TCREUR_Public/120621.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

            Thursday, June 21, 2012, Vol. 13, No. 123

                            Headlines



C R O A T I A

HRVATSKA ELEKTROPRIVREDA: Moody's Changes Rating Outlook to Neg.


G E R M A N Y

FRESENIUS SE: S&P Keeps 'BB+' Corp. Credit Rating on Watch Neg.
KABEL DEUTSCHLAND: S&P Rates Proposed Senior Unsecured Notes 'B'
S-CORE 2007-1: Fitch Lowers Rating on Class A-2 Notes to 'CCC'
TALISMAN-4 FINANCE: Fitch Affirms 'CC' Ratings on 2 Note Classes
* GERMANY: More Shipping Companies Expected to Fail


I R E L A N D

APPLEYARD MOTORS: In Liquidation; Ceases Trading
EIRCOM GROUP: S&P Cuts Long-Term Corporate Credit Rating to 'D'
EUROPEAN PROPERTY: Moody's Cuts Rating on Class D Notes to 'Ca'


I T A L Y

IMCO: Premafin Assesses Impact of Bankruptcy


N E T H E R L A N D S

LEOPARD CLO: Moody's Lowers Rating on Class D Notes to 'Caa3'
PANGAEA ABS 2007-1: S&P Lowers Rating on Class D Notes to 'B-'


P O L A N D

SILENTIO INVESTMENTS: Warsaw Court Rejects Bankruptcy Motion


R O M A N I A

ATLANTIC RESTAURANT: Shuts Down Burger King Romania Restaurants
HIDROELECTRICA SA: Romania May Delay Minority Stake Sale
* ROMANIA: Corporate Insolvencies Drops 34.6% in Q1 2012


R U S S I A

MECHEL OAO: Estar's Likely Default Pressures Debt Covenants
* RUSSIA: Moody's Says Credit Risks May Grow in Medium Term


S P A I N

AUTOVIA DEL CAMINO: Moody's Cuts Rating on Loan Facilities to Ba1
BANKIA SA: IAG Chief Open to Sell Stake to Another Airline
IM GRUPO: Fitch Affirms 'CC' Rating on EUR32.4-Mil. Class E Notes
* SPAIN: May Wind Up One of Bailed-Out Savings Banks
* SPAIN: Moody's Assigns Ba1 CFRs/PDRs to Gov't-Related Entities


T U R K E Y

* MUNICIPALITY OF IZMIR: Fitch Keeps BB+ Foreign Currency Rating


U K R A I N E

ALFA-BANK UKRAINE: S&P Affirms 'B-/C' Counterparty Credit Ratings
KREDOBANK PJSC: S&P Affirms 'B-' Counterparty Credit Ratings


U N I T E D   K I N G D O M

COUNTYROUTE PLC: S&P Affirms 'BB-' Rating on Senior Secured Loan
FAIRHOLD SECURITIZATION: Fitch Cuts Rating on Cl. B Notes to 'BB'
PORTSMOUTH FC: May Face Liquidation, PST Adviser Warns
RANGERS FOOTBALL: Chairman Urges Fans to Support New Regime
TITAN EUROPE: Moody's Confirms 'Ba1' Rating on Class A Notes

TITAN EUROPE: Fitch Maintains 'CCC' Rating on GBP60MM Cl. E Notes
* UK's Fraud Office Misfires in Search of Major Prosecution


X X X X X X X X

* Upcoming Meetings, Conferences and Seminars


                            *********


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C R O A T I A
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HRVATSKA ELEKTROPRIVREDA: Moody's Changes Rating Outlook to Neg.
----------------------------------------------------------------
Moody's Investors Service has changed to negative from stable the
rating outlook on the Ba1 corporate family rating of Hrvatska
Elektroprivreda d.d. ("HEP").

Ratings Rationale

"This rating announcement follows our recent decision to change
to negative from stable the rating outlook on the Baa3 local- and
foreign-currency government bond ratings of the Government of
Croatia, which has 100% ownership of HEP," says Richard Miratsky,
a Moody's Vice President -- Senior Analyst and lead analyst for
HEP. "The change of outlook also recognizes pressure on HEP's
liquidity arising from the demanding maturity profile of its debt
facilities that in turn reflects a high proportion of short-term
debt and the need for the company to finance its sizeable
investment program" adds Mr. Miratsky.

Given its 100% ownership by the Government of Croatia, HEP falls
within the scope of Moody's rating methodology for government-
related issuers (GRIs). In accordance with the methodology, HEP's
Ba1 corporate family rating incorporates a 2-notch uplift for
potential government support to its standalone credit quality.
Given the negative outlook on the rating of the Government of
Croatia, any downgrade in the rating of Croatia would also likely
result in a downgrade in the rating of HEP.

HEP's significant exposure to foreign exchange (FX) risk stems
from the fact that more than 72% of its debt is denominated in
foreign currency and the majority of its revenues generated in
the local currency, leaving limited scope for any natural hedge.
The significant exposure to FX risk further increases the
correlation between macroeconomic developments in Croatia and
HEP's credit profile and rating.

HEP has recently successfully arranged a new HRK400 million
(EUR53 million) short-term credit line. However, Moody's cautions
that HEP's short term liquidity position continues to be strongly
dependent on successful renewal of the remaining short-term
credit lines. The assigned negative outlook reflects that even if
the above mentioned short-term credit lines are successfully
renewed, the sizeable investment plan and upcoming debt
repayments would require HEP to raise long-term financing to
avoid significant pressure on its liquidity and rating. Given the
currently adverse economic environment in Croatia and Europe in
general, it will be challenging to raise the substantial amount
of new debt that HEP needs to fund upcoming debt maturities and
investments.

What Could Change the Rating Up/Down

Given the assigned negative outlook, Moody's sees limited
potential for a rating upgrade over the medium term. The change
of outlook to negative on HEP's Ba1 corporate family rating
reflects the fact that any downgrade in the rating of Croatia
would likely result in a downgrade in the rating of HEP.
Furthermore, HEP's rating could come under downward pressure if
the pressure on the company's liquidity intensifies or its credit
profile weakens materially, reflected by (i) HEP's funds from
operations (FFO)/interest coverage ratio falling below 4.0x; and
(ii) its FFO/ debt ratio declining below 20%.

Principal Methodologies

The principal methodologies used in rating HEP were Moody's
"Regulated Electric and Gas Utilities" methodology, published
August, 2009, and "The Application of Joint Default Analysis to
Government Related Issuers", updated July 2010.

Headquartered in Zagreb, Croatia, HEP generated 12.7 terawatt
hours (TWh) of electricity and EUR1.7 billion in revenues in the
year ended December 2011. HEP is 100% owned by the government of
Croatia.



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G E R M A N Y
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FRESENIUS SE: S&P Keeps 'BB+' Corp. Credit Rating on Watch Neg.
---------------------------------------------------------------
Standard & Poor's Ratings Services is keeping its 'BB+' long-term
corporate credit rating on Germany-based health care group
Fresenius SE & Co. KGaA (FSE) and subsidiary Fresenius Medical
Care AG & Co. KGaA (FME) on CreditWatch negative, where it was
originally placed on April 30, 2012. "We refer to FSE and FME
together as the group," S&P said.

"At the same time, we assigned our 'BBB-' issue rating to the
proposed EUR1,850 million and US$1,600 million senior secured
credit facilities to be issued by FSE's subsidiaries Fresenius US
Finance I, Inc. and Fresenius Finance II B.V. We are placing the
issue rating on the proposed facilities on CreditWatch with
negative implications. The recovery rating on the proposed
facilities is '2', indicating our expectation of substantial
(70%-90%) recovery in the event of a payment default," S&P said.

"In addition, we are keeping our issue ratings on the group's
various existing debt instruments, including the senior unsecured
notes, on CreditWatch negative, where they were originally placed
on April 30, 2012," S&P said.

"The ratings on the proposed facilities are subject to our
receipt and review of the final documentation and in particular,
to our confirmation that the company will not raise more senior
secured debt than it currently proposes," S&P said.

"The CreditWatch status continues to reflect FSE's intention to
acquire German private hospitals operator Rhoen-Klinikum AG for
approximately EUR3.1 billion, and to assume about EUR800 million
of Rhoen-Klinikum's outstanding debt. We understand that FSE will
fund the acquisition with about EUR1,000 million of equity and a
large amount of debt, which will lead to an increase in
leverage," S&P said.

"There is a risk of a one-notch downgrade should FSE acquire
Rhoen-Klinikum for significantly more than the current offer
price of EUR22.50 such that Standard & Poor's-adjusted debt to
EBITDA exceeds 4x. We view adjusted leverage of less than 4x as
commensurate with the current 'BB+' rating. FSE could increase
the offer price to improve its chances of reaching the
shareholder acceptance threshold of 90%. However, we have no
indication from management that this is its intention," S&P said.

"Assuming that FSE acquires Rhoen-Klinikum for the current offer
price of EUR22.50 per share, we estimate that its leverage after
the acquisition would likely increase to 3.5x-4.0x, with funds
from operations (FFO) to debt likely to remain in the 15%-20%
range over the next 12-18 months. We consider these levels as
commensurate with the current 'BB+' rating," S&P said.

"On the closing of the acquisition, we will likely assess the
group's business risk profile as 'strong,' as opposed to
'satisfactory' currently," S&P said. This new assessment would
mainly reflect:

- an increase in FSE's revenues to about EUR22 billion and
   EBITDA to about EUR4 billion from 2012;

- increasing business diversification away from FME and its
   dialysis business; and

- FME's position as the world's largest provider of products
   and services for dialysis and FSE's market-leading position
   in Europe for clinical nutrition and infusion therapy.

"We aim to resolve the CreditWatch within next three months,
subject to further progress on the proposed transaction. As part
of the resolution, we will review the effect of any changes to
the debt financing structure on the recovery prospects for the
group's various rated debt instruments. Specifically, in the
event of any significant increase in the level of secured
financing beyond that currently proposed, the issue and recovery
ratings on the unsecured notes could be vulnerable to being
lowered as a result of increasing subordination and declining
recovery prospects," S&P said.


KABEL DEUTSCHLAND: S&P Rates Proposed Senior Unsecured Notes 'B'
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' issue rating
to the proposed senior unsecured notes due 2017 to be issued by
German cable operator Kabel Deutschland Holding AG (Kabel
Deutschland; BB-/Stable/--). "We assigned a recovery rating of
'6' to the proposed notes, indicating our expectation of
negligible (0%-10%) recovery in the event of a payment default,"
S&P said.

"The issue and recovery ratings on the proposed senior unsecured
notes are based on preliminary information and are subject to the
successful issuance of these notes and our satisfactory review of
the final documentation," S&P said.

"At the same time, we placed our 'BB-' issue rating on Kabel
Deutschland's existing senior secured notes on CreditWatch with
positive implications. Our recovery rating on these notes is
unchanged at '3', reflecting our expectation of meaningful (50%-
70%) recovery for debtholders in the event of a payment default,"
S&P said.

"We understand that the proceeds of the proposed senior unsecured
notes will be used to partially finance the acquisition of German
cable operator Tele Columbus (not rated)," S&P said.

"The CreditWatch positive placement on the senior secured notes
reflects the likelihood that we will raise the 'BB-' issue rating
on these notes by one notch when the senior unsecured notes have
been issued. The CreditWatch placement also reflects our view
that the recovery prospects for senior secured lenders will be
improved by the addition of unsecured debt to Kabel Deutschland's
capital structure," S&P said.

                        RECOVERY ANALYSIS

"We understand that the proposed senior unsecured notes will be
unsecured and will not benefit from any guarantees from Kabel
Deutschland's operating subsidiary, Kabel Deutschland Vertrieb
und Service GmbH (KDVS; not rated). The notes will be
contractually and structurally subordinated to the secured notes
issued by KDVS. The proceeds of the senior unsecured notes are to
be onlent to KDVS via a deeply subordinated intercompany loan,"
S&P said.

