TCREUR_Public/121026.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

           Friday, October 26, 2012, Vol. 13, No. 214

                            Headlines


B E L G I U M

FORD MOTOR: To Shut Three European Plants; 5,700 Jobs Affected


D E N M A R K

DONG ENERGY: S&P Lowers Rating on Hybrid Notes to 'BB'


F I N L A N D

STORA ENSO: Moody's Affirms 'Ba2' CFR; Outlook Negative


F R A N C E

CAPTAIN BIDCO: Moody's Cuts CFR/PDR to 'B3'; Outlook Negative
GROUPAMA 2007: S&P Cuts Rating on Jr. Subordinated Notes to 'C'
PEUGEOT SA: Finance Unit Obtains Government Bailout


G E R M A N Y

CENTROTHERM PHOTOVOLTAICS: Submits Insolvency Plan to Court


G R E E C E

PIRAEUS BANK: S&P Affirms 'CCC/C' Counterparty Credit Ratings


I T A L Y

F-E GOLD: Fitch Affirms Rating on EUR7.2-Mil. Notes at 'BBsf'
WIND TELECOM: Fitch Downgrades LT Issuer Default Rating to 'BB-'
* CITY OF NAPLES: Moody's Reviews 'Ba1' Rating for Downgrade


L U X E M B O U R G

EURASIA CAPITAL: Fitch Assigns 'B+' Rating to US$500-Mil. Notes


N E T H E R L A N D S

GLOBAL LOAN 2008-2: S&P Says 'CCC'-Rated Assets Decreased
INDIGOLD CARBON: S&P Affirms 'BB-' Corporate Credit Rating
ODFJELL: Seeks Permission to Cut Half of Workforce


R O M A N I A

ROMPETROL GROUP: S&P Affirms 'B' Long-Term Corp. Credit Rating


R U S S I A

BANK SAINT-PETERSBURG: Moody's Changes Outlook on D- BFSR to Neg.


S P A I N

BANKIA SA: EU Wants to Impose Losses on Junior Debt Holders
LIBERBANK: Moody's Cuts Senior Debt & Deposit Ratings to 'Ba3'
* SPAIN: Moody's Concludes Rating Reviews on Majority of Banks
* SPAIN: Moody's Takes Rating Actions on Seven Banking Groups


S W I T Z E R L A N D

HELLO AG: Files For Insolvency; Ceases Operations


U N I T E D   K I N G D O M

BARGE INN: Community Project Goes Into Voluntary Administration
HIBU PLC: To Suspend Loan Payments; Draws Up Restructuring Plan
MOTO HOSPITALITY: S&P Cuts Long-Term Corp. Credit Rating to 'B-'
NEWCASTLE BUILDING: Fitch Affirms 'BB+' LT Issuer Default Rating
RFSC INT'L: In Voluntary Liquidation Proceedings in the UK

SPIRIT ISSUER: S&P Affirms 'BB-' Ratings on 5 Note Classes
VIRGIN MEDIA: Moody's Assigns '(P)Ba2' Rating to Senior Notes
VIRGIN MEDIA: S&P Rates US$1.25-Bil. Unsecured Notes 'BB-'
* UK Business Insolvencies Drop 3% in September, Experian Says


X X X X X X X X

* Moody's Changes Global R&M Sector Outlook to Stable
* BOOK REVIEW: Corporate Venturing -- Creating New Businesses


                            *********


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B E L G I U M
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FORD MOTOR: To Shut Three European Plants; 5,700 Jobs Affected
--------------------------------------------------------------
Alex Webb and Keith Naughton at Bloomberg News report that Ford
Motor Co. will shut down three European plants, its first factory
closings in the region in a decade, and cut about 5,700 jobs to
stem losses that the company predicts will exceed US$1 billion in
2012.

According to Bloomberg, people familiar with the situation said
that a factory in Southampton, England, that makes chassis cabs
for the Transit van and a stamping plant in Dagenham, on the
outskirts of London, will close as early as next July or August.

Ford said Wednesday in a statement that a 48-year-old plant in
Genk, Belgium, that builds the Mondeo mid-sized sedan, S-Max
wagon and Galaxy minivan will close by the end of 2014, Bloomberg
relates.

                         About Ford Motor

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles
across six continents.  With about 200,000 employees and about 90
plants worldwide, the company's automotive brands include Ford,
Lincoln, Mercury and Volvo.  The Company provides financial
services through Ford Motor Credit Company.



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


DONG ENERGY: S&P Lowers Rating on Hybrid Notes to 'BB'
------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on Danish integrated power and gas
company DONG Energy A/S to 'BBB+' from 'A-'. The outlook is
negative. "We also lowered our ratings on DONG Energy's hybrid
notes to 'BBB-' and 'BB'. The long-term corporate credit rating
and all the issue ratings were removed from CreditWatch, where
they had been placed with negative implications on Aug. 13,
2012," S&P said.

At the same time, the 'A-2' short-term rating was affirmed.

"The downgrade primarily reflects our view that DONG Energy's
business risk profile has weakened, mainly as a result of adverse
industry conditions and falling profitability, especially in the
group's midstream gas and thermal power operations. DONG Energy's
lower profitability and operating cash flow generation, combined
with ongoing high investment levels, will likely weaken credit
measures over the near term. These factors have led us to revise
our assessment of the group's stand-alone credit profile (SACP)
downward to 'bbb' from 'bbb+'," S&P said.

"We continue to assess the equity content of DONG Energy's
subordinated capital securities issued in June 2005 (of which
EUR600 million is outstanding) as 'intermediate'. As a result of
the downgrade to 'BBB+', however, we have revised our equity
content assessment of the group's EUR700 million subordinated
capital securities issued in January 2011 to 'high' from
'intermediate'. Consequently, in our ratio analysis, we treat
this hybrid as 100% equity and the related payments as
dividends," S&P said.

"The ratings on DONG Energy reflect the group's SACP of 'bbb',
and our opinion that there is a 'moderate' likelihood that the
Denmark (AAA/Stable/A-1+) would provide timely and sufficient
extraordinary support in the event of financial distress, based
on our assessment of DONG Energy's 'strong' link with (80%
ownership) and 'limited' role for the government. The ratings
therefore benefit from one notch of uplift above the SACP," S&P
said.

"The negative outlook reflects our view that it could prove
challenging for DONG Energy to improve its financial risk profile
and credit measures to a level commensurate with its 'bbb' SACP
over the next 12-24 months. We base this assessment on a number
of factors, including the ongoing pressure on profitability in
the group's midstream gas and thermal power operations,
uncertainties about the timing of new cash generating assets
coming on stream, as well as execution risks related to assets
disposals and other measures the group would take to strengthen
its financial risk profile. This could result in credit measures
remaining below our anticipated levels for the ratings for a
period longer than we expect," S&P said.

"We could lower the ratings further if we believed that DONG
Energy's credit measures were unlikely to improve to a level
consistent with the SACP and ratings over the next 12-24 months.
In our base case, we expect adjusted funds from operations to
debt would improve to about 25% in 2013, and be between 25% and
30% from 2014 onward," S&P said.

"In addition to a possible further downward revision of DONG
Energy's SACP, a negative reassessment of our view that there is
a 'moderate' likelihood of timely and sufficient state support in
an event of financial distress could lead us to lower the
ratings. This could result from a significant partial or total
divestment of the government's stake in the group," S&P said.

"We could revise the outlook to stable if DONG Energy
successfully improves its financial risk profile in line with our
base-case assumptions. This, however, assumes that our current
view of the group's business risk and likelihood of government
support remains unchanged," S&P said.



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F I N L A N D
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STORA ENSO: Moody's Affirms 'Ba2' CFR; Outlook Negative
-------------------------------------------------------
Moody's Investors Service affirmed all ratings of Stora Enso Oyj,
including the group's Ba2 Corporate Family Rating and its Ba2
senior unsecured instrument ratings. Concurrently, the outlook on
all ratings was changed to negative from stable.

Outlook Actions:

  Issuer: Stora Enso Oyj

    Outlook, Changed To Negative From Stable

Ratings Rationale

The revision of the outlook to negative was prompted by weak
overall economic activity resulting into lower year-to-date
September 2012 operating profitability and cash flow generation
despite sequential improvements in Q3 2012. This, together with
rising debt levels due to significant expansion activity, has
resulted in credit metrics that position Stora Enso weakly in the
Ba2 rating category. The group's reported operational EBITDA
dropped by 25% to EUR810 million in the first 9 months of 2012
compared to the same period last year. At the same time, Stora
Enso is incurring significant amounts of debt related to the
funding of several large-scale expansion projects, resulting in
Moody's adjusted Net Debt/EBITDA of 4.6x times and retained cash
flow (RCF)/ gross debt of 9.4%.

Moody's understands that incremental volumes from strategic
projects starting to ramp up over the course of 2013 should
provide for improvements in operating profitability. Moody's
cautions however that the outlook for the majority of the group's
operations, in particular in its European stronghold remains
difficult. Weak demand for paper and forest products due to
expected sluggish macroeconomic growth coupled with low pricing
levels are likely to persist in the medium term. This could in
Moody's view make it challenging for Stora Enso to strengthen
operating profitability sufficiently to allow for debt protection
metrics to improve back towards the requirements for the current
rating over the next 12-18 months, such as RCF/ debt moving
towards mid teen percentages (9.4% as of September 2012).

The affirmation of the group's Ba2 rating however considers Stora
Enso's assumed capacity to mitigate weakening operating
profitability by measures such as cost cutting initiatives and
stronger control over its cash flows. The group is one of the
largest and best diversified forest products companies globally,
which provides also for leverage to counteract the weakening
balance sheet with alternative measures to contain cash, should
improvements in 2013 become more challenging to achieve.

The rating affirmation also considers Stora Enso's good liquidity
profile. The group had around EUR1.7 billion of cash on balance
sheet at September 30, 2012 and full availability under its
EUR700 million long term committed revolving credit facility
(which does not contain any repeating MAC clauses or any
financial covenants). Alongside still healthy operating cash flow
generation expected over the next twelve months this should be
more than sufficient to cover main liquidity uses consisting of
working cash, capital expenditure, working capital requirements,
scheduled debt repayments and dividends.

Given the weak credit metrics for the current rating category,
Moody's would consider downgrading Stora Enso if LTM RCF / debt
is not moving on a path towards the low-to-mid teen percentages
over the next few quarters with EBITDA margins trending below
10%.

Although unlikely at this juncture considering the negative
outlook, the rating could be upgraded should Stora Enso be able
to gradually improve operating profitability with EBITDA margins
improving towards the mid-teens and to achieve retained cash flow
to debt at close to 20%.

The principal methodology used in rating Stora Enso was the
Global Paper and Forest Products Industry Methodology published
in September 2009. Other methodologies used include Loss Given
Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

Headquartered in Helsinki, Finland, Stora Enso is among the
world's largest paper and forest products companies, with sales
in the last twelve months ending September 2012 of approximately
EUR10.8 billion. Core activities include publication and fine
papers, paper packaging products and solid wood products as well
as pulp.



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F R A N C E
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CAPTAIN BIDCO: Moody's Cuts CFR/PDR to 'B3'; Outlook Negative
-------------------------------------------------------------
Moody's Investors Service downgraded the corporate family and
probability of default rating for Captain BidCo SAS (Ascometal)
to B3 from B2. The downgrade reflects Moody's expectation that
Ascometal's performance in 2012 will be significantly impacted by
a second half deterioration of its main end markets, in
particular automotive. Moody's expects this environment to
persist into 2013 so that Ascometal's metrics will no longer be
in line with the prior rating category. The outlook on all
ratings is negative.

Ratings Rationale

The European automotive industry has seen high single digit
declines in new car registrations over the third quarter peaking
with -10.8% in September 2012. Particularly impacted was
Ascometal's French home market with -18%. Moody's now forecasts
European light vehicle sales to contract by 8% for 2012 and a
further 3% for 2013. As a result, and taking into account that
the majority of Ascometal's revenues are generated from
automotive end markets, Moody's expects Ascometal's second half
operating performance to be visibly impacted although recognizing
the company's proactive steps with its initiated restructuring
program.

The negative outlook reflects Moody's expectation that difficult
industry conditions will persist in Ascometal's end markets,
mainly automotive, resulting in pressure on operating performance
into 2013.

The rating could be downgraded should operating performance
weaken further so that adjusted Debt/EBITDA reaches 8x, free cash
flow turns negative or Ascometal's liquidity position
deteriorates.

Although Moody's currently does not expect any upgrade given the
negative outlook, positive pressure could occur if free cash flow
turns sustainably positive and adjusted EBIT margins improve
materially above 5%.

Moody's views Ascometal's liquidity as adequate. Reduced funds
from operations should be offset by working capital release and
reduced capital expenditures while liquidity remains supported by
the undrawn EUR60 million revolving facility that carries only
one maintenance covenant, as well as some headroom under the
company's EUR80 million factoring facility.

Ascometal, based in Courbevoie, France, wholly owned by Captain
BidCo SAS, is one of the largest producers of specialty
engineered steels in Europe. During 2011, Ascometal shipped
806,000 metric tons of steel and generated EUR969 million of
sales. The company operates three integrated EAF-based steel
plants, four rolling mills and two cold finishing centers, all
located in France. Around 87% of revenues are generated within
the EU, with the largest portion generated in France, followed by
Germany and Italy.

The principal methodology used in rating Captain BidCo SAS was
the Global Steel Industry Methodology published in October 2012.


GROUPAMA 2007: S&P Cuts Rating on Jr. Subordinated Notes to 'C'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its issue rating on
the junior subordinated notes issued by French insurer Groupama
S.A. (BB-/Watch Neg/--) to 'C' from 'CC'. "At the same time, we
removed the issue rating from CreditWatch with negative
implications, where we placed it on Oct. 9, 2012," S&P said.

"The rating actions follow Groupama's nonpayment of the coupon
due Oct. 22, 2012, on its 2007 junior subordinated notes. We
understand that, according to the provision 'Interest -
Compulsory Interest and Optional Interest' in the Terms and
Conditions of this issue, the notes contain optional payment
features that allow the group to cancel coupon payments in
certain circumstances and any such failure to pay shall not
constitute a default by the issuer under the notes," S&P said.

"The rating action reflects the application of our criteria in
the article 'Hybrid Capital Handbook: September 2008 Edition,'
published Sept. 15, 2008, on Standard & Poor's Global Credit
Portal. We had already lowered the issue rating on these notes to
'CC' from 'B' on Oct. 9, 2012," S&P said.

RATINGS LIST

Downgraded; CreditWatch Action
                                        To         From
Groupama S.A.
Junior Subordinated                    C          CC/Watch Neg


PEUGEOT SA: Finance Unit Obtains Government Bailout
---------------------------------------------------
Fabio Benedetti-Valentini at Bloomberg News reports that France's
aid to PSA Peugeot Citroen SA's troubled finance arm brings the
state's backing for the nation's banks to more than EUR60 billion
(US$78 billion).

The government on Wednesday said it will guarantee EUR7 billion
in new bonds by Banque PSA Finance, the consumer-finance unit of
Europe's second-largest carmaker, Bloomberg relates.

