TCREUR_Public/121129.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

         Thursday, November 29, 2012, Vol. 13, No. 238



ZAGREBACKI HOLDING: S&P Cuts LT Issuer Credit Rating to 'B+'


BANK OF CYPRUS: Fitch Lowers Rating on Covered Bonds to 'BB-'


VESTAS WIND: Obtains EUR900-Mil. Credit Line From Banks


BIOCORAL INC: Incurs US$375,000 Net Loss in Third Quarter


MAGYAR EXPORT-IMPORT: S&P Assigns 'BB/B' Issuer Credit Ratings
OTP MORTGAGE: S&P Cuts LT Counterparty Credit Rating to 'BB'


DUNNES STORES: December 14 Hearing Set for Winding-Up Petition
IRISH LIFE: Fitch Upgrades Subordinated Debt Rating From 'BB+'


BANCA MONTE: Seeks EUR500-Mil. in Additional State Aid
BANCO POPOLARE: Moody's Reviews 'D+' BFSR for Downgrade
* ITALY: Moody's Takes Rating Actions on RMBS Transactions


PANTHER CDO IV: Fitch Affirms 'CCsf' Rating on Class C Notes


MEZHTOPENERGOBANK: S&P Assigns 'B/B' Counterparty Credit Ratings
* MURMANKS REGION: Fitch Affirms 'B' Long-Term Currency Ratings


BANKIA SA: Obtain European Approval for Government Bailout
CAJA GRANADA 1: Fitch Affirms 'Bsf' Rating on Class D Notes
CAJA LABORAL: Moody's Downgrades Deposit Ratings to 'Ba1'
FTPYME SANTANDER 1: Moody's Confirms 'Ba3' Rating on Cl. D Notes
IBERCAJA BANCO: S&P Raises Rating on Subordinated Debt to 'BB-'

U N I T E D   K I N G D O M

ATH RESOURCES: Calls in KPMG to Explore Sale of Assets
CONSTRUCT STADIA: Liquidation Hits Margate Football Club
GEMINI PLC: Moody's Downgrades Rating on Class B Notes to 'C'
HURRY BROTHERS: Goes Into Liquidation; 48 Jobs Lost
JMC MOTOR: Closes Door After 62 Years; 5 Workers Lose Jobs

ROADCHEF ISSUER: Fitch Affirms 'B+' Rating on Class A2 Notes
TITAN EUROPE 2007-1: Fitch Maintains 'CCC' Rating on Cl. E Notes


* Moody's Sees Negative Outlook for EMEA Telecoms Sector in 2013
* Moody's Says EMEA ABCP Resilient Amid Challenging Times
* S&P Takes Various Rating Actions on 17 European CDO Tranches
* Upcoming Meetings, Conferences and Seminars



ZAGREBACKI HOLDING: S&P Cuts LT Issuer Credit Rating to 'B+'
Standard & Poor's Ratings Services lowered its long-term issuer
credit rating on Croatia-based Zagrebacki Holding d.o.o. to 'B+'
from 'BB-'. The outlook is negative.

"The rating on Croatia-based Zagrebacki Holding reflects our
assessment of the likelihood that its 100% owner, the City of
Zagreb (BBB-/Negative/--), would provide timely and sufficient
extraordinary support in the event of financial distress as
'high' and our assessment of the company's stand-alone credit
profile (SACP) at 'ccc+'," S&P said.

"In accordance with our criteria for rating government-related
entities, our view of a 'high' likelihood of extraordinary
government support is based on our assessment of Zagrebacki
Holding's," S&P said:

    "Very important" role in providing essential municipal
    services, such as transport, gas supply, water supply, and
    waste collection, as well as its role as the city's financial
    vehicle in the context of strict legal limits imposed on
    municipal borrowing in Croatia. In the event of a default,
    S&P believes the failure to roll over debts coming due would
    result in Zagrebacki Holding scaling down its activity.

    "Strong" link with Zagreb. "The city council has a strong
    influence on Zagrebacki Holding's strategy and we believe the
    city's 100% ownership is unchallenged in the medium term. We
    also assume that a default of the company would affect the
    city's reputation in the market. However, the city's ability
    to provide timely support to the company has weakened as it
    has maintained a low cash position and high payables since
    2009, and, in spite of significant ongoing support from the
    city, Zagrebacki Holding significantly increased its stock of
    short-term debt in 2010-2011," S&P said.

"Because of our view of the 'high' likelihood of extraordinary
support from Zagreb, the rating on Zagrebacki Holding is three
notches higher than its SACP, which we now assess at 'ccc+'," S&P

"Our view of the SACP is based on the combination of Zagrebacki
Holding's 'highly leveraged' financial profile with 'weak' stand-
alone liquidity arrangements and unpredictable financial policy
and 'weak' business profile," S&P said.

"The SACP is underpinned by Zagrebacki Holding's monopoly
position as a provider of public services as well as its strong
ongoing support from the owner via operating and capital
subsidies, guarantees on some debt (which are repaid indirectly
from the city's budget), and asset transfers. Overall, through
the purchase of services and subsidies, Zagreb contributed about
33% of Zagrebacki Holding's operating revenues in 2011. The city
council decides the makeup of the holding's management board,
most tariffs for regulated businesses, and its investment plan,"
S&P said.

"Nevertheless, as a result of recent changes in national
legislation, the company may be forced to divest one of its
lucrative water supply and sewage businesses, which may affect
the company's role in the provision of public services as well as
put additional pressure on its profitability," S&P said.

"Since 2008, Zagrebacki Holding has had no long-term financial
strategy. It remains subject to the city's politically motivated
decisions on mandates and sources of income," S&P said.

Zagrebacki Holding has recently applied some cost-cutting
measures, which, together with raised tariffs on public transport
and water supply as well as fewer people eligible for free public
transport, may reduce its net loss in 2012-2014 in line with our
base-case scenario. Nevertheless, the company will continue to
generate losses. Its debt burden will stay high over this period
with debt-to-EBITDA projected to average a high 7.0x-8.0x and FFO
to debt staying at a low 8.0%-9.5%," S&P said.

"We view Zagrebacki Holding's liquidity as 'less-than-adequate'
under our criteria, based on what we view as the company's 'weak'
stand-alone liquidity position, combined with our opinion that
the City of Zagreb has the ability and willingness to provide
sufficient liquidity support to the company in a timely manner.
We also note the fact that the city continues to transfer funds
earmarked for the repayment of a portion of the company's debt,"
S&P said.

"Throughout 2012, the holding's free cash and available credit
facilities was about Croatian kuna (HRK) 180 million (EUR24
million), well below its debt service within the next year of
about HRK1.3 billion (or HRK1.1 billion, excluding debt repaid
from the city's budget)," S&P said.

"Based on our forecast, the holding's sources of liquidity (cash,
committed credit lines, and funds from operations) will cover
only 50% of the uses of liquidity--such as capital investments
and principal repayment--over the next year. We expect that
beyond the investment in the water and sewage networks, the
holding's capital expenditures will be close to minimal," S&P

"The company's debt repayment profile has weakened significantly
since 2009, with a short-term portion of the debt raised to 19%
of total debt outstanding by year-end 2011," S&P said.

"By Croatian law, a public sector company is not allowed to raise
long-term borrowings unless it has a corresponding investment
program approved--which the company has failed to do so far.
Under such circumstances, the company is to refinance its long-
term debts coming due with short-term bank loans, raising the
company's annual funding needs and pressuring its liquidity
position," S&P said.

"Moreover, since 2010 the company has occasionally delayed
payments to suppliers and operating-lease payments. We don't
consider this a default, but rather a sign of a strained
liquidity position," S&P said.

"The company can use about HRK120 million (EUR17 million) of an
arranged, earmarked credit facility from the European Bank for
Reconstruction and Development (AAA/Stable/A-1+) for the final
stage of its water and sewage network upgrade project and is
expected to successfully roll over its short-term bank loans of
HRK640 million coming due in December 2012 and July 2013," S&P

"The company owns significant real-estate assets, which it
initially planned to start selling in 2008, using the proceeds to
repay debt. However, the inability of the company's supervisors
to approve its investment program, combined with reduced prices
in the residential property market, has led to a delay of sales
by more than 40 months," S&P said.

"The negative outlook reflects our expectation that Zagrebacki
Holding's SACP may deteriorate further as a result of unfavorable
organizational changes, an inability to contain expenditures, or
rising refinancing risks. It also reflects the negative outlook
on the City of Zagreb," S&P said.

"Our base-case scenario for the SACP (which is consistent with
the 'ccc+' level) assumes that in 2012-2013 the holding will
benefit from higher tariffs on its (primarily transport)
services, continue to reduce personnel costs, and successfully
extend short-term credit lines from local banks and leasing
obligations," S&P said.

"We could take a negative rating action on Zagrebacki Holding
within the next 12 months, if as a result of the divestiture of
its water supply and sewage branch and insufficient consolidation
measures, the company fails to improve its profitability or it
takes materially more short-term debt than envisaged in our base-
case scenario, or its access to external liquidity deteriorates,"
S&P said.

"We could also consider negative rating action if we took a
negative rating action on Zagreb, or if we revised downward our
view of the likelihood of the city providing timely and
sufficient extraordinary support to the company in case of
financial distress," S&P said.

"We could revise the outlook to stable as a result of a similar
rating action on the city, confirmation of a 'high' probability
of extraordinary support, and stabilization of the holding's SACP
in line with our base-case scenario," S&P said.


BANK OF CYPRUS: Fitch Lowers Rating on Covered Bonds to 'BB-'
Fitch Ratings has taken various rating actions on Bank of Cyprus'
(BoC; 'BB-'/Negative) and Cyprus Popular Bank's (CPB; 'BB-
'/Negative) Cypriot covered bonds, as follows:

  -- BoC covered bonds (Greek cover pool): downgraded to
     'BB-'/Negative from 'BB'/Negative;

  -- BoC covered bonds (Cypriot cover pool): downgraded to
     'BB'/Negative from 'BBB-'/Negative;

  -- CPB covered bonds (Programme I): downgraded to 'BB-'
     /Negative from 'BB'/Negative;

  -- CPB covered bonds (Programme II): downgraded to
     'BB'/Negative, from 'BBB-'/Negative.

The rating actions follow Fitch's downgrade of Cyprus to 'BB-
'/Negative/'B' from 'BB+'/Negative/'B' on November 21, 2012 and
the subsequent rating actions on the issuing institutions.  In
addition, Fitch's updated refinance cost assumptions for Cyprus
have been incorporated in the analysis following the publication
of the agency's assumptions as regards liquidity gap risks in
mortgage covered bond programs.

BoC (Greek pool) and CPB (Programme I) are secured by Greek
residential mortgages, while BoC (Cypriot pool) and CPB
(Programme II) are secured by Cypriot residential mortgages.  The
four programs represent EUR4.55 billion of aggregated rated debt.

In line with Fitch's covered bonds rating methodology, the Long-
term Issuer Default Rating (IDR) constitutes a floor for the
rating of the covered bonds.  At the same time, Greece's country
ceiling ('B-') applies to programs secured by Greek assets.  As
such, the Cypriot covered bonds issued by CPB and BoC and secured
by Greek residential mortgage loans have been downgraded to the
bank's respective IDRs of 'BB-/Negative', and no uplift for
recoveries given default can be granted.

