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        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

           Wednesday, May 23, 2012, Vol. 13, No. 102

                            Headlines



A Z E R B A I J A N

TECHNIKABANK: Fitch Downgrades Issuer Default Rating to 'CC'


B U L G A R I A

NATSIONALNA ELEKTRICHESKA: S&P Affirms 'BB-' Issuer Credit Rating


C Y P R U S

* CYPRUS: Fitch Puts Long-Term IDRs of Three Banks on Watch Neg.


C Z E C H   R E P U B L I C

CENTRAL EUROPEAN: S&P Lowers Corporate Credit Rating to 'CC'


G E R M A N Y

BHW BAUSPARKASSE: S&P Raises Subordinated Debt Rating From 'BB+'
CS EUROREAL: To Be Wound Up Within Five Years
KABEL DEUTSCHLAND: Fitch Affirms Issuer Default Rating at 'BB'


G R E E C E

CITY GATE: Files for Creditor Protection
REVOLVER 2008-1: Fitch Junks Rating on EUR1-Bil. Class A Notes
* GREECE: Fitch Cuts Mortgage-Covered Bond Ratings of Four Banks


I R E L A N D

EPIC BRODIE: S&P Affirms 'B' Rating on Class F Notes
TITAN EUROPE 2006-2: S&P Puts B- Class E Note Rating on Watch Neg


M A C E D O N I A

* MACEDONIA: S&P Affirms 'BB/B' Sovereign Credit Ratings


P O L A N D

PBG SA: Creditors Withdraw Dromost Bankruptcy Petitions


R U S S I A

GLOBEX EURO: Fitch Assigns 'B' Rating to US$2BB Sr. Unsec. Notes


S P A I N

AUTOVIA DE LA MANCHA: Moody's Confirms 'B3' Rating on Senior Loan
AYT CAIXANOVA: Fitch Affirms Rating on Class C Notes at 'Bsf'
BANCO GRUPO: Fitch Downgrades LT Issuer Default Rating to 'BB+'
* SPAIN: European Commission to Probe Madrid's Budget Deficit
* SPAIN: Moody's Says RMBS Performance Worsened in March 2012


S W E D E N

SKYWAYS EXPRESS: To File for Bankruptcy After Owners Halt Funding


U N I T E D   K I N G D O M

COREUPT: Failure to Find New Investors Prompts Chapter 11 Filing
EUROSAIL PRIME-UK 2007: S&P Cuts Rating on Class D Notes to 'CCC'
MF GLOBAL: SIPA Trustee Begins Litigation in UK Court
MONEY PARTNERS: S&P Lowers Ratings on Two Note Classes to 'B-'
PORTSMOUTH FOOTBALL: Brett De Bank's Bid Blocked by Chainrai

RANGERS FOOTBALL: Confused Over Two Administration Exit Routes
ROYAL BANK: S&P Puts 'C' Pref. Stock Rating on Watch Positive
THOMAS COOK: Fairfax Buys Indian Business for GBP94 Million
YELL GROUP: Posts GBP1.42BB Loss; Appoints Capital Advisors


U Z B E K I S T A N

TURKISTON BANK: S&P Assigns 'B-/C' Counterparty Credit Ratings


X X X X X X X X

* Fitch Says Rising Funding Costs Could Lead to Defaults
* Moody's Says Gas Supply in Europe Faces Riskier Environment


                            *********


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A Z E R B A I J A N
===================


TECHNIKABANK: Fitch Downgrades Issuer Default Rating to 'CC'
------------------------------------------------------------
Fitch Ratings has downgraded Azerbaijan-based Technikabank's (TB)
Long-term Issuer Default Rating (IDR) to 'CC' from 'B-' and
Viability Rating (VR) to 'f' from 'b-'.

The downgrade of TB's Long-term IDR reflects further
deterioration in the bank's liquidity position as a result of
continued deposit outflows and a sharp reduction in the bank's
capital ratio.

As at May 11, 2012, individuals' deposits had dropped by 55%
compared to mid-March 2012, and the cash buffer had thinned to
just AZN12m (equal to 2.5% of the bank's liabilities).  In
Fitch's view, TB's tight liquidity gives rise to considerable
uncertainty about its current capacity to service its financial
obligations.

The regulatory capital adequacy ratio fell to just 2.1% at end-
April 2012 (from 16% at end-March 2012), driven by a large AZN60m
of new loan impairment provisions created following a change in
the bank's management, instigated by the Central Bank of
Azerbaijan (CBA).

The downgrade of TB's VR to 'f' reflects Fitch's view that the
bank has failed, given its weak liquidity and capital positions.
It also considers the fact that TB has already required
regulatory forbearance in the form of a waiver from the CBA in
respect of the breach of capital requirements.

Fitch views further external support for TB as highly uncertain.
Management has informed Fitch that the bank's controlling
shareholder, World Wines, plans to inject new equity into the
bank in the near-term.  However, the absence of capital support
to date, the lack of transparency in respect to ultimate control
of the bank and the reported recent arrest of one of the bank's
key shareholders (see Fitch's comment of April 4) mean that such
support cannot be relied upon, in the agency's view.  Support for
TB from the Azerbaijan authorities is possible, but also highly
uncertain given the apparent complications in relations between
the authorities and one of the bank's shareholders, and the
recent prolonged delays with the recapitalization by the
Azerbaijan authorities of International Bank of Azerbaijan (IBAR,
'BB+'/Rating Watch Negative).

TB's Long-term IDR could be downgraded to 'D' or 'RD' (Restricted
Default) if liquidity tightens further and it becomes clear that
the bank is no longer able to service its current obligations.
The Long-term IDR and VR could be upgraded if TB receives
substantial external support, to the extent that Fitch views the
bank once more as a viable entity.

The rating actions are as follows:

  -- Long-term IDR: downgraded to 'CC' from 'B-', off Rating
     Watch Negative (RWN)
  -- Short-term IDR: downgraded to 'C' from 'B', off RWN
  -- Viability Rating: downgraded to 'f' from 'b-', off RWN
  -- Support Rating: affirmed at '5'
  -- Support Rating Floor: affirmed at 'No Floor'


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


NATSIONALNA ELEKTRICHESKA: S&P Affirms 'BB-' Issuer Credit Rating
-----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' long-term
issuer credit rating on Bulgaria-based, 100% indirectly state-
owned electricity utility Natsionalna Elektricheska Kompania EAD
(NEK). "At the same time, we removed the rating from CreditWatch,
where it was placed with negative implications on April 26, 2012.
The outlook is negative," S&P said.

"The affirmation follows NEK's resolution of the immediate threat
to its liquidity posed by the maturity of its EUR250 million
syndicated loan on May 21, 2012. NEK achieved this partly by
signing a loan agreement to extend EUR195 million of the loan for
another year, and partly by repaying the balance with its own
cash and a Bulgarian lev (BGN) 70 million (about EUR35 million)
special-purpose loan from its direct parent--100% state-owned
Bulgarian Energy Holding (BEH). Although NEK has eliminated the
immediate liquidity risk, we believe that the short-term nature
of the extension and the partial use of NEK's own cash continue
to put pressure on the company's liquidity position. We assess
NEK's liquidity as 'less than adequate' according to our
criteria," S&P said.

"We will update our base-case credit scenario once the Bulgarian
State Energy and Water Regulatory Commission has announced the
annual regulated tariffs effective from July 1, 2012. In
addition, we intend to meet with NEK's management and owner to
discuss their plans for a long-term financing solution to the
company's short-term debt maturities," S&P said.

"Our rating on NEK continues to reflect our assessment of NEK's
'b' stand-alone credit profile (SACP) and our opinion that there
is a 'moderately high' likelihood that the Republic of Bulgaria
(BBB/Stable/A-3) would provide the company with timely and
sufficient extraordinary support in the event of financial
distress," S&P said.

"In accordance with our criteria for government-related entities
(GREs), we base our opinion of the 'moderately high' likelihood
of government support on NEK's," S&P said:

    "Important" role for the energy sector in Bulgaria, given the
    company's monopoly position as the electricity transmission
    grid operator and its ongoing function as the sole public
    electricity provider to protected customers (customers who
    are either not eligible or have decided not to switch
    electricity supplier); and

    "Strong" link with the Bulgarian government, which is the
    sole shareholder in NEK's direct parent BEH.

"In our view, NEK's SACP could deteriorate as a result of
continued aggressive liquidity management, particularly if a
credible plan to improve the company's liquidity position on a
sustainable basis is not forthcoming," S&P said.

"Furthermore, in our opinion, a loss of eligible customers or
export market share beyond what we currently anticipate, and/or
adverse regulatory decisions, might have a negative effect on
NEK's cash flows and profitability, and therefore on the SACP. In
addition, further reforms of the energy sector encompassing NEK's
parent BEH could negatively affect NEK's SACP," S&P said.

"In accordance with our rating methodology for GREs, a downward
revision of NEK's SACP by one notch would result in us lowering
the long-term corporate credit rating to the same extent,
assuming no change to our opinion of a 'moderately high'
likelihood of extraordinary support from the state," S&P said.

An outlook revision to stable depends on NEK finding a
sustainable and long-term solution to the refinancing of its
syndicated loan.


===========
C Y P R U S
===========


* CYPRUS: Fitch Puts Long-Term IDRs of Three Banks on Watch Neg.
----------------------------------------------------------------
Fitch Ratings has placed Bank of Cyprus (BOC), Cyprus Popular
Bank (CPB) and Hellenic Bank's (HB) Long-term Issuer Default
Ratings (IDRs) and Support Rating Floors (SRFs) of 'BB+' and
Support Ratings of '3' on Rating Watch Negative (RWN).  At the
same time, the agency has downgraded BOC's and HB's Viability
Rating (VR) to 'b-' from 'bb-' and CPB's to 'f' from 'b-'.

The RWNs reflect the fact that Cypriot banks remain highly
sensitive to heightened risks in Greece, in particular if Greece
was unable to sustain its membership of Economic and Monetary
Union.

In the event that the new general elections scheduled for June 17
fail to produce a government with a mandate to continue with the
EU-IMF program of fiscal austerity and structural reform, an exit
of Greece from EMU would be probable and this would likely result
in widespread default on private sector as well as sovereign
euro-denominated obligations.

While the propensity of the Cypriot government to support Cypriot
banks remains unchanged, its ability would largely depend by the
scale of the problems derived from Cypriot banks' Greek
operations.

CPB is the most exposed to Greek loans (49% of gross loans at
end-2011; including international shipping loans booked in
Greece), followed by BOC (34% at end-March 2012) and HB (17% at
end-2011).  Exposure to Greek government debt has substantially
declined after impairments in 2011 and ranges between EUR35
million at HB and around EUR350 million at CPB.

The downgrade of BOC's and HB's VR reflects their capital needs
due to large losses in 2011 as a result of impairments on their
Greek sovereign debt exposures and a deterioration of their
credit risk profiles.  Fitch also notes that further loan
deterioration in 2012, particularly on the Greek loan portfolio,
could add to capital needs.  The RWN on their VRs reflects their
sensitivity to developments in Greece, asset quality
deterioration and adverse confidence shifts.

BOC and HB were in breach of Central Bank of Cyprus' minimum 8%
core capital requirement at end-2011.  BOC's core capital ratio
was 6.8% (including EUR592 million capital raised in Q112) and
HB's was 7.1%.  BOC is under greater pressure as it also has to
meet EBA's 9% core capital requirement by end-June 2012.
However, the two banks have capital strengthening plans under
way.

