TCREUR_Public/121226.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

          Wednesday, December 26, 2012, Vol. 13, No. 255

                            Headlines



B E L G I U M

DEXIA SA: EU Regulators Okay Restructuring Plan


B U L G A R I A

NATSIONALNA ELEKTRICHESKA: S&P Puts 'BB-' Rating on Watch Neg.


C Y P R U S

* CYPRUS: Seeks Bailout Deal; IMF Demands Partial Default
* CYPRUS: S&P Lowers Sovereign Credit Ratings to 'CCC+/C'


F R A N C E

ALCATEL-LUCENT USA: S&P Affirms 'B/B' Corporate Credit Ratings
PEUGEOT CITROEN: EU Antitrust Authorities to Examine Rescue Plan
PEUGEOT CITROEN: Enters Into Refinancing Deal with Creditor Banks
SPIE BONDCO: S&P Assigns 'B' Long-Term Corporate Credit Rating


G E O R G I A

* GEORGIA: Fitch Affirms 'BB-' Issuer Default Rating


G E R M A N Y

GERMAN RESIDENTIAL: S&P Cuts Ratings on Six Note Classes to 'D'
GREEN GERMAN: S&P Lowers Rating on Class G Notes to 'CCC-'
GROHE HOLDING: S&P Affirms 'B-' Long-Term Corp. Credit Rating
LANTIQ BETEILIGUNGS-GMBH: S&P Affirms 'CCC+' Corp. Credit Rating
* GERMANY: Moody's Says RMBS 90+-Day Delinquencies Up in October


G R E E C E

FREESEAS INC: Gets Nasdaq Delisting Notice
* GREECE: S&P Affirms 'CCC/C' Counterparty Credit Ratings
* GREECE: Moody's Says RMBS Performance Deteriorates Further


H U N G A R Y

MAGYAR TELECOM: S&P Cuts Long-Term Corp. Credit Rating to 'CCC'
* HUNGARY: Fitch Affirms 'BB+' Issuer Default Rating


I R E L A N D

BLOXHAM: ISE Revokes Stock Exchange Membership
BRINKHALL GROUP: Topaz Invests in 5 Sites; About 60 Jobs Saved
ELAN CORP: Moody's Raises Corp. Family Rating to 'Ba3'
MERCATOR CLO: S&P Affirms 'BB+' Rating on Class B-1 Notes
NASH POINT: S&P Raises Rating on Class E Notes to 'BB+'


I T A L Y

ALITALIA SPA: On Brink of Bankruptcy As Losses Deepen
EDISON SPA: S&P Raises Corporate Credit Ratings From 'BB+/B'
ROTTAPHARM SA: S&P Assigns 'BB-' Long-Term Corp. Credit Rating
VENETO BANCA: S&P Lowers Counterparty Credit Ratings to 'BB+/B'


K A Z A K H S T A N

BTA BANK: Restructuring Gains Permanent Protection of UK Courts


L I T H U A N I A

UKIO BANKAS: S&P Affirms 'B/B' Issuer Credit Ratings


L U X E M B O U R G

EUROPROP SA: S&P Cuts Rating on Class E Notes to 'CCC'


N E T H E R L A N D S

E-MAC DE 2007-I: S&P Lowers Rating on Class E Notes to 'CCC'
FAXTOR ABS: Fitch Confirms 'CC' Ratings on Two Note Classes
NEPTUNO CLO: S&P Lowers Rating on Class E Notes to 'CCC+'
STICHTING MEMPHIS: Fitch Cuts Rating on Class G Notes to 'CCCsf'


P O L A N D

POLIMEX: Finalizes Debt Restructuring Deal with Creditors


P O R T U G A L

* PORTUGAL: Moody's Says Oct. RMBS Performance Worsens Slightly


R O M A N I A

TRANSELECTRICA SA: Moody's Cuts CFR to 'Ba2'; Outlook Negative


R U S S I A

EXPOBANK LLC: Fitch Assigns 'B' Long-Term Issuer Default Rating
FEDERAL GRID: Moody's Assigns Rating to First LPN Issue
MDM BANK: Moody's Lowers BFSR to 'D-'; Outlook Negative
ROSINTER RESTAURANTS: S&P Affirms 'B-' Rating; Outlook Stable


S P A I N

BANCO ESPANOL: Fitch Puts BB+ Sub. Debt Rating on Watch Positive
BANCO MARE: EU Commission Okays Restructuring Plan
CAJAMAR CAJA: Moody's Withdraws 'D-' Bank Finc'l Strength Rating
SANTANDER EMPRESAS 4: S&P Lowers Rating on Class D Notes to 'D'
SOCIEDAD ESTATAL: S&P Assesses Stand-Alone Credit Profile at 'bb'


T U R K E Y

UZBEKISTAN-TURKISH BANK: Moody's Assigns 'E+' Standalone BFSR


U N I T E D   K I N G D O M

CORDATUS RECOVERY: S&P Says Level of 'CCC'-Rated Assets Decreased
DECO 11: Moody's Lowers Rating on Cl. A-1B Notes to 'Ba3'
DECO 2005-UK: S&P Lowers Rating on Class C Notes to 'B-'
EPIC INDUSTRIOUS: S&P Withdraws 'D' Ratings on Six Note Classes
GEMINI PLC: Fitch Cuts Rating on GBP27.7MM Class B Notes to 'Csf'

INDUS PLC: Fitch Affirms 'Dsf' Ratings on Two Note Classes
MANGANESE BRONZE: May Owe GBP4.9 Million to Zhejiang Geely
PERSEUS 22: S&P Affirms 'D (sf)' Ratings on Two Note Classes
TAURUS CMBS: S&P Lowers Rating on Class B Notes to 'CCC+'
THEATRE NO. 1: S&P Downgrades Rating on Class D Notes to 'B'

UNIQUE PUB: Fitch Affirms 'B' Rating on Class N Notes
VANWALL FINANCE: S&P Cuts Ratings on Two Note Classes to 'B-'


U Z B E K I S T A N

RAVNAQ-BANK: S&P Assigns 'CCC/C' Counterparty Credit Ratings


X X X X X X X X

* Moody's Says EMEA Consumer Loan ABS Performance Stable in Oct.
* S&P Takes Various Rating Actions on 33 European CDO Tranches
* BOND PRICING: For the Week December 17 to December 21, 2012


                            *********


=============
B E L G I U M
=============


DEXIA SA: EU Regulators Okay Restructuring Plan
-----------------------------------------------
Vanessa Mock at Dow Jones Newswires reports that Dexia SA
received the green light from European Union regulators for its
restructuring plan, in a move that will help bring to a close a
long-running probe into the first European victim of the 2008
financial crisis.

According to Dow Jones, the European Union antitrust chief
Joaquin Almunia said he expected to give final approval for the
restructuring measures on Dec. 28.  Both France and Belgium have
already made expensive concessions for the lender, Dow Jones
notes.

"Large parts of the Dexia Group will undergo orderly resolution,"
Dow Jones quotes Mr. Almunia as saying in Brussels during a press
conference.

Mr. Almunia said Dexia would break all links with its former
Belgian retail bank, Belfius, now under state ownership,
according to Dow Jones.  In addition, Belfius will implement a
restructuring plan to guarantee its long-term viability, Dow
Jones states.

In France, Dexia Municipal Agency will become part of a new
development fund, and sold to a consortium of buyers, Dow Jones
discloses.

Mr. Almunia said discussions over the plans had been extensive,
though new management at Dexia had made it easier to progress on
talks, Dow Jones relates.

"It was a very long negotiation, there were all sorts of
difficult aspects, but the more difficult issue was separation of
the part of the Dexia Group to undergo orderly resolution . . .
separating that out from part of the group that after the
restructuring will remain on the market," Mr. Almunia, as cited
by Dow Jones, said.

Dexia SA is a Belgium-based banking group with activities
principally in Belgium, Luxembourg, France and Turkey in the
fields of retail and commercial banking, public and wholesale
banking, asset management and investor services.  In France,
Dexia Bank focuses on funding public sector bodies and providing
financial services to local government.  In Luxembourg, Dexia
operates in two main areas: commercial banking (for personal and
professional customers) and private banking (for international
investors).  In Turkey, Dexia is involved in retail and
commercial banking and offers services to ordinary account
holders, business and local public sector customers and
institutional clients. The Company operates through its
subsidiaries, such as Dexia Credit Local, DenizBank, Dexia
Credicop, Dexia Sabadell, Dexia Kommunalbank Deutschland, Dexia
Asset Management, among others.



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


NATSIONALNA ELEKTRICHESKA: S&P Puts 'BB-' Rating on Watch Neg.
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB-' long-term
corporate credit rating on Bulgaria-based electricity utility
Natsionalna Elektricheska Kompania EAD (NEK) on CreditWatch with
negative implications. NEK is a subsidiary of the 100% state-
owned holding company Bulgarian Energy Holding (BEH; not rated).

"The CreditWatch placement reflects our view of the uncertainties
over NEK's financial structure after the planned unbundling of
its monopoly electricity system operator ESO EAD and the transfer
of ownership to NEK's parent BEH. Furthermore, the CreditWatch
placement reflects our view of refinancing risk associated with
the refinancing of NEK's EUR195 million syndicated loan, which
now matures in May 2013 after an extension earlier this year,"
S&P said.

"We believe that NEK's business risk profile has weakened to
'weak' from 'fair' due to the Bulgarian government's decision to
unbundle what we see as NEK's lowest-risk asset. ESO contributed
about 16.5% of NEK's consolidated revenues in the year ended
Dec. 31, 2011," S&P said.

"At this stage, it remains unclear to us how NEK's financial
structure will change as a result of the asset transfer.
Maintenance of the current ratings, in our view, would require
NEK to deleverage its balance sheet, either by allocating some of
its debt to ESO and/or by using any potential funds it receives
for the transfer of ESO's ownership to offset the loss of ESO's
relatively stable regulated cash flows. Such actions, if
sufficient, could support an upward revision of our assessment of
NEK's financial risk profile to 'aggressive' from 'highly
leveraged' currently, particularly if the actions coincide with
NEK finding a permanent refinancing solution for its syndicated
loan," S&P said.

"Furthermore, we are revising our approach to rating NEK because
we no longer view it as a government-related entity. This is
because we believe that any support in the event of financial
distress is likely to come from NEK's direct parent, BEH, the
state-owned holding company that consolidates the strategically
important state-owned assets in Bulgaria's energy sector. BEH
has previously demonstrated its willingness and capacity to
support NEK by partially covering the shortfall of funds at the
time of NEK's extension of its syndicated loan earlier in 2012.
We also understand that BEH is exploring options to support NEK's
efforts to permanently refinance the syndicated loan through
capital market issuance. We assess BEH's credit quality as
stronger than that of NEK due to BEH's stronger business risk
position and cash flow generation, as well as its positive
discretionary cash flows and significant cash holdings," S&P
said.

"We now apply our criteria for rating parents and their
subsidiaries to NEK and add two notches of parental support to
NEK's stand-alone credit profile (SACP) of 'b'. The uplift
reflects BEH's stronger credit quality and our assessment of
timely and full support from BEH in case of NEK's financial
distress. This is because we assess the link between BEH and NEK
as relatively close, since NEK is a fully controlled, strategic
subsidiary within the BEH group. At the same time, we understand
that NEK retains its own identity, management, financing, and
operational independence," S&P said.

"We aim to resolve the CreditWatch in the next three months. We
could revise NEK's SACP downward by one notch if NEK's balance
sheet deleveraging does not occur, or does not sufficiently
offset the loss of ESO's stable regulated cash flows.
Furthermore, NEK's SACP could deteriorate as a result of
continued aggressive liquidity management, particularly if a
credible and permanent solution to refinancing the maturing
syndicated loan is not forthcoming by March 2013. To a lesser
extent, a loss of eligible customers or export market share
beyond what we currently anticipate, and/or adverse regulatory
decisions, might have a negative effect on NEK's cash flows and
profitability, and therefore on its SACP," S&P said.

"In accordance with our criteria for rating parents and their
subsidiaries, a downward revision of NEK's SACP by one notch
would result in us lowering the long-term corporate credit rating
on NEK to the same extent. In addition, any evidence of weakening
of the link between BEH and NEK could cause us to revisit our
approach of factoring in parent support. For example, we could
revise our rating approach if we see any signs of the absence of
full and timely liquidity support from BEH in case NEK fails to
raise its own funds to refinance its May 2013 debt maturity," S&P
said.



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


* CYPRUS: Seeks Bailout Deal; IMF Demands Partial Default
---------------------------------------------------------
Spiegel Online reports that euro-zone member state Cyprus badly
needs a bailout, but the International Monetary Fund is demanding
a debt haircut first.

The resulting standoff with Europe has delayed the country's
badly needed aid package, Spiegel says.  According to Spiegel, to
ward off insolvency, Nicosia has raided the pension funds of
state-owned companies.

Cyprus' parliament approved a 2013 budget which included far-
reaching austerity measures so as to satisfy the conditions for
the impending bailout of the debt-stricken country, Spiegel
relates.  Spiegel notes that while aimed at significantly
reducing the country's budget deficit, the spending cuts and tax
hikes are likely to result in a 3.5% shrinkage of the economy in
2013 along with an uptick in unemployment.

Yet despite the measures, Nicosia's would-be creditors remain at
odds over the emergency aid deal, even as the country teeters on
the brink of insolvency, Spiegel states.  According to a report
in the Thursday issue of the influential German daily Suddeutsche
Zeitung, the International Monetary Fund is demanding a partial
Cypriot default involving private creditors before it joins the
bailout deal, Spiegel relates.

According to Spiegel, citing anonymous sources familiar with the
negotiations, the Suddeutsche writes that the IMF is concerned
that, despite the austerity measures the country has now adopted,
it still wouldn't be able to shoulder the interest payments due
on its debt.  Several European countries agree with the IMF,
Spiegel discloses.

Last week, the country was forced to borrow EUR250 million
(US$330 million) from the pension funds of state-owned companies
just to be able to pay the holiday salaries of civil servants,
Spiegel relates.  The move came on the heels of a high-level
Finance Ministry official saying that Nicosia was just days away
from insolvency, Spiegel notes.

More to the point, however, the country is massively exposed to
Greek debt and its banking sector is struggling mightily as a
result, Spiegel says.  Furthermore, the size of the banking
sector dwarfs the size of the Cypriot gross domestic product,
Spiegel states.  Whereas the country's banks have assets of some
EUR150 billion, the GDP was just under EUR18 billion in 2011,
according to Spiegel.

The troika of international lenders, made up of the European
Central Bank, the European Commission and the IMF, are looking at
an aid package of EUR17 billion for the country, Spiegel
discloses.  As a percentage of GDP, it would be the largest
bailout yet of a euro-zone member state, Spiegel notes.  Fully
EUR10 billion of that would go towards propping up the country's
wobbly banking sector, Spiegel says.

A final decision on the deal is set to be made in the coming
weeks with the goal of sending the initial tranche of emergency
aid in February, Spiegel discloses.  Until then, the pension
funds of state-owned firms will have to do, Spiegel notes.


* CYPRUS: S&P Lowers Sovereign Credit Ratings to 'CCC+/C'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its long- and short-
term sovereign credit ratings on Cyprus to 'CCC+/C' from 'B/B'.
Standard & Poor's also said that it removed the ratings from
CreditWatch, where they were placed with negative implications on
Aug. 1, 2012. The outlook is negative.

"The downgrade reflects our view that Cyprus' creditworthiness
has deteriorated further since the last downgrade on Oct. 17,
2012, as financing pressures have intensified and uncertainty
about the terms of any official support persists ahead of the
February 2013 presidential elections. With the government's
financing options increasingly limited -- coupled with what we
view as the hesitant attitude of Cyprus' eurozone partners toward
sharing the cost of a severe banking crisis -- we view the risk
of a sovereign debt default as considerable and rising," S&P
said.

"While negotiations with the Troika (the IMF, EU, and ECB) have
been slow since Cyprus applied for a financial support package in
June 2012, we understand that recently some progress has been
made in negotiating the terms of a Memorandum of Understanding.
Cyprus is also legislating on a raft of reforms aimed at shoring-
up public finances. The government has submitted the 2013 budget
to parliament: it includes what we view as far-reaching spending
cuts totaling nearly 6% of GDP. We believe the budget's
underlying revenue assumptions may be too optimistic, given
important downside risks to our forecast that GDP will contract
by 3.5% during 2013," S&P said.

"An agreement with state-owned enterprises (SOEs) to purchase
three-month government paper amounting to 1.3% of GDP should
allow public-sector bonuses and wages to be paid in December. We
also expect that recent cuts to social subsidies will limit
further budgetary shortfalls in first-quarter 2013. However, we
remain doubtful as to the SOEs' capacity to provide further
funds, or to roll them over, if a Memorandum of Understanding has
not been signed by March," S&P said.

"In our view, the critical question of how to finance capital
support for the Cypriot banking system, estimated at EUR95
billion (530% of GDP--total assets of banks whose home country is
Cyprus, including overseas operations) remains unanswered," S&P
said.

"The negative outlook reflects our view of a possible downgrade
if Cyprus' external and fiscal financing pressures escalate. We
see at least a one-in-three chance that we could lower the
ratings again in 2013, for example if official assistance is not
forthcoming, leaving the Cypriot authorities few choices apart
from restructuring financial obligations. We could also lower
the ratings if we believe the government is not able to fulfill
the conditions of a Troika program," S&P said.

"On the other hand, the ratings could stabilize at their current
levels if we see that a program is quickly agreed and if growth
prospects, government debt, and external funding needs begin to
stabilize," S&P said.



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


ALCATEL-LUCENT USA: S&P Affirms 'B/B' Corporate Credit Ratings
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B' long-term
corporate credit ratings on French telecommunications equipment
supplier Alcatel-Lucent and its subsidiary Alcatel-Lucent USA
Inc. on CreditWatch with negative implications. "We are affirming
the 'B' short-term rating on Alcatel-Lucent," S&P said.

"We are assigning a 'BB-' issue rating to the proposed senior
secured term facilities to be issued by Alcatel-Lucent USA,
including a six-year US$1.275 billion term loan, a six-year
EUR250 million term loan, and a 3.5-year US$500 million asset-
sale facility. The recovery ratings on these facilities is '1'
indicating our expectation of very high (90%-100%) recovery for
debtholders in the event of a payment default. The issue ratings
on the proposed facilities are subject to our satisfactory review
of the final documentation," S&P said.

"We are lowering our issue ratings on the group's existing
unsecured debt to 'CCC+' from 'B'. We are revising our recovery
ratings on these debt instruments to '6' from '4', to reflect our
expectation of negligible (0%-10%) recovery for debtholders in
the event of a payment default," S&P said.

"At the same time, we are placing all of our issue ratings on
Alcatel-Lucent's debt, including our 'CCC' issue ratings on the
preferred stock issued by Alcatel-Lucent USA, on CreditWatch with
negative implications," S&P said.

"We placed the ratings on CreditWatch to reflect our opinion that
the positive near-term liquidity impact of Alcatel-Lucent's
proposed, fully underwritten, issuance of EUR1.6 billion
(equivalent) in senior secured facilities -- through its
subsidiary Alcatel-Lucent USA--could be offset, in our view, by
continued negative free operating cash flow (FOCF) in 2013 and
2014 and allocation of the issuance proceeds to repay medium-term
debt maturities. The group faces significant debt maturities of
about EUR2.1 billion over the next 24 months, but has indicated
that it might also use the refinancing proceeds to repay debt
maturities after 2014. As a result, we forecast that the group's
currently solid cash balances of EUR4.7 billion could decline
meaningfully over the next two years, absent sizable asset
disposals and proceeds from the announced monetization of its
patent portfolio," S&P said.

"In our updated base-case scenario, we forecast weaker revenues,
margins, and FOCF in 2012-2014 than in our previous base case
from August 2012. This is primarily due the group's weaker-than-
expected results in the first nine months of this year, our
anticipation of telecom carriers' continued cautious or delayed
spending in light of high economic uncertainty, particularly in
Europe, and fierce ongoing competitive pressure. In our view,
these factors are likely to at least partly erode the expected
improvement in margins from the group's restructuring efforts,"
S&P said.

"We forecast negative FOCF of about EUR0.8 billion to EUR0.9
billion in 2012 and continued significantly negative FOCF in
2013, and to a lesser extent also in 2014. In the first nine
months of 2012, the group reported negative FOCF of EUR1.0
billion. Despite an expected increase in operating income in
2013-2014, we anticipate that the group's FOCF will remain
constrained by high restructuring costs and higher interest
payments following the refinancing. Our updated FOCF forecast
excludes, however, any potential proceeds from asset disposals or
the sale of intellectual property," S&P said.

"The ratings on Alcatel-Lucent continue to reflect our assessment
of the company's business risk profile as 'weak' and its
financial risk profile as 'highly leveraged'. Our assessment of
the group's management and governance is 'fair,'" S&P said.

"We expect to resolve the CreditWatch within the next three
months, after reviewing the group's liquidity profile following
its refinancing," S&P said.

"We could lower the rating by one notch if we perceive that the
company's cash balances are likely to deteriorate meaningfully
over the next two years, resulting in what would we regard as a
material risk of default by 2015. This could be the case if the
positive liquidity impact from the proposed refinancing and
potential asset disposals is offset by continued significant
negative FOCF generation in light of subdued revenue prospects,
continued fierce competitive pressure on operating margins, and
high restructuring costs," S&P said.

"We could affirm the current ratings if we saw that Alcatel-
Lucent's post-refinancing liquidity were sufficient to
significantly reduce, in our view, the likelihood of a default by
2015. We expect that this could depend on actual debt amounts
raised, the final pricing of the facilities, and the application
of proceeds to debt repayment," S&P said.


PEUGEOT CITROEN: EU Antitrust Authorities to Examine Rescue Plan
----------------------------------------------------------------
James Boxell and James Fontanella-Khan at The Financial Times
report that the French government's insistence that its
EUR7 billion rescue package for PSA Peugeot Citroen's financing
arm does not constitute state aid has been challenged by
Brussels, paving the way for a full examination of the deal by
the EU antitrust authorities.

Joaquin Almunia, the Competition Commissioner, said he had
demanded that French ministers send him official notification of
the package, the first step for a comprehensive assessment of the
bailout, the FT relates.

Paris officials had insisted that the deal would not need to be
investigated by competition authorities because it applied only
to Banque PSA Finance, the financing arm, and therefore did not
amount to full industrial support, the FT relates.

However, Mr. Almunia, as cited by the FT, said: "We had seen this
as being relevant only to the financing side of vehicle
purchasing . . . but now we're coming around to seeing that it is
restructuring aid for an entity."

France was forced to step in to secure the financing of Banque
PSA because of expectations of an imminent downgrade of the
lending arm to "junk" status, which would have pushed up the cost
of car loans for Peugeot and Citroen dealers, the FT recounts.

Peugeot is already struggling because of plunging sales in
France, Spain and Italy, so any threat to the financing of its
loans would have caused serious problems for a company burning
through EUR200 million of cash every month, the FT discloses.

The FT notes that while the French government has steadfastly
refused to acknowledge that the Banque PSA bailout amounts to
state aid, Peugeot directors have been more realistic in private
about a more comprehensive EU examination of the deal.

However, people close to the company are confident that the deal
will be approved by Mr. Almunia because it takes place as Peugeot
is engaged in a painful restructuring that involves 8,000 job
cuts and the closure of a plant at Aulnay outside Paris, the
country's first such closure in 20 years, according to the FT.

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


PEUGEOT CITROEN: Enters Into Refinancing Deal with Creditor Banks
-----------------------------------------------------------------
Mathieu Rosemain at Bloomberg News reports that PSA Peugeot
Citroen, Europe's second largest carmaker, reached an
EUR11.5 billion (US$15.2 billion) refinancing deal with about 20
creditor banks to boost liquidity at its lending unit.

According to Bloomberg, Chief Financial Officer Jean-Baptiste de
Chatillon said in a telephone interview on Dec. 20 that the deal
was reached last week and all that remains is the final legal
documentation, which will be completed by early January.

The French company is taking steps to sustain its banking
division as Moody's Investors Service considers whether to cut
the unit's credit rating to junk because of the manufacturing
business's troubles, Bloomberg discloses.

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


SPIE BONDCO: S&P Assigns 'B' Long-Term Corporate Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' long-term
corporate credit rating to France-based multi-technical services
provider Spie Bondco 3 S.C.A. (Spie Bondco 3), the parent company
of Financi¦re SPIE (B/Negative/--). The outlook is negative.

"We have also affirmed our 'B' issue rating on the EUR1,085
million senior secured credit facilities borrowed by financing
vehicle Clayax Acquisition 4 SAS (French Bidco). These facilities
comprise the revolving credit facility (RCF), the capital
expenditure (capex) facility, the term loan A, and the term loan
B1. The recovery rating on these facilities is '3', indicating
our expectation of meaningful (50%-70%) recovery for debtholders
in the event of a payment default," S&P said.

"We also affirming our 'CCC+' issue rating on the EUR375 million
senior secured notes issued by Spie Bondco 3 S.C.A. The recovery
rating on these notes is '6', indicating our expectation of
negligible (0%-10%) recovery for noteholders in the event of a
payment default," S&P said.

"We have assigned our long-term rating to Spie Bondco 3, as the
holding company of the Spie group, in addition to our rating on
Financiere SPIE. The rating assignment does not change the
substance of our analytical views on the Spie group because in
our assumptions underpinning the rating on Financi¦re SPIE, we
already factored in all of the Spie group's financial debt," S&P
said.

"The rating on Spie Bondco 3 reflects our assessments of the
group's 'fair' business risk profile and 'highly leveraged'
financial risk profile," S&P said.

"The negative outlook primarily reflects the risk that the Spie
group's financial ratios decrease to lower than the minimums we
would consider commensurate with the current rating. In
particular, we would look for the group to maintain EBITDA
interest coverage of about 2x, at least, and FFO to debt above 6%
(improving toward 10% in the coming years) in 2012 and in 2013 to
keep the current rating. Although we assume a weaker economic
environment in France than is currently the case, we think the
Spie group would maintain credit ratios commensurate with the
current rating under our base case. We also assume that the large
capital needs for working capital reported at the end of
September 2012 will be completely reabsorbed by year-end 2012,"
S&P said.

"We could lower the rating if a sizable shortfall in sales and
earnings constrained the group's ability to service its debt, in
turn reducing EBITDA cash interest coverage to less than 1.5x and
FFO to debt to less than 6% in 2012. The rating could also come
under pressure if SPIE's free operating cash flow turned negative
following shortfalls in sales and earnings or high capital needs
for working capital or acquisitions. In light of the group's very
high leverage, any small deterioration in operating results could
jeopardize an improvement of the ratios toward levels more
consistent with the current rating," S&P said.

"Despite the weakening economic conditions in the eurozone, we
could revise the outlook to stable in the coming quarters if the
Spie group maintained sound cash generation, interest coverage at
about 2x, and if it demonstrated steady deleveraging," S&P said.



=============
G E O R G I A
=============


* GEORGIA: Fitch Affirms 'BB-' Issuer Default Rating
----------------------------------------------------
In a newly-published special report, Fitch Ratings says that
Georgia's new government is likely to maintain prudent fiscal and
economic policies, despite potential political risks.  The agency
affirmed Georgia's sovereign foreign currency Issuer Default
Rating (IDR) at 'BB-' with a Stable Outlook on December 12, 2012
Parliamentary elections in October 2012 led to a surprise victory
for the opposition Georgian Dream coalition after ten years of
dominance by President Mikheil Saakashvili and the United
National Movement (UNM).

Fitch expects Georgia to navigate political risks during
cohabitation between newly-appointed Prime Minister Bidzina
Ivanishvili and President Saakashvili, whose UNM party is now in
opposition.  This will last until October 2013, when a new
president will be elected and constitutional amendments take
effect, shifting powers to the prime minister.

Provided a slowdown in investment associated with the election is
overcome, the economy should continue to grow strongly in 2013.
The draft 2013 budget keeps the previous government's 2.8% of GDP
target, while increasing the emphasis on social spending.

As previously, Fitch highlights the potential risk to the economy
posed by a wide current account deficit of 12% of GDP, especially
in the case that capital inflows falter.



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


GERMAN RESIDENTIAL: S&P Cuts Ratings on Six Note Classes to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'D (sf)'and removed
from CreditWatch developing, withdrawn, and subsequently assigned
preliminary credit ratings to all classes of German Residential
Asset Note Distributor PLC's (GRAND) notes.

"The rating actions are a result of the implementation of our
updated methodology and assumptions for rating European
commercial mortgage-backed securities (CMBS) transactions, and
follow the completion of a transaction restructuring," S&P said.

"On Dec. 6, 2012, we placed on CreditWatch developing our ratings
on German Residential Asset Note Distributor's notes following
the implementation of our updated methodology and assumptions for
rating European CMBS transactions," S&P said.

"GRAND is a secured-loan (as represented by the real-estate
funding [REF] notes issued by REF borrowers [the REF note
issuers]) German multifamily housing transaction. On March 7,
2012, we lowered our ratings on the class A and B notes in light
of our view on the significant refinance risks associated with
the upcoming REF notes' maturities in July 2013, and -- given the
size of the portfolio -- the relatively limited timeframe of
three years to repay the REF notes ahead of GRAND's note
maturity," S&P said.

"We understand that, in recent months, Deutsche Annington
Immobilien SE (DAIG; the indirect parent of the REF note issuers)
has been reviewing its options for refinancing the REF notes by
their scheduled maturity. This is because it considered it
unlikely that the REF note issuers would be able to obtain a
refinancing that would enable them to redeem their REF notes on
or before that time," S&P said.

"DAIG ultimately presented a rescheduling proposal to GRAND's
noteholders. As the noteholders are creditors of GRAND, DAIG
requested that GRAND take the required steps to propose a 'Scheme
of Arrangement'. A Scheme of Arrangement is a formal procedure
proposed by a company under Part 26 of the Companies Act 2006,
which enables a company to agree with its creditors an
arrangement for its debts. A Scheme of Arrangement requires,
among other things, the approval of at least 75% of creditors (by
value) in a meeting convened by court permission, and court
sanctioning of the scheme, in order to become legally binding. If
the scheme is approved by creditors and sanctioned by the court,
the scheme of arrangement binds all creditors, whether or not
they voted in favor of it," S&P said.

"Accordingly, the High Court of Justice of England and Wales in
London directed GRAND to convene a single meeting of its
creditors to consider whether to approve the scheme in order to
implement a transaction restructuring. We understand that such
approval was obtained at a meeting of scheme creditors, and that
the High Court subsequently sanctioned the scheme," S&P said.

Key restructuring steps now implemented include:

    A reduction in the loan-to-value (LTV) ratio. As of the
    October 2012 interest payment date, the LTV ratio was
    approximately 71.7%. Under the restructure, the LTV ratio
    will be reduced to approximately 59.7%, achieved by a sponsor
    equity injection of EUR504 million (consisting of a cash
    injection of EUR265 million and subordination of its indirect
    holding of notes of approximately EUR239 million).

    Note extension whereby the REF notes' maturity will be
    extended until 2018 from 2013, with legal final maturity of
    the GRAND notes extended until 2021 from 2016. The
    transaction will be subject to annual amortization targets of
    EUR1 billion in the first year, EUR700 million in the second
    year, EUR650 million in the third year, and EUR650 million in
    the fourth year.

    The ability to carry out partial refinancings, subject to
    certain criteria as set out in the transaction documents. The
    corporate structures through which multifamily properties are
    held enable the properties to be divided into subportfolios
    for the purposes of partial refinancings.

    Cash sweeps whereby excess cash is used for mandatory
    redemption of the REF notes until certain conditions are
    satisfied. Once the principal amount of the REF notes is at
    EUR2.4 billion and the LTV ratio is at 57.5%, excess cash
    will be shared equally between the securitization group and
    the mandatory redemption of GRAND's notes.

    The margin payable on each class of notes will be increased
    by 116.7 basis points (bps). The margin will increase by a
    further 25 bps if the amortization target of EUR1 billion in
    the first year is not met.