"We understand that the documentation of the proposed notes will
include restrictions on the incurrence of additional debt
(subject to a 5x debt-to-EBITDA incurrence covenant),
restrictions on payments, restrictions on liens, as well as
change-of-control provisions," S&P said.

"In order to determine recoveries, we simulate a hypothetical
default scenario. Assuming that the proposed senior unsecured
notes are issued successfully, our default scenario envisages,
among other things, a decline in Kabel Deutschland's operating
performance due to increasing competition from telecommunications
and satellite TV operators. We see this scenario leading to a
default in 2017, triggered by an inability to refinance senior
secured bank debt and the proposed senior unsecured notes when
they fall due. Our assumptions include: that Kabel Deutschland's
current senior secured debt maturing prior to 2017 is refinanced
in full; and that the group maintains a EUR324 million revolving
credit facility that is fully drawn at default," S&P said.

"At the hypothetical point of default, assuming that the proposed
senior notes are issued successfully, we assume that EBITDA would
have declined to about EUR460 million, and we envisage a stressed
enterprise value of about EUR2.7 billion using a market multiple
approach. From this stressed valuation, we deduct priority
liabilities, primarily relating to enforcement costs of
approximately EUR220 million, leaving a net enterprise value of
about EUR2.4 billion for secured lenders. After deducting secured
facilities of about EUR3.2 billion (including prepetition
interest), this leaves negligible (0%-10%) recovery prospects for
unsecured lenders," S&P said.

"The CreditWatch positive placement on the senior secured notes
reflects the likelihood that we will raise the 'BB-' issue rating
on these notes by one notch when the senior unsecured notes have
been issued, and is not linked to the successful acquisition of
Tele Columbus. However, if the acquisition of Tele Columbus is
completed, we will likely reassess our stressed enterprise
valuation of Kabel Deutschland," S&P said.

RATINGS LIST
New Rating

Kabel Deutschland Holding AG
Senior Unsecured Debt                  B
  Recovery Rating                       6

CreditWatch Action
                                        To                 From
Kabel Deutschland Vertrieb und Service GmbH
Senior Secured Debt*                   BB-/Watch Pos      BB-
  Recovery Rating                       3                  3

* Guaranteed by Kabel Deutschland Holding AG.


S-CORE 2007-1: Fitch Lowers Rating on Class A-2 Notes to 'CCC'
--------------------------------------------------------------
Fitch Ratings has downgraded S-Core 2007-1 GmbH's class A-2
notes, due April 2016, and affirmed all other classes, as
follows:

  -- EUR84.87m class A-1 secured notes (ISIN: XS0312778680):
     affirmed at 'BBBsf; Negative Outlook;

  -- EUR91m class A-2 secured notes (ISIN: XS0312801763):
     downgraded to 'CCCsf' from 'Bsf'; assigned Recovery Estimate
     (RE) of 'RE85%';

  -- EUR8.85m class B secured notes (ISIN: XS0312778920):
     affirmed at 'CCCsf'; assigned 'RE0%'.

  -- EUR9.6m class C secured notes (ISIN: XS0312779068): affirmed
     at 'CCsf'; assigned 'RE0%'

  -- EUR12.4m class D secured notes (ISIN: XS0312779142):
     affirmed at 'Csf'; assigned 'RE0%'

  -- EUR19.7m class E secured notes (ISIN: XS0312779225):
     affirmed at 'Csf'; assigned 'RE0%'

The downgrade reflects the worsened portfolio quality compared to
the last review in July 2011. The agency has also considered the
limited available credit protection of class A-2 compared to the
material single obligor concentrations.  In particular, class A-
2's available credit protection of 11.5% is sufficient to provide
for a default of the two largest obligors that make up 10% of the
outstanding portfolio notional.  In Fitch's view, the available
credit protection of class A-2 notes is no longer commensurate
with the 'B' rating level.

Fitch acknowledges that due to the regular amortization in March
2012, the special purpose vehicle (SPV) has received EUR223.4
million compared to the scheduled amortization loan notional of
EUR242.5 million.  These proceeds have been allocated to amortize
the most senior class A-1 note which resulted in higher credit
enhancement of 57.3% compared to 25.9% at the last review.  In
the agency's view, the class A-1 available credit protection is
sufficient to sustain defaults in a 'BBB' rating scenario,
despite the increased obligor concentrations.

The agency notes that six borrowers were not able to repay in
full on their scheduled maturity date in March 2012.  Instead of
the scheduled amortization amount of EUR23 million, they only
repaid EUR3.6 million.  The loans of these borrowers were
extended to new maturity dates, thus preventing them from
default.  The agency notes that no new defaults were caused since
the last review.  However, the agency acknowledges that the six
restructured loans would have defaulted if they had not been
supported by means of maturity prolongation.

The loans securitized in this transaction are bullet loans
maturing on different dates.  According to the investor report as
of April 2012, 87% of the remaining pool of EUR198.7 million is
scheduled to repay in March 2014.  In Fitch's view, the clustered
bullet maturities expose the transaction to refinancing risk.
Fitch expects weaker borrowers to have difficulties refinancing
at loan maturity, which could lead to additional defaults.  This
risk is reflected in the Negative Outlook on the senior class A-1
notes.

The current pool consists of 52 performing assets with a total
outstanding notional of EUR198.7 million which is 40% of the
initial pool balance.  Compared to the last review, the single
obligor concentrations have increased with 51 obligors being at
or above 0.50% of the outstanding pool balance.  As a result of
the increased obligor concentrations, Fitch regards the
transaction as vulnerable to defaults of single obligors.

According to the investor report as of April 2012, total received
liquidation proceeds amount to EUR0.44 million.  They relate to
one defaulted loan with initial notional of EUR2 million, the
work-out process of which is reported to be ongoing.  The agency
acknowledges that 15 loans have defaulted since closing and no
other recoveries have been generated.  To Fitch's knowledge, the
work-out process is still ongoing.  In that respect, the
transaction is underperforming other transactions that securitize
similar assets.

The transaction features a principal-deficiency ledger (PDL)
mechanism which allows trapping excess spread and recoveries in
order to reduce the total defaults.  As a result of this excess
spread trapping mechanism, the total defaults of EUR43.2 million
have been reduced to EUR27.7 million -- the outstanding PDL
balance. Although the PDL balance has decreased from the last
review (EUR29.9 million), in Fitch's view, the PDL balance is
unlikely to be significantly reduced until maturity; hence the
subordinated rated classes C, D and E are likely to suffer
losses.  The lack of recoveries also contributed to the high
outstanding PDL balance.

Fitch assigned Recovery Estimates (RE) to all classes rated
'CCCsf' or below.  REs are forward-looking, taking into account
Fitch's expectations for principal repayments on a distressed
structured finance security.

The transaction is a cash securitization of certificates of
indebtedness (Schuldscheindarlehen) of German SMEs originated and
serviced by Deutsche Bank AG ('A+'/Stable/'F1+').


TALISMAN-4 FINANCE: Fitch Affirms 'CC' Ratings on 2 Note Classes
----------------------------------------------------------------
Fitch Ratings has downgraded Talisman-4 Finance plc's class A and
B notes, and affirmed the other classes, as follows:

  -- EUR275.6.0m Class A (XS0263096389) downgraded to 'BBBsf'
     from 'Asf'; Outlook Negative

  -- EUR39.4m Class B (XS0263098161) downgraded to 'BBB-sf' from
     'BBBsf'; Outlook Negative

  -- EUR39.4m Class C (XS0263098914) affirmed at 'BBsf'; Outlook
     Negative

  -- EUR25.6m Class D (XS0263099722) affirmed at 'Bsf'; Outlook
     Negative

  -- EUR17.7m Class E (XS0263100835) affirmed at 'CCCsf'; RE95%

  -- EUR13.9m Class F (XS0263101304) affirmed at 'CCsf'; RE0%

  -- EUR2.0m Class G (XS0263101569) affirmed at 'CCsf'; RE0%

The downgrades were driven by Fitch's concerns over the
concentration of upcoming loan maturity dates, combined with a
short (two year) tail period.  Four of the loans, representing
87% of current principal balance, are scheduled to mature in
2013, whilst DIV Dandelion, which matured in 2011, is still
outstanding.  As the rest of the portfolio falls due, the special
servicer, Hatfield Phillips ('CPS2'/'CSS2-'), will be left with
little time to work out German mortgage loans that are highly
levered, and secured on secondary properties for which investor
appetite is thin and refinancing patchy.

Much will depend on the special servicer's ability to oversee
exit strategies with borrowers whose sponsor can add value, and
execute liquidations where sponsors' interests are not aligned
with bondholders.  There is some scope for limited de-leveraging
once existing hedging arrangements expire, since more excess rent
can be trapped while interest rates remain lower than at closing.
Additional cash can amortize the loans or fund capital
expenditure, although with bond maturity looming in 2015 there is
little prospect of a material de-risking of the portfolio in
time.

The collateral of three of the five remaining loans is majority
let to single tenants: DT-12 to Deutsche Telekom ('BBB+'/Stable),
DIV Dandelion to VBG (a quasi-government entity), and DC
Properties to Daimler AG ('A-'/Stable).  As all the assets
backing these loans are secondary, much of their current market
value is tied up in their current leases -- reinforcing the
incentive for the servicer to realize value quickly.

With several high quality leases, it is no surprise that loan
performance has been relatively stable since the last rating
action (June 2011).  During this timeframe, the EUR30.2 million
G24 loan, backed by a portfolio of multifamily assets, prepaid,
with all funds allocated towards class A note principal.  While
positive, this was a relatively low leverage loan, and its
repayment does not indicate improvement in secondary property
market conditions. One mitigating factor is that with several
loans in default, bond principal has switched to a fully
sequential basis, which helps to protect senior notes from loss
-- although not sufficiently to avoid the downgrade.


* GERMANY: More Shipping Companies Expected to Fail
---------------------------------------------------
Niklas Magnusson at Bloomberg News, citing a survey carried out
by PricewaterhouseCoopers LLP, reports that Germany's shipping
companies don't expect the market to improve in the near future
and say several of the country's operators in the industry will
fail.

More than 80% of the companies polled expect that "several German
shipping companies won't survive" the coming 12 months, PwC, as
cited by Bloomberg, said in a statement on Tuesday.  Some 56% of
the 101 companies that participated said the shipping market
won't improve in the near future, Bloomberg notes.  According to
Bloomberg, by comparison, in 2011 and 2010, 34% and 18%,
respectively, said they didn't expect an improvement in the short
term.

"German shipping firms still looked optimistically at the future
in May 2011," Bloomberg quotes PwC as saying.  "One year later,
disillusionment has returned.  The growth hopes have not
materialized."

The industry is struggling with high fuel costs and low charter
and freight rates, which is putting pressure on earnings at
German shipping companies, Bloomberg discloses.  Bloomberg
relates that PwC said about 28% of the companies are likely to
scale back investments in the coming 12 months, while 8% will
pull vessels from service.

According to Bloomberg, the PwC report showed that in the past 12
months, 71% had to take measures to improve liquidity, while 34 %
idled ships, 25% canceled, altered or delayed contracts for new
vessels and 16% cut jobs.



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APPLEYARD MOTORS: In Liquidation; Ceases Trading
------------------------------------------------
The Irish Times reports that Appleyard Motors has ceased trading,
with a liquidator expected to be appointed next Tuesday.

According to the Irish Times, Eddie Murphy of Ford Ireland said:
"The continuing decline in volumes and margins in the car trade
has rendered the high operating costs of the [Appleyard] business
unsustainable."

Appleyard Motors is a Dublin car dealership.  The Sandyford-based
operation had been in business for 27 years.  Previously a
Peugeot and Seat dealer, it became a Ford dealership in 2009.