Fitch also considers in BOC's VR its leading domestic franchise
in Cyprus, sound funding structure (gross loans/deposits ratio of
98% at end-Q112) and tangible results in improving capital during
Q112.  HB's VR is supported by its comparatively lower exposure
to Greece and good funding profile (gross loans/deposits ratio of
77% at end-2011), although it has reliance on non-resident
deposits.

The downgrade of CPB's VR to 'f' from 'b-' reflects the bank's
failure in absence of timely external support.  Fitch will
maintain CPB's VR at 'f' for a short period of time, until
capital is restored, which is likely to be primarily sourced from
the Cypriot government.  However, Fitch anticipates that the VR
will, at best, remain at a deeply sub-investment grade rating
level to reflect the numerous challenges the bank is faced with
and its substantial weak credit fundamentals.

The ratings actions are as follows:

BOC

  -- Long-term IDR at 'BB+'; placed on RWN
  -- Short-term IDR affirmed at 'B'
  -- Viability Rating downgraded to 'b-' from 'bb-'; placed on
     RWN
  -- Support Rating at '3'; placed at RWN
  -- Support Rating Floor at 'BB+'; placed at RWN
  -- Senior notes at 'BB+'; placed at RWN
  -- Commercial Paper affirmed at 'B'

CPB

  -- Long-term IDR at 'BB+'; placed on RWN
  -- Short-term IDR affirmed at 'B'
  -- Viability Rating downgraded to 'f' from 'b-'
  -- Support Rating at '3'; placed at RWN
  -- Support Rating Floor at 'BB+'; placed at RWN
  -- Senior notes at 'BB+'; placed at RWN

HB

  -- Long-term IDR at 'BB+'; placed on RWN
  -- Short-term IDR affirmed at 'B'
  -- Viability Rating downgraded to 'b-' from 'bb-'; placed on
     RWN
  -- Support Rating at '3'; placed at RWN
  -- Support Rating Floor at 'BB+'; placed at RWN


===========================
C Z E C H   R E P U B L I C
===========================


CENTRAL EUROPEAN: S&P Lowers Corporate Credit Rating to 'CC'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on Bermuda-registered emerging markets TV
broadcaster Central European Media Enterprises Ltd. (CME) to 'CC'
from 'B-'. The outlook is negative.

"We also lowered to 'CC' from 'B-' our issue rating on the EUR170
million senior secured notes due 2017 issued by CME's subsidiary
CET 21 spol.s.r.o. (CET 21; not rated), in line with the
corporate credit rating on CME," S&P said.

"At the same time, we lowered to 'C' from 'CCC+' the issue
ratings on CME's US$130 million senior secured convertible notes
due 2013, EUR375 million notes due 2016, and EUR148 million notes
due 2014," S&P said.

"The downgrades follow CME's announcement of a tender offer of up
to $170 million in aggregate principal amount of its outstanding
notes due 2014 and 2016. The offer for the 2014 notes amounts to
a subpar debt repurchase, and this could also be true of the
offer for the 2016 notes. Under our exchange offer criteria, and
taking into consideration our assessment of CME's 'weak' business
risk and 'highly leveraged' financial risk profiles, we view such
sub-par debt buybacks as distressed exchange offers and therefore
as tantamount to a default if completed," S&P said.

"We also understand that, as part of the refinancing plan, CME
could consider taking additional actions on some of its other
debt instruments, although details on such plans are not publicly
available. We are therefore unable to assess whether we would
classify these offers as distressed," S&P said.

"Conversely, we believe the tender offer for the 2013 notes
doesn't qualify as a distressed offer, because the $130 million
outstanding amount of convertible notes (including accrued
interest) is tendered at par," S&P said.

"According to CME's press release the tender price for the 2014
notes ranges between 86% and 92%, and between 97% and 100% for
the 2016 notes. The deadline for the tender offers is May 25,
2012, subject to further extension by CME. We understand that the
debt repurchase will initially be funded with a bridge loan of up
to US$300 million granted by Time Warner Inc.," S&P said.

"The negative outlook reflects our view that we will likely lower
our long-term rating on CME to 'SD' (selective default), and the
issue ratings on the related debt instruments to 'D' (default),"
S&P said.

"Upon completion of the planned transactions, we will reassess
our long-term rating on CME based our view of its business and
financial risk profiles at that time. In particular, we will
review CME's overall debt reduction and liquidity position
following the implementation of the restructuring plan," S&P
said.


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


BHW BAUSPARKASSE: S&P Raises Subordinated Debt Rating From 'BB+'
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term
counterparty credit rating on Germany-based BHW Bausparkasse AG
Hameln (BHW) to 'A-' from 'BBB'. The outlook is stable.

"At the same time, we affirmed our 'A-2' short-term counterparty
credit rating on the bank. In addition, we raised our ratings on
BHW's nondeferrable subordinated debt to 'BBB+' from 'BB+'," S&P
said.

"The rating actions reflect our revision of BHW Bausparkasse's
group status to 'strategically important' from 'moderately
strategically important'," S&P said.

"The 'strategically important' status reflects our view that BHW
is unlikely to be sold by its ultimate parent, Deutsche Bank AG.
This is because we expect BHW to remain important to Deutsche
Bank's long-term business and funding strategy on the basis of
BHW's well-known brand in the German building savings ('bauspar')
markets," S&P said.

"In view of BHW's revised group status, our long-term
counterparty credit rating on the bank benefits from three
notches of uplift above its 'bbb-' stand-alone credit profile
(SACP)," S&P said.

"We base our assessment of BHW's SACP on the bank's 'weak'
business position, 'strong' capital and earnings, 'weak' risk
position, 'average' funding, and 'adequate' liquidity, as our
criteria define these terms," S&P said.

"Under our bank criteria, we use our Banking Industry Country
Risk Assessment's economic risk 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 Germany is 'a-', based on an economic risk score of '1'
and an industry risk score of '3'," S&P said.

"At the same time, we raised our ratings on BHW's nondeferrable
subordinated debt to 'BBB+' from 'BB+' on the basis of our hybrid
criteria, as we expect group support to be extended to these
issues in the event of need. The rating on the subordinated debt
is one notch lower than the long-term counterparty credit
rating," S&P said.

"The stable outlook reflects our expectation that BHW will
maintain its strong capital position and stable funding base. It
also factors in our anticipation that Deutsche Bank will leverage
BHW's franchise in the German building savings markets and that
BHW's operational integration within the Deutsche Bank group will
gradually strengthen," S&P said.

"We could raise the ratings if BHW's SACP strengthens or if its
importance within the Deutsche group increases further," S&P
said.

"We could lower the ratings if the SACP were to weaken, which is
not our base-case scenario, however. In addition, we could
consider lowering the ratings if BHW's strategic and operational
integration within the Deutsche Bank group does not proceed as we
anticipate," S&P said.

A one-notch downgrade of Deutsche Bank would not automatically
affect the ratings on BHW.


CS EUROREAL: To Be Wound Up Within Five Years
---------------------------------------------
Dalia Fahmy, writing for Bloomberg News reports that Credit
Suisse Group AG plans to liquidate its EUR6 billion
(US$7.6 billion) German property mutual fund after investors
tried to withdraw more money than the fund has available.

According to Bloomberg, the Zurich-based bank's German property-
management unit said in a statement on Monday that CS Euroreal
will be wound up within five years.

"Redemption requests greatly exceeded the original forecasts,"
Bloomberg quotes Karl-Heinz Heuss, head of the Credit Suisse
unit, as saying on Monday in a statement.  Mr. Heuss, as cited by
Bloomberg, said that CS Euroreal had raised EUR1.6 billion in
cash to cover repayments.

Credit Suisse Asset Management opened CS Euroreal for redemptions
on May 9 after the fund had been frozen for two years, Bloomberg
discloses.

The company was expected to disclose how much money investors
wanted to withdraw from the fund on Tuesday, Bloomberg notes.

Since the global recession that ended in 2009, German real-estate
open-ended funds have struggled to meet redemption requests,
leading seven to be dissolved, Bloomberg says.

CS Euroreal owns La Befane shopping center in Rimini, Italy, and
the Europa Galerie mall in the German city of Saarbruecken.


KABEL DEUTSCHLAND: Fitch Affirms Issuer Default Rating at 'BB'
--------------------------------------------------------------
Fitch Ratings has affirmed Kabel Deutschland Vertrieb and Service
GmbH's (KDG) Issuer Default Rating at 'BB' with a Stable Outlook.
The company's senior secured rating has been affirmed at 'BB+'.
The affirmations follow KDG's announced acquisition of
TeleColumbus.

"The acquisition of TeleColumbus has good strategic rationale,
improving KDG's growth prospects.  The related increase in
leverage will be manageable," says Nikolai Lukashevich, Senior
Director in Fitch's TMT team.

Operationally, TeleColumbus is a good match for KDG's business.
As a primarily Level 4 cable operator, the company has always
significantly relied on KDG as a Level 3 partner.  TeleColumbus's
subscriber base is relatively underpenetrated in terms of
internet and Pay-TV usage providing good growth opportunities for
KDG, which has a strong track record of successfully upselling
premium products to its customers.  At present, internet
penetration of homes passed is only 5.9% for TeleColumbus vs. 14%
for KDG at end-December 2011.  The acquisition will increase
KDG's homes passed by 1.4m, or by 13% to 12.0m.  Most valuable
direct subscribers would increase by also 1.4m, or by 19% to 8.9m
and total subscribers would grow by 1.1m (currently 0.3m of
TeleColumbus's subscribers are KDG's indirect subscribers) to
9.6m.

Fitch views the transaction's execution risks as relatively
modest.  KDG acquired 1.1m customers from TeleColumbus in 2008
and successfully integrated them into its customer base.  Its
experience with digesting TeleColumbus's assets is unlikely to be
different this time.  Upgrading TeleColumbus's network to DOCSIS
3.0 standard should not be excessively expensive.

KDG retains a strong deleveraging capacity. Pro-forma for the
acquisition, KDG's leverage would rise to 3.8x ND/EBITDA
conforming to the upper level earlier identified by Fitch as
still consistent with the current ratings level.  KDG's revenues
and EBITDA continue to grow, and the company remains strongly
free cash flow generative, shaping its good deleveraging
flexibility.  Relatively quick deleveraging may be jeopardized by
excessive shareholder distributions.  However, Fitch views this
as a relatively modest risk as the company remains outside its
targeted leverage range of between 3.0x and 3.5x ND/EBITDA.  A
planned financing structure implies that a significant proportion
of new debt would be unsecured, which would only marginally
increase senior secured leverage.

KDG group has agreed to acquire TeleColumbus (TC), a primarily
level 4 operator in Germany, effectively for debt.  The agreed
price is EUR603 million plus accrued interest totalling app.
EUR618 million and implying only approximately EUR5 million for
equity.  TeleColumbus will be initially acquired by KDH (not
rated), a holding company for the KDG group, but the plan is to
quickly re-designate it to KDG, a restricted operating company.
This acquisition is subject to regulatory approval, which is
expected by end-2012.


===========
G R E E C E
===========


CITY GATE: Files for Creditor Protection
----------------------------------------
Natalie Weeks at Bloomberg News, citing Imerisia, reports that
City Gate filed for protection from creditors as it seeks to
reorganize.

According to Bloomberg, the newspaper said that APN Property
Group Ltd., which invested more than EUR80 million (US$102
million) to build City Gate and has filled only 55% of the space,
wants to sell the mall eventually.

City Gate is an Australian-owned shopping center in Thessaloniki,
northern Greece.


REVOLVER 2008-1: Fitch Junks Rating on EUR1-Bil. Class A Notes
--------------------------------------------------------------
Fitch Ratings has downgraded Revolver 2008-1 PLC's EUR1 billion
class A notes to 'CCCsf' from 'B-sf'/Stable.