Peugeot, which is smaller than Germany's Volkswagen AG, needs the
French guarantees to keep down borrowing costs, which are
reflected in the financing rates paid by customers, Bloomberg
notes.

PSA Peugeot Citroen S.A. -- http://www.psa-peugeot-citroen.com/
-- is a France-based manufacturer of passenger cars and light
commercial vehicles.  It produces vehicles under the Peugeot and
Citroen brands.  In addition to its automobile division, the
Company includes Banque PSA Finance, which supports the sale of
Peugeot and Citroen vehicles by financing new vehicle and
replacement parts inventory for dealers and offering financing
and related services to car buyers; Faurecia, an automotive
equipment manufacturer focused on four component families: seats,
vehicle interior, front end and exhaust systems; Gefco, which
offers logistics services covering the entire supply chain,
including overland, sea and air transport, industrial logistics,
container management, vehicle preparation and distribution, and
customs and value added tax (VAT) representation, and Peugeot
Motocycles, which manufactures scooters and motorcycles.



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G E R M A N Y
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CENTROTHERM PHOTOVOLTAICS: Submits Insolvency Plan to Court
-----------------------------------------------------------
The Management Board of centrotherm photovoltaics AG has passed a
resolution to embark together with the significant creditor
groups on the fine-tuning of the insolvency plan which has been
submitted to the Ulm Insolvency Court.  The insolvency plan
requires the approval of the creditors, and confirmation by the
insolvency court.

The draft of the insolvency plan makes provision whereby the
company is to be continued along with its stock market listing,
and the company's capital structure is to be reorganized so that
unsecured creditors' receivables are transferred to the company
in exchange for stock.  This is intended to create a settlement
of interests between the shareholders and the company in the
company's continued existence and capital market access, and of
the creditors' interest in the best possible satisfaction of
their receivables.

The company's share capital, which currently amounts to
EUR21,162,382, and is divided into an equal number of ordinary
bearer shares, is to be reduced -- following the withdrawal of
two shares provided free of charge -- by EUR16,929,904 to
EUR4,232,476 (capital write-down) by consolidating the remaining
21,162,382 shares in a five to one ratio.  In a directly
subsequent step, the share capital is to be increased again by
EUR16,929,904 to EUR21,162,380 by way of a capital increase
against non-cash capital contributions (debt-for-equity swap).

To this end, the company's unsecured creditors are to assign 70%
of their unconditional and unrestricted receivables to an
administration company, which will subscribe for the total of
16,929,904 new shares as part of the debt-for-equity swap.
Payment of the remaining 30 % of the receivables will be deferred
until the end of 2015 on a non-interest-bearing basis.

This administration company will hold 80 % of the company's share
capital and shares after the implementation of the restructuring.
The creditors will not participate directly as shareholders in
the company, but can participate indirectly in the company's
profitability and value enhancement, in other words, in the
proceeds which are generated in a later disposal of the new
shares.

According to current planning, a turnaround is anticipated for
2014 given the successful implementation of the planned
restructuring of the company, and the significant growth in the
market for production technology for the photovoltaic industry
which is expected for 2014.  On the basis of the positive market
trend which is assumed for 2014, the company is budgeting
negative EBITDA of almost EUR18 million for 2013, and a net loss
for the year of EUR24 million.  For 2014 and 2015, the company is
planning positive EBITDA of EUR37 million in each year, and net
income of EUR22 million and EUR23 million respectively.

                About centrotherm photovoltaics AG

centrotherm photovoltaics AG, which is based at Blaubeuren,
Germany, is a technology and equipment provider for the
photovoltaics sector.  The Group employed around 1,300 staff as
of August 31, 2012, and operates globally in Europe, Asia and the
USA. centrotherm photovoltaics achieved revenue in the 2011
financial year of around EUR700 million.  The company is listed
in the Prime Standard on the Frankfurt Stock Exchange.



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G R E E C E
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PIRAEUS BANK: S&P Affirms 'CCC/C' Counterparty Credit Ratings
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'CCC/C' long-term
and short-term counterparty credit ratings on Greece-based
Piraeus Bank S.A. The outlook is negative. "At the same time, we
affirmed our 'CC' issue ratings on the debt securities issued by
Piraeus Group Capital Ltd. and by Piraeus Group Finance PLC and
guaranteed by Piraeus," S&P said.

"The affirmation follows Piraeus' acquisition of 99.08% of shares
of Geniki Bank (not rated) from Societe Generale (A/Stable/A-1)
for a consideration of EUR1 million. It reflects our opinion
that, at the current rating, the operation will likely have a
limited impact on our assessment of Piraeus' financial profile.
This is because of the relatively small size of Geniki Bank and
because we believe the terms of the agreement substantially
mitigate the potential risk that might arise from it," S&P said.

"In our opinion, Piraeus' business position remains 'adequate'.
Although the acquisition increases the bank's exposure to Greece
somewhat, Geniki Bank represents only about 3.8% of Piraeus'
EUR77.2 billion pro forma total assets. The total assets also
take into account the recently announced consolidation of EUR14.7
billion assets from the Agricultural Bank of Greece S.A. (not
rated)," S&P said.

"We acknowledge that the acquisition will have an immediate
positive impact on Piraeus's regulatory Tier 1 ratio, taking into
account Geniki Bank's 19% Tier 1 ratio prior to the acquisition
compared with Piraeus' 8%. Piraeus' regulatory ratios could also
benefit by 2014 from the conversion into common shares or into
Tier 1 instruments of the bond subscribed by Societe Generale.
Nonetheless, we anticipate that Piraeus' capital position will be
reduced by bottom-line losses we forecast in 2012 and 2013 as a
result of the high credit losses we expect in its domestic loan
portfolio, including that of Geniki Bank, owing to the sharp
economic deterioration we see in the Greek economy," S&P said.

"The negative outlook is based on the possibility that we could
lower the ratings on Piraeus if we believed the bank would
default on its obligations, as defined by our criteria. We could
also lower the ratings on Piraeus if its access to the EU's
extraordinary liquidity support mechanisms, including the
Emergency Liquidity Assistance (ELA) discount facility at the
European Central Bank (unsolicited AAA/Stable/A-1+), is impaired
for any reason. This support currently underpins the bank's
capacity to meet its financing requirements. In this context, we
also note that persistently high pressure on Greek banks' retail
funding bases may lead to further deposit outflows, which could,
in our opinion, increase the banks' need for additional
extraordinary liquidity support from EU authorities," S&P said.



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I T A L Y
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F-E GOLD: Fitch Affirms Rating on EUR7.2-Mil. Notes at 'BBsf'
-------------------------------------------------------------
Fitch Ratings has affirmed F-E Green S.r.l. as follows:

F-E Green S.r.l. (F-E Green)

  -- EUR76.5m class B notes affirmed at 'AAAsf'; Outlook revised
     to Stable from Negative

F-E Gold S.r.l. (F-E Gold)

  -- EUR219.4m class A2 notes affirmed at 'AAAsf'; Outlook
     Negative
  -- EUR39.6m class B notes affirmed at 'BBBsf'; Outlook Negative
  -- EUR7.2m class C notes affirmed at 'BBsf'; Outlook Negative

F-E Red S.r.l. (F-E Red)

  -- EUR674.6m class A notes affirmed at 'AAAsf'; Outlook
     Negative

The transactions' performance has not deteriorated since Fitch's
last review.  In light of this Fitch considers the outstanding
ratings adequate and hence affirms the ratings.  However, the
agency recognizes specific difficulties in the case of F-E Gold's
performance and as a result maintains the Outlook Negative on all
tranches.

F-E Green's class B benefits from a guarantee from the European
Investment Fund ('AAA'/Stable/'F1+') that makes it credit-linked
to the rating of the guarantor.  Further, this transaction is
arguably the best among the three, with losses of 2.47% compared
to the base case of 2.44%.

F-E Gold has performed below Fitch's expectations since closing
and the surveillance analysis has raised a number of concerns
about the deal's trend, namely the high levels of both the
defaults and losses, which were 7.29% and 4.56% respectively,
compared to base cases of 3.35% and 2.34%.  30 days plus
delinquencies, which were on an upward trend, have over the past
three quarters stabilized.

F-E Gold has been amortizing pro rata for the latest five
interest payment dates (IPDs) and will continue so unless it
breaches of one of the contractual 'pro rata conditions'.  These
are the cash reserve account (CRA) at its required amount, unpaid
principal deficiency ledger (PDL) at zero and excess spread
trapping trigger (described below) not breached.  Moreover, in
case the waterfall has returned sequential three times, then the
notes repayment will be sequential until maturity.  The agency
considers the condition regarding the CRA the tightest of all and
deems it possible that the priority of payments would eventually
reverse to sequential before full redemption.

F-E Red has performed well within the original base case
assumptions to date. Fitch believes that the credit enhancement
(CE) that protects the class A notes against losses and that was
as high as 60.2% at the last IPD is sufficient to affirm the
'AAAsf' rating.  Such CE is provided by a non-amortizing CRA of
EUR170.9 million (or 13.5% of the outstanding notes) as of
July 2012 as well as two fully-collateralized unrated junior
tranches.  The EUR340.2 million class B was in the structure
since closing, whereas the EUR250 million class C was added in
February 2011 and has boosted the CE since.

F-E Red's hedging counterparty is UniCredit S.p.A. (UniCredit,
'A-'/Outlook Negative/'F2'), which was put on Rating Watch
Negative by Fitch on 11 October 2011and in compliance with both
Fitch criteria and the transaction documents, undertook an
allowed remedial action by posting additional collateral within
14 days following the rating action.

The three transactions were originated in 2004, 2006 and 2009,
respectively, and have similar structures.  Each is endowed with
a CRA funded at closing that provides CE to the rated notes.
Each CRA was at the required amount as of last IPD and had never
been withdrawn.  In addition, F-E Gold and F-E Red have a
trapping mechanism that prevents paying out the excess spread
should cumulative defaults be in excess of threshold levels.

In all transactions the collateral was made up of three sub-
pools: real estate, motor vehicles and equipment leases.
Although during the revolving period concentration limits
constrained the migration within the portfolio, the transactions
have subsequently become dominated by real estate leases as auto
leases and equipment leases tend to have shorter maturities.  As
of 30 June 2012, real estate leases made up the following
percentages of the respective transaction pools: 98% (F-E Green),
97% (F-E Gold) and 73.6% (F-E Red).


WIND TELECOM: Fitch Downgrades LT Issuer Default Rating to 'BB-'
----------------------------------------------------------------
Fitch Ratings has downgraded WIND Telecomunicazioni Spa's (WIND)
Long-term Issuer Default Rating (IDR) to 'BB-' from 'BB' with a
Negative Outlook.

The downgrade reflects Fitch's expectations that WIND will not be
able to maintain stable EBITDA and free cash flow (FCF)
generation in the face of mobile termination rate (MTR) cuts,
intensifying competitive pressures and bleak macroeconomic
prospects in Italy.  Fitch expects that WIND's leverage (as
calculated by Fitch) will rise to above 5x net debt (including
payments in kind(PIK))/EBITDA by end-2012 and the company will
not be able to quickly de-lever to below that level.  The Outlook
is Negative as it will be challenging for WIND to achieve a
stabilization of its operating and financial performance and even
minor additional pressures can compromise deleveraging efforts.

WIND's ratings continue to benefit from potential support from
its sole ultimate shareholder, Vimpelcom Ltd., whose credit
profile remains stronger than WIND's. On a standalone basis,
WIND's credit profile corresponds to a 'B+' level, which is
uplifted by one notch for benign shareholder influence.  However,
Fitch cautions that Vimpelcom has not committed itself to any
level of support.  Fitch believes that a further rise in WIND's
leverage may diminish Vimpelcom's propensity for providing a
helpline to WIND.

WIND's credit profile is supported by its established position as
the facilities-based number-three mobile operator in Italy,
complemented by an expanding alternative fixed-line/broadband
business.  WIND has been able to outperform both Telecom Italia
SpA ('BBB'/Negative) and Vodafone Group Plc ('A-'/Stable)
reporting stronger revenue dynamics and improving its market
share at the expense of these two operators.

The company may continue outperforming its domestic peers.
However, the pace of improvement is likely to slow as the
company's price advantage has been significantly dented over a
number of years while WIND's current tariff plans are closely
matched by peers.  At end-Q212 Wind's ARPU was only 7% lower vs.
its closest peer Telecom Italia compared to 9% at end-Q112, 15%
at end-2010 and 23% at end-2006.

MTR cuts will eat into revenues and EBITDA in 2012 and 2013.
Wind guided that MTR cuts would result in a EUR250 million
reduction of interconnect revenues in 2012 triggering EUR60
million-EUR70 million of EBITDA losses.  Planned 2013 MTR cuts
are likely to result in similar revenue losses.  Fitch no longer
expects that these declines can be compensated through other
initiatives.  Margins will be helped by the cost cutting program
expected to start in 2013.  This project envisages a 10% salary
cut coupled with productivity improvements, and was supported by
the trade unions and the government.

WIND's leverage was high at 4.9x net debt (including PIK
debt)/EBITDA at end-2011 (Fitch defined).  The agency expects
this metric to rise to slightly above 5x by end-2012 while the
deleveraging capacity will be compromised by regulatory and
austerity headwinds, at least in 2012 and 2013.  Wind is
currently seeking additional waiver headroom on its leverage
covenants under the bank documentation.  The requested
approximately 0.6x net debt/EBITDA headroom corresponds to the
rise in leverage due to the 2011 LTE spectrum acquisition.

On a positive note, Wind does not face any material refinancing
risks before 2017 when the bulk of its debt maturities come due.
The company successfully placed a EUR500 million 2018 senior
secured notes tap issue in Q112 which helped it to refinance
EUR250 million of 2012 bank amortizing facilities and repay a
EUR500 million bridge spectrum facility (the EUR250 million
portion of the latter facility was fully repaid with cash on the
balance sheet in September 2012).

What Could Trigger A Rating Action?

Negative: Future developments that may, individually or
collectively, lead to negative rating action include:

  -- Deterioration in leverage beyond 5.5x net debt(including PIK
     debt)/EBITDA for a sustained period
  -- Pressures on EBITDA/FCF generation driven by regulation,
     austerity and competition

Positive: Future developments that may nonetheless potentially
lead to a positive rating
action include:

  -- Any evidence of tangible parental support such as equity
     contribution or debt refinancing via intercompany loans.
  -- Stabilisation of operating and financial performance
     following MTR cuts in 2012 and 2013

The rating actions are as follows:

  -- Long-term IDR: downgraded to 'BB-' from 'BB'; Negative
     Outlook
  -- Short-term IDR: affirmed at 'B'
  -- WIND's senior credit facilities: downgraded to 'BB' from
     'BB+'
  -- Senior secured 2018 notes issued by WIND Acquisition Finance
     S.A.: downgraded to 'BB' from 'BB+'
  -- Senior 2017 notes issued by WIND Acquisition Finance S.A.:
     downgraded to 'B+' from 'BB-'
  -- Senior PIK notes issued by WIND Acquisition Holdings Finance
     S.A.: downgraded to 'B' from 'B+'


* CITY OF NAPLES: Moody's Reviews 'Ba1' Rating for Downgrade
------------------------------------------------------------
Moody's Investors Service has placed the City of Naples' Ba1
long-term debt rating on review for downgrade. The rating
announcement primarily reflects heightened concerns on Naples'
financial position following the materialization of sizeable
doubtful receivables, which will likely result in an unfunded
budgetary deficit in FY2011.

