TCREUR_Public/120510.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 10, 2012, Vol. 13, No. 93

                            Headlines


A U S T R I A

* AUSTRIA: Raiffeisen Opposes Accelerated Bank Insolvency Law


D E N M A R K

* Moody's Says Agricultural Loan Performance Hits Danish Banks


F I N L A N D

TELLER AS: Fitch Affirms 'BB+' Long-Term IDR; Outlook Stable


F R A N C E

ALCATEL-LUCENT: Moody's Cuts Debts Ratings to B2; Outlook Stable
TEREOS UNION: S&P Raises Long-Term Corp. Credit Rating to 'BB+'


G E R M A N Y

CENTAURUS PLC: S&P Lowers Rating on Class E Notes to 'B- (sf)'
COMMERZBANK AG: Court Says Ex-Dresdner Bankers Entitled to Bonus
DEUTSCHE HYPOTHEKENBANK: Fitch Cuts Ratings on Three Notes to 'D'
EMC SA: Fitch Downgrades Rating on Class C Notes to 'CCsf'
* GERMANY: Corporate Insolvencies Down 4.5% in February 2012


I R E L A N D

EATON VANCE: Moody's Upgrades Ratings on Two Note Classes to Ba3
OCELOT CDO II: S&P Affirms 'CCC+' Rating on EUR3MM Class D Notes
SELECT RETAIL: Liquidator Expected to Be Appointed


I T A L Y

BANCA MONASTIER: Moody's Lowers Bank Deposit Rating to 'B2'
* ITALY: Corporate Bankruptcies Up 4.2% in First Qtr. 2012


L A T V I A

LATVIJAS KRAJBANKA: Riga Court Commences Bankruptcy Procedure


N E T H E R L A N D S

AJECORP BV: S&P Assigns 'BB' Long-Term Corporate Credit Rating
MESDAQ BV: Fitch Lowers Rating on Class D Notes to 'Csf'


S L O V E N I A

NOVA KREDITNA: S&P Cuts Public Information Rating to 'BBpi'


S P A I N

BANKIA SA: Spain Weighs Second Bailout as IMF Director Quits
FTA UCI 16-17: Fitch Affirms 'C' Ratings on Two Note Classes
RURALPYME 2: Fitch Upgrades Rating on Class C Notes to 'BBsf'
* SPAIN: Corporate Bankruptcies Up 24.9% in First Qtr. 2012


U K R A I N E

CREATIVE GROUP: S&P Withdraws 'B-' Long-Term Corp. Credit Rating


U N I T E D   K I N G D O M

CLINTON CARDS: At Risk of Going Into Administration
CONSAFE ENGINEERING: Owed More Than GBP4MM at Time of Collapse
CONSOLIDATED MINERALS: S&P Lowers Corporate Credit Rating to 'B'
RANGERS FOOTBALL: Bill Miller Withdraws Takeover Bid
UBC GROUP: Widespread Downturn Prompts Administration

WORLDSPREADS GROUP: Liquidator to Investigate Collapse


U Z B E K I S T A N

IPOTEKA BANK: S&P Assigns 'B+/B' Counterparty Credit Ratings


X X X X X X X X

* Upcoming Meetings, Conferences and Seminars


                            *********


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A U S T R I A
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* AUSTRIA: Raiffeisen Opposes Accelerated Bank Insolvency Law
-------------------------------------------------------------
According to Bloomberg News' Boris Groendahl, Die Presse, citing
a position paper, reported that Raiffeisen Bank International AG
and affiliate banks are lobbying against an accelerated Austrian
bank insolvency law and advise to wait for European Union
legislation.

The Vienna-based daily, citing a document drafted by the lobbying
organization Fachverband der Raiffeisenbanken, said that
Raiffeisen argues that existing Austrian laws may be sufficient
to deal with failing banks, Bloomberg notes.


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


* Moody's Says Agricultural Loan Performance Hits Danish Banks
--------------------------------------------------------------
Elevated risks in agricultural lending are contributing to
downward pressure on the credit profiles of Danish lenders and
covered bonds, says Moody's Investors Service in a new Special
Comment published on May 8. The new report is entitled "Danish
Bank Creditors and Covered Bonds: Agricultural Loans Contribute
to Credit Challenges".

The report lays out Moody's approach to assessing this asset
class for investors and other interested parties. Agricultural
loans, like other asset classes, will be considered during the
current rating reviews for 114 European financial institutions,
including eight Danish ones, announced on February 15, 2012. They
will also be considered in the reviews of Danish covered bonds
announced on February 16, 2012. It is important to note, however,
that for most rated Danish lenders and covered bonds,
agricultural lending is only one of many relevant credit factors.

DANISH FINANCIAL INSTITUTIONS

Danish financial institutions face three main challenges with
regards to their agriculture portfolios and the rising
delinquencies within those portfolios:

(i) Increased agricultural borrower indebtedness;

(ii) Cyclical sector earnings, with high, rising production costs
and periods of low output prices; and

(iii) Reduced collateral values, as lenders' risk positions have
been weakened by falling agricultural land and property prices.

Increasing delinquencies have prompted issuers to increase
provisions to between 5% to 15% against agricultural loans.
Moody's believes that such provisioning reflects Danish
agricultural collateral's greater credit risks than, for example,
residential lending, given higher borrower concentrations,
borrower-income volatility and limited alternative use of
agricultural properties. Furthermore, Danish banks typically have
a junior claim on agricultural collateral, after mortgage credit
institutions, so even small collateral-value declines can leave
banks' exposures under- or uncollateralized.

DANISH COVERED BONDS

Danish covered bonds are indirectly affected by the burden that
continued challenges in the agriculture sector place on issuers
of covered bonds (i.e., the banks and mortgage credit
institutions). The weakening of an issuer's credit profile
increases the risk of issuer default, to varying degrees. As
such, it raises the risk that the issuer's continuous support of
the covered bonds (e.g., maintaining collateral pool quality and
adding additional collateral) would fall away in a default
scenario.

The total amount of agricultural lending funded via covered bonds
in Denmark is substantial in absolute terms, at DKK278 billion as
of year-end 2011. However, the relative exposure of covered bonds
to the agricultural sector is limited when considering the DKK2.4
trillion total outstanding amount of Danish covered bonds.
However, some covered bond capital centers (collateral pools)
hold high concentrations in agricultural lending.

Moody's covered bond analysis aims to differentiate the relative
risk of agricultural lending. For example, Moody's considers that
spare-time farms currently represent a lower degree of risk than
full-time agricultural production farms, because the owners of
spare-time farms benefit from external income from outside the
farm. This implies higher over-collateralization requirements for
a collateral pool of agricultural production farms compared with
a pool of spare-time farms.

The impact of the agricultural sector's challenges on Danish
covered bonds are cushioned by (i) the seniority of collateral
claims backing the bonds; (ii) a limit restricting loan leverage
to 70% of the property's value (loan-to-value, or LTV) at debt
origination; and (iii) the legal protections specifically for
noteholders of SDO-type (Saerligt Daekkede Obligationer) covered
bonds that obliges the issuer to ensure 70% LTV is never exceeded
for the life of the covered bonds. These factors lower the
covered bond investors' degree of exposure to various credit
risks.


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F I N L A N D
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TELLER AS: Fitch Affirms 'BB+' Long-Term IDR; Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed Teller AS's Long-term Issuer Default
Rating (IDR) at 'BB+' with a Stable Outlook, Short-term IDR at
'B', and Support Rating at '3'.

Teller's ratings are driven by strong liquidity management, which
mitigates its exposure to operational risk.  They are also
supported by its large franchise in Nordic merchant acquiring of
international payment cards coupled with a historically low
credit losses.

Upside potential to the ratings is limited given Teller's small
size and moderate capital levels.  Operational risk is
substantial and could manifest itself both via credit losses, for
example if fraud was not identified, or if there were system-wide
failures.  For the latter, if payments to Teller were delayed and
Teller remains liable to honor payments, it would be likely to
lead to a stressed liquidity situation.  However, in Fitch's
opinion, on-balance sheet and contingent liquidity facilities are
adequate to sustain a short-term system disruption.

The ratings are sensitive to any notable increase in Teller's
risk appetite, through less prudent liquidity management or
expansion into higher risk regions or market segments, which
could put downward pressure on the ratings.  However, downside
risk is currently limited, given Fitch's assumptions around
potential support in case of need.

Fitch has assigned a Support Rating of '3', indicating a moderate
probability of support.  The agency believes that there is a
reasonable propensity that the ultimate owners, including a
number of Nordic banks and the Danish central bank, would support
the entity given its important role in the Nordic payments
system.  This is supported by the relatively small size of Teller
compared to the combined balance sheets of its owners.

Teller is licensed for Visa and MasterCard in Norway, Sweden and
Finland, and licensed to acquire American Express cards in
Norway.  In 2010, Teller's parent, Nordito AS, merged with PBS
Holding A/S to form Nets Holding A/S (Nets).  Teller is now a
wholly-owned subsidiary of Nets, which has been restructuring the
new group to create operational efficiencies.  During 2011,
Teller's card issuing services and support functions were
demerged from Teller and transferred to Nets Norway AS, which
Teller now has a contract of service from.


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


ALCATEL-LUCENT: Moody's Cuts Debts Ratings to B2; Outlook Stable
----------------------------------------------------------------
Moody's Investors Service has downgraded Alcatel-Lucent's debt
ratings to B2 from B1 and changed the previously negative outlook
on the ratings to stable. The downgrade affects both the
Corporate Family Rating (CFR) and the Probability of Default
Rating (PDR). Concurrently, Alcatel-Lucent's senior debt ratings
were downgraded to B3, LGD5 (75%) from B2, LGD5 (75%) and the
ratings for the two convertible bonds of Lucent that have been
guaranteed by Alcatel-Lucent on a subordinated basis have been
downgraded to Caa1, LGD5 (77%) from B3, LGD5 (75%).

Ratings Rationale

The one-notch downgrade of Alcatel-Lucent's ratings was driven by
Moody's view that, in 2012 again, the company will not be able to
generate positive free cash flows from continuing operations.
Moody's notes that Alcatel-Lucent has been consuming cash from
operations since the 2006 merger between Alcatel and Lucent
Technologies, and that, because of continued pressure on its
operating performance, visibility of when the company might start
to generate cash for debt reduction is limited. At the same time,
the rating agency notes the dwindling options for further asset
monetizations without materially affecting profits, further to
the conclusion of the disposal of the highly profitable Genesys
operation in Q1 2012. Alcatel-Lucent's future cash consumption
could be absorbed by its currently substantial cash reserves,
which could be bolstered further by increased royalty collections
resulting from the agreement with RPX. However, Moody's notes
that the reserves are finite and that the company's funds from
operations continue to be weak.