The transaction is backed by a pool of Greek consumer loans and
credit card receivables originated by National Bank of Greece
(NBG; 'CCC'/'C'). The rating action reflects the downgrade of
NBG.

Fitch understands that NBG remains the sole investor in the notes
and is of the opinion that the credit quality of Revolver 2008-
1's notes is constrained by NBG's rating.  The transaction
documentation has been repeatedly amended and both the
commingling reserve account and the cash collateral account were
moved on 24 August 2011 to NBG from Citibank N.A.
('A'/Stable/'F1').

If NBG were to default, the notes issued by Revolver 2008-1 would
likely lose the significant credit enhancement provided by the
cash collateral account.  The transaction may also be exposed to
liquidity and payment interruption risk (in the event of an NBG
insolvency), as the structure does not feature any further
liquidity maintenance.

Delinquency and defaults rates have continued to be reported at
elevated levels.  In the April 2012 collection period, the
securitized credit card pool reported over 30-day delinquencies
at 12.5%, whilst the open loan pool represented 23.8% of the
pool.  On an annualized basis, defaults were reported at 14.4%
and 27.7% respectively.  This resulted in a further reserve fund
drawing reducing the cash collateral account to EUR331.5 million
from the target of EUR339 million.


* GREECE: Fitch Cuts Mortgage-Covered Bond Ratings of Four Banks
----------------------------------------------------------------
Fitch Ratings has downgraded the mortgage covered bonds issued by
Alpha Bank (Alpha), EFG Eurobank (EFG), National Bank of Greece
(NBG) and Piraeus Bank (Piraeus), with all programs maintained on
Rating Watch Negative (RWN), as follows:

  -- Alpha: downgraded to 'B-' from 'BBB-'; maintained on RWN

  -- EFG: downgraded to 'B-' from 'BBB-'; maintained on RWN

  -- NBG (Programme I): downgraded to 'B-' from 'BB-'; maintained
     on RWN

  -- NBG (Programme II): downgraded to 'B-' from 'BBB-';
     maintained on RWN

  -- Piraeus: downgraded to 'B-' from 'BBB-'; maintained on RWN

The rating actions follow the downgrade of Greece's sovereign
rating to 'CCC' from 'B-', and the revision of the Country
Ceiling from 'AAA' to 'B-' on 17 May 2012, and subsequent
downgrades of Alpha's, EFG Eurobank's, NBG's and Piraeus' Long
Term Issuer Default Ratings (IDR) to 'CCC' on 18 May 2012.

Fitch previously assigned a single 'AAA' Country Ceiling across
all Euro Area Member States (EAMS) reflecting the very low risk
of transfer and convertibility controls being imposed within
European Monetary Union (EMU) and on euro-denominated debt.  With
exit from EMU a material and rising risk, Fitch has revised the
Country Ceiling to 'B-' for Greece, which effectively imposes a
cap on the ratings of all issuers and transactions domiciled in
Greece.  In the event of a Greek exit from EMU, Fitch would treat
the forcible re-denomination of sovereign and private sector debt
into a new Greek currency as a default event in line with its
Distressed Debt Exchange rating criteria.

The mortgage covered bonds issued by Alpha, EFG, NBG and Piraeus
have been downgraded as a direct result of the revision of the
Country Ceiling to 'B-' from 'AAA', and all Greek covered bond
ratings are now capped by the Country Ceiling.

In all cases except NBG (Programme I), the rating of the covered
bonds on a Probability-of-Default (PD) basis are now capped at
'B-' and no uplift for recoveries can be granted above the cap.

In the case of NBG (programme I), the rating of the covered bonds
on a PD basis continues to be equalized with the Long Term IDR of
the bank ('CCC'), while one notch uplift for recoveries can be
assigned.  The resulting covered bonds rating is 'B-'.

The covered bonds have been maintained on RWN as a result of the
uncertainty surrounding the political situation in Greece.  Fitch
expects to downgrade the covered bonds further in the event that
an exit of Greece from EMU becomes probable.


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I R E L A N D
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EPIC BRODIE: S&P Affirms 'B' Rating on Class F Notes
----------------------------------------------------
Standard & Poor's Ratings Services affirmed its credit ratings on
all of Epic (Brodie) PLC's classes of notes.

"The rating actions reflect our view on the creditworthiness of
the Terry loan, the sole remaining loan in the transaction,
following its restructuring in January 2012," S&P said.

"As of January 2012, the balance of the senior portion of the
loan was EUR242.4 million, and the whole-loan balance was
EUR258.3 million. The whole-loan maturity date was initially
scheduled for April 2011, but following the borrower's failure to
repay the balance at that date, the servicer and the junior
lenders have recently agreed to extend the maturity to January
2014," S&P said.

S&P understand that in connection with the extension of the Terry
loan, the parties have agreed:

    Minimum amortization amounts of EUR80 million by July 2012,
    and an additional EUR70 million by July 2013 through property
    disposals and quarterly amortization. Any payment failure
    will constitute a loan event of default.

    The allocation of any excess flow (from rental income and
    property sales), after the whole-loan servicing, toward the
    reduction of the securitized loan balance. On the April 2012
    note payment date, the securitized loan cash-amortized by
    EUR0.9 million.  "We understand that a further EUR2.4 million
    will redeem the securitized loan on the July 2012 payment
    date," S&P said.

"The borrower has entered into new hedging arrangements to cover
interest rate risks during the extended period. The cap
arrangement takes into account the partial prepayments expected
to take place during the extended period," S&P said.

The borrower has also undertaken to maintain a whole-loan
interest coverage ratio of at least 1.50x until January 2014, and
a whole-loan-to-value ratio below 85% between October 2013 and
January 2014.

In January 2012, the servicer reported a securitized loan-to-
value ratio of 93.0%, and a securitized interest coverage ratio
of 3.17x.

"The whole loan is secured against 10 predominantly retail assets
located mostly in high streets around Germany. Although the
property cash flow has not deteriorated since issuance, general
market conditions have negatively affected the value of the
assets since issuance, as reflected in the most recent valuation
of March 2011. In our view, the level of recoveries associated
with this portfolio continues to be constrained by the benchmark
set by the most recent valuation of EUR260.5 million.
Accordingly, notwithstanding the restructuring, we consider that
the securitized loan remains exposed to refinance challenges, and
that it could experience principal losses to a certain degree if
the value declines again," S&P said.

"We note that the maximum rating achievable for this transaction
under our counterparty criteria is one notch above our long-term
rating on the cash deposit bank counterparty, BNP Paribas (AA-
/Negative/A-1+)," S&P said.

"Taking into account our review of the loan, we consider that
notwithstanding the restructuring, the level of recoveries
associated with this portfolio continues to be constrained by the
benchmark set by the most recent valuation, which we had already
reflected in our existing ratings," S&P said.

"We have therefore affirmed our credit ratings on all of the
classes of notes in Epic (Brodie)," S&P said.

"The transaction, which closed in 2006, is a synthetic commercial
mortgage-backed securities (CMBS) transaction. The notes were
originally linked to five loans secured on 70 properties located
across Finland, Germany, Spain, and France. Since closing, four
of the reference loans have repaid, leaving one loan and an
outstanding note balance of EUR242.3 million as of April 2012
(down from EUR759.3 million at closing). All of the loans were
originated and are serviced by the Royal Bank of Scotland PLC.
The final maturity date of the notes is January 2016," 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 Report
included in this credit rating report is available at:

            http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class         Rating

Epic (Brodie) PLC
EUR759.264 Million Commercial Mortgage-Backed Floating-Rate Notes

Ratings Affirmed

A             AA (sf)
B             A (sf)
C             BBB+ (sf)
D             BB+ (sf)
E             BB (sf)
F             B (sf)


TITAN EUROPE 2006-2: S&P Puts B- Class E Note Rating on Watch Neg
-----------------------------------------------------------------
Standard & Poor's Ratings Services took various credit rating
actions in Titan Europe 2006-2 PLC, Titan Europe 2006-3 PLC, and
Titan Europe 2006-5 PLC.

Specifically, S&P has placed on CreditWatch negative for credit
reasons its ratings on:

    Titan Europe 2006-2's class B, C, D, and E notes;
    Titan Europe 2006-3's class B, C, and D notes; and
    Titan Europe 2006-5's class A2, A3, and B notes.

"Our ratings on Titan Europe 2006-2's class A notes, Titan Europe
2006-3's class A and X notes, and Titan Europe 2006-5's class A1
and X notes were already on CreditWatch negative for counterparty
reasons. Following 's review, our ratings on these notes remain
on CreditWatch negative for counterparty reasons, and are now
also on CreditWatch negative for credit reasons," S&P said.

"Our ratings on all other classes of notes in these three
transactions are unaffected by 's rating actions," S&P said.

The CreditWatch negative placements follow the declaration of a
liquidity facility event of default in Titan Europe 2006-2 by
HSBC Bank PLC (AA-/Stable/A-1+), the liquidity facility provider.

On May 2, 2012, HSBC Bank issued a letter stating that:

    A liquidity facility event of default is outstanding because,
    as of the April 2012 interest payment date (IPD), prepayment
    amounts received on one of the loans to date were applied to
    repay the noteholders instead of repaying the liquidity
    facility;

    It is cancelling its liquidity facility commitment;

    No further liquidity drawings or stand by drawings can be
    made under the liquidity facility; and

    All amounts outstanding under the agreement are immediately
    due and payable.

"This follows a similar statement in February 2012 regarding the
Titan Europe 2006-1 PLC transaction," S&P said.

"We understand that the parties to Titan Europe 2006-1 do not
agree on the correct interpretation of certain provisions in the
liquidity facility agreement and cash management agreement--
specifically, how to allocate certain amounts to repay note
principal and amounts due to the liquidity facility provider.
They are therefore discussing how these provisions should
operate. Meanwhile, the liquidity facility has been reinstated
for the April IPD," S&P said.

"HSBC Bank maintains that: A liquidity facility event of default
is outstanding, no further drawings (including stand by drawings)
may be made, and all amounts outstanding are immediately due and
payable. Titan Europe 2006-1 maintains that: An event of default
is not outstanding, HSBC Bank's failure to extend the liquidity
facility constitutes an extension refusal, and the issuer is
entitled to make a stand by drawing," S&P said.

"As with Titan Europe 2006-1, we understand that Titan Europe
2006-2 may also seek an independent review of the transaction
documents, and that it will consult with the note trustee,
servicer, and other relevant parties," S&P said.

Risks to the Titan Europe 2006-2 transaction include:

    In the immediate term, an interest shortfall could occur on
    all classes of notes on the next IPD.

    Thereafter, timely payment of interest on the notes is at
    risk if the existing liquidity facility is no longer
    available and is not replaced.

    "If interest shortfalls occur, we could lower our ratings on
    all classes of notes, as our ratings address timely payment
    of interest," S&P said.

"HSBC Bank is also the liquidity facility provider in Titan
Europe 2006-3 and Titan Europe 2006-5, both of which have
outstanding liquidity facility draws. We consider that
transactions with liquidity draws outstanding with HSBC Bank as
liquidity facility provider may be exposed to similar risks.
Therefore, we have placed or kept on CreditWatch negative our
ratings on Titan Europe 2006-3's class B, C, and D notes, and
Titan Europe 2006-5's class A2, A3, and B notes," S&P said.

"Following the liquidity facility event of default, our ratings
on Titan Europe 2006-3's class A and X notes, and Titan Europe
2006-5's class A1 and X notes, remain on CreditWatch negative. We
initially placed these ratings on CreditWatch negative for
counterparty reasons, following our Nov. 29, 2011 rating actions
on banks. In addition to counterparty reasons, these ratings now
remain on CreditWatch negative for credit reasons," S&P said.