EIRCOM GROUP: S&P Cuts Long-Term Corporate Credit Rating to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'D' (Default) from
'SD' (Selective Default) its long-term corporate credit ratings
on ERC Ireland Preferred Equity Ltd., ERC Ireland Finance Ltd.,
and ERC Ireland Holdings Ltd. "We subsequently withdrew these
ratings," S&P said.

"At the same time, we lowered to 'D' from 'CCC' our issue ratings
on the instruments listed below, issued by ERC Ireland Holdings
Ltd. The recovery rating on these instruments remained unchanged
at '1', indicating our expectation of very high (90%-100%)
recovery prospects in the event of a payment default. We
subsequently withdrew the issue and recovery ratings on these
instruments," S&P said.

    EUR650 million senior secured term loan A amortizing bank
    loan due 2013;

    EUR1.25 billion senior secured term loan B bullet bank loan
    due 2014;

    EUR1.25 billion senior secured term loan C bullet bank loan
    due 2015; and

    EUR150 million senior secured revolving credit facility due
    2013.

"In addition, we lowered our issue rating on the EUR350 million
second-lien term loan D due 2016 issued by ERC Ireland Holdings
Ltd. to 'D' from 'C'. The recovery rating on this term loan was
unchanged at '5', indicating our expectation of modest (10%-30%)
recovery in the event of a payment default. We subsequently
withdrew the issue and recovery ratings on the term loan D," S&P
said.

"We also lowered to 'D' from 'C' our issue rating on the EUR425
million subordinated payment-in-kind (PIK) notes due 2017 issued
by ERC Ireland Preferred Equity Ltd. The recovery rating on the
PIK notes remained unchanged at '6', indicating our expectation
of negligible (0%-10%) recovery prospects in the event of a
payment default. We subsequently withdrew the issue and recovery
ratings on the PIK notes," S&P said.

"Finally, we withdrew our issue rating of 'D' and the associated
recovery rating of '6' on the EUR350 million subordinated notes
due 2016 issued by ERC Ireland Finance Ltd.," S&P said.

"The rating actions follow the exit of Irish telecommunications
provider eircom Group (not rated) from state examinership on June
11, 2012, and the subsequent implementation of debt restructuring
that the Irish High Court approved on May 22, 2012. Examinership
is a process whereby a company seeks protection from creditors,"
S&P said.

"The withdrawal of the corporate credit ratings reflects the
eircom Group's announcement, on April 30, 2012, that ERC Ireland
Preferred Equity Ltd., ERC Ireland Finance Ltd., and their
subsidiary ERC Ireland Holdings Ltd., presented a petition for
liquidation to the Grand Court of the Cayman Islands on April 27,
2012," S&P said.

"The withdrawal of our issue ratings on the various debt
instruments reflects that, among other things, the restructuring
will result in the write-off of certain classifications of debt,
allowing eircom Group to reduce financial debt on the balance
sheet by 40% or EUR1.7 billion," S&P said.

"The withdrawal of our issue ratings reflects our understanding
of the write-off percentages that have been agreed pursuant to
the scheme of arrangement. Specifically, the withdrawal of our
issue ratings on the subordinated and PIK notes reflects their
likely 100% write-off. The withdrawal of our issue ratings on the
second-line and first-lien term loans reflects their likely 90%
and 15% write-off, respectively, and our understanding that the
remaining holdings will be exchanged for participation in a new
loan," S&P said.

"The downgrade to 'D' of all rated debt instruments, except the
EUR350 million subordinated notes due 2016, reflected the likely
nonpayment of principal. We had already lowered the issue rating
on the EUR350 million subordinated notes to 'D' on Feb. 22, 2012,
due to a missed coupon payment," S&P said.


EUROPEAN PROPERTY: Moody's Cuts Rating on Class D Notes to 'Ca'
---------------------------------------------------------------
Moody's Investors Service has taken rating action on the
following classes of Notes issued by European Property Capital 3
plc (amounts reflect initial outstanding):

    EUR32.1M Class C Notes, Downgraded to Caa3 (sf); previously
    on Jul 11, 2011 Downgraded to Ba3 (sf)

    EUR31.312M Class D Notes, Downgraded to Ca (sf); previously
    on Feb 17, 2011 Downgraded to Caa3 (sf)

Moody's does not rate the Class X Notes.

Ratings Rationale

The downgrade action reflects Moody's increased loss expectation
for the remaining loan in the pool, the Randstad loan. The uptick
in loss expectation is primarily due to Moody's lowered valuation
of the collateral securing this defaulted loan.

The ratings on the Class A and the Class B Notes are affirmed
because the respective credit enhancement levels of 54% and 36%
are sufficient to maintain the ratings despite the increase in
Moody's pool expected losses. The Class A Notes, which now
benefit from sequential payment of principal proceeds were
downgraded in July 2011due to exposure to Portugal related risks.
Since this last review, the loan with exposure to Portugal repaid
and proceeds distributed sequentially. However, despite the
increase in Class A credit enhancement, the upgrade potential is
limited as the transaction is now in the tail period.
Additionally, Moody's has limited visibility around the details
of the disposal strategy being pursued by the borrower and
Special Servicer.

Based on Moody's reassessment of the underlying property values,
the pool's weighted-average (WA) securitized loan LTV ratio is
114% and on a whole loan basis is 131%. This compares with the
prior review WA LTV of 79% on the securitized pool and 87% on a
whole loan basis. However, at Moody's previous review, two loans
were outstanding. The other outstanding loan, the Algarve loan
which was secured by a Portuguese shopping centre and represented
33% of the pool at the review, had a Moody's loan-to-value (LTV)
of 55.4%. Therefore, when comparing Moody's LTV on a like-for-
like basis, the loan-to-value (LTV) ratio on the securitized
portion of the Randstad loan was 90%, compared to the current
114%. In Moody's view, the value re-assessment is justified by i)
the upward yield pressure for secondary properties in the
Netherlands, ii) the portfolio's adverse rollover profile, and
iii) concerns that the Special Servicer has a limited timeframe
in executing its consensual sales process because of the May 2015
final legal maturity. As this loan undergoes work-out, Moody's
expects losses on this loan, ranging between 0-25%.

As a result of both the likelihood of higher than expected losses
on the pool and the transaction's sequential payment structure,
the ratings on the junior classes are more sensitive should loan
performance deteriorate beyond expectation. The ratings of the
Classes of Notes are sensitive to the Randstad loan's (1) work-
out strategy, (2) significant value volatility due to
increasingly weak Dutch occupational market trends for non-prime
properties and (3) current adverse leasing profile.

In general, Moody's analysis reflects a forward-looking view of
the likely range of commercial real estate collateral performance
over the medium term. From time to time, Moody's may, if
warranted, change these expectations. Performance that falls
outside an acceptable range of the key parameters such as
property value or loan refinancing probability for instance, may
indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. There may
be mitigating or offsetting factors to an improvement or decline
in collateral performance, such as increased subordination levels
due to amortization and loan re- prepayments or a decline in
subordination due to realized losses.

Primary sources of assumption uncertainty are the current
stressed macro-economic environment and continued weakness in the
occupational and lending markets. Moody's anticipates (i) delayed
recovery in the lending market persisting through 2013, while
remaining subject to strict underwriting criteria and heavily
dependent on the underlying property quality, (ii) strong
differentiation between prime and secondary properties, with
further value declines expected for non-prime properties, and
(iii) occupational markets will remain under pressure in the
short term and will only slowly recover in the medium term in
line with anticipated economic recovery. Overall, Moody's central
global macroeconomic scenario is for a material slowdown in
growth in 2012 for most of the world's largest economies fueled
by fiscal consolidation efforts, household and banking sector
deleveraging and persistently high unemployment levels. Moody's
expects a mild recession in the Euro area.

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

Moody's Portfolio Analysis

European Property Capital 3 plc closed in December 2005 and
represents the securitization of initially five loans originated
by JP Morgan Chase Bank, N.A. Four loans have repaid since
securitization, representing a 76% paydown, and the pool has not
experienced any realized losses to date. Since last review, one
loan, the Algarve loan with a balance of EUR53.3 million repaid
with proceeds applied sequentially to Class A on the February
2012 IPD. The remaining loan is secured by first-ranking legal
mortgages on 17 properties (originally 20) that are all located
in the Netherlands. One property, comprising two buildings had a
partial sale of one building while the remaining building is
being marketed. The main property types are office (15 properties
representing 82% by UW value) and industrial (2 properties
representing 18% by UW value). The portfolio is exposed to
relatively older properties, with the majority built between 1980
- early 1990's. Per May 2012 rent roll, the current portfolio
vacancy rate is between 16% - 17%. The Dutch office market
currently has some of the highest vacancy rates in Europe. The
properties are exposed to markets with vacancy rates ranging from
14% - 18% based on CBRE Q1 2012 Dutch Office Market report.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Large
multi-borrower transactions typically have a Herf of less than 10
with an average of around 5. This pool has a Herf of 1.0, less
than the 1.8 at Moody's prior review.

The outstanding balance of Randstad Loan is EUR113.9 million that
is split between a securitized portion of EUR98.7 million and a
B-Note of EUR15.2 million. The 17 property portfolio has more
than 100 outstanding leases and the weighted average remaining
lease length to first break is 3.7 years. The latest investor
report (as of May 2012) exhibits a strong whole loan interest
coverage ratio ("ICR") of 2.45X. Further, the loan payments due
to the B lender and all surplus rent are swept to pay down the A
loan. The A loan will continue to benefit as long as excess cash
is not negatively impacted by rollover exposure on the portfolio.

The loan is in default because it did not repay at its scheduled
maturity in August 2010 and was transferred to special servicing
in October 2010. According to the Special Servicer, the lenders
and the borrower have agreed to work together on a consensual
sale process, involving a 3-phase marketing program where Phase 1
began in September 2011 with the marketing of 11 of the
properties. As of the May 2012 IPD, three were fully sold off and
one partially (one property contained two buildings, one of which
sold while the other is being marketed). In comparing the average
sales price achieved for the disposed assets against the 2010 and
2011 appraised values, the sale prices were substantially lower
and reflect the progressively deteriorating conditions in the
Dutch office market, particularly for secondary properties. The
current market conditions have prompted the Special Servicer to
review the marketing strategy adopted last year. Moody's
portfolio value of EUR86.8 million considers the (i) secondary
quality of the properties, (ii) some potential rental income
deterioration caused by the adverse lease profile (nearly 38% of
the rental income breaks or expires by the end of 2013), and iii)
uncertainty with regard to execution of the planned disposal
process. Based on Moody's value, the loan-to-value (LTV) ratio on
the securitized portion is 114%. This compares to 81% based on
the most recent underwriter's value.

Portfolio Loss Exposure: Moody's expects a significant amount of
losses on the securitized portfolio, stemming mainly from the
uncertain work-out strategy for the remaining Randstad loan in a
difficult and declining Dutch commercial real estate market. The
expected losses are likely to crystallize only towards the end of
the legal final maturity date.

The principal methodology used in this rating was Moody's
Approach to Real Estate Analysis for CMBS in EMEA: Portfolio
Analysis (MoRE Portfolio) published in April 2006.

Other factors used in this rating are described in European CMBS:
2012 Central Scenarios published in February 2012.

The updated assessment is a result of Moody's on-going
surveillance of commercial mortgage backed securities (CMBS)
transactions. Moody's prior assessment is summarized in a press
release dated July 1, 2011. The last Performance Overview for
this transaction was published on June 1, 2012.

In rating this transaction, Moody's used both MoRE Portfolio and
MoRE Cash Flow to model the cash-flows and determine the loss for
each tranche. MoRE Portfolio evaluates a loss distribution by
simulating the defaults and recoveries of the underlying
portfolio of loans using a Monte Carlo simulation. This portfolio
loss distribution, in conjunction with the loss timing calculated
in MoRE Portfolio is then used in MoRE Cash Flow, where for each
loss scenario on the assets, the corresponding loss for each
class of notes is calculated taking into account the structural
features of the notes. As such, Moody's analysis encompasses the
assessment of stressed scenarios.