"The initial lowering of all ratings to 'D (sf)' reflects our
classification of the restructuring as a distressed
restructuring. In our view, the restructuring was undertaken due
to concerns over the possibility of a default over the medium
term, given the challenges in refinancing such a debt quantum, as
reflected in our prior rating actions. Our subsequent preliminary
ratings again focus on conventional default risk. These
preliminary ratings imply an effective upgrade on all classes,
due to the transaction deleveraging under the restructuring,
while removing default risk over the medium term through note
extension, among other things," S&P said.

"Final ratings will be assigned once we have finalized our review
of the transaction's legal documentation," S&P said.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

        http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class              Rating
            To               From

German Residential Asset Note Distributor PLC
EUR5.815 Billion Secured Floating-Rate Notes

Ratings Lowered, Removed From CreditWatch Developing, and
Subsequently Withdrawn

A           D (sf)           A (sf)/Watch Dev
            NR               D (sf)

B           D (sf)           BBB-(sf)/Watch Dev
            NR               D (sf)

C           D (sf)           BB+ (sf)/Watch Dev
            NR               D (sf)

D           D (sf)           BB (sf)/Watch Dev
            NR               D (sf)

E           D (sf)           BB- (sf)/Watch Dev
            NR               D (sf)

F           D (sf)           B (sf)/Watch Dev
            NR               D (sf)

Preliminary Ratings

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

NR-Not rated.


GREEN GERMAN: S&P Lowers Rating on Class G Notes to 'CCC-'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its credit ratings on
the class A notes and lowered its credit ratings on the class B,
C, D, E, F, and G notes issued by Portfolio GREEN German CMBS
GmbH.

"The rating actions, which follow our review of the remaining
underlying loans based on our updated criteria for European CMBS
transactions, reflect our view of losses to the junior notes and
their effect on the credit enhancement available to the notes,"
S&P said.

"This transaction closed in November 2007 and was initially
backed by 416 loans made to 98 borrower groups. In October 2012,
there were 175 loans that remained outstanding, to 40 borrower
groups. The loans are secured on 61 properties in Germany, and
are concentrated in Bayern (68% by property value). The principal
balance of the loan pool has now reduced by 61%, to EUR226.9
million from EUR585.4 million at closing," S&P said.

"According to the most recent servicer report from October 2012,
the loan balances of the 10 largest borrower groups range from
EUR4.5 million to EUR94.4 million and they now account for 79% of
the transaction by loan balance. In addition, although 22
borrower groups (representing 24% of the entire loan pool by loan
balance) have loan-to-value (LTV) ratios less than 50%, seven
borrower groups (58% of the entire loan pool by loan balance)
have loan-to-value (LTV) ratios higher than 100%. The weighted-
average LTV ratio is 84%," S&P said.

"The loans to the largest borrower group in the pool (borrower
group 93, currently accounting for 42% of the loan pool balance)
are secured on a single office building in Munich, which is
entirely let. Based on the most recent valuation, dated September
2011, the LTV ratio is 117%. The servicer also reported an
interest coverage ratio (ICR) of 1.63x and a debt service
coverage ratio (DSCR) of 1.06x," S&P said.

"The loans made to the second-largest borrower group (borrower
group 91, 11% of the loan pool balance) are secured on a mixed-
use property in Seeshaupt on Lake Starnberg, south of Munich. The
property is mainly used as a hotel, retirement accommodation, and
an administration office. Although the occupancy rate is still
100%, we understand from the servicer that the business occupying
the premises is not generating sufficient income to pay the rent.
Based on the most recent valuation, dated April 2012, the LTV
ratio is 145%. The servicer also reported an ICR of 0.82x and a
DSCR of 0.46x," S&P said.

"The 38 remaining borrower groups form 21% of the total loan pool
balance. Six of them, representing about 50% of the remaining
borrower groups by loan balance, have LTV ratios above 90%," S&P
said.

"Although our overall loss expectation has increased, in our
opinion the amount of credit enhancement available to the class A
notes remains adequate to absorb the amount of losses that the
underlying assets would suffer under highly stressed scenarios.
However, our rating remains constrained at 'AA- (sf)' because of
counterparty risks. Consequently, we have raised our rating on
the class A notes to 'AA- (sf)' from 'A+ (sf),'" S&P said.

"We consider that the credit enhancement available to the class B
notes and below is no longer sufficient to cover asset credit
risk at the current rating levels. As a consequence, we have
lowered our ratings on these classes of notes," S&P said.

"The highest rating that the transaction can obtain, based on our
2012 counterparty criteria is 'AA- (sf)', as the ratings in this
transaction cannot be higher than credit rating on the bank
account provider," S&P said.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class                Rating
               To               From

Portfolio GREEN German CMBS GmbH
EUR585.411 Million Secured Floating-Rate Notes

Rating Raised

A              AA- (sf)         A+(sf)

Ratings Lowered

B              A (sf)           A+ (sf)
C              BB (sf)          BBB+ (sf)
D              B- (sf)          BB (sf)
E              B- (sf)          B+ (sf)
F              CCC (sf)         B- (sf)
G              CCC- (sf)        B- (sf)


GROHE HOLDING: S&P Affirms 'B-' Long-Term Corp. Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Grohe
Holding GmbH, the indirect parent of German sanitary fittings
manufacturer Grohe AG, to positive from stable. "At the same
time, we affirmed our 'B-' long-term corporate credit rating on
Grohe," S&P said.

"In addition, we affirmed our 'B-' issue ratings on Grohe's
senior secured debt -- comprising the EUR375 million-equivalent
senior secured term loan and the EUR500 million senior secured
notes. The recovery rating on these debt instruments is '3',
indicating our expectation of meaningful (50%-70%) recovery in
the event of a payment default. Finally, we affirmed our 'B+'
issue rating on Grohe's EUR150 million super senior revolving
credit facility (RCF) due 2016. The recovery rating on the super
senior RCF is '1', indicating our expectation of full (90%-100%)
recovery for debtholders in the event of a payment default," S&P
said.

"The outlook revision reflects our view that Grohe will continue
to outperform the tough conditions in its end markets, with
modest positive sales growth in 2013 for its core operations
(excluding consolidated sales from its Chinese joint venture
partner Joyou AG). This is despite our view that the European end
markets -- where Grohe still derives about one-half of its sales
-- will remain extremely difficult in 2013. We believe that
improvements in Grohe's trading performance will come from
increased market penetration, particularly in the U.S., as well
as from margin improvement supported by Grohe's strong pricing
power and product and country mix changes. Results should derive
support from double-digit organic growth from Asia, principally
through Joyou, although we proportionally deconsolidate the joint
venture to reflect Grohe's 35.8% economic interest," S&P said.

"At the same time, we believe that Grohe's Standard & Poor's-
adjusted debt will peak in 2012 due to a number of cash outflows
that we do not anticipate will be repeated. These outflows
include an EU competition fine paid in 2010; the costs of Grohe's
acquisition of its stake in Joyou (including EUR45 million of
shareholder loans); and record-high capital expenditure (capex)
in 2011 and 2012 that we believe Grohe will not sustain in
future," S&P said.

"As a result of the improvements, we believe that Grohe's credit
metrics will improve in the short term, with funds from
operations (FFO) to debt growing to the high single digits in
2013 from 5.5% at Sept. 30, 2012. We also believe that the group
will return to posting positive free operating cash flow (FOCF),
following negative FOCF in 2010 and 2011. This, in the absence of
large cash outflows such as the EU fine paid in 2010 and the
Joyou acquisition in 2011, should allow the group to deleverage.
We believe that Grohe could achieve a 'B' rating if it can
sustain adjusted FFO to debt in the high single digits and
positive discretionary cash flow," S&P said.

"We could revise the outlook to stable should we no longer
believe that Grohe's credit metrics will improve at the rate we
anticipate. This could in our view occur either through a more
pronounced deterioration in the group's markets than we currently
forecast, the incurrence of additional debt as a result of higher
investments than we currently anticipate, or further significant
share purchases in Joyou," S&P said.


LANTIQ BETEILIGUNGS-GMBH: S&P Affirms 'CCC+' Corp. Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'CCC+' long-term
corporate credit rating on Germany-based semiconductor company
Lantiq Beteiligungs-GmbH & Co. KG and the 'B-' issue rating on
Lantiq's term loan. "We kept the recovery rating on this loan at
'2', indicating our expectation of substantial (70%-90%) recovery
in the event of a payment default," S&P said.

"At the same time, we removed all the ratings from CreditWatch
where they were placed with negative implications on Aug. 23,
2012," S&P said.

"We subsequently withdrew all ratings at the issuer's request. At
the time of the rating withdrawal, the outlook was stable," S&P
said.

"The rating affirmation reflected the positive impact on Lantiq's
liquidity of the recent amendment between Lantiq and its lenders
to the credit agreement for its outstanding loans. Furthermore,
to support negotiations with lenders and improve the group's
capital structure and liquidity, Lantiq's owner, the private
equity company Golden Gate Capital (GGC), has provided Lantiq
with $81 million of additional capital in the current quarter.
The capital injection was used for general corporate purposes and
to reduce the group's outstanding loan to $56 million from $111
million on Nov. 8, 2012," S&P said.

"These positive liquidity factors, however, are partly offset by
our expectations of continued, albeit likely lower cash flow
losses in the fiscal year 2013 (ending on Sept. 30), which if not
contained over the next 12 to 18 months could impair the
company's balance sheet. In addition, we forecast moderately
lower revenues in fiscal 2013 due to a currently challenging
competitive and macroeconomic environment. This could at least
partly offset the company's cost-cutting efforts and higher gross
margins from a better product mix," S&P said.

"Following the amendment of the credit agreement, Lantiq faces no
debt amortization until the maturity of its $55 million term loan
in November 2014. In addition, it only has to comply with one
financial maintenance covenant, which requires it to maintain a
minimum cash amount of $10 million. We forecast that Lantiq has
ample headroom under this covenant over the next 12 months. As of
June 30, 2012, the company reported cash balances of $22
million," S&P said.

"At the time of the withdrawal, the ratings on Lantiq reflected
our assessment of the group's business risk profile as
'vulnerable' and its financial risk profile as 'highly
leveraged'. Our assessment of the company's management and
governance was 'fair,'" S&P said.


* GERMANY: Moody's Says RMBS 90+-Day Delinquencies Up in October
----------------------------------------------------------------
Moody's Investors Service's 90+ day delinquency index of German
residential mortgage-backed securities (RMBS) increased to 1.51%
in October 2012 from 1.31% in October 2011. As expected,
transactions comprising mortgage loans in the low-to-medium loan-
to-value (LTV) ratio range have performed better than the rest of
the market recording a decrease of the 90+ day delinquency index
to 0.13% in October 2012 from 0.16% in October 2011. The
cumulative loss rate for German RMBS rose to 0.34% in October
2012 from 0.25% in October 2011.

As of October 2012, the German RMBS market had an outstanding
pool balance of EUR21.7 billion. This constitutes a year-over-
year decrease of 17.3%.

Moody's outlook for German RMBS collateral performance remains
stable. Moody's expects house prices to remain flat in 2013, as
the country has had very limited house price inflation during the
last decade (see "European ABS and RMBS: 2013 Outlook ", 10
December 2012). The unemployment rate is expected to continue to
fall to 5.6% in 2012 from 6.0% in 2011.



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


FREESEAS INC: Gets Nasdaq Delisting Notice
------------------------------------------
FreeSeas Inc., a transporter of dry-bulk cargoes through the
ownership and operation of a fleet of Handysize and Handymax
vessels, disclosed that it received a letter from the Nasdaq
listing qualifications staff stating that the Company's common
stock will be delisted from the Nasdaq Global Market because the
Company has not, during the 180-day grace period previously
granted by Nasdaq, regained compliance with the Nasdaq continued
listing requirement that the bid price of the Company's common
stock be at least $1.00 per share as set forth in Nasdaq Listing
Rule Section 5450(a)(1). The Company may appeal such decision to
a Nasdaq Hearings Panel within seven days from the date of
the determination letter.

The Company currently intends to appeal such decision and intends
to submit to Nasdaq a plan to regain compliance with such
continued listing requirement.  As a result of the submission of
such appeal, the delisting of the Company's common stock from the
Nasdaq Global Market will be stayed until such time as a
determination has been made on the Company's appeal.

The Company's plan of compliance will include, among other
things, plans to consummate the reverse stock split of the
Company's issued and outstanding common stock as approved at the
annual meeting.  The Company's board of directors has determined
it is in the Company's and its shareholders' best interest to
defer the consummation of such reverse stock split until such
time as it has formulated a complete plan of compliance to
present to the Nasdaq Hearings Panel.  The Company has also
applied to list its shares on the Nasdaq Capital
Market, which application has not yet been approved.

The Company also disclosed that, at the annual shareholders'
meeting, the shareholders elected Xenophon Galinas to the Board
of Directors for three years, approved a reverse split of the
Company's issued and outstanding common stock at a ratio of up to
one for every 12 shares outstanding and ratified the appointment
of Sherb & Co., LLP as the Company's independent registered
public accounting firm for the year ending December 31, 2012.

                        About FreeSeas Inc.

Headquartered in Athens, Greece, FreeSeas Inc., formerly known as
Adventure Holdings S.A., was incorporated in the Marshall Islands
on April 23, 2004, for the purpose of being the ultimate holding
company of ship-owning companies.  The management of FreeSeas'
vessels is performed by Free Bulkers S.A., a Marshall Islands
company that is controlled by Ion G. Varouxakis, the Company's
Chairman, President and CEO, and one of the Company's principal
shareholders.

The Company's fleet consists of six Handysize vessels and one
Handymax vessel that carry a variety of drybulk commodities,
including iron ore, grain and coal, which are referred to as
"major bulks," as well as bauxite, phosphate, fertilizers, steel
products, cement, sugar and rice, or "minor bulks."  As of Oct.
12, 2012, the aggregate dwt of the Company's operational fleet is
approximately 197,200 dwt and the average age of its fleet is 15
years.

As reported in the Troubled Company Reporter on July 18, 2012,
Ernst & Young (Hellas) Certified Auditors Accountants S.A., in
Athens, Greece, expressed substantial doubt about FreeSeas'
ability to continue as a going concern, following its audit of
the Company's financial statements for the fiscal year ended Dec.
31, 2011.  The independent auditors noted that the Company has
incurred recurring operating losses and has a working capital
deficiency.  "In addition, the Company has failed to meet
scheduled payment obligations under its loan facilities and has
not complied with certain covenants included in its loan
agreements with banks."

The Company's balance sheet at June 30, 2012, showed
US$120.8 million in total assets, US$104.1 million in total
current liabilities, and shareholders' equity of US$16.7 million.


* GREECE: S&P Affirms 'CCC/C' Counterparty Credit Ratings
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'CCC/C' long- and
short-term counterparty credit ratings on four Greek banks:
National Bank of Greece S.A. (NBG), Eurobank Ergasias S.A
(Eurobank), Alpha Bank A.E., and Piraeus Bank S.A. The outlook on
the long-term ratings on all four banks is negative.

"At the same time, we affirmed our 'CC' issue rating on all four
banks' hybrid securities," S&P said.

"The affirmation follows our upgrade of the Hellenic Republic
(Greece) to 'B-/B' from 'SD' on Dec. 18, 2012. The sovereign
action reflected the benefits from the completion on Dec. 17,
2012, of Greece's distressed debt buyback in tandem with approval
by the finance ministers of EU member states belonging to the
eurozone of a loan disbursement to Greece under the second
economic adjustment program," S&P said.

"We view the eurozone member states' decision to provide material
cash flow relief to Greece as indicative of their determination
to restore stability to Greek finances, and to preserve Greece's
eurozone membership. Nevertheless, we think that the deteriorated
financial profiles of the Greek banks we rate remain vulnerable
to what we view as persistently high risk in their domestic
economy. While capital and liquidity support from the authorities
should allow the banks to continue complying with regulatory
requirements, we believe that this support is unlikely to be
sufficient to completely neutralize the impact of the weak
operating and economic environment on our view of the banks'
creditworthiness," S&P said.

"The long-term rating on NBG, Eurobank, Alpha Bank, and Piraeus
is two notches higher than the 'cc' stand-alone credit profile,
reflecting the uplift for extraordinary short-term capital and
liquidity support provided by the Greek government and EU
authorities," S&P said.

"Our negative outlook on NBG, Eurobank, Alpha Bank, and Piraeus
is based on the possibility that we might lower the ratings on
the banks if we believed they would default on their obligations,
as defined by our criteria," S&P said.

"We might lower the ratings on the four banks if their access to
the EU's extraordinary liquidity support mechanisms, including
the Emergency Liquidity Assistance discount facility at the
European Central Bank, became impaired for any reason. This
support currently underpins the banks' capacity to meet their
financing requirements. In this context, despite a mild recovery
in recent months, we believe the pressure on the banks' retail
funding base may lead to further deposit outflows, given the
ongoing recession. This could, in our opinion, increase the
banks' need for additional extraordinary liquidity support from
the EU authorities," S&P said.

"We might also lower the ratings on the banks if we believed they
were likely to default as a result of any developments associated
with a substantial impairment of their solvency. This could
happen if, for any reason, the banks were unable to access
external capital support, or if we considered such support
insufficient to allow the banks to continue meeting regulatory
capital requirements, mainly as a result of potential recognition
of continued large impairments on loans," S&P said.

"A revision of the outlook to stable could be possible if
economic conditions in Greece improved and pressure on the banks'
financials eased, and once external support materialized," S&P
said.


* GREECE: Moody's Says RMBS Performance Deteriorates Further
------------------------------------------------------------
The performance of the Greek residential mortgage-backed
securities (RMBS) market continued to weaken in the three-month
period through November 2012, according to the latest indices
published by Moody's Investors Service.

Rising unemployment drove up delinquencies and defaults in the
Greek RMBS market. Moody's Greek RMBS index of cumulative
defaults increased to 1.47% of the original balance in November
2012, from 0.96% in November 2011. As more Greek mortgage
borrowers became unemployed, the number of those that fell into
delinquency also increased and cumulative defaults continued to
rise. The 90+ day delinquency trend increased to 3.96% of the
current balance in November 2012, up from 2.90% in November 2011.

An increasing number of Greek RMBS transactions are showing
strain by having drawn on their reserve funds. The reserve funds
of four transactions are currently below their target levels.
However, no transactions have fully drawn their reserve funds.

In November 2012, the current outstanding pool balance of Greek
RMBS transactions was EUR2,830 million, compared with EUR3,539
million in November 2011, a 20% year-over-year decrease due
planned amortization. In total, 11 RMBS transactions launched and
rated by Moody's since 2004 have been included in the index. The
number of transactions has decreased over time and currently only
seven transactions remain rated by Moody's.

Moody's outlook for Greek RMBS collateral remains negative.
Moody's expects that the Greek economy will remain in recession
in 2012, with GDP contracting by a further 6.9% in 2012, which
will lead to the country's fifth consecutive year of economic
recession. Moody's expects that wages will fall further and
unemployment will rise to 24.0% in 2012 from 17.7% in 2011, as
previously detailed in "Moody's Statistical Handbook - Country
Credit", November 2012. Falling wages and rising unemployment
will deteriorate household finances and increase delinquencies
further.

On December 19, 2012, Moody's confirmed the Caa2(sf) and Caa3(sf)
ratings on nine Greek structured finance (SF) transactions,
including seven RMBS transactions, reflecting the rating agency's
view that significant tail risks for Greece are adequately
captured in the country's Caa2 country ceiling.



=============
H U N G A R Y
=============


MAGYAR TELECOM: S&P Cuts Long-Term Corp. Credit Rating to 'CCC'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on Netherlands-based holding company
Magyar Telecom B.V. to 'CCC' from 'CCC+'. The outlook is
negative.

"At the same time, we lowered our issue rating on Magyar
Telecom's EUR350 million senior secured notes due 2016 to 'CCC'
from 'CCC+'," S&P said.

"The rating action primarily reflects our decision to revise our
assessment of Magyar Telecom's liquidity profile to 'weak' from
'less than adequate' as defined by our criteria. In our view, the
group's liquidity is likely to weaken further in 2013 primarily
because we expect meaningful negative free operating cash flow
generation due to continued pressure on revenues and margins in a
challenging macroeconomic, competitive, and regulatory
environment. As a result, we believe that the group's capital
structure could become unsustainable in the near term,
heightening the risk of a distressed exchange offer, which we
would view as a default under our criteria," S&P said.

"Magyar Telecom is the holding company of Invitel Tavkozlesi ZRt
(Invitel), which is the second-largest fixed-line
telecommunications, cable-TV, and broadband Internet services
provider in Hungary," S&P said.

"In our base-case scenario, we expect group revenues in euros to
decline by about 13% in 2012 and by about 10% in 2013. In our
view, Magyar Telecom's revenues denominated in Hungarian forint
(HUF) will remain constrained by strong macroeconomic and
competitive pressures. In addition, we assume that the foreign
exchange rate will deteriorate to HUF300 to the euro on average
in 2013, compared with an average of about HUF290 in 2012 year to
date. At the same time, we expect the group's reported EBITDA to
decline by about 23% to EUR57 million in 2012 and to about EUR45
million in 2013, primarily due to lower gross profits and the
introduction of new taxes," S&P said.

"Due to the anticipated weaker EBITDA generation and continued
meaningful capital spending (capex), we forecast negative free
operating cash flow (FOCF) of between EUR20 million and EUR25
million in 2012, down from negative EUR14 million in 2011. As a
result, we expect Magyar Telecom's cash balances at year-end
2012 to decline to about EUR10 million to EUR15 million, which we
believe will offer the group limited ability to meet anticipated
cash outflows in 2013, in the absence of additional funding or
sizable reductions in discretionary capital expenditures," S&P
said.

"The rating on Magyar Telecom B.V. reflects our assessment of the
group's financial risk profile as 'highly leveraged' and business
risk profile as 'weak.' Our assessment of the group's management
and governance is 'fair,'" S&P said.

"The negative outlook reflects our view that Magyar Telecom's
liquidity will likely further weaken over the next 12 months,
given our forecast of meaningful negative FOCF generation. As a
result, we forecast that the current capital structure could
become unsustainable in the near term. We also see a potential
risk for a payment default on the interest coupon due in December
2013, absent additional funding from its shareholders or
significant cuts in capital expenditures," S&P said.

"We will likely consider a downgrade in the next six months if
the group's available cash balances continue to decline as a
result of negative FOCF generation," S&P said.

"The rating could stabilize if the group manages to curb the
expected decline in revenues and EBITDA and at the same time is
able to generate at least break-even FOCF. Although not
anticipated at this stage, liquidity support from Mid Europa
Partners could also be positive for the rating," S&P said.


* HUNGARY: Fitch Affirms 'BB+' Issuer Default Rating
----------------------------------------------------
Fitch Ratings has revised the Outlook on Hungary's ratings to
Stable from Negative.  The agency has also affirmed Hungary's
Long-term foreign and local currency Issuer Default Ratings
(IDRs) at 'BB+' and 'BBB-', respectively.  In addition, Fitch has
affirmed Hungary's Country Ceiling at 'BBB' and its Short-term
foreign currency IDR at 'B'.

Rating Rationale

The revision in the Outlook to Stable from Negative is
underpinned by progress in reducing the budget deficit and
stabilizing government debt along with improved fiscal and
external financing conditions.  The affirmation of Hungary's
sovereign ratings reflects the following key factors:

  -- Hungary benefits from relatively strong fiscal financing
     flexibility reflecting its well-developed domestic bond
     market along with substantial government deposits
     (equivalent to 5.5% of GDP) and central bank foreign
     exchange reserves (34% of GDP). Combined with an unblemished
     sovereign debt payment record in the post-war period, the
     former supports the investment-grade rating of HUF-
     denominated government debt.

  -- Hungary has demonstrated a strong commitment to contain its
     general government deficit (GGD) to under 3% of GDP.  Fitch
     forecasts that the government will reach its target of a
     GGD/GDP ratio of 2.7% in 2013, and that it will keep the
     ratio below 3% in 2014, if necessary by taking additional
     consolidation steps.

  -- After peaking at 81% in 2010 and 2011, public debt fell to
     an estimated 77% of GDP in 2012 ('BB' median: 40%) and looks
     to have embarked on a moderate downward trend, supported by
     recent measures to lower the fiscal cost of an aging
     population and raise the employment rate (60.7% in 2011,
     against an EU average of 68.6%).

  -- Hungary's GDP per capita is high relative to 'BB' and 'BBB
     peers, reflecting its high level of economic development and
     integration with Western Europe.  Risks arising from the
     polarization of domestic politics are contained by
     membership of the European Union.

  -- The ratings are constrained by relatively high domestic and
     external indebtedness.  Net external debt is around 60% of
     GDP, substantially higher than rating peers albeit much of
     the debt is accounted for by inter-company lending
     reflecting the substantial stock of foreign direct
     investment in Hungary.  Current account surpluses are
     funding a steady reduction in external indebtedness to a
     forecast 45% of GDP in 2014 as a result of private sector
     deleveraging.

  -- High level of foreign currency denominated private and
     public sector debt renders Hungary vulnerable to adverse
     external shocks and to monetary policy missteps.

  -- Fiscal discipline and reforms contrast with unorthodox and
     unpredictable economic policies, especially with respect to
     the banking sector.  While constraining the availability of
     credit to the private sector, uncertainty over economic
     policy could erode the business environment, prolonging
     subdued investment performance with adverse consequences for
     economic growth over the medium-term.

  -- The near-term outlook is weak reflecting the on-going
     private sector debt deleveraging, fiscal austerity and
     Hungary's reliance on the stagnant eurozone economy.  The
     rating is also constrained by uncertainty over the medium-
     term growth potential of the Hungarian economy.

Rating Outlook, Stable

The main factors that could lead to negative rating action are:

  -- Departure from the government's aim of keeping the GGD below
     3% that endangers debt sustainability.

  -- Policy missteps that pose risks to the inflation and
     currency outlook, which could in turn exacerbate macro-
     financial risks in light of still substantial foreign-
     currency exposure of the public and private sectors.

  -- A global shock to investor sentiment, leading to prolonged
     exclusion from bond markets and increased difficulty in
     refinancing foreign-currency debt of EUR5.1bn in 2013
     (front-loaded in Q1).

  -- A much weaker than expected economic performance and
     downward revision to Fitch's assessment of the medium-term
     growth outlook.

The main factors that could lead to positive rating action are:

  -- Successful fiscal consolidation, leading to a more rapid
     reduction in the public debt to GDP ratio; also, an
     improvement in the structure of public debt, including a
     further lowering of the foreign currency share (40.5% in
     November 2012 against 50.6% in December 2011).

  -- A more rapid improvement in Hungary's external position than
     Fitch currently expects

  -- A stronger-than-expected economic recovery and upward
     revision to Fitch's assessment of the medium-term growth
     outlook.

  -- Measures to enhance the business and investment environment,
     including greater policy stability.

KEY ASSUMPTIONS AND SENSITIVITIES

  -- Fitch assumes the Hungarian authorities will maintain fiscal
     discipline through the period leading up to the
     parliamentary election due in April 2014.  Thus, Fitch
     assumes no return to the electoral-cycle deficit spending
     that punctuated electoral campaigns in 2002 and 2006.  Fitch
     assumes that Hungary retains access to international bond
     markets, sufficient to rollover maturing FX debt in 2013.

  -- Fitch no longer considers the successful conclusion of a
     financing deal with the IMF as part of its baseline
     scenario, despite the advantages it would confer in terms of
     reducing the cost of external market access, as well as
     providing a valuable safety net against potential external
     shocks.  Fitch would treat such a deal as a positive
     surprise, but would need to see strong implementation of its
     policy prescriptions before considering positive rating
     action.

  -- Fitch assumes that the eurozone remains intact and that
     there is no materialization of severe tail risks to global
     financial stability that could trigger a sudden increase in
     investor risk aversion and financial market stress.  Such a
     scenario could trigger a downgrade.

  -- Fitch assumes that under severe financial stress, support
     for Hungarian subsidiary banks would come first and foremost
     from their parent banks.

  -- Fitch's current assumption for Hungary's medium-term growth
     potential is 1.5%.



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


BLOXHAM: ISE Revokes Stock Exchange Membership
----------------------------------------------
Joe Brennan at Bloomberg News reports that the Irish Stock
Exchange removed Bloxham, the securities firm in liquidation, as
a bourse member, which may affect its entitlement to an estimated
EUR6.3 million (US$8.3 million) from an expected demutualization
of the 219-year-old exchange.

Bloxham, which ceased trading seven months ago as the
central bank launched a probe into accounting irregularities,
listed its stock exchange membership as an asset in documents
lodged with the High Court in Dublin on May 31, Bloomberg
relates.  According to Bloomberg, the company said in the filings
that it would stand to benefit from a sale of the exchange, a
firm that is limited by guarantee.  It valued the investment at
EUR6.3 million, Bloomberg discloses.

Bloxham's liquidator Kieran Wallace, a partner at KPMG in
Dublin, wasn't immediately available for comment, Bloomberg
notes.

As reported by the Troubled Company Reporter-Europe on June 27,
2012, Independent.ie related that the High Court confirmed the
appointment of a liquidator to Bloxham stockbrokers.  In May, the
company was ordered to cease trading by the Central Bank after it
was revealed was undercapitalized, Independent.ie disclosed.
According to Independent.ie, an application to have the company
wound up was made as the partners saw "no prospect of an
improvement in Bloxham's trading position."  Its largest
creditors include NIB bank, who are owed EUR8.5 million and the
revenue commissioners who are owed EUR2.3 million, Independent.ie
noted.  The High Court then appointed Mr. Kieran Wallace of the
firm KPMG as provisional liquidator, Independent.ie recounted.
Ms. Justice Mary Laffoy said she was satisfied to confirm
Mr. Wallace as both liquidator and administrator to Bloxham after
being informed that the company was insolvent, unable to pay its
debts and that its liabilities exceeded its assets by EUR13.9
million, Independent.ie related.

Bloxham is one of Ireland's oldest stockbrokers.


BRINKHALL GROUP: Topaz Invests in 5 Sites; About 60 Jobs Saved
--------------------------------------------------------------
John Mulligan at Irish Independent reports that fuel group Topaz
has invested nearly EUR1.4 million in five sites, including
EUR1 million in three petrol stations that were part of an
examinership process earlier this year.

Topaz, which is Ireland's largest fuel retailer, said it invested
the EUR1 million in the stations that were previously part of the
Brinkhall Group, Irish Independent relates.

Two of the stations are located in Co Kildare and another in Co
Wicklow, Irish Independent notes.

A number of Brinkhall operations were in financial difficulty and
were placed in examinership in May after becoming insolvent,
Irish Independent recounts.

According to Irish Independent, as a deal to exit that
examinership process, a Topaz subsidiary stepped in to provide
investment for the petrol stations.  That secured close to 60
jobs, Irish Independent discloses.

Brinkhall owns a group of service stations and convenience stores
in Kildare and Meath.


ELAN CORP: Moody's Raises Corp. Family Rating to 'Ba3'
------------------------------------------------------
Moody's Investors Service upgraded the ratings of Elan
Corporation, plc. including the Corporate Family Rating to Ba3
from B1. Moody's upgraded Elan's Probability of Default Rating to
Ba2 from Ba3 and the senior unsecured notes to Ba3 from B1.
Additionally, Moody's affirmed Elan's SGL-1 Speculative Grade
Liquidity Rating. This concludes the ratings review for possible
upgrade initiated on August 13, 2012. Following this action, the
rating outlook is stable.

Ratings upgraded:

Elan Corporation, plc.

  Corporate Family Rating to Ba3 from B1

  Probability of Default Rating to Ba2 from Ba3

Elan Finance plc:

  Senior unsecured notes due 2019 to Ba3 (LGD4, 66%) from B1
  (LGD4, 66%), guaranteed by Elan Corporation plc and
  subsidiaries

"The Prothena spinoff will result in Elan operating with lower
debt/EBITDA due to significantly reduced R&D spend and solid free
cash flows supported by Tysabri," stated Michael Levesque,
Moody's Senior Vice President.