In view of lackluster investment activity among European telecoms
companies and the technology shifts into areas in which Alcatel-
Lucent is less competitive than in legacy products, Moody's
believes that the company's successes in IP routing/switching,
High Leverage Networks and selected markets, like USA, China and
France, are likely to be insufficient to ensure material revenue
growth for the company in 2012. Given the sustained fierce price
competition, especially in view of the market share strategies of
its leading competitors, Moody's believes that Alcatel-Lucent's
plan to cut EUR200 million of its annual fixed costs, together
with additional EUR300 million reductions in variable cost, may
still prove insufficient to achieve reasonable profitability.

Despite recording weak revenues and operating losses in Q1 2012,
Alcatel-Lucent's management was able to contain cash burn to
around EUR100 million in the quarter (which is slightly below
that of Q1 2011), although a large part of this was attributable
to working capital releases in connection with lower business
volumes. Moody's believes that sustained cash generation will
require fundamental improvements in product positioning and cost
structure, since opportunities for sustained reductions in
working capital have been largely exhausted.

Alcatel-Lucent's rating is underpinned by its solid liquid
balances. After consuming almost EUR4.0 billion cash in the five
years since the merger, the company's reported cash and
marketable securities remained substantial at EUR5.2 billion at
the end of March 2012. However, Alcatel-Lucent's liquid resources
are constrained by (i) cash needs for operations (estimated by
Moody's to amount to 3% of sales, or around EUR500 million); (ii)
around EUR1.1 billion cash held in countries in which it is
subject to exchange controls; and (ii) upcoming debt maturities
of around EUR930 million in the next 15 months including the
US$765 million (EUR599 million) 2.875% Series B convertible bonds
due in 2025, with a June 15, 2013 put option. The net balances
still leave almost EUR2.7 billion headroom for cash burn, but the
cushion is shrinking. Weak funds from operations and volatile
working capital requirements raise the probability that Alcatel-
Lucent may continue eroding its sizable liquid resources.

Moody's stable outlook for Alcatel-Lucent's ratings assumes that
the company will achieve stable revenues and positive operating
profit in 2012 by implementing cost savings. Alcatel-Lucent's
liquidity position should have a comfortable cushion if the
company shows a path towards positive free cash flow for 2013, by
continuing on an improving trend over 2011.

What Could Change The Ratings Up/Down

The B2 rating would come under downward pressure if (i) the
operating margin as adjusted by Alcatel-Lucent does not trend up
towards a mid-single-digit margin, (ii) if Alcatel-Lucent fails
to reduce negative cash flow from continuing operations to below
EUR300 million in 2012 (having recorded negative EUR590 million
for the last 12 months) with a trend towards positive thereafter,
or (iii) if cash and cash equivalents were to decline below 40%
of gross adjusted debt (60% at the end of Q1 2012).

Although currently unlikely, upward rating pressure would require
Alcatel-Lucent to generate a material LTM free cash flow and to
sustain sales growth and an operating margin of above 5%.

FULL LIST OF AFFECTED RATINGS:

Issuer: Alcatel-Lucent

  Downgrades:

    Senior Unsecured Conv./Exch. Bond/Debenture, Downgraded to B3
    from B2

    Senior Unsecured Regular Bond/Debenture, Downgraded to B3
    from B2

     Corporate Family Rating, Downgraded to B2 from B1

     Probability of Default Rating, Downgraded to B2 from B1

  Outlook Actions:

    Outlook, Changed To Stable From Negative

Issuer: Lucent Technologies, Inc. ,

  Downgrades:

    Senior Unsecured Backed Conv./Debenture, Downgraded to Caa1,
    LGD5, 77% from B3, LGD5, 75%

  Outlook Actions:

    Outlook, Changed To Stable From Negative

Principal Methodology

The methodologies used in these ratings were Global
Communications Equipment Industry Methodology published in June
2008, and Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

Headquartered in Paris, France, Alcatel-Lucent is one of the
world leaders in providing advanced solutions for
telecommunications systems and equipment to service providers,
enterprises and governments. The company reported sales of
EUR15.3 billion in 2011.


TEREOS UNION: S&P Raises Long-Term Corp. Credit Rating to 'BB+'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term corporate
rating on French sugar and sugar derivatives producer Tereos
Union de Cooperatives Agricoles a Capital Variable (Tereos) to
'BB+' from 'BB'. The outlook is stable.

"At the same time, we raised our issue rating on the EUR500
million senior secured bonds issued by subsidiary Tereos Europe
S.A. to 'BB+'. The '3' recovery rating on the bonds remains
unchanged, indicating our expectation of meaningful (50%-70%)
recovery in the event of a payment default," S&P said.

"The upgrade to 'BB+' reflects our view that Tereos will continue
its strong performance in fiscal 2012 (year-end Sept. 30) and
fiscal 2013. We view the improvement in the group's credits
metrics as sustainable, and in line with the group's moderate
financial policy," said Standard & Poor's credit analyst
Florence Devevey.

"Sugar is relatively expensive in the EU market because of a
supply shortage. We believe Tereos' revenues will grow primarily
through European sugar beet production, as the 2012 harvest is
expected to be excellent and have a positive impact on production
volume. Margins should improve moderately, reflecting better
operating leverage and improved productivity. However, we project
that Tereos' operating results in Brazil will be weaker than last
year, due to a bad harvest being only partially offset by high
world sugar and ethanol prices. Finally, we believe that Tereos'
starch and ethanol activities in Europe should stabilize after a
strong recovery in the second half of 2011," S&P said.

"The stable outlook reflects our view that Tereos should continue
to perform soundly and to maintain an adjusted leverage of around
3x and an adjusted FFO-to-debt ratio of about 25% in fiscal 2012
and fiscal 2013, despite substantial planned investments. We view
these ratios as commensurate with the group's financial policy of
reducing net reported leverage towards 2.5x," S&P said.


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


CENTAURUS PLC: S&P Lowers Rating on Class E Notes to 'B- (sf)'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
Centaurus (Eclipse 2005-3) PLC's class A, B, D, and E notes. "At
the same time, we affirmed our 'BB+ (sf)' rating on the class C
notes," S&P said.

"Our downgrades of the notes at the top of the capital structure
reflect our view on the risk of principal losses at note
maturity, while an increasing risk of interest shortfalls have
driven our downgrades at the bottom of the capital structure,"
S&P said.

"Centaurus (Eclipse 2005-3) is a commercial mortgage-backed
securities (CMBS) transaction, secured by five loans that are
backed by German multifamily housing properties. All of the loans
are scheduled to mature in September 2012 and, in our view, are
likely to default at that point because of their high leverage,"
S&P said.

"In such a scenario, the special servicer would have three years
to work out the loans, for Centaurus (Eclipse 2005-3) to be able
to meet the payments due at note maturity in October 2015. In
this case, we envisage that the transaction parties could come
under pressure to accept lower offers in potential property
sales. We have lowered our ratings on the class A and B notes by
one notch each to 'A (sf)' and 'BBB+ (sf)' to reflect this risk,"
S&P said.

"We have affirmed our 'BB+ (sf)' rating on the class C notes
because we consider that their default risk continues to be
appropriately reflected in our current rating," S&P said.

                         THE LOANS

"All five loans in this transaction are secured by property
portfolios that are ultimately owned by the same holding company,
and show similar credit characteristics to each other. The loans
are not cross-collateralized," S&P said.

Four of the loans feature additional debt in the form of low-
interest subsidized financings, which several third-party lenders
initially granted to the borrowers to assist them in providing
affordable housing. This debt ranks senior to the respective
securitized loans.

"The loans have continued to show stable performance from a cash
flow perspective. However, they have been highly leveraged from
the outset, and the sponsor's initial plan to sell a large
portion of the portfolios through privatization has not
materialized. The transaction parties have drawn on the revolving
credit facility, and interest on the junior loans has been
deferred, both to avoid a default on the senior loans. This has
increased the borrowers' total obligations. Moreover, because the
revolving credit facility ranks senior to the securitized loans,
it has increased the default risk for the rated notes," S&P said.

"Despite the negative interest coverage at the junior loan level,
we consider the main risk to lie at refinancing, given that the
loans mature in six months, and have whole loan-to-value ratios
of up to 92.5%, according to the most recent reports," S&P said.

"In our view, the current loan structure--with five loans to five
separate entities--is beneficial because it creates more
refinanceable subportfolios than a large single multifamily
housing loan to one entity. We consider that there is a high
probability that individual loans will be partially refinanced,
given their small size compared with some of the larger
multifamily housing loans that we see in European CMBS. However,
we consider this unlikely for the total loans, given the maturity
repayment rate of one in four that we are currently seeing in the
European CMBS that we rate. If current refinancing conditions
persist, we consider there to be a risk that the special servicer
will be forced to accept discounted offers for the properties or
the borrowing companies in a fire-sale scenario," S&P said.

"Regarding the allocation of sale proceeds, repayments from asset
sales are currently being applied to the notes on a pro rata
basis. If the loans default at maturity, the order of application
will change and become fully sequential. This is a positive
credit characteristic for the more senior notes," S&P said.

                        LIQUIDITY ISSUES

In a loan default scenario, the servicing agreement requires the
servicer to transfer the loans to special servicing. However, the
issuer will not be able to draw under the liquidity facility for
the special servicer's fees.

"Under the 'loan income deficiency' mechanism in the liquidity
facility, the issuer can draw an amount equal to the difference
between the amounts due under the relevant loan agreement and the
amounts paid by the borrower. It could be argued that the special
servicer's fees are additional costs incurred by the lender
following defaults, and are therefore payable by the relevant
borrowers under the indemnity provisions; in default scenarios,
the likelihood of these being paid promptly decreases," S&P said.

"In summary, in default and special servicing scenarios, if the
special servicer's fees are not recovered from the borrowers,
then interest on the Centaurus (Eclipse 2005-3) notes may not be
paid in full. A large portion of the fees would be covered by the
unrated class X notes, but the balance may reduce the interest
paid on the class E notes and potentially also the class D notes.
Because our ratings in this transaction address timely payment of
interest (alongside repayment of principal no later than the
legal final maturity date), we would then likely lower our
ratings on the affected classes of notes to 'D (sf)'," S&P said.