Fitch has assigned D-Caps of 0 for the programs containing
Cypriot assets reflecting the highly stressed economic
environment of the country as evidenced by Cyprus' non-investment
grade rating.  As a result, the ratings of BoC (Cypriot Pool) and
CPB (Programme II) covered bonds can only exceed the IDRs of the
corresponding issuers depending on stressed recoveries from the
cover pool in the event of a default.  A one notch uplift has
been assigned to the ratings of BoC's (Cypriot Pool) covered
bonds based on the issuer's unchanged committed Asset Percentage
level of 90%.  For CPB (Programme II) Fitch relies on the minimum
level of overcollateralization required by the Cypriot covered
bond law (5%) to grant a one notch recovery uplift.  As such, the
ratings of the covered bonds issued under both programs are
downgraded to 'BB'/Negative.

All else being equal, a downgrade of BoC or CPB's IDR will lead
to an equivalent downgrade on their covered bonds, therefore the
IDR's Negative Outlook also applies to the covered bonds' Rating


VESTAS WIND: Obtains EUR900-Mil. Credit Line From Banks
Mette Fraende at Reuters reports that Vestas Wind Systems A/S has
agreed a EUR900 million (US$1.2 billion) loan with its banks,
ending speculation it might need to issue shares and winning it
more time to adjust to plunging demand.

According to Reuters, Vestas, battling to restore investor
confidence after profit warnings in October 2011 and January
2012, said the deal with its nine international banks showed
their support for its business model and confidence it could cut
debt in future.

Vestas said that the lending facility consisted of a EUR250
million amortizing term loan and a EUR650 million revolving
credit facility, Reuters relates.

As reported by the Troubled Company Reporter-Europe on Nov. 14,
2012, The Financial Times disclosed that Vestas was cutting 30%
of workers and facing a cash squeeze as it posted its weakest
quarter for orders in six years.  The company's third-quarter
orders were the worst since 2006 with just 401MW booked, and
analysts fear its financial woes are deterring customers, the FT

Vestas Wind Systems A/S is the world's biggest maker of wind
turbines.  The company is based in Aarhus, Denmark.


BIOCORAL INC: Incurs US$375,000 Net Loss in Third Quarter
Biocoral, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net
loss of US$374,694 on US$37,574 of net sales for the three months
ended Sept. 30, 2012, compared with a net loss of US$129,363 on
US$48,887 of net sales for the same period during the prior year.

For the nine months ended Sept. 30, 2012, the Company reported a
net loss of US$1.20 million on US$149,071 of net sales, compared
with a net loss of US$591,487 on US$208,822 of net sales for the
same period a year ago.

The Company's balance sheet at Sept. 30, 2012, showed US$1.24
million in total assets, US$5.37 million in total liabilities and
a  US$4.12 million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:


                        About Biocoral, Inc.

Headquartered in La Garenne Colombes, France, Biocoral, Inc.
-- was incorporated under the laws of
the State of Delaware on May 4, 1992.  Biocoral is a holding
company that conducts its operations primarily through its
wholly-owned European subsidiaries.  The Company's operations
consist primarily of research and development and manufacturing
and marketing of patented high technology biomaterials, bone
substitute materials made from coral, and other orthopedic, oral
and maxillo-facial products, including products marketed under
the trade name of Biocoral.  Most of the Company's operations are
conducted from Europe.  The Company has obtained regulatory
approvals to market its products throughout Europe, Canada and
certain other countries.  The Company owns various patents for
its products which have been registered and issued in the United
States, Canada, Japan, Australia and various countries throughout
Europe.  However, the Company has not applied for the regulatory
approvals needed to market its products in the United States.

Michael T. Studer CPA P.C., in Freeport, New York, noted that the
Company's present financial condition raises substantial doubt
about its ability to continue as a going concern.  The
independent auditors added that the Company had net losses for
the years ended Dec. 31, 2011, and 2010, respectively.
Management believes that it is likely that the Company will
continue to incur net losses through at least 2012.  The Company
had a working capital deficiency of approximately US$1,570,000
and US$2,125,000, at Dec. 31, 2011 and 2010, respectively.  The
Company also had a stockholders' deficit at Dec. 31, 2011, and
2010, respectively.

Biocoral reported a net loss of US$920,103 in 2011, compared with
a net loss of US$703,272 in 2010.


MAGYAR EXPORT-IMPORT: S&P Assigns 'BB/B' Issuer Credit Ratings
Standard & Poor's Ratings Services assigned its 'BB/B' long- and
short-term foreign and local currency issuer credit ratings to
Magyar Export-Import Bank (Hungary Eximbank). The outlook is

"The ratings on Hungary Eximbank are equalized with the sovereign
ratings on Hungary (BB/Stable/B), reflecting our opinion that
there is an 'almost certain' likelihood that the Hungarian
government will provide timely and sufficient extraordinary
support to Hungary Eximbank sufficient to meet its liabilities,
in case of financial distress. In accordance with our criteria
for government-related entities (GREs), our rating approach for
Hungary Eximbank is based on our view of the bank's," S&P said:

    "Critical" role in supporting Hungarian exports, which is key
    to national economic development given the country's openness
    and trade dependence;

    "Integral" link with the Hungarian government through sole
    sovereign ownership, the sovereign's statutory and
    irrevocable guarantee of Hungary Eximbank's liabilities, and
    the inclusion of losses on the bank's interest-rate
    mismatches in the government's budget.

The bank benefits from two state guarantees, for on-balance and
off-balance-sheet liabilities.

"The statutory guarantee for on-balance-sheet liabilities is
explicit, irrevocable, and unconditional, with an upper limit
defined in the budget, currently of Hungarian forint (HUF) 320
billion, but which will be raised to HUF1.2 trillion before the
end of 2012, subject to presidential approval, which is expected
in November. Although the guarantee does not address timeliness,
we equalize the ratings because of our assessment of the 'almost
certain' likelihood of timely and wide-ranging support from the
Ministry of National Economy, in conjunction with the critical
economic role played by Hungary Eximbank. We also take into
consideration the government's sustained track record of ensuring
an appropriate level of capitalization through repeated capital
injections. At end-2011, shareholder equity amounted to HUF17.7
billion out of a total balance sheet of HUF196 billion," S&P

Hungary Eximbank also provides off-balance-sheet guarantees,
which are themselves guaranteed by the state, of up to HUF80
billion (this ceiling will be increased to HUF350 billion from

Established in 1994 under Act No. XLII, Hungary Eximbank is a
100% state-supported government export credit agency. OECD
regulations and Eximbank's general business guidelines establish
the criteria for its export operations to be eligible for state-
supported financing. The bank supports the state's export
strategy both directly (through buyers' credits and discounting
facilities) and indirectly (through refinancing credits to
domestic commercial banks, or interbank buyers' credits provided
by the buyers' foreign bank). The bank's funding base comprises
loans and interbank loans, and shareholder equity, including
share capital and reserves.

"The stable outlook on Hungary Eximbank mirrors that on Hungary.
We expect Hungary Eximbank to maintain its integral link with,
and continue to play a critical role in, the Hungarian
government's economic development plans and policies regardless
of the government's composition. This should enable the bank to
maintain its public-law status, and therefore its credit support
from the sovereign's guarantee. Any change in our assessment of
the bank's critical role for, and integral link with, the
government could lead to downward pressure on the rating. In
addition, for as long as the state continues to provide support,
any change in the ratings on Hungary will result in a similar
rating action on Hungary Eximbank," S&P said.

OTP MORTGAGE: S&P Cuts LT Counterparty Credit Rating to 'BB'
Standard & Poor's Ratings Services lowered its long-term
counterparty credit rating on OTP Bank and core subsidiary OTP
Mortgage Bank to 'BB' from 'BB+'. "At the same time, we affirmed
the 'B' short-term counterparty credit rating on the banks. The
outlook is stable," S&P said.

"The lowering of the long-term rating on OTP Bank and OTP
Mortgage Bank reflects the same action on the Republic of Hungary
on Nov. 23, 2012. The lowering of the long-term rating on the
sovereign reflects our opinion that the government's unorthodox
policies, including exceptional measures applied to the financial
sector, could erode the country's medium-term growth potential,"
S&P said.

"The ratings on OTP Bank are supported by its strong domestic
retail franchise, particularly its solid granular retail deposit
base and leading position in residential mortgage loans. OTP Bank
has good earning capacity and benefits from geographic
diversification through its operations in Central and Eastern
Europe (CEE), Russia, and the Ukraine," S&P said.

"Negative rating factors include the ongoing deterioration of OTP
Bank's asset quality and earnings pressure in its domestic
operations. OTP Bank is exposed to heightened credit risk from
its pre-crisis, rapidly expanded loan portfolios, particularly
its foreign-currency-denominated domestic mortgages and those in
some of its Eastern European subsidiaries. On a positive note,
asset quality deterioration decelerated to its slowest pace in
third-quarter 2012, with good coverage by reserves," S&P said.

"As the majority of OTP Bank's assets are located in Hungary, we
do not rate the bank above the foreign currency sovereign
ratings, as per our criteria. This reflects the bank's exposure
to deteriorating sovereign creditworthiness, via its holdings of
Hungarian bonds in its securities portfolio, exposure to public
sector entities, notably municipalities, and weaker macroeconomic
prospects," S&P said.

"We equalize the ratings on OTP Mortgage Bank with those on OTP
Bank because of its core strategic status. The latter reflects
its full ownership and organizational and operational integration
with its parent," S&P said.

"The stable outlook on OTP Bank and its core subsidiary reflects
that on the sovereign and our expectation that the bank's
business and financial profile will remain relatively unchanged
over the next 12 months. It also reflects our view that the
bank's capacity to generate capital from earnings will remain
high, despite the current asset quality pressure and constrained
business growth," S&P said.

"The ratings on the two banks are at the same level as the
foreign currency ratings on Hungary. Accordingly, any negative
rating action on the foreign currency ratings on the sovereign
would have negative implications for the ratings on the banks,"
S&P said.


DUNNES STORES: December 14 Hearing Set for Winding-Up Petition
Mary Carolan at The Irish Times reports that Dunnes Stores chief
Margaret Heffernan has told the National Asset Management Agency
it will be held responsible for the "very significant losses" her
company will "inevitably" experience if a petition to wind up the
retail company over non-payment of some EUR21.6 million for a
shopping center development in Kilkenny is pursued.

The petition has been fixed for hearing on December 14, the Irish
Times relates.

According to the Irish Times, the Commercial Court was told by
Dunnes counsel, Brian O'Moore SC, on Monday that Dunnes, which
employs 18,000 people, is "robustly solvent" but unwilling to pay
the money to Holtglen Ltd. (which is insolvent with loans gone
into NAMA) on several grounds including its concerns about the
viability of the center at Ferrybank, situated outside Waterford
city, in Co. Kilkenny.

The Irish Times relates that in strongly worded letters to NAMA
chief executive Brendan McDonagh, Ms. Heffernan described the
Ferrybank center as "an unmitigated disaster" and the winding-up
petition as "an abuse of process".

She said that it cannot be NAMA's belief Dunnes is insolvent and
that any petition to wind up Dunnes on grounds of insolvency is
justified, according to the Irish Times.