"In Titan Europe 2006-2, Titan Europe 2006-3, and Titan Europe
2006-5, our 'CCC- (sf)' and 'D (sf)' ratings are unaffected by 's
rating actions because we consider that the ratings already
reflect our view of the likelihood of near-term defaults," S&P
said.

"We cannot currently determine whether the two declared liquidity
facility events of default are limited to the Titan Europe
transactions, or to HSBC Bank as a liquidity provider, or whether
they will have wider consequences for other European commercial
mortgage-backed securities (CMBS) transactions. We will continue
to monitor the developments in Titan Europe 2006-1 and Titan
Europe 2006-2, and we are reviewing our other European CMBS
ratings where similar liquidity concerns may arise," S&P said.

"Titan Europe 2006-2 closed in March 2006, with notes totaling
EUR862.169 million, scheduled to mature in January 2016. Titan
Europe 2006-3 closed in March 2006, with notes totaling
EUR943.751 million, scheduled to mature in January 2016. Titan
Europe 2006-5 closed in March 2006, with notes totaling
EUR660.969 million, scheduled to mature in January 2016," S&P
said.

         POTENTIAL EFFECTS OF PROPOSED CRITERIA CHANGES

"We have taken the rating actions based on our criteria for
rating European 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 Report
included in this credit rating report is available at:

            http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class                   Rating
            To                         From

Titan Europe 2006-2 PLC
EUR862.169 Million Commercial Mortgage-Backed Floating-Rate Notes

Ratings Placed On CreditWatch Negative

A           A- (sf)/Watch Neg          A- (sf)
B           BB+ (sf)/Watch Neg         BB+ (sf)
C           BB- (sf)/Watch Neg         BB- (sf)
D           B (sf)/Watch Neg           B (sf)
E           B- (sf)/Watch Neg          B- (sf)

Ratings Unaffected

F           CCC- (sf)
G           CCC- (sf)
H           D (sf)
J           D (sf)

Titan Europe 2006-3 PLC
EUR943.751 Million Commercial Mortgage-Backed Floating-Rate Notes

Ratings Placed on CreditWatch Negative

B           BB (sf)/Watch Neg          BB (sf)
C           B (sf)/Watch Neg           B (sf)
D           B- (sf)/Watch Neg          B- (sf)

Ratings Remaining On CreditWatch Negative[1]

A           AA (sf)/Watch Neg
X           AA (sf)/Watch Neg

Ratings Unaffected

E           CCC (sf)
F           CCC- (sf)
G           D (sf)
H           D (sf)

Titan Europe 2006-5 PLC
EUR660.969 Million Commercial Mortgage-Backed Floating-Rate Notes

Ratings Placed On CreditWatch Negative

A2          A+ (sf)/Watch Neg          A+ (sf)
A3          A- (sf)/Watch Neg          A- (sf)
B           BB+ (sf)/Watch Neg         BB+ (sf)

Ratings Remaining On CreditWatch Negative[1]

A1          AA (sf)/Watch Neg
X           AA (sf)/Watch Neg

Ratings Unaffected


C           CCC- (sf)
D           D (sf)
E           D (sf)
F           D (sf)

[1] "Our ratings on these classes of notes are now on CreditWatch
negative for credit reasons, in addition to the counterparty
reasons for which we previously placed them on CreditWatch
negative," S&P said.


=================
M A C E D O N I A
=================


* MACEDONIA: S&P Affirms 'BB/B' Sovereign Credit Ratings
--------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB/B' long- and
short-term foreign and local currency sovereign credit ratings on
the Republic of Macedonia. The outlook is stable. The recovery
rating is '3'. "Our transfer and convertibility assessment for
Macedonia is 'BB+'," S&P said.

"The ratings on Macedonia balance our view of its relatively low
wealth levels, limited monetary flexibility, and weak external
liquidity, against its low fiscal and external debt stock
positions and the prospect of EU accession in the medium term,"
S&P said.

"Following real GDP growth of 3.0% during 2011, we expect
expansion to slow to 1.5% in 2012 on a likely moderation in
external and domestic demand. We expect, however, that continued
investment will support growth. We anticipate real GDP growth to
average just below 3.0% over 2012 to 2015 supported by increased
public and private sector investment in enhancing capacity across
sectors, which will in turn support private consumption and
exports. At the end of the forecast period, we expect per capita
GDP to reach $6,000, from $4,800 expected in 2012," S&P said.

"The Macedonian denar is pegged against the euro, and a high
percentage of loans and deposits are denominated in euros in the
Macedonian banking system. These arrangements, though suitable
for the nation, reduce monetary flexibility. In addition, two of
the three systemically important banks have eurozone parents,
which leaves the sector exposed to capital flight risk--Stopanska
Banka AD's parent is Greece-based National Bank of Greece S.A.
(CCC/Negative/C) and NLB Tutunska Banka AD's parent is Slovenia-
based Nova Ljubljanska banka. However, the Macedonian regulatory
and supervisory framework addresses the risk of capital
withdrawal by parent banks. Moreover, the banking system is well-
capitalized and largely funded by domestic deposits; we do not
expect Macedonian banks to rely on parental support in the near
term. In addition, we do not see imbalances in the domestic
banking system. In 2011, the loan-to-deposit ratio was 90%; the
overall stock of domestic credit to households and nonfinancial
corporations was 46% of GDP and the capital adequacy ratio was
17%. We project that the Macedonian financial system will remain
in a small net external creditor position in 2012," S&P said.

"Macedonia was granted EU candidate status in 2005 and in April
2009 the European Commission recommended opening accession
negotiations and moving to the second phase of implementing the
Stabilization and Association Agreement (SAA). The prospects of
EU accession have acted as a policy anchor for political
stability and for economic reforms. We see, however, Greece and
Macedonia at an impasse over Macedonia's constitution, with a
resolution unlikely any time soon. Nevertheless, we expect
Macedonia will continue to make progress on the open EU accession
chapters in the meantime," S&P said.

"The stable outlook balances our view of Macedonia's structural
rigidities and vulnerabilities to external shocks against its low
levels of external and fiscal indebtedness. We could raise the
rating if reforms lead to higher growth and thus greater
convergence with wealth levels of higher-rated sovereigns. On the
other hand, we could lower the rating if our expectations
about the government's and private sector's access to
international markets do not hold or if the fiscal stance
weakens," S&P said.


===========
P O L A N D
===========


PBG SA: Creditors Withdraw Dromost Bankruptcy Petitions
-------------------------------------------------------
David McQuaid at Bloomberg News reports that PBG SA said
creditors Andrzej Kasprzak and Multibud sp. z o.o. withdrew
motions to declare its Dromost unit bankrupt after the sides
reached an agreement on the company's debt.

PBG SA is Poland's third-largest builder.


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


GLOBEX EURO: Fitch Assigns 'B' Rating to US$2BB Sr. Unsec. Notes
----------------------------------------------------------------
Fitch Ratings has assigned GLOBEX Euro Funding Limited's US$2
billion Euro-Commercial Paper Programme of senior unsecured notes
a Short-term 'B' rating.

The outstanding balance on the program (at any given day) is
limited to US$2 billion or equivalent.  The program documentation
sets the maximum term of the individual note issues at 364 days.
Notes will rank pari passu with other unsecured obligations.  The
terms of the notes also contain a change of control clause under
which noteholders would receive the right to put the notes should
VEB's (Russia, 'BBB'/Stable) stake in Globex reduce below 75%
(VEB currently owns a 99.99% stake).  The proceeds from the
upcoming issues under the program will be on-lent to GLOBEXBANK.

The bank was ranked among the top-30 Russian banks.  GLOBEXBANK's
total assets amount to RUB198bn (USD6.7bn), or about 0.5% of
system assets at end-Q112. It is primarily a corporate bank with
82 outlets located throughout Russia.

GLOBEXBANK's ratings are:

  -- Long-term Issuer Default Rating (IDR) 'BB', Stable Outlook
  -- Short-term IDR 'B'
  -- Viability Rating 'b'
  -- National Long-term rating 'AA-(rus)', Stable Outlook
  -- Support Rating '3'


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


AUTOVIA DE LA MANCHA: Moody's Confirms 'B3' Rating on Senior Loan
-----------------------------------------------------------------
Moody's Investors Service has confirmed the B3 underlying rating
of the EUR110 million guaranteed senior secured loan due 2031
(the "Loan"), originally raised by Autovia de la Mancha S.A.
("Aumancha") in 2008. The rating outlook is negative. This
concludes the review for downgrade initiated by Moody's on 20
October 2011.

Scheduled payments of principal and interest under the Loan are
unconditionally and irrevocably guaranteed by Assured Guaranty
(Europe) Ltd ("Assured Guaranty", Aa3/on review for downgrade,
formerly Financial Security Assurance (U.K.) Ltd) pursuant to a
financial guarantee insurance policy. The B3 underlying rating
reflects the credit risk of the Loan without the benefit of the
financial guarantee. The Aa3 insured rating of the Loan, which
does take into account the benefit of the financial guarantee, is
unchanged since it is determined as the higher of (i) the
insurance financial strength rating of Assured Guaranty; and (ii)
the underlying rating of the Loan.

Aumancha is a special purpose company that entered into a 30-year
concession agreement with the Spanish Regional Government of
Castilla-La Mancha ("Castilla-La Mancha") in June 2003 to build,
operate and maintain a 52.3 km shadow toll road linking the
cities of Toledo and Consuegra in central Spain (the "Project").

RATINGS RATIONALE

"The confirmation of Aumancha's B3 rating with a negative outlook
follows the conclusion of a review for downgrade of the Spanish
region of Castilla-La Mancha, which resulted in the confirmation
of Castilla-La Mancha's rating of Ba2 and assignment of a
negative outlook," says Declan O' Brien, an Analyst in Moody's
Infrastructure Finance Group.

The B3 underlying rating of the Loan reflects (i) the credit
rating of Castilla-La Mancha as payer under the concession
agreement; (ii) the history of late payments by Castilla-La
Mancha, which has put Aumancha under pressure to meet debt
service payments, although the recent payment history has been in
line with contractual terms; (iii) the Project's stable revenue
stream and benign performance regime under the concession
agreement; (iv) the straightforward nature of operations and
maintenance and lifecycle works; (v) the significant protection
afforded to senior creditors by virtue of the economic-financial
rebalancing regime within the concession agreement; (vi)
significant leverage, mitigated by robust debt service coverage
and cash break-even ratios; (vii) certain structural features
that further mitigate the risks of high leverage; (viii) a high
expected recovery assumption following early termination of the
concession agreement but would be subject to payment risk from
Castilla-La Mancha.

The negative outlook on the Loan's B3 underlying rating reflects
the ratings outlook for Castilla-La Mancha as payer under the
concession agreement and macro-economic pressures in Spain.

WHAT COULD CHANGE THE RATING UP/DOWN

Given the negative outlook, Moody's does not anticipate upward
pressure on the underlying rating in the short term. Assuming
future traffic trends supported a higher rating positioning,
Moody's could consider upgrading the Loan's underlying rating in
the event of an upgrade of the rating of Castilla-La Mancha
and/or evidence of steady receipt of payments from Castilla-La
Mancha with no material delays in the payment for outstanding
invoices.

Conversely, Moody's could consider downgrading the underlying
rating in the event of (i) a downgrade of the rating of Castilla-
La Mancha; and/or (ii) a prolonged decrease in observed traffic
levels on the project road.