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


IMCO: Premafin Assesses Impact of Bankruptcy
--------------------------------------------
Lorenzo Totaro at Bloomberg News reports that Premafin
Finanziaria SpA said on Tuesday it is assessing the impact of the
bankruptcy of Imco and Sinergia, the companies controlled by
Ligresti family.

According to Bloomberg, Premafin also said that it will submit
the outcome of the assessment to its board and then inform
shareholders about it.

As reported by the Troubled Company Reporter-Europe on June 20,
2012, Bloomberg News, citing news agency Ansa, related that a
Milan court declared Imco and Sinergia.



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


LEOPARD CLO: Moody's Lowers Rating on Class D Notes to 'Caa3'
-------------------------------------------------------------
Moody's Investors Service has taken rating actions on the ratings
of the following notes issued by Leopard CLO II B.V.:

    EUR45M Class A-2 Senior Secured Floating Rate Notes due 2019,
    Upgraded to Aa3 (sf); previously on Aug 24, 2011 Upgraded to
    A2 (sf)

    EUR15M Class C Senior Secured Deferrable Floating Rate Notes
    due 2019, Downgraded to B2 (sf); previously on Aug 24, 2011
    Upgraded to Ba3 (sf)

    EUR8.25M Class D Senior Secured Deferrable Floating Rate
    Notes due 2019, Downgraded to Caa3 (sf); previously on
    Aug 24, 2011 Upgraded to Caa2 (sf)

Ratings Rationale

According to Moody's, the rating upgrade of Class A-2 notes is
primarily a result of deleveraging of the senior notes since the
rating action in August 2011. The rating downgrade actions on
Class C and D notes reflect decrease in Class C and Class D
overcollateralization ratios, increase of defaulted par and
decrease in diversity score.

Moody's notes that the Class A-1 notes have been paid down by
approximately 40.8% or EUR 41.09 million since the rating action
in August 2011. As a result of the deleveraging, the
overcollateralization ratios have increased since the rating
action in August 2011. As of the latest trustee report dated May
2012, the Class A and Class B overcollateralization ratios are
reported at 145.3% and 120.0%, respectively, versus July 2011
levels of 135.6% and 117.8%, respectively. However, Class C and
Class D overcollateralization ratio have decreased to 107.3% and
101.4% from 108.1% and 103.4% of July 2011 levels. Moody's also
notes that the Class D overcollateralization test is in breach as
of May 2012 reporting date and Class D Notes are deferring
interest which is likely to continue because of the marginal
overcollateralization cushion for Class C.

Slight improvement in the credit quality is observed through a
better average credit rating of the portfolio (as measured by the
weighted average rating factor "WARF") and a decrease in the
proportion of securities from issuers rated Caa1 and below. As of
the latest trustee report dated May 2012, the WARF is currently
3,150 compared to 3,260 in the July 2011 report, and securities
rated Caa1 or lower make up approximately 8.42% of the underlying
portfolio versus 15.23% in July 2011. However, at the same time,
Moody's base case defaulted par increased to EUR16.87 million
from EUR11.54 million and diversity score reduced to 22 versus
July 2011 level of 27. Moody's notes that the negative impact of
the increased defaults and reduced diversity score, coupled with
decreased OC ratios, out-weighed the impact of slight improvement
in credit quality for the Junior tranches.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as the portfolio par amount, WARF,
diversity score, and weighted average recovery rate, may be
different from the trustee's reported numbers. In its base case,
Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of
EUR151.21million, defaulted par of EUR16.87 million, a weighted
average default probability of 23.36% (consistent with a WARF of
3,632), a weighted average recovery rate upon default of 43.72%
for a Aaa liability target rating, a diversity score of 22 and a
weighted average spread of 3.04%. The default probability is
derived from the credit quality of the collateral pool and
Moody's expectation of the remaining life of the collateral pool.
The average recovery rate to be realized on future defaults is
based primarily on the seniority of the assets in the collateral
pool. For a Aaa liability target rating, Moody's assumed that
84.3% of the portfolio exposed to senior secured corporate assets
would recover 50% upon default, while the remainder non first-
lien loan corporate assets would recover 10%. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also relevant factors.
These default and recovery properties of the collateral pool are
incorporated in cash flow model analysis where they are subject
to stresses as a function of the target rating of each CLO
liability being reviewed.

In the process of determining the final rating, Moody's took into
account the results of a sensitivity analysis where WARF was
increased by 363 points. This run generated model output
consistent with the rating actions.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, which could negatively impact the
ratings of the notes, as evidenced by 1) uncertainties of credit
conditions in the general economy 2) the large concentration of
speculative-grade debt maturing between 2014 and 2016 which may
create challenges for issuers to refinance. CLO notes'
performance may also be impacted either positively or negatively
by 1) the manager's investment strategy and behavior and 2)
divergence in legal interpretation of CDO documentation by
different transactional parties due to embedded ambiguities.

Sources of additional performance uncertainties are described
below:

1) Deleveraging: The main source of uncertainty in this
transaction is whether delevering from unscheduled principal
proceeds will continue and at what pace. Deleveraging may
accelerate due to high prepayment levels in the loan market
and/or collateral sales by the manager, which may have
significant impact on the notes' ratings.

2) Recovery of defaulted assets: Market value fluctuations in
defaulted assets reported by the trustee and those assumed to be
defaulted by Moody's may create volatility in the deal's
overcollateralization levels. Further, the timing of recoveries
and the manager's decision to work out versus sell defaulted
assets create additional uncertainties. Moody's analyzed
defaulted recoveries assuming the lower of the market price and
the recovery rate in order to account for potential volatility in
market prices. Realization of higher than expected recoveries
would positively impact the ratings of the notes.

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

4) Moody's also notes that around 65% of the collateral pool
consists of debt obligations whose credit quality has been
assessed through Moody's credit estimates. Further information
regarding specific risks and stresses associated with credit
estimates are available in the report titled "Updated Approach to
the Usage of Credit Estimates in Rated Transactions" published in
October 2009.

5) Long-dated assets: The presence of assets that mature beyond
the CLO's legal maturity date exposes the deal to liquidation
risk on those assets. Moody's assumes that at transaction
maturity such an asset has a liquidation value dependent on the
nature of the asset as well as the extent to which the asset's
maturity lags that of the liabilities. Realization of higher than
expected liquidation values would positively impact the ratings
of the notes.

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

Moody's modeled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in June 2011. In addition, due to the low
diversity of the collateral pool, Moody's CDOROMTM was used to
simulate default scenarios then applied as an input in the cash
flow model.

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

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

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


PANGAEA ABS 2007-1: S&P Lowers Rating on Class D Notes to 'B-'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered and removed from
CreditWatch negative its credit ratings on PANGAEA ABS 2007-1
B.V.'s class A, B, C, and D notes.

PANGAEA ABS 2007-1 is a cash flow collateralized debt obligation
(CDO) of mainly European mezzanine asset-backed securities
transaction.

"The rating actions follow the application of our 2012 criteria
for CDOs of pooled structured finance assets. They reflect our
assessment of the negative ratings migration in the portfolio of
performing assets, and of reduced weighted-average spread in the
portfolio since our previous review of the transaction on Dec.
24, 2010," S&P said.

"None of the ratings in this transaction was affected by either
the largest obligor default test or the largest industry default
test--two supplemental stress tests in our 2012 criteria for CDOs
of pooled structured finance assets," S&P said.

"Based on the updated methodology and assumptions as outlined in
these criteria, we have subjected the capital structure to a cash
flow analysis, to determine the break-even default rate (BDR) for
each rated class of notes at each rating level. We have also
conducted an updated credit analysis, to determine the scenario
default rate (SDR) at each rating level," S&P said.

"Our analysis shows a reduction in BDRs and a rise in SDRs, which
together indicate to us that the current credit enhancement
levels available to the class A, B, C, and D notes are no longer
commensurate with our previous ratings on these classes of notes.
As a result of these developments, we have lowered and removed
from CreditWatch negative our ratings on the class A, B, C, and D
notes," 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                Rating
               To                    From

PANGAEA ABS 2007-1 B.V.
EUR309.2 Million Asset-Backed Floating-Rate Notes

Ratings Lowered and Removed From CreditWatch Negative

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



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


SILENTIO INVESTMENTS: Warsaw Court Rejects Bankruptcy Motion
------------------------------------------------------------
Polska Agencja Prasowa reports that listed builder Trakcja-Tiltra
said in a market filing a Warsaw circuit court rejected a motion
for a liquidation bankruptcy of its unit Silentio Investments,
citing insufficient company assets to cover the cost of court
proceedings.

Silentio Investments SP. Z.O.O is based in Warsaw, Poland.  It
operates as a subsidiary of Tiltra Group AB.



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


ATLANTIC RESTAURANT: Shuts Down Burger King Romania Restaurants
---------------------------------------------------------------
Romania Insider reports that Atlantic Restaurant System, which
runs the Burger King franchise in Romania, will close down the
last two remaining restaurants in Romania this week, after having
closed down its units in Baneasa Shopping City, Plaza Romania and
Bucuresti Mall.

This follows its insolvency, on June 8, asked by the retail
center Liberty Center in Bucharest, the report relates.

Romania Insider recalls Burger King entered the Romanian market
four years ago.  The fast food operator was the only one of the
international fast food players to post a loss in 2010, according
to financial records obtained by Romania Insider.

Romania Insider notes that Burger King Romania ended 2010 with a
loss of EUR1.27 million, higher than the loss in 2009, of
EUR1.13 million.  End 2010, Burger King had a staff of 153 and
only eight restaurants in Romania.


HIDROELECTRICA SA: Romania May Delay Minority Stake Sale
--------------------------------------------------------
Andra Timu and Irina Savu at Bloomberg News report that Romania
may delay selling a minority stake in Hidroelectrica SA that was
agreed with the International Monetary Fund and the European
Union, as the power utility lacks liquidity to pay its bills and
seeks to enter insolvency.

According to Bloomberg, Hidroelectrica Chairman Remus Vulpescu
said in Bucharest on Tuesday that the sale was agreed on in May
and its postponement will be discussed with the IMF and the EU
after a court approves the legal filings.  Bloomberg notes that
Mr. Vulpescu, who is also in charge of the industry state asset-
selling office, said he believes the IMF will be "flexible" with
the utility's solutions.

"We didn't eliminate or rule out the possibility of getting money
for Hidroelectrica through a share sale, but it doesn't seem
possible this year," Bloomberg quotes Mr. Vulpescu as saying.
"The main purpose of the insolvency procedure is to reorganize
the company and increase its efficiency through different
measures.  There is not enough liquidity."

Mr. Vulpescu, as cited by Bloomberg, said that the insolvency
won't force the company to go into bankruptcy.  It is meant to
help its reorganization and won't lead to cuts in power supplies
to Hidroelectrica's clients, Bloomberg states.  He said that a
judicial administrator will propose a reorganization plan for
Hidroelectrica which must be approved by its creditors, including
Fondul Proprietatea SA, Bloomberg relates.  He added that the
restructuring won't last more than 16 months to 18 months,
according to Bloomberg.

Hidroelectrica SA is Romania's state-owned hydro-power generator.


* ROMANIA: Corporate Insolvencies Drops 34.6% in Q1 2012
--------------------------------------------------------
Ovidiu Posirca at Business Review, citing Coface Romania, reports
that around 4,400 Romanian companies filed for insolvency in the
first quarter of this year, which is a 34.6% decrease on the
similar period of 2011, with retail and constructions taking the
brunt.

Business Review relates that the Coface report, which is based on
data from the National Trade Registry Office (ONRC), said 4,414
companies were in different insolvency stages, which is a lower
value year-on-year due to a positive basis effect.  Insolvencies
reduced by half in the vehicle and equipment industry, steel
industry, healthcare and social assistance sector.