Ms. Heffernan, as cited by the Irish Times, said the mere
presentation of the petition would damage Dunnes and Ireland as a
whole, and advertising the petition will simply exacerbate that
harm.  She said that pressing the court to appoint a liquidator
to Dunnes was "an extraordinary step" for anybody, particularly a
public agency, to take, the Irish Times notes.

NAMA wrote to Dunnes on October 30 last warning that, unless
Dunnes paid EUR21.6 million to Holtglen within seven days,
Holtglen would petition to wind the group up on grounds that it
was unable to pay its debts and/or that it was just and equitable
that it be wound up, the Irish Times recounts.  According to the
Irish Times, on Monday, seeking to have the petition fast-tracked
in the Commercial Court, Maurice Collins SC, for Holtglen, said
Dunnes had deliberately decided not to pay, despite asserting it
had capacity to pay and that was "a novel proposition".

IRISH LIFE: Fitch Upgrades Subordinated Debt Rating From 'BB+'
Fitch Ratings has upgraded Irish Life Assurance plc's (Irish
Life) Long-term Issuer Default Rating (IDR) to 'BBB+' from 'BBB'
and the subordinated debt rating to 'BBB-' from 'BB+'.  Its
Insurer Financial Strength (IFS) Rating has been affirmed at
'BBB+'.  The Outlooks on the IFS and IDR are Stable.

The rating actions reflect the revision of Ireland's Outlook to
Stable from Negative.  The ratings continue to reflect Irish
Life's high exposure to Irish government and bank debt --
although those investments make up just 16% of the company's non-
linked investments they amount to 53% of Irish Life's
shareholders' funds -- and the importance of the Irish economy to
its business.  Irish Life is rated based on its own standalone
profile, but the rating is limited by Irish sovereign and
macroeconomic constraints as 99% of its business is domestic.

Irish Life's ratings also reflect its strong standalone
capitalization (regulatory solvency ratio of 184% at end-HY12),
comparatively low-risk business (over 90% of Irish Life's
insurance liabilities are unit-linked, with investment risk borne
by policyholders) and strong market position (around 30% share of
the Irish life insurance market).  However, in view of the weak
operating environment in Ireland, Fitch expects the company's
earnings to remain under pressure for several years.

Until June 2012, Irish Life was part of the permanent tsb Group
(PTSB; formerly Irish Life & Permanent Group).  As a result of
the recapitalization of PTSB's banking operations, which needed
state support during the financial crisis, Irish Life was sold to
the Irish Minister for Finance for EUR1.3 billion and is held as
a commercial business.  Given the current macroeconomic
environment in Ireland, Fitch expects the Irish state to remain
Irish Life's owner for the foreseeable future, although Ireland
plans to sell Irish Life as soon as practicable.

A sale to a higher rated company could lead to an upgrade of
Irish Life's rating.  Any change in Ireland's sovereign rating
could also change Irish Life's ratings.

The key rating triggers that could result in a downgrade include
the macro-economic environment having a greater than expected
adverse impact on policyholder surrender rates, new business or
profitability.  These threats could include the impact of the
Irish government's austerity package, high unemployment, reduced
consumer confidence and lower than expected GDP triggering higher
policyholder surrender rates and lower sales volumes.


BANCA MONTE: Seeks EUR500-Mil. in Additional State Aid
Sonia Sirletti at Bloomberg News reports that Banca Monte dei
Paschi di Siena SpA, Italy's third biggest bank, will seek an
additional EUR500 million (US$646 million) of state aid to cover
potential losses from "structured transactions" carried out in
previous years.

Monte Paschi said in a statement on Wednesday the bank will
borrow EUR3.9 billion instead of EUR3.4 billion by selling bonds
to the state, Bloomberg relates.  The bank, as cited by
Bloomberg, said that the bonds, which need to be approved by the
European Union's competition regulator, will be issued by
Dec. 28.

The higher amount is due to "the negative profitability of such
transactions, currently included in the portfolio of financial
assets whose underlying assets are sovereign bonds," Bloomberg
quotes Monte Paschi as saying.  "The bank will renegotiate its
funding structure with the aim of improving their profitability."

Monte Paschi, the world's oldest bank, is the only Italian lender
still missing minimum capital requirements set by the European
Banking Authority, Bloomberg notes.  Chief Executive Officer
Fabrizio Viola is seeking aid from the Italian government to help
bolster its balance sheet, after he failed to find private
investors, Bloomberg says.  He's also selling assets, reducing
risks and cutting costs as part of a three-year plan to restore
liquidity, Bloomberg discloses.

Banca Monte dei Paschi di Siena SpA -- is
an Italy-based company engaged in the banking sector.  It
provides traditional banking services, asset management and
private banking, including life insurance, pension funds and
investment trusts.  In addition, it offers investment banking,
including project finance, merchant banking and financial
advisory services.  The Company comprises more than 3,000
branches, and a structure of channels of distribution.  Banca
Monte dei Paschi di Siena Group has subsidiaries located
throughout Italy, Europe, America, Asia and North Africa.  It has
numerous subsidiaries, including Mps Sim SpA, MPS Capital
Services Banca per le Imprese SpA, MPS Banca Personale SpA, Banca
Toscana SpA, Monte Paschi Ireland Ltd. and Banca MP Belgio SpA.

BANCO POPOLARE: Moody's Reviews 'D+' BFSR for Downgrade
Moody's Investors Service has placed on review for downgrade the
Baa3/Prime-3 long and short-term debt and deposit ratings of
Banco Popolare Societa Cooperativa (BP) and the D+ standalone
bank financial strength rating (BFSR), equivalent to a standalone
credit assessment of ba1.

The review for downgrade has been caused by Moody's concern about
(i) the deteriorating trend of BP's already weak asset quality,
and (ii) the bank's low internal capital generation, against the
background of the current recession in Italy. The review will
focus on BP's ability to stabilize its asset quality and to
ensure sufficiently high capital levels above regulatory
requirements via internal capital generation in the case of a
further decline in asset quality.

At the same time, Moody's also placed on review for downgrade the
Ba1/Not-Prime long- and short-term debt and deposit ratings and
the standalone BFSR of E+/b1 of BP's subsidiary Banca Italease.

Ratings Rationale

BP's asset quality is weak and likely to deteriorate well into
2013, given that the Italian economy is likely to remain in
recession through much of 2013. In September 2012, the bank
reported very high gross problem loans of 16% of total loans
(i.e. significantly above the banking system's average),
amounting to 113% of equity and loan-loss reserves, with a low
reported coverage of loan-loss reserves (around 27%), compared
with 14% and 102% respectively at 2011 year-end (1). Moody's
concern around this asset quality is exacerbated by significant
concentrations to the real-estate sector. During the review,
Moody's will focus on the expected trends in asset quality as
well as any steps the bank is taking to address this development.

Moody's notes that BP's European Banking Authority (EBA)-
compliant Core Tier 1 ratio (9.8%) is significantly above the
minimum ratio imposed by the supervisors (BP was included in the
sample of European banks that were subject to the 9% Core Tier 1
capital requirement imposed by the EBA). Nonetheless it is worth
noting that BP's risk weighted assets (RWAs) have decreased
significantly to around EUR58 billion (Q3- 2012; EBA-compliant
Core Tier 1 ratio at 9.8%) from EUR90 billion (end 2011; with a
Core Tier 1 ratio of 7.1%) mainly as a result of the adoption of
the internal risk-based approach (IRB) for the computation of
exposures. During the review Moody's will analyze the individual
components of this regulatory capital evolution to fully assess
the bank's loss absorption capacity.

With regards to profitability and the bank's ability to generate
capital internally, Moody's notes the lackluster performance of
the bank between 2011 and September 2012, even when excluding the
considerable goodwill impairment of EUR2.8 billion from the
bank's 2011 net result: the bank's net loss amounted to EUR54
million in the nine months to September 2012 (as reported by the
bank) against a net profit of EUR356 million in December 2011 (as
adjusted by Moody's excluding goodwill impairment and other
extraordinary items). Furthermore, the combination of BP's weak
internal capital generation and poor asset quality has raised the
barriers for BP to access the capital markets, increasing BP's
dependence on the European Central Bank for funding (at EUR13.5
billion as of November or 9.9% of assets as of September 2012,
which is significant). As part of its review, Moody's will also
focus on the bank's plans and ability to improve profitability,
as well as on the bank's funding flexibility outside of central
bank funding.


At present, there is no upwards pressure on the ratings given the
review for downgrade. However, Moody's might confirm the ratings
if BP improves its standalone financial profile, including (1) a
demonstrable and credible ability by the bank to materially
improve its internal capital generation on a sustainable basis;
(2) a short-term ability to reduce problem loans to levels that
do not exceed the Italian average; and (3) a reduction of
reliance on central bank funding without significantly
compromising the bank's funding and liquidity situation.

Conversely, should the bank not be able to stabilize and reverse
the deteriorating trends in asset quality and profitability, this
could prompt a downgrade.


The review of Banca Italease follows the review of its parent,
BP, as well as the bank's need for parental support, given that
Italease -- which is in run-off -- is structurally unprofitable
and has poor asset quality.

An upgrade is unlikely in the near term given the review for
downgrade however the ratings could be confirmed if improvements
to its financial profile are achieved, including an improvement
in the bank's recurring profitability and asset quality. The
deposit ratings could be confirmed if the parent's deposit
ratings -- which are on review for downgrade - are confirmed.

A downgrade of the ratings could be prompted by any of the
following: (i) evidence that group support is diminishing, which
Moody's however considers unlikely at present, (ii) rising
pressure on the bank's real estate portfolio, (iii) a downgrade
of the parent.

(1) Unless otherwise noted, data in this report are from Company
data or Moody's Financial Metrics.



- Senior unsecured debt and EMTN, and bank deposits: Baa3;
   (P)Baa3 / RuR down

- Short-term debt and deposit: P-3 / RuR down

- Subordinate debt and EMTN: Ba2; (P)Ba2 / RuR down

- Tier III EMTN: (P)Ba2 / RuR down

- Junior subordinate EMTN: (P)Ba3 / RuR down

- Preferred stock: B1 (hyb) / RuR down

- Bank Financial Strength Rating: D+ / RuR down


- Senior unsecured debt and bank deposits: Ba1 / RuR down

- Short-term debt and deposit: Not - Prime

- Subordinate debt: Ba3 / RuR down

- Backed Preferred stock: Caa3 (hyb) / RuR down

- Bank Financial Strength Rating: E+ / RuR down


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

* ITALY: Moody's Takes Rating Actions on RMBS Transactions
Moody's Investors Service has taken rating actions on seven
Italian residential mortgage-backed securities (RMBS)
transactions further to its reassessment of all Moody's-rated
Italian RMBS. The rating agency's reassessment takes into
consideration its updated European RMBS rating methodology,
ongoing collateral performance deterioration as well as the
deterioration of the ratings of the Italian sovereign and the
transactions' counterparties over the last 12 months.

Moody's has commented on these rating drivers, which have
developed in the past 12 months, in its Special Comment,
"European ABS and RMBS: Structured finance ratings in Aaa-
countries ratings are stable; downgrades expected in other
countries" published on 14 November 2012.

Specifically, Moody's has downgraded the ratings of three senior
notes and 10 junior notes, in seven Italian RMBS transactions.
The downgrades are driven primarily by the revision of key
collateral assumptions following Moody's reassessment of the
entire Italian RMBS sector. The downgrades range from 1 to 4
notches with an average of 2 notches. Please click on this link
the list of affected ratings. This list is an integral part of
this press release. For a detailed rationale on each rating
action, please refer to the list of affected credit ratings.