PRINCIPAL METHODOLOGY

The principal methodology used in this rating was Operating Risk
in Privately-Financed Public Infrastructure (PFI/PPP/P3) Projects
published in December 2007.

Moody's approach to rating insured or "wrapped" transactions is
outlined in Moody's methodology entitled "Assignment of Wrapped
Ratings When Financial Guarantor Falls Below Investment Grade",
published in May 2008.

Aumancha's ultimate shareholders are (i) Iridium Concesiones de
Infraestructuras S.A. (formerly Dragados Concesiones de
Infraestructuras S.A.), a subsidiary of ACS Group, which holds
75%; and (ii) Cyopsa-Sisocia S.A., a local contractor active in
the Castilla-La Mancha region, which holds 25%.


AYT CAIXANOVA: Fitch Affirms Rating on Class C Notes at 'Bsf'
-------------------------------------------------------------
Fitch Ratings has maintained AyT CAIXANOVA FTPYME I, FTA's class
T, A and B notes on Rating Watch Negative (RWN) and affirmed the
class C notes, as follows:

  -- EUR6,735,220 Class T notes (ISIN ES0312091004): 'AAAsf',
     maintained on RWN

  -- EUR7,080,616 Class A notes (ISIN ES0312091012): 'AAAsf',
     maintained on RWN

  -- EUR30,000,000 Class B notes (ISIN ES0312091020): 'A-sf',
     maintained on RWN

  -- EUR26,000,000 Class C notes (ISIN ES0312091038): affirmed at
     'Bsf', Outlook Stable

The maintained RWN reflects the notes' material exposure to
Confederacion Espanola de Cajas de Ahorros (CECA;
'BBB+'/Negative/'F2'), as remedial actions have not been fully
implemented following its downgrade.

The affirmation of the class C notes reflects increased credit
enhancement (CE) due to transaction deleveraging.  The class B
notes have also built up a robust level of CE but their rating is
constrained by counterparty risk.

The portfolio has amortized down to 35% of its original balance,
with the class T and A notes representing only 9.6% of their
initial balances.  The reserve fund has increased during the past
year as recoveries are being realized and the current weighted
average recovery rate is now 81%.  However, the performance has
deteriorated as short-term delinquencies, defined as arrears less
than 60 days, have increased significantly during the year and
are now currently 15% of the pool.  Delinquencies greater than 90
days past due have not changed year on year but are still at the
relatively high level of 3.5%.

The transaction is unsecured and highly concentrated at obligor,
industry and regional levels. Currently, the top 10 obligors
represent 16% of the pool while obligors above 50bp amount for
51% of the outstanding balance.  The largest industry, Food,
Beverage and Tobacco, corresponds to 58% of the pool, while
exposure to Real Estate and Construction sectors is moderate at
12%.  The pool is 58% concentrated in Galicia region.

Fitch believes that the deteriorated arrears performance and high
levels of concentration are offset by significant levels of the
notes' CE which have more than doubled since the transaction was
originated.

The transaction is a cash flow securitization of a static pool of
unsecured loans to Spanish small and medium enterprises granted
by Caixa de Aforros de Vigo, Ourense e Pontevedra (Caixanova).


BANCO GRUPO: Fitch Downgrades LT Issuer Default Rating to 'BB+'
---------------------------------------------------------------
Fitch Ratings has downgraded Banco Grupo Caja 3's (BCaja3) Long-
term Issuer Default Rating (IDR) to 'BB+' from 'BBB-' and placed
it on Rating Watch Positive (RWP).  The agency has also
downgraded BCaja3's Viability Rating (VR) to 'bb' from 'bbb-' and
placed on Rating Watch Evolving (RWE).

The downgrade of the Long-term IDR reflects asset quality
deterioration and weakening of the bank's performance indicators.
Its VR is sensitive to the recessionary environment in Spain,
high unemployment which may hamper deposit collection, and the
severe downturn in the Spanish property market, to which BCaja3
is significantly exposed (28% of gross loans at end-2011).

Sizeable loan impairment provisions will need to be made to meet
the Spanish government's required increase in loan loss cover
ratios over banks' problematic and non-problematic real estate
exposures, which would significantly affect BCaja3's
profitability and solvency ratios if it had not been in a merger
process.  BCaja3's exposure to land was 15.8% of total lending
plus foreclosed assets.  Fitch is most concerned about this type
of exposure given the slackness of the market and long
transformation period associated with land development projects.
Further provisioning could also be required against SME exposures
and residential mortgage lending

BCaja3's ratings also reflect a comfortable liquidity and funding
position, backed by its large customer deposit base and low
market funding reliance.

The RWP on BCaja3's IDRs and the RWE on its VR highlight the
potential for an upgrade of these ratings given the strong
likelihood of BCaja3 merging into Ibercaja Banco, S.A., a medium-
sized bank.  The boards of directors of both banks approved a
merger in March 2012, but this remains subject to regulatory
approval.  Given the Spanish authorities' drive to consolidate
Spain's fragmented banking sector, Fitch considers that chances
of the merger being approved are quite good.

BCaja3's ratings are also sensitive to the satisfactory
completion of the integration process and the financial strength
of the merged bank.  Fitch will resolve the RWP and RWE upon
completion of the merger and once further information is made
available.  In the meantime, BCaja3's VR reflects its standalone
strength, which has been affected by the complex operating
environment.

BCaja3's IDRs are at the Support Rating Floor, indicating
moderate state support for the bank should this be required.  The
Support Rating of '3' has been affirmed.

BCaja3 had total assets of EUR20.7bn at end-2011.  Its core
business is retail banking in the regions of Aragon, Extremadura
and Castilla y Leon, but the bank has a more modest presence in
the rest of Spain.

The rating actions are as follows:

BCaja3:

  -- Long-term IDR: downgraded to 'BB+' from 'BBB-'; placed on
     RWP

  -- Short-term IDR: downgraded to 'B' from 'F3'; placed on RWP

  -- Viability Rating: downgraded to 'bb' from 'bbb-'; placed on
     RWE

  -- Support Rating: affirmed at '3'

  -- Support Rating Floor: affirmed at 'BB+'

  -- Subordinated debt: downgrade to 'BB-' from 'BB+'; placed on
     RWE


* SPAIN: European Commission to Probe Madrid's Budget Deficit
-------------------------------------------------------------
Miles Johnson at The Financial Times reports that the European
Commission is to dispatch inspectors to Spain this week to
investigate why Madrid was forced to revise higher its budget
deficit for the second time in five months as the country
prepares to announce how much public money will be pumped into
the part-nationalized lender Bankia.

Spain is battling to reduce its deficit to 5.3% of gross domestic
product this year -- a target the commission had said would be
missed but which the Spanish government insists it will meet, the
FT discloses.

Madrid, which officially appointed management consultancies
Oliver Wyman and Roland Berger to conduct independent stress
tests and a valuation of Spanish banks' property assets, is
expected to announce today after the market is closed the extra
state aid required by Bankia, the lender it part nationalized
this month, the FT says.

Analysts at Goldman Sachs, which is advising the Spanish
government on the recapitalization using state funds, have argued
an extra EUR13.5 billion will be needed, according to the FT.

Finance Minister Luis de Guindos again denied that Spanish banks
could need an injection of fresh capital from eurozone rescue
funds following that suggestion on Friday from Francois Hollande,
the recently installed French president, the FT relates.

Mr. Hollande on Friday became the first European leader to
suggest openly that Spain's banks -- which Mr. de Guindos this
month ordered to raise an extra EUR30 billion in provisions --
required aid that could be too great for Spain to provide alone,
the FT notes.


* SPAIN: Moody's Says RMBS Performance Worsened in March 2012
-------------------------------------------------------------
The performance of the Spanish residential mortgage-backed
securities (RMBS) market worsened in the three-month period
leading up to March 2012, according to the latest indices
published by Moody's Investors Service.

Moody's index of cumulative defaults increased to 2.25% of the
original balance in March 2012, from 2.14% recorded in December
2011. The 90+ day delinquency trend increased to 1.33% of the
current balance in March 2012, up from 1.23% in December 2011 but
well below the 2.27% peak reached in April 2009. However, April
2009 defaults were at 0.88% of the original balance, which is
considerably lower than current levels.

The reserve funds of 60 transactions are currently below their
target levels, of which 15 are fully drawn down. Nine deals have
breached their interest deferral triggers, affecting 15 tranches.
Moody's also notes that the annualized constant prepayment rate
(CPR) increased to 4% in March 2012, up from 3.22% in December
2011, but still notably lower than the CPRs recorded prior to
2008, which were over 10%.

Overall, Moody's currently rates 209 transactions in the Spanish
RMBS market, with a total outstanding pool balance of EUR134.15
billion.

The rating agency's outlook for Spanish RMBS remains negative.

On February 21, 2012, Moody's downgraded the rating of 169
tranches of Spanish RMBS following the lowering of the highest
achievable structured finance ratings in Spain to Aa2, which was
prompted by the downgrade of Spanish sovereign debt on
February 13, 2012.

As of April 2012, there are 169 tranches placed on review for
downgrade, affecting 81 Spanish RMBS.


===========
S W E D E N
===========


SKYWAYS EXPRESS: To File for Bankruptcy After Owners Halt Funding
-----------------------------------------------------------------
Kim McLaughlin at Bloomberg News reports that Skyways Express AB
said it will halt payments and apply for bankruptcy after its
owners decided not to fund the company any longer.

"As a consequence all flights have also been cancelled with
immediate effect," Bloomberg quotes the carrier as saying in a
statement on its Web site on Tuesday.

Skyways Express AB is a Swedish airline.


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


COREUPT: Failure to Find New Investors Prompts Chapter 11 Filing
----------------------------------------------------------------
John Symms at ESPN.com reports that CoreUPT has filed for Chapter
11 bankruptcy.  The company has until July 16 to find a new
source of capital to sustain its operations.

According to ESPN, failure to find a new investor or other source
of capital by July 16 would downgrade CoreUPT's status to Chapter
7 bankruptcy, which calls for the liquidation and redistribution
of the brand and its assets.  "We have two ways [to go]," the
report quotes CoreUPT General Manager Pierre Gjurasevic as
saying, "the first being a capital increase from a new investor,
or for the second, a handover of the brand."

"For now they are very bad outcomes," the reports quotes Mr.
Gjurasevic as noting.  "It's not very comfortable but we work
hard and I'm sure we will find a solution in a few weeks."
According to Mr. Gjurasevic, CoreUPT is already in talks with 10
different potential investors from the United Kingdom, the U.S.,
Russia and France.

The report relates the trouble started for CoreUPT in January
2011.  At that time, CoreUPT was raising funds and courting
investors to finance production on its hardgoods line and an
expansion into technical outerwear.  Mr. Gjurasevic said, "Even
with promises from different investors, we didn't realize [a
sufficient] increase of capital."  As a result, CoreUPT's product
deliveries had to be delayed that year in North America and
elsewhere in the world.

The report notes the worst came early this month when the bank
financing CoreUPT terminated the brand's line of credit, also
seeking immediate repayment of money loaned since March 2012.
That development forced CoreUPT to seek protection under Chapter
11 and buy additional fundraising time.

According to the report, at present, it appears that skiers will
see CoreUPT products in stores through the next ski season.
Earlier this month, Powdermag.com reported that the investment
firm MacManus Group has already provided funds to sustain
production through the 2012-2013 winter season.  Mr. Gjurasevic
confirmed that report saying, "Everything is on track to be on
snow next winter."

CoreUPT -- http://www.coreupt.com/-- sells ski equipments.