Business Review notes that retail and wholesale trade, followed
by the construction sector, accounted for 54.9% of insolvencies
in Q1, slightly decreasing from Q1 2011.  However, the report
from Coface said insolvencies in the constructions industry fell
by 40% in Q1 to 645 cases.

"The insolvency contraction in the first quarter of this year
against the similar period of last year is the most significant
in the last 5 years, covering for the first time all the industry
sectors," Business Review quotes Iancu Guda, macroeconomic
analyst at Coface, as saying. "We attribute this trend rather to
structural factors such as the decrease of active legal persons
in the last three years, a high basis effect from the previous
year, and the filtering of less competitive firms during the
recessions."



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


MECHEL OAO: Estar's Likely Default Pressures Debt Covenants
-----------------------------------------------------------
John Bowker and Alexei Anishchuk at Reuters report that indebted
Russian coking coal and steel producer Mechel faces the risk of a
further increase in already-stretched borrowings due to the
financial struggles of subsidiary Estar, which owes it nearly
US$1 billion.

According to Reuters, if Estar defaults on the loan -- which
falls due at the end of September -- some analysts believe it
could lead to renewed pressure on Mechel's debt covenants, less
than six months after they were renegotiated for the second time
in as many years.

"If the loan is not repaid we will enforce the security, which is
the pledge of shares of essentially all Estar assets . . .
consequently technically that will be tantamount to an increase
of debt," Reuters quotes Mechel Chief Financial Officer Stanislav
Ploschenko as saying in e-mailed comments.

Mechel, controlled by tycoon Igor Zyuzin, last renegotiated its
debt covenants in April, widening the net debt to EBITDA ratio
allowances, Reuters notes.

The move only partly allayed market concerns about its total debt
position, which stood at US$9.9 billion at year end 2011, Reuters
says.  The shares have shed 75% of their value over the past 12
months, now valuing the company at US$3.3 billion, Reuters
discloses.

A fall in Ukrainian crude steel production forced Mechel to lend
it US$945 million, using Estar's fixed assets including steel
mills as collateral, Reuters states.

The loan matures in September 2012 and if it defaults, Mechel
will gain Estar's assets, but also its US$1 billion debt, which
could then appear on the company's balance sheet, according to
Reuters.

Some analysts said that while debt may increase as a result of a
default on the Estar loan, banks would have taken this into
account when renegotiating the covenants earlier this year,
Reuters notes.

                        About Mechel OAO

Mechel OAO is a Russia-based integrated mining and steel company.
The Company focuses on the production of mining products, such as
coal, iron ore, nickel, and steel products. Its operations are
divided into two segments: Mining and Steel. The Mining segment
focuses on the production and sales of coking coal concentrate,
iron ore concentrate and coke with assets in Russia and the
United States.  The Steel segment comprises production and sale
of semi-finished steel products, carbon and specialty long
products, stainless flat products, and value-added downstream
metal products, including hardware and stampings. The Company has
production facilities in 13 of Russia's regions, as well as the
United States, Kazakhstan, Romania, Lithuania and Bulgaria.
Additionally, Mechel OAO owns two trade ports and a railway
company. In 2011, the Company completed the acquisition of a 100%
stake in Rostvoskiy elektrometallurgicheskiy zavod (REMZ).


* RUSSIA: Moody's Says Credit Risks May Grow in Medium Term
-----------------------------------------------------------
The recovery in the Russian economy in 2010-11 has led to a
stabilization in regional financials, reflected in improving
operating margins, decreasing financing deficits and contained
debt metrics, says Moody's Investors Service in an Industry
Outlook published on June 19. The stable outlook assigned to the
sector is based on Moody's expectations of continuing, albeit
decelerating, economic growth, contained funding deficits and
manageable debt affordability.

The new report is entitled "Russian Regions: Stable Outlook, but
Credit Risks May Grow in Medium Term".

Sustained economic growth in the last two years was the key
driver of the stabilization in regional financials to pre-crisis
levels. At year-end 2011, average total revenues for rated
Russian regions exceeded the levels recorded in 2008, while
operating surplus slightly rose and financing deficits (in most
cases) recovered to modest levels comparable with pre-crisis
figures.

In Moody's central scenario for 2012, Russian regional
governments are forecasted to maintain sustainable fiscal
performances, with stable operating margins and contained
financing deficits on average. This scenario is based on
anticipated GDP growth of 3.3%-3.5% and favorable commodity
prices. Also factored in this scenario is the materialization of
some downside risks in the next 12-18 months. Moody's believes
that conservative budget management and the potential for further
austerity measures should help offset key rating pressures, such
as a deceleration of economic growth and/or moderate decline in
energy prices, anticipated over the outlook period.

At the same time, Moody's cautions that future challenges may
lead to further differentiation within the rated universe. The
progressive decrease in federal transfers and the rate of growth
in social obligations may hinder further recovery in regions'
operating margins. Additional medium-term pressures are likely to
come from market volatility and regions' growing refinancing
needs, which should be considered in conjunction with modest
liquidity positions on average.

Moody's currently rates 16 regions in Russia, with ratings
spanning a wide range from Baa1 to Ba3.



=========
S P A I N
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AUTOVIA DEL CAMINO: Moody's Cuts Rating on Loan Facilities to Ba1
-----------------------------------------------------------------
Moody's Investors Service has announced multiple rating actions
on the following project issuers domiciled in Spain: Autovia del
Camino S.A., Autovia de Los Vinedos S.A. and Autovia de la Mancha
S.A.

AUTOVIA DEL CAMINO S.A.

The following loan facilities raised by Autovia del Camino S.A.
("AdC") have been downgraded to Ba1 from Baa2 and also placed on
review for downgrade:

  * EUR175 million senior secured loan provided by the European
    Investment Bank, maturing in 2029.

  * EUR145 million senior secured commercial bank loan maturing
    in 2030.

AUTOVIA DE LOS VINEDOS S.A.

The following debt obligations of Autovia de los Vinedos, S.A.
("Auvisa") have been placed on review for downgrade:

  * EUR103 million senior secured loan provided by the European
    Investment Bank due 2030.

  * EUR64 million senior secured bonds maturing in 2027.

AUTOVIA DE LA MANCHA S.A.

The underlying rating of the EUR110 million guaranteed senior
secured loan due 2031 raised by Autovia de la Mancha S.A.
("Aumancha") has been placed on review for downgrade.

RATINGS RATIONALE

AUTOVIA DEL CAMINO S.A.

AdC entered into a 30-year concession agreement in 2002 with the
Spanish Regional Government of Navarra (the "Offtaker"). In
Moody's view, the credit fundamentals of the Offtaker have been
negatively affected by the economic conditions in Spain and by
the downgrade of the Kingdom of Spain's rating to Baa3 from A3
(which has also been placed on review for further downgrade).
While Moody's does not rate the Offtaker, most regional
governments in Spain are now rated at or below the Kingdom of
Spain's Baa3 rating, with only the very strongest credits being
rated one notch above.

Generally, for projects with significant exposure to offtaker
payment counterparty risk, Moody's maintains a notching
differential between the rating of the project and the rating of
the offtaker. This notching differential is driven by (i) the
project's standalone credit quality (i.e., the project's
unconstrained credit quality, ignoring the credit quality of the
offtaker); (ii) the offtaker's default risk; and (iii) the
offtaker's behaviour or interference risk. Moody's therefore
maintains a one-notch differential between the ratings of AdC's
loans and the rating of the Kingdom of Spain, which reflects (i)
AdC's standalone credit quality; (ii) Moody's perception of the
credit quality of the Offtaker; and (iii) the absence of negative
Offtaker interference (to date, all the AdC's invoices have been
paid on time and in full by the Offtaker).

AdC's loans benefit from an unconditional and irrevocable
guarantee of scheduled principal and interest provided by Syncora
Guarantee (U.K.) Ltd (SGUK, formerly XL Capital Assurance (U.K.)
Limited), which is rated Ca with developing outlook. The rating
of the loans is determined as the higher of (i) SGUK's insurance
financial strength rating, and (ii) the underlying rating of the
loans, which is Ba1/on review for downgrade.

The review for downgrade on the ratings of AdC's loans reflects
the review for downgrade on the rating of the Kingdom of Spain
and of the Spanish sub-sovereigns rated by Moody's.

AUTOVIA DE LOS VINEDOS S.A. and AUTOVIA DE LA MANCHA S.A.

The actions for Auvisa and Aumancha follow the weakening of the
Spanish government's creditworthiness, as captured by Moody's
downgrade of the Kingdom of Spain's rating to Baa3 from A3 on 13
June 2012 and the initiation of a review for downgrade of the Ba2
rating of Castilla-La Mancha (payer under the concession
agreements with the two toll road projects) on June 15, 2012.

Presently, the four-notch differential between the B3 underlying
ratings of Auvisa and Aumancha and the Ba2 rating of Castilla-La
Mancha sufficiently captures the region's negative interference
risk given its history of late payments to the two projects (even
though Moody's has noted some improvement lately). However, in
Moody's view, the credit fundamentals of Castilla-La Mancha have
been negatively affected by the economic conditions in Spain and,
going forward, this may further affect the region's ability to
make timely payments, in accordance with the two projects'
respective concession agreements. Also, the worsening economic
conditions may further affect the actual traffic volumes of the
projects, which may weaken their standalone credit quality (i.e.,
the project's unconstrained credit quality, ignoring the rating
of Castilla-La Mancha). Moody's notes that Aumancha's standalone
credit quality is stronger than Auvisa's and therefore Aumancha
should be more resilient to downward traffic pressure.

Auvisa's debt obligations benefit from an unconditional and
irrevocable guarantee of scheduled principal and interest
provided by SGUK, rated Ca/developing outlook. The rating is
determined as the higher of (i) SGUK's insurance financial
strength rating, and (ii) the underlying rating of the Loans,
which is B3/on review for downgrade.

Aumancha's loans benefit from an unconditional and irrevocable
guarantee of scheduled principal and interest provided 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 rating is
determined as the higher of (i) Assured Guaranty's insurance
financial strength rating, and (ii) the underlying rating of the
Loans, which is B3/on review for downgrade.

The review for downgrade on the ratings of Auvisa's and
Aumancha's debt obligations reflects the review for downgrade on
the rating of Castilla-La Mancha.

WHAT COULD CHANGE THE RATINGS UP/DOWN

AUTOVIA DEL CAMINO S.A.

Given the review for downgrade, Moody's does not anticipate
upward rating pressure on AdC's loans in the short term. Moody's
would consider upgrading the AdC's loans if it were to upgrade
the rating of the Kingdom of Spain and if the perceived credit
quality of the Offtaker were to improve. Any upgrade would be
conditional on the Issuer demonstrating strong debt service
coverage ratios and robust historical traffic data.

Conversely, the ratings of the loans may be subject to downgrade
in the event of any of the following: (i) actual or expected
material and persistent further declines in traffic levels; (ii)
a trend of delays in the receipt of payment of outstanding
invoices from the Offtaker; and/or (iii) a reduction in the
perceived credit quality of the Offtaker or a downgrade of the
Kingdom of Spain.

AUTOVIA DE LOS VINEDOS S.A. and AUTOVIA DE LA MANCHA S.A.

Given the review for downgrade, Moody's does not anticipate
upward pressure on the underlying ratings of Auvisa's and
Aumancha's debt obligations in the short term. However, Moody's
would consider upgrading the underlying ratings if (i) it were to
upgrade the rating of Castilla-La Mancha; (ii) there were
evidence of steady receipt of payments from Castilla-La Mancha
with no material delays in the payment for outstanding invoices;
and (iii) the projects' traffic volumes were to stabilise or
improve.

Conversely, Moody's could consider downgrading the underlying
ratings of the projects in the event of (i) a downgrade of the
rating of Castilla-La Mancha; (ii) a prolonged decrease in
observed traffic levels, which is a risk for Auvisa particularly,
given that its standalone credit quality is weaker than
Aumancha's; (iii) a trend of further delays in the receipt of
payment of outstanding invoices from Castilla-La Mancha or any
other actions taken by the region that may negatively affect the
projects' credit quality.