Ratings Rationale

Elan's Ba3 Corporate Family Rating reflects the company's limited
scale, high product concentration risk and good free cash flow.
Elan's revenues are comprised 100% of Tysabri sales, a
blockbuster multiple sclerosis drug. Although Tysabri utilization
trends should remain strong, competition and safety factors will
constrain its rate of growth. Tysabri concentration will continue
for the foreseeable future because Elan's most advanced pipeline
compound is only in mid-stage development. The Prothena spin-out
relates to early-stage R&D assets and is credit-positive because
it reduces Elan's R&D expense on high-risk projects. That said,
Elan's shareholder distribution policies and its future business
development plans are unknown and will evolve over time. Upward
pressure in the rating is constrained until these issues are more
resolved and the revenue base is more diversified.

The rating outlook is stable. Although Tysabri sales should
remain strong in 2013 despite competitive threats, Elan's product
concentration risk and unknown shareholder distribution policies
preclude upward pressure in the rating in the near term. Over
time, an upgrade could occur with improved revenue diversity,
well-articulated shareholder distribution policies, and
debt/EBITDA sustained below 1.5 times. Conversely, the rating
could be downgraded if debt/EBITDA is sustained above 3.0 times.
While not currently expected, this could occur if Tysabri sales
decline materially.

The principal methodology used in rating Elan Corporation was the
Global Pharmaceutical Industry Methodology published in October
2009. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Headquartered in Dublin, Ireland, Elan Corporation, plc is a
specialty biopharmaceutical company with areas of expertise in
neurological and autoimmune disease. Its sole product, Tysabri,
marketed with Biogen Idec, is approved for the treatment of
multiple sclerosis and Crohn's disease. Elan reported revenue of
US$797 million for the first nine months of 2012.


MERCATOR CLO: S&P Affirms 'BB+' Rating on Class B-1 Notes
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed its credit ratings on
Mercator CLO II PLC's class A-1, A-2, A-3 Def, and B-1 Def notes.
"At the same time, we have lowered our rating on the class B-2
Def notes," S&P said.

"The rating actions follow our assessment of the transaction's
performance using data from the latest available trustee report,
dated Nov. 7, 2012," S&P said.

"We subjected the capital structure to a cash flow analysis to
determine the break-even default rate for each rated class at
each rating level. In our analysis, we used the reported
portfolio balance that we consider to be performing
(EUR348,259,312), the current weighted-average spread, and the
weighted-average recovery rates that we considered appropriate.
We incorporated various cash flow stress scenarios using
alternative default patterns, in conjunction with different
interest and currency stress scenarios," S&P said.

"From our analysis, we have observed that EUR2.3 million of the
class A-1 notes have paid down since our previous review in
November 2011. We have also observed that the notional of
defaulted assets has increased and the weighted-average life of
the portfolio has shortened since our previous review.
Additionally, we have noted an increase in the weighted-average
spread to 384 basis points (bps) from 339 bps over the same
period," S&P said.

"During our review, we observed that non-euro-denominated assets
made up 16.43% of the aggregate collateral balance.A portfolio
cross-currency swap hedges these assets, while currency call
options hedge any currency mismatches. In our cash flow analysis,
we considered scenarios where the hedging counterparty does not
perform and where the transaction is therefore exposed to changes
in currency rates," S&P said.

"In our opinion, the credit enhancement available to the class A-
1 and A-2 notes is consistent with their current ratings, taking
into account the results of our credit and cash flow analysis and
the application of our 2012 counterparty criteria. We have
therefore affirmed our ratings on the class A-1 and A-2 notes."
S&P said.

"Our ratings on the class A-3 Def and B-1 Def notes are lower
than the ratings on any of the counterparties in the transaction.
Therefore, applying our 2012 counterparty criteria would not
constrain these ratings. We have affirmed our ratings on the
class A-3 Def and B-1 Def notes because our analysis indicates
that the credit enhancement available to these notes is
consistent with the ratings currently assigned," S&P said.

"We have lowered to 'CCC+ (sf)' from 'B- (sf)' our rating on the
class B-2 Def notes because our credit and cash flow analysis
indicated that the level of credit enhancement is commensurate
with a lower rating than previously assigned," S&P said.

Mercator CLO II PLC is a cash flow collateralized loan obligation
(CLO) transaction that securitizes loans to primarily European
speculative-grade corporate firms. The transaction closed in
January 2007 and is managed by NAC Management (Cayman) Limited.
Its reinvestment period ends in February 2014.

              STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

          http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class              Rating
             To              From

Mercator CLO II PLC
EUR419 Million Secured Floating-Rate Notes

Ratings Affirmed


A-1           AA (sf)
A-2           AA- (sf)
A-3 Def       A- (sf)
B-1 Def       BB+ (sf)

Rating Lowered

B-2 Def       CCC+ (sf)     B- (sf)


NASH POINT: S&P Raises Rating on Class E Notes to 'BB+'
-------------------------------------------------------
Standard & Poor's Ratings Services raised its credit ratings on
Nash Point CLO's class A, C, D, and E notes. "At the same time,
we have affirmed our rating on the class B notes," S&P said.

"The rating actions follow our assessment of the transaction's
performance using data from the latest available trustee report
in addition to our credit and cash flow analysis. We have taken
into account recent developments in the transaction and reviewed
it under our relevant criteria for transactions of this type,"
S&P said.

"Following our analysis, we have observed the strong performance,
low level of defaults, and stable credit quality of the
portfolio. The percentage of defaulted assets (rated 'CC', 'SD',
or 'D') has decreased to 1.01% from 2.05% at the time of our last
review. Over the same period, the percentage of assets in the CCC
category (rated 'CCC+', 'CCC' or 'CCC-') has increased to 4.67%
from 4.56%," S&P said.

"The transaction now benefits from a higher weighted-average
spread of 3.61% and has a weighted-average life of 4.27 years.
The credit enhancement has improved and is now slightly higher
than the initial level of July 2006," S&P said.

"We subjected the transaction's capital structure to a cash flow
analysis to determine the break-even default rate for each rated
class at each rating level. We incorporated various cash flow
stress scenarios, using various default patterns, in conjunction
with different interest-rate stress scenarios," S&P said.

"Nash Point CLO entered into a number of derivative agreements to
mitigate currency risks in the transaction. We consider that the
documentation for these derivatives does not fully comply with
our 2012 counterparty criteria. Therefore, in our cash flow
analysis for scenarios above 'AA-', we have applied additional
foreign-exchange stresses," S&P said.

"Our cash flow analysis indicates that the class A, C, D, and E
notes can now sustain higher stresses than those commensurate
with the ratings assigned at our last review. We have therefore
raised our ratings on those notes. We have also affirmed our 'AA-
(sf)' rating on the class B notes, as its performance is line
with its current rating," S&P said.

Nash Point CLO is a cash flow collateralized loan obligation
(CLO) transaction that securitizes loans to primarily
speculative-grade corporate firms.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

        http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class                 Rating
                  To           From

Nash Point CLO
EUR600 Million Senior Secured Floating-Rate Notes
Ratings Raised

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

Rating Affirmed

B                 AA- (sf)



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


ALITALIA SPA: On Brink of Bankruptcy As Losses Deepen
-----------------------------------------------------
According to Agence France-Presse, the Repubblica daily said
Friday that Alitalia is once more on the verge of bankruptcy as
it loses EUR630,000 (US$832,000) a day in addition to the
EUR730 million deficit accumulated over four years under private
ownership.

The report said that the flagship company also risks being hit
hard by the end of a deal with shareholders not to sell off their
shares, which runs out on January 12, AFP notes.

The airline has two options: either being re-nationalized or
ceded in a cut-rate deal to Air France-KLM, which in 2008 had
offered EUR2.5 billion for the troubled company, AFP says.

The take-over bid was blocked by then prime minister Silvio
Berlusconi, AFP recounts.

The Italian state absorbed most of Alitalia's debt while the
profit-making part of the business was sold off to a consortium
of Italian businessmen, AFP discloses.

The company was also merged with Italy's second airline, Air One,
AFP recounts.

Between June and September, Alitalia lost EUR173 million -- some
EUR150 million more than in 2011 according to Repubblica, which
said the company needs to be recapitalized, AFP notes.

The company's losses deepened due to higher fuel prices and the
European debt crisis, AFP states.

According to AFP, the newspaper said that Air France-KLM, which
already owns 25% of Alitalia, is mulling another take-over bid.

Based in Rome, Alitalia S.p.A. -- http://www.alitalia.it/--
provides air travel services for passengers and air transport of
cargo on national, international and inter-continental routes,
including United States, Canada, Japan and Argentina.  The
Italian government owns 49.9% of Alitalia.

On August 29, 2008, Alitalia declared insolvency and commenced
extraordinary administration procedure at the Tribunal of Rome.
Italian Prime Minister Silvio Berlusconi appointed Mr. Fantozzi
as extraordinary commissioner.  Under the Bankruptcy Bill, the
Administrator has supplanted the directors and other management
of Alitalia.

As reported in the Troubled Company Reporter-Europe on
November 7, 2008, Alitalia filed for Chapter 15 protection with
the U.S. Bankruptcy Court in the Southern District of New York.
Italy's national airline experienced financial difficulties for a
number of years caused, in large measure, by a combination of
competition from low-cost air carriers, poor management and
onerous union obligations, according to papers filed with the
court.

In the petition filed October 29, 2008, Prof. Augusto Fantozzi,
the appointed administrator, said the airline's financial
difficulties had been and exacerbated by spiraling fuel prices.

Despite a EUR1.4 billion state-backed restructuring in 1997,
Alitalia posted net losses of EUR256 million and EUR907 million
in 2000 and 2001 respectively.  Alitalia posted EUR93 million in
net profits in 2002 after a EUR1.4 billion capital injection.
The carrier booked annual net losses of EUR520 million in 2003,
EUR813 million in 2004, EUR168 million in 2005, EUR625.6 million
in 2006, and EUR494.64 million in 2007.


EDISON SPA: S&P Raises Corporate Credit Ratings From 'BB+/B'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its long- and short-
term corporate credit ratings on Italy-based utility Edison SpA
to 'BBB/A-2' from 'BB+/B'. The outlook remains positive. "At the
same time, we withdrew the '3' recovery ratings on Edison's
senior unsecured debt," S&P said.

"The upgrade follows the completion of the long-delayed
restructuring of Edison's ownership structure and Edison's
successful arbitration on gas supply contracts. In September this
year Electricite de France S.A. (EDF; A+/Stable/A-1) gained full
control of Edison, with almost 100% of the voting rights, after
its successful tender offer for minority shares, which resulted
in Edison's delisting. Then in September and October courts of
arbitration ruled in Edison's favor regarding gas supply
contracts with RasGas and Eni SpA (A/Negative/A-1)," S&P said.

S&P has reassessed Edison's importance for its parent, including
the parent-subsidiary links, based on the degree of Edison's
integration into EDF's operations, strategy, control, and
management. In particular, EDF has:

-- Effectively gained full managerial control of Edison and
    appointed Edison's CEO and Chief Financial Officer, who are
    experienced managers of EDF group;

-- Defined Edison as the group's gas platform that will manage
    EDF's gas interests in the South Stream pipeline project and
    its new Dunkirk liquid natural gas terminal; and

-- Integrated Edison's treasury and funding management into that
    of the group. Edison's cash has been pooled with EDF's and
    its funding needs will be covered by intragroup loans.

"We now believe Edison is a strategic subsidiary of EDF and that
EDF, in the event of financial stress at Edison, would provide
the necessary and timely financial and operational support to
Edison. Consequently, we now factor two notches of uplift for
shareholder support into our ratings on Edison compared with one
notch under the previous dual-control structure," S&P said.

"We are also of the view that Edison's managerial, financial, and
industrial integration into its highly rated parent EDF, Europe's
largest producer of electricity, strengthens Edison's stand-alone
credit profile (SACP) through ongoing support. In particular, we
have revised our assessment of Edison's liquidity upward to
'adequate' from 'less than adequate', as defined in our criteria.
This is because we anticipate that EDF will refinance Edison's
maturities and meet its funding needs in the future through
intergroup loans, as prescribed by the group's policies. We have
observed such an approach for EDF Energy PLC (A/Negative/A-1),
another fully controlled subsidiary of EDF," S&P said.

"The improvement of Edison's liquidity profile, its significant
debt reduction in 2012, and strengthening credit metrics have led
us to revise our assessment of Edison's financial risk profile
upward to 'significant' from 'aggressive', and the SACP to 'bb+'
from 'bb'. We estimate that Edison's adjusted debt will be about
EUR3.9 billion at year-end 2012, down from EUR5.6 billion one
year ago, partly thanks to EUR1.2 billion from Edison's disposal
of Edipower. In addition, the arbitration courts' ruling in favor
of Edison on long-term gas contracts with RasGas and Eni means
that Edison will recoup midstream gas losses incurred up to and
including 2012, representing about EUR700 million to be received
by year's end," S&P said.

"The arbitration rulings secure, in our view, a significant share
of Edison's cash flows. Although the magnitude and the timing of
the arbitration proceeds to Edison are uncertain, we anticipate
that Edison, as a last resort, will be able to recoup the losses
in the future under long-term take-or-pay gas supply contracts.
In the fourth quarter of this year Edison started a new phase of
negotiation/arbitration on all its gas contracts. This supports
our view that the improvement in Edison's credit metrics in 2012
is sustainable in the medium term across the arbitration cycle.
We forecast that Edison will post a Standard & Poor's-adjusted
ratio of funds from operations (FFO) to debt of about 23%-24% in
2012, a range significantly higher than our previous estimate of
13%-15%," S&P said.

"Our assessment of Edison's SACP reflects our view of the
company's well-established position as Italy's second-largest
electricity and gas group, its efficient and modern generation
fleet, increased focus on profitability and financial discipline
through the reduction of capital expenditures (capex), and its
supportive and strong owner. These strengths are partly offset by
Edison's primary focus on power generation, limited downstream
integration, and the continued margin squeeze in the oversupplied
domestic gas and power markets, which face weak demand, solar
capacity additions, and looming gas market reform. Further rating
constraints include the increasing weight of riskier exploration
and production activities and the limited fuel diversity of the
group's generation fleet," S&P said.

"The positive outlook reflects the possibility of another upgrade
within two years, under our criteria for parent-subsidiary links,
on evidence of ongoing support and stronger visibility on EDF's
gas strategy and long-term plans for Edison," S&P said.

"Should we assess Edison as a core subsidiary, firmly integrated
into the EDF group with no prospect of disposal in the long term,
we could consider equalizing Edison' SACP, and in turn the long-
term rating, with the SACP of the parent EDF, which is at 'a'.
This would likely depend upon EDF's long-term strategic plans in
the gas industry, which it has not yet formalized, and our view
of Edison's role and importance in EDF's gas expansion and the
strength and durability of its link with EDF," S&P said.

"Improving conditions in Italy's energy markets, translating into
a sustainable recovery of Edison's profitability, and a further
improvement of credit metrics beyond our expectations could also
lead us to revise our assessment of Edison's SACP upward and
raise the rating," S&P said.

"Conversely, we would consider a negative rating action if
shareholder support did not compensate for a deterioration of
Edison's SACP, which in our view remains pressured by the poor
outlook for gas and power markets in Italy," S&P said.


ROTTAPHARM SA: S&P Assigns 'BB-' Long-Term Corp. Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' long-term
corporate credit rating to Italy-based pharmaceuticals group
Rottapharm SpA. The outlook is stable.

"At the same time, we assigned our 'BB-' issue rating to the
EUR400 million senior unsecured notes due 2019 issued by
Rottapharm Ltd. We also assigned a recovery rating of '3' to
these notes, indicating our expectation of meaningful (50%-70%)
recovery in the event of a payment default," S&P said.

"The ratings on Rottapharm reflect our view of the group's 'fair'
business risk profile, supported by a profitable and diversified
portfolio of products. However, 31% of these products are
reimbursed and exposed to pricing pressure as a result of
austerity measures being implemented in Europe. The ratings also
reflect Rottapharm's 'aggressive' financial risk profile, with
Standard & Poor's-adjusted funds from operations (FFO) to debt of
less than 20% and debt to EBITDA in the 3x-4x range, but
resilient free cash flow generation," S&P said.

"The stable outlook reflects our view that Rottapharm's
operational underperformance has bottomed out and that the group
will continue to generate positive cash flows. We expect EBITDA
to stabilize in 2012 and recover from 2013. The group's solid
portfolio and its presence in emerging markets should fuel future
growth and offset possible additional pricing pressure in
southern Europe. We assume low-single-digit revenue growth over
the next 12-18 months and believe that the group's operating
margin will remain resilient to possible pressure on the pricing
of some of its prescription drugs," S&P said.

"We anticipate a steady improvement of the group's debt
protection measures on the back of healthy free cash flows that
we estimate will exceed EUR50 million every year on a sustainable
basis," S&P said.

"We view adjusted FFO to debt of more than 12% as commensurate
with the 'BB-' rating. Consequently, anything less than this
would place the ratings would under pressure. Rating pressure
could also arise if the group's sales and profitability
deteriorated following last year's underperformance," S&P said.

"Ratings upside is contingent on adjusted FFO to debt in excess
of 20%, as well as on evidence of growth in the group's EBITDA
after the decline of 2011 and the stabilization we anticipate in
2012," S&P said.


VENETO BANCA: S&P Lowers Counterparty Credit Ratings to 'BB+/B'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long- and short-
term counterparty ratings on Italy-based Veneto Banca to 'BB+/B'
from 'BBB-/A-3'. "We also lowered our issue rating on Veneto
Banca's non-deferrable subordinated debt to 'BB-' from 'BB+' and
on its Tier 1 preference securities to 'B' from 'BB-'. We removed
all ratings from CreditWatch where they were placed with negative
implications on Aug. 5, 2012. The outlook on the long-term rating
on Veneto Banca is negative," S&P said.

"The downgrade reflects our view that Veneto Banca's capital
strengthening actions will likely not be sufficient to fully
absorb the negative impact of the increased economic risk we see
in Italy on Veneto Banca's future earnings and asset quality. We
no longer anticipate that Veneto Banca's risk-adjusted capital
(RAC) ratio, Standard & Poor's measure of capital, would
strengthen to a level comfortably above 7% over 2013-2014, from
the 5.3% we calculated at year-end 2011 (pro forma for increased
economic risk in Italy).  As a result, we have revised our
assessment of Veneto Banca's capital and earning position to
'moderate' from 'adequate.' We have consequently revised down our
assessment of Veneto Banca's stand-alone credit profile (SACP) to
'bb+' from 'bbb-', which in turn lead us to lower our ratings on
Veneto Banca to 'BB+/B' from 'BBB-/A-3'," S&P said.

"Our forecast of Veneto Banca's RAC ratio incorporates our view
that shareholder contributions will continue and that Veneto
Banca's risk weighted assets, calculated under Standard & Poor's
methodology, will likely decrease in 2013. Veneto Banca has
recently issued EUR350 million worth of convertible bonds.
According to the published terms, Veneto Banca has the option of
converting them into Veneto Banca shares from March 2014. In
accordance with Standard & Poor's bank capital criteria, we do
not give credit to convertible bonds whose conversion is not
mandatory within a given period of time in our total adjusted
capital (the numerator of the RAC)," S&P said.

"In our opinion, Veneto Banca's core earnings capacity will
remain modest in the current economic environment, as a result of
low interest rates, weak volume growth, a still high cost base,
and potentially rising credit losses. In addition, we consider
the quality of Veneto Banca's capital as modest, taking into
account the high share of deferred tax assets related to goodwill
and provisions, and hybrids we incorporate in our forecast total
adjusted capital," S&P said.

"The negative outlook on the long-term rating on Veneto Banca
reflects the possibility that we could lower the ratings if we
were to lower our ratings on the Republic of Italy (unsolicited
BBB+/Negative/A-2), and we anticipated that deteriorating
economic and banking industry conditions in Italy could affect
Veneto Banca's asset quality, capital, and earnings more than we
currently factor into the rating," S&P said.

"A deterioration of the SACP while the sovereign long-term
ratings on Italy remained at 'BBB+' would not necessarily trigger
a downgrade because such a deterioration might be cushioned by
government support according to our criteria," S&P said.

"Under our baseline expectations, we still expect the RAC ratio
for Veneto Banca to remain comfortably above 5% over the next two
years, including shareholder contributions. We expect Veneto
Banca's asset quality will continue to deteriorate in 2013, in
line with its main peers, although less than in 2012. We expect
Veneto Banca's credit losses to remain close to our forecast
Italian domestic average, at 95-100 basis points (bps) in 2012
and 2013, while maintaining relatively stable loan loss coverage.
In addition, our rating factors in our view that Veneto Banca
will maintain an average funding position and adequate liquidity,
including a reduction on central bank and other short-term
funding sources in the medium term. We think that Veneto Banca
will benefit from its deep retail customer base and continue to
further reduce its 129% loan-to-retail funding ratio over the
next two years, as occurred in 2011 and 2012," S&P said.

"We could lower the ratings if we anticipate that Veneto Banca's
RAC ratio will not remain sustainably above 5% over the next 24
months, namely if the capital strengthening actions don't
materialize or as a result of worsening economic risk we see in
Italy. We could also lower the ratings if we anticipate that
Veneto Banca's net inflows of NPAs and credit losses will exceed
our current expectations," S&P said.

"We could revise the outlook to stable if we anticipated an
improvement in economic and operating conditions for the Italian
banking system, a strengthening of Veneto Banca's capital and
earning position, and a pronounced easing of asset quality
deterioration," S&P said.



===================
K A Z A K H S T A N
===================


BTA BANK: Restructuring Gains Permanent Protection of UK Courts
---------------------------------------------------------------
BTA Bank JSC disclosed that on December 19, 2012, the High Court
of Justice of England and Wales granted an order in relation to
the stay imposed by the Recognition Order granted by the High
Court of Justice of England and Wales on July 11, 2012.  This
order and the Recognition Order were granted pursuant to the
UNCITRAL Model Law on cross-border insolvency which has been
enacted in England and Wales in the Cross Border Insolvency
Regulations 2006.

The consequence of this order is that the stay granted by the
Recognition Order shall continue in effect until further order so
that no action or proceeding may be commenced against the Bank or
its property in England in relation to the Bank's obligations and
liabilities which are the subject of the Restructuring Plan, even
after the termination of the Restructuring by the Specialised
Financial Court in Almaty.

BTA Bank provides a wide range of banking services.  The Bank
attracts deposits and offers commercial banking services.  BTA
offers time deposits, foreign currency services, securities
brokerage, and trustee operations.

JSC BTA Bank, also known as BTA Bank of Kazakhstan, commenced
insolvency proceedings in the Specialized Financial Court of
Almaty City, Republic of Kazakhstan.  Anvar Galimullaevich
Saidenov, the Chairman of the Management Board of BTA Bank, then
filed a Chapter 15 petition (Bankr. S.D.N.Y. Case No. 10-10638)
on Feb. 4, 2010, estimating more than US$1 billion in assets and
debts.

On March 9, 2010, the Troubled Company Reporter-Europe reported
that JSC BTA Bank was granted relief in the U.S. under Chapter 15
when the bankruptcy judge in New York recognized the Kazakh
proceeding as the "foreign main proceeding."  Consequently,
creditor actions in the U.S. were permanently halted, forcing
creditors to prosecute their claims and receive distributions
in Kazakhstan.

In the U.S., the Foreign Representative is represented by Evan C.
Hollander, Esq. -- Evan.Hollander@aporter.com -- at Arnold &
Porter LLP, Douglas P. Baumstein, Esq. --
dbaumstein@whitecase.com -- at White & Case; and Richard A.
Graham, Esq. -- rgraham@whitecase.com -- at White & Case LLP in
New York City.

The Specialized Financial Court of Almaty approved BTA Bank's
debt restructuring on Aug. 31, 2010, trimming its obligations
from US$16.7 billion to US$4.2 billion, and extending its longest
maturity dates to 20 year from eight.  Creditors who hold 92% of
BTA's debt approved the restructuring plan in May 2010.  BTA
reportedly distributed US$945 million in cash to creditors and
new debt securities including US$5.2 billion of recovery units
(representing an 18.5% equity stake) and US$2.3 billion of senior
notes on Sept. 1, 2010.



=================
L I T H U A N I A
=================


UKIO BANKAS: S&P Affirms 'B/B' Issuer Credit Ratings
----------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' long-term and
'B' short-term issuer credit ratings on Lithuania-based bank AB
Ukio Bankas (Ukio). "We subsequently withdrew these ratings at
the issuer's request. The outlook was stable at the time of the
withdrawal," S&P said.

"At the time of the withdrawal, the ratings reflected our view of
Ukio's commercial base in Lithuania, its 'weak' business position
under our criteria, due to its concentration on commercial real
estate and the small and midsize enterprise segment in the Kaunas
region; and its "moderate" capital and earnings, reflecting our
recently lowered estimate of the bank's risk-adjusted capital
ratio at about 6% at year-end 2013. The ratings also factored in
Ukio's 'weak' risk position, as a result of its recently high
loss history and loan concentrations in commercial real estate.
We viewed the bank's funding as 'above average' and its liquidity
as 'adequate,' deriving from a strong deposit funding position
and ample cash and securities reserves," S&P said.



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


EUROPROP SA: S&P Cuts Rating on Class E Notes to 'CCC'
------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
all classes of notes issued by EuroProp (EMC VI) S.A. and removed
from CreditWatch negative its credit ratings on the class A, B,
C, D and E notes.

"EuroProp (EMC VI) closed in June 2007 with a note balance of
EUR489.8 million. The underlying pool initially held 18 loans
secured on real estate assets in Germany and France. On the most
recent note interest payment date, in October 2012, 16 loans
remained outstanding and the outstanding note balance was
EUR431.7 million. Of the two loans that have repaid since
closing, one incurred principal losses," S&P said.

"On Dec. 6, 2012, we placed on CreditWatch negative our credit
ratings on EuroProp (EMC VI) S.A.'s class A, B, C, D, and E notes
following an update to our criteria for rating European CMBS
transactions," S&P said.

"The rating actions follow our review of the credit quality of
the 16 remaining underlying loans in the pool under our updated
criteria for European CMBS transactions and reflect our view of
losses to the junior notes and their effect on the credit
enhancement available to the senior notes. We consider that the
available credit enhancements to the classes of notes are no
longer sufficient to cover asset-credit risk at their current
rating levels. As a consequence, we have lowered our ratings on
all the classes. We lowered our ratings on the class E and F
notes to the 'CCC' category because they have become more
vulnerable to losses," S&P said.

                            CREDIT REVIEW

"Of the two loans that repaid, one did so at a loss. The
Henderson Oberursal loan made its final principal repayment in
October 2012 with a realized loss determined at EUR5.2 million.
In this transaction, losses materialize through a principal
deficiency ledger, which is applied against the classes of notes
sequentially from the most junior to the most senior when losses
occur. However principal deficiency remains due until the
transaction is fully redeemed," S&P said.

"The 16 loans left in the transaction are secured by 115 assets
in Germany (89% by loan amount) and France (11%). Most of the 115
are assets of average quality, in our opinion," S&P said.

"Seven of the 16 loans left in the transaction are specially
serviced loans. These seven loans represent about 60% of the
aggregated loan amounts. Although the nine remaining loans are
performing loans, we consider them at risk of being transferred
to special servicing, given their upcoming maturities," S&P said.

"In October 2012, the servicer reported a weighted-average
securitized loan to value (LTV) ratio of 76.48%. As many assets
backing the remaining underlying loans have not been revalued
since closing, we consider that this LTV ratio is unlikely to
adequately reflect the risk of principal losses. Our base-case
scenario indicates that 14 of the 16 remaining underlying loans,
representing 91% of the loan pool, feature higher LTV ratios,"
S&P said.

"Taking into account our review of the deteriorating performance
of the remaining 16 loans, we consider that the risk of losses
has significantly increased. Our analysis indicates that the
class D notes and below are becoming more vulnerable to losses,"
S&P said.

"In our view, the available credit enhancement to the class C
notes and above is no longer sufficient to cover asset-credit
risk in their rating stress scenario. Consequently, we consider
that the notes' creditworthiness has deteriorated," S&P said.

The three largest loans together account for 49% of the total
loan pool balance.

        THE SUNRISE II LOAN (24% OF THE POOL BY LOAN BALANCE)

"The Sunrise II loan is currently secured by 47 secondary retail
properties throughout Germany (down from 48 properties at
closing). The current whole-loan balance is EUR204.3 million. The
senior loan is a syndicated loan, with 50% securitized in this
transaction, and 50% in the DECO 10-Pan Europe 4 PLC transaction.
The legal final maturity date of EuroProp (EMC VI) is in April
2017 while the maturity date of DECO 10-Pan Europe 4 is in
October 2019," S&P said.

"The loan was transferred to special servicing in July 2012
following a loan payment default at extended loan maturity date.
We understand the parties agreed a standstill to allow for
continued discussions about a possible consensual agreement," S&P
said.

"Alongside these discussions, the special servicer commissioned
an updated valuation of the portfolio, which revealed that the
market value of the portfolio had dropped to EUR167.8 million (as
at June 30, 2012) from EUR261.0 million (as at December 2010). As
a result the reported LTV ratio has increased to 121.7% from
78.26%," S&P said.

In October 2012, the servicer reported a securitized interest
cover ratio (ICR) of 5.28x.

"In our view, the level of recoveries associated with this
portfolio may be constrained by the benchmark set by the most
recent valuation. Accordingly, despite any potential
restructuring, we consider that the securitized loan will likely
suffer principal losses," S&P said.

         THE GUTPERLE LOAN (13% OF THE POOL BY LOAN BALANCE)

"The loan has an outstanding balance of EUR54.4 million and
represents the senior portion within a whole loan. The
subordinated portion of the whole loan (the B-note) does not form
part of this transaction. The relationship between the senior
loan and B-note is governed by an intercreditor deed," S&P said.

The initial loan maturity date (January 2012) has been extended
to January 2013.

The whole loan is secured against two single-tenanted large
distribution units in Offenbach and Minden in Germany.

"The properties are single-tenanted. The tenant at the Minden
property has a lease due to expire on Dec. 31, 2012. This tenant
represents about 36% of the total rental income of the portfolio.
We understand that discussions between the landlord and tenant
are currently taking place. The tenant at the Offenbach property
has two leases expiring in 2017 and 2021. The weighted-average
lease term for the portfolio is 3.72 years," S&P said.

The servicer reported a securitized LTV ratio of 56.8%, and a
securitized ICR of 6.01x.

"We consider that a whole-loan refinancing by January 2013 may be
difficult to achieve. The securitized loan may suffer principal
losses, in our opinion," S&P said.

        THE SIGNAC LOAN (11% OF THE POOL BY LOAN BALANCE)

"The loan has an outstanding balance of EUR48.4 million and
represents the senior portion within a whole loan. The
subordinated portion of the whole loan (the B-note) does not form
part of this transaction. The relationship between the senior
loan and B-note is governed by an intercreditor deed," S&P said.

The whole-loan is secured against a multitenanted office building
situated in Gennevillers, an area approximately 5 kilometers
northwest of Paris that is considered to be a secondary office
location.

"The whole loan failed to repay at maturity date in July 2011 and
has since been transferred to special servicing. The loan
maturity date for this loan has now been rescheduled by the
French courts following the adoption of a safeguard plan. The new
repayment date is June 28, 2015," S&P said.

"As a result of pending legal claims, all funds payable under the
safeguard plan by the borrower to its creditors are retained in
escrow by a court-appointed third party; they will only be
released when the court resolves the legal claims," S&P said.

The issuer is relying on the liquidity facility to cover the
interest shortfalls.

In October 2012, the servicer reported a securitized LTV ratio of
78.73%, and a securitized ICR of 1.01x.

"We consider that a whole-loan refinancing may be difficult to
achieve if current market conditions persist. The securitized
loan may suffer principal losses, in our opinion," S&P said.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

        http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

EuroProp (EMC VI) S.A.
EUR489.775 Million Commercial Mortgage-Backed Floating-Rate Notes

Class                    Rating
                To                      From

Rating Lowered and Removed From CreditWatch Negative

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

Rating Lowered

F               CCC- (sf)               B (sf)



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


E-MAC DE 2007-I: S&P Lowers Rating on Class E Notes to 'CCC'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
E-MAC DE 2007-I B.V.'s class B, C, D, and E notes. "At the same
time, we have removed from CreditWatch negative our ratings on
the class D and E notes and have affirmed our ratings on the
class A1 and A2 notes. Our ratings on the class B and C notes
remain on CreditWatch negative," S&P said.