Ratings Rationale

Rationale For The Review

The rating announcement is consequent to the recent disclosure by
the city of Naples of EUR430 million in doubtful receivables
(uncollectable taxes and service charges accrued in previous
years) in FY2011. This imbalance, which represents one-third of
its annual operating budget, reflects Naples' persistently poor
revenue-generating capacity, which is a structural challenge for
the city.

Moreover, Moody's understands that the delay in the approval of
the realised accounts for FY2011 reflects the need to (1)
ascertain the actual amount of account receivables and payables
for the year, including those doubtful receivables; and (2)
identify the financial resources required to cover the
anticipated budget shortfall.

Moody's notes that doubtful receivables add to financial pressure
already arising from the reduction in state transfers due to
national austerity measures. Lower state transfers were largely
responsible for the 5% decline in forecasted operating revenue in
2011, exacerbating the city's liquidity pressure. Naples' fiscal
pressure could be mitigated by new funding from the central
government. Moody's notes that the institutional framework has
been recently refined with the introduction of a new mechanism
aimed at helping underperforming municipalities to address
liquidity pressure and rebalance their accounts through a
rehabilitation plan assisted by the national government.

Naples' direct debt at year-end 2011 was EUR1.63 billion, which
is equivalent to around 131% of its forecasted operating revenue;
this ratio rises to approximately 160% when estimates of the
financial debt of major municipal companies are included. The
city displays an amortizing debt structure, with debt-service
costs (EUR131 million in 2011) equivalent to a moderate 11% of
forecast operating revenue. Whilst the city has thus far
maintained adequate cash reserves to regularly honor its debt
obligations, growing commercial liabilities towards suppliers and
municipal companies indicate cash-flow challenges that will need
to be monitored closely.

Focus of the Review

Moody's review will focus on (1) assessing the extent of the
city's budgetary imbalances; and (2) the credibility and
effectiveness of any recovery action -- either self-imposed or
agreed with the central government -- aimed at addressing Naples'
liquidity pressure and structurally rebalancing the municipal
budget. Moody's expects to receive timely and complete
information to conclude the rating review, ideally in the next
few weeks.

What Could Change The Rating Down/Up

The negative direction of Moody's rating review suggests that a
downgrade of Naples' rating is likely. The measure of any
downward rating adjustment will consider (1) the magnitude of the
financial challenges facing Naples; and (2) the credibility and
effectiveness of the city's policy responses to consolidate
municipal finances and achieve a structural balance. In addition,
a downgrade of Italy's sovereign rating would likely lead to a
downgrade of Naples' ratings.

In view of the current review for downgrade on Naples' rating, no
upward rating movement is likely over the short term. However,
Moody's could consider confirming Naples' Ba1 rating if the city
faces lower-than-anticipated fiscal pressure, allowing it to
improve its operating cash flows, and absorb its large commercial
and financial liabilities built up over time.

The methodologies used in this rating were Regional and Local
Governments Outside the US published in May 2008, and The
Application of Joint-Default Analysis to Regional and Local
Governments published in December 2008.



===================
L U X E M B O U R G
===================


EURASIA CAPITAL: Fitch Assigns 'B+' Rating to US$500-Mil. Notes
---------------------------------------------------------------
Fitch Ratings has assigned Eurasia Capital S.A.'s US$500 million
9.375% seven and a half year subordinated issue of callable loan
participation notes, due April 24, 2020, a final rating of 'B+'.
The terms of the loan agreement include the call option
executable on April 24, 2018 (the reset date).  After the reset
date the interest rate is determined as two year US treasuries
rate +862.4bp.

The proceeds from the issue will be on-lent to Home Credit &
Finance Bank (HCFB), which has a Long-term Issuer Default Rating
(IDR) of 'BB-'/Stable, a Short-term IDR of 'B', a Viability
Rating of 'bb-', a Support Rating of '5' and a Support Rating
Floor of 'NF'.  HCFB is the sole borrower under the subordinated
loan agreement and its obligations.

HCFB is one of the leading mass-market retail lenders in Russia,
with a market share of approximately 22.3% in POS loans, 3.1% in
credit cards, 3.0 % in cash loans as of 30 June 2012.  It is
fully owned by Home Credit B.V., a 100% subsidiary of PPF Group
N.V. (whose majority shareholder is Czech businessman Mr. Petr
Kellner.)



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


GLOBAL LOAN 2008-2: S&P Says 'CCC'-Rated Assets Decreased
---------------------------------------------------------
Standard & Poor's Ratings Services raised its credit rating on
Global Loan Opportunity Fund B.V.'s series 2008-2's class A notes
to 'AAA (sf)' from 'AA+ (sf)'.

"The rating action follows our review of the transaction," S&P
said.

According to the latest available trustee report (dated Sept. 28
2012), the class A notes have continued to amortize as the
transaction entered its second year of amortization, and the
weighted-average life has decreased to 4.1 years.

"Since our previous review on Jan. 14, 2010, the weighted-average
spread generated by the portfolio has increased to 3.39% from
3.01% and the weighted-average recovery rates have improved
across all rating levels due to a higher proportion of senior
secured asset," S&P said.

"We have also noted that there are no assets that we consider
defaulted in our analysis (that is, assets rated 'CC' or 'D'),
down from about 1% since our previous review. Similarly, 'CCC'
rated assets have decreased to 1.85% from 4.61%. However, we have
also observed a slight negative rating migration in the
portfolio's performing assets," S&P said.

"Based on these developments, we consider that the level of
credit enhancement available to the class A notes is now
consistent with a higher rating and we have therefore raised our
rating on the class A notes to 'AAA (sf)' from 'AA+ (sf)'," S&P
said.

"Global Loan Opportunity Fund series 2008-2 is a cash flow
collateralized loan obligation (CLO) transaction that securitizes
loans to primarily U.S. speculative-grade corporate borrowers.
The transaction closed in September 2008 and is managed by Ares
Management Ltd.," 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


INDIGOLD CARBON: S&P Affirms 'BB-' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
Indigold Carbon B.V. to stable from positive. "At the same time,
we affirmed our 'BB-' corporate credit rating on the company,"
S&P said.

"We also assigned our 'BB-' issue-level rating and '3' recovery
rating to the company's proposed $350 million term loan facility.
The '3' recovery rating indicates our expectation for meaningful
recovery (50% to 70%) in the event of a payment default. Our 'BB-
' issue-level rating and '3' recovery ratings on Indigold's
existing US$575 million senior secured credit facilities remain
unchanged," S&P said.

"The outlook revision reflects our expectation that Indigold's
improved operating efficiency and profitability, as well as
gradual improvements in automotive end markets, should support
metrics appropriate for the ratings," said Standard & Poor's
credit analyst Seamus Ryan. "Based on our forecasts, we believe
the company has the flexibility to absorb some deterioration in
operating performance resulting from potential carbon black
industry cyclicality. We also expect that management and the
company's owner, Aditya Birla Group (Birla; not rated), are
likely to maintain financial policies consistent with the
ratings."

"The ratings on Indigold reflect the company's position as one of
the world's largest manufacturers of carbon black, its ability to
pass through volatile raw material costs, and its improved
operating performance over the past year. Nevertheless, the
company's narrow product focus, substantial customer and end-
market concentration, and additional debt-to-fund parent company
growth objectives somewhat offset these strengths. We
characterize the company's financial risk profile as 'aggressive'
and its business risk profile as 'fair.'"

"Indigold derives a significant portion of sales from the tire
and automotive industries. Although we are aware of weakness in
Europe and slower growth in China, we expect continued growth in
global auto sales in 2013. Despite the fact that people are
driving fewer miles because of higher gas prices, we expect major
tire manufacturers to proceed with capacity additions, which
should support modest demand growth for carbon black. We believe
Indigold will continue to focus on operating efficiency and yield
improvements, which should support EBITDA margins near 17% over
the next year. While we expect the company to increase capital
spending meaningfully over the next several years to fund
internal growth objectives, we do not anticipate further flow of
funds from Indigold to ownership to support growth or to service
debt obligations at related businesses," S&P said.

"The stable outlook reflects our expectation that steady global
demand for carbon black should support operating results and
credit quality. Based on our scenario forecasts, we expect
Indigold to maintain financial metrics at a level appropriate for
the rating, including FFO-to-debt between 15% and 20%. We believe
the company has the flexibility to maintain metrics within this
range, even in the event that operating performance weakens
some," S&P said.

"We could lower ratings if the company further increases leverage
to fund growth or investment in the Birla Carbon business without
any offsetting improvements to the business risk profile. We
could also lower our ratings if volumes decline and the company
is not able to pass through raw material price increases, such
that EBITDA margins drop below 15% and revenues decline by ore
than 5%. In this scenario, we would expect FFO-to-debt to drop
below 15%," S&P said.

"We could raise ratings if a combination of pricing and operating
efficiency improvements, along with double-digit volume growth,
lead to EBITDA margins of at least 20%. In such a scenario, we
would expect FFO-to-total debt to increase to more than 25%. We
could also consider higher ratings if Indigold's role in Birla
Carbon's growth plans leads to a stronger business risk profile
or additional cash availability to the current creditor group,"
S&P said.


ODFJELL: Seeks Permission to Cut Half of Workforce
--------------------------------------------------
According to DutchNews.nl, Odfjell confirmed to the Financieeel
Dagblad on Thursday that the company has asked the courts for
permission to sack 189 workers in the Netherlands, or more than
half its local personnel.

The company said that the move is necessary to save the Dutch
operations from bankruptcy, DutchNews.nl notes.

DutchNews.nl relates that local broadcaster RTV Rijnmond
disclosed that Odfjell said in its application to sack staff that
the move is necessary because all its main clients have cancelled
their contracts.

This follows the decision to shut down the company's storage tank
operations in Rotterdam because health and safety rules were
being broken, DutchNews.nl states.

Odfjell is a bulk chemicals storage group based in the
Netherlands.



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


ROMPETROL GROUP: S&P Affirms 'B' Long-Term Corp. Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services revised the outlook to stable
from negative on Romanian oil refining and marketing firm The
Rompetrol Group N.V. (TRG).

"We also affirmed our 'B' long-term corporate credit rating on
TRG," S&P said.

"The outlook revision follows TRG's completion, in mid-August
2012, of its multiyear project to upgrade the Petromidia oil
refinery in Romania. The group is ramping up production at the
modernized refinery. The outlook revision largely reflects our
view that TRG's production volumes and yield will both rise,
thanks to increased utilization rates and its production of more
valuable products. Over a full year of operations, we understand
that the upgrade could increase production by 20%-25%, equal to
about an extra million tons (mostly diesel) a year. The refinery
upgrade required material funding support from TRG's parent,
Kazakhstan-based JSC NC KazMunayGas (KMG; BBB-/Stable/--), and we
believe KMG will continue to provide support to TRG as needed,"
S&P said.

"TRG's main operating assets are located in the Republic of
Romania (local currency BB+/Stable/B; foreign currency
BB+/Stable/B). The rating on TRG reflects our opinion of the
group's 'vulnerable' business risk profile and 'highly leveraged'
financial risk profile," S&P said.

"We assess TRG's stand-alone credit profile (SACP) at 'ccc+'. We
factor two notches of uplift from the SACP into the long-term
corporate credit rating on TRG for extraordinary parental support
from the group's 100% shareholder, KMG. We do not equalize our
rating on TRG with KMG's SACP of 'b+' because TRG is a foreign
investment of KMG and we differentiate between KMG's support for
its domestic and foreign investments," S&P said.

"In our view the group's funding needs are likely to decline in
the next year as recent negative free cash flow improves thanks
to lower capital investments and increased production at the
upgraded Petromidia refinery. We anticipate that TRG's free cash
flow will also improve thanks to the currently strong refining
margins for refineries in the Mediterranean basin. We believe
these factors provide an economic incentive for parental support,
should TRG require it for funding liquidity or additional
investments in marketing or other activities," S&P said.

"We could lower the rating if TRG materially increases capital
investment and Europe experiences a severe recession. Such a
scenario, which is not our base case, would soften demand for
refined products and could cause TRG's free operating cash flow
deficit to increase, while at the same time, TRG's banks could
withdraw its uncommitted credit facilities. This severe scenario
could impair KMG's ability to provide financial support to TRG
and would consequently threaten TRG's credit quality,
particularly if oil prices were to drop," S&P said.

"We do not see potential for rating upside at this stage, given
the low likelihood that we would equalize the long-term corporate
credit rating on TRG with KMG's SACP of 'b+'. A positive rating
action could be triggered in the longer term by a material
improvement in TRG's underlying assets," S&P said.



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


BANK SAINT-PETERSBURG: Moody's Changes Outlook on D- BFSR to Neg.
-----------------------------------------------------------------
Moody's Investors Service has changed to negative from stable the
outlook on Bank Saint-Petersburg's standalone D- bank financial
strength rating (BFSR), Ba3 long-term foreign currency deposit
and B1 foreign currency subordinated debt ratings. Moody's has
also affirmed the aforementioned long-term ratings, as well as
the provisional Ba3 foreign currency senior unsecured, the
provisional B1 foreign currency subordinated debt, and the Not-
Prime short-term foreign currency deposit ratings.

Ratings Rationale

The negative outlook on Bank Saint-Petersburg's long-term ratings
reflects Moody's concerns about the risks associated with (1) the
ongoing decline of the bank's pre-provision profit and net
interest margin that undermines its ability to absorb potential
losses and (2) the bank's recently weak loan book performance
that has been exerting pressure on its bottom-line profitability
and capital, i.e constraining growth of the bank's capital and
business, thereby weakening the bank's ability to sustain
increasing competition in the corporate lending segment (the
bank's core revenue contributor). Moody's considers that Bank
Saint-Petersburg's long-term ratings would likely be repositioned
in a lower rating category if the bank is unable to stabilize its
pre-provision income and capital in the next 12 to 18 months.

In H1 2012 Bank Saint-Petersburg's net interest income declined
to 3.51% of average interest-earning assets (YE2011: 4.48%;
YE2010: 4.70%; YE2009: 4.66%) as funding costs increased in line
with the market trend while the bank's ability to transfer these
rising costs onto customers was limited due to subdued loan
demand. Moreover, additional problem loans crystallized in 2011
which lead to higher loan loss provisions and negative pressure
on net income. The decline of Bank Saint-Petersburg's net
interest margin, which represents the bank's core revenue
contributor, negatively affected its recurring earnings power, as
the bank's pre-provision income declined to 2.19% of risk-
weighted assets in H1 2012 (YE2011:3.65%; YE2010: 3.92% YE2009:
5.15%).

