sates.

That prospect no longer looks a reality, with the club likely to
be sold for a nominal amount, with the new investor likely to
have to find close to GBP8 million to keep them afloat, the
Telegraph says.  It is thought that the RFU is unlikely to offer
the club a financial rescue package, according to the Telegraph.

Wasps's sole assets are their players as they rent Adams Park
from Wycombe Wanderers and on top of the predicted loss of GBP2
million for this year, the wage bill is likely to be close to the
GBP4.5 million salary cap, with ground rent and staff salaries to
come on top of that, the Telegraph discloses.

Wasps is an English rugby club.


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


* EUROPE: Companies Turn to Corporate-Bond Market for Financing
---------------------------------------------------------------
Sara Schaefer Munoz and Dana Cimilluca at The Wall Street Journal
report that European companies are swarming to the corporate-bond
market for financing and vastly reducing their reliance on banks,
a move that could mark a significant change in the region's
financial landscape.

During the first quarter, European companies borrowed more from
the bond market than they did from banks, the Journal says,
citing Dealogic, a data provider.  That is a rare phenomenon in
Europe, where banks have long dominated lending, the Journal
notes.

Dealogic said that companies ranging from Dutch chemical maker
LyondellBasell Industrials NV to German auto-parts maker
Schaeffler AG borrowed US$179.5 billion by selling bonds in the
first quarter, a 38% year-to-year jump, the Journal relates.  By
contrast, the amount borrowed from banks fell 45% to US$112.9
billion, the Journal states.

The shift to borrowing in financial markets, while potentially
only temporary, is important given European companies' history of
borrowing from banks, according to the Journal.  In the first
quarter of 2007, for example, loan volume was five times bond
issuance, the Journal discloses.

Borrowing in the bond market can often be quicker and easier to
arrange, the Journal says.  And European companies are able to
tap a wealth of investors on both sides of the Atlantic, the
Journal states.

Still, it also can be perilous. Bond investors can be fickle and
move quickly in and out of the market, the Journal notes.  Banks,
by contrast, typically forge a relationship with borrowers that
give them more security during down times, according to the
Journal.

This time around, Europe's banks are dealing with the fallout
from the European sovereign-debt crisis, the Journal discloses.
They also are facing more pressure from regulators to increase
their capital and improve the quality of their assets, the
Journal says.  Those pressures have combined to reduce their
willingness to lend, the Journal notes.

"With new capital regulations . . . it's going to be less capital
efficient for banks to hold loans on their balance sheets," the
Journal quotes Patrick McKee, head of U.S. credit sales for
French bank BNP Paribas SA, as saying.  "The alternative is for
corporations to go to the capital markets for bond financing."

Meanwhile, bond-market investors increasingly are avoiding
government bonds of fiscally weaker European countries, and
instead seeking to park their money with relatively healthy
companies, whose bonds can offer similar yields, whose bonds also
offer a relatively high yield compared with havens such as German
bunds, the Journal states.


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

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

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

The author states that his "first intention [is] to paint a
picture of what is happening [to] clarify the issues involved and
areas of dispute."  He offers a balanced examination of the
megamerger phenomenon, particularly as it pertains to the energy
and financial services industries.  He goes beyond seeing
megamergers only as phenomena of contemporary corporate culture,
and his analyses go beyond mere statistics.  Megamergers have
their roots not only in business ambitions and current trends,
but also in human nature.  Recognizing this, the author also
addresses the psychology underlying megamergers.  As noted in the
section "The Acquisition Imperative," mergers present a
temptation to the decision-making executives of successful
companies "look[ing] beyond their product and consider[ing] the
disposal of excess profits."  Mr. Davidson explains why a merger
appears to many executives to be a better option than
distributing profits to shareholders, starting new businesses, or
investing in securities. The informed perspective Mr. Davidson
offers in this book, first published in 2003, is just as relevant
today.  It is a book that brings new wisdom to old ways of
thinking about megamergers.

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


                            *********

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

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

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

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


                            *********


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

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

Copyright 2012.  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 Peter Chapman at 240/629-3300.


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