"To address this increased interest shortfall risk, we have
lowered our ratings on the class D and E notes to 'B (sf)' and
'B- (sf)'," S&P said.

        POTENTIAL EFFECTS OF PROPOSED CRITERIA CHANGES

"We have taken the rating actions based on our criteria for
rating European commercial mortgage-backed securities (CMBS).
However, these criteria are under review," S&P said.

"As highlighted in the Nov. 8 Advance Notice of Proposed Criteria
Change, we expect to publish a request for comment (RFC)
outlining our proposed criteria changes for rating European CMBS
transactions. Subsequently, we will consider market feedback
before publishing our updated criteria. Our review may result
in changes to the methodology and Assumptions we use when rating
European CMBS, and consequently, it may affect both new and
outstanding ratings on European CMBS transactions," S&P said.

"Until such time that we adopt new criteria for rating European
CMBS, we will continue to rate and surveil these transactions
using our existing criteria," 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 Reports
included in this credit rating report are available at:

         http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class               Rating
            To                  From

Centaurus (Eclipse 2005-3) PLC
EUR651.636 Million Commercial Mortgage-Backed Floating-Rate Notes

Ratings Lowered

A           A (sf)               A+ (sf)
B           BBB+ (sf)            A- (sf)
D           B (sf)               BB (sf)
E           B- (sf)              BB- (sf)

Rating Affirmed

C           BB+


COMMERZBANK AG: Court Says Ex-Dresdner Bankers Entitled to Bonus
----------------------------------------------------------------
Julia Werdigier at The New York Times' DealBook reports that a
court ruled on Wednesday that 104 investment bankers in London
were entitled to US$66 million in bonuses, plus interest.

They had been promised the bonuses by their employer, Dresdner
Bank, in 2008, when it was owned by Allianz, DealBook discloses.

Some bankers had been promised bonuses of as much as EUR2
million, DealBook notes.  But Commerzbank bought Dresdner Bank
and the Dresdner Kleinwort investment banking unit in January
2009, and only 10% of the promised bonus pool was paid out,
DealBook says.  Commerzbank had to be bailed out by the German
government soon afterward, DealBook recounts.

Commerzbank executives had claimed they should not have to pay
the full bonuses for 2008 because the bank's financial
circumstances had deteriorated, DealBook relates.

According to DealBook, Judge Robert Owen of the Royal Courts of
Justice ruled that Commerzbank must honor its contractual
obligations and pay the awards even if bonuses "remain the
subject of intense public interest."

DealBook notes that Clive Zietman, a lawyer at Stewarts Law who
represented 83 former Dresdner Kleinwort bankers, said on
Wednesday the judgment was "not a political decision."

"It's about holding up English contractual law," DealBook quotes
Mr. Zietman as saying said in an interview after the ruling.

Commerzbank said on Wednesday that it was "disappointed" with the
ruling and would seek the right to appeal, DealBook relates.  It
reiterated that the decision by management to reduce the bonuses
was "responsible and justified" after EUR6.5 billion of losses at
Dresdner Kleinwort, the investment banking unit, in 2008,
DealBook notes.

Headquartered in Frankfurt am Main, Germany, Commerzbank AG --
http://www.commerzbank.com-- is the parent company of a
financial services group active around the world.  The group's
operating business is organized into six segments providing each
other with mutually beneficial synergies: Private and Business
Customers, Mittelstandsbank, Central and Eastern Europe,
Corporates & Markets, Commercial Real Estate and Public Finance
and Treasury.

                         *     *     *

As reported by the Troubled Company Reporter-Europe on Jan. 23,
2012, Moody's Investors Service downgraded the standalone bank
financial strength ratings (BFSRs) of Commerzbank AG and
Commerzbank Europe (Ireland) (CBE(I)) to D+ from C-, that of
Eurohypo AG to E+ from D-, and kept the revised ratings on review
for further downgrade. At the same time, Moody's placed on
review for downgrade the A2/Prime-1 senior debt and deposit
ratings of Commerzbank AG, Commerzbank International S.A. (CISAL)
and CBE(I), as well as the A3/Prime-1 ratings of Eurohypo AG. The
D BFSR and Prime-2 short-term debt ratings of Deutsche
Schiffsbank were unaffected by the rating actions, but its A3
senior debt and deposit ratings were placed on review, direction
uncertain, ahead of their alignment with the debt ratings of
Commerzbank AG. The review for downgrade of the ratings of
various hybrid instruments of Commerzbank Group, initiated on
November 7, 2011, has been extended.

Moody's said that the weakening resilience and eroding franchise
of Eurohypo AG were the key drivers for the BFSR downgrades and
various rating reviews for downgrade initiated for the five
Commerzbank Group entities.


DEUTSCHE HYPOTHEKENBANK: Fitch Cuts Ratings on Three Notes to 'D'
-----------------------------------------------------------------
Fitch Ratings has affirmed Deutsche Hypothekenbank
(Actiengesellschaft), Hannover 1999-1's (DHH) pari-passu ranking
Class B-1A and B-1B notes and downgraded the pari-passu ranking
class B-2aA, B-2aB and B-2b, as follows:

  -- EUR3.3m Class B-1A (DE0002537883) affirmed at 'Bsf'; Outlook
     revised to Stable from Negative

  -- EUR3.0m Class B-1B affirmed at 'Bsf'; Outlook revised to
     Stable from Negative

  -- EUR4.5m Class B-2aA (DE0002537891) downgraded to 'Dsf' from
     'Csf'; RE50%

  -- EUR1.8m Class B-2aB downgraded to 'Dsf' from 'Csf'; RE50%

  -- EUR4.5m Class B-2b (DE0002537909) downgraded to 'Dsf' from
     'Csf'; RE50%

The downgrades reflect the EUR1.2 million loss allocation to the
B-2 notes in February 2012, following the erosion of the non-
rated B-3 notes (acting as first loss piece, with an original
balance of EUR9.3 million).  The affirmation of the Class B-1
notes and revision of the Outlook to Stable reflect the ongoing
significant amortization, coupled with the small outstanding
balance of the two tranches.  In Fitch's 'Bsf'-stresses, the
senior notes get redeemed in full before losses can erode the
subordinated B-2 notes.

In February 2012, 49 loans remained outstanding, with an
aggregate balance of EUR17.1 million. Of these, 11 loans,
totalling EUR6.1 million (equating to 35.5% of the pool) are
either in arrears, foreclosure proceedings or restructuring
agreements.  The historical loss severity of defaulted loans
(once workout has been completed) is 100% as all securitized
loans are second lien.  The weighted average loan-to-value ratio
stood at 214% in February 2012, indicating the weak recovery
prospects of the defaulted loans.  Fitch has not given credit to
any recoveries from defaulted loans in its analysis.

The majority of the securitized assets are either retail (43% by
allocated loan amount; ALA), office (20.3%) or residential
(22.2%) buildings.  Approximately 57% of the assets (by ALA) are
located in the former East Germany, with the remainder spread
throughout the former West.  There are no bullet loans left in
the portfolio.  However, 32% of the loans (roughly matching the
delinquent/ defaulted percentage) have had amortization deferred.

The outstanding note balance equates to 8% of the original
issuance, giving the issuer the right (but no obligation) to
redeem all notes in full (exercising the 10% call option).  Fitch
assumed in its analysis that the call option will remain
unutilized.


EMC SA: Fitch Downgrades Rating on Class C Notes to 'CCsf'
----------------------------------------------------------
Fitch Ratings has downgraded (EMC) S.A. (Compartment 1)'s class A
to C notes, while affirming the others as follows.

  -- EUR145.6m class A (XS0260127161): downgraded to 'BBsf' from
     'Asf' removed from Rating Watch Negative (RWN); Outlook
     Negative

  -- EUR40.9m class B (XS0260129373): downgraded to 'CCCsf' from
     'Bsf' removed from RWN; assigned Recovery Estimate 'RE50%'

  -- EUR28.1m class C (XS0260130207): downgraded to 'CCsf' from
     'CCCsf'; assigned 'RE0%'

  -- EUR30.5m class D (XS0260130975): affirmed at 'CCsf';
     assigned 'RE0%'

  -- EUR15.8m class E (XS0260132088): affirmed at 'CCsf';
     assigned 'RE0%'

The rating actions have been driven by the short term to legal
final maturity falling in April 2013.  The sole remaining loan,
the EUR443.4 million Sunrise loan, is secured over a portfolio of
mostly secondary retail properties spread across Germany, the
bulk of which will need to be sold by this date if the class A
and B notes are to stand any chance of repayment.  The sale
proceeds will be constrained by this short timeframe, which is a
factor in the downgrades.  Fitch will closely monitor
developments.

An A-note carved out of the whole loan was syndicated between
this and another CMBS, DECO 9 - Pan Europe 3 plc.  The whole loan
defaulted in July 2010 for breach of various loan covenants and
was subsequently transferred to special servicing, a function
handled by Deutsche Bank, London Branch.  However, at the same
time, some of the underlying borrowers entered into insolvency
proceedings, which delayed the commencement of workout
proceedings by several months.  Once the process was resumed, the
special servicer opted to dispose of properties without going
through a formal mortgage enforcement process.

Initially, a sale was intended for the portfolio as a whole, but
this strategy was later abandoned.  Bids on the portfolio as a
whole would have covered the repayment of some but not all
outstanding tranches.  In June 2011, the 60 original assets were
valued at EUR402.3 million, down from the EUR515.6 million
estimated in June 2010.  The scale of this decrease, which was
only revealed to Fitch in April 2012, is mainly due to a decline
in estimated rental value to EUR31.1 million from EUR46.2
million.  In spite of the decline in value, portfolio performance
has stabilized after a significant increase in vacancy in 2010,
which stands unchanged since then at 14.5%, up from 4.4% at
closing.

The special servicer has instead decided to pursue a piecemeal
asset sale strategy, with five disposals completed by the end of
2011, leaving 55 assets in the portfolio with a reported market
value of EUR324.5 million.  Although prices achieved for the five
properties sold met their allocated loan amounts, Fitch does not
believe they can be used as guidance for recovery prospects.  For
46 assets, individual price indications have been received, the
sum of which ranges from EUR196.6 million to EUR333.9 million.
Both aggregated bids fall some way short of the whole loan amount
allocated to those assets (EUR443.4 million).