As mentioned above, Bank Saint-Petersburg's weak loan book
performance in 2011 has led to the growth of the bank's problem
loans (defined as individually impaired in the corporate segment,
and 90+ days overdue in the retail segment) to RUB32.2 billion,
or 13.2% of gross loans as at end-June 2012, from RUB22.0
billion, or 10.9% of gross loans as at YE2010. This growth has
placed significant negative pressure on the bank's profitability
and capital adequacy as the initial level of loan loss
provisions, which stood at 9.6% of gross loans at YE2010, was
insufficient to cover the expected level of losses that
crystallized in 2011 - H1 2012. Moody's expects problem loans to
continue undermine the bank's profitability in the coming year,
as the rating agency expects that the accumulation of additional
reserves will erode the bank's still healthy pre-provision
income.

In Moody's view, the problem loan pressure negatively weighs on
the bank's capital adequacy, as its internal capital generation
has been recently weak while its risk-weighted assets have grown.
As at end-June 2012, the bank's Tier 1 and total capital ratios
under Basel I declined to 9.33% and 12.86%, respectively (2011:
10.17% and 13.92%, respectively). Currently tight capital
adequacy constrains the bank's growth and weakens its ability to
sustain credit and market shocks. This weakness is partly
mitigated by the recent issuance of US$101 million subordinated
debt that is to be included into Tier 2 capital.

What Could Move The Ratings Up/Down

Moody's notes that Bank Saint-Petersburg's ratings have limited
upside potential as captured in the negative outlook. However,
the outlook can be changed to stable if the bank stabilizes its
capital adequacy and profitability at higher levels.

Moody's says that Bank Saint-Petersburg's ratings could be
downgraded if the bank is unable to stabilize its pre-provision
income and capital at healthy levels in the next 12 to 18 months.

Principal Methodologies

The principal methodology used in this rating was Moody's
Consolidated Global Bank Rating Methodology published in June
2012.

Headquartered in Saint-Petersburg, Russia, Bank Saint-Petersburg
reported total (unaudited IFRS) assets of RUB341 billion (US$10.4
billion) and shareholder equity of RUB39.5 billion (US$1.2
billion) at June 30, 2012. Net income for the first six months of
2012 was RUB237 million (US$7 million), a substantial decline
compared to RUB4.5 billion as at June 2011.



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


BANKIA SA: EU Wants to Impose Losses on Junior Debt Holders
-----------------------------------------------------------
Esteban Duarte, Emma Ross-Thomas and Ben Sills at Bloomberg News
report that European authorities are pushing Bankia group to
impose losses on junior debt holders as Spain purges a banking
system clogged with about EUR180 billion (US$234 billion) of bad
real estate assets.

According to Bloomberg, people familiar with the talks said that
the European Central Bank and European Commission want investors
including holders of preference shares to swap their securities
for new stock to reduce the cost to the taxpayer.

Under EU rules, junior bondholders must share the burden of
rescuing lenders to reduce the cost to taxpayers and the exercise
typically involves exchanging the notes for cash or new
securities at a discounted value, Bloomberg says.

Economy Minister Luis de Guindos, who changed legislation to
limit future sales of preference shares to retail clients after
Bankia's collapse, has said the government is seeking a solution
for the bank's investors, Bloomberg relates.

Antoine Colombani, an EU spokesman, said the terms of Bankia's
restructuring are being discussed with Spanish authorities,
Bloomberg notes.

As reported by the Troubled Company Reporter-Europe on Oct. 24,
2012, Bloomberg News related that EU Competition Commissioner
Joaquin Almunia said Bankia and three other Spanish lenders will
win European Union approval for government bailouts by the end of
November.

Bankia SA is a Spain-based financial institution principally
engaged in the banking sector.  The Bank represents a universal
banking business model based on multi-brand and multi-channel
management, offering its products and services to various
customer segments, such as individuals, small and medium
enterprises, large corporations, as well as public and private
institutions.  The Company's business is structured into seven
areas: Retail Banking, Business Banking, Private Banking, Asset
Management and Bancassurance, Capital Markets and Holdings.


LIBERBANK: Moody's Cuts Senior Debt & Deposit Ratings to 'Ba3'
--------------------------------------------------------------
Moody's Investors Service has downgraded the senior debt and
deposit ratings of Liberbank to Ba3 from Ba2 and lowered the
bank's standalone bank financial strength rating (BFSR) to E
(equivalent to a caa1 standalone credit assessment), from D-/ba3.
The downgrade reflects the higher risk for senior creditors
arising from the termination of the planned merger with Ibercaja
Banco (Ibercaja; Ba2 senior debt and deposit ratings; BFSR D-/BCA
ba3) and Caja 3 (unrated).

The lower level for Liberbank's standalone credit assessment also
considers the fact that it now needs to go through a
recapitalization or restructuring process with a high likelihood
of requiring public support to reinforce its capital. All of
Liberbank's ratings remain on review for downgrade. The ratings
of Ibercaja are unchanged and remain on review for downgrade.

Separately, Moody's has taken a range of actions on the ratings
of a total of 31 Spanish banks. These actions are discussed in a
release titled "Moody's concludes rating reviews on majority of
Spanish banks after sovereign rating confirmation", published on
Oct. 24. A third release discusses specifically the rationale
behind the actions on banks involved in ongoing merger processes
(see "Moody's confirms ratings of Caixabank, La Caixa, Banco
Sabadell and Banco CAM, maintains other banks on review").

A list of all ratings affected by the actions on Spanish banks is
available by clicking this link:

  http://www.moodys.com/viewresearchdoc.aspx?docid=PBC_146671

Ratings Rationale

Standalone Credit Strength

The four-notch downgrade of Liberbank's standalone credit
assessment to E/caa1 from D-/ba3 follows the break-up on 9
October 2012 of the merger process between Ibercaja and Caja 3.
The failed integration of these two banks requires Liberbank to
submit an individual recapitalization plan to Bank of Spain in
October.

In the evaluation performed by Oliver Wyman, Liberbank presented
a capital shortfall of EUR1.2 billion (representing 4.3% of
RWAs), which increases the likelihood that this bank will need
public support to recapitalize in view of insufficient internal
capital generation capacity and a low likelihood that it will be
able to attract private investors to provide the required amount.
Consistent with Moody's definitions, the lower standalone credit
assessments reflect the rating agency's view that Liberbank has
speculative intrinsic, or standalone, financial strength and is
subject to very high credit risk absent any possibility of
extraordinary support from the government.

Ibercaja's D- standalone BFSR and ba3 BCA are unchanged and
remain on review for downgrade, reflecting the significant
downside risks to its standalone credit profile. In concluding
the review for downgrade of Ibercaja's ratings, Moody's will take
into consideration the recapitalization plan that the bank needs
to submit in October following the break-up of the merger with
Liberbank and Caja 3. On an individual basis, Ibercaja displayed
a EUR226 million (1% of RWAs) capital shortfall under Oliver
Wyman's stress test exercise. These limited recapitalization
needs underpin the current standalone credit assessment of
Ibercaja, although Moody's notes that the bank's standalone
profile could come under significant pressure if Ibercaja fails
to meet capital shortfall from private means.

Long-Term Ratings

The one-notch downgrade of Liberbank's senior debt and deposit
ratings to Ba3 reflects (1) the further deterioration of its
standalone credit profile, as discussed above; and (2)
uncertainty around the initiatives to be undertaken within the
recapitalization plan. If Liberbank is unable to meet the EUR1.2
billion capital shortfall from private sources, the bank would
need to present a restructuring plan before receiving any type of
public support and Moody's believes that it is very likely the
Spanish government would impose losses on Liberbank's
subordinated debt and hybrid instruments in such a scenario.

Ibercaja's Ba2 senior long-term debt and deposit ratings are
unchanged given that Moody's support assumptions are unchanged.
These ratings remain on review for downgrade, in line with
Ibercaja's standalone credit assessment.

Subordinated Debt and Hybrid Ratings

In the rating action, Moody's has also downgraded the
subordinated debt of Liberbank to Caa2 from B1 and the hybrid
instruments to Ca from Caa1. The downgrade reflects the increased
likelihood that losses could be imposed on these instruments if
Liberbank is deemed to require public-sector capital.

Ibercaja's subordinated debt and hybrid ratings are unchanged.

Outlooks and Review Status

All ratings of Liberbank are on review for further downgrade
reflecting the downside pressures on its standalone
creditworthiness. In assessing the bank's standalone credit
assessment along with the senior debt and deposit ratings,
Moody's will take into consideration the recapitalization or
restructuring plan that Liberbank will present in October.
Consistent with the rating actions taken on October 5, 2012 on
the subordinated debt and hybrid instruments of banks in a
restructuring process http://www.moodys.com/research/Moodys-
takes-actions-on-4-Spanish-banking-groups-due-to--PR_255526,
Moody's expects to act on Liberbank's subordinated debt and
hybrid ratings if it becomes very likely that Liberbank finally
requires public assistance.

What Could Move The Ratings Up/Down

Downwards pressure on the banks' ratings might develop if
operating conditions worsen beyond Moody's current expectations,
i.e. a broader economic recession beyond Moody's current GDP
decline forecasts of -1.7% for 2012 and -1% for 2013; especially
given that this is likely to result in asset-quality
deterioration exceeding Moody's current expectations; and/or if
pressures on market-funding intensify.

Upwards pressure on the ratings may develop upon the successful
implementation of the government's plan to stabilize the banking
system, to the extent that the banks' resilience to the
challenging prevailing conditions improves. Likewise, any
improvement in the standalone strength of banks arising from
stronger earnings, improved funding conditions or the work-out of
asset-quality challenges could result in rating upgrades.

Research References

- Moody's confirms Spain's government bond rating at Baa3/
   (P)P-3, assigns negative outlook ( http://is.gd/5dEYSC),
   Oct 16, 2012

- Moody's takes actions on 4 Spanish banking groups due to
   restructuring framework ( http://is.gd/7ZT2qx), Oct 5, 2012

- Sector Comment: Spanish Banks' Upcoming Recapitalization Is
   Credit Positive, but May Be Insufficient
   ( http://is.gd/5r1j2P), Oct 1, 2012

- Banking System Outlook: Spain ( http://is.gd/D1tU9v),
   Aug 17, 2012

- Moody's downgrades Spanish banks ( http://is.gd/wc7Oox),
   Jun 25, 2012

- How Sovereign Credit Quality May Affect Other Ratings
   ( http://is.gd/2W2AHC), Feb 13, 2012

- Moody's to assign backed Aaa ratings to new euro-denominated
   long-term debt securities covered by Spanish government's
   guarantee ( http://is.gd/fc2DPk), January 22, 2009

Principal Methodology

The principal methodology used in these ratings was Moody's
Consolidated Global Bank Rating Methodology published in June
2012.


* SPAIN: Moody's Concludes Rating Reviews on Majority of Banks
--------------------------------------------------------------
Moody's Investors Service has taken a range of actions on the
ratings of 31 Spanish banking groups. These actions follow the
confirmation of the Spanish government debt rating, which had
previously been on review for downgrade. Some actions
additionally reflect bank-specific drivers, namely (1) increased
clarity about merger processes; and (2) heightened vulnerability
to the stressed operating environment.

The Spanish bank ratings affected by the actions fall into five
groups:

- Rating reviews resolved following the confirmation of the
   Spanish government rating

- Rating reviews resolved reflecting the sovereign confirmation
   and enhanced clarity about planned mergers

- Ratings that remain on review reflecting continuing
   uncertainty related to planned mergers

- Ratings that remain on review for downgrade reflecting bank-
   specific factors

- Ratings directly tied to the Spanish government rating as a
   result of a guarantee or direct ownership

Separately, Moody's has downgraded the ratings of Liberbank,
following the break-up of its planned merger with Ibercaja.

Moody's has also published a press release discussing the rating
rationale for Spanish banks involved in merger processes
("Moody's confirms ratings of Caixabank, La Caixa, Banco Sabadell
and Banco CAM, maintains other banks on review").

This press release discusses the key drivers of the actions for
all affected banks other than those involved in mergers and
Liberbank and Ibercaja Banco, which are covered by the two
separate press releases referenced above.

For a full list of all affected ratings, click here:

http://www.moodys.com/viewresearchdoc.aspx?docid=PBC_146671

This list is an integral part of this release.

RATINGS RATIONALE

I RATING REVIEWS RESOLVED REFLECTING THE CONFIRMATION OF THE
SPANISH GOVERNMENT RATING

The ratings of banks in this group had previously been on review
for downgrade because of their potential sensitivity to a further
sovereign downgrade. Moody's has confirmed these ratings
following the confirmation of the Spanish government's rating.
Banks in this group are (ordered by ratings):

- Banco Santander, SA (senior long-term rating Baa2, outlook
   negative; standalone bank financial strength rating C- /
   baseline credit assessment baa2, outlook negative)

* Santander Consumer Finance, SA (Baa2 negative, C-/baa2
negative)

* Banco Espanol de Credito (Baa3 negative, D/ba2 negative)

- Banco Bilbao Vizcaya Argentaria, SA (Baa3 negative, D+/baa3
   negative)

- Caja Rural de Navarra, SCC (Baa3 negative, D+/baa3 negative)

- Bankinter, SA (Ba1 negative, D+/ba1 negative)

- Kutxabank, SA (Ba1 negative, D/ba2 negative)

- Bankoa, SA (Ba1 negative, D-/ba3 negative)

- Caja Rural de Granada, SCC (Ba2 negative, D/ba2 negative)

- Cajamar Caja Rural, SCC (Ba3 negative, D-/ba3 negative)

- Dexia Sabadell, SA (B2 negative, E/caa1 stable)

II RATING REVIEWS RESOLVED REFLECTING THE SOVEREIGN CONFIRMATION
AND ENHANCED CLARITY ABOUT PLANNED MERGERS

The ratings of banks in this group had been on review because of
sovereign risks and also because of uncertainties related to
merger processes they are involved in. The confirmation of the
Spanish government's rating and increased clarity about mergers
allowed Moody's to resolve the rating reviews for these banks, as
discussed in more detail in the separate press release ("Moody's
confirms ratings of Caixabank, La Caixa, Banco Sabadell and Banco
CAM, maintains other banks on review"). The merger processes that
these banks are involved in are far advanced, Moody's has
received sufficient information about the credit profile of the
combined entities and the status of the merger processes, and
there is a degree of clarity about the impact of the government's
bank restructuring and recapitalization initiative for these
banks.

The outlooks on the debt and deposit ratings of these
institutions are negative. The standalone credit assessments also
carry negative outlooks, except for Banco CAM whose standalone
credit assessment Moody's has placed on review for upgrade. The
rationale for the ratings and outlooks of these banks is
discussed in more detail in the separate press release ("Moody's
confirms ratings of Caixabank, La Caixa, Banco Sabadell and Banco
CAM, maintains other banks on review").