Moody's has also revised key collateral assumptions in 71 other
transactions, which did not result in any rating change due to
sufficient credit enhancement. The list of updated assumptions
for the transactions is available under the following link:

This reassessment also concludes the review of five tranches in
three Italian RMBS transactions placed on review on 8 June 2012,
following the release of the rating agency's updated methodology
for rating EMEA RMBS transactions.

The ratings downgraded as part of the rating action, as well as
Italian RMBS previously placed on review, remain on review for
downgrade pending the reassessment of (1) credit enhancement
levels required to address the increased country risk exposure
and/or (2) the rating impact resulting from linkage to weaker


The rating action are driven by the revision of key collateral


Moody's has revised key collateral assumptions on 78 of the 121
Italian RMBS transactions that it currently rates. Moody's has
revised the portfolio loss assumptions in transactions because of
worse-than-expected collateral performance, which resulted in
higher expected losses. Moody's has also reassessed the credit
quality of the outstanding Italian RMBS portfolios to determine
the credit enhancement (MILAN CE) in line with Moody's updated
methodology for rating EMEA RMBS transactions. The updated
European RMBS rating methodology is described in a report titled
"Moody's Approach to Rating RMBS in Europe, Middle East, and
Africa", and the "RMBS Rating Methodology Supplement for Italy" 6
June 2012.

- Expected loss (EL)

Italian RMBS collateral performance has deteriorated over the
last 12 months. Delinquencies remain stable while defaults have
increased quite significantly, according to the latest Italian
RMBS indices published by Moody's. Moody's Italian Prime RMBS
index reported 90+ day delinquencies at 1.58% of current balance
in August 2012, which is in line with the 1.64% recorded in
August 2011. The cumulative defaults index increased to 2.99%
over original balance in August 2012 up from 2.28% a year
earlier. The prepayment rate index continued its decline,
standing at 3.3% in August 2012, which represents a 53% drop
compared with the same period in the previous year. For more
information on collateral performance, please see Moody's
quarterly "Italian RMBS Indices".

The continued deterioration in cumulative defaults in the Italian
RMBS market translated into higher projected EL assumptions for
certain portfolios. Moody's negative outlook for Italian RMBS is
also reflected in the updated assumptions (see outlook section

For the overall Italian RMBS market, Moody's is assuming an
average of 3.6% future losses for seasoned transactions with
relatively good asset performance. In the case of less seasoned
transactions showing below average performance, Moody's expects
an average of 4.6% future losses.


Moody's has revised its MILAN Credit Enhancement (MILAN CE)
assumptions following publication of the updated methodology used
in its RMBS collateral analysis. MILAN is the scoring model
described in the EMEA RMBS methodology used to assist rating
committees in determining the required credit enhancement for a
pool of residential mortgage-backed loans. The key changes to the
EMEA RMBS methodology include the introduction of a transaction
minimum MILAN CE level and various default and severity setting
adjustments in the scoring model.

The overall MILAN CE is subject to two separate floors, the
Minimum Portfolio MILAN CE and the Minimum Expected Loss
Multiple. The Minimum Portfolio MILAN CE for the best quality
Italian RMBS ranges between 7.5%-10% for tranches rated at
A2(sf), which is the highest achievable rating for Italian
structured finance transactions given the A2 country ceiling for
Italy. The revised MILAN CE assumptions generally reflect a
multiple of 3 times the revised EL assumptions (Minimum Expected
Loss Multiple), but Moody's has used a 2 to 3 multiple for
seasoned transactions with good performance.


All ratings downgraded on Nov. 27 remain on review for downgrade
pending the reassessment of the impact of country credit
deterioration on structured finance transactions and, in some
cases, exposure to counterparties (i.e., servicer, account banks,
swap counterparties and originators). In addition, 50 tranches in
32 Italian RMBS transactions that were not affected by the rating
actions have ratings that remain under review for the same
reasons as those listed above.


Moody's outlook for Italian RMBS collateral is negative. Moody's
expects a contracting Italian economy and an annual average
unemployment rate of 10.5% in 2012, increasing by a further 0.5%
in 2013.

Moody's expects that Italian house prices will continue to
decline in 2013, increasing losses on foreclosed properties.


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

On August 21, 2012, Moody's released a request for comment
seeking market feedback on proposed adjustments to its modelling
assumptions. These adjustments are designed to account for the
impact of rapid and significant country credit deterioration on
structured finance transactions. If the adjusted approach is
implemented as proposed, the rating of the notes affected by the
rating action may be negatively affected.

Additional factors that may affect the resolution of these
reviews are described in request for comments titled "The
temporary Use of Cash in Structured Finance Transactions:
Eligible Investment and Bank Guidelines" and "Approach to
Assessing Linkage to Swap Counterparties in Structured Finance
Cashflow Transactions", which were both published on July 2,

Italy's new country ceiling, as per July 13, 2012 press release,
reflects Moody's assessment that the risk of economic and
financial instability in the country has increased. The weakness
of the economy and the increased vulnerability to a sudden
cessation in funding for the sovereign constitute a substantial
risk factor to other (non-government) issuers in Italy, as income
and access to liquidity and funding could be sharply curtailed
for all classes of borrowers. Further deterioration in the
financial sector cannot be excluded, which could lead to
potentially severe systemic economic disruption and reduced
access to credit. Finally, the country ceiling reflects the risk
of exit and redenomination in the unlikely event of a default by
the sovereign. If the Italian government's rating were to fall
further from its current Baa2 level, the country ceiling would be
reassessed and likely lowered at that time.

Key modelling assumptions, such as expected loss and MILAN CE
assumptions have been updated. Potential sensitivities, cash-flow
analysis and stress scenarios for the affected transactions have
not been updated, as the rating actions have been primarily
driven by (1) the update of the key assumptions; and, as a
consequence, (2) Moody's decision to assess credit enhancement
levels consistent with each structured finance rating category.


The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS in Europe, Middle East, and Africa"
published in June 2012.

Other Factors used in these ratings are described in "Local-
Currency Country Risk Ceiling for Bonds and Other Local Currency
Obligations", published in August 2012.

The rating considerations described in this press release
complement the principal rating methodologies applicable to each
of the Italian RMBS transactions affected by the rating action.


PANTHER CDO IV: Fitch Affirms 'CCsf' Rating on Class C Notes
Fitch Ratings has affirmed Panther CDO IV B.V.'s notes, as

  -- EUR228.6 million class A1 (ISIN XS0276065124) at 'BBBsf';
     Outlook Negative;
  -- EUR34.0 million class A2 (ISIN XS0276066361) at 'Bsf';
     Outlook Negative;
  -- EUR29.8 million class B (ISIN XS0276068730) at 'CCCsf';
  -- EUR19.3 million class C (ISIN XS0276070553) at 'CCsf'.

The affirmation reflects the notes' level of credit enhancement
relative to the portfolio's credit quality.  As of the October
2012 investor report, assets rated 'CCC' or below account for
20.3% of the portfolio notional, compared to 22.9% as of last
surveillance review in January 2012. Defaulted assets in the pool
have increased to EUR29.6 million compared to EUR17.6 million, as
of the last review.

The Negative Outlook on the class A1 and A2 notes reflects the
transaction's large exposure to the 'CCC' or below buckets, the
increased defaulted assets and also the failure of the notes'
overcollateralization (OC) tests.  Credit enhancement on class
A1, A2 and B notes has slightly increased due to the amortization
of class A1 notes, however this is mainly provided by low credit
quality assets.  All OC tests have been failing since late 2009,
with an exception of class A OC test passing marginally its
trigger with a cushion of 0.4% in September 2012. All interest
coverage (IC) tests are passing with significant cushion.

The transaction is still in its reinvestment period, which ends
in March 2014.  Class A1 notes have been allowed to amortize to
85.3% of their original balance by utilizing principal and
interest proceeds, due to the failure of the transaction's OC and
reinvestment tests.

Fitch believes that a material risk for the transaction is that
the underlying assets' maturity may extend beyond their reported
weighted average expected life.  The agency incorporated this
extension risk into its analysis of the portfolio.

Panther CDO IV B.V. is a managed cash arbitrage securitization of
a diverse pool of assets, including high-yield bonds, property B-
notes, private placements, investment grade asset-backed
securities, non-investment grade asset-backed securities, senior
loans, second lien loans and mezzanine loans.  The portfolio
notional is split between structured finance assets (currently
40.0%), property B-notes (10.7%), leveraged loans (33.2%),
corporate bonds (15.7%) and private placements (0.4%).  The
collateral is managed by Prudential M&G Investment Management


MEZHTOPENERGOBANK: S&P Assigns 'B/B' Counterparty Credit Ratings
Standard & Poor's Ratings Services assigned its 'B/B' long- and
short-term counterparty credit ratings to Russia-based
Mezhtopenergobank OJSC (MTEB). The outlook is stable. "At the
same time, we assigned our 'ruA-' Russia national scale rating to
the bank," S&P said.

The ratings reflect the 'bb' anchor for a bank operating
primarily in Russia, as well as MTEB's "moderate" business
position, "weak" capital and earnings, "moderate" risk position,
"average" funding, and "adequate" liquidity, as S&P's criteria
define these terms. "We assess MTEB's stand-alone credit profile
(SACP) at 'b'. We do not incorporate any parent or government
support into the ratings," S&P said.

"We view MTEB's business position as 'moderate' based on the
bank's still limited market share in Russia. Still, the bank
targets growth in line with the banking sector average, with
annual 20% growth rates, further business diversification
followed by a reduction of its exposures to the construction
sector, and the development of retail products," S&P said.

"We assess MTEB's capital and earnings as 'weak.' The bank's
risk-adjusted capital (RAC) ratio before diversification
adjustments was 4.7% at year-end 2011. We project the RAC ratio
will stand slightly below 5% over the next 12-18 months, taking
into account an annual 20% loan growth and MTEB's planned issue
of RUB785 million preferred shares by year-end 2013 and of RUB500
million common shares in 2014," S&P said.

"Our 'moderate' assessment of MTEB's risk position primarily
reflects the bank's high concentrations in residential real
estate and construction, which we understand the bank will scale
back. The bank's concentration risk is mitigated by its long-
standing expertise in the construction industry, thorough
analysis of developers and regular monitoring, policy not to lend
to start-up developers, and short-term loan maturities," S&P

"The bank's asset quality has been generally stable in recent
years and in line with the banking sector average. Following the
increase in the cost of credit at the peak of the 2008/2009
financial crisis, loan loss provisions started to recover. MTEB's
nonperforming loans (NPLs; overdue more than 90 days) amounted
to 4.03% on June 30, 2012, and 3.08% on Oct. 1, 2012, after a
RUB238 million write-off. Restructured loans accounted for 6.4%
of the loan book on Oct. 1, 2012. We expect asset quality to
remain fairly stable, with NPLs of about 4% over the coming year
and the cost of credit in line with the banking sector average.
MTEB's loan loss reserves fully cover its NPLs," S&P said.