The options available to the special servicer are narrowing as
the deadline advances.  Predicting the outcome for Sunrise is
complicated by the fact that the special servicer responsible for
the loan has a duty of care to two potentially conflicting CMBS
constituencies "controlled" by different bondholders.  DECO 9
matures in 2017, which would allow for the sales process to be
drawn out; but Europrop's short remaining term would encourage a
fire sale.

If the April 2013 deadline is to be met, Fitch expects the
disposal strategy will revert sooner rather than later to one of
bulk sale. Such a strategy will likely be less favorable than it
would have been had it been executed when last contemplated by
the special servicer (prior to the last rating action).  At that
time, the special servicer's decision to turn down bids suggested
room for optimism, thus supporting higher ratings on the bonds.
Since then, not only has a much lower valuation been disclosed,
bids have disappointed -- as has the limited progress on
disposing assets.  With little time left until bond maturity,
Fitch has had to mark down its expectations of recovery proceeds,
and expects the loan to incur a significant loss.


* GERMANY: Corporate Insolvencies Down 4.5% in February 2012
------------------------------------------------------------
According to SeeNews, federal statistics office Destatis reported
on Tuesday that the number of corporate insolvencies registered
by German courts for February 2012 dropped by 4.5% year-on-year
to 2,353.


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


EATON VANCE: Moody's Upgrades Ratings on Two Note Classes to Ba3
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Eaton Vance CDO VII PLC:

    EUR10.8M Class C-1 Third Priority Deferrable Secured Floating
Rate Notes, Upgraded to A1 (sf); previously on Jul 5, 2011
Upgraded to A2 (sf)

    US$13.1M Class C-2 Third Priority Deferrable Secured Floating
Rate Notes, Upgraded to A1 (sf); previously on Jul 5, 2011
Upgraded to A2 (sf)

    EUR14.2M Class D-1 Fourth Priority Deferrable Secured
Floating Rate Notes, Upgraded to Baa3 (sf); previously on Jul 5,
2011 Upgraded to Ba1 (sf)

    US$17.2M Class D-2 Fourth Priority Deferrable Secured
Floating Rate Notes, Upgraded to Baa3 (sf); previously on Jul 5,
2011 Upgraded to Ba1 (sf)

    EUR8M Class E-1 Fifth Priority Deferrable Secured Floating
Rate Notes, Upgraded to Ba3 (sf); previously on Jul 5, 2011
Upgraded to B1 (sf)

    US$9.7M Class E-2 Fifth Priority Deferrable Secured Floating
Rate Notes, Upgraded to Ba3 (sf); previously on Jul 5, 2011
Upgraded to B1 (sf)

Eaton Vance CDO VII PLC, is a dual currency Collateralised Loan
Obligation ("CLO") backed by a portfolio of mostly high yield US
and European loans. The portfolio is managed by Eaton Vance
Management and has just over one year of its reinvestment period
remaining. The portfolio is predominantly exposed to European and
US senior secured loans (approximately 90%) as well as second
lien loans (5.5%) and CLO securities (4%). The underlying assets
are denominated in USD (53.6%) and EUR (46.4%).

Ratings Rationale

According to Moody's, the rating actions taken on the notes are
primarily a result of an improvement in the credit quality of the
underlying portfolio.

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor, or 'WARF') and a decrease in the
proportion of securities from issuers rated Caa1 and below. Since
the last rating action in July 2011, Moody's base case WARF
improved from 2796 to 2456 and as of the latest trustee report
dated March 2012, securities rated Caa1 or lower make up
approximately 3.2% of the underlying portfolio, versus 8% in May
2011.

Moody's notes this improvement in credit quality is primarily
driven by the upgrades to the underlying CLO securities in the
portfolio, as per Moody's CLO Methodology update last year.
Following the methodology update, these securities were upgraded
by four to six notches, on average. As a result, the overall
expected recovery rate upon default Moody's assumed for these CLO
securities also increased.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as the portfolio par amount, WARF,
diversity score, and weighted average recovery rate, may be
different from the trustee's reported numbers. In its base case,
Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of approximately
EUR347.1 million, defaulted par of EUR6.1 million, a weighted
average default probability of 18% (consistent with a WARF of
2580), a weighted average recovery rate upon default of 46.66%
for a Aaa liability target rating, a diversity score of 68 and a
weighted average spread of 3%.

The default probability is derived from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The average recovery rate to be realized on
future defaults is based primarily on the seniority of the assets
in the collateral pool. For a Aaa liability target rating,
Moody's assumed that 90.75% of the portfolio exposed to senior
secured corporate assets would recover 50% upon default, while
the remainder non first-lien loan corporate assets would recover
10%. Moody's assumed the CLO securities would recover 19% upon
default.

In each case, historical and market performance trends and
collateral manager latitude for trading the collateral are also
relevant factors. These default and recovery properties of the
collateral pool are incorporated in cash flow model analysis
where they are subject to stresses as a function of the target
rating of each CLO liability being reviewed.

In the process of determining the final rating, Moody's took into
account the results of the following sensitivity run:

(1) Covenanted WAS and actual amortization profile- To test the
deal sensitivity to key parameters, the covenanted weighted
average spread of 2.50% combined with the actual amortization
profile of the portfolio was run. This run generated model
results that were within one notch of the base case results.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2012 and
2014 which may create challenges for issuers to refinance. CDO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are described
below:

1) The deal has exposure to non-EUR denominated assets.
Volatilities in foreign exchange rate will have a direct impact
on interest and principal proceeds available to the transaction,
which may affect the expected loss of rated tranches.

2) Weighted average life: The notes' ratings are sensitive to the
weighted average life assumption of the portfolio, which may be
extended due to the manager's decision to reinvest into new issue
loans or other loans with longer maturities and/or participate in
amend-to-extend offerings. Extending the weighted average life of
the portfolio may positively or negatively impact the ratings of
the notes depending on their seniority with the transactions
structure.

3) Additionally, Moody's notes that around 23% of the collateral
pool consists of debt obligations whose credit quality has been
assessed through Moody's credit estimates.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011. Please see the Credit Policy page on www.moodys.com
for a copy of this methodology.

Moody's modelled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in June 2011.

The cash flow model used for this transaction, whose description
can be found in the methodology listed above, is Moody's EMEA
Cash-Flow model.

This model was used to represent the cash flows and determine the
loss for each tranche. The cash flow model evaluates all default
scenarios that are then weighted considering the probabilities of
the binomial distribution assumed for the portfolio default rate.
In each default scenario, the corresponding loss for each class
of notes is calculated given the incoming cash flows from the
assets and the outgoing payments to third parties and note
holders. Therefore, the expected loss or EL for each tranche is
the sum product of (i) the probability of occurrence of each
default scenario; and (ii) the loss derived from the cash flow
model in each default scenario for each tranche. As such, Moody's
analysis encompasses the assessment of stressed scenarios.

In addition to the quantitative factors that are explicitly
modelled, 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.


OCELOT CDO II: S&P Affirms 'CCC+' Rating on EUR3MM Class D Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services took various credit rating
actions on seven synthetic collateralized debt obligation (CDO)
tranches issued by Ocelot CDO I PLC under the Ocelot CDO II
program.

"The rating actions follow our analysis of the affected
portfolios' credit quality," S&P said.

"For the series 2006-02 tranche, we consider that the likelihood
of the attachment point (the level of defaults at which an
investor will begin to suffer a loss) being breached has
decreased since our previous rating action on Sept. 2, 2011. In
our opinion, the attachment point for this series of notes is
commensurate with a higher rating than we previously assigned. We
have therefore raised and removed from CreditWatch negative our
rating on the series 2006-02 tranche," S&P said.

"For the series 2005-02, 2005-03, 2005-04, 2005-07, 2005-08, and
2006-04 tranches, the attachment points are still at levels
commensurate with our current ratings, in our opinion. We have
therefore affirmed our ratings on these tranches," S&P said.

All of the affected tranches are synthetic CDOs backed by a
managed portfolio of long- and short-reference entities.

              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 Reports
included in this credit rating report are available at:

         http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

                     Rating
           To                    From

Ocelot CDO I PLC

RATING RAISED AND REMOVED FROM CREDITWATCH NEGATIVE

EUR50 Million Class A Floating-Rate Mezzanine Notes Series 2006-
02 (Ocelot CDO II)

           BBB+ (sf)             BBB(sf)/Watch Neg

RATINGS AFFIRMED

EUR50 Million Class B Floating-Rate Mezzanine Notes Series 2005-
02 (Ocelot CDO II)

           BB+ (sf)

EUR2 Million Class C Floating-Rate Mezzanine Notes Series 2005-03
(Ocelot CDO II)

           BB- (sf)

EUR1 Million Class C Floating-Rate Mezzanine Notes Series 2006-04
(Ocelot CDO II)

           BB+ (sf)

EUR0.78 Million Class C Floating-Rate Mezzanine Notes Series
2005-07 (Ocelot CDO II)

           BB-p (sf)

EUR0.61 Million Class D Floating-Rate Mezzanine Notes Series
2005-08 (Ocelot CDO II)

           CCC+p (sf)

EUR3 Million Class D Floating-Rate Mezzanine Notes Series 2005-04
(Ocelot CDO II)

           CCC+ (sf)


SELECT RETAIL: Liquidator Expected to Be Appointed
--------------------------------------------------
John Mulligan at Irish Independent reports that a liquidator is
set to be appointed to Select Retail Holdings.

Last year, Bank of Ireland had joint receivers appointed to the
chain as it struggled in a lethal retail environment and was
threatened with collapse under a weight of debts that had been
racked up to fund the acquisition, Irish Independent recounts.
AIB and National Irish Bank were also owed money, Irish
Independent notes.  The receivers appointed by Bank of Ireland
last year were Kieran Wallace and Eamonn Richardson of KPMG,
Irish Independent discloses.  They immediately set about trying
to find a buyer for the business, Irish Independent notes.  But
that process also headed for the High Court, Irish Independent
states.

Kieran Ryan, who owned 10% of Select Retail Holdings, and David
Courtney, who owned 14.5%, wanted to seek leave to have an
examiner appointed to the supermarket group and to have the
receivership set aside, Irish Independent relates.

They insisted the company would have been better off under such
circumstances, Irish Independent notes.  Following brief hearings
in the High Court, the directors later withdrew their petition,
Irish Independent recounts.