A list of the banks in this group and their respective ratings
follows:

- La Caixa (Ba2 negative)

* CaixaBank (Baa3 negative, D+/ba1 negative)

- Banco Sabadell, SA (Ba1 negative, D/ba2 negative)

- Banco CAM, SA (Ba1 negative, E+/b3 on review for upgrade)

III RATINGS THAT REMAIN ON REVIEW REFLECTING CONTINUING
UNCERTAINTY RELATED TO PLANNED MERGERS

A number of banks remain on review for downgrade (and in one case
direction uncertain) reflecting continued uncertainty associated
with planned mergers and the credit profile of the merged
entities, as well as (in the case of Banco Popular) execution
risks associated with its planned capital raise. The rating
rationale for these institutions is also discussed in a separate
press release ("Moody's confirms ratings of Caixabank, La Caixa,
Banco Sabadell and Banco CAM, maintains other banks on review").
Those banks are:

- Caja Laboral (Baa3 on review for downgrade, D+/baa3 on review
   for downgrade)

- Banco Popular Espa¤ol, SA (Ba1 on review for downgrade, D/ba2
   on review for downgrade)

- Unicaja Banco, SA (Ba1 on review for downgrade, D/ba2 on
   review for downgrade)

- Banco CEISS (B1 on review, direction uncertain, E+/b2 on
   review, direction uncertain)

IV RATINGS THAT REMAIN ON REVIEW REFLECTING BANK-SPECIFIC FACTORS

The final group comprises banks that remain on review for
idiosyncratic reasons and Moody's has not taken any actions on
these ratings on Oct. 24. The confirmation of the Spanish
government's rating has removed one aspect of the ongoing rating
reviews for banks in this group. However, bank-specific concerns
primarily relating to the highly-stressed operating environment
have prompted Moody's to maintain the ratings for these banks on
review for downgrade. This group comprises:

- Banca March, SA (Baa3 on review for downgrade, D+/baa3 on
   review for downgrade)

- Banco Cooperativo Espa¤ol, SA (Ba1 on review for downgrade,
   D+/ba1 on review for downgrade)

- Confederacion Espanola de Cajas de Ahorro (CECA) (Ba1 on
   review for downgrade, D/ba2 on review for downgrade)

- Ibercaja Banco (Ba2 on review for downgrade, D-/ba3 on review
   for downgrade)

- Ahorro Corporacion Financiera SV, SA (Ba3 on review for
   downgrade)

- Lico Leasing, SA, EFC (Ba3 on review for downgrade)

- Liberbank (Ba3 on review for downgrade, E/caa1 on review for
   downgrade)

- Catalunya Banc, SA (B1 on review for downgrade, E+/b2 on
   review for downgrade)

- NCG Banco, SA (B1 on review for downgrade, E+/b2 on review for
   downgrade)

- Banco Financiero y de Ahorros (BFA, B2 on review, direction
   uncertain)

- Bankia (Ba2 on review, direction uncertain, E+/b2 on review,
   direction uncertain)

The planned merger of Liberbank and Ibercaja has been terminated.
The rating rationale for these institutions is discussed in a
separate press release.

V RATINGS DIRECTLY TIED TO THE SPANISH GOVERNMENT RATING AS A
RESULT OF A GUARANTEE OR DIRECT OWNERSHIP

Following the confirmation of the Spanish government's bond
rating, Moody's has also confirmed at Baa3, with a negative
outlook, the backed senior debt of 18 institutions. The backed-
Baa3 ratings assigned are based on the unconditional guarantee,
which directly links these ratings to the Spanish government.

Furthermore, Moody's has confirmed at Baa3, with a negative
outlook, its ratings for all debt issued by government-owned
Instituto de Credito Oficial. Its liabilities are explicitly,
irrevocably, directly and unconditionally guaranteed by the
government of Spain.

SENIOR LONG-TERM RATINGS -- SUPPORT ASSUMPTIONS UNCHANGED

Moody's support assumptions for Spanish banks remain unchanged
(again with the exception of Liberbank, as discussed in a
separate press release). This reflects the rating agency's
assessment that the capacity and willingness of the Spanish
government to support banks, if needed, is unchanged.

RATING OUTLOOKS NEGATIVE -- RISKS REMAIN WEIGHED TOWARDS DOWNSIDE

For those banks whose rating reviews Moody's has resolved on
Oct. 24, the agency has assigned a negative outlook on both their
standalone credit assessments and their long-term ratings. The
negative outlooks on the standalone credit assessments reflect
the above-mentioned challenges that Spanish banks still face. The
negative outlooks on the long-term ratings reflect those same
challenges, and additionally the diminished, but still-present
downside risks to the Spanish sovereign's creditworthiness. Those
downside risks are reflected in the negative outlook on the Baa3
government bond rating.

WHAT COULD MOVE THE RATINGS UP/DOWN

Downwards pressure on the banks' ratings might develop if
operating conditions worsen beyond Moody's current expectations,
i.e. a broader economic recession beyond Moody's current GDP
decline forecasts of -1.7% for 2012 and -1% for 2013; especially
given that this is likely to result in asset-quality
deterioration exceeding Moody's current expectations; and/or if
pressures on market-funding intensify.

Upwards pressure on the ratings may arise upon the successful
implementation of the government's plan to stabilise the banking
system, to the extent that banks' resilience to the challenging
prevailing conditions improve. Likewise, any improvement in the
standalone strength of banks arising from stronger earnings,
improved funding conditions or the work-out of asset-quality
challenges could result in rating upgrades.

Research References

- Moody's confirms Spain's government bond rating at Baa3/(P)P-
   3, assigns negative outlook ( http://is.gd/5dEYSC),
   Oct 16, 2012

- Moody's takes actions on 4 Spanish banking groups due to
   restructuring framework ( http://is.gd/7ZT2qx), Oct 5, 2012

- Sector Comment: Spanish Banks' Upcoming Recapitalization Is
   Credit Positive, but May Be Insufficient
   ( http://is.gd/5r1j2P), Oct 1, 2012

- Banking System Outlook: Spain ( http://is.gd/D1tU9v),
   Aug 17, 2012

- Moody's downgrades Spanish banks ( http://is.gd/wc7Oox),
   Jun 25, 2012

- How Sovereign Credit Quality May Affect Other Ratings
   (http://is.gd/2W2AHC), Feb 13, 2012

- Moody's to assign backed Aaa ratings to new euro-denominated
   long-term debt securities covered by Spanish government's
   guarantee ( http://is.gd/VgFfrK), January 22, 2009

Principal Methodology

The principal methodology used in these ratings, except Ahorro
Corporacion Financiera was Moody's Consolidated Global Bank
Rating Methodology published in June 2012.

The principal methodologies used in rating Instituto de Credito
Oficial were Moody's Consolidated Global Bank Rating Methodology
published in June 2012, and Government-Related Issuers:
Methodology Update published in July 2010.

The principal methodologies used in rating Lico Leasing were
Moody's Consolidated Global Bank Rating Methodology published in
June 2012, and Finance Company Global Rating Methodology
published in March 2012.

The principal methodology used in rating Ahorro Corporacion
Financiera was Global Securities Industry Methodology published
in December 2006.


* SPAIN: Moody's Takes Rating Actions on Seven Banking Groups
-------------------------------------------------------------
Moody's Investors Service has taken various actions on the
ratings of seven Spanish banking groups that are involved in
merger processes. These actions reflect two drivers (1) the
confirmation of Spain's government debt rating, which had
previously been on review for downgrade; and (2) enhanced clarity
about the relevant merger processes in the cases of Caixabank/La
Caixa, Banco Sabadell and Banco CAM.

This press release discusses the rationale behind the actions on
banks involved in merger processes. Those actions occurred in the
context of broader actions on a total of 31 Spanish banks,
discussed in a separate release "Moody's concludes rating reviews
on majority of Spanish banks after sovereign rating
confirmation"). A third release discusses the rationale behind
the actions on Liberbank and Ibercaja Banco (see "Moody's
downgrades Liberbank to Ba3, maintains review for downgrade of
Ibercaja Banco, following merger break-up").

A summary of the actions follows (banks ranked by ratings):

Rating Reviews That Have Been Resolved

- La Caixa (senior long-term rating Ba2, outlook negative)

- CaixaBank (Baa3 negative, D+/ba1 negative)

- Banco Sabadell, SA (Ba1 negative, D/ba2 negative)

- Banco CAM, SA (Ba1 negative, E+/b3 on review for upgrade)

BANK RATINGS THAT REMAIN ON REVIEW

- Caja Laboral (Baa3 on review for downgrade, D+/baa3 on review
   for downgrade)

- Banco Popular Espa¤ol, SA (Ba1 on review for downgrade, D/ba2
   on review for downgrade)

- Unicaja Banco, SA (Ba1 on review for downgrade, D/ba2 on
   review for downgrade)

- Banco CEISS (B1 on review, direction uncertain, E+/b2 on
   review, direction uncertain)

A full list of all affected ratings is available by clicking on
this hyperlink:

  http://www.moodys.com/viewresearchdoc.aspx?docid=PBC_146671

This list is an integral part of this release.

RATINGS RATIONALE

Banks Whose Rating Reviews Have Been Resolved

The resolution of the rating reviews for the long-term ratings of
Caixabank/La Caixa, Banco Sabadell and Banco CAM reflects Moody's
assessment that (1) downside risks related to the sovereign have
diminished; and (2) sufficient information is available to
facilitate a forward-looking assessment of the creditworthiness
of the merged institutions.

-- CAIXABANK (Baa3 negative, D+/ba1 negative)

The confirmation of the D+ standalone bank financial strength
rating (BFSR) and ba1 standalone baseline credit assessment (BCA)
of Caixabank reflects Moody's opinion that Caixabank will absorb
its acquisition of Banca Civica without a significant weakening
of its credit profile that would warrant a lower standalone
credit assessment for the merged institution. Banca Civica, which
was not publicly rated, ceased to exist on August 3, 2012. The
Baa3 long-term ratings have also been confirmed, because Moody's
assumptions about support for the merged institution are
unchanged from its support assumptions for Caixabank prior to the
merger.

Moody's notes that the increased risk profile of Caixabank
following Banca Civica's acquisition has been largely offset by
the significant balance sheet clean-up at the inception of the
merger, thus aligning the combined entity's risk profile with the
stronger risk profile of Caixabank; the sound evolution of the
group during H1 2012 underpins this expectation. Furthermore,
Moody's stated that the remaining integration risks are captured
in the ba1 standalone baseline credit assessment of the new
group.

The negative outlook that Moody's has assigned to the standalone
credit assessments and long-term ratings of Caixabank
incorporates the challenges the merged institution faces. Those
include the extremely challenging operating environment,
characterized by the recessionary domestic economy, real estate
crisis, very high unemployment and the broader euro area
sovereign and banking crisis. These conditions will likely lead
to further asset quality deterioration across the banking system
and pose risks to the already-fragile confidence of funding
providers.

-- LA CAIXA (Ba2, negative)

Moody's has confirmed the Ba2 senior long-term rating of La
Caixa, the holding company of Caixabank. The rating is closely
linked to its main operating entity, Caixabank. Consistent with
the outlook on Caixabank's rating, the outlook on La Caixa's
rating is negative.

-- BANCO SABADELL (Ba1 negative, D/ba2 negative)

The confirmation of the D standalone BFSR and ba2 BCA of Banco
Sabadell reflects Moody's opinion that the merger with Banco CAM
will result in a merged institution with similar standalone
credit strength to Banco Sabadell's existing profile. The Ba1
senior long-term rating and all other debt and deposit ratings
have also been confirmed as Moody's support assumptions for the
merged institutions are unchanged from Moody's support
assumptions for Banco Sabadell.

Although Moody's acknowledges the very weak credit profile of
Banco CAM (as reflected by its b3 standalone credit assessment),
the rating agency notes that the incremental risk profile for the
combined group is largely offset by the broad public support
package that was committed at the time of the acquisition. Banco
CAM's fragile risk absorption capacity will be compensated by an
Asset Protection Scheme funded by the Deposit Guarantee Fund
(FGD), which covers the bulk of the bank's exposure to toxic
assets (80% of a predominantly real-estate portfolio of EUR24.6
billion) and a EUR5.2 billion capital injection made by the FGD.

Moody's has assigned a negative outlook to the standalone credit
assessment and long-term ratings of Banco Sabadell. The negative
outlooks reflect the broader challenges facing Spanish banks and
the execution risks of the merger.

-- BANCO CAM (Ba1 negative, E+/b3 on review for upgrade)

The E+ standalone BFSR and b3 BCA of Banco CAM reflect its very
weak standalone credit profile. It has been placed on review for
upgrade to reflect the positive implications of integrating into
a stronger bank. Moody's expects to withdraw the standalone
credit assessment and issuer ratings of Banco CAM, as the entity
will cease to exist upon completion of the merger transaction,
which is expected to be effective on 8 December 2012. As a result
of the completion of the merger, the deposit and debt obligations
of Banco CAM will be assumed by Banco Sabadell.

Banco CAM's Ba1 senior long-term rating and all its other long-
term ratings have been confirmed. These ratings reflect Moody's
assumptions about strong parental support from Banco Sabadell
given the advanced status of the merger. Moody's has assigned a
negative outlook on the long-term ratings of Banco CAM, in line
with its parent Banco Sabadell.

BANKS WHOSE RATINGS REMAIN ON REVIEW

-- CAJA LABORAL (Baa3 on review for downgrade, D+/baa3 on review
    for downgrade)

Moody's maintains on review for downgrade the D+ standalone BFSR
and its baa3 BCA of Caja Laboral. The ongoing review reflects the
possibility that, following the completion of its merger
agreement with Ipar Kutxa Rural, SCC (not publicly rated), the
merged institution will have a weaker credit profile than Caja
Laboral. A weaker credit profile could result from the
combination of recent weakening in Caja Laboral's asset
performance, new risk elements added by the merger with Ipar
Kutxa and the execution risks involved in any merger. Moody's
expects to conclude the review process shortly after it has
sufficient visibility on the most relevant execution details of
the merger.

The Baa3 senior long-term ratings of Caja Laboral also remain on
review for downgrade, reflecting the review status of the
standalone credit profile.

-- BANCO POPULAR ESPANOL (Ba1 on review for downgrade, D/ba2 on
    review for downgrade)

Moody's maintains on review for downgrade the D standalone BFSR
and its ba2 BCA of Banco Popular Espa¤ol SA (Banco Popular).
Moody's says that it will conclude the current assessment of
Banco Popular's merger with Banco Pastor once there is more
certainty about the materialization of the different capital
strengthening initiatives that Banco Popular is implementing to
reinforce its risk-absorption capacity. Driven by the large
capital needs revealed by Oliver Wyman's stress test exercise for
the combined entity, Banco Popular has accelerated its re-
capitalitalization plan which now hinges on a EUR2.5 billion
rights issue that the bank expects to conduct shortly. Moody's
notes that the bank's standalone profile could come under
significant pressure if it fails to meet capital shortfall from
private internal or external means.

The Ba1 senior long-term ratings of Banco Popular also remain on
review for downgrade, reflecting the review status of the
standalone credit profile.