Principal Methodology

The principal methodology used in rating AdC was Operational Toll
Roads published in December 2006. The principal methodology used
in rating Auvisa was Operational Toll Roads published in December
2006. The principal methodology used in rating Aumancha was
Operating Risk in Privately-Financed Public Infrastructure
(PFI/PPP/P3) Projects published in December 2007.

AUTOVIA DEL CAMINO S.A.

Autovia del Camino's shareholders are (i) RREEF (80%), the
infrastructure investment management business of Deutsche Bank's
Asset Management division; (ii) Grupo Corporativo Empresarial de
la Caja de Ahorros y Monte de Piedad de Navarra, S.A. (10.9%),
the industrial arm of the largest regional savings bank in
Navarra; and (iii) Global Via Infraestructuras, S.A. (9.1%), an
infrastructure company jointly owned by Fomento de Construcciones
y Contratas, S.A. and Caja Madrid.

AUTOVIA DE LOS VINEDOS S.A. and AUTOVIA DE LA MANCHA S.A.

Auvisa's shareholders are Acciona S.A. and Esconcessoes, SGPS
S.A., which each have a 50% shareholding.

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%.


BANKIA SA: IAG Chief Open to Sell Stake to Another Airline
----------------------------------------------------------
Andrew Parker and Victor Mallet at The Financial Times report
that the boss of International Airlines Group has signalled he is
receptive to another airline buying all or part of the stake in
IAG held by Bankia, the part-nationalized and deeply troubled
Spanish bank.

The FT relates that Willie Walsh, IAG's chief executive, said an
airline investor could be "positive" for the company, adding
there was no "strategic value" to Bankia or the Spanish state
being a shareholder.

According to the FT, Bankia is IAG's largest shareholder, and
analysts and bankers said the most plausible trade buyers for the
bank's 12% stake would be fast-growing Gulf airlines, with some
highlighting state-controlled Qatar Airways.

Bankia, the FT says, is widely expected to sell its IAG stake,
worth GBP348 million at the current market price, and Mr. Walsh
told Expansion, a Spanish newspaper, in an interview published on
Tuesday that there were investors interested in buying the
Spanish bank's stake.

He went on to say that IAG did not rule out having an airline as
an investor, which "could be positive if they are neutral" and
did not interfere in the company's management, the FT notes.

As reported by the Troubled Company Reporter-Europe on June 13,
2012, Standard & Poor's Ratings Services lowered its issue
ratings on the non-deferrable subordinated debt issued by Spanish
bank Bankia S.A. to 'CCC-' from 'B-', and on the non-deferrable
subordinated debt issued by its holding company, Banco Financiero
y de Ahorros S.A. (BFA), to 'CC' from 'CCC+'.  "The issue ratings
were removed from CreditWatch with negative implications, where
we placed them on April 30, 2012," S&P said.

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


IM GRUPO: Fitch Affirms 'CC' Rating on EUR32.4-Mil. Class E Notes
-----------------------------------------------------------------
Fitch Ratings has affirmed IM Grupo Banco Popular EMPRESAS 1's
notes as follows:

  -- EUR218,345,738 class A2 notes (ISIN ES0347843015): affirmed
     at 'AA-sf'; Outlook Negative

  -- EUR28,800,000 class B notes (ISIN ES0347843023): affirmed at
     'AA-sf', Outlook Negative

  -- EUR27,000,000 class C notes (ISIN ES0347843031): affirmed at
     'Asf'; Outlook Stable

  -- EUR54,900,000 class D notes (ISIN ES0347843049): affirmed at
     'BBsf'; Outlook Stable

  -- EUR32,400,000 class E notes (ISIN ES0347843056): affirmed at
     'CCsf'; assigned RE100%

The ratings on the class A2 and B notes are capped at 'AA-sf' due
to the five-notch differential between Spain's sovereign rating
of 'BBB'/Negative and the highest achievable structured finance
ratings.  The ratings cap reflects the agency's concerns that the
weakening sovereign increases the likelihood of extreme macro-
economic events that could undermine the performance of the
securitizations.  The Negative Outlook assigned to class A2 and B
reflects the Outlook on the sovereign rating.

The affirmations of the class C and D notes reflect the
increasing credit enhancement levels and robustness of the
transaction.  The notes can withstand Fitch's assumptions on
default probability, recovery and correlation stresses.  The
class E notes were issued to fund the reserve and their repayment
would be dependent upon the level of the reserve fund at maturity
and amount of recoveries realized on defaulted assets.

As of April 2012, the level of short-term delinquencies has
largely been stable, while higher delinquency buckets have been
gradually increasing since the last review.  The 90+-days in
arrears bucket currently has EUR7.68 million impairments and
Fitch views some of these loans as likely to migrate into default
in line with the observed trend.

Current defaults have decreased to EUR32.30 million compared with
EUR39.48 million a year ago while recoveries from worked out
assets increased with the weighted average recovery rate
currently at 50%.  The portfolio is 97% secured on first lien
property collateral with a weighted average loan-to-value of 37%.
The reserve fund is currently at the required level of EUR45m but
can amortize to an absolute floor of EUR22.5m if the 90+-day
delinquency rate is below 1% (currently 2.4%) and the reserve has
been replenished to the required amount at the previous interest
payment date.  Fitch analyzed the structure with a reduced
reserve fund and the current ratings of the notes can withstand
the potential step down in the reserve.

As the transaction continues to deleverage, borrower and industry
concentrations are steadily increasing with the top 20 obligors
making up 21% of the portfolio and exposure to real estate at
24%.  All the notes pass Fitch's stresses on borrower
concentration at a stressed recovery.  Recoveries for loans
secured by first-lien mortgages were adjusted for market value
stresses based on the agency's criteria.  Loans with second-lien
mortgages and other types of collateral were treated as
unsecured.

IM Grupo Banco Popular EMPRESAS 1 is a cash flow securitization
of an initial EUR1.8 billion static pool of SME loans granted by
six entities of Grupo Banco Popular which have since merged with
Banco Popular Espanol SA ('BBB-' /Negative/'F3').


* SPAIN: May Wind Up One of Bailed-Out Savings Banks
----------------------------------------------------
Reuters reports that the European Union's competition chief said
on June 13 that Spain may need to wind down one of its bailed-out
savings banks.  He also warned liquidation of a bank may be
preferable if the costs of rescuing it are too high for
taxpayers, the report says.

The news agency relates that Spain's economy ministry later said
it had no intention to liquidate any bank.  A ministry spokesman
said the government would stick to its plan to clean-up,
recapitalize and privatize all the banks that have been rescued
by the state, relates Reuters.

Reuters notes that under state-aid rules, the European Commission
is allowed to refuse a request to rescue a bank if it considers
the lender too costly to save -- effectively forcing it to be
wound up.

According to Reuters, Spain is awaiting final approval from the
European Commission for the restructuring plan for three banks
rescued by the state: NCG Banco (NovaGalicia), CatalunyaCaixa and
Banco de Valencia.

"If I am not wrong, one of the three, according to the intentions
of the Spanish authorities, is oriented towards a liquidation and
not to maintain them after restructuring as a going concern,"
Joaquin Almunia told Reuters in an interview.  He did not
identify the lenders, Reuters notes.

Reuters says NCG Banco, commonly known as NovaCaixaGalicia, and
Catalunya Caixa denied they would be closed. Banco de Valencia
said it was not aware of any such plan. Bankia has yet to
formally request approval for a recapitalization plan, Reuters
adds.


* SPAIN: Moody's Assigns Ba1 CFRs/PDRs to Gov't-Related Entities
----------------------------------------------------------------
Moody's Investors Service issued a correction the June 15, 2012
ratings release of two Spanish government-related entities.

Moody's downgraded the two Spanish government-related entities
following sovereign downgrade.

The list of assignments as follows:

  Issuer: Administrador de Infraestruct. Ferroviarias

     Probability of Default Rating, Assigned Ba1; Placed Under
     Review for Possible Downgrade

     Corporate Family Rating, Assigned Ba1; Placed Under Review
     for Possible Downgrade

  Issuer: Corp. Reser. Estrategicas Prod. Petroliferos

     Probability of Default Rating, Assigned Ba1; Placed Under
     Review for Possible Downgrade

     Corporate Family Rating, Assigned Ba1; Placed Under Review
     for Possible Downgrade



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


* MUNICIPALITY OF IZMIR: Fitch Keeps BB+ Foreign Currency Rating
----------------------------------------------------------------
Fitch Ratings has affirmed the ratings of the Metropolitan
Municipality of Izmir and of Bursa.

Izmir's ratings reflect solid budgetary performance and
comfortable risk coverage as well as increasing direct debt and
the developing institutional framework in Turkey.  Izmir's robust
operating margin recovered in 2011 to 56%, its average for the
last five years, after dropping slightly below 50% in 2010.  A
further increase in self-funding capacity and an improvement in
the national economy, which would be reflected in higher
sovereign ratings will be positive for Izmir's ratings.  On the
other hand, an inability to sustain financial flexibility along
with a downgrade of the sovereign would trigger a negative rating
action.

Direct debt of Izmir is forecast to increase until 2014 although
in the light of the strong operating performance, debt coverage
should remain comfortable with a direct debt/current balance not
exceeding 1.5 years by 2014.  Despite its rapid build-up, direct
debt rose from a low base and was equivalent to 50% of current
revenue and one year of the current balance at end-2011.

Izmir is the third-largest city in Turkey by population and is
the main centre in the country's Aegean region.  The metropolitan
area is home to almost 5% of the country's population.  Izmir has
a diversified economy and accounts for about 8% of GNP, 10% of
national tax receipts and 6% of the country's exports.  It has a
strong socio-economic profile with wealth and development
indicators above the national average.  The Metropolitan
administration's main responsibilities are investment driven,
primarily in relation to transport infrastructure.

The ratings of Bursa acknowledge the municipality's ability to
implement its significant investment program without impairing
financial stability in line with Fitch's previous expectation and
projected strengthening of credit profile from 2013.  The ratings
also take into account substantial foreign currency exposure
coming from its debt and resulting financial vulnerability to
potentially adverse economic conditions.

Bursa's operating revenue and performance ratios continued to
improve in 2011.  In the period from 2012 to 2014, Fitch
forecasts operating margin to stabilize at around 46% backed by
lower but consistent revenue growth and relatively stable
operating expenditure increases.  Direct debt was up 29% yoy in
2011, after remaining largely stable during 2009 and 2010.
Depreciating local currency was responsible for almost half of
that increase as the foreign currency portion of the debt stood
at 72% at end-year.  In 2012 when the debt is forecast to reach
its peak, the payback ratio should remain at four years.

Bursa is the fourth-largest contributor to national GDP with a
share of 4%, drawing on its wide and increasingly diversified
economic activity base with above-average wealth indicators.
Increased diversification of economic activity should support tax
base strength.  The Positive Outlooks on the ratings indicate
high likelihood of a strengthening credit profile from 2013 given
the administration's track record of adhering to budgetary and
financial plans.  Realization of projected fiscal performance
together with improving debt dynamics, reflecting the ability to
undertake an investment program in line with targets will trigger
a rating upgrade.

Metropolitan Municipality of Izmir:

  -- Long-term foreign currency rating: affirmed at 'BB+' with
     Stable Outlook

  -- Long-term local currency rating: affirmed at 'BB+' with
     Stable Outlook

  -- National Long-term Rating: affirmed at 'AA(tur)' with Stable
     Outlook

Metropolitan Municipality of Bursa:

  -- Long-term foreign currency rating: affirmed at 'BB-' with
     Positive Outlook

  -- Long-term local currency rating: affirmed at 'BB-' with
     Positive Outlook

  -- National Long-term Rating: affirmed at 'A+(tur)' with
     Positive Outlook



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


ALFA-BANK UKRAINE: S&P Affirms 'B-/C' Counterparty Credit Ratings
-----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B-' long-term
and 'C' short-term counterparty credit ratings on Alfa-Bank
Ukraine (ABU). The outlook is stable. At the same time, the
Ukraine national scale rating was affirmed at 'uaBBB-'.