MTEB's funding is "average" and liquidity "adequate," in S&P's
view. MTEB's funding base is mainly comprised of customer
deposits (83% of liabilities). The bank's share of retail
deposits significantly increased to 48% at year-end 2011 after
its merger with Alemar Bank. The loan-to-customer deposits ratio
was 103.5% on June 30, 3012, in line with the system average.
MTEB's deposit
base is rather diversified, with its top 20 clients accounting
for 26% of total deposits. The bank also has RUB3.7 billion worth
of promissory notes issued (13% of the funding base) and plans to
place a RUB1.5 billion three-year bond in the near future."

"The stable outlook balances the positive impact of MTEB's
gradually expanding customer franchise on its funding profile and
earnings generation, with its still limited market share in
Russia, high concentrations in real estate and construction, and
weak capitalization," S&P said.

"We would consider taking a positive rating action if the bank
improved its capitalization and maintained an RAC ratio
sustainably above 5%. This could occur thanks to additional
capital injections, or if MTEB's retained earnings increased at a
faster pace than its risk-weighted assets owing to its more
diverse revenue streams," S&P said.

"We would consider taking a negative rating action if MTEB's
asset quality deteriorated significantly, with NPLs and cost of
credit rising above the banking sector average. We would also
consider lowering the rating if significant loan growth in risky
segments resulted in an RAC ratio below 3%, or if liquid assets
markedly diminished, thereby weakening the bank's liquidity
position," S&P said.

* MURMANKS REGION: Fitch Affirms 'B' Long-Term Currency Ratings
Fitch Ratings has affirmed the Russian Murmansk Region's Long-
term foreign and local currency ratings at 'BB' and National
Long-term rating at 'AA-(rus)'.  The Outlooks are Stable.  The
region's Short-term foreign currency rating has been affirmed at

The affirmation reflects the region's low direct risk, its good
liquidity and its sound operating performance, supported by
region's strong industrial tax base.  However the ratings also
take into account the region's rigid expenditure and volatile
revenue; and Fitch's expectation on the temporary deterioration
of the budgetary performance in 2012 due to operating revenue
stagnation.  However it expected to recover in 2013-2014 and
remains in line with the current rating level.

Fitch notes that a recovery of the sound budgetary performance
with the operating margin averaging 12% for two consequence years
and the maintenance of strong debt coverage ratios in line with
Fitch's projections would lead to an upgrade.  Conversely,
inability to restore and maintain sound budgetary performance
sufficient for debt servicing needs and/or significant debt
increase well above Fitch projections would lead to a downgrade.

Fitch expects the operating balance to deteriorate to about 4% of
operating revenue by end-2012 from a high 13.6% and 9.9% in 2010
and 2011 respectively.  The decline will occur due to a cut in
taxable profit due to the deceleration of economic conditions for
major local tax-payers and changes in the national tax regime.
Despite deterioration, the operating balance remains sufficient
for debt servicing.  Fitch expects a recovery of the performance
in 2013-2014, but it is unlikely to exceed the outturn of
favorable conditions in 2010-2011.

Murmansk's debt burden is low compared to national and
international peers.  Fitch expects the debt will increase to
RUB5.3 billion by end-2012 and stabilize at about 12% of current
revenue in 2012-2014.  As of November 1, 2012 the region's direct
risk accounted for RUB4 billion or a 9.3% of projected full-year
current revenue.  The region's direct risk is composed of
amortizing budget loans with subsidized interest rates contracted
from the federal government with maturities in 2012-2015.

The administration's prudent approach to budget policy resulted
in the accumulation of reserves in favorable years and depletion
during the downturns in the economic cycle.  Thus Murmansk
accumulates high cash reserves at RUB7.1 billion during 2010 and
gradually depleted it for debt repayment and deficit financing
during less favorable conditions in 2011 and 2012. That limits
the region's debt growth.

The region's expenditure is rigid. Murmansk possesses relatively
high self-financing capacity on capex, however, its level of
capital outlays lags behind national peers in the 'BB' category.
Fitch expects the region's capex will average 12% of total
expenditure in 2012-2014, which leave little room for adjustment
in the event of tax revenue deceleration and increasing pressure
from the operating expenditure.

The regional economy features a strong industrial base as
Murmansk is home to several natural resource development
conglomerates.  This provides an extensive tax base for the
region's budget and the region mostly relies on its own budget
revenue; however, tax revenue is highly concentrated.  The
aggregate contribution of top ten taxpayers is more than 55% of
total tax revenue; thus, a large portion of tax revenue depends
on market conditions and the companies' business decisions.

The Murmansk Region is located in the north-western part of
European Russia.  Its capital, the City of Murmansk, is 1,967 km
away from Moscow.  With a population of 0.787 million (0.6% of
the national population) it contributed 0.7% of Russia's GRP in


BANKIA SA: Obtain European Approval for Government Bailout
Aoife White at Bloomberg News reports that Bankia SA and three
other Spanish nationalized lenders won European Union approval
for government bailouts, paving the way for them to receive
recapitalizations next month.

According to Bloomberg, Bankia, the European Commission said in
an e-mailed statement on Wednesday that Novagalicia Banco and
Catalunya Banc will reduce balance sheets by more than 60% by
2017 compared with 2010, exit real-estate lending and limit their
wholesale businesses.

The restructuring plans agreed with EU regulators will create a
healthier financial system and "a solvent base to play an active
role in the growth of Spain from now on," Bloomberg quotes EU
Competition Commissioner Joaquin Almunia as saying in the

The Bank of Spain said on Tuesday that the EU decision will allow
Spain's rescue fund, the FROB, to receive as much as EUR100
billion (Us$130 billion) of aid from the EU to help stabilize its
banking system in the first half of December, Bloomberg relates.

Spain has pledged to sell Novagalicia Banco and Catalunya Banc
within five years or wind them down, Bloomberg discloses.

Mr. Almunia, as cited by Bloomberg, said that Bankia, Novagalicia
Banco and Catalunya Banc will sell units to help fund the
restructuring.  The EU said in the statement that their preferred
shareholders and other subordinated debt holders will absorb
losses and pay some of the costs of the restructuring, reducing
Spanish government support by about EUR10 billion, Bloomberg

The commission said that the restructuring plans foresee
"subordinated liability exercises" and the transfer of impaired
assets to Spain's bad bank, a process that will reduce the Bankia
group's capital needs to EUR17.96 billion and those of
Novagalicia Banco to EUR5.43 billion and EUR9.08 billion for
Catalunya Banc, according to Bloomberg.

Bankia in May requested EUR19 billion from the government to
clean up bad loans, Bloomberg recounts.

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.

CAJA GRANADA 1: Fitch Affirms 'Bsf' Rating on Class D Notes
Fitch Ratings has affirmed AyT Caja Granada 1 and AyT Colaterales
Global Hipotecario, FTA Serie AyT Colaterales Global Hipotecario
CAJA Granada (AyT CGH Caja Granada) and removed the Rating Watch
Negative of the class A notes of AyT Caja Granada 1 and class A
and B notes of AyT CGH Caja Granada.  The rating actions are as

AyT Caja Granada 1:

  -- Class A (ISIN ES0312212006) affirmed at 'AA-sf'; removed
     from Negative Watch; Outlook Negative;
  -- Class B (ISIN ES0312212014) affirmed at 'BBBsf'; Outlook
  -- Class C (ISIN ES0312212022) affirmed at 'BBsf'; Outlook
  -- Class D (ISIN ES0312212030) affirmed at 'Bsf'; Outlook

AyT CGH Caja Granada:

  -- Class A (ES0312273164) affirmed at 'AA-sf'; removed from
     Negative Watch; Outlook Negative;
  -- Class B (ES0312273172) affirmed at 'Asf'; removed from
     Negative Watch; Outlook Negative;
  -- Class C (ES0312273180) affirmed at 'BBsf'; Outlook Negative;
  -- Class D (ES0312273198) affirmed at 'Bsf'; Outlook Negative.

Both portfolios comprise residential mortgage loans originated
and serviced by Caja General de Ahorros de Granada, part of Banco
Mare Nostrum S.A. (rated 'BB+'/'B' with a Stable Outlook by
Fitch).  The funds from borrowers are collected in an account
held with Caja General de Ahorros de Granada, and are transferred
daily into the issuer account held with Barclays Bank plc (rated
'A'/'F1' with a Stable Outlook).  Given the sub-investment grade
rating of the servicer, in Fitch's view the transactions are
exposed to payment interruption in the event of a servicer
default.  For this reason, Fitch placed AyT Caja Granada 1's
class A notes on Negative Watch on July 11, 2012 and maintained
Ayt CGH Caja Granada's A and B notes on Negative Watch on
September 6, 2012.

Fitch has been informed that on November 23, 2012 Banco Mare
Nostrum S.A. deposited 6 months' worth of interest on the class A
notes with Barclays Bank plc.  In Fitch's view, the amount that
has been deposited is sufficient to mitigate the potential loss
of liquidity should Banco Mare Nostrum S.A. default.  For this
reason the Negative Watch was removed.

The affirmation reflects the asset performance, which remains in
line with Fitch's expectations, as well as the sufficient level
of credit support available to the rated notes.

CAJA LABORAL: Moody's Downgrades Deposit Ratings to 'Ba1'
Moody's Investors Service has downgraded the long and short-term
deposit ratings of Caja Laboral Popular Coop. de Credito to
Ba1/NP from Baa3/P-3, prompted by the rating agency's decision to
lower Caja Laboral's standalone credit assessment to ba1 from
baa3, within the D+ standalone bank financial strength rating

The lowering of the standalone credit assessment reflects Moody's
view that further economic stresses will weaken Caja Laboral's
risk-absorption capacity, which, in turn, is affected by (1) a
declining internal capital generation capacity; and (2) the
merger with Ipar Kutxa, SCC (not publicly rated) on 2 November

This rating action concludes the review for downgrade, which
Moody's initiated on June 25, 2012.


The downgrade by one notch of Caja Laboral's standalone credit
assessment to D+/ba1 from D+/baa3 reflects the increased
vulnerability of Caja Laboral's risk-absorption capacity to
scenarios of further economic stress.


The first factor impacting Caja Laboral's risk-absorption
capacity is its weakening internal capital generation capacity,
due to higher provisioning needs. Constituted provisions exceeded
pre-provision income in 2011 and in Q32012, causing the bank to
report a negative profit before taxes in both reporting periods.
An additional risk factor to the increasing amount of non-
performing loans is the significant amount of capital losses on
Caja Laboral's securities portfolio, which had a negative impact
on the bank's shareholder's equity of EUR147 million, as of
September 2012. The bank targets a reduction of its securities
portfolio in the following months, especially in terms of equity
securities. However, in Moody's view, this divestment strategy is
subject to the inherent volatility of the performance of
financial markets, and underpins the existing pressure on the
bank's capacity to absorb further losses.


The second factor affecting Caja Laboral's risk-absorption
capacity is its merger with Ipar Kutxa. Caja Laboral and Ipar
Kutxa display similar asset-quality ratios, measured through the
addition of non-performing loans and acquired real-estate assets
from troubled borrowers; i.e. non-earning assets. However,
Moody's says that Ipar Kutxa appears more exposed to the
commercial real-estate segment (CRE), which makes the bank, in
Moody's view, more vulnerable to scenarios of further economic
deterioration. The difference in risk-absorption capacity between
Caja Laboral and Ipar Kutxa is, however, tempered by the
difference in size between both institutions, with Ipar Kutxa's
total assets amounting to around 20% of those of Caja Laboral.