It's believed that Derek Earl of Somers, Murphy and Earl will be
nominated as liquidator of Select Retail Holdings, Irish
Independent discloses.

Select Retail Holdings was the company that high-profile
investors used to buy Superquinn in 2005.


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


BANCA MONASTIER: Moody's Lowers Bank Deposit Rating to 'B2'
-----------------------------------------------------------
Moody's Investors Service has downgraded Banca Monastier e del
Sile's bank deposit rating to B2 from A3 and the Prime-2 short-
term rating to Not-Prime; at the same time, the bank's standalone
bank financial strength rating (BFSR) was downgraded to E+,
mapping to a b3 standalone credit strength, from C-/baa1. All
ratings remain on review for downgrade.

Rating Rationale

Moody's says that the downgrade of Monastier's standalone rating
was triggered by the intervention of the Italian regulator on
Saturday last week, placing the bank under administration by the
Bank of Italy, as well as by the factors that led to the
intervention by the Bank of Italy, namely serious irregularities
and violations of law as well as serious anomalies in lending and
conflicts in governance and among shareholders. This situation
determined the deterioration of the bank's technical profile and
high exposure to operational and reputational risk. In addition,
the bank's financial fundamentals had deteriorated significantly,
which had been the focus of the review initiated on February 15.
Monsile's profitability had weakened considerably given its
heightened provisioning requirements for a deteriorating loan
portfolio. The resulting loss for 2011, combined with reduced
capital levels, leaves the bank weakly positioned to absorb any
possible further asset quality deterioration.

The combination of these factors point to a significantly higher
risk profile, compatible with an E+ standalone financial strength
rating. The review for downgrade will focus on the developments
over the coming weeks and the actions that will be taken by the
regulator, assessing whether they can underpin the bank's current
risk profile or whether they may lead to a possible further
deterioration for creditors. The review will also assess the
future direction and prospects for Monsile, including steps the
bank can take to reinforce its risk management, governance and
control structures. The review will also consider any actions or
plans to strengthen the bank's capital base to improve its
resilience against further credit losses and against the broader
challenges facing the Italian banking system, notably a
deteriorating operating environment, weakening asset quality and
more challenging wholesale funding markets.

The downgrade of the deposit rating is in line with the lowering
of the BFSR rating and standalone credit strength. The B2 long-
term deposit rating reflects a moderate likelihood of support
from the co-operative group of the Italian BCCs (banche di
credito cooperativo) providing one-notch of uplift from the b3
standalone credit strength, and low likelihood of systemic
support. The long-term deposit rating remains on review for
downgrade, in line with the BFSR.

Monsile's BFSR could be moderately upgraded -- although unlikely
in the short to medium term - if its controls, governance
structure and operations are visibly and demonstrably
strengthened, accompanied by improving profitability and
capitalization over a sustained period. The BFSR could be
downgraded further if the administration weakens the bank's
franchise or funding profile, if further credit quality issues
surface, or if there are steps taken by the administrator that
would be to the detriment of creditors or depositors.

The following ratings were downgraded:

     Bank Financial Strength Rating, Downgraded to E+ from C-

     Long-term Bank Deposit Rating, Downgraded to B2 from A3

Short-term Bank Deposit Rating, Downgraded to Not-Prime from
Prime-2

Banca Monastier e del Sile is headquartered in Monastier, Italy.
At December 2011, it had total assets of EUR1.6 billion.

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.


* ITALY: Corporate Bankruptcies Up 4.2% in First Qtr. 2012
----------------------------------------------------------
ANSA reports that the Cerved market-research agency said on
Tuesday bankruptcy proceedings were opened for over 3,000
companies in recession-hit Italy in the first quarter of this
year, up 4.2% on 2011.

The agency added that the number of companies going to the wall
in Italy has been growing now for four years, ANSA notes.

Cerved said that the seasonally-adjusted figure for bankruptcies
in the first quarter of this year and the last three months of
2011 was down 1.1%, while stressing that the number of firms
going under remained very high, ANSA relates.


===========
L A T V I A
===========


LATVIJAS KRAJBANKA: Riga Court Commences Bankruptcy Procedure
-------------------------------------------------------------
Baltic Business News reports that the Riga District Court on
May 8 decided to start the bankruptcy procedure of Latvijas
Krajbanka.

The move was initiated by Krajbanka's insolvency administrator
SIA KPMG Baltics, BBN discloses.  The company believes that it is
impossible to revive the bank without state support, which is not
coming, BBN notes.

Krajbanka was declared insolvent on December 23, 2011 after the
Latvian financial watchdog suspended its activities on
November 21, 2011, BBN recounts.

As reported in the Troubled Company Reporter-Europe in Dec. 27,
2011, Bloomberg News, citing the Riga-based newswire, disclosed
that the bank's liabilities exceeded assets by about LVL100
million (US$187.7 million).

Headquartered in Riga, Latvia, AS Latvijas Krajbanka provides
commercial banking services to businesses and private individuals
in Latvia and the markets of the Commonwealth of Independent
States.  As of Dec. 31, 2009, AS Latvijas Krajbanka had 115
customer service centers and 190 automated teller machines.  AS
Latvijas Krajbanka is a subsidiary of AS banka Snoras.


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


AJECORP BV: S&P Assigns 'BB' Long-Term Corporate Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' long-term
corporate credit rating to Grupo Embotellador Atic S.L. (Grupo
Atic). The outlook is stable.

"At the same time, we assigned our preliminary 'BB' issue-level
rating to Ajecorp B.V.'s proposed US$300 million senior unsecured
notes," S&P said.

"Our 'BB' corporate credit rating on Grupo Atic reflects our
assessment of the company's 'fair' business risk profile,
'significant' financial risk profile, and 'adequate' liquidity,"
said Standard & Poor's credit analyst Luis Manuel Martinez.

"The stable outlook reflects our expectation that Grupo Atic will
focus on consolidating its operations in the markets where it
operates, which would contribute to maintaining credit measures
in line with the rating, despite competitive pressures over the
near term. The outlook also reflects our belief that management
will actively pursue the improvement of the company's operating
efficiencies to deliver double-digit EBITDA margins by the end of
2012. We expect top-line growth to exceed 5.5% during the next
two years, and debt to EBITDA in the mid-2x area and interest
coverage in the 4x area by the end of 2013, in line with the 'BB'
rating," S&P said.

"We could upgrade Grupo Atic to the extent the company improves
its EBITDA margin by 350-400 bps following a lower cost
structure, increased market share in core markets that support
sustained volume sales growth, and higher cash flow generation
that contributes to a rapid improvement in the company's leverage
ratios," S&P said.

"We could lower the ratings if operating performance in 2012 is
weaker than our current expectations with single-digit EBITDA
margins, resulting in leverage ratios above 3.0x, or if Grupo
Atic suffers a steep loss in market share in its core markets
that significantly affects volume sales growth. We could also
lower the preliminary issue rating if we identify shortcomings in
the enforceability of the guarantee package that could limit the
potential claims of bondholders," S&P said.


MESDAQ BV: Fitch Lowers Rating on Class D Notes to 'Csf'
--------------------------------------------------------
Fitch Ratings has downgraded Mesdag (Charlie) B.V.'s class C and
D notes and affirmed the Class A, B and C notes, as follows:

  -- EUR289.9m Class A (XS0289819889) affirmed at 'AAsf'; Outlook
     Negative
  -- EUR40.3m Class B (XS0289822677) affirmed at 'Asf'; Outlook
     Negative
  -- EUR40.3m Class C (XS0289823568) downgraded to 'Bsf' from
     'BBsf'; Outlook Negative
  -- EUR35.5m Class D (XS0289824533) downgraded to 'Csf' from
     'CCsf'; Recovery Estimate RE15%
  -- EUR6.7m Class E (XS0289824889) affirmed at 'Dsf'; RE0%

The affirmations reflect the ongoing stable performance of the
four loans currently in primary servicing as well as the expected
partial redemption of Class A in July 2012, with proceeds from
the TOR portfolio sale.  The downgrades reflect the upcoming loss
allocation to class D (and the 'Dsf'-rated class E) stemming from
the same sale.  The loss will reduce the subordination levels for
the junior tranches, which also contributes to the rating
actions.  The senior notes are not affected as any reduction in
subordination caused by the expected losses at the bottom of the
capital structure is outweighed by the positive effect of the
significant class A redemption.

The multifamily housing portfolio securing the GBP186.7 million
TOR loan was put up for sale in 2011 by the special servicer.
Following several rounds of bidding, a sale and purchase
agreement was signed with the preferred bidder in December 2011.
The gross sales price was EUR174.9 million, EUR11.8 million short
of the loan balance prior to payment of swap breakage costs,
workout fees etc.

In July 2012, EUR147.5 million will be utilized to repay the loan
in part after deduction of the relevant costs.  A total of
EUR27.4 million will be held in escrow pending satisfaction of
the conditions precedents for the sale completion.  Fitch
understands from the special servicer, Hatfield Philips
International ('CSS3+'), that the final recovery determination is
expected by January 2013.

Two other loans are currently in special servicing, due to an LTV
covenant breach (Dutch Offices II, which LTV currently stand at
84%) or maturity default (Dutch Offices I).  The exit strategy
for the latter is to perform asset management activities on the
five assets in order to facilitate their sale within two years.
Its peer, Dutch Offices II, was only recently transferred and
therefore no cure/ work-out strategy has yet been announced.

The four current loans have shown stable performance since the
last rating action in May 2011.  Two loans (the EUR118.8 million
Berlin and the EUR38 million Tommy) are secured on German
multifamily housing portfolios, which continue to show stable
cashflows.  The remaining two facilities, the EUR8.7 million
Sparkasse and the EUR3.3 million Derrick, are secured by assets
let to single tenants (Sparkasse and Federal State of Lower
Saxony).  All amortization payments are made where applicable,
deleveraging the loans.  All covenants have been met.  Leverage
ranges from a low 39.9% (Tommy) to 78.2% (Derrick).


===============
S L O V E N I A
===============


NOVA KREDITNA: S&P Cuts Public Information Rating to 'BBpi'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its unsolicited public
information (pi) rating on Slovenia-based bank Nova Kreditna
Banka Maribor d.d. (NKBM) to 'BBpi' from 'BBBpi'. "We usually do
not use outlooks nor add modifiers (+ or -) to pi ratings," S&P
said.