"The affirmation of the ratings reflects our view that parental
support from the Alfa Group, notably via OJSC Alfa-Bank
(BB/Stable/B), is a stabilizing factor for ABU's creditworthiness
and mitigates increasing pressure on the bank's financial profile
notably capitalization," S&P said.

"We have revised our capital and earnings score for ABU to 'very
weak' from 'weak' as defined in our criteria, and have
consequently revised the bank's stand-alone credit profile (SACP)
to 'ccc+' from 'b-'," S&P said.

"The SACP revision does not, however, affect the ratings on the
bank, as we factor in one notch of ratings uplift to reflect
potential capitalization support from the Alfa group in the event
of need. Consequently, we view ABU as having 'moderately
strategic' group status," S&P said.

"ABU is ultimately owned by Russian financial-industrial group
Alfa Group Consortium (not rated) via ABH Ukraine Ltd. not
rated), which holds 80.1%, and OJSC Alfa-Bank, which holds 19.9%.
During recent financial turmoil in Ukraine, shareholders provided
liquidity and capital injections critical to ABU's survival.
However parental support was not sufficient to prevent a loan
participation note debt restructuring in August 2009. This is why
we incorporate only one notch to reflect parental support. Our
expectation of further parental support offsets the gradual
deterioration of ABU's financial profile from a rating
perspective," S&P said.

"A revision of an earlier decision to convert US$115 million in
subordinated debt into capital in 2012 amid new plans for loan
growth is intensifying pressure on ABU's already weak capital
position. The bank's risk-adjusted-capital (RAC) ratio before
diversification at year-end 2011 was 2.15% and we forecast it
will remain in the "very weak" category (2%-3%) for the next 12-
24 months," S&P said.

"Accordingly, we have revised our capital and earnings assessment
to 'very weak' from 'weak'. This projection takes into account a
planned US$85 million capital increase in 2013 amid targeted loan
growth of 7% in 2012 and 10% in 2013. The bank's regulatory
capital adequacy ratio of 17.9% as at May 3, 2012 is above the
minimum requirement (10%), including US$115 million of
subordinated debt from the Alfa group. ABU's earning capacity is
poor. The bank reported a third consecutive annual loss in
2011mainly driven by a constrained net interest margin of 4.16%
and an increased cost-to-income ratio of 92% due to costs related
to retail banking franchise development. We expect the bank to
break even at the end of 2012 on the basis of an improvement in
its net interest margin driven by a resumption of lending, growth
in higher yielding consumer loans, as well as a reduced
provisioning burden and a slight reduction in administrative
costs.

"The outlook is stable, reflecting our expectation that ABU will
continue its steady development and recovery from recession,
while relying on capital support from shareholders in the event
of need," S&P said.


KREDOBANK PJSC: S&P Affirms 'B-' Counterparty Credit Ratings
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B-' long-term
and 'C' short-term counterparty credit ratings and 'uaBBB-'
national scale rating on Ukrainian PJSC KREDOBANK. The outlook is
stable.

"The affirmation reflects our view that KREDOBANK's stand-alone
credit profile (SACP) remains unchanged at 'ccc+' and that the
bank remains a moderately strategic subsidiary of Powszechna Kasa
Oszczednosci Bank Polski S.A. (PKO; A-/Stable/A-2), which leads
us to lift KREDOBANK's ratings by one notch above its SACP," S&P
said.

S&P sees two opposite dynamics affecting the SACP:

    A likely deterioration of the capital position in the next
    12-18 months; and

    An improvement in asset quality over the past years.

"We have therefore revised our capital and earnings assessment on
KREDOBANK to 'weak' from 'adequate', and our assessment of its
risk position to 'moderate' from 'weak', as defined in our
criteria," S&P said.

"There have been no changes to the other factors that we take
into account when assessing the SACP," S&P said.

"Our ratings on KREDOBANK reflect its anchor of 'b+', as well as
its 'weak' business position, 'weak' capital and earnings,
'moderate' risk position, 'average' funding, and 'adequate'
liquidity, as our criteria define these terms," S&P said.

"We also continue to assess KREDOBANK as a 'moderately strategic'
subsidiary of PKO and expect the parent to continue supporting
its subsidiary, as it has in recent years," S&P said.

"The stable outlook reflects our expectation that KREDOBANK will
remain a moderately strategic subsidiary of PKO. We also consider
that the bank's revised strategy should allow its profitability
to recover and will not have any material negative effects on its
asset quality and liquidity in the next two years," S&P said.

"We would raise the ratings on the bank if the bank's new
management team is able to successfully execute the new strategy,
which would result in achieving targeted profitability without a
significant deterioration in asset quality, backed by continued
support from PKO," S&P said.

"Strengthening capitalization from new shareholder capital
injections or lower loan growth rates, which would result in our
projected risk-adjusted capital (RAC) ratio before
diversification increasing to above 7%, would also be positive
for the rating," S&P said.

"We would lower the ratings if we saw material weakening of the
links with PKO such as would trigger a review of the bank's
'moderately strategic' importance to PKO. We would also view a
deterioration of the bank's projected RAC ratio to below 3% or
weakening liquidity negatively," S&P said.



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


COUNTYROUTE PLC: S&P Affirms 'BB-' Rating on Senior Secured Loan
----------------------------------------------------------------
Standard & Poor's Ratings Services revised downward to '3' from
'1' its recovery rating on the GBP88 million senior secured bank
loan, due 2026, issued by U.K.-based concessionaire CountyRoute
(A130) PLC. The recovery rating of '3' indicates our expectation
of meaningful (50%-70%) recovery prospects in the event of a
payment default, while the recovery rating of '1' indicates our
expectation of very high (90%-10%) recovery prospects," S&P said.

"At the same time, we affirmed our 'BB-' long-term issue rating
on the senior secured bank loan, and our 'B-' long-term issue
rating on CountyRoute's GBP5.5 million subordinated secured
mezzanine bank loan, also due 2026. The recovery rating on the
subordinated secured mezzanine bank loan remains unchanged at
'6'. The outlook is stable," S&P said.

"The downward revision of the recovery rating on CountyRoute's
senior secured bank loan is the result of a change to our
recovery analysis to reflect our updated base-case assumptions
for projected performance. For the purpose of our recovery
analysis, we now assume an event of default in 2021 (compared
with 2013 or 2014 previously) reflecting the cash flow shortfall
that we project in our base case. We now forecast reduced
recovery prospects for the senior secured loan due to the
significant major maintenance expenditure close to the maturity
of the debt, exacerbated by the back-ended nature of the senior
debt amortization profile," S&P said.

"Our updated base case incorporates overall growth in other
vehicle traffic volumes of 2% for financial 2013 (ending March
31, 2013), but flat volumes for heavy goods vehicle traffic. This
is followed by steady overall growth in total volumes of 1.0%-
1.5% thereafter," S&P said.

"CountyRoute is a special-purpose, bankruptcy-remote entity
wholly owned by John Laing Infrastructure Ltd. (not rated). Under
a 30-year concession granted by Essex County Council in 1999,
CountyRoute operates the A130, a 15-kilometer road from
Chelmsford to Basildon in southeast England. The road's
construction was completed in 2003. The present financing was
executed in 2004 to refinance the original debt package after
actual traffic volumes were 25% lower than the original
forecast," S&P said.

"In our view, the project's financial profile is stabilizing and
the level of major maintenance expenditure for the next 3-5 years
will not change again significantly," S&P said.

"We could take a negative rating action if the amount of major
maintenance expenditure that CountyRoute forecasts over the
medium term were higher than it currently projects, resulting in
a further decline in the project's forecast annual debt service
coverage ratios (ADSCRs) and liquidity. A similar outcome could
result if the future development of traffic volumes is worse than
we anticipate, with a similar impact on the project's forecast
ADSCRs and liquidity," S&P said.

"We could take a positive rating action if the forecast financial
profile of the project were to improve. This could occur, for
example, if the original construction contractor were to accept
partial or full responsibility for the rectification of the
underlying pavement defects, or if traffic volumes were to grow
faster than we forecast. We currently view such a situation as
less likely, however," S&P said.


FAIRHOLD SECURITIZATION: Fitch Cuts Rating on Cl. B Notes to 'BB'
-----------------------------------------------------------------
Fitch Ratings has downgraded Fairhold Securitisation Limited's
class A and class B notes and revised the Outlooks to Stable from
Negative, as follows:

  -- GBP413.7 million class A due October 2017 (XS0298926360)
     downgraded to 'BBBsf' from 'AAsf'; Outlook revised to Stable
     from Negative

  -- GBP29.8 million class B due October 2017 (XS0298927509)
     downgraded to 'BBsf' from 'BBBsf'; Outlook revised to Stable
     from Negative

The transaction is a single-borrower securitization of freehold
cash flows derived from a portfolio of sheltered housing located
in the UK and encumbered by long leasehold interests.  The
downgrade of both tranches is based on Fitch's opinion that the
debt quantum and the resulting illiquidity of the collateral,
combined with the lack of an independent servicer to drive
possible work-out strategies, heightens the balloon risk the
transaction faces.

The transaction's performance has been broadly stable over the
past year. Ground rent and wardens' apartment rentals, which
comprise the bulk of income receipts, have been in line with
expectations.  Mark-to-market (MtM) costs rising from the long-
dated interest and inflation swaps have risen significantly over
the last year to stand at GBP240.2 million, as at February 2012.
However, Fitch regards these to be largely immaterial, in a loan
to value (LTV) sense, given the drivers of high MtM costs, i.e.
low interest rates and high inflation, lead to a corresponding,
although not exact, rise in the collateral's market value.

The portfolio has recently been re-valued by valuer Oliver Wyman
at GBP780.8 million, by effectively discounting the future income
streams of the portfolio at a risk-free rate.  The resulting
reported LTV ratio, including MtM break costs in the debt
quantum, stands therefore at 87.6%.  The debt size, the high
leverage and reliance on reserve funds to meet interest payments,
indicates that if the transaction was to refinance at the
extended loan maturity in 2015 some structural enhancements would
have to be brought about.

Although the source of income is extremely strong and the
portfolio may be of interest to long-term investors, it is
Fitch's opinion that the portfolio would be valued at a premium
above the risk-free rate, and therefore the agency projects an
LTV ratio closer to the 100% mark.  This balloon risk is
amplified by the uncertainty over an eventual work-out process:
upon the loan's extended maturity in 2015, the absence of an
appointed third-party servicer exposes the deal to higher
operational risk if compared to a standard CMBS transaction.

Fitch does not expect a change in the performance of this
transaction and therefore has revised the Outlooks to stable.


PORTSMOUTH FC: May Face Liquidation, PST Adviser Warns
------------------------------------------------------
Portsmouth News reports that Antony Fanshawe, of Begbies Traynor
insolvency firm, said Portsmouth Football Club Ltd. could face
liquidation within five weeks, unless it offloads its top
earners.

Begbies Traynor has been advising the Pompey Supporters' Trust on
its bid to buy the club, the report says.

Portsmouth News relates that Begbies Traynor said the players'
compensation payments could stymie both the PST bid to buy
Pompey, and a bid from Balram Chainrai's Portpin.

Under insolvency rules, the report notes, football creditors,
such as players, are entitled to the whole amount of money they
are owed both in wages and in payments to compensate them for
having their contracts cancelled early.

According to the report, Mr. Fanshawe said it is this rule which
will see Pompey go out of existence unless the players agree to
walk away with less money by July 23.