"On July 23, 2012, we placed on CreditWatch negative our ratings
on E-MAC DE 2007-I's class B, C, D, and E notes as a result of
ongoing poor performance of the underlying collateral," S&P said.

"The rating actions resolve these CreditWatch placements," S&P
said.

"E-MAC DE transactions show the highest arrears levels of all of
the German residential mortgage-backed securities (RMBS)
transactions that we rate. Total arrears (loans in arrears for
more than 30 days) in E-MAC DE 2007-I have been increasing since
closing, amounting to about 14.5% of the current outstanding
balance, compared with 10.6% in April 2010 when we applied new
stresses to the transaction," S&P said.

"While the servicer, Paratus AMC GmbH, does not report defaulted
loans and loans in foreclosure, in our analysis we have taken
into consideration the development of 90+ and 150+ days
delinquencies, which amounts to 12.6% and 11.2% of the current
outstanding balance as per the November payment date, the highest
reported since closing," S&P said.

"Losses have been applied constantly over the past three years.
To date, the highest net losses applied to the transaction have
been observed in Q2 2012, amounting to approximately EUR2.2
million," S&P said.

"The cash reserve is below its target level of EUR13.94 million
since the start of 2010. As per the latest investor report (dated
Nov. 27, 2012), large losses diminished the size of the cash
reserve to 33% of its target balance (compared with 48% in July
2012)," S&P said.

"On two interest payment dates in the past year, we observed the
amount diminishing the cash reserve was higher than applied net
losses, that is, excess spread was not available and thus monies
available from the cash reserve were used to pay interest," S&P
said.

"The servicer has reported a historical recovery rate of
approximately 49% for foreclosed loans since the fourth quarter
of 2009, which we consider to be low. The servicer attributes
this to three factors: the relatively high loan-to-value ratios
for the securitized loans, property auctions outside major cities
don't attract a lot of potential buyers, and costs and accrued
interest increase severities," S&P said.

"Taking into account realized losses and delinquencies to date,
and considering historical recovery rates in this particular
portfolio, we have assessed the likelihood of future losses for
both the performing and nonperforming parts of the collateral
pool," S&P said.

"In particular, the low historical recovery rate observed and
considered in our analysis severely affects our loss severity
assumptions. The high and increasing arrears figures suggest to
us that there is potential for further losses," S&P said.

"Standard & Poor's ratings address timely payment of interest and
ultimate payment of principal. Because of the ongoing poor
performance of the E-MAC DE 2007-I transaction, we consider the
risk of interest shortfalls and ultimate non-payment of principal
on future payment dates, particularly on the class D and E notes,
to be high," S&P said.

"Consequently, following our full review of the transaction's
performance, we have lowered our ratings on the class B, C, D,
and E notes. At the same time, we have removed from CreditWatch
negative our ratings on the class D and E notes. Our ratings on
the class B and C notes remain on CreditWatch negative for
performance reasons as we are awaiting further information from
the servicer relating to arrears and foreclosures," S&P said.

"We have also affirmed our 'A+ (sf)' ratings on the class A1 and
A2 notes as we consider the current credit enhancement available
to these classes to be commensurate with their current ratings,"
S&P said.

"Amortization has reduced the pool factor in E-MAC DE 2007-I to
87%. E-MAC DE 2007-I is a true sale German RMBS transaction," S&P
said.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

        http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class                 Rating
            To                     From

E-MAC DE 2007-I B.V.
EUR569.9 Million Mortgage-Backed Floating-Rate Notes

Ratings Lowered and Removed From CreditWatch Negative

D           CCC+ (sf)              B (sf)/Watch Neg
E           CCC (sf)               B- (sf)/Watch Neg

Ratings Lowered and Remaining On CreditWatch Negative

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

Ratings Affirmed

A1          A+ (sf)
A2          A+ (sf)


FAXTOR ABS: Fitch Confirms 'CC' Ratings on Two Note Classes
-----------------------------------------------------------
Fitch Ratings has confirmed Faxtor ABS 2005-1 B.V.'s notes'
ratings following the recent replacement of the key persons as
defined by the transaction documents.  The collateral manager,
IMC Asset Management, has nominated Simon Berring and Paul van
der Linden as the new key persons, replacing the previous key
person, Misja Perquin.

The Class C noteholders voted in favour of this change by an
extraordinary resolution.  Fitch believes the transaction will be
at most lightly managed by the collateral manager because the
transaction's reinvestment period ended in February 2011.  In
addition to the annual senior management fee of 10bps on the
average collateral balance, the collateral manager receives an
additional collateral manager fee that stepped down to 10bps from
30bps after the reinvestment period.  This additional collateral
manager fee that ranks junior in the priority of payments is
currently shut off because the coverage tests are being breached.

The rating actions are as follows:

  -- Class A-1: confirmed at 'BBBsf'; Outlook Stable
  -- Class A-2E: confirmed at 'BBsf'; Outlook Stable
  -- Class A-2F: confirmed at 'BBsf'; Outlook Stable
  -- Class A-3: confirmed at 'Bsf'; Negative Outlook
  -- Class A-4: confirmed at 'CCsf'
  -- Class B: confirmed at 'CCsf'


NEPTUNO CLO: S&P Lowers Rating on Class E Notes to 'CCC+'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
Neptuno CLO III B.V.'s class D and E notes. "At the same time, we
have affirmed our ratings on the class A-1, A-2, B, and C notes,"
S&P said.

"The rating actions follow our review of the transaction's
performance. We performed a credit and cash flow analysis and
assessed the support that each participant provides to the
transaction by applying our 2012 counterparty criteria. In our
analysis, we used data from the latest available trustee report
dated Nov. 5, 2012," S&P said.

"We have subjected the capital structure to a cash flow analysis
to determine the break-even default rates for each rated class of
notes. In our analysis, we used the reported portfolio balance
that we considered to be performing (EUR551,588,761), the current
weighted-average spread (3.19%), and the weighted-average
recovery rates that we considered to be appropriate. We applied
various cash flow stress scenarios, using four different default
patterns, in conjunction with different interest rate stress
scenarios for each liability rating category," S&P said.

"From our analysis, we have observed that the aggregate
collateral balance has decreased by EUR30.7 million since our
last rating action, which, in our view, has reduced the credit
enhancement for all classes of note. The decrease is related to
trading losses, notional write-offs due to restructured loans,
and an increase in defaulted assets. We have also noted an
increase in the weighted-average spread earned on Neptuno CLO
III's collateral pool to 319 basis points (bps) from 266 bps,"
S&P said.

"From our analysis, 5.04% of the portfolio comprises non-euro-
denominated loans, which are hedged under cross-currency swap
agreements with various counterparties. In our opinion, the
downgrade remedies for these cross-currency swaps do not fully
comply with our 2012 counterparty criteria. Consequently, we have
considered in our cash flow analysis scenarios where the currency
swap counterparties do not perform and where, as a result, the
transaction is exposed to changes in currency rates," S&P said.

"In our analysis, we have also applied our nonsovereign ratings
criteria. We have considered the transaction's exposure to
sovereign risk because some of the portfolio's assets--equal to
10.81% of the transaction's total collateral balance--are based
in Spain (BBB-/Negative/A-3), and Portugal (BB/Negative/B). When
applying stresses at the 'AA+' and 'AA' rating levels, we have
given credit to 10% of the transaction's collateral balance
corresponding to assets based in these sovereigns in our
calculation of the aggregate collateral balance," S&P said.

"In our credit and cash flow analysis, we have taken into account
the transaction's exposure to currency exchange and sovereign
risk, which indicates that the level of credit enhancement
available to the class A-1 and A-2 notes is still commensurate
with our ratings on these notes. We have therefore affirmed our
'AA (sf)' ratings on the class A-1 and A-2 notes," S&P said.

"At the same time, we have affirmed our 'A+ (sf)' rating on the
class B notes and our 'BBB+ (sf)' rating on the class C notes
because our credit and cash flow analysis indicates that the
level of credit enhancement available to these notes is
commensurate with our current rating on these notes," S&P said.

"We have lowered our ratings on the class D and E notes because
our rating is constrained by the application of the largest
obligor default test, a supplemental stress test that we
introduced in our 2009 criteria update for corporate
collateralized debt obligations (CDOs). The results of our stress
test showed that the level of credit enhancement available to the
class D and E notes would be limited if the largest obligor were
to default, when we assumed a recovery rate of 5%," S&P said.

Neptuno CLO III is a managed cash flow collateralized loan
obligation (CLO) transaction that securitizes loans to primarily
European speculative-grade corporate firms. The transaction
closed in December 2007 and is managed by EuroDekania Management
Limited.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

        http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class         Rating
         To             From

Neptuno CLO III B.V.
EUR650 Million Senior Secured Floating-Rate and Deferrable Notes

Ratings Lowered

D        B+ (sf)        BB+ (sf)
E        CCC+ (sf)      B (sf)

Ratings Affirmed

A-1      AA (sf)
A-2      AA (sf)
B        A+ (sf)
C        BBB+ (sf)


STICHTING MEMPHIS: Fitch Cuts Rating on Class G Notes to 'CCCsf'
----------------------------------------------------------------
Fitch Ratings has upgraded four, downgraded one and affirmed two
tranches of Stichting Memphis 2006-1, a Dutch synthetic
securitization of mortgage loans, as follows:

  -- Class A (ISIN XS0240658632) affirmed at 'AAAsf'; Outlook
     Stable
  -- Class B (ISIN XS0240658988) upgraded to 'AAAsf' from 'AAsf';
     Outlook Stable
  -- Class C (ISIN XS0240659283) upgraded to 'AAAsf' from 'A+sf';
     Outlook Stable
  -- Class D (ISIN XS0240659796) upgraded to 'A+sf' from 'Asf';
     Outlook Stable
  -- Class E (ISIN XS0240660299) upgraded to 'A+sf' from 'BBBsf';
     Outlook Stable
  -- Class F (ISIN XS0240660372) affirmed at 'BBsf', Outlook
     Negative
  -- Class G (ISIN XS0240660455) downgraded to 'CCCsf', Recovery
     Estimate 90%

The upgrades reflect the limited credit risk to the senior notes,
as the transaction nears its scheduled maturity date whilst the
downgrade of the junior class G note is due to the higher levels
of losses expected on mortgages that have undergone a credit
event.

The Memphis 2006-1 transaction is a partially funded synthetic
transaction by the protection buyer Postbank N.V. now ING Bank
('A+'/Stable/'F1+').

The structure of this transaction includes a credit default swap
(CDS) that protects the protection buyer against loss from a
reference portfolio which is held by ING.  The issuer as
protection provider has deposited the note proceeds into a
'A'/'F1+' GIC account and this cash is used to reimburse losses
on credit events (defined as loans in arrears by more than four
months) to the protection buyer.

A loss is determined by the earlier of the sale of the foreclosed
property (realised loss) or the estimate of a loss following the
one year anniversary of the corresponding credit event (estimated
realised loss).

Performance over the past 12 months has slightly weakened with
the portion of the portfolio in arrears by more than three months
increasing to 0.8% compared with 0.4% 12 months ago.  Despite the
marginal weakness in performance, there are currently few credit
events for which loss has yet to be determined.  As of November
2012, the credit events for which loss has yet to be determined
stood at EUR28.9 million, which represented 0.74% of the
collateral balance.

The CDS is due to expire at the earliest of the scheduled
maturity date in April 2013 or breach of an early termination
trigger.  Following expiration, the cash in the GIC account will
be repaid to the noteholders in order of seniority.  However,
principal amounts linked to loans that have experienced a credit
event will be withheld until the loss has been determined.

With the amount of remaining credit events limited and the
transaction CDS due to expire shortly, the agency considers that
he risk to the senior end of the structure has reduced.
Therefore Fitch has upgraded the unfunded class A-C notes to
'AAAsf' and the funded D-E notes to 'A+sf'.

The junior end of the structure however, remains exposed to the
outstanding credit events and potential future credit events that
will occur within the next few months.  With house prices in the
Netherlands continuing to fall and the weighted average loan to
foreclosure value of the reference portfolio high at 115.8%, the
agency feels the remaining synthetic reserve fund of EUR19.3m may
be insufficient to cover all the remaining losses.

As a result, the class G notes has been downgraded to 'CCCsf' and
a Negative Outlook has been assigned to the class F notes to
reflect these concerns.



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


POLIMEX: Finalizes Debt Restructuring Deal with Creditors
---------------------------------------------------------
Marcin Goettig at Reuters reports that Polimex said in a
statement on Saturday the company has finalized a debt
restructuring deal with creditors and bondholders, under which
state industrial agency ARP will acquire up to a third of the
company.

Polimex said ARP will inject PLN150 million of fresh capital by
the end of January, Reuters relates.  According to Reuters, under
the agreement the company's bonds worth around PLN250 million
will be converted into new equity, while payments on the
remaining PLN144 million in bonds will be deferred until Dec. 31,
2016.

Polimex will also sell non-core assets worth at least PLN600
million and cut operating costs by at least PLN300 million by the
end of 2015, Reuters says.

According to Reuters, Banks Pekao, PKO BP, Millennium, BOS and
Kredyt Bank with a total credit exposure of PLN670 million to
Polimex agreed to have the repayment of some of their loans
deferred until the end of 2016.

Polimex said in a separate statement late on Friday that it had
called a general shareholders' meeting for Feb. 15, Reuters
notes.

Polimex which is also involved in major state energy contracts,
ran into trouble earlier this year after a road-building bonanza
left many builders saddled with loss-making contracts and huge
debts, Reuters recounts.

Polimex is a Polish construction group.



===============
P O R T U G A L
===============


* PORTUGAL: Moody's Says Oct. RMBS Performance Worsens Slightly
---------------------------------------------------------------
The performance of Moody's-rated Portuguese residential mortgage-
backed securities (RMBS) deals deteriorated slightly in the
three-month period to October 2012, according to the latest
indices published by Moody's Investors Service.

Outstanding defaults (360+ days overdue, up to write-off)
increased to 1.74% over the current balance in October, from
1.59% in July. On a year-on-year basis, outstanding defaults
increased 12.35%. 60+ and 90+ day delinquencies increased to
1.82% and 1.40%, respectively, in October 2012 from 1.64% and
1.16% in July 2011, representing a year-on-year increase of
10.58% and 21.24%. The prepayment rate continued its downward
trend, falling to 1.33% as of October 2012, from 2.50% 12 months
earlier.

Most Portuguese RMBS transactions benefit from a provisioning
mechanism, whereby excess spread is captured to provide for
future losses on highly delinquent loans, before losses are
actually realised. When excess spread is insufficient for
provisioning the reserve fund is drawn. At the end of October
2012, the reserve funds in eight transactions were below target
levels.

Moody's outlook for Portuguese RMBS collateral performance is
negative. Moody's expects that Portuguese GDP will decline 3.3%
year-on-year by year-end 2012 and that the Portuguese economy
will remain in recession in 2013, declining 1.2%. Household
borrowers' disposable income will fall as taxes and unemployment
rise. Moody's expects that the unemployment rate will finish 2012
at a rate of 15.5% in 2012 and will continue to increase in 2013
(see, "Moody's Country Credit Statistical Handbook- November
2012").

On November 28, 2012 Moody's downgraded the ratings of 20 notes
and confirmed the rating of one note out of 18 Portuguese RMBS
transactions. The reassessment takes into consideration the
updated European RMBS rating methodology and ongoing
deterioration in the credit quality of the Portuguese sovereign
and transactions' counterparties. Moody's has commented on these
two ratings drivers, which have developed over the past 12 months
in "European ABS and RMBS: Structured finance ratings in Aaa-
countries ratings are stable; downgrades expected in other
countries", published on 14 November 2012.

Overall, Moody's has rated 32 Portuguese RMBS transactions since
2001, of which 27 are outstanding, with a total outstanding pool
balance of EUR18.99 billion as of October 2012.



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


TRANSELECTRICA SA: Moody's Cuts CFR to 'Ba2'; Outlook Negative
--------------------------------------------------------------
Moody's Investors Service has downgraded to Ba2 from Ba1
Transelectrica S.A's long-term corporate family rating and
probability of default rating (PDR). The outlook on the ratings
is negative. The rating action concludes the review for downgrade
initiated on July 4, 2012. There is no rated debt outstanding.

Ratings Rationale

"The downgrade of Transelectrica's ratings to Ba2 from Ba1
reflects the ongoing concerns over the liquidity position of
Transelectrica, the associated refinancing risk, and the
company's continued reliance on short term bank facilities to
meet ongoing funding needs," says Nicholas Stevens, Moody's lead
analyst for Transelectrica. "The negative outlook captures the
continued risk to the support expectations from the Romanian
government," adds Mr. Stevens.

Given its majority ownership by the government of Romania (Baa3,
negative), Transelectrica falls within the scope of Moody's
rating methodology for government-related issuers (GRIs). In
accordance with this methodology, Transelectrica's rating
incorporates a two notch uplift for potential government support
to its standalone credit quality, which is expressed as a
baseline credit assessment (BCA). This support assumption is
unchanged, however Transelectrica's BCA of b1 has been downgraded
from ba3 reflecting the concerns over the company's funding
structure. In the light of challenging capital and banking
markets in Europe continued reliance on sourcing short term bank
finance to fund maturing debt maturities and to meet ongoing
commitments creates material financial risks. This is not helped
by Transelectrica's existing debt structure which is
characterized by a significant element of development bank
finance and single purpose bank facilities. Furthermore, while
not expected to cause financial problems in the near term, the
existence of un-waived financial covenants in development bank
finance adds to financial tensions within this environment. The
negative outlook reflects the risk pertaining to the expectation
of extraordinary support from the Romanian government given both
the declining share of state ownership in the company, and the
outlook on the government's rating.

Moody's assumption of extraordinary support reflects: (1) the
58.69% ownership share of the government, down from 73.69% in
March 2012; (2) the rating agency's expectation that the
government could further reduce its share closer to the 51%
threshold in the short- to medium-term; and (3) a moderately
lower assumption of the probability of a government bailout or
other economic intervention in the case of a state-owned entity
experiencing extraordinary distress, as recently reduced
following Hidroelectrica's filing for insolvency in June 2012.

Transelectrica's Ba2 rating also incorporates Moody's assumption
of very high default dependence between the company and its
governmental owner. Transelectrica derives virtually all of its
revenues from domestic activities resulting in the significant
degree of exposure to common drivers of credit quality.
Furthermore, Transelectrica's significant exposure to foreign
exchange (FX) risk increases the correlation between
macroeconomic developments in Romania and Transelectrica's credit
profile and rating. Transelectrica's FX risk stems from the fact
that majority of the company's debt is denominated in foreign
currency, while most of its revenues are generated in the local
currency, leaving limited scope for any natural hedge.

What Could Change The Rating Up/Down

The outlook on Transelectrica's ratings could be stabilized
following some combination of (1) a stabilization of the outlook
on the Romanian government rating; (2) the establishment of an
appropriate funding and liquidity program, that gives
Transelectrica visibility as to sources of funding over the short
to medium term; and (3) creation of a suitable hedging strategy
to mitigate earnings volatility. The very high dependence of
Transelectrica's Ba2 ratings on the government bond rating of
government of Romania implies that any downgrade in the rating of
Romania would likely result in a downgrade in the rating of
Transelectrica. Furthermore, Transelectrica's rating and BCA
could come under downward pressure if liquidity pressures
intensify or the company's credit profile weakens materially, as
reflected by (1) funds from operations (FFO)/interest coverage
ratio falling below 4.0x; and (2) its FFO/debt ratio declining
below 20%.

Principal Methodologies

The methodologies used in this rating were Regulated Electric and
Gas Networks published in August, 2009, and Government-Related
Issuers: Methodology Update published in July 2010.

Transelectrica, headquartered in Bucharest, is a majority state-
owned electricity transmission system and market operator in
Romania.  In 2011, the company's total consolidated revenues were
RON3,147 million (around EUR728 million).



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


EXPOBANK LLC: Fitch Assigns 'B' Long-Term Issuer Default Rating
---------------------------------------------------------------
Fitch Ratings has assigned Russia-based Expobank LLC (EB) a Long-
term Issuer Default Rating (IDR) of 'B' with a Stable Outlook.

Rating Action Rationale And Drivers

EB's ratings reflect the bank's narrow franchise, highly
concentrated balance sheet, some asset quality concerns, negative
operating profitability and planned expansion through M&A
activities.  At the same time, the ratings take into account the
currently reasonable capitalization and comfortable liquidity
position.

At end-H112, the bank reported modest levels of non-performing
loans (NPLs; more than 90 days overdue) and restructured
exposures, accounting for 4.4% and 1.8% of the total portfolio,
respectively.  However, Fitch's review of EB's 20 largest loan
exposures (representing 66% of total loans, or 96% of the
corporate book at end-H112) indicates that almost half of these
were project financing exposures with long tenors and as yet
untested quality.  Borrowers with whom EB's shareholders have/had
connections, companies controlled by the shareholders' business
partners and clients of banks where the management has previously
worked accounted for almost half the corporate loan book.
However, reported related party lending was a low 1.9% of gross
loans.

Customer accounts, the bank's core funding source (73% of total
liabilities at end-H112), were highly concentrated, with the top
20 accounts making up 51% of total client funds.  12 of the 20
largest deposits were from individuals, and one-third of balances
from individuals were sourced from shareholders and key
management personnel.  To diversify its funding, the bank is
seeking to develop private banking services, although this could
be challenging, in Fitch's view.

EB's shareholders plan to actively pursue bank acquisitions, with
the aim of making purchases at significant discounts to book
value.  Acquisitions may be made on to EB's balance sheet, or by
the shareholders directly, with both options having already been
used for transactions in H212.  Although Fitch views the current
market situation as broadly favorable for such deals, the
strategy carries considerable risks, and there is significant
uncertainty attached to its sustainability.

The bank's liquidity position was sound at end-10M12 with liquid
assets (cash and equivalents, net short-term interbank placements
and unpledged bonds repoable with the Central Bank of Russia)
covering 59% of customer accounts.  The total regulatory capital
ratio stood at 17% at end-10M12 (13.8% Tier 1 ratio), and Fitch
estimates the bank could reserve 17% of its loan book without
breaching minimum capital requirements.  However, both the
liquidity and capital positions could be volatile, depending on
the frequency and terms of bank acquisitions.

Rating Sensitivities

Downward pressure on EB's ratings could arise if there was a
marked deterioration in asset quality and/or substantial losses
resulting from bank acquisitions, causing a significant weakening
of the bank's capital position, or if deposit outflows and/or
acquisitions cause a marked tightening of liquidity.  A marked
increase in related party lending or deterioration in the quality
of credit underwriting could also lead to a downgrade.

Upside potential for the bank's ratings is limited.  However,
strengthening and diversification of the bank's franchise,
improvements in performance and a demonstrated track record of
successfully managing bank acquisitions, would be positive for
the credit profile.

EB was purchased from Barclays Bank plc in Q411 by a group of
individuals, headed by Igor Kim.  Mr. Kim currently holds a 70%
stake in the bank.

The following ratings have been assigned to EB:

  -- Long-Term foreign and local currency IDRs: 'B', Outlook
     Stable
  -- Short-Term foreign currency IDR: 'B'
  -- Support Rating: '5'
  -- Viability Rating: 'b'
  -- National Long-Term Rating: 'BBB-(rus)', Outlook Stable
  -- Support Rating Floor: No Floor


FEDERAL GRID: Moody's Assigns Rating to First LPN Issue
-------------------------------------------------------
Moody's Investors Service has assigned a definitive rating of
Baa3 to a RUB17.5 billion 8.446% loan participation notes (LPN)
due 2019, which are the first LPN issue under a (P)Baa3-rated
RUB100 billion LPN program by, but with limited recourse to,
Federal Grid Finance Limited, a special purpose vehicle,
incorporated in Ireland, of JSC FGC UES (FGC, Baa3 stable). The
notes under the program are issued for the sole purpose of
financing loans to FGC (under a facility agreement with Federal
Grid Finance Limited). The outlook on the rating is stable.

Ratings Rationale

The Baa3 rating assigned to the first LPN issue, similar to that
of the (P)Baa3 rating of the LPN program, reflects the Baa3
issuer rating of FGC. Federal Grid Finance Limited will issue
from time to time such notes under the program for the sole
purpose of financing loans to FGC and therefore the noteholders
rely solely on FGC's creditworthiness to service and repay the
debt. FGC's obligations under the respective loans are assumed to
rank pari passu with all its other unsecured and unsubordinated
financial indebtedness (apart from any obligations mandatorily
preferred by law). The noteholders will benefit from certain
covenants made by FGC in the underlying facility agreement,
including a negative pledge and restrictions on mergers and
disposals. The notes also contain a change of control clause
should the Russian Federation cease to own or control (directly
or indirectly) in excess of 50% of the issued and outstanding
voting share capital of FGC. FGC will use the proceeds of the
respective loans in the ordinary course of its business.

Moody's definitive rating on the first LPN issue confirms the
provisional rating assigned to it on November 27, 2012.

Moody's regards FGC, the Russian transmission as a government-
related issuer (GRI). In accordance with Moody's GRI rating
methodology, the Baa3 issuer rating of FGC, the (P)Baa3 rating of
the LPN program and the Baa3 rating of the first LPN issue
reflect the combination of the following inputs: (1) the
company's baseline credit assessment (BCA) -- a measure of its
standalone credit quality -- of ba; (2) the Baa1 local-currency
rating of the Russian government; (3) Moody's assessment that
there is "high" default dependence between FGC and the Russian
government; and (4) Moody's view that FGC would benefit from
"strong" government support in a financial distress.

On 23 November 2012, Moody's downgraded FGC's issuer rating to
Baa3 from Baa2. The downgrade reflects Moody's view that the
Russian government will distance itself from FGC in the course of
the restructuring of the Russian grid sector in line with a
Decree on OJSC Russian Grids (Russian Grids) of the President of
Russia, published on November 22, 2012. Specifically, the one-
notch downgrade of FGC's issuer rating reflects Moody's belief
that this restructuring will reduce the probability that the
government will provide extraordinary support to the company in a
distress situation. Moody's adjusted downwards the probability of
state support factored into the company's issuer rating to
"strong" from "high", which reduced the uplift to the BCA, albeit
it remains unchanged at ba.

In June 2012, the Russian government transferred JSC IDGC Holding
(IDGC Holding, Ba1 developing), the holding company for a few
major regional and interregional distribution grid companies,
under management of FGC, the Russian transmission grid business.
However, thereafter, the government has been working out a new
strategy for the development of the grid sector, including a
further alliance of the two entities. In accordance with the
mentioned Presidential Decree, the grid sector is now to be
consolidated on the basis of IDGC Holding. The government will
transform IDGC Holding, which will be renamed Russian Grids, into
a management company for distribution grid businesses and FGC's
transmission grid business. The management company will direct
the development of the domestic grid sector to increase the
quality and reliability of services, control costs and interlink
investments in transmission and distribution grids. The
government will contribute its stake in the FGC to the management
company. As a result, the government's direct ownership of FGC
will be replaced by an indirect one.

Moody's expects the government's effective ownership and control
over FGC through the management company to be materially below
the 75% plus one share currently required under Russian law.
Moody's understands that the Presidential Decree requires the
government's effective control over FGC to be at least 50% plus
one share and requests that a shareholder agreement between the
government and Russian Grids be developed, which will enable the
government to maintain control over FGC's operations. However,
the rating agency considers that the planned change to FGC's
ownership structure and position in the corporate framework of
the state-controlled grid sector will distance the company from
the government and complicate their interaction. Moody's would
expect this to reduce the probability of extraordinary state
support in a distress situation.

FGC's ba BCA remains constrained by the evolving regulatory
regime in the Russian grid sector, its changing configuration and
the company's significant investment program, which exerts
pressure on its financial profile. However, the sustainability of
the company's regulated and strategically important business as
the national transmission grid operator continues to underpin the
BCA.

Outlook

The stable outlook on the Baa3 rating of the first LPN issue
under the LPN program, similar to the stable outlook on the
program's (P)Baa3 rating, reflects the stable outlook on FGC's
issuer rating, which, in turn, considers that the Presidential
Decree contains a reasonably detailed plan of the grid sector
restructuring. In Moody's view, the plan highlights the Russian
government's clear intention to maintain control over FGC, and
the rating agency would expect state support for the company to
remain strong. Moody's notes that there are execution risks
associated with the plan. The agency also notes uncertainties
associated with the evolving regulation and the government's
developing strategy for the grid sector. However, the outlook
reflects Moody's expectation that the steps outlined in the
Presidential Decree will be executed in the coming months in a
way that does not negatively affect FGC's business and financial
risk profile.

What Could Change The Rating Up/Down

An upgrade of the rating of the LPN program and the first LPN
issue would require an upgrade of FGC's issuer rating, which
Moody's considers to be unlikely at this stage given the above
mentioned execution risks and uncertainties.

Negative pressure on the rating of the LPN program and the first
LPN issue would arise from negative pressure on FGC's issuer
rating, which could result from (1) unexpected changes to the new
restructuring plan or its implementation, signaling weakening
support from the government; (2) a negative shift in the
developing regulatory regime and deteriorating margins; (3) a
failure of the company to manage its investment program in line
with the tariff regulation and contain a deterioration of its
financial profile, with funds from operations (FFO) interest
coverage and FFO/net debt falling materially and persistently
below 3.5x and 25%, respectively; (4) pressured liquidity.

Principal Methodologies

The methodologies used in this rating were Regulated Electric and
Gas Networks published in August 2009, and Government-Related
Issuers: Methodology Update published in July 2010.

Headquartered in Moscow, Russia, JSC Federal Grid Company of
Unified Energy System (JSC FGC UES) is the monopoly electricity
transmission system operator in the Russian Federation. The
company's revenues, approximately 96.5% of which are transmission
revenues fully regulated by the state, amounted to RUB139.6
billion (around US$4.7 billion) in 2011 (other operating income
of RUB7.8 billion, primarily from non-core activities, is not
included). The Russian government currently directly owns 79.55%
of the company's ordinary shares.


MDM BANK: Moody's Lowers BFSR to 'D-'; Outlook Negative
-------------------------------------------------------
Moody's Investors Service has downgraded the standalone bank
financial strength rating ("BFSR") of MDM Bank (Russia) to D-,
equivalent to a standalone credit assessment of ba3, from D
(formerly equivalent to ba2). Concurrently, MDM Bank's long-term
local- and foreign-currency deposit ratings, as well as its
local-currency senior unsecured debt rating were downgraded to
Ba3 from Ba2, whilst the bank's Not Prime short-term local- and
foreign-currency deposit ratings were affirmed. The outlook on
the bank's BFSR and its long-term ratings remains negative.

Moody's downgrade of MDM Bank's ratings is primarily based on the
bank's unaudited financial statements for the first six months of
2012 -- prepared under IFRS.

Ratings Rationale

The rating action on MDM Bank reflects the risks associated with
the bank's (1) weak asset quality and insufficient, in Moody's
view, coverage of problem loans by the loan loss reserve (LLR),
as well as (2) pressured profitability, caused by weak revenue
generation and elevated credit losses, which may continue to
erode MDM Bank's capital.

Moody's notes that as of June 30, 2012, approximately 20% of MDM
Bank's total loans were either overdue more than 90 days or
restructured, and more than half of these loans comprised
seasoned problem loans overdue more than one year for which the
rating agency expects low recovery rates. In this context, the
loan loss reserves of 15.2% of the total gross loan book
accumulated at June 30, 2012 appears insufficient. While Moody's
acknowledges that MDM Bank's recent loan book clean up (as
discussed below) was positive for its asset quality and capital
adequacy, the rating agency is concerned that the bank might
still need to create additional provisions that could be barely
absorbed by its capital base.