Notwithstanding the above, Moody's acknowledges that Caja Laboral
still displays a strong risk-absorption capacity relative to the
average of Spanish rated banks, driven by a relatively limited
exposure to CRE and an NPL ratio which, despite recent
deterioration, remains significantly below the system average
(6.6% combining the NPL ratios of Caja Laboral and Ipar Kutxa as
of June 2012, compared with 9.7% for the system).

Overall, Moody's believes that, following the merger -- and
taking into account Caja Laboral's current performance and risk-
absorption capacity, the bank's credit profile is more consistent
with a standalone credit assessment of ba1.

The merger of Caja Laboral and Ipar Kutxa was completed on
November 2, 2012. The merger was executed through the
incorporation of a new credit cooperative, to which both banks
transferred all their assets and liabilities. However, Moody's
notes that the merged institution holds the same name and fiscal
domicile as Caja Laboral, which will exert control over the
governing bodies of the merged bank. In addition, Moody's says
that in respect of other elements that impact the standalone
credit assessment -- i.e., its franchise value, risk management
or profitability and liquidity position -- the merger has only
partially affected Caja Laboral's credit profile.

The downgrade of Caja Laboral's long and short-term deposit
ratings to Ba1/NP was prompted by the lowering of its standalone
credit assessment. Caja Laboral's deposit ratings do not benefit
from any systemic support, given the bank's low domestic market
share and systemic importance.


Moody's negative outlook on Caja Laboral's standalone rating
reflects the very challenging operating environment, which will
likely continue to exert negative pressure on the bank's
operating performance. The negative outlook on Caja Laboral's
debt and deposit ratings reflects both the current negative
outlook on Spain's Baa3 bond rating and the negative outlook on
the bank's BFSR.


An upgrade of Caja Laboral's ratings is unlikely in the near
future given the negative outlook. However, Moody's says that
upwards pressure on the ratings could develop following (1)
stronger risk-absorption capacity, to increase resilience to
scenarios of further economic stress; (2) a materially lower
credit-risk concentration in its largest exposures to well below
750% of its pre-provision income (PPI), and below 200% of its
Tier 1 ratio; (3) a successful divestment strategy of the
securities portfolio or a reduction in the market risk appetite
arising from the equity portfolio; (4) evidence that asset-
quality deterioration has been reversed on a sustainable basis;
and (5) an improvement in profitability indicators, particularly
net profits.

However, Moody's acknowledges that the achievement of most of
these goals is highly dependent on the recovery of both the
domestic economy and the operating environment for Spanish banks.

Downwards pressure on Caja Laboral's ratings could ultimately
result from (1) a weakening in its risk-absorption capacity,
because of further losses in the loan or securities portfolio
than those currently anticipated; (2) a deterioration in its
deposit funding base; and/or (3) greater deterioration in
profitability indicators than that currently anticipated. Moody's
notes that any of these negative factors could materialize if
operating conditions worsen beyond Moody's current expectations,
i.e., a broader economic recession beyond the rating agency's
current GDP forecasts for Spain, of -1.7% for 2012 and -1.0% for


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

FTPYME SANTANDER 1: Moody's Confirms 'Ba3' Rating on Cl. D Notes
Moody's Investors Service has confirmed the ratings of four
classes of notes issued by FTPYME Santander 1, FTA, a Spanish SME
ABS transaction originated by Banco Santander S.A. (Baa2/P-2).
This action was primarily driven by the deal's robust performance
thus far. The rating action concludes the review initiated by
Moody's on July 2, 2012.


"The rating action reflects the good performance of this deal to
date and the sufficient levels of available credit enhancement,"
says Anne-Sophie Spirito, a Moody's Assistant Vice President --
Analyst and lead analyst for the issuer. "The confirmations also
take into account our negative forecast for Spanish SME
performance," adds Ms. Spirito.

Moody's downgraded these notes in July 2012 because of the
application of the Spanish country ceiling. At that time, the
rating agency also placed the notes on review as the rating of
the Kingdom of Spain was on review and because of the need to
assess counterparty risk and reassess credit enhancement levels
needed, in light of the deteriorating credit conditions in Spain.

Considering the deteriorating credit environment in Spain, the
rating agency has updated its default assumption to 10% of the
current pool balance (corresponding to 1% of original pool
balance plus replenishments given the low pool factor of 15% for
this deal).

Moody's decreased its recovery rate assumption to a 40% fixed
recovery rate from 45%. This change reflects the ongoing and
increasing difficulty in liquidating the real estate collateral
of the loans backed by a mortgage guarantee, which represent 99%
of the pool.

Moody's has finally increased volatility levels in its default
scenarios. To reflect the instability and deteriorating situation
in Spain, the rating agency has increased its volatility
assumptions to 83%.

Despite lower recovery and higher volatility expectations for the
transaction, Moody's was able to confirm the ratings of the four
classes of notes in this deal as it shows good performance and
credit enhancement levels are sufficient to offset these negative
factors. It is also important to note that, although the pool
factor is low, there is no particular debtor concentration issue
in this deal as the junior notes are well covered by credit
enhancement (credit enhancement below the Class D notes is higher
than the percentage of the pool represented by the 20 biggest


Historically, FTPYME Santander 1 performed better than Moody's
Spanish SME delinquency index, and this has remained the case
over recent periods, during which the index sharply increased
while the delinquency level of the deal rose at a much more
moderate pace. Over the last six months, 90+ day delinquency
levels increased by 0.3% in FTPYME Santander 1 versus a 1.5%
increase for the index over the same period. As of September
2012, 90+ day delinquencies stood at 1.2% of current pool
balance, versus the index at 4.9%.


The issuer accounts were transferred in June 2012 to Santander UK
Plc (A2/P-1) from Banco Santander S.A.. Banco Santander S.A.
(Baa2/P-2) has remained the swap counterparty in the transaction,
which is neutral for the transaction ratings. The swap provides
support to the notes by guaranteeing a certain level of excess


Moody's analyzed various sensitivities of default rate and
volatility levels to test the robustness of the ratings. In
particular, if the revised levels of volatility were to be
increased to 97%, the ratings of the four tranches would remain
unchanged. An increase of the default rate to 14% of current
balance would also have no impact on the ratings. As such,
Moody's analysis encompasses the assessment of stressed

On August 21, 2012, Moody's released a Request for Comment
seeking market feedback on proposed adjustments to its modelling
assumptions. These adjustments are designed to account for the
impact of rapid and significant country credit deterioration on
structured finance transactions. If the adjusted approach is
implemented as proposed, the rating of the notes affected by the
rating action should not be negatively affected.


The methodologies used in this rating were "Moody's Approach to
Rating CDOs of SMEs in Europe", published in February 2007,
"Refining the ABS SME Approach: Moody's Probability of Default
assumptions in the rating analysis of granular Small and Mid-
sized Enterprise portfolios in EMEA", published in March 2009,
and "Moody's Approach to Rating Granular SME Transactions in
Europe, Middle East and Africa", published in June 2007.

Moody's used its excel-based cash flow model, Moody's ABSROM(TM),
as part of its quantitative analysis of the transaction. Moody's
ABSROM(TM) model enables users to model various features of a
standard European ABS transaction including (1) the specifics of
the default distribution of the assets, their portfolio
amortization profile, yield or recoveries; and (2) the specific
priority of payments, triggers, swaps and reserve funds on the
liability side of the ABS structure. Moody's ABSROM(TM) User
Guide is available on Moody's website and covers the model's
functionality as well as providing a comprehensive index of the
user inputs and outputs

List of Ratings:

Issuer: FTPYME Santander I, Fondo de Titulizacion de Activos

    EUR537.1M B1(G) Notes, Confirmed at A3 (sf); previously on
Jul 2, 2012 Downgraded to A3 (sf) and Placed Under Review for
Possible Downgrade

    EUR134.3M B2 Notes, Confirmed at A3 (sf); previously on Jul
2, 2012 Downgraded to A3 (sf) and Placed Under Review for
Possible Downgrade

    EUR27M C Notes, Confirmed at A3 (sf); previously on Jul 2,
2012 Downgraded to A3 (sf) and Placed Under Review for Possible

    EUR87.3M D Notes, Confirmed at Ba3 (sf); previously on Jul 2,
2012 Ba3 (sf) Placed Under Review for Possible Downgrade

IBERCAJA BANCO: S&P Raises Rating on Subordinated Debt to 'BB-'
Standard & Poor's Ratings Services raised its issue ratings to
'CCC-' from 'C' on the remaining preferred stock issued by Spain-
based Ibercaja Banco S.A. (iberCaja) and to 'BB-' from 'D' on its
remaining nondeferrable subordinated debt.

"The rating action follows the bank's announcement on Nov. 21,
2012, that it had completed its Nov. 12, 2012, tender offer
launched to repurchase, among other securities, its outstanding
preferred stock and nondeferrable subordinated debt securities.
This action doesn't affect the counterparty credit ratings on
iberCaja or any other debt issue rating," S&P said.

"In our media release on Nov. 15, 2012, we said that we
considered iberCaja's tender offer be a 'distressed exchange'
under our criteria. According to our criteria, we lowered our
issue ratings to 'C' on the preferred stock and to 'D' on the
nondeferrable subordinated debt," S&P said.

"We also stated that we would review our issue ratings on any
securities subject to the offer that hadn't been purchased upon
completion. As a result, we have decided to raise the ratings on
the preferred stock to 'CCC-' from 'C' to reflect our view that,
although the distressed exchange offer has been completed, there
is a high probability of nonpayment of the preferred stock
dividends in the fiscal year ending June 30, 2014. We think that
iberCaja will report losses in 2012 once it recognizes the full
impact of Spain's new provisioning regulation by the end of the
year. This would trigger mandatory nonpayment because of the
narrow earnings test typically included in the terms and
conditions of the hybrid instruments for Spanish banks. In Spain,
the payment of the preferred stock dividends for the current
fiscal year is usually conditioned on the existence of
distributable profits in the previous full year. Distributable
profits are usually defined as the lower of net profits of either
the bank or the consolidated group as reported to the Bank of
Spain. We understand that the Bank of Spain could still allow the
dividend payments to be made if iberCaja reported a loss, but we
are unsure whether it would exercise this power, even though the
dividend on the outstanding EUR8.6 million of preferred stock
would be fairly small," S&P said.

"We have also decided to raise the ratings on the nondeferrable
subordinated debt to 'BB-'. In accordance with our criteria, our
issue ratings on the nondeferrable subordinated debt are two
notches below iberCaja's stand-alone credit profile, which we
assess at 'bb+'. Following the settlement of the purchase, the
remaining outstanding amount of nondeferrable subordinated debt
is EUR298 milllion," S&P said.


                            To               From
Ibercaja Banco S.A.
Preferred Stock            CCC-             C
Subordinated               BB-              D

U N I T E D   K I N G D O M

ATH RESOURCES: Calls in KPMG to Explore Sale of Assets
Peter Ranscombe at The Scotsman reports that ATH Resources
revealed it had drafted in accountancy firm KPMG to look at
selling its assets.

ATH warned last week that a "comprehensive restructuring" of the
group's businesses was required after high-profile venture
capitalist Jon Moulton's Better Capital bought up some of its
debt, the Scotsman recounts.