-- UNICAJA BANCO (Ba1 on review for downgrade, D/ba2 on review
    for downgrade)

Moody's maintains on review for downgrade the D standalone BFSR
and its ba2 BCA of Unicaja Banco (Unicaja). The ongoing review
reflects some remaining uncertainty about the completion of the
merger with Banco CEISS, as well as the possibility that the
merged institution will have a weaker credit profile than
Unicaja. Moody's expects to conclude the review process shortly
after the rating agency will have more clarity on the effective
materialization of the merger as well as on the details of the
integration plan.

The Ba1 senior long-term ratings of Unicaja also remain on review
for downgrade, reflecting the review status of the standalone
credit profile.

-- BANCO CEISS (B1 on review, direction uncertain, E+/b2 on
    review, direction uncertain)

Moody's maintains on review with direction uncertain the E+
standalone BFSR and its b2 BCA of Banco CEISS, reflecting the
likelihood that the rating of the resultant combined entity might
be higher than its current ratings or lower in the event that the
merger process fails to succeed. Moody's expects to conclude the
review for Banco CEISS in line with the conclusion of the review
of Unicaja.

The B1 senior long-term ratings of Banco CEISS also remain on
review with direction uncertain, reflecting the review status of
the standalone credit profile.

What Could Move The Ratings Up/Down

Downwards pressure on the banks' ratings might develop if
operating conditions worsen beyond Moody's current expectations,
i.e. a broader economic recession beyond Moody's current GDP
decline forecasts of -1.7% for 2012 and -1% for 2013; especially
given that this is likely to result in asset-quality
deterioration exceeding Moody's current expectations; and/or if
pressures on market-funding intensify.

Upwards pressure on the ratings may arise upon the implementation
of the government's plan to stabilize the banking system, to the
extent that the banks' resilience to the challenging prevailing
conditions improves. Likewise, any improvement in the standalone
strength of banks arising from stronger earnings, improved
funding conditions or the resolution of problem assets could
result in rating upgrades.

Research References

- Moody's confirms Spain's government bond rating at Baa3/(P)P-3,
assigns negative outlook (http://www.moodys.com/research/Moodys-
confirms-Spains-government-bond-rating-at-Baa3PP-3-assigns--
PR_257500), 16 Oct 2012

- Moody's takes actions on 4 Spanish banking groups due to
restructuring framework (http://www.moodys.com/research/Moodys-
takes-actions-on-4-Spanish-banking-groups-due-to--PR_255526), 5
Oct 2012

- Sector Comment: Spanish Banks' Upcoming Recapitalization Is
Credit Positive, but May Be Insufficient
(http://www.moodys.com/research/Spanish-Banks-Upcoming-
Recapitalization-Is-Credit-Positive-but-May-Be--PBC_145834), 1
Oct 2012

- Banking System Outlook: Spain
(http://www.moodys.com/research/Banking-System-Outlook-Spain--
PBC_144617), 17 Aug 2012

- Moody's downgrades Spanish banks
(http://www.moodys.com/research/Moodys-downgrades-Spanish-banks--
PR_249316), 25 Jun 2012

- How Sovereign Credit Quality May Affect Other Ratings
(http://www.moodys.com/research/How-Sovereign-Credit-Quality-May-
Affect-Other-Ratings--PBC_139495), 13 Feb 2012

- Moody's to assign backed Aaa ratings to new euro-denominated
long-term debt securities covered by Spanish government's
guarantee (http://www.moodys.com/research/Moodys-to-assign-
backed-Aaa-ratings-to-new-euro-denominated--PR_171216), 22
January 2009

Principal Methodology

The principal methodology used in these ratings was Moody's
Consolidated Global Bank Rating Methodology published in June
2012.



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


HELLO AG: Files For Insolvency; Ceases Operations
-------------------------------------------------
Air Transport World reports that Swiss charter airline Hello AG
has announced insolvency and stopped flights from Zurich and
Basel Sunday, the carrier said on its website.

ATW says Hello's financial problems have been compounded by the
loss of tour operator contracts, high fuel costs and the strong
Swiss currency. In addition, the carrier's CFO presented false
financial figures, leading the management to believe the carrier
was stable.

All possibilities to bring in fresh capital have failed, ATW
relates.

Hello AG, which was established in 2004 by former Crossair
founder Moritz Sutter, operated four leased Airbus A320s.



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


BARGE INN: Community Project Goes Into Voluntary Administration
---------------------------------------------------------------
BBC News reports that the Barge Inn Community Project, in
Honeystreet, near Pewsey, said poor trade over the summer was
behind the move to go into voluntary liquidation.

Property owner Ian McIvor, whose business Honeystreet Ales leases
the pub to the community committee, said he would look for new
tenants, according to BBC News.  The report relates that nearly
GBP300,000 of Lottery funding was awarded to The Barge Inn
Community Project to refurbish and manage the venue after
previous landlords retired after running the pub for 17 years.

The report notes that Chairman John Brewin said staff had been
paid and made redundant.

Mr. Brewin is set to meet government insolvency specialists in
the next few days, BBC News notes.


HIBU PLC: To Suspend Loan Payments; Draws Up Restructuring Plan
---------------------------------------------------------------
Brenton Cordeiro and Monika Shinghal at Reuters report that Hibu
Plc, struggling with huge debt and a declining core business,
said it would suspend loan payments until it restructured its
balance sheet.

"A number of waivers, consents and amendments are being sought
from the wider lending group in the coming days so that the
restructuring discussions can proceed as efficiently and
effectively as possible," Reuters quotes Hibu, formerly Yell
Group, as saying in a statement.

The company said the restructuring could dilute shareholders'
interests, Reuters relates.

Hibu, as cited by Reuters, said that the suspension affects
lenders under 2006 and 2009 facilities agreements.  Waivers would
require the approval of lenders holding two-thirds of the debt,
Reuters states.

The company had net debt of GBP2.18 billion (US$3.49 billion) as
of July 25 and cash of GBP134.6 million as of March 31, Reuters
discloses.

Hibu said it planned to present a restructuring proposal to
lenders by the end of January and is looking to complete the
process before the end of the first half of 2013, Reuters notes.

Hibu Plc is a British Yellow Pages publisher.


MOTO HOSPITALITY: S&P Cuts Long-Term Corp. Credit Rating to 'B-'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'B-' from 'B' its
long-term corporate credit rating on U.K. motorway services
operator Moto Hospitality Ltd. (Moto). The outlook is negative.

"At the same time, we lowered our issue rating on the GBP176
million second-lien notes issued by Moto Finance PLC to 'CCC'
from 'CCC+'. The recovery rating on these notes is unchanged at
'6', indicating our expectation of negligible (0%-10%) recovery
in the event of a payment default," S&P said.

"The downgrade reflects our view that Moto's liquidity has
significantly deteriorated as a result of the group's inability
to grow EBITDA over the past few quarters. In particular,
covenant headroom under senior secured facilities has tightened
to less than 15% as of the end of June 2012, and we believe
headroom could further decline over the next 12 months if
operating performance does not improve. We have therefore revised
downward our liquidity assessment to 'less than adequate' from
'adequate' previously. In addition, free cash flow and credit
metrics remain below our rating guidelines and are unlikely to
improve for the foreseeable future, in our opinion," S&P said.

"Moto has been unable to continue growing its earnings from
capital expenditure (capex) initiatives such as site
refurbishments and franchise management due to flat traffic
volumes on U.K. motorways, reduced consumer spending, and reduced
demand for fuel due to higher prices in the context of a weak
macroeconomic environment in the U.K. Moto's operating
performance in 2012 has been broadly in line with our revised
expectations but below our guidelines for the 'B' rating, which
we assigned based on previous assumptions of ongoing healthy
traffic volumes and EBITDA growth," S&P said.

"Traffic volumes on U.K. motorways correlate closely with GDP
growth, which has been flat to negative in the past couple of
years. Furthermore, inflation has been outpacing wage growth,
which has dented consumer purchasing power. We anticipate that
the macroeconomic environment in the U.K. will remain weak over
the medium term, with nominal GDP growth and ongoing pressures on
consumer discretionary spending," S&P said.

"For the financial year to Dec. 31, 2012, we forecast that Moto's
revenues will be about GBP850 million and that Standard & Poor's-
adjusted EBITDA will be about GBP78 million. We estimate that
Moto's adjusted EBITDA interest coverage will be about 1.3x,
around the same level as 2011, which is below our 1.5x guideline
for the 'B' rating level. We forecast free operating cash flow
(FOCF) at GBP13 million per year, which is required to meet debt
amortization of about GBP40 million over the next three years,"
S&P said.

"The issue rating on the GBP176 million second-lien notes due
2017, issued by Moto Finance, is 'CCC', in line with the
corporate credit rating on Moto. The recovery rating on these
notes is '6', indicating our expectation of negligible (0%-10%)
recovery prospects in the event of a payment default," S&P said.

"The main reason for the '6' recovery rating on the second-lien
notes is the significant amount of debt ranking ahead of the
notes, including senior secured facilities and a revolving credit
facility. This elevated level of secured debt more than offsets
what we see as Moto's attractive freehold assets and favorable
U.K. jurisdiction," S&P said.

"Our simulated default scenario projects a potential covenant
breach in 2013, followed by a payment default in 2014, mainly
driven by higher fuel prices leading to lower fuel volumes,
combined with a reduction in consumers' discretionary spending,"
S&P said.

"The negative outlook primarily reflects our view that covenant
headroom under senior bank facilities is likely to continue to
tighten to significantly less than 10% over the next 12 months,
if operating performance does not improve from current levels.
The outlook also reflects our anticipation that the macroeconomic
environment in the U.K. is likely to remain weak over the next
12 months, with minimal improvement in Moto's credit metrics,"
S&P said.

"We could lower the ratings if the company's liquidity position
deteriorates further, in particular if we believe that covenant
headroom could fall below 5% from less than 15% currently, or if
FOCF turns negative over the next 12 months. This would likely
occur if the economic environment worsens and traffic volumes
decline further, and if fuel prices rise higher," S&P said.

"We could revise the outlook to stable if Moto's strategy to grow
EBITDA through ongoing site refurbishments and franchise
management is successful, and results in adequate covenant
headroom and positive FOCF. An outlook revision to stable could
also occur if the company were to achieve adjusted EBITDA
interest coverage of more than 1.5x," S&P said.


NEWCASTLE BUILDING: Fitch Affirms 'BB+' LT Issuer Default Rating
----------------------------------------------------------------
Fitch Ratings has affirmed Coventry Building Society's (Coventry)
Long-term Issuer Default Rating (IDR) at 'A', Leeds Building
Society's (Leeds) at 'A-', Yorkshire Building Society's
(Yorkshire) at 'BBB+', Principality Building Society's
(Principality) at 'BBB+' and Newcastle's Building Society's
(Newcastle) at 'BB+'.  At the same time it has downgraded Skipton
Building Society's (Skipton) Long-term IDR to 'BBB-' from 'BBB'
and revised the Outlook to Stable from Negative.

Fitch has completed a periodic rating review of its UK Building
Society peer group.  This follows a review of Nationwide
undertaken on October 19, 2012.

Rating Action Rationale

The affirmations reflect the resilient, albeit low, profitability
displayed by the building societies amidst the economic downturn
and their improved ability to manage interest margins in the
extended period of low base rates.  The outlook for funding costs
has become mildly positive following the introduction of the
government-sponsored Funding for Lending Scheme (FLS) as initial
indications show savings rates and wholesale borrowing costs to
have fallen, which should be positive for profitability.  On the
other hand, it too early to comment on the impact this is likely
to have on each individual society.

The UK building societies have built up large liquidity buffers
over the past two years and have refocused their funding towards
customer savings.  While excess liquidity is expected to reduce,
most of the rated building societies are likely to continue to
operate with loans to deposit ratios of around 100%.

Asset quality across the sector has remained relatively healthy
reflecting the high affordability accorded by the low interest
rates, although Fitch expects non-performing loans to rise in the
medium-term, lagging current macro-economic pressures.  Fitch
views the societies which have been able to generate new loans at
higher rates to be in a better position to absorb any potential
profitability pressures caused by rising loan impairment charges.
Ratings are somewhat constrained, across the board by their
relatively monoline business model and lack of geographical
diversification.

In differentiating the various societies' ratings, Fitch has
taken into consideration their differing exposure to commercial
real estate (CRE) loans and any concentration contained in their
books as the outlook for the CRE sector remains weak.  This is
taken in conjunction with the mutual sector's lack of alternative
capital which can be raised in times of stress, and hence the
lack of operational flexibility caused by having a high
proportion of capital invested in a sector which is facing a lack
of refinancing supply.

All the building societies in the UK rated by Fitch, apart from
Nationwide Building Society (Support Rating of '1'), have Support
Ratings of '5' and Support Rating Floors of 'No Floor';
reflecting Fitch's view, applied since November 2010, that while
support from the authorities for all the debt of these societies
is possible, it cannot be relied upon, especially following the
introduction of the UK Banking Act in 2009.

RATING DRIVERS AND SENSITIVITIES - COVENTRY BUILDING SOCIETY

Coventry's ratings reflect the low risk of its assets (in terms
of high fragmentation, solid performance, low average loan-to-
value ratios and insignificant commercial loan book) which
consist mostly of prime owner-occupied residential mortgages.
Profitability has remained relatively stable, as the pressures of
higher funding costs and low base rates has been counterbalanced
by strong growth in new mortgage lending.  Fitch notes that the
society's coverage of impaired loans is relatively low, compared
to its peers and when compared to historical averages.  This
coverage level reflects the low loan-to-value of the impaired
assets but exposes the society to potential additional reserve
requirements as property prices continue to fall.  Nonetheless,
Fitch views Coventry's control of its risk to be robust and well
implemented.

The society's leverage (defined by Fitch as tangible
assets/tangible equity) is high: its regulatory capital ratios
are boosted by the low weightings assigned to its residential
mortgages under its Basel II internal ratings-based approach.
Given Coventry's high ratings, an upgrade is not envisaged in the
short-to medium term unless leverage is reduced and coverage of
impaired loans is raised.  Conversely, ratings could be
downgraded if its operational flexibility is constrained further
by a lack of available capital to fund its growth.

RATING DRIVERS AND SENSITIVITIES - LEEDS BUILDING SOCIETY

Leeds' ratings reflect the society's resilient profitability, due
to higher net interest margin than its comparable domestic
peers', and strong cost management, which Fitch expects to remain
stable over the medium term.  However, loan impairment charges
are large relative to the size of the loan book, albeit taken
conservatively, reflecting the riskier profile of the society's
loan book.

The challenging operating environment in the UK, as well as the
relatively high proportion of Fitch Core Capital accounted for by
its commercial real estate loans (c.100% at end-2011) limits the
upside potential of the rating. Ratings could be upgraded once
the society winds down its CRE exposure, while maintaining a
stable asset quality.  Given the current level of arrears, the
higher than average mortgage rates and the loan book breakdown,
Fitch considers LBS to be more vulnerable to a slowdown in the UK
economy than some similarly rated peers.  Conversely the ratings
could be negatively impacted if there was a greater than expected
deterioration in its loan book.