EUROSAIL PRIME-UK 2007: S&P Cuts Rating on Class D Notes to 'CCC'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
Eurosail PRIME-UK 2007-A PLC's class D notes, Eurosail-UK 2007-
5NP PLC's class D1c notes, and Eurosail-UK 2007-6NC PLC's class
D1a notes. "At the same time, we raised our rating on Eurosail-UK
2007-6NC's class A1a notes, and affirmed our ratings on all other
classes of notes in these transactions," S&P said.

"The rating actions follow our credit and cash flow analysis of
the most recent transaction information that we have received,
applying our December 2011 U.K. residential mortgage-backed
securities (RMBS) criteria," S&P said.

"On Dec. 19, 2008, we took various rating actions on all classes
of notes in these transactions, after each transaction ceased to
benefit from a currency swap," S&P said.

Similarly, the downgrades are primarily driven by a reduction in
credit enhancement as a result of unhedged currency risk.

"In the absence of a currency swap, available principal to make
payments on the euro-denominated notes is converted at the spot
rate. With the appreciation of the euro against the British pound
sterling since these transactions ceased to have the benefit of
currency swaps, principal payments to noteholders have been lower
than if the original currency swap had been in place," S&P said.

"Consequently, we calculate that potential losses resulting from
principal payments to date are GBP7 million in Eurosail 2007-A,
GBP24 million in Eurosail 2007-5NP, and GBP18 million in Eurosail
2007-6NC. The euro/sterling spot rate for the March 2012 payment
date (EUR1.195/GBP1) remains below the swap rate at closing for
each of the transactions. As long as this remains the case, we
consider that undercollateralization will increase--being
currently 25% in Eurosail 2007-A, 21% in Eurosail 2007-5NP, and
26% in Eurosail 2007-6NC," S&P said.

"There is no longer a liquidity facility in each of these
transactions; instead, interest collections on the mortgage loans
and the reserve fund are the only features available to make
interest payments on the notes. None of the reserve funds is
fully funded (currently 82%, 93%, and 97% of the target level for
Eurosail 2007-A, 2007-5NP, and 2007-6NC, respectively), following
small reserve fund draws in each of the past three quarters," S&P
said.

"Arrears of 90+ days in Eurosail 2007-A have increased recently,
following the decline observed throughout 2010; however, arrears
are on average lower for this transaction than for other
2007/2008 vintage transactions arranged by Lehman Brothers.
Cumulative losses are low at 20 basis points (bps)," S&P said.

"Although 90+ days arrears in Eurosail 2007-5NP and 2007-6NC are
high (at 12.9% and 27.5%, respectively), they have remained
fairly flat since mid-2009. Cumulative losses have tailed off in
recent quarters as the stock of repossessed properties has
reduced from the mid-2009 peaks, which is consistent with other
nonconforming U.K. RMBS transactions that we rate," S&P said.

"In addition, prepayment levels in all three transactions remain
low and the transactions are unlikely to pay down significantly
in the near term, in our opinion," S&P said.

"We have lowered our ratings on the class D notes in each
transaction because, in our view, there is a one-in-two chance of
eventual default, given that all classes of notes would be
undercollateralized if losses due to principal payments already
made were eventually realized," S&P said.

"We have raised our rating on the class A1a notes in Eurosail
2007-6NC, based on the results of our credit and cash flow
analysis," S&P said.

"We have affirmed our ratings on all other classes of notes in
each of the transactions, based on the results of our credit and
cash flow analysis and the application of our U.K. RMBS
criteria," S&P said.

"We expect severe arrears to remain at their current levels, as
there are a number of downside risks for U.K. nonconforming
borrowers. These include inflation, weak economic growth, high
unemployment, and fiscal tightening. On the positive side, we
expect interest rates to remain low for the foreseeable future,"
S&P said.

"We will continue to monitor these transactions, paying
particular attention to the euro/sterling exchange rates," S&P
said.

"Eurosail 2007-A is a U.K. RMBS transaction backed by first-
ranking mortgage loans (in England and Wales) and standard
securities (in Scotland). It closed in November 2007 and
securitizes mortgages originated by Alliance & Leicester PLC,"
S&P said.

Eurosail 2007-5NP and 2007-6NC are U.K. nonconforming RMBS
transactions backed by first-ranking mortgage loans (in England,
Wales, and Northern Ireland) and standard securities (in
Scotland). Both transactions closed in November 2007 and
securitize mortgages originated by Southern Pacific Mortgage
Ltd., Preferred Mortgages Ltd., Alliance & Leicester PLC, and
London Mortgage Co.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class                 Rating
              To                 From

Eurosail PRIME-UK 2007-A PLC
EUR323.743 Million Floating-Rate Notes

Rating Lowered

D             CCC (sf)           B- (sf)

Ratings Affirmed

A             B (sf)
M             B- (sf)
B             B- (sf)
C             B- (sf)

Eurosail-UK 2007-5NP PLC
EUR626.3 Million, GBP135.95 Million Mortgage-Backed Floating-Rate
Notes

Rating Lowered

D1c           CCC (sf)           B- (sf)

Ratings Affirmed

A1a           B (sf)
A1c           B (sf)
B1c           B- (sf)
C1c           B- (sf)

Eurosail-UK 2007-6NC PLC
EUR509.81 Million Mortgage-Backed Floating-Rate Notes

Rating Lowered

D1a           CCC (sf)           B- (sf)

Rating Raised

A1a           BB (sf)            B+ (sf)

Ratings Affirmed

A2a           B (sf)
A3a           B (sf)
B1a           B- (sf)
C1a           B- (sf)


MF GLOBAL: SIPA Trustee Begins Litigation in UK Court
-----------------------------------------------------
James W. Giddens, the SIPA trustee for MF Global Inc., disclosed
that his litigation to restore property that was or should have
been segregated for customers trading on UK and other foreign
exchanges began with the filing of an application for direction
with the English court.

On May 3, 2012, the Joint Special Administrators of MF Global UK
have filed an application for direction that "will help resolve
whether the customer property that is the subject of the SIPA
Trustee's approximately US$700 million client claim with the
Joint Special Administrators was or should have been segregated
under English law," according to an update posted in the SIPA
Trustee's Web site.

"As the advocate for all former customers of MF Global Inc., we
are prepared to fight in any jurisdiction for the return of
customer funds to their rightful owners," said Mr. Giddens.  "The
adjudication of this litigation will involve robust evidentiary
disclosures and hearings, the completion of which is subject to
the procedures of the English court."

The SIPA Trustee will press to have this litigation concluded as
expeditiously as possible.

                         About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/
-- was one of the world's leading brokers of commodities and
listed derivatives.  MF Global provided access to more than 70
exchanges around the world.  The firm also was one of 22 primary
dealers authorized to trade U.S. government securities with the
Federal Reserve Bank of New York.  MF Global's roots go back
nearly 230 years to a sugar brokerage on the banks of the Thames
River in London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos.
11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to
Interactive Brokers Group collapsed.  As of Sept. 30, 2011, MF
Global had US$41,046,594,000 in total assets and
US$39,683,915,000 in total liabilities.  It was the largest
bankruptcy filing in 2011.

MFGH's subsidiaries MF Global Capital LLC, MF Global FX
Clear LLC and MF Global Market Services, LLC filed for bankruptcy
protection on Dec. 19, 2011.

MF Global Holdings USA Inc., doing business as Farr Whitlock
Dixon & Co. Inc., and Man Group USA Inc., filed a Chapter 11
petition on March 2, 2012.  Holdings USA provided administrative
services to MF Ltd. and its domestic subsidiaries.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of
MF Global Finance USA Inc.

Louis J. Freeh was named the Chapter 11 Trustee for the
bankruptcy cases of MF Global Holdings Ltd. and its affiliates.
The Chapter 11 Trustee tapped (i) Freeh Sporkin & Sullivan LLP,
as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

The Official Committee of Unsecured Creditors retained Dewey &
LeBoeuf LLP, as counsel; and Capstone Advisory Group LLC as
financial advisor.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at
Hughes Hubbard & Reed LLP in New York.

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.  Seven directors of MF Global Holdings resigned from
their posts on Nov. 28, 2011.

U.S. regulators are investigating about US$633 million missing
from MF Global customer accounts, a person briefed on the matter
said Nov. 3, according to Bloomberg News.

The New York Stock Exchange has removed MFGI securities from
listing.

Bankruptcy Creditors' Service, Inc., publishes MF GLOBAL
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by MF Global Holdings and other insolvency and
bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


MONEY PARTNERS: S&P Lowers Ratings on Two Note Classes to 'B-'
--------------------------------------------------------------
Standard & Poor's Ratings Services took various credit rating
actions on the notes issued by Money Partners Securities 1 PLC,
Money Partners Securities 2 PLC, and Money Partners Securities 3
PLC.

"The rating actions follow our credit and cash flow analysis of
the most recent transaction information that we have received
(February 2012). Our analysis reflects our December 2011 U.K.
residential mortgage-backed securities (RMBS) criteria. We have
also applied our 2010 counterparty criteria, taking into account
our recent downgrades of the transaction counterparties. The main
counterparties in these transactions are Barclays Bank PLC
(A+/Stable/A-1) and Royal Bank of Scotland PLC (A/Stable/A-1),
acting as account bank and currency swap provider, and the
sections below explain the impact of their Nov. 29, 2011
downgrades," S&P said.

"On Dec. 12, 2012, we placed all of the rated notes in Money
Partners Securities 1, 2, and 3 on CreditWatch negative following
the release of our updated U.K. RMBS criteria. In addition, we
placed the senior classes of notes in Money Partners Securities 1
on CreditWatch for counterparty reasons on Feb. 7, 2012," S&P
said.

Money Partners Securities 1, 2, and 3 are U.K. nonconforming RMBS
transactions with loans originated by Money Partners Ltd. and
Kensington Mortgages Ltd.

The transactions closed between August 2005 and May 2006.

"All three transactions have high levels of 90+ day delinquencies
and cumulative principal losses, both of which are above our
nonconforming index for these metrics. Overall arrears levels are
stable but losses continue to increase," S&P said.

"When applying our December 2011 U.K. RMBS criteria, the
weighted-average foreclosure frequency and weighted-average loss
severity have increased, giving rise to an increase in the
required credit enhancement, as per our criteria. However,
increases in actual credit enhancement for these transactions
have largely offset our increased estimation of potential
defaults and losses," S&P said.

"Due to the high 90+ day arrears levels, the transactions do not
meet the pro rata conditions set out in the transaction
documents, so they are currently paying sequentially. In our
view, these arrears levels will stay above the 22.5% limit for
the foreseeable future; as such, we have modeled only sequential
payment in our analysis, because in order to switch back to a pro
rata repayment, the assets' performance would have to improve
meaningfully," S&P said.

"These three transactions have fully funded reserve funds and
excess spread is robust, ranging from 2.6% to 3.6% and having
increased in recent years. In Money Partners Securities 1, excess
spread is currently used for the turbo repayment of the class B2
notes," S&P said.

                  MONEY PARTNERS SECURITIES 1

"The ratings on the class A2a, A2b, A2c, and M1 notes remain on
CreditWatch negative for counterparty reasons. Barclays Bank
(A+/Stable/A-1) acts as the guaranteed investment contract (GIC)
provider, bank account provider, and liquidity facility provider.
Following our downgrade of Barclays Bank in November 2011, the
'A-1+' trigger set out in the transaction documents has been
breached, but not remedied. Barclays Bank has advised Standard &
Poor's that remedial actions will be implemented over the next
few weeks, and therefore our ratings on these notes remain on
CreditWatch negative. If the actions are not implemented, we will
lower our ratings on these notes to the level of the issuer
credit rating (ICR) on Barclays Bank (A+)," S&P said.