As reported by the Troubled Company Reporter-Europe on Nov. 21,
2012, the Scotsman related that ATH said a fund controlled by
turnaround specialist Better Capital had acquired part of the
banking facilities held by HSBC and Clydesdale Bank.  Given the
existing level of liabilities in the company, which operates
mines in Ayrshire, Dumfries and Galloway and Fife, it is likely
existing shareholders will see the value of their stakes wiped
out, the Scotsman said.

ATH Resources is a Doncaster-based coal miner.  The company
employs more than 300 people at its five Scottish open cast

CONSTRUCT STADIA: Liquidation Hits Margate Football Club
Margate Football Club has been dealt a major financial blow after
their main sponsors Construct Stadia were forced to enter

The Ryman Premier League side will not receive any of the
sponsorship package owed to them this season, the report relates.

"Short term it will have an implication," Margate chief executive
Cliff Egan told BBC Radio Kent.  "It's probably the loss of a
quarter of our commercial income. The board are working hard to
try and plug that gap. . . the only process we will go through is
to try and find somebody to replace Construct Stadia"

Meanwhile, BBC News says Margate's Community Programme sponsor
Palm Bay Garage has also entered administration, forcing the club
to return their community vehicle as part of the deal.

With Margate third in the league, just a point behind leaders
Hampton and Richmond Borough, Mr. Egan is trying to remain
positive, BBC News relays.

"The only process we will go through is to try and find somebody
to replace Construct Stadia," the report quotes Mr. Egan as
saying. "In the short term that will affect the club but I don't
want to get too down about the whole thing.

"The club is in a good position. We turned a profit last year and
in the last three to four years. We've worked hard to get the
club financially right."

GEMINI PLC: Moody's Downgrades Rating on Class B Notes to 'C'
Moody's Investors Service has taken a rating action on the
following classes of Notes issued by Gemini (Eclipse 2006-3) plc
(amounts reflect initial outstandings):

    GBP615M Class A Notes, Downgraded to Ca (sf); previously on
    Jan 25, 2012 Downgraded to Caa3 (sf)

    GBP30M Class B Notes, Downgraded to C (sf); previously on
    Aug 11, 2010 Downgraded to Ca (sf)

Ratings Rationale

The downgrade action on the Class A and B Notes reflects Moody's
expectation that Class A will ultimately suffer a high principal
loss while Class B will likely not recover any principal. This is
primarily due to (i) continuing negative value developments on
the portfolio of secondary properties and (ii) ongoing high
negative hedging mark to market exposure that will crystalize
over the near to medium term. The key parameters in Moody's
analysis are the default probability of the securitized loans
(both during the term and at maturity) as well as Moody's value
assessment for the properties securing these loans. Moody's
derives from those parameters a loss expectation for the
securitized pool.

Based on Moody's reassessment of the property values and the
current mark-to-market ("MtM") of the senior ranking swap, the
loan's securitized loan to value ratio ("LTV") is 299.4% and the
whole loan LTV is 317.4%. The Class A note-to-value ("NTV") ratio
increased to 225% from 196% at the last review in January 2012.
The Class B NTV increased to 233% from 204% at last review. The
increase was triggered by a reduced property value and a larger
prior ranking MtM.

Moody's does not expect the ratings to be volatile going forward,
given that significant value appreciation paired with a strong
decline of the MtM is unlikely.

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

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


Gemini (Eclipse 2006-3) plc closed in November 2006 and
represents the true-sale securitization of an initially GBP918.9
million senior loan (the "Senior Loan") secured by a portfolio of
initially 36 commercial properties throughout the UK. The
predominant property types were retail (59%) and office (21%).
The GBP105.8 million junior loan (the "Junior Loan") has not been
securitized in this transaction but is secured by the same
properties. The relationship between the Senior Loan lenders and
Junior Loan lenders is governed by an intercreditor agreement.
The Senior Loan and the Junior Loan combined are the initially
GBP1,041.4 million whole loan ("Whole Loan"), which matures in
July 2016. Following a property disposal, the Senior Loan
currently totals GBP850.4 million and the Junior Loan GBP105.2

Portfolio performance: The vacancy level remained relatively
stable for the last couple of quarters and is at 17.9% per August
2012 reporting. Despite the relatively healthy WA lease term of
7.8 years to break, Moody's expects that the property cash flows
will continue to be under pressure due to weak tenant performance
given the exposure to struggling retailers as well as challenges
to attract new tenants.

The latest valuation per September 2012 that is publicly
available valued the portfolio at GBP414 million. Moody's assumed
a value of GBP380 million, reflecting the weak outlook for the
portfolio's rental cash flows and the continuing weakness of the
investment market for secondary properties in the UK.

The Borrower Level Interest Rate Hedging: The borrower has
entered into an interest rate swap and a collar that matures in
2026. Upon termination of the hedges due to a default of the
borrower or refinancing of the loan, the swap counterparty ranks
senior to the Senior Loan in terms of swap breakage costs. Given
the current low interest rate environment, the hedging
instruments are in the money for the counterparty. As of October
2012, the exposure to the hedging agreements amounted to GBP
264.9 million. At the same time, even assuming constant interest
rates, the negative swap exposure would decline over time as the
remaining tenor of the swap shortens.

After the enforcement of the loan, the hedging documents allow
for a potential crystalization of the MtM claim. The servicer has
announced an agreement with the swap counterparty to pay down the
hedging instrument according to a fixed schedule over a 39-month
period. Therefore, some property sales will occur within the near
to medium term. The proceeds of the sales will be used to pay
down the hedging instruments and some limited funding of capital
expenditures. The agreement stipulates disposal targets after
months 15 and 27 with expected repayment amounts between
GBP40 - GBP70 million at each date. Additionally approximately
GBP6 million of disposal proceeds may be retained to fund capex.
The ongoing valuation and volatility of the hedging exposure is
not changed as a consequence of the agreement.

Portfolio Loss Exposure: Moody's expects very large amount of
losses on the securitized portfolio, stemming from 1) the
secondary nature of the portfolio, 2) the continuing pressure on
net rents from high vacancies and limited tenant demand, 3) a
prolonged weakness in investment demand for secondary property
and 4) the potential size of prior ranking claims.

Moody's also notes that a note event of default could happen
prior to the completion of the property sales under the
enforcement process. In reviewing the most likely enforcement
scenario in which asset disposals are spread over a number of
years, the total liquidity facility commitment could be fully
drawn before the sales process is completed. The asset sales, the
proceeds of which will be used to pay down the senior ranking
MtM, will decrease the cash flows available to the Issuer without
repaying loan and note notional balances. Therefore, increased
liquidity facility drawings may be necessary.


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

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

The updated assessment is a result of Moody's on-going
surveillance of commercial mortgage backed securities (CMBS)
transactions. Moody's prior assessment is summarized in a press
release dated February 14, 2012. The last Performance Overview
for this transaction was published on October 4, 2012.

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

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output.

HURRY BROTHERS: Goes Into Liquidation; 48 Jobs Lost
--------------------------------------------------- reports that nearly 50 workers at A Borland & Co
(Glaziers) Ltd, which traded as Hurry Brothers, have lost their
jobs after the company went into liquidation.

All 48 staff at A Borland & Co and its subsidiary company Hurry
Brothers Ltd, were made redundant following a winding-up
petition, the report relates.

WRI Associates were appointed as liquidators for A Borland & Co
and Hurry Brothers Ltd, which traded as Borglas,

"Hurry Bros is a well-known and well-regarded name in the Glasgow
area.  "Unfortunately, however, sustained trading difficulties
have made it impossible for the company to continue its
operations," the report quotes Ian Wright, managing director of
WRI Associates, as saying.  "We will now focus on realising the
assets of the company in order to deliver maximum creditor
returns." notes that the company was established in 1955 by Alex
Borland, now 80 years old, who retained a non-executive role with
the company until its last trading day.

Hurry Brothers employed 120 people at its peak in the late 1990s,
providing emergency glazing and boarding services in the Glasgow

JMC MOTOR: Closes Door After 62 Years; 5 Workers Lose Jobs
Rachael Burnett at Dorset Echo reports that JMC motor parts has
suddenly closed its doors, leaving employees without a job just
before Christmas.

JMC motor parts, based in Kent Close in the Granby Industrial
Estate, ceased trading on November 16.

The Echo says five employees in Weymouth will be made redundant
out of a total of 42 across its branches in Poole, New Milton,
the Isle of Wight and Bridport.

According to the report, Mickey Jones, the chief executive of DJ
Property, the company which owns and manages the Granby
Industrial Estate, said it is a shame to see a family-run company
close its doors.

"JMC is one of the longest standing businesses on the estate in
Weymouth.  It's very sad to see them go because it's a 62-year-
old company," the report quotes Mr. Jones as saying.  "There have
been quite a few recent business failures, these are difficult
economic times and some business models are put under strain and
ultimately fail."

JMC motor parts first opened in 1950 by John Cavill Senior, and
remained family-run, with John Cavill junior working as managing
director until it closed last week, the Echo adds.

ROADCHEF ISSUER: Fitch Affirms 'B+' Rating on Class A2 Notes
Fitch Ratings has affirmed RoadChef Issuer plc's class A2 notes
at 'B+' and class B notes at 'B-'. The Outlooks are Negative.

RoadChef is a whole business securitization of 16 MSAs (motorway
service areas) across the UK owned and operated by RoadChef plc.

Since Fitch's last rating action in December 2011, performance
has improved with October 2012 TTM EBITDA (excluding exceptional
items) of GBP24.1 million growing by 4.8%.  This was driven
primarily by growth in catering revenues as a result of the
continued rollout of McDonalds, the upgraded Costa Coffee outlets
(partially financed by some partners' funding) and refurbished
sites (11 completed so far), with a 2.5% annual reduction in
overhead costs also contributing.  However, the longer-term
EBITDA trend (-0.7% eight-year CAGR) is symptomatic of RoadChef's
sensitivity to the persistent weak UK economic environment and
still under-invested estate (11 developed sites out of a total 23
within the securitized group).  In addition, the substantial debt
service of ca. GBP19 million per annum and resulting low base
case forecast FCF DSCRs close to 1.0x for prolonged periods
reflect the transaction's continuing vulnerability to performance

The updated base case cash flow forecast results in low median
FCF DSCRs (to legal maturity of the notes) of 1.35x and 1.1x for
the class A2 and B notes, respectively.  In addition, while the
forecast EBITDA DSCR to maturity is just above the covenant level
of 1.25x, Fitch's FCF estimate is markedly below due to the
inclusion of the maintenance capex, the cost of RoadChef's
partners' funding of the developments, negative working capital
swings and tax.  Additionally, the EBITDA covenant has
historically been cured (and is expected to continue to be)
following numerous equity injections by the parent group Delek.

In comparison to the previous year's base case, the October 2012
TTM EBITDA is up by ca. 3%.  However, the improvement is
insufficient to warrant a revision of the Outlook in view of the
continued close proximity to the EBITDA DSCR covenant of 1.25x,
and ongoing weak cash position of the business.  The continued
reliance on the overdraft facility (increased by GBP1.5 million
to GBP12.7 million this year) to fund working capital
requirements and parent company for capex support, the weak UK
economy (BoE 2013 GDP growth forecast reduced to 1.0% in November
2012) and negative medium-term trend in UK motorway traffic
(four-year CAGR of -0.3%, as of Q3 2012, Department for
Transport) also contribute to constrain the outlook.