"Our downgrade reflects our opinion that NKBM's risk position has
weakened. The bank's asset quality will likely continue to
deteriorate in 2012 and weaken its financial profile. In
addition, NKBM announced on April 20, 2012, a consolidated loss
of EUR83 million for full-year 2011, which exceeds our
expectations. The loss is essentially due to a sharp increase in
cost of risk," S&P said.

"NKBM's new loan loss provisions to average customer loans jumped
to 400 basis points (bps) in 2011 from 190 bps in 2010 and 2009.
The deterioration in the credit quality of corporate borrowers,
notably in the construction and real estate sectors, largely
explains the rise in NKBM's nonperforming loans (NPLs) to 15.4 %
in 2011 from 12.8% in 2010. Because the corporate sector's debt
leverage tends to be high in Slovenia, the number of corporate
bankruptcies is rising. Moreover, the weaker economic climate in
2012 could contribute to declines in corporate credit quality.
Therefore, we anticipate that NKBM's NPLs will continue to rise
in 2012 and stand at about 17%. This will, in our view, force
NKBM to accelerate its reserving efforts given that its 67%
coverage of NPLs by reserves is currently only adequate, in our
view. We anticipate that NKBL will post another loss in 2012,
although smaller than the one in 2011," S&P said.

"In addition, NKBM unexpectedly announced its 2011 restated
accounts, including the EUR83 million loss, shortly after the
official earnings release. We also note that the president of
NKBM's management board resigned in February 2012," S&P said.

"We view NKBM's capitalization as a neutral rating factor. We
believe our risk-adjusted capital (RAC) before adjustments for
NKBM will remain above 6.0% in 2012 (compared with 6.3% at year-
end 2011), because the low credit demand in Slovenia, notably in
the corporate segment, is leading to declining risk-weighted
assets in our calculations. Still, we consider NKBM's earnings
capacity to be weak. The deleveraging process underway at
Slovenian banks will also likely impede revenue generation
generally in the sector for at least two years," S&P said.

"Funding and liquidity continue to be a neutral rating factor.
NKBM's funding profile continues to compare favorably with
Slovenian peers', with a loan-to-deposit ratio of about 100%. The
bank's liquidity should benefit from an adequate share of liquid
assets and moderate wholesale debt redemptions in the next two
years," S&P said.

NKBM's business position is also a neutral rating factor,
balancing a strong competitive position in Slovenia and a
universal banking business model with concentration risk in a
small country.

"We continue to classify NKBM as a bank with high systemic
importance in Slovenia (A+/Negative/A-1), a country we view as
supportive toward its banking sector according to our criteria.
This is because NKBM is the largest bank in the country, with a
market share in loans and deposits of around 12%. Given NKBM's
now weaker stand-alone credit profile, however, the likelihood of
extraordinary government support NKBM if needed is no longer
sufficient to maintain the pi rating in the investment-grade
category," S&P said.


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


BANKIA SA: Spain Weighs Second Bailout as IMF Director Quits
------------------------------------------------------------
Charles Penty and Emma Ross-Thomas at Bloomberg News report that
Rodrigo Rato's exit from Bankia signals Spain is heeding part of
the International Monetary Fund's advice for the banking industry
as the government weighs a second bailout of the lender.

Mr. Rato, a former IMF managing director, said on Monday he'd
quit the banking group with the biggest Spanish asset base and
proposed Jose Ignacio Goirigolzarri, former chief operating
officer of Banco Bilbao Vizcaya Argentaria SA, as executive
chairman, Bloomberg relates.

According to Bloomberg, an Economy Ministry official said on
Monday that the change in management is part of a government plan
for Bankia that may include injecting funds into the lender via
contingent-capital securities.

Spain has struggled to douse speculation it will need an
international rescue to shore up lenders such as Bankia, the
banking group with the most Spanish real estate on its books,
after the economy fell into a recession linked to its property
crash, Bloomberg notes.

The IMF last month singled out Bankia in a report on Spanish
lenders, saying that the largest of the country's vulnerable
banks should "especially" take swift steps to improve management
and strengthen its balance sheet, Bloomberg recounts.

Bloomberg relates that Javier Diaz-Gimenez, an economics
professor at IESE business school in Madrid, said that with about
EUR300 billion (US$392 billion) in assets, the Bankia group is
key to Prime Minister Mariano Rajoy's efforts to overhaul the
industry.  Its assets are equivalent to almost a third of the
Spanish economy and it held EUR38 billion of real estate at the
end of 2011, Bloomberg discloses.

The government may inject EUR7 billion into BFA-Bankia as part of
the nationalization, El Confidencial reported, citing people in
the banking industry it didn't name, according to Bloomberg.

Bankia SA accepts deposits and offers commercial banking
services.  The Bank offers retail banking, business banking,
corporate finance, capital markets, and asset and private banking
management services.


FTA UCI 16-17: Fitch Affirms 'C' Ratings on Two Note Classes
------------------------------------------------------------
Fitch Ratings has affirmed 16 tranches of FTA, UCI 14-17 (UCI)
and revised the Outlook on the senior tranches of UCI 16 and 17
to Negative.

The affirmations reflect the stable arrears performance.
However, the agency still has concerns about the level of reduced
installment loans present in the portfolios.

The UCI series comprises loans originated and serviced by Union
de Creditos Immobiliarios, a joint venture between Banco
Santander, and BNP Paribas.  The assets in the portfolios carry
more adverse loan characteristics compared to those offered by
traditional market lenders, with a portion of the pools featuring
unsecured personal loans.

Fitch understands that UCI continues to offer temporary
reductions in monthly installments to borrowers who are
undergoing financial hardship caused by matters such as
unemployment.  The scheme is designed to encourage borrowers to
make some form of payment on their mortgages and avoid
foreclosure on loans where there is a willingness from the side
of the borrowers to do so.  Although this sort of scheme is
common in other Spanish RMBS transactions, the volume that has
undergone modification in the UCI series is proportionately
larger than usual.

Over the past few quarters, the proportion of borrowers
participating in the scheme has increased in all four
transactions.  As of December 2011, the amount of borrowers that
participated in the scheme as a percentage of the current balance
stood at between 37% (UCI 14) and 44% (UCI 17), compared to
between 29.2% (UCI 15) and 31.6% (UCI 17) last year.  Based on
the information provided by UCI, Fitch found that most of the new
contracts are being granted to borrowers who are current on their
monthly payments.

The large participation in the scheme has led to a notable
decline in the level of three-months plus arrears since the
program's inception, with borrowers who were once in arrears,
aided by lower installments and reverting to performing.  As of
September 2009, the level of loans with more than three months of
missed payments has steadily declined in all four UCI
transactions falling from peak levels between 15% and 24% in
September 2009 to between 7% and 13% as of March 2012.

Fitch considers that the temporary loan agreements have been a
direct contributing factor to the recent fall in the level of
arrears and as such, is concerned about the resulting performance
of borrowers who have undergone these loan agreements when their
agreements expire.  The agency had access to loan-by-loan level
information involving borrowers that had been subject to
agreements.  The data provided a breakdown of their performance
status prior to the agreement and also their current position.

The information shows that a large portion of borrowers that have
had their agreements now expire have either defaulted or remain
in arrears by more than three months.  As of December 2011, 40%,
40%, 47% and 48% of these borrowers, who have seen their
agreements expire in UCI 14,15, 16 and 17 respectively have
either defaulted or are in arrears by more than three months.  As
a result, Fitch has increased the default probability for
borrowers who have been subject to any sort of loan modification

UCI 16 and 17 have performed comparatively worse than the two
more seasoned deals, with depleted reserve funds, higher level of
arrears, defaults and a higher balance of reduced installment
loans in the pools.  The continued high level of defaults, in
combination with insufficient excess spread generated by the
structures and the absence of a reserve fund has led to an
increase in unprovisioned defaulted loans amounting to EUR35.6
million (UCI 16) and EUR30.4 million (UCI 17) as of March 2012.

Given the larger proportion of loans that have been subject to
temporary installment reduction, the agency believes that UCI 16
and 17 remain highly exposed to a potential increase in defaults
following the expiration of temporary reduction scheme.  With the
stock of unprovisioned loans increasing, and a further increase
expected on upcoming payment dates, the two transactions remain
heavily dependent on recoveries, the timing and level of which
remains uncertain.  As a result, the Outlook on the senior class
A notes has been revised to Negative.

The rating actions are as follows:

Fondo de Titulizacion de Activos UCI 14:

  -- Class A (ISIN ES0338341003) affirmed at 'BBsf'; Outlook
     Stable
  -- Class B (ISIN ES0338341011) affirmed at 'Bsf'; Outlook
     Stable
  -- Class C (ISIN ES0338341029) affirmed at 'CCCsf'; Recovery
     Estimate of 40%

Fondo de Titulizacion de Activos UCI 15:

  -- Class A (ISIN ES0380957003) affirmed at 'BBsf'; Outlook
     Stable
  -- Class B (ISIN ES0380957011) affirmed at 'Bsf'; Outlook
     Stable
  -- Class C (ISIN ES0380957029) affirmed at 'CCsf' Recovery
     Estimate of 55%
  -- Class D (ISIN ES0380957037) affirmed at 'CCsf'; Recovery
     Estimate of 0%

Fondo de Titulizacion de Activos UCI 16:

  -- Class A2 (ISIN ES0338186010) affirmed at 'BB-sf'; Outlook
     revised to Negative from Stable
  -- Class B (ISIN ES0338186028) affirmed at 'CCCsf'; Recovery
     Estimate of 100%
  -- Class C (ISIN ES0338186036) affirmed at 'CCsf'; Recovery
     Estimate of 5%
  -- Class D (ISIN ES0338186044) affirmed at 'CCsf'; Recovery
     Estimate of 0%
  -- Class E (ISIN ES0338186051) affirmed at 'Csf'; Recovery
     Estimate of 0%

Fondo de Titulizacion de Activos UCI 17:

  -- Class A2 (ISIN ES0337985016) affirmed at 'BB-sf'; Outlook
     revised to Negative from Stable
  -- Class B (ISIN ES0337985024) affirmed at 'CCsf'; Recovery
     Estimate of 85%
  -- Class C (ISIN ES0337985032) affirmed at 'CCsf'; Recovery
     Estimate of 0%
  -- Class D (ISIN ES0337985040) affirmed at 'Csf'; Recovery
     Estimate of 0%


RURALPYME 2: Fitch Upgrades Rating on Class C Notes to 'BBsf'
-------------------------------------------------------------
Fitch Ratings has upgraded Ruralpyme 2 FTPYME, FTA's class B and
C notes and affirmed the class A1, A2(G) and D notes as follows:

  -- EUR49,092,968 class A1 notes (ISIN ES0374352005): affirmed
     at 'AAAsf'; removed from Rating Watch Negative (RWN);
     Negative Outlook
  -- EUR53,700,000 class A2(G) notes (ISIN ES0374352013):
     affirmed at 'AAAsf'; removed from RWN; Negative Outlook
  -- EUR29,100,000 class B notes (ISIN ES0374352021): upgraded to
     'Asf' from 'BBB+sf'; Outlook revised to Stable from Negative
  -- EUR23,200,000 class C notes (ISIN ES0374352039): upgraded to
     'BBsf' from 'BB-sf'; Outlook revised to Stable from Negative
  -- EUR24,500,000 class D notes (ISIN ES0374352047): affirmed at
     'CCsf' assigned Recovery Estimate of 50%

The upgrade of the class B and C notes is based on robust levels
of credit enhancement driven by the transaction's deleveraging as
well as the notes' ability to withstand Fitch stresses.