Sale of Problem Loans

According to MDM Bank's management, in the second half of 2012
the bank sold to special funds its impaired corporate loans with
total net book value of approximately US$1 billion. The bank has
already received from the buyer US$400 million, with the
remaining US$600 million due in upcoming years (this part will be
treated as loans under IFRS). The rating agency recognizes that
this transaction is positive to the bank's financial metrics,
however, the ultimate recovery rate for the pool of the sold
loans remains uncertain.

Financial Performance Remains Weak

Moody's further explained that in the first six months of 2012,
MDM Bank posted a net IFRS loss of US$21 million. The weak
performance was driven by the bank's pressured recurring income
generation on the back of low margins, and was further aggravated
by elevated loan loss provisioning charges -- 1.65% (annualized)
of the average gross loan book in the first half of 2012. Moody's
expects that profitability will remain under pressure in 2013,
challenged by low margins and hefty loan loss provisions.

Adequate Liquidity

On a positive note, MDM Bank's liquidity profile appears stable,
whereby the bank's loan book is almost fully funded by granular
local customer deposits. At June 30, 2012, the bank's net loan-
to-deposit ratio stood at 109% and its liquidity buffer accounted
for approximately 25% of total assets as at the same reporting
date.

What Could Change The Ratings Up/Down

MDM Bank's ratings are unlikely to be upgraded in the near
future. The outlook on the ratings could be revised to stable if
the bank returns to sustainable profitability and demonstrates
visible improvements in asset quality and other financial
metrics, while simultaneously regaining its weakened market
franchise and achieving diversification of its loan book and
funding base.

Any failure by the bank (1) to work-out effectively its legacy
problem loans; and (2) to boost operating profitability through
active resumption of new lending, while at the same time ensuring
good loan quality, may result in a continuing decline of the
bank's capital adequacy levels and/or further material reduction
of its market share. If these negative trends continue, the
rating agency may downgrade MDM Bank's ratings.

Principal Methodology

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

Domiciled in Novosibirsk, Russia, MDM Bank reported -- at June
30, 2012 -- total consolidated assets of US$9.4 billion and total
equity of US$1.5 billion under unaudited IFRS.


ROSINTER RESTAURANTS: S&P Affirms 'B-' Rating; Outlook Stable
-------------------------------------------------------------
Standard & Poor's Ratings Services revised to stable from
negative its outlook on Rosinter Restaurants Holding OJSC,
Russia's largest casual-dining restaurant chain. "We affirmed the
long-term corporate credit rating at 'B-'," S&P said.

"The outlook revision reflects Rosinter's improved liquidity
position after the company obtained long-term credit lines from
its major banks to refinance its 2013 maturities. As a result, we
have revised our liquidity assessment on Rosinter from 'weak' to
'less than adequate'. We note an improvement in the area of
covenant compliance on Rosinter's current bank loans, as the
company has agreed with Sberbank and ZAO UniCredit Bank to amend
some target ratios and change the way these ratios are
calculated, particularly EBITDA calculation," S&P said.

"In our base-case assessment, we assume that Rosinter will report
low-single-digit revenue growth in 2012 and 2013. Although the
management is taking steps to improve its operating performance,
significant recovery is not expected earlier than in 2014. We
expect that Rosinter's reported EBITDA margin before impairments
and noncash write-offs will remain slightly above 8% in 2012-
2013, benefiting from the company's cost-cutting initiatives and
sustainable price increases," S&P said.

"Accordingly, we assume in our base-case assessment that Rosinter
will generate at best marginally positive free operating cash
flow in 2013 due to significant capital expenditure plans to
revitalize the company's brands. Therefore, we don't expect
Rosinter's debt burden to decrease significantly within the next
year. We anticipate a debt-to-EBITDA ratio adjusted for operating
leases in a corridor of 4.0x-4.5x. More sizable improvements in
Rosinter's cash flow generation and credit metrics, which we
don't expect will materialize before 2014, hinge on the new
management's ability to successfully execute the company's
revitalization strategy. We view Rosinter's management and
governance as 'fair' as per our criteria," S&P said.

"We believe Rosinter's improved liquidity position will enable
the company to turn its operations around without incurring
refinancing risk over the next 12 months. We factor in
management's more prudent financial policy stance, as reflected
in its strategy that future investments, as a key driver of
future liquidity needs, will not exceed the company's available
sources of liquidity," S&P said.



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


BANCO ESPANOL: Fitch Puts BB+ Sub. Debt Rating on Watch Positive
----------------------------------------------------------------
Fitch Ratings has placed Banco Espanol de Credito's (Banesto)
subordinated debt of 'BB+' and preferred stock of 'B' on Rating
Watch Positive (RWP) following the announcement on 17 December
2012 that Banesto will be absorbed by its parent, Banco Santander
(Santander; 'BBB+'/Negative).  All other Banesto ratings are
unaffected.

Rating Action Rationale

The absorption is expected to close by May 2013 and, once Banesto
ceases to exist as a separate legal entity, Fitch will transfer
its debt instruments to Santander.  Banesto's Issuer Default
Ratings (IDR), Viability Rating (VR) and Support Rating will be
withdrawn at that time.  As such, ratings assigned to Banesto's
subordinated debt and preferred stock will be based on
Santander's VR.  VRs act as the anchor rating from which to notch
subordinated and hybrid securities ratings.  Santander's VR is
currently 'bbb+', while Banesto's is 'bbb-'.

The RWP reflects Fitch's view that these securities are likely to
be upgraded by two notches upon the completion of the merger, as
long as Santander's current VR holds firm.

Banesto's IDRs are based on support from its parent and are
aligned with those of Santander and, as such, no rating action is
required on these.

Subordinated Debt and Other Hybrid Securities

Banesto's subordinated debt is rated one notch below its VR and
its preferred stock is rated five notches below the VR in
accordance with Fitch's assessment of each instrument's
respective non-performance and relative loss severity risk
profiles.  As for all Spanish banks, the preference shares are
notched twice for loss severity and three times for non-
performance risk.  Fitch believes the preferred stock has poor
recovery expectations.  Its loss absorption triggers are easily
activated as coupons are suspended when the entity makes a loss
in the previous accounting period and the missed coupons are non-
cumulative.

The ratings of these instruments are primarily sensitive to any
change in Banesto's VR and to the completion of the merger with
Santander.  A rating action on Banesto's or Santander's VRs would
be directly mirrored by a corresponding rating action on the
instruments' ratings.

The rating actions are as follows:

Banesto:

  -- Long-term IDR: unaffected at 'BBB+'; Outlook Negative
  -- Short-term IDR: unaffected at 'F2'
  -- VR: unaffected at 'bbb-'
  -- Support Rating: unaffected at '2'
  -- Senior unsecured rating: unaffected at 'BBB+'
  -- Short-term debt rating: unaffected at 'F2'
  -- Subordinated debt: 'BB+' placed on RWP
  -- Preferred stock: 'B' placed on RWP
  -- Market-linked senior unsecured securities: unaffected at
     'BBB+emr'
  -- Mortgage covered bonds: unaffected

Banesto Financial Products plc:

  -- Senior unsecured rating: unaffected at 'BBB+'
  -- Short-term debt rating: unaffected at 'F2'


BANCO MARE: EU Commission Okays Restructuring Plan
--------------------------------------------------
Reuters reports that Spain's Banco Mare Nostrum and three other
banks secured EU regulatory approval on Dec. 20 for their
restructuring plans which include cutting their balance sheets by
between 25 to more than 40% over the next five years and halting
dividend payments.

According to Reuters, the European Commission imposed the
measures in return for approving the bailouts of savings banks
BMN, Caja Espana-Caja Duero, Caja 3 and Liberbank which were hit
by the collapse of a long property boom in 2008.

"The restructuring plans of BMN, Caja3, Banco CEISS and Liberbank
will make these banks viable again, thereby contributing to
restoring a healthy financial sector in Spain, while minimizing
the burden for the taxpayer," Reuters quotes EU Competition
Commissioner Joaquin Almunia as saying in a statement.

The EU competition authority said the banks' shareholders will
bear more than EUR2 billion of the restructuring costs, Reuters
relates.  The lenders will also be barred from paying dividends,
Reuters notes.

Liberbank, CEISS and BMN will not be allowed to make acquisitions
during the restructuring period, Reuters states.  The Spanish
government is making a EUR1.87-billion cash injection into the
four banks, Reuters discloses.

Banco Mare Nostrum, S.A. provides various banking services to
personal and business customers in Spain. The company offers
account, deposit, saving, loan and mortgage, investment fund,
pension plan, credit/debit card, insurance, bond, tax and bill,
private banking, stock market, Internet banking, account
management, finance, lease purchase, contract hire, payment
management, electronic trade, and administrative agency products
and services. It operates a network of 1,545 branches in the
Mediterranean Arc, as well as 1,703 branches in Spain. The
company was founded in 2010 and is based in Madrid, Spain.


CAJAMAR CAJA: Moody's Withdraws 'D-' Bank Finc'l Strength Rating
----------------------------------------------------------------
Moody's Investors Service has withdrawn the following ratings of
Cajamar Caja Rural, Sociedad Cooperativa de Credito (Cajamar):
(i) the standalone bank financial strength rating (BFSR) of D-
(which mapped to ba3 on the long-term scale); (ii) the long and
short-term debt and deposit ratings of Ba3/NP; (iii) the
government-guaranteed debt rating of (P)Baa3; and (iv) the dated
subordinated debt rating of (P)B1.

At the time of the withdrawal, the ratings had a negative
outlook. Moody's notes that the Baa3 rating of Cajamar's
government-guaranteed debt issued under the Medium-Term Note
program has been assumed by Cajamar's successor Cajas Rurales
Unidas.

Ratings Rationale

The ratings have been withdrawn following Cajamar's merger with
Ruralcaja (unrated), forming the group Cajas Rurales Unidas
(unrated). As a result of the merger, the deposits and debt
obligations of Cajamar have been transferred to Cajas Rurales
Unidas.


SANTANDER EMPRESAS 4: S&P Lowers Rating on Class D Notes to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'D (sf)' from 'CCC-
(sf)' its credit rating on Fondo de Titulizacion de Activos
Santander Empresas 4's class D notes. "At the same time, we have
affirmed our 'D (sf)' ratings on the class E and F notes," S&P
said.

"The class D notes experienced an interest shortfall on the
Oct. 19, 2012 payment date. We have therefore lowered to 'D (sf)'
from 'CCC- (sf)' our rating on the class D notes. We have also
affirmed our 'D (sf)' ratings on the class E and F notes as they
have continued to default," S&P said.

"Santander Empresas 4 closed in November 2007 and securitizes
secured and unsecured loans granted to Spanish small and midsize
enterprises (SMEs) in their normal course of business. Banco
Santander is the originator of the transaction," S&P said.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

         http://standardandpoorsdisclosure-17g7.com


SOCIEDAD ESTATAL: S&P Assesses Stand-Alone Credit Profile at 'bb'
-----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BBB-/A-3' long-
and short-term issuer credit ratings on the Spanish state's
vehicle for managing its industrial holdings, Sociedad Estatal de
Participaciones Industriales (SEPI). The outlook is negative

"We equalize our 'BBB-' long-term rating on SEPI with that on the
Kingdom of Spain (BBB-/Negative/A-3). This reflects our opinion
that there is an 'almost certain' likelihood that the Spanish
government would provide timely and sufficient extraordinary
support to SEPI in the event of financial distress," S&P said.

"We have assigned a stand-alone credit profile (SACP) of 'bb' to
SEPI. The SACP reflects our view of the entity's creditworthiness
before taking into account the potential for extraordinary
government intervention, but factoring in regular ongoing
interactions with the government, especially the continuation
of annual capital injections," S&P said.

"The SACP reflects our view of the company's 'weak' business risk
profile and 'intermediate' financial risk profile," S&P said.

"The SACP is constrained by our view of SEPI's geographic
concentration of assets in Spain. Except for the listed assets,
whose credit quality we consider as adequate, we view the overall
portfolio quality as weak. This stems from a majority of non-
listed companies that either have a low profitability or a number
of subsidiaries that are undergoing restructuring or could face
liquidity needs in the near future. Additionally, we view SEPI's
portfolio liquidity as weak, given that asset rotation is slower
on average than that of more traditional operating holding
companies. This is illustrated by the absence of privatization
over the past two years and SEPI's limited willingness to sell
stakes in the near term because of the unfavorable market
conditions prevailing," S&P said.

"These weaknesses are somewhat offset by SEPI's adequate sector
diversity across its portfolio, limited indebtedness at holding
level, and strong liquidity. We also take into account a
potential increase in leverage and weakening of credit metrics
over time in the absence of privatization proceeds," S&P said.

"Our assessment of the company's management and governance is
'fair,' as our criteria defines the term, partly due to the lack
of independence from the state, as SEPI's strategy is driven by
the Spanish government," S&P said.

The negative outlook on SEPI mirrors that on Spain. A downgrade
of the sovereign would result in a downgrade of SEPI.

"We could lower the ratings on SEPI independently of any rating
action on the sovereign. This could occur if, over the next 24
months, we reassessed SEPI's 'role' for and 'link' with the
Spanish government, and thus the likelihood of central government
support. In our view, we could revise our assessment of the
likelihood of support from 'almost certain' currently if SEPI's
special public status were changed or if the central government
decided not to provide subsidies when necessary or not guarantee
SEPI's debt. We could also reassess the role and link if we see
that SEPI's SACP deteriorates to the 'b' category. However, we
currently see these scenarios as very unlikely," S&P said.

"We could lower our assessment of SEPI's SACP if its liquidity
position deteriorated from current levels or if financial metrics
weakened with a significant increase in leverage," S&P said.



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


UZBEKISTAN-TURKISH BANK: Moody's Assigns 'E+' Standalone BFSR
-------------------------------------------------------------
Moody's Investors Service has assigned a standalone E+ bank
financial strength rating (BFSR) and B2/Not Prime long-term and
short-term global local and foreign currency deposit ratings to
Closed Joint Stock Company "Uzbekistan-Turkish Bank" ("UT-Bank")
which operates in the Republic of Uzbekistan. The outlook on all
of the bank's ratings is stable.

Ratings Rationale

According to Moody's, UT-Bank's E+ BFSR (which maps to a
standalone credit assessment of b3) is constrained by (i) the
bank's low market shares that are below 1% in both lending and
deposit taking in Uzbekistan; and (ii) the low diversification of
its business operations. Factors underpinning UT-Bank's
standalone ratings include (i) its good asset quality with no
interbank or commercial loans being overdue as of September 30,
2012; (ii) sustainable good profitability metrics with annualized
return on average assets (RoAA) of 2.1% and return on average
equity (RoAE) of 9.2% posted for the first nine months of 2012
(comparative 2011 IFRS metrics are 2.4% and 14.3%, respectively);
and (ii) sound capital levels as reflected in the ratio of total
shareholders' equity to total assets of 29% reported as at
September 30, 2012. (All ratios as at September 30, 2012 are in
accordance with UT-Bank's local statutory report.)

Moody's explained that UT-Bank's B2/Not Prime global local
currency deposit ratings incorporate the rating agency's
assessment of a low probability of support from one of the bank's
shareholder, T.C.Ziraat Bankasi (a Turkish 100%-government owned
financial institution, rated Baa2/P-2 stable; D+/ba1 stable - the
ratings shown are the bank's local currency deposit ratings, its
standalone BFSR mapped to the standalone credit assessment and
the corresponding rating outlooks) which controls 50% stake in
UT-Bank. On the contrary, the rating agency does not incorporate
any support to UT-Bank from its local shareholder, Agrobank (one
of the largest banks in Uzbekistan controlled by Uzbek
government, rated B3/NP negative; E/caa1 stable -- the ratings
shown are the bank's local currency deposit ratings, its
standalone BFSR mapped to the standalone credit assessment and
the corresponding rating outlooks), the owner of another 50%
stake in UT-Bank. In Moody's opinion, despite regular
participation in new capital injections to UT-Bank, Agrobank has
very limited financial flexibility to render extraordinary
support to its subsidiary, in case of distress, as indicated in
Agrobank's currently low rating level.

What Could Change The Ratings Up/Down

According to Moody's, UT-Bank's BFSR has limited upside potential
at its current level. However, in the longer term, the BFSR might
map to a higher long-term scale, as opposed to b3 currently, if
the bank expands its market franchise and diversifies product mix
and customer funding base, while simultaneously maintaining
sustainable good financial fundamentals. The rating agency could
incorporate higher uplift to UT-Bank's deposit ratings as a
result of a higher assumption of parental support to the bank
from its much financially stronger partner T.C.Ziraat Bankasi, if
the latter increased its stake in UT-Bank to a controlling one
while simultaneously more clearly demonstrating a strategic fit
of this Uzbek subsidiary to the group's overall operations.
However, Moody's understands that a takeover of a controlling
stake in UT-Bank by T.C.Ziraat Bankasi is not expected in the
medium term.

The rating agency further explained that negative pressure could
be exerted on UT-Bank's standalone ratings if (i) asset quality,
profitability and/or capital levels significantly weaken as a
result of mismanagement of the bank's growth, or (ii) if the bank
is unable to maintain an adequate liquidity position because of a
withdrawal by key depositors. UT-Bank's supported ratings could
be downgraded if Moody's lowers its assessment of probability of
parental support to UT-Bank from T.C.Ziraat Bankasi.

Principal Methodologies

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

Headquartered in Tashkent, Uzbekistan, UT-Bank reported -- under
audited IFRS -- total assets of US$113 million and total
shareholder equity of US$20.8 million as at December 31, 2011;
net IFRS income for 2011 stood at US$2.2 million.



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


CORDATUS RECOVERY: S&P Says Level of 'CCC'-Rated Assets Decreased
-----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'AA+ (sf)' credit
rating on Cordatus Recovery Partners I Ltd.'s class A notes.

"The rating action follows our assessment of the transaction's
performance since our previous review on Nov. 12, 2010 and the
application of our relevant criteria," S&P said.

"In our review, we have considered recent transaction
developments and used data from the trustee report dated October
2012, in addition to our ratings database and our cash flow
analysis. We have also applied our 2012 counterparty criteria and
our 2009 cash flow CDO criteria," S&P said.

"The transaction started its post-reinvestment period on Oct. 19,
2012. Since our last review in November 2010, the class A notes
have been paid down to EUR323 million from EUR324 million.
Nevertheless, this deleveraging of the structure has been offset
by the decrease of the aggregate collateral balance by EUR12
million compared with EUR503 million at our last review. This has
led to a decrease in credit enhancement to 34% from 36%," S&P
said.

                        CREDIT ANALYSIS

"The credit quality of the portfolio has improved. We have
observed that the level of assets that we consider to be rated in
the 'CCC' category ('CCC+', 'CCC', or 'CCC-') has decreased to
1.48% from 2.28%. In addition, the level of assets in the 'BBB'
('BBB+', 'BBB', or 'BBB-') category has increase to 2.12% of the
percentage of performing assets excluding cash from zero in
November 2010," S&P said.

"This rating migration has led to a lower scenario default rate
for all classes of notes, compared with our previous review, as
provided by our CDO Evaluator model 6.0.1," S&P said.

"We also note that defaulted assets (i.e., debt obligations of
obligors rated 'CC', 'C', 'SD' [selective default], or 'D') as a
percentage of all assets excluding cash now total 3.04% compared
with zero in November 2010," S&P said.

                       CASH FLOW ANALYSIS

"We have subjected the transaction's capital structure to a cash
flow analysis, to determine the break-even default rate for each
rated class of notes at each rating level. In our analysis, we
used the portfolio balance that we considered to be performing
(EUR452 million), the reported weighted-average spread (3.92%)
and the weighted-average recovery rates as per our 2009 cash flow
CDO criteria. We incorporated various cash flow stress scenarios
using
our standard default patterns, levels, and timings for each
rating category assumed for each class of notes, in conjunction
with different interest rate stress scenarios," S&P said.

"The weighted-average spread has increased to 3.92% from 2.97%
since our last review. Nevertheless, this increase has also been
mitigated in our cash flows analysis by the decrease of about
EUR12 million (to EUR491 million from EUR503 million) of the
aggregate collateral balance," S&P said.

                         COUNTERPARTY RISK

"The issuer has entered into asset swap agreements with JPMorgan
Chase Bank N.A (A+/Negative/A-1) for non-euro-denominated assets,
which represent about 12% of the performing asset balance
(excluding cash)," S&P said.

"In our opinion, the downgrade provisions of this counterparty
agreement do not fully comply with our 2012 counterparty
criteria," S&P said.

"Therefore, in our cash flow analysis, we have applied our
standard foreign-exchange stresses in rating scenarios that are
above the long-term issuer credit rating on JPMorgan Chase Bank
plus one notch," S&P said.

"Our analysis shows that the credit enhancement available to the
class A notes (34%) is commensurate with a 'AA+ (sf)' rating.
Therefore, we have affirmed our 'AA+ (sf)' rating on the class A
notes," S&P said.

Cordatus Recovery Partners I is a single-currency cash flow
collateralized debt obligation (CDO) transaction, backed
primarily by leveraged loans to speculative-grade corporate
firms. Cordatus Recovery Partners I closed on Sept, 23, 2008, and
is managed by CVC Cordatus Group Ltd.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

        http://standardandpoorsdisclosure-17g7.com


DECO 11: Moody's Lowers Rating on Cl. A-1B Notes to 'Ba3'
---------------------------------------------------------
Moody's Investors Service has downgraded the following classes of
Notes issued by Deco 11 - UK Conduit 3 p.l.c (amounts reflect
initial outstandings):

    GBP220M Class A-1A Notes, Downgraded to Aa1 (sf); previously
    on Dec 20, 2006 Definitive Rating Assigned Aaa (sf)

    GBP74.5M Class A-1B Notes, Downgraded to Ba3 (sf); previously
    on Apr 18, 2011 Downgraded to A3 (sf)

Moody's does not rate Class A2, Class B, Class C, Class D, Class
E, Class F or Class X issued by Deco 11 - UK Conduit 3 p.l.c.

Ratings Rationale

The downgrade actions reflect Moody's increased loss expectation
for the pool since its last review. This is primarily due to the
value decline of the property portfolio underlying the largest
loan in the pool (Mapeley Gamma Loan, 57% of the current pool) as
evidenced by a recent re-valuation. Moody's expects that nearly
all of the loans in the pool will be defaulted next year.

The downgrade of the Class A-1A Notes reflects in addition the
increased uncertainty around the values of the mostly secondary
properties securing the loans in the pool and the work-out
strategies of the special servicer for the defaulted loans which
will mainly impact the final recoveries for the noteholders.

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 revised assessment of these parameters, the loss
expectation for the remaining pool, which now consists of 12
loans (compared to 17 at closing) is large (25-40%). Main drivers
for the high expected loss are the Mapeley Gamma Loan and the
Wildmoor Northpoint Loan.

Moody's current weighted average A-loan and whole loan loan-to-
value (LTV) is 160% and 163% respectively. In comparison, the
Underwriter (UW) A-loan LTV is 147% and the whole loan LTV is
149%. Moody's notes that for 84% of the pool, the whole loan
Moody's LTV ratios are 100% or above, translating into high
probability of default at maturity (>50%). Except for three small
loans (4%) and the already defaulted four loans (70%) the
remaining loans mature in 2013.

The ratings are in particular sensitive to the recovery
assumptions for the Mapeley Gamma Loan, which are influenced by
the performance of the underlying secondary properties and the
work-out strategy of the special servicer. Given the nature of
the portfolio and the adverse lease expiry profile recoveries
could be potentially higher if the special servicer was able to
implement certain asset management initiatives. As the sponsor
will not inject further equity these initiatives need to be
funded by excess cash from the properties. The availability of
excess cash depends on whether the in place tenants will renew
their leases or new tenants can be found for vacated space.

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 fuelled
by fiscal consolidation efforts, household and banking sector
deleveraging and persistently high unemployment levels. Moody's
expects a mild recession in the Euro area.

MOODYS PORTFOLIO ANALYSIS

As of the October 2012 interest payment date (IPD), the
transaction's total pool balance was GBP383.0 million down by 14%
since closing. This is due to the repayment of five of the
smaller loans since closing. As a result 12 loans remain which
are secured by a diverse portfolio of 47 properties mainly in use
as office (40%), warehouse/distribution (20%), multifamily (16%),
nursing homes (11%), retail (10%) and hotel (3%).

Until the last IPD the proceeds from prepayments and balloon
repayments were allocated to the Notes in a combination of fully
sequential, modified pro-rata and pro-rata basis, based on
certain loan buckets. As of the last IPD the sequential pay
trigger has been breached and consequently all principal proceeds
will first be allocated to the Class A-1A Notes.

As of the last interest payment date, four loans (70% of the
current pool) have defaulted and another five loans (20%) are on
the servicer's watchlist.

The largest loan, the Mapeley Gamma Loan (57% of the pool) has
been accelerated by the special servicer and LPA receivers have
been appointed. The loan is secured by 24 office properties
located throughout the UK which are exposed to weak secondary
occupational and investment markets. They are let to 53 tenants
with the top-5 contributing 61% of total rental income. Most of
the properties are significantly over-rented. The current
reported interest coverage ratio (ICR) is 1.26x. The weighted
average (WA) lease term to expiry or break is 4.8 years and 38%
of the leases are expiring over the next three years. The vacancy
level has continually increased to 21% from 3% at closing.
Moody's LTV is 187% in line with the latest UW re-valuation as of
August 2012. The ultimate recoveries will mainly depend on the
work-out strategy of the special servicer and the outcome at the
lease expiry dates.

The second largest loan, the Wildmoor Northpoint loan (10% of the
pool), which failed to repay at its maturity in July 2010 is
secured by a secondary shopping center located in North East
England. Moody's whole loan LTV is 206%. Based on the valuation
as of July 2012, the current U/W whole loan and securitized LTV
are 183% and 164%, respectively. The vacancy level of the
property has increased to currently 12% from 4% at last review.
There is a high risk that the vacancy level increases further
given that approximately 57% of the existing rental income
expires/ breaks over the next three years.

Portfolio Loss Exposure: Moody's expects a large amount of losses
(25-40%) on the securitized portfolio, stemming mainly from the
performance and the refinancing profile of the securitized
portfolio. Given the default risk profile and the anticipated
work-out strategy for defaulted and potentially defaulting loans,
these expected losses are likely to crystallize only towards the
end of the transaction term.

Rating Methodology

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

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

The updated assessment is a result of Moody's on-going
surveillance of commercial mortgage backed securities (CMBS)
transactions. Moody's prior assessment is summarized in a press
release dated April 18, 2011. The last Performance Overview for
this transaction was published on November 21, 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.


DECO 2005-UK: S&P Lowers Rating on Class C Notes to 'B-'
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
DECO Series 2005-UK Conduit 1 PLC's class B and C notes. "At the
same time, we have affirmed our ratings on the class A, D, and E
notes," S&P said.

DECO Series 2005-UK Conduit 1 closed in July 2005. Deutsche Bank
AG (London Branch) (A+/Negative/A-1) originated the loans, which
are secured by U.K. properties.

"The rating actions follow our full review of the transaction and
our analysis of counterparty risk," S&P said.

"Our analysis reflects our November 2012 European CMBS criteria,"
S&P said.

                            THE LOANS

                    CPI RETAIL ACTIVE MANAGEMENT

"This interest-only loan comprises 53.4% of the total loan pool
and it is the largest loan in the loan pool. It was originated in
July 2005 and is secured by three U.K. retail properties. The
loan failed to repay at maturity in October 2010. The loan is
currently in special servicing and in administration. The loan
has been accelerated with the principal balance being due and
payable," S&P said.

"The reported whole loan-to-value (LTV) ratio is 104.4% and the
reported senior LTV ratio is 94.9%. The latest valuation was
undertaken in 2010," S&P said.

"The properties are located in Waterlooville, Gravesend, and
Leighton Buzzard. The properties are let to 79 tenants, the
largest being Wilkinson Hardware Store Ltd., whose rental income
contributes 8.17% toward the total rental income of the property
portfolio. The top five tenants include Waitrose Ltd., Lloyds
Bank PLC, Poundland, and Superdrug Stores PLC," S&P said.

"The servicer has reported that there were a number of letting
activities during Q3 2012. This decreased the vacancy rate to
2.1% from 2.2%. The total rental arrears balance has increased to
GBP112,643 in Q3 2012 from GBP29,907 in Q2 2012," S&P said.

             COMMERCIAL AND WAREHOUSE PROPERTIES LTD.

"The Commercial And Warehouse Properties loan comprises 18.2% of
the total loan pool and is currently secured by an
office/multifamily property located in Camden, London. The
property is let to The Open University and the residential part
is let on assured shortfall tenancies," S&P said.

"The property was last valued in September 2012. According to the
October 2012 servicer report, the LTV ratio is 76.3% for the
whole loan, and 72.0% for the securitized loan," S&P said.

"The current whole loan balance is GBP10,536,962, and the senior
loan balance is GBP9,903,227. The loan was scheduled to repay on
the July 2012 interest payment date, but failed to do so. The
loan has been transferred into special servicing. We await
further information from the servicer regarding the strategy to
repay this loan," S&P said.

                         HEATHVILLE ESTATES LTD.

"This loan comprises 11.6% of the total loan pool, and originally
had a term of seven years, with a final loan maturity in July
2012. The loan failed to repay at loan maturity, and was
subsequently transferred into special servicing. Administrators
have been appointed," S&P said.

"The current whole loan balance is GBP6,887,500 and the
securitized loan balance is GBP6,316,889. The reported whole loan
LTV ratio is 68.77% and the reported senior LTV ratio is 64.96%.
A new valuation is in the process of being finalized, which was
required because the loan was transferred into special servicing.
We would expect this value to be lower than the one currently
reported," S&P said.

"The loan is currently secured by three mixed-use properties
(industrial and offices) located in Essex (one property) and
Hertfordshire (two properties). The properties have a reported
weighted-average occupancy of 93.8%, with a reported weighted-
average lease term of 3.1 years," S&P said.

                           HOLAW (420) LTD.

"The Holaw (420) Ltd. loan comprises 6.7% of the total loan pool.
It was originated in 2005. The loan failed to repay at loan
maturity in October 2011, and the loan is now in special
servicing. The loan is also in administration. The administrators
have been successful in taking control over funds amounting to
about GBP1 million, which are now being reflected as reserves,"
S&P said.

"The loan is currently secured by three office/hotel properties
located in Aldermaston, Berkshire. The special servicer reports
that one of the properties is vacant, one is in a derelict state,
and two of the four lodges are let to regulated tenants. The
manor house is currently being operated by Kudos and there is a
short-term lease agreement in place with a one-month break clause
option on both sides. This lease does not have any cash flow
benefit, but a signed agreement between the parties helps
administrators to
obtain vacant possession when required," S&P said.

"The properties were last valued in January 2012. According to
the October 2012 servicer report, the LTV ratio is 85.9%," S&P
said.

"The current senior loan balance is GBP3,653,984. We understand
that the sale of the properties are currently being negotiated.
No information is currently available on the sale price," S&P
said.

                     SANDFILE LIMITED

"This loan comprises 5.8% of the total loan pool and was
originated in 2004, and is secured against an industrial property
in Liverpool. The loan failed to repay at loan maturity in April
2012. The loan is in special servicing and a receiver has been
appointed," S&P said.

The whole loan balance is GBP3,362,286, and the senior loan
balance is GBP3,146,935. The reported whole loan LTV ratio is
134.5% and reported senior LTV ratio is 125.9%.

"The property is situated on Moorgate Road, Knowsley. It is a 12
acre site and is held on leasehold for 999 years from Knowsley
Borough Council at a peppercorn rent. The property comprises a
large rectangular industrial warehouse with integral two-storey
offices, a canopy area, a concrete service yard, a large car
park, and security gates," S&P said.

"The main tenant's lease expires in 2014. We have been informed
that the tenants have expressed an interest in remaining at the
property and the special servicer is in discussion with the
borrower regarding this," S&P said.

             I/S SCANDINAVIAN PROPERTY INVESTMENT V

"This loan comprises 4.2% of the total loan pool. This is the
only loan in the transaction that is not in special servicing.
This is an amortizing loan, which is performing in line with the
terms of the loan agreement. The loan is due to mature in July
2015. The senior whole loan balance is GBP2,874,218 and the
senior loan balance is currently GBP2,229,066," S&P said.