"We have raised and removed from CreditWatch negative our ratings
on the junior and mezzanine classes of notes due to the increases
in credit enhancement," S&P said.

"Our upgrade of the most junior class of notes, the class B2
notes, is due to the turbo repayment through excess spread; the
tranche has paid down 30% of its original value in the past
year," S&P said.

                 MONEY PARTNERS SECURITIES 2

"The ratings on the senior classes are capped at the level of the
ICR, plus one notch, on the currency swap provider, Royal Bank of
Scotland PLC (A/Stable/A-1). This is because the downgrade
language in the transaction documents reflects our 2004
counterparty criteria and is not compliant with our 2010
counterparty criteria," S&P said.

"The affirmation of our ratings on all of the classes of notes
reflects stable performance in the past two years; principal
losses have been covered by excess spread generated by the
collateral pool since May 2010," S&P said.

                 MONEY PARTNERS SECURITIES 3

"The class A2 and M1 ratings are capped at the level of the ICR,
plus one notch, on the currency swap provider, Royal Bank of
Scotland PLC (A/Stable/A-1). This is because the downgrade
language reflects our 2004 counterparty criteria and is not
compliant with our 2010 counterparty criteria," S&P said.

"Our affirmation of the ratings on the class A2, M1, M2, and B1
notes reflects the increased credit enhancement available to
compensate for the high level of arrears. In addition, excess
spread is still relatively high at 2.6%, although lower than in
Money Partners Securities 2 and 3, which are more seasoned," S&P
said.

"We have lowered and removed from CreditWatch negative our
ratings on the class B2 notes, as these classes are unable to
pass our cash flow stresses in the delayed recession run, when
defaults start to be applied three years after the most recent
interest payment date," S&P said.

                        CREDIT STABILITY

"Our credit stability analysis indicates that the maximum
projected deterioration that we would expect at each rating level
for time horizons of one year and three years, under moderate
stress conditions, are in line with our credit stability
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 Report
included in this credit rating report is available at:

            http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class                Rating
           To                      From

Money Partners Securities 1 PLC
EUR255 Million, GBP199.8 Million, and US$60 Million Mortgage-
Backed Floating-Rate Notes

Ratings Remaining On CreditWatch Negative[1]

A2a        AAA (sf)/Watch Neg
A2b        AAA (sf)/Watch Neg
A2c        AAA (sf)/Watch Neg
M1         AA- (sf)/Watch Neg

[1]These ratings are no longer on CreditWatch for credit and cash
flow reasons, but they remain on CreditWatch negative for
counterparty reasons.

Ratings Raised and Removed From CreditWatch Negative

M2a        A+ (sf)                 A (sf)/Watch Neg
M2b        A+ (sf)                 A (sf)/Watch Neg
B1         A- (sf)                 BBB (sf)/Watch Neg
B2         BBB (sf)                BB+ (sf)/Watch Neg

Money Partners Securities 2 PLC

EUR191.2 Million, GBP234.7 Million, and $78 Million Mortgage-
Backed Floating-Rate Notes

Ratings Affirmed and Removed From CreditWatch Negative

A2a        A+ (sf)                 A+ (sf)/Watch Neg
A2c        A+ (sf)                 A+ (sf)/Watch Neg
M1a        A+ (sf)                 A+ (sf)/Watch Neg
M1b        A+ (sf)                 A+ (sf)/Watch Neg
M2a        A- (sf)                 A- (sf)/Watch Neg
M2b        A- (sf)                 A- (sf)/Watch Neg
B1         BB (sf)                 BB (sf)/Watch Neg

Money Partners Securities 3 PLC

EUR298 Million, GBP382.95 Million, and US$50 Million Mortgage-
Backed Floating-Rate Notes

Ratings Affirmed and Removed From CreditWatch Negative

A2a        A+ (sf)                 A+ (sf)/Watch Neg
A2b        A+ (sf)                 A+ (sf)/Watch Neg
A2c        A+ (sf)                 A+ (sf)/Watch Neg
M1a        A+ (sf)                 A+ (sf)/Watch Neg
M1b        A+ (sf)                 A+ (sf)/Watch Neg
M2a        A- (sf)                 A- (sf)/Watch Neg
M2b        A- (sf)                 A- (sf)/Watch Neg
B1a        BBB- (sf)               BBB- (sf)/Watch Neg
B1b        BBB- (sf)               BBB- (sf)/Watch Neg

Ratings Lowered and Removed From CreditWatch Negative

B2a        B- (sf)                 B+ (sf)/Watch Neg
B2b        B- (sf)                 B+ (sf)/Watch Neg


PORTSMOUTH FOOTBALL: Brett De Bank's Bid Blocked by Chainrai
------------------------------------------------------------
Anna White at The Telegraph reports that British financier Brett
De Bank's bid for Portsmouth FC was blocked by major creditor
Balram Chainrai.

The former Goldman Sachs-banker-turned-venture capitalist has
spent the past few weeks in talks with the Hong Kong-based
businessman at Park Lane's InterContinental, the Telegraph
relates.

But Mr. De Bank has walked away from doing a deal with
administrators after Mr. Chainrai, or Balu as he likes to be
called, demanded payment of GBP16 million for the stadium (valued
at GBP5 million to GBP6 million) and multi-million pound bonuses,
the Telegraph notes.

With liquidation looming, Balu then made a bid to buy the
collapsed club out of administration, the Telegraph recounts.
He's offered a company voluntary arrangement of 2p in the pound
to unsecured creditors, whereas Mr. De Bank had proposed more
than 7p, the Telegraph discloses.

As reported by the Troubled Company Reporter-Europe on May 22,
2012, Accountancy Age related that administrators to Portsmouth
Football Club, PKF revealed that a former owner and one of the
largest creditors to the club, Mr. Chainrai is considered the
preferred bidder.  The club entered administration for the second
time in two years on February 17, with PKF partners Trevor Birch,
Ian Gould and Bryan Jackson appointed, Accountancy Age disclosed.
Mr. Chainrai's proposed bid through his company Portpin will see
the club exit administration in the next six weeks, Accountancy
Age noted.  PKF hopes to send the details of the proposals to
creditors later this week with a vote expected to take place in
early June, Accountancy Age said.

                    About Portsmouth Football

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


RANGERS FOOTBALL: Confused Over Two Administration Exit Routes
--------------------------------------------------------------
The UK Press Association reports that Scottish Premier League
chief executive Neil Doncaster fails to understand why a huge
distinction is being made between a Company Voluntary Arrangement
(CVA) and 'newco' exit from administration for Rangers.

The SPL clubs are due to meet next Wednesday to discuss financial
fair play rules and vote, at the third time of asking after two
postponements, on increased sanctions for newcos and clubs going
into administration, UKPA discloses.

New rules would see clubs in administration lose at least 10
points -- cut from the original proposal of 15 -- or a third of
their previous season's tally, whichever is greater, UKPA notes.

According to UKPA, the proposed rule changes would also see clubs
who undergo an "insolvency transfer" docked 10 points for two
seasons and lose 75% of their income for three years.

Rangers' prospective owner Charles Green and his consortium plan
to push for a newco if the CVA is rejected but many non-Gers fans
oppose an Ibrox newco being allowed to remain in the SPL or
favour more swingeing penalties if that is to happen -- which
puzzles Doncaster, UKPA states.

Speaking at Hampden Mr. Doncaster, as cited by UKPA, said: "There
is certainly a distinction between a CVA and a newco, without any
doubt.  But newcos have been allowed within UK football for many
years, newco is typically the way that businesses in general
escape from administration, it is far more common than a CVA
route.

"So I am not entirely sure why such a distinction is drawn
between the two routes out of administration.  You achieve a
sporting advantage over other clubs by going into administration,
therefore you should receive a sporting penalty for going into
administration in the first place, that seems to me to be
entirely logical."

                   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.


ROYAL BANK: S&P Puts 'C' Pref. Stock Rating on Watch Positive
-------------------------------------------------------------
Standard & Poor's Ratings Services placed the ratings on certain
hybrid capital securities issued by The Royal Bank of Scotland
Group PLC (RBSG; A-/Stable/A-2) and related entities (excluding
RBS N.V.) on CreditWatch with positive implications. The
counterparty credit ratings on RBSG and related entities are
unaffected by this action.

"In June 2012, RBSG and certain related entities are due to pay
discretionary coupons and dividends on their 'may pay' hybrids
for the first time since RBSG was prohibited from doing so under
the terms of an agreement with the European Commission (EC). This
two-year prohibition ended on April 29, 2012, and on May 4, 2012,
RBSG announced its intention to restart the payments on affected
securities over the coming year," S&P said.

"As a result, we have placed the ratings on all of the affected
'may pay' hybrids on CreditWatch positive. We expect to resolve
the CreditWatch placement on all these instruments once RBSG or
its related entities pay the first of these discretionary
coupons. We understand that this is due to occur on June 8, 2012,
in respect of a floating perpetual callable noncumulative trust
preferred security (ISIN: XS0277453774)," S&P said.

"Once payments begin, we anticipate raising the ratings on these
'may pay' hybrids to 'BB'," S&P said. This rating would reflect
our 'bbb' assessment of the stand-alone credit profile (SACP) of
the RBS group, and S&P's view that the notes:

    "Are subordinated, for which we deduct one notch," S&P said.

    "Are a 'gone concern' or 'nonviability contingent capital'
    instrument, for we deduct a further notch," S&P said.

    "Are either issued by, or rely on the guarantee of, a
    nonoperating holding company, as opposed to an operating
    company, for which we deduct a further notch for structural
    subordination," S&P said.

"A 'BB' rating would be in line with our ratings on RBSG's 'must
pay' hybrids, which were not affected by the EC prohibition. If
we saw reason to differentiate between the future likelihood of
payment on the 'may pay' and 'must pay' hybrids, we would change
the notching as appropriate," S&P said.

"The individual hybrid instruments affected were listed in
'Standard & Poor's Lists Tier 1 Hybrid Capital Issue Ratings Of
The Royal Bank of Scotland Group PLC From March 25 Rating
Actions,' published on March 25, 2010, on RatingsDirect on the
Global Credit Portal," S&P said.

RATINGS LIST

CreditWatch/Outlook Action
                                        To                 From
The Royal Bank of Scotland Group PLC
Junior Subordinated                    C/Watch Pos        C
Preferred Stock                        C/Watch Pos        C
Preference Stock                       C/Watch Pos        C

RBS Capital Trust A
Preferred Stock*                       C/Watch Pos        C

RBS Capital Trust B
Preferred Stock*                       C/Watch Pos        C

RBS Capital Trust C
Preferred Stock*                       C/Watch Pos        C

RBS Capital Trust D
Preferred Stock*                       C/Watch Pos        C

RBS Capital Trust I
Preferred Stock*                       C/Watch Pos        C

RBS Capital Trust II
Preferred Stock*                       C/Watch Pos        C

RBS Capital Trust III
Preferred Stock*                       C/Watch Pos        C

RBS Capital Trust IV
Preferred Stock*                       C/Watch Pos        C

*Guaranteed by The Royal Bank of Scotland Group PLC.


THOMAS COOK: Fairfax Buys Indian Business for GBP94 Million
-----------------------------------------------------------
Graham Ruddick at The Telegraph reports that Thomas Cook has sold
its Indian business to Canadian investor Fairfax Financial
Holdings for around GBP94 million.

The Telegraph relates in a statement on Monday night, chief
executive Sam Weihagen said the deal was a "further step" towards
improving the company's financial position.

Thomas Cook was plunged into crisis in November after it asked
its lenders for a GBP200 million lifeline following difficult
trading, sparking fears of a collapse, the Telegraph discloses.