The class A1 and A2(G) notes have been removed from RWN as Fitch
has received confirmation that Banco Santander S.A.
('A'/Negative/'F1') has replaced Banco Cooperativo Espanol
('BBB+'/Negative/'F2') as account bank and swap collateral
account bank. The Negative Outlook on the notes reflects the
Negative Outlook on Spain's sovereign rating.

The transaction has performed in line with Fitch's expectations
since its last review in August 2011.  The portfolio amortized
down to 26% of its initial balance with class A1 notes standing
at 9% of its balance at origination.  Long term arrears have
increased to their current level of 5.3% of the pool versus 3.7%
a year ago.  Defaults have not changed significantly over this
period and currently stand at EUR9.4 million, but are likely to
rise due to increasing volume of impairments in the delinquency
pipeline.  The reserve fund has been building up steadily during
the past year and now represents 96% of its required level versus
81% last year.

Portfolio concentration at obligor and industry levels is
relatively moderate: top 10 obligors account for 12% of the
current portfolio while the exposure to real estate and
construction sectors is 19%.  Fitch notes that while 89% of the
portfolio is secured by mortgage collateral only 31% of the pool
is covered by residential and commercial properties.

Ruralpyme 2 FTPYME, FTA is a cash flow securitization of an
initial EUR593 million static pool of loans originated by 14
Spanish rural cooperative banks (cajas rurales) to small and
medium sized (SME) enterprises.  12 of the 14
originators/services are unrated exposing the notes to a servicer
disruption event.  However, Fitch believes the transaction has
sufficient liquidity to cover the class A1 and A2 interest at a
stressed interest rate in the event of a servicer disruption.


* SPAIN: Corporate Bankruptcies Up 24.9% in First Qtr. 2012
-----------------------------------------------------------
Xinhua, citing Spain's National Institute of Statistics, reports
that 1,958 companies declared themselves bankrupt in the first
quarter, representing a 24.9% year-on-year rise.

Most of these companies were small and medium-sized businesses,
Xinhua notes.

According to Xinhua, a third of the companies that became
bankrupt were either in the construction industry or estate
agents, reflecting the continued slowdown in the housing market.

The industrial and energy sectors were also badly hit, Xinhua
discloses.  The regions where companies were forced to call in
creditors were Catalonia, Madrid, Valencia and Andalusia, Xinhua
says.


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


CREATIVE GROUP: S&P Withdraws 'B-' Long-Term Corp. Credit Rating
----------------------------------------------------------------
Standard and Poor's Ratings Services affirmed its 'B-' long-term
corporate credit rating on Ukrainian agribusiness Creativ Group
OJSC. The rating was subsequently withdrawn at the issuer's
request. The outlook at the point of withdrawal was negative.


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


CLINTON CARDS: At Risk of Going Into Administration
---------------------------------------------------
Martin Strydom at The Telegraph reports that Clinton Cards warned
that it expects to be placed into administration by its largest
supplier, potentially putting more than 8,000 jobs at risk.

According to the Telegraph, the company has asked for trading in
its shares to be suspended.

Clinton Cards said in a statement on Wednesday that its banks --
Barclays and Royal Bank of Scotland -- had sold its debts of
GBP35 million to the US greeting card retailer American
Greetings, on Tuesday night, the Telegraph relates.

The company believed that after securing control of its debt,
American Greetings would offer its ongoing support for the
business and extend a temporary waiver of "technical breaches" of
its loan agreement, the Telegraph states.

Instead, American Greetings said it was going to enforce the
loan, the Telegraph notes.

Clinton Cards, as cited by the Telegraph, said it was unable to
repay the loans and so had "no option but to concur with American
Greetings proposal to place the company and its subsidiaries into
administration."

City analysts speculated that American Greetings could be
preparing to buy Clintons Cards out of administration, according
to the Telegraph.  That way it would be able to cherry-pick the
assets it wanted without taking on any of the company's the
liabilities, the Telegraph says.

Clinton Cards is the country's largest specialist card retailer.
The listed-group, which operates 628 Clintons stores and 139
Birthdays outlets across the UK, is controlled by the Lewin
family.

The listed-group, which operates 628 Clintons stores and 139
Birthdays outlets across the UK and is controlled by the Lewin
family.


CONSAFE ENGINEERING: Owed More Than GBP4MM at Time of Collapse
--------------------------------------------------------------
Ross Davidson at The Press and Journal reports that Consafe
Engineering Services collapsed with debts of more than GBP4
million.

The firm went into administration earlier this year with its
Tyneside-headquartered parent McNulty Group Holdings, the Press
and Journal relates.

Consafe employed 33 people in the Granite City, with all but six
initially being made redundant, the Press and Journal discloses.
Administrators KPMG confirmed on Tuesday that everyone had now
been laid off, the Press and Journal notes.

Consafe Engineering Services is an Aberdeen-based offshore
accommodation specialist.


CONSOLIDATED MINERALS: S&P Lowers Corporate Credit Rating to 'B'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on Jersey-incorporated, leading manganese
ore producer Consolidated Minerals Ltd. (Jersey) (ConsMin) to 'B'
from 'B+'. The outlook is negative.

"At the same time, we lowered the issue rating on ConsMin's
outstanding US$405 million senior secured notes to 'B' from 'B+'.
The recovery rating on the notes is unchanged at '4', indicating
our expectation of average (30%-50%) recovery prospects in the
event of a payment default," S&P said.

"The downgrade follows the sudden resignation of ConsMin's CEO
during an important transition year for the company as they move
from a contracted to an owner-operated mining operation in
Australia. We also view the decision of ConsMin to replace the
US$50 million local working capital facilities in Australia with
only a US$20 million equipment finance facility as a negative
development, despite the company's ability to repay the expected
US$40 million-US$45 million outstanding at the end of May 2012
out of available cash. This comes during a year when free
operating cash flow (FOCF) will likely be negative in our view,
which will also reduce liquidity headroom," S&P said.

"The ratings on ConsMin reflect our view of the group's 'weak'
business risk profile and a financial risk profile that, on the
basis of our forecast of ConsMin's 2012 performance, we view as
'highly leveraged.' ConsMin's management changes introduce some
uncertainty in our view in terms of the execution of the business
plan, although we understand from the company that an experienced
industry executive has been appointed to run the Australian
operations," S&P said.

Other constraining factors include:

  * Manganese prices remain relatively low due to expanding
    supply in the seaborne manganese market.

  * The high cost, albeit gradually improving, position of
    ConsMin's manganese operations in Australia, which is
    exacerbated by the strength of the Australian dollar.

  * Likely material negative FOCF in 2012, which will absorb much
    of the liquidity headroom that ConsMin maintains.

"The negative outlook reflects our view that notwithstanding some
recent modest improvement in industry conditions, FOCF will
remain negative in 2012. At the same time, management changes and
the decision to partially renew the local facilities create
uncertainty during an important transition year for ConsMin," S&P
said.

"We could lower the rating in the next 6 to 12 months if we see
manganese prices falling to less than US$4.75/dmtu. Equally, the
rating could come under pressure if we no longer view ConsMin's
liquidity position as 'adequate' under our criteria. This could
happen, for instance, if FOCF were to deteriorate to less than
negative $100 million over the course of 2012 under our
calculations," S&P said.

"Ratings upside could result if ConsMin's gross debt to EBITDA
returns to less than 4x, which we consider commensurate with an
'aggressive' financial risk profile. This could occur if the new
senior management team commits to continuing plans to reduce the
operational cost base, and improves ConsMin's manganese unit cash
cost of production in Australia in particular. Alternatively,
upside could result from a sustained improvement in manganese
prices, generating positive FOCF that could restore greater
liquidity headroom," S&P said.


RANGERS FOOTBALL: Bill Miller Withdraws Takeover Bid
----------------------------------------------------
Tim Farrand at Bloomberg News reports that American Bill Miller,
the preferred bidder for Rangers Football Club Plc, withdrew his
bid for the Glasgow soccer team after finding its preliminary
financial statements were "more optimistic than reality."

The Tennessee businessman was made the preferred bidder earlier
this month by Duff & Phelps, the administrators for the team,
which is in a form of bankruptcy, Bloomberg notes.

Bloomberg relates that on Tuesday, in a statement to the U.K.'s
Press Association, Mr. Miller said he would withdraw from the
process after several days of looking at the club's accounts.

"We have been informed by his advisers that there were a number
of issues with which he felt uncomfortable including legacy
contracts, the limitation of potential revenue streams and the
expectation of required investment," Bloomberg quotes the
administrators as saying on Tuesday in a statement.  According to
Bloomberg, they said three other bidders are interested in buying
the team.

Rangers went into administration, a form of bankruptcy, on Feb.
14, owing creditors as much as GBP134 million (US$216 million),
including more than GBP93 million pounds owed to the U.K.
authorities in two tax disputes and other unpaid taxes, Bloomberg
recounts.

                   About Rangers Football Club

Rangers Football Club PLC -- http://www.rangers.premiumtv.co.uk/
-- is a United Kingdom-based company engaged in the operation of
a professional football club.  The Company has launched its own
Internet television station, RANGERSTV.tv.  The station combines
the use of Internet television programming alongside traditional
Web-based services.  Services offered include the streaming of
home matches and on-demand streaming of domestic and European
games, which include dedicated pre-match, half-time and post-
match commentary.  The Company will produce dedicated news
magazine and feature programs, while the fans can also access a
library of classic European, Old Firm and Scottish Premier League
(SPL) action.  Its own dedicated television studio at Ibrox
provides onsite production, editing and encoding facilities to
produce content for distribution on all media platforms.