"The reported senior interest coverage ratio, is currently 2.19x.
The reported whole loan LTV ratio is 74.2% and the reported
senior LTV ratio is 59.3%. The properties have not been revalued
since 2005," S&P said.

"The loan is secured on one property, which is situated in
Whitehaven, a town on the North West coast of England. The
property is a 41,231 sq ft store, which was formerly a Co-op food
store. GBP1 million has been spent on the property to be
refurbished, which took place in 2003/2004, when the property
was split into two retail units. The works were carried out with
a pre-let to Wilkinson, which took a 20-year full repairing
lease. Wilkinson's contributes 88.3% towards the total rental
income for the property. The smaller unit is occupied by
Connexions who pays the remainder of the rental income for the
property (11.7%). The reported weighted-average unexpired lease
term is 11.3 years," S&P said.

                         INTEREST SHORTFALLS

"Cash flow disruptions have been occurring on the transaction
since 2007. We lowered to 'D (sf)' our rating on the class E
notes in August 2007 because an interest shortfall occurred due
to the restriction of liquidity drawings available to cover
interest payments on the class E notes. The amount available was
reduced due to the triggering of the appraisal reduction
mechanism associated with the decrease in value of the assets in
the Kashani Loan," S&P said.

"In September 2011, we lowered to 'D (sf)' our rating on the
class D notes due to the fees associated with three loans in
special servicing at that time (Mondeal, Metropolitan, and
Kashani loans). At this time, the class D and E notes were
experiencing interest shortfalls as a result of the above three
loans being transferred into special servicing and the liquidity
facility not covering the special servicing fees. These loans
have since repaid," S&P said.

Principal losses are expected on the class D and E notes.

                           RATING ACTIONS

"Currently, principal losses are expected on all loans apart from
the I/S Scandinavian loan. We consider that unexpected expenses
associated with workouts on the loans may cause further cash flow
disruptions to the transaction. Due to these factors, we have
lowered our ratings on the class B and C notes due to the credit
deterioration of the remaining loans. At the same time, we have
affirmed our ' D (sf)' ratings on the class D and E notes, and
affirmed our 'A+ (sf)' rating on the class A notes," S&P said.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

        http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

DECO Series 2005-UK Conduit 1 PLC
GBP236.057 Million Commercial Mortgage-Backed Floating-Rate Notes

Class           Rating
      To                    From

Ratings Lowered

B     BBB- (sf)             A+ (sf)
C     B- (sf)               BB (sf)

Ratings Affirmed

A     A+ (sf)
D     D (sf)
E     D (sf)


EPIC INDUSTRIOUS: S&P Withdraws 'D' Ratings on Six Note Classes
---------------------------------------------------------------
Standard & Poor's Ratings Services has withdrawn its 'D (sf)'
credit ratings on Epic (Industrious) PLC's class A, B, C, D, E,
and F notes.

"On Oct. 28, 2011, we lowered to 'D (sf)' our ratings on all
classes of notes in the transaction, due to the application of
principal losses at redemption," S&P said.

"We have withdrawn our ratings on all classes of notes in the
transaction as it has redeemed at a loss," S&P said.

Epic (Industrious) was a commercial mortgage-backed securities
(CMBS) transaction that closed in October 2006, with a scheduled
note maturity in April 2014. The single underlying loan was
initially secured on 120 properties located in the U.K.

              STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

          http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class            Rating
            To               From

Ratings Withdrawn

Epic (Industrious) PLC
GBP490 Million Commercial Mortgage-Backed Floating-Rate Notes

A          NR                D (sf)
B          NR                D (sf)
C          NR                D (sf)
D          NR                D (sf)
E          NR                D (sf)
F          NR                D (sf)

NR-Not rated.


GEMINI PLC: Fitch Cuts Rating on GBP27.7MM Class B Notes to 'Csf'
-----------------------------------------------------------------
Fitch Ratings has downgraded Gemini (Eclipse 2006-3) plc's Class
B CMBS notes, and affirmed all others, due July 2019, as follows:

  -- GBP569.15m class A (XS0273575107): affirmed at 'CCsf';
     Recovery Estimate (RE) revised to RE25% from RE50%

  -- GBP27.76m class B (XS0273576289): downgraded to 'Csf' from
     'CCsf''; RE0%

  -- GBP101.8m class C (XS0273576446): affirmed at 'Csf''; RE0%

  -- GBP81.4m class D (XS0273576792) affirmed at 'Csf'; RE0%

  -- GBP70.21m class E (XS0273576958): affirmed at 'Csf'; RE0%

The downgrade and RE reduction reflect the continued
deterioration in the value of the underlying collateral since
Fitch's last rating action in March 2012.  A September 2012
valuation shows a 12% fall in value compared with the portfolio's
last valuation 12 months earlier.

Despite a 13% increase in net operating income (to GBP38.9
million from GBP34.6 million per annum) and a marginal fall in
vacancy (to 17.9% from 19.7%), income remains insufficient to
service debt payments.  The liquidity facility continues to be
drawn down, with this senior ranking liability, to be paid ahead
of interest and principal, now equating to GBP27.8 million.
These shortfalls are expected to continue.  Despite the liquidity
drawings, Class C, D and E interest was not paid at the October
2012 interest payment date due to significant senior ranking
issuer expenses.  Although not accumulating penalty interest,
this accruing but unpaid interest represents an additional senior
ranking liability.

The loan was accelerated by the special servicer in August 2012.
One month later, fixed-charge receivers were appointed over all
the properties in the pool and subsequently, third-party asset
and property managers were put in place in December 2012.
Despite these attempts to improve the portfolio's performance,
the transaction's senior and junior swap breakage cost exposure
(on the basis of the reported mark-to-market of swaps expiring in
2026 and 2016 respectively) remains prohibitive.

While a swap restructuring agreement has been reached between the
special servicer and the swap provider to avoid termination of
the swap (for an amount of GBP287 million) at the time of loan
acceleration, the hedging will contribute significant losses for
noteholders.  All but the Class A notes are expected to be fully
written down.

Fitch will continue to monitor the workout process.


INDUS PLC: Fitch Affirms 'Dsf' Ratings on Two Note Classes
----------------------------------------------------------
Fitch Ratings has affirmed Indus (Eclipse 2007-1) plc, as
follows:

  -- GBP459.3m class A (XS0294756449) affirmed at 'BBBsf';
     Outlook Stable

  -- GBP47.0m class B (XS0294757173) affirmed at 'Bsf'; Outlook
     Stable

  -- GBP52.9m class C (XS0294757256) affirmed at 'CCCsf';
     Recovery Estimate (RE) 80%

  -- GBP16.5m class D (XS0294757504) affirmed at 'Dsf'; RE0%

  -- GBP0m class E (XS0294757686) affirmed at 'Dsf'; RE0%

The affirmation of the class A, B and C notes is primarily driven
by the broadly stable performance of the collateral since last
year, the sequential pay down of the capital structure, the bar-
belled quality of the remaining loan portfolio and the expected
partial redemption after the sale of the Adelphi building.

On November 26, 2012, a special notice issued by the special
servicer (Capita Asset Services) stated that an exchange of
contracts had occurred in relation to the sale of the Adelphi
property, due for completion by April 2013.  In addition, the
purchaser has made a 7.5% deposit.  According to the notice, the
sale will enable a full repayment of the GBP212.3 million Adelphi
senior loan, including the circa GBP40 million swap termination
payments.

Given the high loan-to-value ratio (close to 100%) and the lease
roll-over in 2013 (the main tenant will vacate the premises in
June), a failure to complete the sale would trigger a further
review of the transaction, to assess a possible reduction in the
loan recoveries.  Fitch considers this an unlikely scenario,
since, in the event of sale failure, the purchaser's deposit
would result in a sequential pay down of the notes.

Fitch expects little losses on the then three largest loans (74%
of the outstanding loan pool after the Adelphi loan repayment),
underpinning the Stable Outlooks on the class A and B notes.

Several of the smaller loans are backed by secondary or tertiary
quality assets.  Since the investment and occupational market for
secondary portfolios remains weak, there is significant risk that
these loans, in particular the GBP26.6 million Workspace
Portfolio and GBP5 million Amsterdam Place, will incur heavy
losses. This is compounded by the fact that majority of these
loans will be reaching maturity in the next 12 months.

Since the last rating action in February 2012, further losses of
GBP33.6 million have been allocated to the class D notes and
Fitch expects future losses to result in zero recoveries for this
class.  Although Fitch expects some losses to be allocated to the
class C notes, the improvement in the RE to 80% from 50% is a
result of the future full repayment of the Adelphi loan.  This
loan previously had a Fitch LTV of 108%, meaning that losses were
expected to be allocated to the junior part of the structure.

Fitch will continue to monitor the transaction's performance.


MANGANESE BRONZE: May Owe GBP4.9 Million to Zhejiang Geely
----------------------------------------------------------
Alex Hawkes at Financial Mail On Sunday reports that
administrators to Manganese Bronze Holdings Plc are trying to
assess whether or not the company owes its former Chinese joint-
venture partner Zhejiang Geely Holding Group Co. GBP4.9 million.

According to Financial Mail On Sunday, PricewaterhouseCoopers
said in a creditors' report: "We understand that this relates to
a contractual agreement that, should Manganese Bronze Holdings
default on the joint-venture agreement, Geely is entitled to
claim up to US$8 million against MBH's share of the joint
venture."

The debt is not registered at Companies House, administrators
said, adding that they would report back on whether or not the
debt counted as a "secured charge" -- entitling Geely to be paid
out ahead of other creditors, Financial Mail On Sunday notes.

Geely and Manganese have been working together since 2006,
Financial Mail On Sunday relates.

Manganese bought components from Geely, assembling taxis at a
plant in Coventry, Financial Mail On Sunday discloses.

As reported by the Troubled Company Reporter-Europe on Dec. 21,
2012, Bloomberg News related that Geely submitted a bid to buy
Manganese Bronze, which is under creditor protection.  According
to Bloomberg, one of the two people familiar with the matter said
that Zhejiang Geely, which owns Swedish automaker Volvo Cars, is
offering to buy 80.03% of Manganese Bronze.  Manganese Bronze,
which has made taxis in Coventry, England, since 1948, is
fighting for survival after going into administration -- a form
of creditor protection -- on Oct. 30 after the tie-up with Geely
Automobile Holdings Ltd. failed to yield savings, Bloomberg
disclosed.  Geely Auto, the Hong Kong-traded unit of Zhejiang
Geely, owns 19.97% in the cab maker, Bloomberg noted.

Manganese Bronze Holdings Plc is the manufacturer of London's
traditional black cabs.


PERSEUS 22: S&P Affirms 'D (sf)' Ratings on Two Note Classes
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its credit ratings on
Perseus (European Loan Conduit No. 22) PLC's class C, D, and E
notes, following a credit review.

"Our analysis reflects our November 2012 European commercial
mortgage-backed securities (CMBS) criteria, which became
effective on Dec. 6, 2012," S&P said.

"The loan backing this transaction is secured on 165 U.K.
properties, of which 84% are for retail use and 16% are offices.
The outstanding securitized loan balance is GBP28 million. The
loan matured in July 2012 and was transferred to special
servicing following failure to repay the loan in full at
maturity. The loan is currently in a standstill period that will
be renewed on a quarterly basis until July 2013 subject to
certain conditions being met," S&P said.

"Our analysis indicates that the amount of available credit
enhancement for the class B notes is sufficient to cover our
property value loss expectations under the current rating level
scenario. Therefore we have affirmed our 'BBB (sf)' rating on the
class B notes," S&P said.

"We currently rate the class C and D notes at 'D (sf)' following
principal losses. We have affirmed our ratings on these notes,"
S&P said.

Perseus (European Loan Conduit No. 22) is a U.K. true-sale CMBS
transaction.

              STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

          http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class       Rating

Perseus (European Loan Conduit No. 22) PLC
GBP514.538 Million Commercial Mortgage-Backed Floating Rate Notes

Ratings Affirmed

B           BBB (sf)
C           D (sf)
D           D (sf)


TAURUS CMBS: S&P Lowers Rating on Class B Notes to 'CCC+'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'CCC+ (sf)' from 'B
(sf)' and removed from CreditWatch negative its credit rating on
Taurus CMBS (U.K.) 2006-2 PLC's class B notes.

The rating action follows negative developments in two of the
remaining loans in the transaction -- the Times Square and Dundee
loans.

"In our view, the cumulative amount of recoveries from the pool
of underlying loans is unlikely to be sufficient to fully repay
the outstanding amount of the class B notes. Under our criteria
for assigning ratings in the 'CCC' category, the class B notes
face at least a one-in-two likelihood of default. We have
therefore lowered to 'CCC+ (sf)' from 'B (sf)' and removed from
CreditWatch negative our rating on the class B notes," S&P said.

                 THE TIMES SQUARE LOAN

The Times Square loan, which has a senior outstanding balance of
GBP37.1 million, was transferred into special servicing on March
23, 2009. The loan is secured against an enclosed shopping center
located in Sutton, Surrey (U.K.).

"Our view of ultimate recoveries for this loan has deteriorated
since our previous rating action on April 5, 2012, when we
estimated losses to be approximately GBP25 million," S&P said.

"In April 2012, we based our loss estimate on the GBP18.0 million
offer for the sale of the property backing the loan, which the
special servicer accepted. Since then, we understand that a
revised offer of GBP 15.75 million was agreed between the parties
to reflect the estimated cost of repair works, which were
highlighted during the sale's due diligence. The exchange of
contracts has not yet taken place," S&P said.

                         THE DUNDEE LOAN

"The Dundee loan, which has a senior outstanding balance of
GBP10.7 million, was transferred to special servicing in
September 2012 due to a payment default at loan maturity. The
loan is secured by an office property located in Dundee,
Scotland," S&P said.

"The property was recently revalued at GBP11.5 million. As a
result, the senior loan-to-value ratio has increased to 93.33% in
September 2012 from 47.70% in June 2012," S&P said.

"In our view, the level of recoveries associated with this asset
may be constrained by the benchmark set by the most recent
valuation. Accordingly, we consider that the securitized loan may
suffer principal losses," S&P said.

Taurus CMBS (U.K.) 2006-2 is a U.K. commercial mortgage-backed
securities (CMBS) transaction that closed in November 2006. It is
currently backed by four loans, down from eight at closing,
secured against predominantly office properties situated
throughout the U.K. The legal final maturity of the notes is in
April 2024.

              STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

          http://standardandpoorsdisclosure-17g7.com


THEATRE NO. 1: S&P Downgrades Rating on Class D Notes to 'B'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
all classes of notes issued by Theatre (Hospitals) No. 1 PLC and
Theatre (Hospitals) No. 2 PLC.

"The rating actions predominantly reflect the refinancing risks
relating to the underlying loans at the expected maturity date in
October 2013, and consider recovery prospects upon assumed
failure to refinance given the leverage of the transaction in the
context of the tenants' assumed 'satisfactory' business risk
profile. Our ratings address the issuer's ability to make timely
payment of interest and payment of principal not later than the
legal final maturity," S&P said.

"The transactions are 'OpCo/PropCo' structures whereby the
issuers each purchased portions of senior loans extended to a
PropCo group. A pari passu senior portion remains outside the
securitizations, as does junior-ranking debt. The relationship
between the minority senior lenders, the Theatre 1 noteholders,
and the Theatre 2 noteholders is governed by an intercreditor
agreement," S&P said.

"The securitized portfolio consists of 35 hospitals, primarily
based in London and the southeast. The PropCos lease the
properties on a full repairing and insuring basis, expiring in
2031, to BMI Healthcare (the 'OpCo'), as tenant, part of the
General Healthcare Group (GHG). The PropCos make up a substantial
part of GHG's EBITDA and assets. The rental payments received
from the OpCo provide the only source of income for the borrowers
to make ongoing debt-service payments on the loans and ultimately
the notes," S&P said.

GHG is the No. 1 independent acute medical/surgical hospital
operator in the U.K. Its main revenue source is through patients
on private medical insurance (PMI) schemes, although because of
the state of the U.K. economy, the proportion of revenues from
further collaboration with the National Health Service is
expected to rise in future. The U.K. private health care market
is highly concentrated, and GHG is one of four main players that
together provide more than 70% of the sector's capacity.

"The securitized loans are scheduled to mature in October 2013.
The transactions incorporate an extended, 18-year tail period
until legal final maturity in 2031 due to the presence of
interest rate swaps which mature at the end of the tail period,"
S&P said.

"In our opinion, although the OpCo has comfortably met its rental
Obligations -- the most recently reported rent coverage ratio was
1.56x -- refinancing prospects for the GBP1.5 billion whole loan
to the PropCos are slim. The securitized loan-to-value (LTV)
ratio will be 50% at expected maturity, based on the most
recently reported valuation, but on a whole-loan basis the LTV
ratio will be 86%. Given that the swaps are materially out of the
money for the borrowers, we expect failure to refinance to be
accompanied by a managed workout in the tail period, in an
attempt to avoid crystallizing swap termination costs at current
levels," S&P said.

"However, in our opinion, recovery levels are likely to be
further constrained by the attractiveness of the tenant. Despite
GHG's market-leading position in the U.K. market for private
health care, declining core PMI volumes against a backdrop of
stagnant fee levels, rising costs and economic/regulatory
uncertainty may constrains growth prospects over the near term.
We anticipate that EBITDAR/rent levels could fall, which would
put pressure on affordable rental levels and, in turn, strain
prospective recovery values," S&P said.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

        http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class               Rating
              To               From

Theatre (Hospitals) No. 1 PLC
GBP396 Million Asset-Backed Floating-Rate Notes

A             BBB-             AA
B             B+               AA
C             B+               A
D             B                BBB

Theatre (Hospitals) No. 2 PLC
GBP264 Million Asset-Backed Floating-Rate Notes

A             BBB-             AA
B             B+               AA
C             B+               A
D             B                BBB


UNIQUE PUB: Fitch Affirms 'B' Rating on Class N Notes
-----------------------------------------------------
Fitch Ratings has affirmed Unique Pub Finance plc's (Unique)
Class A, M and N notes at 'BB', 'B+' and 'B' respectively.  The
Outlook on all classes is Negative.

The affirmation is mainly driven by both the significant slowdown
in performance decline with Enterprise Inns Plc (ETI, a good
proxy for Unique) FY12 (ending in September) LFL net income
declining only by 1.2% (vs. 4.3% in FY11), and the deleveraging
of the transaction by 0.3x (achieved mainly through prepayments
from proceeds of pubs disposals, and opportunistic purchases of
discounted notes).  The Negative Outlook mainly reflects the
ongoing macro difficulties facing the wet-led tenanted pub
industry and related potential performance volatility (with lack
of visibility in its sustainability).

Like other tenanted operators in the UK pub industry, Unique
continues to face significant headwinds with additional downward
pressure from a consistently poor UK economic outlook.  The
estate remains primarily wet-led (food sales representing ca.
25% of total sales, in contrast to ca.  50% for other managed
pubs operators) and is slow to react to the growing pub eating-
out market with Unique's input being largely limited to advising
tenants.  In addition, many tenants are constrained by a lack of
critical investment capital as they struggle to cover operating
costs.

The continued decline in performance has been offset to some
extent by the combined effect of the ongoing disposal program (-
4.9%), debt prepayments (funded via the disposal proceeds account
(DPA) with the class A2N notes having been prepaid in full in
FY12) and repurchases (avoiding spens) of the remaining class A
fixed rate notes via excess cash (amounting to GBP65.3 million at
an average discount of 20%).  Altogether, this had a positive
effect on EBITDA leverage (including GBP65 million of cash
reserve) reducing it to 5.6x, 7.1x and 8.3x from 6.0x, 7.4x and
8.6x for the class A, M and N notes, respectively.  However, this
strategy remains fragile as Unique remains exposed to weak
consumer discretionary spending, and dependent on the ability to
continue selling weak pubs at reasonable prices and buying bonds
at a discount.

Without further prepayments, Unique faces a significant increase
in debt service with amortization resuming in September 2013.
Deferring this (which it is able to do given the transaction's
unusual prepayment mechanics, allowing it to temporarily switch
to interest only payments) involves making further prepayments or
repurchases (through excess cash).  Given that Unique has already
sold or transferred some of their higher quality pubs (based in
London) via exchanges with ETI in order to complete opportunistic
sale & leaseback deals with attractive yields, future disposal
proceeds may be lower.  In addition, Fitch is generally concerned
about the potential erosion of the overall quality of the estate
notably in terms of long-term cash generative operations.

Fitch has forecast for its base case marginally negative EBITDA
and FCF growth to legal maturity in 2032, resulting in actual FCF
DSCR metrics (minimum of average or median) which are expected to
fluctuate around 1.51x, 1.01x and 1.10x for the class A, M and N
notes respectively.  However, for the Class A and N notes, the
long-term metrics do not give an accurate indication of coverage
for a substantial portion of the forecast period (from today
until about 2024), due to Unique's unusual debt profile which
conceals the much lower coverage during the more critical earlier
years.  For the Class A and N notes, Fitch's base case FCF DSCRs
from 2013 to 2021 are lower at around 1.16x and 0.93x which
leaves little leeway for the servicing of the notes' debt service
through operating cash flow.

This is mitigated to some extent by the transaction's credit
enhancements such as the GBP65 million cash reserve (which favors
the junior notes under all but extreme stress scenarios),
tranched liquidity facility and deferability of the junior notes.
The deferability is also more relevant than in other WBS
transactions with more typical debt profiles, as the period of
increased coverage creates potential for recovery of the N notes
in particular if they were to defer.  However, considerable
uncertainty remains about performance, and this may result in
only delaying potential financing problems in view of the long-
term negative outlook for tenanted, wet-led community pubs and
the degree of leverage.

Finally, on top of the weak UK economy (affecting discretionary
spending), industry factors such as the duty escalator (5%
increase during the past year, up by 42% since March 2008),
rising operating costs (labor, utilities) and strong competition
from the off-trade also continue to have a negative impact.
There have been signs of potential stabilization (which partly
supports the current affirmation) but further significant
improvement is needed to warrant a revision of the Outlook.

Unique Pub Finance plc is a tap closed in 2005 of an existing
securitization of a portfolio of leased pubs located in the UK,
issued by Unique Pub Finance PLC.  It is 100% owned by ETI, a
listed UK pub company.  As of September 2012, the securitized
group was comprised of 2,740 tenanted pubs (representing ca. 46%
of the estate, 48% by EBITDA) down from 3,974 (-31%) since tap.

The rating actions are as follows:

  -- GBP433.0m class A3 fixed-rate secured bonds due 2021:
     affirmed at 'BB'; Outlook Negative
  -- GBP471.7m class A4 fixed-rate secured bonds due 2027:
     affirmed at 'BB'; Outlook Negative
  -- GBP225.0m class M fixed-rate secured bonds due 2024:
     affirmed at 'B+'; Outlook Negative
  -- GBP190.0m class N fixed-rate secured bonds due 2032:
     affirmed at 'B'; Outlook Negative


VANWALL FINANCE: S&P Cuts Ratings on Two Note Classes to 'B-'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
Vanwall Finance PLC's class A, B, C, D, E, and F notes following
a review of the transaction.

"Our analysis reflects our November 2012 European commercial
mortgage-backed securities (CMBS) criteria, which became
effective on Dec. 6, 2012," S&P said.

"The loan backing this transaction is secured on 31 U.K.
properties (30 retail properties and a distribution warehouse)
that are fully let to Toys 'R' Us Ltd. The outstanding
securitized loan balance is GBP346 million. This loan is due to
mature in April 2013 and the legal final maturity of the notes is
April 2016. The servicer has commenced discussions with the
borrower regarding the pending loan maturity, however as there
are currently no finalized plans we have taken into account the
refinance risk in our analysis," S&P said.

"The properties are typically situated in out-of town retail
warehouse parks and the vast majority of the properties are over
11 years old, which have resulted in some of the locations
becoming isolated from newer retail developments," S&P said.

"Rents are indexed against the retail price index every year but
may only be revised upward. In our opinion, we consider the in-
place rents to be potentially over-rented," S&P said.

"The reported loan-to-value (LTV) ratio of 68% is based on a 2005
valuation. We believe that in the current market, asset values
could result in a higher current LTV ratio. This, together with
the levels of financing available in the current markets, may in
our opinion, make it difficult to refinance the loan," S&P said.

"The three-year tail period in this transaction may also limit
the use of any loan extension as a potential solution," S&P said.

"Our analysis also considered the scenario where the tenant
defaults and recovery proceeds are further depressed due to the
increased difficulty to refinance the portfolio," S&P said.

"Our analysis indicates that the amount of available credit
enhancement on all classes of notes is insufficient to cover our
property value loss expectations under the current respective
rating level scenarios. Therefore, we have lowered our ratings on
the class A, B, C, D, E, and F notes accordingly," S&P said.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

        http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class                     Rating
            To                          From

Vanwall Finance PLC
GBP355.838 Million Commercial Mortgage-Backed Floating Rate Notes

Ratings Lowered

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



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


RAVNAQ-BANK: S&P Assigns 'CCC/C' Counterparty Credit Ratings
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'CCC' long-term
and 'C' short-term counterparty credit ratings to Uzbekistan-
based Ravnaq-bank. The outlook is positive.

The ratings reflect the 'b+' anchor for a bank operating
primarily in Uzbekistan, as well as Ravnaq-bank's "weak" business
position, "strong" capital and earnings, "weak" risk position,
"below average" funding, and "adequate" liquidity, as S&P's
criteria define these terms. The stand-alone credit profile
(SACP) is 'ccc'.

"Under our bank criteria, we use the Banking Industry Country
Risk Assessment economic risk and industry risk scores to
determine a bank's anchor, the starting point in assigning an
issuer credit rating. Our anchor for a commercial bank operating
only in Uzbekistan is 'b+'. The economic risk score for
Uzbekistan is '7' and the industry risk score for Uzbekistan is
'9'," S&P said.

"The positive outlook on Ravnaq-bank reflects our view that the
bank is likely to improve its business position in the next 12-18
months since the ban on active operations was lifted in November
2012 and after retail deposit collection starts in February 2013.
Obtaining a foreign currency license may also materially support
the bank's earning capacity. In addition, we expect the bank to
maintain strong capitalization and adequate liquidity," S&P said.

"We might consider raising the rating if the bank improves its
business diversity and quality of its revenue base, while
continuing to gradually advance its risk management and
operational capacity. We assume business expansion will not
substantially deteriorate the strong capitalization," S&P said.

"We could consider a negative rating action if we saw no material
improvements in the bank's business development in the near
future. This could happen if the bank failed to realize its
strategy of expanding its geographic coverage, customer base, and
range of products and services, or did not obtain a foreign
currency license. An additional source of pressure on the bank's
creditworthiness could come from a decline in liquidity or
solvency, with the bank's risk-adjusted capital ratio falling
below 10%," S&P said.



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


* Moody's Says EMEA Consumer Loan ABS Performance Stable in Oct.
----------------------------------------------------------------
The performance of EMEA consumer loan asset-backed securities
(ABS) remained stable in the three-month period leading to
October 2012, according to the latest indices published by
Moody's Investors Service.

In 2013, Moody's expects unemployment in Italy and France to rise
slightly both by 0.5% respectively. Concurrently, Moody's expects
that Spanish unemployment will rise by 1.1%. The rise in
unemployment will drive delinquencies to increase in the consumer
loan ABS market. In October 2012, however, 90-180 day
delinquencies in Italy, which is the largest market in the EMEA
for consumer loan ABS, fell to 1.3% in October 2012 from 1.5% in
July 2012, while Spain and Germany saw a stabilization in
delinquencies.

Moody's cumulative default index remained stable in the three-
month period leading to October 2012, ending at 2.9%.

Moody's outlook for EMEA consumer loan ABS is negative, as
detailed in the report "European ABS and RMBS: 2013 Outlook,
December 2012".

GDP growth will remain flat or weak in the euro area for 2013-14.
GDP for Italy and Spain will contract by 2.4% and 1.4% in 2012
while France's GDPs is expected to finish 2012 with a growth rate
of 0.2 and will remain flat in 2013, see ("Moody's Country Credit
Statistical Handbook", November 2012).

As of October 2012, the total outstanding pool balance in the
EMEA consumer loan ABS market was around EUR26billion,
representing a 28.7% year-over-year decrease. Between October and
December, four transactions have been early redeemed (Golden Bar
(Securitisation) S.r.l. , SC Germany Consumer 08-1 Limited, SC
Germany Consumer 09-1 Limited and Madrid Consumo II, FTA) and
only one transaction has been issued (Golden Bar (Securitisation)
S.r.l. Series 2012-2).

Moody's indices are usually published mid-month and can be found
on www.moodys.com in the Structured Finance sub-directory under
the Research & Ratings tab. In the left-hand side bar, under the
Research Type category heading, select Statistical Data. Finally,
on the Research tab in the middle of your screen, select the
third option, Indices & Data.

http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF311471


* S&P Takes Various Rating Actions on 33 European CDO Tranches
--------------------------------------------------------------
After running its month-end SROC (synthetic rated
overcollateralization) figures, Standard & Poor's Ratings
Services took various rating actions on 33 European synthetic
collateralized debt obligation (CDO) tranches.

Specifically, S&P:

-- Placed on CreditWatch negative its ratings on three tranches;

-- Placed on CreditWatch positive its ratings on two tranches;

-- Removed from CreditWatch negative its rating on one tranche;

-- Raised and removed from CreditWatch positive its ratings on
    11 tranches;

-- Lowered to 'CC (sf)' our ratings on 11 tranches; and
-- Affirmed our ratings on five tranches.

"The rating actions are part of our regular monthly review of
European synthetic CDOs. The actions incorporate, among other
things, the effect of recent rating migration within reference
portfolios and recent credit events on corporate entities," S&P
said.

"The SROC (synthetic rated overcollateralization) has fallen
below 100% during the November 2012 month-end run. This indicates
to us that the current credit enhancement may not be sufficient
to maintain the current tranche rating," S&P said.

"The SROC has risen above 100% during the November 2012 month-end
run. This indicates to us that the current credit enhancement is
sufficient to maintain the current tranche rating," S&P said.

"The tranche's current SROC exceeds 100%, which indicates to us
that the tranche's credit enhancement is greater than that
required to maintain the current rating. Additionally, our
analysis indicates that the current SROC would be greater than
100% at a higher rating level than currently assigned," S&P said.

"We have run SROC for the current portfolio and have projected
SROC 90 days into the future, while assuming no asset rating
migration," S&P said.

"We have lowered our ratings to the level at which SROC is above
or equal to 100%. However, if the SROC is below 100% at a certain
rating level but greater than 100% in the projected 90-day run,
we may leave the rating on CreditWatch negative at the revised
rating level," S&P said.

"We have raised our ratings to the level at which SROC exceeds
100% and meets our minimum cushion requirement," S&P said.

"We have affirmed our ratings on those tranches for which credit
enhancement is, in our opinion, still at a level commensurate
with their current ratings," S&P said.

"Where losses in a portfolio have already exceeded the available
credit enhancement or where, in our opinion, it is highly likely
that this will occur once final valuations are known, we have
lowered our ratings to 'CC'. We have done so as we consider the
likelihood that the noteholders will not receive their full
principal to be high," S&P said.

                              ANALYSIS

"For those transactions where our September 2009 CDO criteria are
not applicable, we have run our analysis on CDO Evaluator models
2.7 and 4.1. For the transactions where our September 2009
criteria are applicable, we have run our analysis on CDO
Evaluator model 6.0.1, which includes the top obligor and
industry test SROCs," S&P said.

"In addition to the obligor and industry tests, and the Monte
Carlo default simulation results, we may consider certain factors
such as credit stability and rating sensitivity to modeling
parameters when assigning ratings to CDO tranches. We assess
these factors case-by-case and may adjust the ratings to a rating
level that is different to that indicated by the quantitative
results alone," S&P said.

                           WHAT IS SROC?

"One of the main steps in our rating analysis is the review of
the credit quality of the portfolio referenced assets. SROC is
one of the tools we use when surveilling our ratings on synthetic
CDO tranches with reference portfolios," S&P said.