"This is as serious as it gets. If this isn' sorted out there's
going to be no deal and the players will get nothing," the report
quotes Mr. Fanshawe as saying.  "It needs to be done now, because
the CVA meeting is on June 25 and then there's 28 days for anyone
making the deal to walk away."

Portsmouth News says Pompey are expecting to get parachute
payments of GBP14 million next season.  But the players' wages
add up to GBP24.5 million, which leaves a GBP10.5 million hole
for Pompey's new owners to attempt to fill, the report notes.

There would be no money to keep the club running day-to-day, and
at that point there could be only one option left to Pompey's
administrators -- to liquidate the club, Portsmouth News reports.

The report adds that the PST is due to table its own bid to buy
Pompey next week, but the issue of players' compensation could
see that under threat.  But Pompey administrator Trevor Birch
said there is no need for panic and the deals can go ahead as
planned.

As reported in the Troubled Company Reporter-Europe on June 13,
2012, MailOnline said Portsmouth FC is a step closer to coming
out of administration after former owner Balram Chainrai's offer
to take over at Fratton Park again was accepted.  Administrator
Trevor Birch has sent proposals for a Company Voluntary Agreement
which will see the club's creditors initially offered
approximately 2p in the pound, according to MailOnline.

MailOnline noted that Mr. Chainrai's previous spell in charge of
Pompey ended when he sold the club to Convers Sports Initiatives
at the end of the 2010/11 season.

The club's creditors have been invited to vote on the proposals
on June 25 and if the CVA is accepted, Mr. Chainrai could be back
in charge before the start of next season, MailOnline added.

                     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.

Portsmouth Football Club entered administration for the second
time in two years on Feb. 17, 2010, with Trevor Birch, Ian Gould
and Bryan Jackson of PKF (UK) LLP appointed joint administrators.

In 2010, Portsmouth entered administration as a Premiership club
with UHY Hacker Young partners Andrew Andronikou, Peter Kubik and
Michael Kiely appointed administrators, Accountancy Age recalled.
In March 2011, Geoff Carton-Kelly and David Hudson, partners at
Baker Tilly, were appointed liquidators, Accountancy Age said.


RANGERS FOOTBALL: Chairman Urges Fans to Support New Regime
-----------------------------------------------------------
The UK Press Association reports that Rangers chairman Malcolm
Murray has urged fans to unite behind the new regime after a
Walter Smith-led consortium withdrew their interest in buying the
club.

The former Ibrox boss has confirmed that he will step aside after
a GBP6 million offer to the Charles Green consortium was
rejected, UKPA relates.

Mr. Smith's group revealed their interest in purchasing the
stricken Glasgow giants last Thursday, UKPA recounts.

However, within hours, Mr. Green and his investors completed the
purchase of the business and assets of Rangers as a newco after
failure to secure a Company Voluntary Arrangement (CVA) consigned
the club to liquidation, UKPA discloses.

Mr. Murray was swiftly appointed to the board after the ex-
Sheffield United chief executive completed the acquisition and he
has stressed again that his involvement in the company now known
as The Rangers Football Club is not for "personal gain", UKPA
discloses.

Mr. Green, UKPA says, will discover on July 4 whether his newco
will be granted entry into the Scottish Premier League, with all
12 top-flight clubs set to vote on the issue.

                   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.


TITAN EUROPE: Moody's Confirms 'Ba1' Rating on Class A Notes
------------------------------------------------------------
Moody's Investors Service has confirmed the rating of the
following class of Notes issued by Titan Europe 2007-1 (NHP)
Limited (amount reflecting initial outstanding):

    GBP435.85M Class A Notes due 2017, Confirmed at Ba1 (sf);
    previously on Jul 4, 2011 Downgraded to Ba1 (sf) and Remained
    On Review for Possible Downgrade

The Class A Notes were first placed on review for possible
downgrade on 25 May 2011. The action concludes Moody's review of
the transaction.

Moody's does not rate the Class B, Class C, Class D, Class E and
the Class X Notes.

Ratings Rationale

The rating on the Class A Notes is confirmed because the
restructuring process has now stabilized following the transfer
of the nursing homes from Southern Cross. The current level of
uncertainty around the new operations, combined with a credit
enhancement level of 33.1% and Moody's Note to Value of 66% is
commensurate with the current rating on the notes.

The key parameters in Moody's analysis is the default probability
of the securitized loan (both during the term and at maturity) as
well as Moody's value assessment for the properties securing the
loan. Moody's derives from those parameters a loss expectation
for the securitized pool.

In general, Moody's analysis reflects a forward-looking view of
the likely range of commercial real estate collateral performance
over the medium term. From time to time, Moody's may, if
warranted, change these expectations. Performance that falls
outside an acceptable range of the key parameters such as
property value or loan refinancing probability for instance, may
indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. There may
be mitigating or offsetting factors to an improvement or decline
in collateral performance, such as increased subordination levels
due to amortization and loan re- prepayments or a decline in
subordination due to realized losses.

Primary sources of assumption uncertainty are the current
stressed macro-economic environment and continued weakness in the
occupational and lending markets. Moody's anticipates (i) delayed
recovery in the lending market persisting through 2013, while
remaining subject to strict underwriting criteria and heavily
dependent on the underlying property quality, (ii) strong
differentiation between prime and secondary properties, with
further value declines expected for non-prime properties, and
(iii) occupational markets will remain under pressure in the
short term and will only slowly recover in the medium term in
line with anticipated economic recovery. Overall, Moody's central
global macroeconomic scenario is for a material slowdown in
growth in 2012 for most of the world's largest economies fueled
by fiscal consolidation efforts, household and banking sector
deleveraging and persistently high unemployment levels. Moody's
expects a mild recession in the Euro area.

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

Moody's Portfolio Analysis

Titan Europe 2007-1 (NHP) Limited represents a true-sale
securitization of a GBP610 million Senior A Loan extended to The
Libra Borrower, and secured by a portfolio of 301 care homes
located across the UK. Additionally, a GBP 534 million Junior B
Loan was provided to The Libra Borrower that has not been
securitized in this transaction, but is secured by the same
portfolio.

HC-One Limited, a recently formed wholly-owned Subsidiary of the
Libra Borrower, operates 241 care homes. A mixture of third party
tenants operate the remaining 60 care homes. Operations have been
stabilized following HC-One's take over of the care homes
subsequent to the collapse of Southern Cross. The transaction
remains materially exposed to execution risk as a three year
turnaround business plan is finalized and implemented. The
borrower intends to provide an update on its business plan in Q4
2012.

In Moody's view, the option to combine the operational entities
(HC-One) with the properties is likely to improve eventual
recoveries for the Class A Noteholders.

Moody's expects a significant amount of losses on the securitized
portfolio. Given the default risk profile and the anticipated
work-out strategy (with a sale or refinance likely in 2015/2016),
the expected losses are likely to crystallize only towards the
end of the transaction term. Moody's included in its analysis a
GBP58 million estimate of prior ranking claims to account for
potential liabilities arising from swap breakage costs or
outstanding servicer advances upon an expected exit in
2015/20016.

Moody's estimates the securitized Senior A Loan to Value (LTV) at
around 100% compared to 108% on the last review.

The methodologies used in this rating were Moody's Approach to
Real Estate Analysis for CMBS in EMEA: Portfolio Analysis (MoRE
Portfolio) published in April 2006, and Update on Moody's Real
Estate Analysis for CMBS Transactions in EMEA published in June
2005.

Other factors used in this rating are described in European CMBS:
2012 Central Scenarios published in February 2012.

The updated assessment is a result of Moody's on-going
surveillance of commercial mortgage backed securities (CMBS)
transactions. Moody's prior assessment is summarized in a press
release dated July 4, 2011. The last Performance Overview for
this transaction was published on June 11, 2012.

In rating this transaction, Moody's used both MoRE Portfolio and
MoRE Cash Flow to model the cash-flows and determine the loss for
each tranche. MoRE Portfolio evaluates a loss distribution by
simulating the defaults and recoveries of the underlying
portfolio of loans using a Monte Carlo simulation. This portfolio
loss distribution, in conjunction with the loss timing calculated
in MoRE Portfolio is then used in MoRE Cash Flow, where for each
loss scenario on the assets, the corresponding loss for each
class of notes is calculated taking into account the structural
features of the notes. As such, Moody's analysis encompasses the
assessment of stressed scenarios.


TITAN EUROPE: Fitch Maintains 'CCC' Rating on GBP60MM Cl. E Notes
-----------------------------------------------------------------
Fitch Ratings has maintained Titan Europe 2007-1 (NHP) Limited's
notes on Rating Watch Negative (RWN), as follows:

  -- GBP42.15 million class B secured floating-rate notes due
     2017: 'BB'; maintained on RWN

  -- GBP42 million class C secured floating-rate notes due 2017:
     'B+'; maintained on RWN

  -- GBP58 million class D secured floating-rate notes due 2017:
     'B-'; maintained on RWN

  -- GBP60 million class E secured floating-rate notes due 2017:
     'CCC'.

The rating action is driven by the lack of further material
information being made available to Fitch, most notably with
regards to the detailed operating performance of the care home
portfolio (including central costs); the quality of the homes
(information from Christie's most recent site inspection have not
been disclosed yet) providing details about necessary catch-up
capex; and a bottom-up business plan for HC-One.  Fitch
understands that more information will be provided by the
borrower by Q412 after HC-One has prepared a full three year
turnaround plan and the business completes its first 12 months of
trading.

Some information has been provided at a noteholder meeting held
on March 23, 2012 suggesting a continued decline of the
performance of the former Southern Cross homes (now operated by
HC-One).

At the last interest payment date (IPD) in April further funds
have been retained by the borrower with more retentions expected
at the next two IPDs.  Consequently, subordinated forward
interest rate swap and note payments for classes B and below have
been deferred again and the servicer advance facility has been
drawn down.  The total amount of payment deferrals (including
servicer advance facility drawings) has accumulated to nearly
GBP42m in the meantime.

Fitch believes it may be challenging to improve the operating
performance of HC-One materially in a short period of time given
the current market environment with public finances being scarce
and HC-One's low exposure to the more lucrative self-pay market
(circa 16% of overall funding).  Hence, interest payments on
class B and below may keep deferring until final maturity.
However, the transaction still benefits from a tail period of
four years and seven months prior to the legal final maturity of
the notes in January 2017, which leaves some time for performance
to stabilize, and a sale/refinancing solution to be found.

To resolve the RWN, Fitch would need more information as to the
detailed operating performance and conditions of the care homes,
as well as more clarity from Court Cavendish with regard to its
strategy for HC-One.  Fitch may decide to take further rating
actions (possibly multi-notch downgrades) once this information
is received, notably if the transaction's sustainable rent is not
expected to increase materially within Fitch's forecasting
period.

Titan Europe 2007-1 (NHP) is a securitization of 294 nursing
homes and three residential properties owned by NHP, which are
let on long leases to third-party operators active in the UK
healthcare sector (in particular HC-One, which accounts for 84%
of the estate).


* UK's Fraud Office Misfires in Search of Major Prosecution
-----------------------------------------------------------
Ian Thoms at Bankruptcy Law360 reports that the much-maligned
U.K. Serious Fraud Office suffered another embarrassment Monday
when it was forced to drop its flawed investigation into real
estate mogul Vincent Tchenguiz, putting pressure on an agency
already struggling to rehabilitate its image.

In February, Bankruptcy Law360 recalls, the SFO admitted it had
used "unintentionally miscast" information to obtain search
warrants against Tchenguiz during its investigation into the 2008
collapse of Iceland's largest bank, Kaupthing Bank HF.  The
agency believed Tchenguiz and his brother Robert had illegally
profited from the bank's implosion, Bankruptcy Law360 notes.



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


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

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

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

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

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

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

October 3-5, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Marriott Wardman Park, Washington, D.C.
           Contact: http://www.turnaround.org/


                            *********

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

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

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

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


                            *********


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

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

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

This material is copyrighted and any commercial use, resale or
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 * * *