RATING DRIVERS AND SENSITIVITIES - YORKSHIRE BUILDING SOCIETY

Yorkshire's ratings reflect a low-risk business model, whose
performance and asset quality have recovered relatively well from
the crisis.  Its franchise was expanded significantly following
its recent acquisitions of Egg loans/savings, Chelsea Building
Society and Norwich & Peterborough Building Society.  Yorkshire
is more exposed than some of its higher rated peers to higher
loan-to-values (the society reported mortgages with a loan to
value of over 90% of 18% of the book at end-June 2012) and a
stated decision to decrease its excess liquidity buffer.  The
society's impaired loans ratio and arrears improved in 2011 and
H112. The society is not significantly exposed to CRE loans.

Yorkshire's capitalization is robust and its core tier 1 could be
boosted further following the announcement of the buy back of
supplementary capital.  Its ratings could be upgraded following a
continued improvement in asset quality and profitability, as long
as the liquidity buffers do not decline substantially.  Like all
building societies, its ratings would be negatively affected by a
continued increase in the negative equity of its loan book.

RATING DRIVERS AND SENSITIVITIES - PRINCIPALITY BUILDING SOCIETY

Principality's ratings reflect the society's solid franchise in
Wales, resilient profitability, sound majority prime owner-
occupied mortgage book and solid capitalization.  They also take
into account its small size and the risks in the second-charge
and commercial books, which are broadly contained, its resilient
performance and its sound funding and liquidity.

Upside to the ratings is limited given Principality's small size
and the composition of its loan book.  However, the ratings would
be negatively affected by a significant deterioration in asset
quality, particularly in the second-charge lending (c.200% of
Fitch Core Capital at end-2011) or by increased risk appetite
relating to its mortgage growth aspirations.

RATING DRIVERS AND SENSITIVITIES - SKIPTON BUILDING SOCIETY

Skipton's ratings reflect the continued low (albeit slightly
improving) profitability of its mortgage and savings business,
which is overshadowed by its much larger and profitable estate
agency franchise.  While the net interest margin (NIM) of its
loans is rising it remains low, particularly on a risk adjusted
basis.  The society has two subsidiaries which operate in the
higher risk areas (Amber Homeloans Limited and North Yorkshire
Mortgages Limited).  On the other hand, its exposure to CRE is
limited when taken as a proportion of Fitch Core Capital and it
is granular, limiting the exposure to any single entity.  Fitch
views that the society is more exposed to operational risk than
its peers because of the various businesses it operates.

Despite the revision of the Outlook to Stable, the society's
ratings could be downgraded further if the performance of its
subsidiaries becomes a significant drag on the group or if there
is deterioration in asset quality or the liquidity position of
the group.  The ratings could be upgraded, however, if the
balance of risk profile, business generation and profitability
between its mortgage and savings business and its estate agency
becomes more balanced.

RATING DRIVERS AND SENSITIVITIES - NEWCASTLE BUILDING SOCIETY

Newcastle's profitability is currently modest and is likely to
remain so.  The concentration present in its CRE loan book, puts
some constraint on it capitalization, which, combined with the
low internal capital generation, reduces the operational
flexibility of its business.  Fitch is concerned, given its
concentrations, that a significant commercial default could have
a disproportionally large effect on the society.  While Fitch
recognizes the future revenue potential of Newcastle's Solutions
business, it notes that the business is yet to reach sufficient
size.  Newcastle's ratings could be further downgraded if its
commercial real estate exposure deteriorates more than
anticipated; conversely, the ratings could be upgraded if it is
able to increase residential loan volumes, and hence
profitability, while maintaining its currently sound risk
profile.

RATING DRIVERS AND SENSITIVITIES - HYBRID AND SUBORDINATED DEBT

In line with Fitch criteria for "Rating Bank Regulatory Capital
and Similar Securities", all the UK societies' PIBS are rated
four notches below their respective Viability Ratings (VR)
reflecting their deep subordination (two notches) and incremental
non-performance (two notches).  The ratings are broadly sensitive
to the same considerations that might affect their IDR and VR.
Government-guaranteed senior unsecured notes are rated in line
with the UK's sovereign rating. Dated subordinated notes are
rated one notch below their VRs reflecting their subordination.
Yorkshire has issued some convertible debt, which is rated three
notches below its VR reflecting deep subordination (two notches),
but at a lower risk of non-performance (one notch).  This debt's
ratings are broadly sensitive to the same considerations that
might affect their IDR and VR.

The rating actions are as follows:

Coventry Building Society:

  -- Long-term IDR affirmed at 'A'; Outlook Stable
  -- Short-term IDR affirmed at 'F1'
  -- Viability Rating affirmed at 'a'
  -- Support Rating affirmed at '5'
  -- Support Rating Floor affirmed at 'NF'
  -- Senior long-term and short-term unsecured EMTN programme and
     notes affirmed at 'A'/'F1'
  -- Subordinated Perpetual Notes (PIBS): affirmed at 'BBB-'

Leeds Building Society:

  -- Long-term IDR: affirmed at 'A-' ; Outlook Stable
  -- Short-term IDR: affirmed at 'F2'
  -- Viability Rating: affirmed at 'a-'
  -- Support Rating affirmed at '5'
  -- Support Rating Floor affirmed at 'NF'
  -- Senior long-term and short-term unsecured EMTN programme and
     notes: affirmed at 'A-'/'F2'
  -- Subordinated Perpetual Notes (PIBS): affirmed at 'BB+'
  -- Subordinated dated debt: affirmed at 'BBB+'

Yorkshire Building Society:

  -- Long-term IDR affirmed at 'BBB+'; Outlook Stable
  -- Short-term IDR affirmed at 'F2'
  -- Viability Rating affirmed at 'bbb+'
  -- Support Rating affirmed at '5'
  -- Support Rating Floor affirmed at 'NF'
  -- Guaranteed senior unsecured debt affirmed at 'AAA'/ 'F1+'
  -- Senior unsecured debt affirmed and programme rating affirmed
     at 'BBB+'/ 'F2'
  -- Subordinated dated debt affirmed at 'BBB'
  -- PIBS: affirmed at 'BB'
  -- Convertible notes affirmed at 'BB+'

Principality Building Society:

  -- Long-term IDR affirmed at 'BBB+'; Outlook Stable
  -- Short-term IDR affirmed at 'F2'
  -- Viability Rating affirmed at 'bbb+'
  -- Support Rating affirmed at '5'
  -- Support Rating Floor affirmed at 'NF'
  -- Senior unsecured debt and program rating affirmed at 'BBB+'
  -- Subordinated dated debt: affirmed at 'BBB'
  -- PIBS: affirmed at 'BB'

Skipton Building Society:

  -- Long-term IDR: downgraded to 'BBB-' from 'BBB'; Outlook
     revised to 'Stable'
  -- Short-term IDR: affirmed at 'F3'
  -- Viability Rating: downgraded to 'bbb-' from 'bbb'
  -- Support Rating affirmed at '5'
  -- Support Rating Floor affirmed at 'NF'
  -- Subordinated dated debt: downgraded to 'BB+' from 'BBB-'
  -- PIBS: downgraded to 'B+' from 'BB-'

Newcastle Building Society:

  -- Long-term IDR affirmed at 'BB+'; Outlook Stable
  -- Short-term IDR affirmed at 'B'
  -- Viability Rating affirmed at 'bb+'
  -- Support Rating affirmed at '5'
  -- Support Rating Floor affirmed at 'NF'
  -- Senior long-term and short-term unsecured EMTN programme and
     notes affirmed at 'BB+'/'B'
  -- Subordinated Notes: affirmed at 'BB'

The ratings of the covered bonds of these societies are
unaffected by this rating action.


RFSC INT'L: In Voluntary Liquidation Proceedings in the UK
----------------------------------------------------------
In Residential Capital LLC's Chapter 11 case, KPMG LLP filed with
the U.S. Bankruptcy Court a supplemental declaration disclosing
that the United Kingdom member firm of KPMG International, which
is also named KPMG LLP, has been engaged to assist the directors
of On:Line Finance Ltd., RFSC International Ltd., RFC Investments
Ltd., Guardian Auto Receivables Depository Limited and GMAC
Leasing (U.K.) Limited -- the "UK Non-Debtor Entities" -- to
place those companies into members' voluntary liquidation and for
named partners of KPMG UK to act as the liquidators of the UK
Non-Debtor Entities.

KPMG LLP provides U.S. Bankruptcy Court-sanctioned tax compliance
and information technology advisory services to ResCap.

James W. McAveeney, a principal at KPMG LLP, relates that each of
the UK Non-Debtor Entities is a non-Debtor indirect subsidiary of
the Debtors' parent, Ally Financial Inc.  He assures the Court
that the UK Liquidation Proceedings are wholly unrelated to the
Debtors' Chapter 11 cases, and there are no outstanding
intercompany claims between any of the UK Non-Debtor Entities and
any of the Debtors that could result in one or more of the UK
Non-Debtor Entities being adverse to one or more of the Debtors.

                     About Residential Capital

Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.

Neither Ally Financial nor Ally Bank is included in the
bankruptcy filings.

ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.

ResCap disclosed US$15.68 billion in assets and $15.28 billion in
liabilities as of March 31, 2012.

Centerview Partners LLC and FTI Consulting are acting as
financial advisers to ResCap.  Morrison & Foerster LLP is acting
as legal adviser to ResCap.  Curtis, Mallet-Prevost, Colt & Mosle
LLP is the conflicts counsel.  Rubenstein Associates, Inc., is
the public relations consultants to the Company in the Chapter 11
case.  Morrison Cohen LLP is advising ResCap's independent
directors. Kurtzman Carson Consultants LLP is the claims and
notice agent.

Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York,
serves as counsel to Ally Financial.

ResCap is selling its mortgage origination and servicing
businesses and its legacy portfolio, consisting mainly of
mortgage loans and other residual financial assets.  At the onset
of the bankruptcy case, ResCap struck a deal with Nationstar
Mortgage LLC for the mortgage origination and servicing
businesses, and with Ally Financial for the legacy portfolio.
Together, the asset sales are expected to generate roughly US$4
billion in proceeds.

Following a hearing in June, the bankruptcy judge scheduled
auctions for Oct. 23.  A hearing to approve the sales was set for
Nov. 5.  Fortress Investment Group LLC will make the first bid
for the mortgage-servicing business, while Berkshire Hathaway
Inc. will serve as stalking-horse bidder for the remaining
portfolio of mortgages.

Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL
CAPITAL BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11
proceeding undertaken by affiliates of Residential Capital LLC
and its affiliates (http://bankrupt.com/newsstand/or 215/945-
7000).


SPIRIT ISSUER: S&P Affirms 'BB-' Ratings on 5 Note Classes
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its credit ratings on
all classes of notes issued by Spirit Issuer PLC. "At the same
time, we revised to positive from negative the outlook on the
ratings," S&P said.

"The rating actions reflect our opinion of the fair business risk
profile of the borrower's operations, as well as the structural
enhancements in the transaction. Our opinion addresses the
issuer's financial ability to meet full and timely payment of
interest and principal on the class A notes," S&P said.

"In our opinion, the transaction's performance has improved since
the demerger, and the estate has improved following branding and
significant capital investment. Despite a weakening in the U.K.
economy, the business delivered revenue growth of 3.2% in the
financial year-ended August 2012, and 1.3% in the financial year-
ended August 2011. This revenue growth was entirely driven by the
managed segment, which generates about 74% of the business
EBITDA, and where Spirit has been a leading performer, albeit
from a relatively poor base. The combined EBITDA increased by
4.4% for 2012, and 7.0% for 2011," S&P said.

"The positive outlook reflects our view that we may raise the
ratings on the notes in the next 12 to 24 months, if the business
performs in line with our base-case forecast. This includes an
increase in the EBITDA margin in the managed business division to
19%, and the tenanted pub division seeing the EBITDA margin
decline to not less than 40%. We anticipate that if the company
achieves these metrics, it will generate adequate cash flow,
which, combined with structural enhancements such as a GBP194
million liquidity facility, could be sufficient to cover debt
service under the notes for the life of the transaction under our
'BB' stress scenario. An upgrade would also likely depend on the
company maintaining its current 'fair' business risk profile. We
could also take a positive rating action if we revised upward the
company's business risk profile," S&P said.

"Spirit is a corporate securitization backed by operating cash
flows generated by the borrower as the primary source of
repayment of an underlying issuer-borrower secured loan. The
ultimate parent of the borrower is the Spirit Group. Spirit
operates both managed and tenanted pubs with an increasing
importance in terms of the number of pubs and EBITDA generation
coming from the managed segment since the demerger," S&P said.

"Until mid-2011, Spirit was a division of Punch Taverns PLC, the
former parent company. Following its strategic review in early
2011, Punch Taverns PLC split from Spirit, which became part of a
new separate company, with the newly-formed Spirit Group as
parent company. In doing so, the cash at the former parent
company level was split between Spirit Group and Punch Taverns,
with GBP61 million cash and GBP42 million bonds going to Spirit
Group. The transaction closed in November 2004," 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

Ratings Affirmed; Outlook Revised

Spirit Issuer PLC
GBP1.25 Billion Fixed And Floating Rate Asset-Backed
Debenture Bonds

Class                Rating
            To                      From

A1          BB- (sf)/Positive       BB- (sf)/Negative
A2          BB- (sf)/ Positive      BB- (sf)/ Negative
A3          BB- (sf)/ Positive      BB- (sf)/ Negative
A4          BB- (sf)/ Positive      BB- (sf)/ Negative
A5          BB- (sf)/ Positive      BB- (sf)/Negative


VIRGIN MEDIA: Moody's Assigns '(P)Ba2' Rating to Senior Notes
-------------------------------------------------------------
Moody's Investors Service has assigned a (P)Ba2 rating to the
approximately US$1.25 billion of Senior Notes (due 2022) being
issued by Virgin Media Finance PLC ('Issuer'), a subsidiary of
Virgin Media Inc. ("Virgin Media" or "the company").

Virgin Media intends to use the net proceeds to repurchase (i)
the outstanding US$850 million and EUR180 million of 9.50% Senior
Notes (due 2016) and (ii) a portion of the outstanding $600
million of 8.375% Senior Notes (due 2019) and the outstanding
GBP350 million of 8.875% Senior Notes (due 2019). The company
also has access to a GBP450m revolving credit facility.

Should the company be unable to use the full proceeds of this
offering to purchase such notes, it expects to repurchase/repay
some other indebtedness and/ or maintain funds for general
corporate purposes.

Ratings Rationale

The proposed Notes are rated (P)Ba2 based on Moody's expectation
that the transaction will have marginal negative impact on the
company's gross debt. The proposed transaction also replaces
existing debt with debt of equivalent seniority and thus does not
affect the proportion of subordinated debt within the company's
capital structure. The Notes will rank pari passu with the
remaining senior notes (rated Ba2) at Virgin Media's subsidiary,
Virgin Media Finance Plc.

On October 10, 2012, Virgin Media had announced the commencement
of tender offers by Virgin Media Finance PLC to repurchase the
aforementioned 2016 and 2019 senior notes. The tender offers are
conditional upon the Virgin Media group issuing sufficient debt
for the Issuer to pay the total consideration. The total premium
cost and fees of the tender offer are expected to be
approximately GBP130 million, which forms part of Virgin Media's
GBP225 million second-phase Capital Return Programme, announced
in July 2011, of which GBP175 million remains available for
outstanding debt structure optimization. The execution of the
tender offers via the proposed Notes issue should help Virgin
Media in lowering its interest cost and in improving its debt
maturity profile.