"SROC is a measure of the degree by which the credit enhancement
(or attachment point) of a tranche exceeds the stressed loss rate
assumed for a given rating scenario. SROC helps capture what we
consider to be the major influences on portfolio performance:
Credit events, asset rating migration, asset amortization, and
time to maturity. It is a comparable measure across different
tranches of the same rating," S&P said.

              STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

          http://standardandpoorsdisclosure-17g7.com


* BOND PRICING: For the Week December 17 to December 21, 2012
-------------------------------------------------------------

Issuer                  Coupon    Maturity  Currency     Price
------                  ------    --------  --------     -----

AUSTRIA
-------
A-TEC INDUSTRIES          8.750  10/27/2014      EUR      27.75
A-TEC INDUSTRIES          2.750   5/10/2014      EUR      29.13
IMMOFINANZ                4.250    3/8/2018      EUR       4.29
RAIFF CENTROBANK          8.907   7/24/2013      EUR      58.30
RAIFF CENTROBANK          8.588   1/23/2013      EUR      73.37
RAIFF CENTROBANK          7.965   1/23/2013      EUR      55.53
RAIFF CENTROBANK          7.873   1/23/2013      EUR      66.96
RAIFF CENTROBANK          7.646   1/23/2013      EUR      45.43
RAIFF CENTROBANK          5.097   1/23/2013      EUR      58.24
RAIFF CENTROBANK          8.417   1/22/2014      EUR      67.62
RAIFF CENTROBANK          7.122   1/22/2014      EUR      66.49
RAIFF CENTROBANK         11.134   7/24/2013      EUR      66.13
RAIFF CENTROBANK          9.200   7/24/2013      EUR      56.71
RAIFF CENTROBANK          9.304   1/23/2013      EUR      62.19
RAIFF CENTROBANK          9.876   1/23/2013      EUR      60.11
RAIFF CENTROBANK          9.558   1/23/2013      EUR      67.69
RAIFF CENTROBANK          8.920   1/23/2013      EUR      52.62

BELGIUM
-------
ECONOCOM GROUP            4.000    6/1/2016      EUR      22.94
TALVIVAARA                4.000  12/16/2015      EUR      72.61

FRANCE
------
AIR FRANCE-KLM            4.970    4/1/2015      EUR      12.38
ALCATEL-LUCENT            5.000    1/1/2015      EUR       2.62
ALTRAN TECHNOLOG          6.720    1/1/2015      EUR       5.62
ASSYSTEM                  4.000    1/1/2017      EUR      23.27
ATOS ORIGIN SA            2.500    1/1/2016      EUR      58.17
CAP GEMINI SOGET          3.500    1/1/2014      EUR      38.69
CGG VERITAS               1.750    1/1/2016      EUR      31.64
CLUB MEDITERRANE          6.110   11/1/2015      EUR      17.80
EURAZEO                   6.250   6/10/2014      EUR      55.33
FAURECIA                  3.250    1/1/2018      EUR      17.91
FAURECIA                  4.500    1/1/2015      EUR      19.45
INGENICO                  2.750    1/1/2017      EUR      48.14
MAUREL ET PROM            7.125   7/31/2015      EUR      17.13
MAUREL ET PROM            7.125   7/31/2014      EUR      18.15
NEXANS SA                 2.500    1/1/2019      EUR      66.69
NEXANS SA                 4.000    1/1/2016      EUR      56.09
ORPEA                     3.875    1/1/2016      EUR      47.89
PEUGEOT SA                4.450    1/1/2016      EUR      23.56
PIERRE VACANCES           4.000   10/1/2015      EUR      73.63
PUBLICIS GROUPE           1.000   1/18/2018      EUR      54.06
SOC AIR FRANCE            2.750    4/1/2020      EUR      21.24
SOITEC                    6.250    9/9/2014      EUR       7.25
TEM                       4.250    1/1/2015      EUR      54.36

GERMANY
-------
BNP EMIS-U.HANDE          9.750  12/28/2012      EUR      58.32
BNP EMIS-U.HANDE         10.500  12/28/2012      EUR      47.62
BNP EMIS-U.HANDE          9.500  12/31/2012      EUR      64.67
BNP EMIS-U.HANDE          7.750  12/31/2012      EUR      49.92
COMMERZBANK AG            6.000  12/27/2012      EUR      73.49
COMMERZBANK AG            7.000  12/27/2012      EUR      60.71
COMMERZBANK AG           13.000  12/28/2012      EUR      47.48
COMMERZBANK AG           16.750    1/3/2013      EUR      73.77
COMMERZBANK AG            8.400  12/30/2013      EUR      13.74
COMMERZBANK AG            8.000  12/27/2012      EUR      43.32
DEUTSCHE BANK AG         15.000   2/20/2013      EUR      69.20
DEUTSCHE BANK AG         15.000   2/20/2013      EUR      64.90
DEUTSCHE BANK AG         15.000   2/20/2013      EUR      67.10
DEUTSCHE BANK AG         15.000   2/20/2013      EUR      72.90
DEUTSCHE BANK AG         15.000   2/20/2013      EUR      71.60
DEUTSCHE BANK AG         15.000   2/20/2013      EUR      74.20
DEUTSCHE BANK AG         12.000   2/28/2013      EUR      75.00
DEUTSCHE BANK AG         11.000    4/2/2013      EUR      73.80
DEUTSCHE BANK AG         15.000   2/20/2013      EUR      69.50
DEUTSCHE BANK AG         15.000   2/20/2013      EUR      72.10
DEUTSCHE BANK AG         15.000   2/20/2013      EUR      70.30
DEUTSCHE BANK AG         15.000   2/20/2013      EUR      68.00
DEUTSCHE BANK AG         11.000   1/18/2013      EUR      73.10
DEUTSCHE BANK AG         15.000  12/20/2012      EUR      62.10
DEUTSCHE BANK AG         12.000  12/20/2012      EUR      66.50
DEUTSCHE BANK AG         12.000  12/20/2012      EUR      41.90
DEUTSCHE BANK AG         12.000  12/20/2012      EUR      68.10
DEUTSCHE BANK AG         10.000  12/20/2012      EUR      74.90
DEUTSCHE BANK AG         10.000  12/20/2012      EUR      72.10
DEUTSCHE BANK AG         10.000  12/20/2012      EUR      63.00
DEUTSCHE BANK AG          9.000  12/20/2012      EUR      62.90
DEUTSCHE BANK AG          9.000  12/20/2012      EUR      73.40
DEUTSCHE BANK AG          8.000  12/20/2012      EUR      61.20
DEUTSCHE BANK AG          8.000  12/20/2012      EUR      70.40
DEUTSCHE BANK AG          8.000  12/20/2012      EUR      69.50
DEUTSCHE BANK AG          8.000  12/20/2012      EUR      38.60
DEUTSCHE BANK AG          7.000  12/20/2012      EUR      69.40
DEUTSCHE BANK AG         12.000  11/29/2012      EUR      65.20
DEUTSCHE BANK AG          9.000  11/29/2012      EUR      67.10
DEUTSCHE BANK AG          6.500   6/28/2013      EUR      53.50
DEUTSCHE BANK AG         12.000    4/2/2013      EUR      74.50
DEUTSCHE BANK AG          8.000  11/29/2012      EUR      71.50
DZ BANK AG               15.500  10/25/2013      EUR      71.05
DZ BANK AG               15.750   9/27/2013      EUR      74.86
DZ BANK AG               15.750   7/26/2013      EUR      71.21
DZ BANK AG               15.000   7/26/2013      EUR      75.00
DZ BANK AG                6.000   7/26/2013      EUR      69.50
DZ BANK AG               22.000   6/28/2013      EUR      73.36
DZ BANK AG               18.000   6/28/2013      EUR      69.28
DZ BANK AG               14.000   6/28/2013      EUR      73.43
DZ BANK AG                6.500   6/28/2013      EUR      67.14
DZ BANK AG                6.000   6/28/2013      EUR      65.07
DZ BANK AG               19.500   4/26/2013      EUR      61.83
DZ BANK AG               18.500   4/26/2013      EUR      57.11
DZ BANK AG               17.000   4/26/2013      EUR      15.42
DZ BANK AG               16.500   4/26/2013      EUR      59.63
DZ BANK AG               15.750   4/26/2013      EUR      43.33
DZ BANK AG               14.500   4/26/2013      EUR      56.77
DZ BANK AG               20.000   3/22/2013      EUR      70.81
DZ BANK AG               18.500   3/22/2013      EUR      74.74
DZ BANK AG               13.000   3/22/2013      EUR      74.16
DZ BANK AG               13.000   3/22/2013      EUR      73.95
DZ BANK AG               12.500   3/22/2013      EUR      72.97
DZ BANK AG               12.250   3/22/2013      EUR      74.07
DZ BANK AG               13.750    3/8/2013      EUR      54.29
DZ BANK AG               10.000    3/8/2013      EUR      68.17
DZ BANK AG                9.750    3/8/2013      EUR      73.96
DZ BANK AG               15.000   2/22/2013      EUR      74.66
DZ BANK AG               10.000  11/23/2012      EUR      72.63
DZ BANK AG               18.000   1/25/2013      EUR      61.25
DZ BANK AG               19.000   1/25/2013      EUR      44.10
DZ BANK AG               10.250    2/8/2013      EUR      71.38
DZ BANK AG               10.250    2/8/2013      EUR      71.88
DZ BANK AG               15.000   2/22/2013      EUR      70.66
DZ BANK AG               15.000   2/22/2013      EUR      71.94
DZ BANK AG               15.000   2/22/2013      EUR      69.43
DZ BANK AG               15.000   2/22/2013      EUR      73.27
DZ BANK AG               15.000   2/22/2013      EUR      68.24
DZ BANK AG               15.000   2/22/2013      EUR      67.09
DZ BANK AG               11.500  11/23/2012      EUR      74.94
DZ BANK AG               16.750  11/23/2012      EUR      63.46
DZ BANK AG               20.000  11/23/2012      EUR      41.34
DZ BANK AG                5.000  12/14/2012      EUR      69.68
DZ BANK AG                9.750  12/14/2012      EUR      66.05
DZ BANK AG                6.000    1/2/2013      EUR      74.23
DZ BANK AG                9.500    1/2/2013      EUR      71.10
DZ BANK AG               12.000    1/2/2013      EUR      65.09
DZ BANK AG               16.250    1/2/2013      EUR      68.65
DZ BANK AG               10.500   1/11/2013      EUR      66.00
DZ BANK AG               14.000   1/11/2013      EUR      48.04
DZ BANK AG               15.500   1/11/2013      EUR      53.41
DZ BANK AG               12.500   1/25/2013      EUR      50.73
GOLDMAN SACHS CO         13.000   3/20/2013      EUR      74.90
GOLDMAN SACHS CO         17.000   3/20/2013      EUR      73.30
GOLDMAN SACHS CO         16.000   6/26/2013      EUR      74.30
GOLDMAN SACHS CO         18.000   3/20/2013      EUR      69.10
GOLDMAN SACHS CO         14.000  12/28/2012      EUR      72.60
GOLDMAN SACHS CO         15.000  12/28/2012      EUR      71.70
GOLDMAN SACHS CO         13.000  12/27/2013      EUR      72.70
HSBC TRINKAUS            25.500   6/28/2013      EUR      57.61
HSBC TRINKAUS            30.000   6/28/2013      EUR      46.90
HSBC TRINKAUS            26.000   6/28/2013      EUR      48.63
HSBC TRINKAUS             7.500   3/22/2013      EUR      74.76
HSBC TRINKAUS             7.500   3/22/2013      EUR      74.06
HSBC TRINKAUS             8.000   3/22/2013      EUR      67.07
HSBC TRINKAUS             8.500   3/22/2013      EUR      67.98
HSBC TRINKAUS            10.500   3/22/2013      EUR      72.84
HSBC TRINKAUS            10.500   3/22/2013      EUR      62.42
HSBC TRINKAUS            10.500   3/22/2013      EUR      45.38
HSBC TRINKAUS            10.500   3/22/2013      EUR      65.52
HSBC TRINKAUS            12.000   3/22/2013      EUR      72.94
HSBC TRINKAUS            13.000   3/22/2013      EUR      60.74
HSBC TRINKAUS            13.500   3/22/2013      EUR      60.07
HSBC TRINKAUS            13.500   3/22/2013      EUR      61.08
HSBC TRINKAUS            14.000   3/22/2013      EUR      74.53
HSBC TRINKAUS            14.000   3/22/2013      EUR      61.21
HSBC TRINKAUS            15.000   3/22/2013      EUR      71.40
HSBC TRINKAUS            15.500   3/22/2013      EUR      41.52
HSBC TRINKAUS            16.000   3/22/2013      EUR      72.28
HSBC TRINKAUS            16.000   3/22/2013      EUR      67.45
HSBC TRINKAUS            16.500   3/22/2013      EUR      74.88
HSBC TRINKAUS            17.500   3/22/2013      EUR      58.58
HSBC TRINKAUS            17.500   3/22/2013      EUR      65.46
HSBC TRINKAUS            17.500   3/22/2013      EUR      56.90
HSBC TRINKAUS            18.000   3/22/2013      EUR      74.29
HSBC TRINKAUS            18.000   3/22/2013      EUR      69.93
HSBC TRINKAUS            18.000   3/22/2013      EUR      66.09
HSBC TRINKAUS            18.500   3/22/2013      EUR      55.92
HSBC TRINKAUS            18.500   3/22/2013      EUR      73.85
HSBC TRINKAUS            18.500   3/22/2013      EUR      69.38
HSBC TRINKAUS            18.500   3/22/2013      EUR      39.60
HSBC TRINKAUS            19.000   3/22/2013      EUR      55.12
HSBC TRINKAUS            19.500   3/22/2013      EUR      71.17
HSBC TRINKAUS            19.500   3/22/2013      EUR      67.58
HSBC TRINKAUS            20.000   3/22/2013      EUR      72.33
HSBC TRINKAUS            20.500   3/22/2013      EUR      56.78
HSBC TRINKAUS            21.000   3/22/2013      EUR      70.74
HSBC TRINKAUS            21.000   3/22/2013      EUR      54.43
HSBC TRINKAUS            21.000   3/22/2013      EUR      70.19
HSBC TRINKAUS            22.000   3/22/2013      EUR      38.33
HSBC TRINKAUS            22.000   3/22/2013      EUR      54.00
HSBC TRINKAUS            22.500   3/22/2013      EUR      67.68
HSBC TRINKAUS            23.000   3/22/2013      EUR      52.08
HSBC TRINKAUS            23.500   3/22/2013      EUR      65.24
HSBC TRINKAUS            24.000   3/22/2013      EUR      61.96
HSBC TRINKAUS            24.000   3/22/2013      EUR      67.46
HSBC TRINKAUS            24.000   3/22/2013      EUR      73.10
HSBC TRINKAUS            26.500   3/22/2013      EUR      61.24
HSBC TRINKAUS            27.000   3/22/2013      EUR      53.26
HSBC TRINKAUS            27.500   3/22/2013      EUR      43.48
HSBC TRINKAUS             6.000   6/28/2013      EUR      74.16
HSBC TRINKAUS             6.500   6/28/2013      EUR      68.24
HSBC TRINKAUS             7.000   6/28/2013      EUR      73.22
HSBC TRINKAUS             8.000   6/28/2013      EUR      49.20
HSBC TRINKAUS             8.000   6/28/2013      EUR      72.27
HSBC TRINKAUS             8.500   6/28/2013      EUR      69.16
HSBC TRINKAUS            10.000   6/28/2013      EUR      73.12
HSBC TRINKAUS            10.000   6/28/2013      EUR      67.56
HSBC TRINKAUS            10.000   6/28/2013      EUR      67.11
HSBC TRINKAUS            10.500   6/28/2013      EUR      46.20
HSBC TRINKAUS            11.000   6/28/2013      EUR      63.23
HSBC TRINKAUS            12.500   6/28/2013      EUR      63.33
HSBC TRINKAUS            13.500   6/28/2013      EUR      61.67
HSBC TRINKAUS            14.000   6/28/2013      EUR      70.50
HSBC TRINKAUS            14.000   6/28/2013      EUR      43.06
HSBC TRINKAUS            14.000   6/28/2013      EUR      61.82
HSBC TRINKAUS            15.500   6/28/2013      EUR      67.79
HSBC TRINKAUS            16.500   6/28/2013      EUR      59.22
HSBC TRINKAUS            16.500   6/28/2013      EUR      41.80
HSBC TRINKAUS            16.500   6/28/2013      EUR      71.08
HSBC TRINKAUS            16.500   6/28/2013      EUR      59.77
HSBC TRINKAUS            16.500   6/28/2013      EUR      67.72
HSBC TRINKAUS            17.000   6/28/2013      EUR      57.46
HSBC TRINKAUS            17.500   6/28/2013      EUR      74.75
HSBC TRINKAUS            17.500   6/28/2013      EUR      71.43
HSBC TRINKAUS            18.000   6/28/2013      EUR      70.95
HSBC TRINKAUS            18.500   6/28/2013      EUR      73.14
HSBC TRINKAUS            18.500   6/28/2013      EUR      57.51
HSBC TRINKAUS            19.000   6/28/2013      EUR      40.97
HSBC TRINKAUS            19.000   6/28/2013      EUR      74.92
HSBC TRINKAUS            19.500   6/28/2013      EUR      71.78
HSBC TRINKAUS            19.500   6/28/2013      EUR      59.74
HSBC TRINKAUS            19.500   6/28/2013      EUR      56.67
HSBC TRINKAUS            19.500   6/28/2013      EUR      71.65
HSBC TRINKAUS            21.000   6/28/2013      EUR      54.87
HSBC TRINKAUS            21.000   6/28/2013      EUR      64.56
HSBC TRINKAUS            21.500   6/28/2013      EUR      68.02
HSBC TRINKAUS            22.500   6/28/2013      EUR      60.02
HSBC TRINKAUS            23.500   6/28/2013      EUR      64.88
LANDESBK BERLIN           5.500  12/23/2013      EUR      72.60
LB BADEN-WUERTT           9.000   7/26/2013      EUR      74.42
LB BADEN-WUERTT           6.000   8/23/2013      EUR      74.40
LB BADEN-WUERTT           7.000   8/23/2013      EUR      72.18
LB BADEN-WUERTT           9.000   8/23/2013      EUR      69.10
LB BADEN-WUERTT          10.000   8/23/2013      EUR      73.11
LB BADEN-WUERTT          10.000   8/23/2013      EUR      71.91
LB BADEN-WUERTT          12.000   8/23/2013      EUR      68.83
LB BADEN-WUERTT          12.000   8/23/2013      EUR      69.40
LB BADEN-WUERTT           7.000   9/27/2013      EUR      74.38
LB BADEN-WUERTT           9.000   9/27/2013      EUR      71.33
LB BADEN-WUERTT          11.000   6/28/2013      EUR      67.25
LB BADEN-WUERTT          11.000   9/27/2013      EUR      70.06
LB BADEN-WUERTT           7.000   6/28/2013      EUR      73.23
LB BADEN-WUERTT           7.500   6/28/2013      EUR      67.52
LB BADEN-WUERTT           7.500   6/28/2013      EUR      72.98
LB BADEN-WUERTT           7.500   6/28/2013      EUR      73.55
LB BADEN-WUERTT           9.000   6/28/2013      EUR      69.23
LB BADEN-WUERTT          10.000   6/28/2013      EUR      71.99
LB BADEN-WUERTT          10.000   6/28/2013      EUR      68.21
LB BADEN-WUERTT          10.000   6/28/2013      EUR      65.70
LB BADEN-WUERTT           5.000  11/23/2012      EUR      49.15
LB BADEN-WUERTT           5.000  11/23/2012      EUR      18.44
LB BADEN-WUERTT           5.000  11/23/2012      EUR      49.68
LB BADEN-WUERTT           5.000  11/23/2012      EUR      70.65
LB BADEN-WUERTT           5.000  11/23/2012      EUR      71.98
LB BADEN-WUERTT           7.500  11/23/2012      EUR      73.69
LB BADEN-WUERTT           7.500  11/23/2012      EUR      41.51
LB BADEN-WUERTT           7.500  11/23/2012      EUR      67.76
LB BADEN-WUERTT           7.500  11/23/2012      EUR      42.64
LB BADEN-WUERTT           7.500  11/23/2012      EUR      64.20
LB BADEN-WUERTT           7.500  11/23/2012      EUR      15.76
LB BADEN-WUERTT           7.500  11/23/2012      EUR      61.12
LB BADEN-WUERTT           7.500  11/23/2012      EUR      63.31
LB BADEN-WUERTT          10.000  11/23/2012      EUR      36.96
LB BADEN-WUERTT          10.000  11/23/2012      EUR      14.49
LB BADEN-WUERTT          10.000  11/23/2012      EUR      58.79
LB BADEN-WUERTT          10.000  11/23/2012      EUR      55.36
LB BADEN-WUERTT          10.000  11/23/2012      EUR      71.19
LB BADEN-WUERTT          10.000  11/23/2012      EUR      69.90
LB BADEN-WUERTT          10.000  11/23/2012      EUR      67.15
LB BADEN-WUERTT          10.000  11/23/2012      EUR      38.06
LB BADEN-WUERTT          10.000  11/23/2012      EUR      56.82
LB BADEN-WUERTT          10.000  11/23/2012      EUR      70.92
LB BADEN-WUERTT          10.000  11/23/2012      EUR      74.57
LB BADEN-WUERTT          10.000  11/23/2012      EUR      56.18
LB BADEN-WUERTT          15.000  11/23/2012      EUR      46.61
LB BADEN-WUERTT           5.000    1/4/2013      EUR      51.63
LB BADEN-WUERTT           5.000    1/4/2013      EUR      38.27
LB BADEN-WUERTT           5.000    1/4/2013      EUR      67.54
LB BADEN-WUERTT           5.000    1/4/2013      EUR      18.70
LB BADEN-WUERTT           5.000    1/4/2013      EUR      57.92
LB BADEN-WUERTT           5.000    1/4/2013      EUR      63.31
LB BADEN-WUERTT           7.500    1/4/2013      EUR      54.39
LB BADEN-WUERTT           7.500    1/4/2013      EUR      65.07
LB BADEN-WUERTT           7.500    1/4/2013      EUR      51.99
LB BADEN-WUERTT           7.500    1/4/2013      EUR      32.90
LB BADEN-WUERTT           7.500    1/4/2013      EUR      58.58
LB BADEN-WUERTT           7.500    1/4/2013      EUR      72.77
LB BADEN-WUERTT           7.500    1/4/2013      EUR      16.46
LB BADEN-WUERTT           7.500    1/4/2013      EUR      59.10
LB BADEN-WUERTT           7.500    1/4/2013      EUR      67.25
LB BADEN-WUERTT          10.000    1/4/2013      EUR      66.61
LB BADEN-WUERTT          10.000    1/4/2013      EUR      30.35
LB BADEN-WUERTT          10.000    1/4/2013      EUR      52.62
LB BADEN-WUERTT          10.000    1/4/2013      EUR      70.66
LB BADEN-WUERTT          10.000    1/4/2013      EUR      15.06
LB BADEN-WUERTT          10.000    1/4/2013      EUR      52.34
LB BADEN-WUERTT          10.000    1/4/2013      EUR      60.85
LB BADEN-WUERTT          10.000    1/4/2013      EUR      49.73
LB BADEN-WUERTT          10.000    1/4/2013      EUR      61.11
LB BADEN-WUERTT          10.000    1/4/2013      EUR      58.93
LB BADEN-WUERTT           5.000   1/25/2013      EUR      74.47
LB BADEN-WUERTT           5.000   1/25/2013      EUR      72.12
LB BADEN-WUERTT           5.000   1/25/2013      EUR      25.04
LB BADEN-WUERTT           7.500   1/25/2013      EUR      22.14
LB BADEN-WUERTT           7.500   1/25/2013      EUR      65.50
LB BADEN-WUERTT           7.500   1/25/2013      EUR      61.75
LB BADEN-WUERTT           7.500   1/25/2013      EUR      67.92
LB BADEN-WUERTT           7.500   1/25/2013      EUR      65.65
LB BADEN-WUERTT          10.000   1/25/2013      EUR      73.79
LB BADEN-WUERTT          10.000   1/25/2013      EUR      57.74
LB BADEN-WUERTT          10.000   1/25/2013      EUR      70.62
LB BADEN-WUERTT          10.000   1/25/2013      EUR      61.42
LB BADEN-WUERTT          10.000   1/25/2013      EUR      55.00
LB BADEN-WUERTT          10.000   1/25/2013      EUR      62.58
LB BADEN-WUERTT          10.000   1/25/2013      EUR      72.60
LB BADEN-WUERTT          10.000   1/25/2013      EUR      20.18
LB BADEN-WUERTT          10.000   1/25/2013      EUR      74.43
LB BADEN-WUERTT           5.000   2/22/2013      EUR      72.06
LB BADEN-WUERTT           7.500   2/22/2013      EUR      62.21
LB BADEN-WUERTT          10.000   2/22/2013      EUR      55.52
LB BADEN-WUERTT          15.000   2/22/2013      EUR      47.17
LB BADEN-WUERTT           8.000   3/22/2013      EUR      68.03
LB BADEN-WUERTT          10.000   3/22/2013      EUR      65.16
LB BADEN-WUERTT          12.000   3/22/2013      EUR      66.23
LB BADEN-WUERTT          15.000   3/22/2013      EUR      74.79
LB BADEN-WUERTT          15.000   3/22/2013      EUR      59.20
LB BADEN-WUERTT           5.000   6/28/2013      EUR      68.83
MACQUARIE STRUCT         13.250    1/2/2013      EUR      67.09
MACQUARIE STRUCT         18.000  12/14/2012      EUR      63.38
Q-CELLS                   6.750  10/21/2015      EUR       1.08
QIMONDA FINANCE           6.750   3/22/2013      USD       4.50
SOLON AG SOLAR            1.375   12/6/2012      EUR       0.58
TAG IMMO AG               6.500  12/10/2015      EUR       9.73
TUI AG                    2.750   3/24/2016      EUR      56.50
VONTOBEL FIN PRO         11.150   3/22/2013      EUR      68.40
VONTOBEL FIN PRO         11.850   3/22/2013      EUR      55.54
VONTOBEL FIN PRO         12.000   3/22/2013      EUR      65.10
VONTOBEL FIN PRO         12.050   3/22/2013      EUR      62.30
VONTOBEL FIN PRO         12.200   3/22/2013      EUR      43.92
VONTOBEL FIN PRO         12.200   3/22/2013      EUR      70.66
VONTOBEL FIN PRO         12.700   3/22/2013      EUR      71.00
VONTOBEL FIN PRO         13.700   3/22/2013      EUR      42.16
VONTOBEL FIN PRO         14.000   3/22/2013      EUR      63.30
VONTOBEL FIN PRO         14.500   3/22/2013      EUR      50.88
VONTOBEL FIN PRO         15.250   3/22/2013      EUR      40.58
VONTOBEL FIN PRO         16.850   3/22/2013      EUR      39.28
VONTOBEL FIN PRO         17.450  12/31/2012      EUR      56.96
VONTOBEL FIN PRO         17.100  12/31/2012      EUR      50.44
VONTOBEL FIN PRO         17.050  12/31/2012      EUR      54.28
VONTOBEL FIN PRO         16.950  12/31/2012      EUR      56.32
VONTOBEL FIN PRO         16.850  12/31/2012      EUR      60.40
VONTOBEL FIN PRO         16.700  12/31/2012      EUR      71.48
VONTOBEL FIN PRO         16.550  12/31/2012      EUR      73.86
VONTOBEL FIN PRO         16.450  12/31/2012      EUR      73.60
VONTOBEL FIN PRO         16.350  12/31/2012      EUR      57.44
VONTOBEL FIN PRO         16.150  12/31/2012      EUR      63.18
VONTOBEL FIN PRO         16.100  12/31/2012      EUR      71.56
VONTOBEL FIN PRO         16.050  12/31/2012      EUR      72.06
VONTOBEL FIN PRO         15.900  12/31/2012      EUR      73.46
VONTOBEL FIN PRO         15.750  12/31/2012      EUR      74.18
VONTOBEL FIN PRO         15.250  12/31/2012      EUR      57.52
VONTOBEL FIN PRO         14.950  12/31/2012      EUR      74.14
VONTOBEL FIN PRO         14.700  12/31/2012      EUR      73.84
VONTOBEL FIN PRO         14.600  12/31/2012      EUR      72.78
VONTOBEL FIN PRO         14.600  12/31/2012      EUR      53.42
VONTOBEL FIN PRO         14.550  12/31/2012      EUR      73.38
VONTOBEL FIN PRO         14.500  12/31/2012      EUR      63.86
VONTOBEL FIN PRO         14.450  12/31/2012      EUR      53.02
VONTOBEL FIN PRO         14.350  12/31/2012      EUR      70.94
VONTOBEL FIN PRO         14.350  12/31/2012      EUR      71.90
VONTOBEL FIN PRO         14.300  12/31/2012      EUR      71.30
VONTOBEL FIN PRO         14.300  12/31/2012      EUR      48.14
VONTOBEL FIN PRO         14.100  12/31/2012      EUR      74.06
VONTOBEL FIN PRO         14.000  12/31/2012      EUR      70.76
VONTOBEL FIN PRO         13.600  12/31/2012      EUR      72.66
VONTOBEL FIN PRO         13.550  12/31/2012      EUR      57.82
VONTOBEL FIN PRO         13.500  12/31/2012      EUR      61.24
VONTOBEL FIN PRO         13.150  12/31/2012      EUR      70.92
VONTOBEL FIN PRO         13.050  12/31/2012      EUR      67.64
VONTOBEL FIN PRO         12.900  12/31/2012      EUR      50.58
VONTOBEL FIN PRO         12.800  12/31/2012      EUR      46.66
VONTOBEL FIN PRO         12.650  12/31/2012      EUR      56.42
VONTOBEL FIN PRO         12.650  12/31/2012      EUR      73.70
VONTOBEL FIN PRO         12.550  12/31/2012      EUR      73.98
VONTOBEL FIN PRO         12.250  12/31/2012      EUR      68.20
VONTOBEL FIN PRO         12.000  12/31/2012      EUR      61.78
VONTOBEL FIN PRO         11.950  12/31/2012      EUR      72.42
VONTOBEL FIN PRO         11.950  12/31/2012      EUR      56.12
VONTOBEL FIN PRO         11.950  12/31/2012      EUR      49.92
VONTOBEL FIN PRO         11.900  12/31/2012      EUR      72.76
VONTOBEL FIN PRO         11.850  12/31/2012      EUR      68.54
VONTOBEL FIN PRO         11.750  12/31/2012      EUR      55.44
VONTOBEL FIN PRO         11.700  12/31/2012      EUR      61.98
VONTOBEL FIN PRO         11.600  12/31/2012      EUR      74.12
VONTOBEL FIN PRO         11.450  12/31/2012      EUR      54.80
VONTOBEL FIN PRO         11.400  12/31/2012      EUR      58.20
VONTOBEL FIN PRO         11.150  12/31/2012      EUR      72.30
VONTOBEL FIN PRO         11.000  12/31/2012      EUR      70.90
VONTOBEL FIN PRO         11.000  12/31/2012      EUR      70.64
VONTOBEL FIN PRO         10.900  12/31/2012      EUR      66.40
VONTOBEL FIN PRO         10.550  12/31/2012      EUR      58.50
VONTOBEL FIN PRO         10.550  12/31/2012      EUR      58.28
VONTOBEL FIN PRO         10.500  12/31/2012      EUR      41.50
VONTOBEL FIN PRO         10.050  12/31/2012      EUR      63.46
VONTOBEL FIN PRO          9.950  12/31/2012      EUR      52.92
VONTOBEL FIN PRO          9.950  12/31/2012      EUR      61.94
VONTOBEL FIN PRO          9.900  12/31/2012      EUR      72.76
VONTOBEL FIN PRO          9.650  12/31/2012      EUR      70.46
VONTOBEL FIN PRO          9.600  12/31/2012      EUR      72.14
VONTOBEL FIN PRO          9.600  12/31/2012      EUR      71.92
VONTOBEL FIN PRO          9.500  12/31/2012      EUR      59.22
VONTOBEL FIN PRO          9.400  12/31/2012      EUR      73.08
VONTOBEL FIN PRO          9.400  12/31/2012      EUR      54.40
VONTOBEL FIN PRO          9.350  12/31/2012      EUR      72.40
VONTOBEL FIN PRO          9.250  12/31/2012      EUR      41.18
VONTOBEL FIN PRO          9.150  12/31/2012      EUR      73.58
VONTOBEL FIN PRO          9.050  12/31/2012      EUR      73.74
VONTOBEL FIN PRO          8.650  12/31/2012      EUR      66.36
VONTOBEL FIN PRO         18.500   3/22/2013      EUR      38.32
VONTOBEL FIN PRO         20.900   3/22/2013      EUR      72.12
VONTOBEL FIN PRO         21.750   3/22/2013      EUR      73.52
VONTOBEL FIN PRO          8.200  12/31/2012      EUR      65.04
VONTOBEL FIN PRO          7.950  12/31/2012      EUR      52.66
VONTOBEL FIN PRO         19.700  12/31/2012      EUR      62.56
VONTOBEL FIN PRO         23.600   3/22/2013      EUR      70.72
VONTOBEL FIN PRO          4.000   6/28/2013      EUR      44.06
VONTOBEL FIN PRO          6.000   6/28/2013      EUR      63.20
VONTOBEL FIN PRO          8.000   6/28/2013      EUR      71.76
VONTOBEL FIN PRO          7.700  12/31/2012      EUR      67.42
VONTOBEL FIN PRO          7.400  12/31/2012      EUR      55.46
VONTOBEL FIN PRO          9.550   6/28/2013      EUR      74.90
VONTOBEL FIN PRO          7.250  12/31/2012      EUR      53.62
VONTOBEL FIN PRO         13.050   6/28/2013      EUR      72.48
VONTOBEL FIN PRO          7.389  11/25/2013      EUR      44.60
VONTOBEL FIN PRO          5.100   4/14/2014      EUR      32.80
VONTOBEL FIN PRO         18.200  12/31/2012      EUR      72.38
VONTOBEL FIN PRO         18.200  12/31/2012      EUR      73.86
VONTOBEL FIN PRO         18.850  12/31/2012      EUR      50.70
VONTOBEL FIN PRO         18.850  12/31/2012      EUR      63.10
VONTOBEL FIN PRO         18.900  12/31/2012      EUR      51.46
VONTOBEL FIN PRO         18.950  12/31/2012      EUR      68.80
VONTOBEL FIN PRO         19.300  12/31/2012      EUR      66.04
VONTOBEL FIN PRO         20.000  12/31/2012      EUR      69.94
VONTOBEL FIN PRO         20.850  12/31/2012      EUR      72.94
VONTOBEL FIN PRO         21.150  12/31/2012      EUR      68.12
VONTOBEL FIN PRO         21.200  12/31/2012      EUR      54.82
VONTOBEL FIN PRO         21.200  12/31/2012      EUR      74.18
VONTOBEL FIN PRO         22.250  12/31/2012      EUR      66.40
VONTOBEL FIN PRO         22.700  12/31/2012      EUR      66.06
VONTOBEL FIN PRO         24.700  12/31/2012      EUR      43.38
VONTOBEL FIN PRO         24.900  12/31/2012      EUR      51.50
VONTOBEL FIN PRO         26.050  12/31/2012      EUR      69.82
VONTOBEL FIN PRO         27.600  12/31/2012      EUR      40.62
VONTOBEL FIN PRO         28.250  12/31/2012      EUR      38.08
VONTOBEL FIN PRO         11.000    2/1/2013      EUR      55.10
VONTOBEL FIN PRO         13.650    3/1/2013      EUR      35.30
VONTOBEL FIN PRO         10.100    3/8/2013      EUR      74.60
VONTOBEL FIN PRO          5.650   3/22/2013      EUR      68.18
VONTOBEL FIN PRO          7.500   3/22/2013      EUR      73.88
VONTOBEL FIN PRO          8.550   3/22/2013      EUR      61.34
VONTOBEL FIN PRO          8.850   3/22/2013      EUR      73.64
VONTOBEL FIN PRO          9.200   3/22/2013      EUR      65.12
VONTOBEL FIN PRO          9.950   3/22/2013      EUR      70.06
VONTOBEL FIN PRO         10.150   3/22/2013      EUR      59.84
VONTOBEL FIN PRO         18.050  12/31/2012      EUR      64.74
VONTOBEL FIN PRO         17.650  12/31/2012      EUR      73.18
VONTOBEL FIN PRO         10.300   3/22/2013      EUR      70.72
VONTOBEL FIN PRO         10.350   3/22/2013      EUR      73.54
VONTOBEL FIN PRO         10.750   3/22/2013      EUR      46.30
WGZ BANK                  8.000  12/28/2012      EUR      59.08
WGZ BANK                  8.000  12/21/2012      EUR      66.08
WGZ BANK                  5.000  12/28/2012      EUR      73.18
WGZ BANK                  6.000  12/28/2012      EUR      67.75
WGZ BANK                  7.000  12/28/2012      EUR      63.10
WGZ BANK                  6.000  12/21/2012      EUR      74.00
WGZ BANK                  7.000  12/21/2012      EUR      68.47