While the catering developments are expected to continue to drive
growth for the foreseeable future, it is expected that the growth
rate will decline once the developed sites have completed their
ramp-up phases (ca. two years).  Growth is therefore forecast at
a lower rate (in the mid-to high-single digits) relative to the
past two years (two-year CAGR of over 10%,) in view of the
McDonalds rollout schedule, with catering developments having
been completed between 2008 and 2012.  Notably, while three
further developments are planned, this is not reflected in the
forecast metrics as funding has yet to be secured.

Another year of solid performance with EBITDA stabilizing above
the current level could result in a revision of the Outlook to
Stable.  However, a downgrade could also be triggered if there is
a deterioration in both the performance and cash position.

Fitch used its UK whole business securitization criteria to
review the transaction structure, financial data and cash flow

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

  -- GBP42.15m class B secured floating-rate notes due 2017:
    'BB'; maintained on RWN
  -- GBP42m class C secured floating-rate notes due 2017: 'B+';
     maintained on RWN
  -- GBP58m class D secured floating-rate notes due 2017: 'B-';
     maintained on RWN
  -- GBP60m class E secured floating-rate notes due 2017: 'CCC';

Fitch is still awaiting further information before resolving the
RWN.  Following recent discussions with the Servicer Capita, this
information is still expected during Q412.

As highlighted in previous press releases (with the latest one
published on September 13, 2012), Fitch expects to resolve the
RWN once it has received more material information later in Q4,
most notably (i) a detailed 12-month operating performance review
of HC-One, (ii) details of the state of repair of the care homes
(with information on catch-up capex and use of the withheld
funds) and (iii) a presentation of HC-One 3-year business plan.

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


* Moody's Sees Negative Outlook for EMEA Telecoms Sector in 2013
The outlook for telecommunications service providers in the
Europe, Middle East & Africa (EMEA) region in 2013 remains
negative as revenues are likely to decline in Europe by up to 2%
next year, due to continuing macroeconomic weakness, aggressive
price cuts and tough regulation, says Moody's Investors Service
in an Industry Outlook report published on Nov. 27.

The new report, entitled "Negative Pressure on Cash Flow to
Persist; Low Visibility on When Revenue Will Stabilise", is now
available on Moody's subscribers can access this
report via the link provided at the end of this press release.

"European telecom service providers are likely to find 2013 as
challenging as this year," says Carlos Winzer, a Senior Vice
President in Moody's Corporate Finance Group and co-author of the
report. "We expect the intense competition on prices and
declining domestic revenues to significantly eat into their
profits despite the positive contribution from international
diversification to their consolidated accounts. In companies'
domestic businesses alone, we forecast an average decline of
between 5% and 10% in those countries most affected by the
deteriorating macroeconomic environment in the euro area," adds
Mr. Winzer.

As consumer spending contracts, residential customers will
continue to be price-sensitive, adding to pressure on the
companies' revenues. The business segment will also remain under
pressure as corporate clients continue to cut expenses.
Competition, especially in the mobile segment, has grown more
fierce, with some operators making aggressive price cuts. Many
companies are subsidizing the growing smartphone segment in the
aim of gaining better penetration and market share, mostly to the
detriment of profit.

It is still unclear as to when companies will be able to monetize
underlying demand for broadband-related traffic to support
revenue stability and future growth.

The industry remains capital-intensive, and fast-moving
technology makes it imperative that companies step up investments
to provide resilient, secure, high-speed and high-capacity
networks in order to differentiate their services. As such,
Moody's expects greater demand for higher capital expenditure
(capex) will persist among EMEA telecom service providers.

Trends in Russia and the Gulf states are more positive. Moody's
expects single-digit revenue growth for the major Russian
operators, largely based on continuing strong demand in the
mobile data segment. The picture is also relatively healthy for
Arabian Gulf providers, although there will be a slowdown in
growth in mobile revenues as that market becomes saturated.
Operators there are looking for additional growth drivers such as
data services.

While the liquidity of EMEA telecom service providers remains
strong, Moody's anticipates some deterioration in financial
ratios as companies face increasing pressure on cash flow and
find it difficult to reduce operating expenses (opex) to offset
pressure on revenues. Companies with the lowest financial
flexibility are running out of options to support their balance
sheets and Moody's believes that if dividend cuts are not
sufficient, at some point, some of these companies may need to
raise equity.

Moody's is more optimistic about the industry's medium-term
prospects given that (1) the rating agency's central scenario
anticipates that most euro economies will return to growth trends
over the next three to five years; (2) regulator-driven declines
in mobile termination rates (MTRs) will for the most part come to
an end in 2013, with the EU commission becoming more supportive
of network investments; and (3) competition is likely to become
more rational.

Moody's negative outlook factors in its central macroeconomic
scenario that euro area GDP will grow in the range of -0.5% to
0.5% in 2013 .

The outlook could move to stable if there is average flat to
slightly increasing revenue growth across the industry, combined
with stable margins and sustainable cash flow.

* Moody's Says EMEA ABCP Resilient Amid Challenging Times
Despite uncertainty surrounding the economic environment and
regulatory changes, the European asset-backed commercial paper
(ABCP) market has demonstrated resilience with investors and
sponsors aiming to increase activity when possible. Investors are
looking to further diversify their investments, according to
discussions held at the annual Moody's ABCP Conference, which is
now in its 10th year. The Moody's conference, which was held in
London on 15 November 2012, is well-established among market
participants and was attended by 135 delegates representing
conduit sponsors, investors, counsel, trustees and dealers.

Negative rating trends meant that the downgrades envisaged for
European ABCP sponsoring banks in 2011 materialized in 2012,
thereby affecting the ratings of their sponsored conduits. As a
result of the bank downgrades, a further eight conduits in the
EMEA region are now rated Prime-2(sf). Some of these conduits
continue to add sellers and most continue to issue ABCP. The
deterioration of the intrinsic strength of banks and the reduced
willingness of governments to support banks across Europe means
that bank risk is still a prominent factor for the ABCP market,
according to Oscar Heemskerk, a Vice President and Senior Credit
officer in the Moody's Financial Institutions Group speaking at
the event.

Issuance activity declined in 2012, with EMEA issuers increasing
issuance in the European commercial paper (ECP) market to 41% of
total issuance, up from 29% in August 2011. Also noted this year
is the lengthening of CP maturities with renewed and growing
investor interest in 3-6 month maturities.

During the investor panel, participants agreed that ABCP enables
investors to diversify their portfolios and that they would like
to see more supply of paper from existing and new sponsors or
conduits. Notwithstanding the recent trend towards full support,
investors are increasingly looking through to the underlying
assets in the conduit portfolios. In polls conducted at the
conference, the respondents cited asset type and performance as
the critical factor, after bank credit quality, in assessing
ABCP. Additionally, another poll identified an aversion to
structured products from end-investors as being a limiting factor
in their investment decision-making. A session on trade
receivables, the largest asset type in ABCP, demonstrated the
development of volumes and performance across various countries
and industries. Whilst there are signs pointing towards a modest
volume increase, performance is expected to remain stable in
2013, according to Carine Kumps-Feniou Vice President and Senior
Analyst and Guido Hausmann, Associate Analyst in the ABCP Team of
the EMEA Structured Finance Group.

The evolving regulatory landscape and requirements for banks to
maintain increased levels of liquidity continue to pose
challenges to the conduit sponsors. Notwithstanding this and the
continued tough economic conditions throughout Europe, the ABCP
product continues to offer value to both clients and the bank
sponsors. Participants in the sponsor panel were cautiously
optimistic about the future and noted that secured funding can
help banks to provide more finance for core clients.

* S&P Takes Various Rating Actions on 17 European CDO Tranches
Standard & Poor's Ratings Services took various credit rating
actions on 17 European collateralized debt obligation (CDO)

Specifically, S&P (i) placed on CreditWatch negative its ratings
on six tranches; (ii) lowered its ratings on 10 tranches; and
(iii) raised its rating on one tranche.

"The rating actions on these 17 tranches follow our recent rating
actions on the underlying collateral or swap counterparty. Under
our criteria applicable to transactions such as these, we would
generally reflect changes to the rating on the collateral or swap
counterparty in our rating on the tranche," S&P said.


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

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at"

* Upcoming Meetings, Conferences and Seminars

Nov. 29-30, 2012
      33rd Annual Bankruptcy & Commercial Law Seminar
         Nashville Marriott at Vanderbilt, Nashville, Tenn.
            Contact: 1-703-739-0800;

Nov. 29 - Dec. 1, 2012
      Winter Leadership Conference
         JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
            Contact: 1-703-739-0800;

Dec. 4-8, 2012
      ABI/SJUSL Mediation Training Symposium
         St. John's University, Queens, N.Y.
            Contact: 1-703-739-0800;

Jan. 24-25, 2013
      Rocky Mountain Bankruptcy Conference
         Four Seasons Hotel Denver, Denver, Colo.
            Contact: 1-703-739-0800;

Feb. 7-9, 2013
      Caribbean Involvency Symposium
         Eden Roc Renaissance, Miami Beach, Fla.
            Contact: 1-703-739-0800;

Feb. 17-19, 2013
      Advanced Consumer Bankruptcy Practice Institute
         Charles Evans Whittaker Courthouse, Kansas City, Mo.
            Contact: 1-703-739-0800;

Feb. 20-22, 2013
         Four Seasons Las Vegas, Las Vegas, Nev.
            Contact: 1-703-739-0800;

Apr. 10-12, 2013
      TMA Spring Conference
         JW Marriott Chicago, Chicago, Ill.

Apr. 18-21, 2013
      Annual Spring Meeting
         Gaylord National Resort & Convention Center,
         National Harbor, Md.
            Contact: 1-703-739-0800;

June 13-16, 2013
      Central States Bankruptcy Workshop
         Grand Traverse Resort, Traverse City, Mich.
            Contact: 1-703-739-0800;

July 11-13, 2013
      Northeast Bankruptcy Conference
         Hyatt Regency Newport, Newport, R.I.
            Contact: 1-703-739-0800;

July 18-21, 2013
      Southeast Bankruptcy Workshop
         The Ritz-Carlton Amelia Island, Amelia Island, Fla.
            Contact: 1-703-739-0800;

Aug. 8-10, 2013
      Mid-Atlantic Bankruptcy Workshop
         Hotel Hershey, Hershey, Pa.
            Contact: 1-703-739-0800;

Aug. 22-24, 2013
      Southwest Bankruptcy Conference
         Hyatt Regency Lake Tahoe, Incline Village, Nev.
            Contact: 1-703-739-0800;

Oct. 3-5, 2013
      TMA Annual Convention
         Marriott Wardman Park, Washington, D.C.

Nov. 1, 2013
      NCBJ/ABI Educational Program
         Atlanta Marriott Marquis, Atlanta, Ga.
            Contact: 1-703-739-0800;

Dec. 2, 2013
      19th Annual Distressed Investing Conference
          The Helmsley Park Lane Hotel, New York, N.Y.
          Contact: 240-629-3300 or

Dec. 5-7, 2013
      Winter Leadership Conference
         Terranea Resort, Rancho Palos Verdes, Calif.
            Contact: 1-703-739-0800;


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

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  Go to order any title today.


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

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

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

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

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

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

                 * * * End of Transmission * * *