Virgin Media's Ba1 CFR reflects: (i) the good operating
performance of the company in the relatively mature UK broadband
and television market; (ii) its continued commitment towards de-
leveraging by mid-2013 to a target of approximately 3.0x net
debt/OCF (operating income before depreciation, amortization,
goodwill and intangible asset impairments and restructuring and
other charges) -- as calculated by Virgin Media; and (iii) its
consistent positive free cash flow generation.

For the first nine months of 2012, Virgin Media grew its revenues
by 3.1% year-on-year. Consumer Cable revenues grew by 2.7% during
the period largely driven by the RGU growth in high speed
broadband services, good take of the TiVo service (which is now
availed by 30% of the Virgin Media's total TV customer base) as
well as Cable ARPU growth. Consumer Mobile revenues on the other
hand remained largely flat year-on-year due to the impact of
regulatory changes to mobile termination rates. Revenues for the
Business division (16.5% of Virgin Media's total revenues) for
the first nine months of 2012 grew solidly by 8.8%, which
represented 44% of the total group revenue growth for the period.

Reported OCF growth of 3.8% year-on-year in the first nine months
of 2012, has helped Virgin Media in maintaining its leverage (on
a net hedged debt to last twelve months of reported OCF) broadly
flat (compared to the leverage as of September 30, 2011 based on
last twelve months of reported OCF) at 3.4x as of 30 September
2012. Nevertheless, Moody's would expect the company to remain
focused on achieving its leverage target of approximately 3.0x
Net Total Debt to EBITDA by mid 2013. However, the reported free
cash flow of Virgin Media has declined by 6.3% to GBP336 million
for the first nine months of 2012 due to the one-off incremental
capital investment in the company's broadband speed upgrade
program.

What Will Change The Rating Up/Down

Any upward pressure to the CFR towards investment grade is
unlikely to occur in the short to medium term and would require
amongst other things (i) Gross Debt/EBITDA ratio (as calculated
by Moody's) trending towards 3.0x; (ii) FCF/ Debt (as calculated
by Moody's) above 10% on a sustained basis; (iii) further
simplification of the company's borrowing structure; and (iv)
evidence that Virgin Media can continue to sustain and improve
its market position despite intense competition and amidst the
gradually increasing convergence of broadband with television in
the UK.

The rating could come under downward pressure if the company's
operating performance deteriorates substantially and/or its
Debt/EBITDA (as calculated by Moody's) remains above 4x at the
end of 2011 together with constrained free cash flow generation
(as defined by Moody's).

Moody's issues provisional ratings in advance of the final sale
of securities and these ratings reflect Moody's preliminary
credit opinion regarding the transaction only. Upon a conclusive
review of the final documentation, Moody's will endeavor to
assign a definitive rating to the Notes. A definitive rating may
differ from a provisional rating.

Principal Methodology

The principal methodology used in rating Virgin Media Finance plc
was the Global Cable Television Industry Methodology published in
July 2009. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.

Virgin Media, headquartered in Hook, Hampshire, is the largest
cable operator in the UK. In the fiscal year ending December 31,
2011, the company generated ~GBP4 billion in revenue and
GBP1.6 billion in reported OCF (operating income before
depreciation, amortization, goodwill and intangible asset
impairments and restructuring and other charges -- as reported by
Virgin Media).


VIRGIN MEDIA: S&P Rates US$1.25-Bil. Unsecured Notes 'BB-'
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' issue
rating to the proposed US$1.25 billion equivalent new senior
unsecured notes due 2022 to be issued by Virgin Media Finance PLC
(BB/Positive/--), a financing subsidiary of U.K. cable operator
Virgin Media Inc. (BB/Positive/--). "We have assigned a recovery
rating of '5' to the proposed notes, indicating our expectation
of modest (10%-30%) recovery in the event of a payment default,"
S&P said.

"We understand that Virgin Media Finance will use the proceeds
from the new note issuance to refinance its existing senior
unsecured notes maturing in 2016, and partially refinance its
senior unsecured notes outstanding in 2019, as well as any
premiums associated with the tender offer launched on Oct. 10,
2012," S&P said.

                           RECOVERY ANALYSIS

"The recovery ratings on the proposed senior unsecured notes
reflect the unsecured nature of the instruments, which have
significant senior secured debt ranking ahead. We understand that
the senior unsecured notes benefit from subordinated guarantees
from the group's operating subsidiaries and rank senior to the
convertible notes outstanding. However, we see the recovery
prospects for unsecured lenders as being potentially volatile to
small changes in our valuation assumptions, such as EBITDA at
default and valuation multiples, as well as to potential changes
in the capital structure that could affect either the mix or
overall amount of debt. We base our ratings on our assumption
that the existing mix of senior secured, unsecured, and
subordinated debt will be relatively unchanged by the time of our
simulated default, with debt maturing prior to our projected
default year being refinanced on a similar-ranking basis, ahead
of maturity," S&P said.

"In the case that the transaction is successful, we intend to
revise our hypothetical default year to 2018 -- when about GBP1.5
billion of senior secured notes mature -- from 2016, given that
Virgin Media Finance will use the proceeds of the transaction to
repay a significant amount of debt maturing in 2016. We believe
that a default would most likely occur following a deterioration
in operating performance due to declining revenues and lower
margins, in turn the result of increased competition and
increased marketing costs. At our simulated point of default in
2018, we project that EBITDA will have fallen to about GBP830
million and that the company will have refinanced $1 billion of
convertible notes maturing in 2016 with a similar subordinated
instrument," S&P said.

"Our going-concern valuation envisages a stressed enterprise
value of about GBP4.8 billion, using a 5.75x stressed EBITDA
multiple. After deducting enforcement costs and prior-ranking
claims of about GBP660 million, we calculate that there will be
about GBP4.1 billion available for lenders. We assume about
GBP3.8 billion outstanding under the senior secured bank loans
and notes (including six months of prepetition interest and a
fully drawn revolving credit facility), which leaves about GBP350
million for senior unsecured noteholders. Assuming about GBP1.8
billion of outstanding senior notes at default, we estimate
recovery prospects of 10%-30% for these instruments, with
coverage at the low end of this range, in view of the volatility
highlighted," S&P said.


* UK Business Insolvencies Drop 3% in September, Experian Says
--------------------------------------------------------------
The latest BusinessIQ Insolvency Index from Experian, the global
information services company, reveals a 3.1% drop in number of
business insolvencies in September 2012 compared to September
2011. Highlighting a stable picture amongst businesses, the data
shows that during September, 0.08% of the business population
(1,679 companies) failed.

Smaller firms, all those falling into the categories of between 1
and 50 employees, saw the greatest improvement in their average
insolvency rate compared to September 2011. This was led by firms
with 26 to 50 employees that saw their insolvency rate fall from
0.23% to 0.19%, while firms with 6 to 10 employees saw their
insolvency rate fall to 0.13%, the lowest since January 2011.

The only year on year increase in insolvency rates came from
larger firms; all those with between 51 to 500 employees.

Max Firth, Managing Director, Experian Business Information
Services, UK&I said: "Overall insolvency figures are down and the
picture remains stable, which is encouraging. In addition, we've
seen real pockets of improvement, such as in the West Midlands
and South West, which have both seen a drop of over 30%. Also
encouraging are the lower rates of insolvencies among some of the
small firms. However in contrast, larger firms experienced a
slight increase in insolvencies, which may lead to smaller firms
that were supplying to them, experiencing a knock on effect.

"This highlights the need for firms need to be prudent and
consider their credit management practices in order to survive.
Risk planning and monitoring their financial health and that of
their customers and suppliers can make or break a business."

The West Midlands Falls to Lowest Rate since June 2007

Figures for the West Midlands showed the total number of
insolvencies were down by 34% in September 2011 to 0.07%, hitting
the lowest rate since June 2007. The picture in the South West
was also relatively good compared to the rest of the UK - with a
fall in its insolvency rate from 0.09% in September last year
down to 0.06% in September 2012. It also saw a fall from this
August's figure of 0.07%.

In addition, Yorkshire and South East were the only regions to
see an increase in insolvency figures on September 2011, with
Yorkshire at 0.12% seeing a 22.8% increase in business insolvency
rates and the South East is up 7.2% to 0.08%.

Sector View

Out of the top ten largest sectors in the UK, Building and
Construction fared best, with a drop in the insolvency rate from
0.17% in September 2011 to 0.14% in September 2012 - better than
any other sector.

The latest analysis has been compiled using some of the most
comprehensive business data on the market. This data powers
BusinessIQ, a new easy-to-use, integrated online platform that
enables credit professionals to accurately and efficiently manage
its business customers and all the risks and opportunities
associated with them - from acquisition stage and throughout the
life cycle of the relationship. This includes giving firms an
early warning system on customers that might be getting into
financial difficulty.



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


* Moody's Changes Global R&M Sector Outlook to Stable
-----------------------------------------------------
Moody's Investors Service has changed its outlook for the Global
Independent Refining and Marketing (R&M) sector to stable from
negative. The outlook reflects the rating agency's view of
fundamental credit conditions for the industry in the coming 12-
18 months.

"Worldwide growth in demand for refined products will slow
through 2013," says Vice President Gretchen French, who wrote the
new report, "Capacity Rationalization Eases Pressure from New
Refineries and Slowing Global Growth." "We expect modest growth
in the US, but also see weakness in Europe and economic slowing
in China," French says.

Gasoline demand continues to face a long-term secular decline in
OECD countries, Moody's says, while global demand for distillate
will grow next year, in line with its forecast of 2.9%-3.9% GDP
growth worldwide.

While worldwide capacity overhang will increase next year,
continued capacity rationalization should help the sector to
rebalance over time, Moody's says. Up to 1.7 million barrels per
day in capacity additions are expected in 2013, which is well
above demand growth of 0.8 million barrels a day. Still,
successful rationalization supported companies' margins in 2012,
and rationalization will continue as additional capacity comes
online by 2015.

Feedstock flexibility is increasingly driving profitability for
refiners. While US firms such as Marathon Petroleum, CVR Energy,
HollyFrontier and Northern Tier Energy will benefit from their
access to growing North American oil production and historically
low natural gas prices, those that rely on imported crude or with
higher cost structures, such as Chilean firm Empresa Nacional del
Petroleo, will face disadvantages.

Both merger and acquisition activity and shareholder returns have
increased in line with the sector's overall improved performance.
Further variable distribution master limited partnerships (MLPs),
midstream MLPs, dividends, share buybacks and asset spin-offs are
expected next year. Companies including Tesoro and Marathon
Petroleum have either floated shares for midstream MLPs or will
soon do so.

And although EBITDA is expected to be weaker for the sector in
2013, it will still fall within the -10% to +10% range that
indicates a stable industry outlook, the new report says. Even
so, competition, cyclicality and volatility remain high.

Moody's would revise the outlook to negative if EBITDA were
projected to decline by more than 10% in the next 12-18 months,
while growth of more than 10% could lead to a positive outlook.


* BOOK REVIEW: Corporate Venturing -- Creating New Businesses
-------------------------------------------------------------
Authors: Zenas Block and Ian C. MacMillan
Publisher: Beard Books, Washington, D.C. 2003
(reprint of 1993 book published by the President and Fellows of
Harvard College).
List Price: 371 pages. US$34.95 trade paper, ISBN 1-58798-211-0.

Creating new businesses within a firm is a way for a company to
try to tap into its potential while at the same time minimizing
risks.  A new business within a firm is like an entreprenuerial
venture in that it would have greater flexibility to
opportunistically pursue profits apart from the normal corporate
structure and decision-making processes.  Such a business is
different from a true entrepreneurial venture however in that the
business has corporate resources at its disposal.  Such a company
business venture has to answer to the company management too.
Corporate venturing--to use the authors' term--offers innovative
and stimulating business opportunities.  Though venturing is in a
somewhat symbiotic relationship with the parent firm, the venture
would never threaten to ruin the parent firm as a entrepreneur
might be financially devastated by failure.

Block and MacMillan contrast an entreprenuerial enterprise with
their subject of corporate venturing, "When a new entrepreneurial
venture is created outside an existing organization, a wide
variety of environmental factors determine the fledgling
business's survival.  Inside an organization . . . senior
management is the most critical environmental factor."  This
circumstance is the basis for both the strengths and limitations
of a corporate venture.  In their book, the authors discuss how
senior management working with the leadership of a corporate
venture can work in consideration of these strengths and
weaknesses to give the venture the best chances for success.  If
the venture succeeds beyond the prospects and goals going into
its formation, it can always be integrated into the parent
company as a new division or subsidiary modeled after the regular
parts of a company with the open-ended commitment, regular hiring
practices, and reporting and coordination, etc., going with this.
As covered by the authors, done properly with the right
commitment, sense of realism and practicality, and preliminary
research and ongoing analysis, corporate venturing offers a firm
new paths of growth and a way to reach out to new markets, engage
in fruitful business research, and adapt to changing market and
industry conditions. The principle of corporate venturing is the
familiar adage, "nothing ventured, nothing gained."  While it is
improbable that a corporate venture can save a dying firm, a
characteristic of every dying firm is a blindness about
venturing.  Just thinking about corporate ventures alone can
bring to a firm a vibrancy and imagination needed for business
longevity.

Ideas, insights, and vision are the essence of corporate
venturing.  But these are not enough by themselves. Corporate
venturing is based as much on the right personnel, especially the
top leaders.  The authors advise to select current employees of a
firm to lead a corporate venture whenever feasible because they
already have relationships with senior management who are the
ultimate overseers of a venture and they understand the corporate
culture.  In one of their several references to the corporate
consultant and motivational speaker Peter Drucker, the authors
quote him as identifying only half jokingly the most promising
employees to lead the corporate venture as "the troublemakers."
These are the ones who will be given the "great freedom and a
high level of empowerment" required to make the venture workable
and who also are most suited to "adapt rapidly to new
information." Such employees for top management of a venture are
not entirely on their own.  The other side of this, as Brock and
MacMillan go into, is for such venture management to earn and
hold the trust and confidence of the firm's top management and
work within the framework and follow the guidelines set for the
venture.

Corporate venturing is an operation which is a hybrid of the
standard corporate interests and operations and an independent
business with entrepreneurial flexibility mainly from focus on
one product or service or at most a few interrelated ones,
simplified operations, and streamlined decision-making.  From
identifying opportunities and getting starting through the
business plan and corporate politics, Brock and MacMillan guide
the readers into all of the areas of corporate venturing.

Zenas Block is a former adjunct professor with the Executive MBA
Program at the NYU Stern School of Business.  Ian C. MacMillan is
associated with Wharton as a professor and a director of a center
for entrepreneurial studies.


                            *********

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

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

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

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


                            *********


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

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

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

This material is copyrighted and any commercial use, resale or
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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,
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members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 240/629-3300.


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