UBC GROUP: Widespread Downturn Prompts Administration
-----------------------------------------------------
DailyRecord.co.uk reports that UBC Group has gone into
administration.

According to DailyRecord.co.uk, administrators Zolfo Cooper said
that UBC Group had suffered from the "widespread downturn"
affecting the construction industry.

DailyRecord.co.uk relates that the administrators said they will
continue to trade the group, which has an annual turnover of
around GBP31 million, while exploring "all possible options" for
its future, including a sale of all or parts of the business.

"Unfortunately, the group has suffered from the widespread
downturn impacting the construction industry and as a result has
experienced a decline in trading performance," DailyRecord.co.uk
quotes joint administrator Elizabeth Mackay as saying.  "The
financial position facing the business was such that
administration was the last remaining option available to the
directors."

UBC Group is a building firm.  The group includes UBC Holdings
Limited, UBC Group Limited, UBC Homes Limited, Wyvis Building
Services Limited, Wyvis Roofing Limited, Mardon Project Services
Limited, UBC Central Limited and UBC East Limited.  The building
and civil engineering company employs a total of 277 permanent
members of staff, operating from premises in Inverness, Glasgow,
Dundee, Bathgate, Stornoway and South Uist.


WORLDSPREADS GROUP: Liquidator to Investigate Collapse
------------------------------------------------------
Barry O'Halloran at The Irish Times reports that accountant
George Maloney is to investigate the collapse of Worldspreads,
after being appointed liquidator to two of its key companies on
Tuesday.

Worldspreads collapsed dramatically in March when its board
discovered a EUR15.6 million-plus shortfall in client funds, the
Irish Times recounts.

A creditors' meeting in Dublin on Tuesday appointed insolvency
specialist George Maloney, of Baker Tilly Ryan Glennon, to
Worldspreads Group plc and Worldspreads International Ltd., the
Irish Times relates.

Following the meeting, Mr. Maloney confirmed he will be carrying
out an investigation into the circumstances surrounding the
demise of both companies, the Irish Times notes.  His appointment
means that the spread trading group's collapse is now the subject
of two investigations in two different jurisdictions, the Irish
Times states.

Shortly after the collapse in March, the UK authorities appointed
Jane Moriarty and Samantha Bewick of KPMG as special
administrators to Worldspreads Ltd., which was based in London
and played a central role in the group's operations, the Irish
Times recounts.

Part of their brief is to investigate the directors' conduct and
the circumstances surrounding the collapse of the business, the
Irish Times notes.

The board discovered the GBP13 million shortfall in Worldspreads
Ltd. in mid-March, the Irish Times relates.  The company owed
clients GBP29.7 million, but had just GBP16.6 million to pay
them, the Irish Times discloses.

The shortfall emerged as the board was preparing the ground for
incoming interim chief executive Roger Hynes, the Irish Times
says.

Worldspreads Group Plc is a U.K. brokerage and spread-betting
firm.


===================
U Z B E K I S T A N
===================


IPOTEKA BANK: S&P Assigns 'B+/B' Counterparty Credit Ratings
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' long-term
and 'B' short-term counterparty credit ratings to Uzbekistan-
based JSCM Ipoteka Bank. The outlook is stable.

"The ratings on Ipoteka Bank reflect our view of the bank's
'adequate' business position, 'adequate' capital and earnings,
'moderate' risk position, 'average' funding, and 'adequate'
liquidity, as our criteria define these terms. The stand-alone
credit profile is 'b+'," S&P said.

"Under our bank criteria, we use the Banking Industry Country
Risk Assessment (BICRA) economic and industry risk scores to
determine a bank's anchor, the starting point in assigning an
issuer credit rating. Our anchor for a commercial bank operating
only in Uzbekistan is 'b+'," S&P said.

"The economic risk score for Uzbekistan is '7'. Uzbekistan's
economy is predominantly state owned, undiversified, and
commodity dependant, with high political risks and an unfavorable
investment climate. But a low degree of financial intermediation,
relatively low levels of corporate and personal indebtedness in
both private and public sectors, and limited cross-border
borrowing help shelter the country's small banking industry
somewhat from the global external shocks. The industry risk score
for Uzbekistan is '9'. The Uzbek banking industry is undermined
by very weak institutional and legal frameworks, limited
transparency and disclosure, a lack of business and funding
diversification, and dominance of state-owned banks, which
distort domestic competition," S&P said.

"In our view, Ipoteka Bank has 'high' systemic importance. We
consider the bank to be a government-related entity (GRE) with a
'high' likelihood of support from the Republic of Uzbekistan.
This, in turn, reflects its 'important' role in the domestic
economy given its public policy role to finance residential
mortgages in urban areas, its role as the main servicer of
Uzbekistan's Treasury and utility companies, and its role as a
finance provider for state-related entities. Its 'very strong'
link with the sovereign reflects the bank's 60% direct and
indirect ownership by the state, as well as its links with the
Uzbek Treasury. However, the issuer credit ratings on the bank
incorporate no uplift for potential government support on the
basis of our assessment of the sovereign's creditworthiness,
which is based on publicly available information," S&P said.

"We consider Ipoteka Bank's business position to be 'adequate,'
owing to its sizable market share, wide branch network, and
relatively good business diversity. With total assets of Uzbek
sum (UZS) 1.5 trillion (US$837 million) at year-end 2011, Ipoteka
Bank is the sixth-largest bank in Uzbekistan. It has a public
policy role to finance the construction of residential housing
and mortgages in urban areas; however, it also acts as a
commercial bank. At year-end 2011, 85% of the bank's lending
portfolio was in corporate loans, whereas mortgage loans only
accounted for 11.5%. In our view, this reflects the lack of long-
term funding and good quality borrowers," S&P said.

"We understand that Ipoteka Bank's strategy is to continue to
develop as a commercial bank, and gain a niche in mortgage and
consumer finance. We understand, however, that it will also
continue to allocate funds, as directed, to a number of strategic
sectors of the Uzbek economy. In our view, large government-
related companies will continue to dominate the bank's lending
book in the medium term," S&P said.

"We assess Ipoteka Bank's capital and earnings as 'adequate'. We
consider this to be a positive rating factor for a bank that has
a 'b+' anchor. Our assessment is based primarily on our
expectations that our projected risk-adjusted capital (RAC) ratio
for the bank, before adjustments for concentration and
diversification, will improve to more than 7% in the next 12-18
months," S&P said.

"Ipoteka Bank's net interest margin of 5.4% for 2011 compares
favorably with domestic peers, particularly large state-owned
banks. Higher-than-average net interest margins and solid fee and
commission income contribute to the bank's strong return on
equity of 21% for 2011. We consider that the bank's good level of
profitability and expected future capital injections should help
to replenish capitalization, based on planned asset growth in the
next two years," S&P said.

"Ipoteka Bank's overall 'moderate' risk position is largely
driven by very high single-name concentrations in the loan
portfolio, as well as a high level of loan growth that the bank
has experienced in recent years. The bank's largest borrower
accounted for 44% of total loans as of Dec. 31, 2011, while the
top-20 borrowers made up 57% of the portfolio or four times total
equity. The bank's largest borrower is the country's leading
state-owned copper producer, which benefits from a monopoly
position in the copper industry. The Uzbek government directly
guarantees 85% of the bank's exposure to this largest borrower,"
S&P said.

"We note that the bank's asset quality indicators have steadily
improved since 2009. For example, the ratio of individually
impaired loans to total loans decreased to 3.3% at year-end 2011
from 7.3% at year-end 2009, which is close to the industry
average. Loan loss provisions fully covered impaired loans and
accounted for 4.2% of the total loan portfolio as of Dec. 31,
2011. Going forward, we expect the bank's asset quality metrics
to remain in line with the sector average (2%-3%). This is due to
the ongoing benign economic conditions in Uzbekistan and the
continued government guarantees on the bank's largest and most
dominant exposure," S&P said.

"We consider Ipoteka Bank's funding to be 'average' and its
liquidity position 'adequate'. The bank's funding base is
dominated by on-demand customer deposits, which accounted for
57.8% of total liabilities. Therefore, the bank maintains a
significant liquidity cushion and has cash and cash equivalents
that account for almost 30% of total assets at year-end 2011. The
deposit base is relatively well diversified: the top-20
depositors made up 18% of the total deposit base. Ipoteka Bank's
funding profile benefits from state-directed deposits. As of
year-end 2011, 23% of total liabilities came from Uzbekistan's
Fund for Reconstruction and Development, which was used primarily
to finance investment loans to the bank's largest borrower," S&P
said.

"The stable outlook reflects our expectation that the bank's
business and financial profiles will remain broadly unchanged
over the outlook horizon of one year," S&P said.

"We are unlikely to raise the ratings on the bank unless our
assessment of the bank's SACP, and the sovereign's
creditworthiness, improves. Because of the link between the
ratings on Uzbek banks and the creditworthiness of the sovereign,
bank-specific factors that could lead to a possible upgrade
appear limited. However, an improvement in the bank's SACP could
follow an improvement in our assessment of its risk position,
either through a reduction in the very high concentration levels
in the loan portfolio, or a more moderate risk appetite," S&P
said.

"At the same time, a negative rating action could occur if asset
growth is higher than planned or if there were an unexpected
material fall in earnings with a resulting deterioration in the
bank's capitalization, reflected in a projected RAC ratio before
adjustments falling below 7%. A drop in earnings would most
likely be the result of increased provisioning needs due to
unexpected asset quality deterioration or a substantial drop in
fee and commission income. We would also lower the ratings on the
bank if our assessment of economic and industry risk, including
the sovereign's creditworthiness, were to deteriorate," S&P said.


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


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

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/

November 1-3, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Westin Copley Place, Boston, Mass.
           Contact: http://www.turnaround.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/

April 10-12, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        JW Marriott Chicago, Chicago, Ill.
           Contact: http://www.turnaround.org/

October 3-5, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Marriott Wardman Park, Washington, D.C.
           Contact: http://www.turnaround.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.  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
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Information contained herein is obtained from sources believed to
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members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
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                 * * * End of Transmission * * *