However, this month Thomas Cook has secured a GBP1.4 billion
refinancing and agreed a sale-and-leaseback deal on 17 aircraft
that raised GBP183 million, according to the Telegraph.

The sale of the company's 77% stake in Thomas Cook India was also
a vital part of Mr. Weihagen's turnaround plan, the Telegraph
notes.

As reported by the Troubled Company Reporter-Europe on May 15,
2012, The Press Association related that Thomas Cook warned its
shareholders that their failure to back two planned disposals
could lead to the firm going into administration.  The tour
operator posted documents to shareholders in which it explained
the financial importance of the planned sale and leaseback of
part of its aircraft fleet and the disposal of five Spanish
hotels, according to The Press Association.  The report noted
that Thomas Cook said in the circular that its directors were
confident that shareholders will deliver the required majority
when they vote on the disposals at a general meeting in London on
May 29.

Thomas Cook Group plc is a United Kingdom-based company.  The
Company, together with its subsidiaries, is engaged in the
provision of leisure travel services.  Its main brands include
Airtours, Aspro, Club 18-30, Cresta, Manos, Neilson, Sunset,
Sunworld Holidays, Swiss Travel Service, Thomas Cook, Thomas Cook
Style Collection, Thomas Cook Signature and Thomas Cook Tours.
It has six geographic operating divisions: United Kingdom,
Central Europe, West and East Europe, Northern Europe, North
America and Airlines Germany.


YELL GROUP: Posts GBP1.42BB Loss; Appoints Capital Advisors
-----------------------------------------------------------
The Telegraph reports that Yell Group posted a GBP1.42 billion
full-year loss, mostly due to a writedown of the value of
operations and said it had appointed advisors to help put a new
capital structure in place.

According to the Telegraph, Yell, best known for its printed
Yellow Pages directories and struggling under the burden of debts
mostly maturing in April 2014, said on Tuesday its new generation
of products was taking longer than expected to bear fruit.

It said it planned to consult with its lenders and shareholders
to come up with a new capital structure within the coming
financial year, and said it had appointed Goldman Sachs and
Greenhill as advisers on the process, the Telegraph relates.

The company's net debt stood at GBP2.2 billion as of March 31,
the Telegraph discloses.

                         About Yell Group

Headquartered in Reading, England, Yell Group plc --
http://www.yellgroup.com/-- is an international directories
business operating in the classified advertising market through
printed, online, and phone media in the U.K. and the US.  Yell
also owns 100% of TPI (renamed "Yell Publicidad"), the largest
publisher of yellow and white pages in Spain, with operations in
certain countries in Latin America.

                        *     *     *

As reported by the Troubled Company Reporter-Europe on Jan. 27,
2012, Standard & Poor's Ratings Services raised its long-term
corporate credit rating on U.K.-based classified directories
publisher Yell Group PLC to 'B-' from 'SD' (Selective Default).
The outlook is negative.  "The upgrade reflects our reassessment
of Yell's credit profile after the completion of its first subpar
debt repurchase on Jan. 19, 2012."


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


TURKISTON BANK: S&P Assigns 'B-/C' Counterparty Credit Ratings
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' long-term
and 'C' short-term counterparty credit ratings to Turkiston Bank.
The outlook is stable.

"The ratings on Uzbekistan-based Turkiston Bank reflect its 'b+'
anchor, as well as our view of the bank's 'weak' business
position, 'strong' capital and earnings, 'weak' 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 risk and industry risk scores to
determine a bank's anchor, the starting point in assigning an
issuer credit rating (ICR). Our anchor for a commercial bank
operating only in Uzbekistan is 'b+'. 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 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.

"Our assessment of Turkiston Bank's business position as 'weak'
reflects its very small and narrow franchise and a lack of
product and customer diversity. Although the bank has been
operating since 1997, its market share has remained insignificant
at about 0.2% of banking system assets. Compared with some other
small Uzbek banks, Turkiston has a reasonable performance track
record and can no longer be considered a start-up operation. As
of Dec. 31, 2011, the bank's assets under International Financial
Reporting Standards (IFRS) totaled Uzbek sum (UZS) 50 billion
(about US$28 million). Currently, it focuses on small-and-midsize
enterprises in specific districts of Uzbekistan's capital,
Tashkent. Its customer base includes mobile operators, transport
companies, trade enterprises, and some public authorities, which
is not typical for small privately owned banks. Turkiston Bank's
franchise benefits from its top management's personal and
business connections. Given that the Uzbek banking system is
highly concentrated and dominated by state-owned banks, Turkiston
Bank has limited opportunities to achieve significant business
diversification over the medium term, in our view. At the same
time, we anticipate that the bank will expand its assets by 30%
annually over 2012-2013, which would be in line with the sector
average," S&P said.

"Our assessment of Turkiston Bank's Capital and earnings as
'strong' mainly reflects the bank's projected risk-adjusted
capital (RAC) ratio before adjustments for diversification and
concentrations of 13%-15% over the next 12-18 months, although we
also consider the low absolute amount of the capital base could
make the bank more vulnerable in a stress situation. In our view,
the bank does not currently have sufficient earnings capacity to
support internal capital generation, taking into consideration
its planned asset growth. At the same time, we note that
Turkiston Bank's profitability significantly improved in 2011.
Its return on equity increased from 5% in 2010 to 16.7% in 2011,"
S&P said. This was mainly due to:

    Lower provisioning expenses, as the bank started to work out
    problem loans; and

    Higher fee and commission income, as a number of new large
    clients came to the bank.

"However, the bank lacks a license for foreign currency
operations, which is important for fees and commission revenue
growth; this constrains the bank's profitability. At the same
time, Turkiston Bank has enjoyed a stable, high net interest
margin of about 10% for the past five years," S&P said.

"We consider Turkiston Bank's risk position to be 'weak,' mainly
due to its very high lending concentrations, particularly in its
corporate loan portfolio. The top 20 borrowers accounted for
about 90% of the total loan portfolio or twice the total equity
at year-end 2011. At the same date, however, the bank reportedly
had no loans overdue by more than one day. This is highly
unusual, but reflective of the small number of mainly
relationship-driven borrowers. We expect the bank's asset quality
metrics to deteriorate to levels closer to those of its domestic
peers--i.e., nonperforming loans to total loans in the range of
2%-5%--as the loan portfolio matures," S&P said.

"We assess Turkiston Bank's funding as 'average' and liquidity as
'adequate.' The bank has a relatively low loan-to-deposit ratio
(84% as of Dec. 31, 2011) and limited dependence on interbank
borrowing. Of total assets, 27% were funded by equity as of Dec.
31, 2011. However, we consider the bank's funding base to be
undiversified and limited. The top 20 depositors accounted for
62% of the total deposits at year-end 2011. The bank maintains a
sizable liquidity cushion, which it needs because a high
proportion of its corporate deposits are demand accounts. Cash
and cash equivalents, together with short-term interbank
placements, comprised 34% of total assets at year-end 2011," S&P
said.

"The bank is owned by a number of enterprises and private
individuals. We consider the ability of the shareholders to
provide support in times of stress as uncertain and do not
include any notches of uplift for parental support into the
ratings. We deem Turkiston Bank to be of 'low' systemic
importance for the Uzbek banking system due to its low market
share in retail deposits, and accordingly do not incorporate any
uplift for extraordinary government support," S&P said.

"The stable outlook balances our expectation that the bank will
maintain strong capitalization and adequate liquidity metrics
despite the likelihood of continuing high levels of asset growth
against our expectation that asset quality will deteriorate
closer to industry-average levels," S&P said.

"Even though we currently consider the possibility to be remote,
we would consider a positive rating action if Turkiston Bank were
to significantly improve the diversity of its loan portfolio,
decrease single-name concentrations, and widen its product range
and customer base. This could help lift our assessment of its
risk or business position to 'moderate,'" S&P said.

"We could lower the ratings, if the bank were to suffer material
deterioration of its capital base such that the RAC ratio before
adjustments fell below 10%. A significant liquidity shortage
might also lead to negative rating actions," S&P said.


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


* Fitch Says Rising Funding Costs Could Lead to Defaults
--------------------------------------------------------
Rising funding costs for high-yield refinancings, if they
persist, could lead to downgrades and defaults for the weakest
speculative grade issuers, rated 'B-*' and below, says Fitch
Ratings. Stronger high-yield names should be able to cope with
the additional costs.

The findings come from a stress test of Fitch's portfolio of
around 300 private credit opinions on leveraged loans (denoted by
a '*' rating suffix).  Fitch modelled what would happen when
legacy debts, borrowed cheaply in 2006-2007, are refinanced at
higher rates.

For 'B*' category credits, we increased median borrowing costs to
750bps from 600bps.  The stress was higher for 'B-*' credits,
with costs rising by 260bps.  This stress doesn't take us as far
as some of the more extreme all-in costs, but rather reflects our
experience of increases in predominantly bank financed deal costs
over the last two years.

Under this stress, interest cover for 'B-*' names falls from 2.3x
to 1.7x - a level at which these companies may struggle to
attract lenders to participate in a refinancing.  They will also
have every incentive to put off refinancing as long as possible,
potentially increasing their vulnerability to market sentiment
when debts fall due.

The roughly 50% of the portfolio rated 'B*' and above has a lot
more resilience.  These credits are typically larger borrowers
with incumbent status in their industries and with international
reach, allowing them to benefit from global growth.  They also on
average have lower debt loads than 'B-*' companies.  They can
generate sufficient cash flow to cope with higher funding costs,
and, under the stress applied, generally escape negative rating
actions.


* Moody's Says Gas Supply in Europe Faces Riskier Environment
-------------------------------------------------------------
Changes that have taken place in the gas market in recent years
are set to remain and imply a riskier operating environment for
gas supply in Europe, says Moody's Investors Service in its new
report "European Utilities: Impact of negative gas/oil spread
reflects altered gas supply dynamics."

"Changes in European gas supply market dynamics mean that the
gas/oil spread directly affects importers' financial results,"
said Niel Bisset, a Moody's Senior Vice President and author of
the report. "The gas/oil spread has in recent years begun to be
reflected in mid-streamers' financial performance as a result of
gas becoming accessible to end users in sufficient volume to be a
viable alternative to the traditional gas importers." The rise in
volume can be attributed to expanding gas and liquefied natural
gas (LNG) infrastructure, the growth of regional trading hubs and
more competitive supply markets, as well as to the over-supply of
gas.

According to the report the effect of these changes is most
apparent in the losses on wholesale gas supply reported by
utilities which import natural gas under long-term supply
agreements with upstream producers. Since 2009, importers of gas
under such long-term contracts, the cost of which is linked to
the oil price, have seen supply profits shrink and in certain
cases incurred losses from selling the gas at the lower prices
prevailing on Europe's regional wholesale hubs.

In this report, Moody's notes that riskier gas supply markets
combined with the broader challenges of sluggish demand for
energy and weak power prices, have contributed to Moody's
negative outlook for the unregulated utility sector and the
tightening of financial guidance for many of the rated European
unregulated utility groups.

Moody's also notes that importers with large portfolios of long-
term contracts and limited ability to pass through procurement
costs are suffering most from the negative effects of the adverse
gas/oil spread. Moreover, while utilities' efforts to reduce
exposure to the gas/oil spread are positive, they cannot
eliminate gas/oil spread risk altogether. Long-term contract
positions continue in the meantime to drag on the cash flows of
mid-stream gas businesses in 2012, and potentially into 2013.


                          *********

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

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

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

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


                            *********


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

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

Copyright 2012.  All rights reserved.  ISSN 1529-2754.

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

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

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


                 * * * End of Transmission * * *