GUERNSEY
--------
BCV GUERNSEY              8.020    3/1/2013      EUR      56.54
BKB FINANCE              10.950   5/10/2013      CHF      62.57
BKB FINANCE              10.150   9/11/2013      CHF      73.89
BKB FINANCE              13.200   1/31/2013      CHF      50.08
BKB FINANCE               9.450    7/3/2013      CHF      68.52
BKB FINANCE              11.500   3/20/2013      CHF      59.30
BKB FINANCE               8.350   1/14/2013      CHF      54.15
EFG INTL FIN GUR         14.500  11/13/2012      EUR      73.04
EFG INTL FIN GUR         17.000  11/13/2012      EUR      64.12
EFG INTL FIN GUR         12.830  11/19/2012      CHF      70.07
EFG INTL FIN GUR          8.000  11/20/2012      CHF      62.03
EFG INTL FIN GUR          8.300  11/20/2012      CHF      64.99
EFG INTL FIN GUR         11.500  11/20/2012      EUR      55.05
EFG INTL FIN GUR         14.800  11/20/2012      EUR      65.84
EFG INTL FIN GUR          9.250  11/27/2012      CHF      68.70
EFG INTL FIN GUR         11.250  11/27/2012      CHF      64.89
EFG INTL FIN GUR         14.500  11/27/2012      CHF      31.64
EFG INTL FIN GUR         16.000  11/27/2012      EUR      59.21
EFG INTL FIN GUR          9.750   12/3/2012      CHF      72.96
EFG INTL FIN GUR         13.750   12/6/2012      CHF      35.12
EFG INTL FIN GUR          8.500  12/14/2012      CHF      58.17
EFG INTL FIN GUR         14.250  12/14/2012      EUR      66.29
EFG INTL FIN GUR         17.500  12/14/2012      EUR      62.97
EFG INTL FIN GUR          9.300  12/21/2012      CHF      64.50
EFG INTL FIN GUR         10.900  12/21/2012      CHF      64.73
EFG INTL FIN GUR         12.600  12/21/2012      CHF      64.81
EFG INTL FIN GUR          8.830  12/28/2012      USD      57.56
EFG INTL FIN GUR         10.000    1/9/2013      EUR      52.73
EFG INTL FIN GUR          9.000   1/15/2013      CHF      27.36
EFG INTL FIN GUR         10.250   1/15/2013      CHF      23.41
EFG INTL FIN GUR         11.250   1/15/2013      GBP      73.41
EFG INTL FIN GUR         12.500   1/15/2013      CHF      28.91
EFG INTL FIN GUR         13.000   1/15/2013      CHF      74.41
EFG INTL FIN GUR         16.500   1/18/2013      CHF      50.63
EFG INTL FIN GUR          5.800   1/23/2013      CHF      69.35
EFG INTL FIN GUR         19.050   2/20/2013      USD      74.67
EFG INTL FIN GUR         15.000    3/1/2013      CHF      71.34
EFG INTL FIN GUR         10.000    3/6/2013      USD      71.83
EFG INTL FIN GUR         12.250  12/27/2012      GBP      67.82
EFG INTL FIN GUR          8.000    4/2/2013      CHF      63.34
EFG INTL FIN GUR         16.000    4/4/2013      CHF      23.40
EFG INTL FIN GUR          7.530   4/16/2013      EUR      49.58
EFG INTL FIN GUR          7.000   4/19/2013      EUR      55.27
EFG INTL FIN GUR         12.000   4/26/2013      CHF      66.95
EFG INTL FIN GUR          9.500   4/30/2013      EUR      28.64
EFG INTL FIN GUR         14.200    6/7/2013      EUR      71.88
EFG INTL FIN GUR          6.500   8/27/2013      CHF      51.39
EFG INTL FIN GUR          8.400   9/30/2013      CHF      63.25
EFG INTL FIN GUR         19.000   10/3/2013      GBP      74.39
EFG INTL FIN GUR          8.160   4/25/2014      EUR      71.56
EFG INTL FIN GUR          5.850  10/14/2014      CHF      57.06
EFG INTL FIN GUR          6.000  11/12/2012      CHF      56.98
EFG INTL FIN GUR          6.000  11/12/2012      EUR      57.81
EFG INTL FIN GUR         10.500  11/13/2012      CHF      65.60
EFG INTL FIN GUR         10.500  11/13/2012      CHF      65.60
EFG INTL FIN GUR         12.750  11/13/2012      CHF      22.70
EFG INTL FIN GUR         12.750  11/13/2012      CHF      71.49
EFG INTL FIN GUR         13.000  11/13/2012      CHF      22.91
EFG INTL FIN GUR         13.000  11/13/2012      CHF      74.82
EFG INTL FIN GUR         14.000  11/13/2012      USD      23.41
EFG INTL FIN GUR         10.750   3/19/2013      USD      71.27
ZURCHER KANT FIN          9.250   11/9/2012      CHF      62.81
ZURCHER KANT FIN          9.250   11/9/2012      CHF      54.03
ZURCHER KANT FIN         12.670  12/28/2012      CHF      70.24
ZURCHER KANT FIN         11.500   1/24/2013      CHF      59.11
ZURCHER KANT FIN         17.000   2/22/2013      EUR      59.39
ZURCHER KANT FIN         10.128    3/7/2013      CHF      64.97
ZURCHER KANT FIN         13.575   4/10/2013      CHF      74.72
ZURCHER KANT FIN          7.340   4/16/2013      CHF      70.68
ZURCHER KANT FIN         12.500    7/5/2013      CHF      70.56
ZURCHER KANT FIN         10.200   8/23/2013      CHF      67.39
ZURCHER KANT FIN          9.000   9/11/2013      CHF      69.23

ICELAND
-------
KAUPTHING                 0.800   2/15/2011      EUR      26.50

LUXEMBOURG
----------
ARCELORMITTAL             7.250    4/1/2014      EUR      21.66

NETHERLANDS
-----------
BLT FINANCE BV           12.000   2/10/2015      USD      24.88
EM.TV FINANCE BV          5.250    5/8/2013      EUR       5.89
KPNQWEST NV              10.000   3/15/2012      EUR       0.13
LEHMAN BROS TSY           7.500   9/13/2009      CHF      22.63
LEHMAN BROS TSY           6.600   2/22/2012      EUR      22.63
LEHMAN BROS TSY           7.000   2/15/2012      EUR      22.63
LEHMAN BROS TSY           6.000   2/14/2012      EUR      22.63
LEHMAN BROS TSY           2.500  12/15/2011      GBP      22.63
LEHMAN BROS TSY          12.000    7/4/2011      EUR      22.63
LEHMAN BROS TSY          11.000    7/4/2011      CHF      22.63
LEHMAN BROS TSY          11.000    7/4/2011      USD      22.63
LEHMAN BROS TSY           4.000    1/4/2011      USD      22.63
LEHMAN BROS TSY           8.000  12/31/2010      USD      22.63
LEHMAN BROS TSY           9.300  12/21/2010      EUR      22.63
LEHMAN BROS TSY           9.300  12/21/2010      EUR      22.63
LEHMAN BROS TSY          14.900  11/16/2010      EUR      22.63
LEHMAN BROS TSY           4.000  10/12/2010      USD      22.63
LEHMAN BROS TSY          10.500    8/9/2010      EUR      22.63
LEHMAN BROS TSY           6.000   7/28/2010      EUR      22.63
LEHMAN BROS TSY           6.000   7/28/2010      EUR      22.63
LEHMAN BROS TSY           4.000   5/30/2010      USD      22.63
LEHMAN BROS TSY          11.750    3/1/2010      EUR      22.63
LEHMAN BROS TSY           7.000   2/15/2010      CHF      22.63
LEHMAN BROS TSY           1.750    2/7/2010      EUR      22.63
LEHMAN BROS TSY           8.800  12/27/2009      EUR      22.63
LEHMAN BROS TSY          16.800   8/21/2009      USD      22.63
LEHMAN BROS TSY           8.000    8/3/2009      USD      22.63
LEHMAN BROS TSY           4.500    8/2/2009      USD      22.63
LEHMAN BROS TSY           8.500    7/6/2009      CHF      22.63
LEHMAN BROS TSY          11.000   6/29/2009      EUR      22.63
LEHMAN BROS TSY          10.000   6/17/2009      USD      22.63
LEHMAN BROS TSY           5.750   6/15/2009      CHF      22.63
LEHMAN BROS TSY           5.500   6/15/2009      CHF      22.63
LEHMAN BROS TSY           9.000   6/13/2009      USD      22.63
LEHMAN BROS TSY          15.000    6/4/2009      CHF      22.63
LEHMAN BROS TSY          17.000    6/2/2009      USD      22.63
LEHMAN BROS TSY          13.500    6/2/2009      USD      22.63
LEHMAN BROS TSY          10.000   5/22/2009      USD      22.63
LEHMAN BROS TSY           8.000   5/22/2009      USD      22.63
LEHMAN BROS TSY           8.000   5/22/2009      USD      22.63
LEHMAN BROS TSY          16.200   5/14/2009      USD      22.63
LEHMAN BROS TSY           4.000   4/24/2009      USD      22.63
LEHMAN BROS TSY           3.850   4/24/2009      USD      22.63
LEHMAN BROS TSY           7.000   4/14/2009      EUR      22.63
LEHMAN BROS TSY           9.000   3/17/2009      GBP      22.63
LEHMAN BROS TSY          13.000   2/16/2009      CHF      22.63
LEHMAN BROS TSY          11.000   2/16/2009      CHF      22.63
LEHMAN BROS TSY          10.000   2/16/2009      CHF      22.63
LEHMAN BROS TSY           0.500   2/16/2009      EUR      22.63
LEHMAN BROS TSY           7.750   1/30/2009      EUR      22.63
LEHMAN BROS TSY          13.432    1/8/2009      ILS      22.63
LEHMAN BROS TSY          16.000  12/26/2008      USD      22.63
LEHMAN BROS TSY           7.000  11/28/2008      CHF      22.63
LEHMAN BROS TSY          10.442  11/22/2008      CHF      22.63
LEHMAN BROS TSY          14.100  11/12/2008      USD      22.63
LEHMAN BROS TSY          16.000   11/9/2008      USD      22.63
LEHMAN BROS TSY          13.150  10/30/2008      USD      22.63
LEHMAN BROS TSY          16.000  10/28/2008      USD      22.63
LEHMAN BROS TSY           7.500  10/24/2008      USD      22.63
LEHMAN BROS TSY           6.000  10/24/2008      EUR      22.63
LEHMAN BROS TSY           5.000  10/24/2008      CHF      22.63
LEHMAN BROS TSY           8.000  10/23/2008      USD      22.63
LEHMAN BROS TSY          10.000  10/22/2008      USD      22.63
LEHMAN BROS TSY          16.000   10/8/2008      CHF      22.63
LEHMAN BROS TSY           7.250   10/6/2008      EUR      22.63
LEHMAN BROS TSY          18.250   10/2/2008      USD      22.63
LEHMAN BROS TSY           7.375   9/20/2008      EUR      22.63
LEHMAN BROS TSY          23.300   9/16/2008      USD      22.63
LEHMAN BROS TSY          14.900   9/15/2008      EUR      22.63
LEHMAN BROS TSY           3.000   9/12/2036      JPY       5.50
LEHMAN BROS TSY           6.000  10/30/2012      USD       5.50
LEHMAN BROS TSY           2.500   8/23/2012      GBP      22.63
LEHMAN BROS TSY          13.000   7/25/2012      EUR      22.63
Q-CELLS INTERNAT          1.375   4/30/2012      EUR      26.88
Q-CELLS INTERNAT          5.750   5/26/2014      EUR      26.88
RENEWABLE CORP            6.500    6/4/2014      EUR      61.31
SACYR VALLEHERM           6.500    5/1/2016      EUR      51.72

SWEDEN
------
Rorvik Timber             6.000   6/30/2016      SEK      66.00

SWITZERLAND
-----------
BANK JULIUS BAER          8.700    8/5/2013      CHF      60.55
BANK JULIUS BAER         15.000   5/31/2013      USD      69.05
BANK JULIUS BAER         13.000   5/31/2013      USD      70.65
BANK JULIUS BAER         12.000    4/9/2013      CHF      56.05
BANK JULIUS BAER         10.750   3/13/2013      EUR      66.60
BANK JULIUS BAER         17.300    2/1/2013      EUR      54.65
BANK JULIUS BAER          9.700  12/20/2012      CHF      75.00
BANK JULIUS BAER         11.500   2/20/2013      CHF      47.15
BANK JULIUS BAER         12.200   12/5/2012      EUR      54.40
CLARIDEN LEU NAS          0.000   6/10/2014      CHF      62.19
CLARIDEN LEU NAS          0.000   6/10/2014      CHF      62.13
CLARIDEN LEU NAS          0.000   5/26/2014      CHF      65.30
CLARIDEN LEU NAS          0.000   5/13/2014      CHF      63.03
CLARIDEN LEU NAS          0.000   2/24/2014      CHF      55.39
CLARIDEN LEU NAS          0.000   2/11/2014      CHF      54.50
CLARIDEN LEU NAS         18.400  12/20/2013      EUR      74.64
CLARIDEN LEU NAS          0.000  11/26/2013      CHF      64.17
CLARIDEN LEU NAS          4.500   8/13/2014      CHF      48.74
CLARIDEN LEU NAS         16.500   9/23/2013      USD      57.03
CLARIDEN LEU NAS          0.000   9/23/2013      CHF      50.04
CLARIDEN LEU NAS          3.250   9/16/2013      CHF      49.05
CLARIDEN LEU NAS          7.500  11/13/2012      CHF      58.71
CLARIDEN LEU NAS          7.250  11/13/2012      CHF      74.60
CLARIDEN LEU NAS         10.250  11/12/2012      CHF      73.60
CLARIDEN LEU NAS          0.000   8/27/2014      CHF      55.45
CLARIDEN LEU NAS          0.000   9/10/2014      CHF      51.16
CLARIDEN LEU NAS          0.000  10/15/2014      CHF      57.48
CLARIDEN LEU NAS          5.250    8/6/2014      CHF      51.70
CLARIDEN LEU NAS          7.000   7/22/2013      CHF      72.18
CLARIDEN LEU NAS         10.000   6/10/2013      CHF      70.08
CLARIDEN LEU NAS          0.000   5/31/2013      CHF      55.87
CLARIDEN LEU NAS          6.500   4/26/2013      CHF      58.21
CLARIDEN LEU NAS          0.000   3/25/2013      CHF      59.57
CLARIDEN LEU NAS          0.000   3/18/2013      CHF      74.71
CLARIDEN LEU NAS         12.500    3/1/2013      USD      74.21
CLARIDEN LEU NAS          9.000   2/14/2013      CHF      66.37
CLARIDEN LEU NAS         11.500   2/13/2013      EUR      57.40
CLARIDEN LEU NAS          0.000   1/24/2013      CHF      66.96
CLARIDEN LEU NAS          8.750   1/15/2013      CHF      68.73
CLARIDEN LEU NAS          8.250  12/17/2012      CHF      61.30
CLARIDEN LEU NAS          0.000  12/17/2012      EUR      67.37
CLARIDEN LEU NAS         12.500  12/14/2012      EUR      72.83
CLARIDEN LEU NAS          0.000  12/14/2012      CHF      36.53
CLARIDEN LEU NAS         12.000  11/23/2012      CHF      47.83
CLARIDEN LEU NAS          8.000  11/20/2012      CHF      74.87
CLARIDEN LEU NAS          7.125  11/19/2012      CHF      58.17
CLARIDEN LEU NAS          7.250  11/16/2012      CHF      58.79
CREDIT SUISSE LD          8.900   3/25/2013      EUR      57.79
CREDIT SUISSE LD         10.500    9/9/2013      CHF      66.05
S-AIR GROUP               0.125    7/7/2005      CHF      10.63
SARASIN CI LTD            8.000   4/27/2015      CHF      68.67
SARASIN/GUERNSEY         13.600   2/17/2014      CHF      71.51
SARASIN/GUERNSEY         13.200   1/23/2013      EUR      72.52
SARASIN/GUERNSEY         15.200  12/12/2012      EUR      73.12
UBS AG                   11.870   8/13/2013      USD       4.68
UBS AG                    9.600   8/26/2013      USD      15.21
UBS AG                   10.200   9/20/2013      EUR      61.15
UBS AG                   12.900   9/20/2013      EUR      57.98
UBS AG                   15.900   9/20/2013      EUR      55.99
UBS AG                   17.000   9/27/2013      EUR      73.19
UBS AG                   17.750   9/27/2013      EUR      73.50
UBS AG                   18.500   9/27/2013      EUR      71.56
UBS AG                   19.750   9/27/2013      EUR      74.84
UBS AG                   20.000   9/27/2013      EUR      70.19
UBS AG                   20.500   9/27/2013      EUR      74.87
UBS AG                   20.500   9/27/2013      EUR      71.43
UBS AG                   21.750   9/27/2013      EUR      72.53
UBS AG                   22.000   9/27/2013      EUR      71.57
UBS AG                   22.500   9/27/2013      EUR      70.55
UBS AG                   22.750   9/27/2013      EUR      67.91
UBS AG                   23.000   9/27/2013      EUR      72.72
UBS AG                   23.250   9/27/2013      EUR      68.81
UBS AG                   23.250   9/27/2013      EUR      68.35
UBS AG                   24.000   9/27/2013      EUR      69.47
UBS AG                   24.750   9/27/2013      EUR      65.71
UBS AG                    8.060   10/3/2013      USD      19.75
UBS AG                   13.570  11/21/2013      USD      16.25
UBS AG                    6.980  11/27/2013      USD      34.85
UBS AG                   17.000    1/3/2014      EUR      74.48
UBS AG                   17.500    1/3/2014      EUR      73.41
UBS AG                   18.250    1/3/2014      EUR      73.31
UBS AG                   18.250    1/3/2014      EUR      74.28
UBS AG                   19.500    1/3/2014      EUR      73.10
UBS AG                   20.000    1/3/2014      EUR      74.53
UBS AG                   20.500    1/3/2014      EUR      71.30
UBS AG                   20.750    1/3/2014      EUR      71.59
UBS AG                   21.000    1/3/2014      EUR      72.44
UBS AG                   22.250    1/3/2014      EUR      74.19
UBS AG                   23.000    1/3/2014      EUR      71.55
UBS AG                   23.250    1/3/2014      EUR      70.29
UBS AG                   23.250    1/3/2014      EUR      70.57
UBS AG                   24.000    1/3/2014      EUR      72.95
UBS AG                   24.250    1/3/2014      EUR      68.40
UBS AG                   24.250    1/3/2014      EUR      70.18
UBS AG                    6.440   5/28/2014      USD      51.67
UBS AG                    3.870   6/17/2014      USD      38.08
UBS AG                    6.040   8/29/2014      USD      35.22
UBS AG                    7.780   8/29/2014      USD      20.85
UBS AG                   11.260  11/12/2012      EUR      47.13
UBS AG                   11.660  11/12/2012      EUR      34.35
UBS AG                   13.120  11/12/2012      EUR      68.36
UBS AG                   13.560  11/12/2012      EUR      36.51
UBS AG                   13.600  11/12/2012      EUR      56.96
UBS AG                   13.000  11/23/2012      USD      62.55
UBS AG                    8.150  12/21/2012      EUR      72.14
UBS AG                    8.250  12/21/2012      EUR      74.88
UBS AG                    8.270  12/21/2012      EUR      74.19
UBS AG                    8.990  12/21/2012      EUR      72.49
UBS AG                    9.000  12/21/2012      EUR      69.13
UBS AG                    9.150  12/21/2012      EUR      71.84
UBS AG                    9.450  12/21/2012      EUR      74.42
UBS AG                    9.730  12/21/2012      EUR      70.24
UBS AG                    9.890  12/21/2012      EUR      66.37
UBS AG                   10.060  12/21/2012      EUR      72.98
UBS AG                   10.060  12/21/2012      EUR      69.64
UBS AG                   10.160  12/21/2012      EUR      73.41
UBS AG                   10.490  12/21/2012      EUR      68.12
UBS AG                   10.690  12/21/2012      EUR      71.60
UBS AG                   10.810  12/21/2012      EUR      63.85
UBS AG                   11.000  12/21/2012      EUR      67.59
UBS AG                   11.260  12/21/2012      EUR      66.14
UBS AG                   11.270  12/21/2012      EUR      70.63
UBS AG                   11.330  12/21/2012      EUR      70.28
UBS AG                   11.770  12/21/2012      EUR      61.53
UBS AG                   11.970  12/21/2012      EUR      65.67
UBS AG                   11.980  12/21/2012      EUR      69.02
UBS AG                   12.020  12/21/2012      EUR      64.27
UBS AG                   12.200  12/21/2012      EUR      56.09
UBS AG                   12.400  12/21/2012      EUR      68.07
UBS AG                   12.760  12/21/2012      EUR      59.39
UBS AG                   12.800  12/21/2012      EUR      62.51
UBS AG                   12.970  12/21/2012      EUR      63.87
UBS AG                   13.320  12/21/2012      EUR      66.64
UBS AG                   13.560  12/21/2012      EUR      65.71
UBS AG                   13.570  12/21/2012      EUR      60.85
UBS AG                   13.770  12/21/2012      EUR      57.41
UBS AG                   13.980  12/21/2012      EUR      62.18
UBS AG                   14.350  12/21/2012      EUR      59.29
UBS AG                   14.690  12/21/2012      EUR      64.44
UBS AG                   14.740  12/21/2012      EUR      63.53
UBS AG                   14.810  12/21/2012      EUR      55.58
UBS AG                   15.000  12/21/2012      EUR      60.59
UBS AG                   15.130  12/21/2012      EUR      57.81
UBS AG                   15.860  12/21/2012      EUR      53.88
UBS AG                   15.920  12/21/2012      EUR      56.41
UBS AG                   15.930  12/21/2012      EUR      61.51
UBS AG                   16.030  12/21/2012      EUR      59.10
UBS AG                   16.600  12/21/2012      EUR      50.18
UBS AG                   16.710  12/21/2012      EUR      55.09
UBS AG                   16.930  12/21/2012      EUR      52.30
UBS AG                   17.070  12/21/2012      EUR      57.69
UBS AG                   17.500  12/21/2012      EUR      53.84
UBS AG                   18.000  12/21/2012      EUR      50.83
UBS AG                   19.090  12/21/2012      EUR      51.52
UBS AG                   10.770    1/2/2013      USD      38.33
UBS AG                   13.030    1/4/2013      EUR      73.40
UBS AG                   13.630    1/4/2013      EUR      71.63
UBS AG                   14.230    1/4/2013      EUR      69.95
UBS AG                   14.820    1/4/2013      EUR      68.36
UBS AG                   15.460    1/4/2013      EUR      74.82
UBS AG                   15.990    1/4/2013      EUR      65.39
UBS AG                   16.500    1/4/2013      EUR      73.32
UBS AG                   17.000    1/4/2013      EUR      73.98
UBS AG                   17.150    1/4/2013      EUR      62.69
UBS AG                   17.180    1/4/2013      EUR      74.58
UBS AG                   18.000    1/4/2013      EUR      73.54
UBS AG                   18.300    1/4/2013      EUR      60.23
UBS AG                   19.440    1/4/2013      EUR      57.99
UBS AG                   19.750    1/4/2013      EUR      69.92
UBS AG                   20.500    1/4/2013      EUR      70.21
UBS AG                   20.570    1/4/2013      EUR      55.94
UBS AG                   21.700    1/4/2013      EUR      54.05
UBS AG                   21.750    1/4/2013      EUR      69.65
UBS AG                   23.750    1/4/2013      EUR      66.55
UBS AG                   11.020   1/25/2013      EUR      67.05
UBS AG                   12.010   1/25/2013      EUR      65.34
UBS AG                   14.070   1/25/2013      EUR      62.22
UBS AG                   16.200   1/25/2013      EUR      74.54
UBS AG                    8.620    2/1/2013      USD      14.04
UBS AG                    8.980   2/22/2013      EUR      72.86
UBS AG                   10.590   2/22/2013      EUR      69.90
UBS AG                   10.960   2/22/2013      EUR      67.35
UBS AG                   13.070   2/22/2013      EUR      63.96
UBS AG                   13.660   2/22/2013      EUR      61.23
UBS AG                   13.940   2/22/2013      EUR      73.02
UBS AG                   15.800   2/22/2013      EUR      67.24
UBS AG                    8.480    3/7/2013      CHF      58.00
UBS AG                   10.000    3/7/2013      USD      72.30
UBS AG                   12.250    3/7/2013      CHF      59.20
UBS AG                    9.000   3/22/2013      USD      11.16
UBS AG                    9.850   3/22/2013      USD      19.75
UBS AG                   16.500    4/2/2013      EUR      72.16
UBS AG                   17.250    4/2/2013      EUR      72.45
UBS AG                   18.000    4/2/2013      EUR      73.44
UBS AG                   19.750    4/2/2013      EUR      69.63
UBS AG                   21.250    4/2/2013      EUR      69.05
UBS AG                   21.500    4/2/2013      EUR      73.98
UBS AG                   21.500    4/2/2013      EUR      73.88
UBS AG                   22.250    4/2/2013      EUR      67.19
UBS AG                   22.250    4/2/2013      EUR      69.43
UBS AG                   24.250    4/2/2013      EUR      65.24
UBS AG                   24.750    4/2/2013      EUR      68.24
UBS AG                   10.860    4/4/2013      USD      37.21
UBS AG                    9.650   4/11/2013      USD      27.17
UBS AG                    9.930   4/11/2013      USD      24.77
UBS AG                   11.250   4/11/2013      USD      24.39
UBS AG                   10.170   4/26/2013      EUR      67.84
UBS AG                   10.970   4/26/2013      EUR      66.50
UBS AG                   12.610   4/26/2013      EUR      64.06
UBS AG                    7.900   4/30/2013      USD      33.75
UBS AG                    9.830   5/13/2013      USD      30.07
UBS AG                    8.000   5/24/2013      USD      63.90
UBS AG                   11.670   5/31/2013      USD      35.12
UBS AG                   12.780    6/7/2013      CHF      62.60
UBS AG                   16.410    6/7/2013      CHF      64.70
UBS AG                    9.330   6/14/2013      USD      22.00
UBS AG                   11.060   6/14/2013      USD      28.17
UBS AG                    6.770   6/21/2013      USD      10.43
UBS AG                    7.120   6/26/2013      USD      29.83
UBS AG                   15.250   6/28/2013      EUR      74.98
UBS AG                   17.000   6/28/2013      EUR      74.05
UBS AG                   17.250   6/28/2013      EUR      72.59
UBS AG                   19.250   6/28/2013      EUR      70.54
UBS AG                   19.500   6/28/2013      EUR      70.28
UBS AG                   20.250   6/28/2013      EUR      74.82
UBS AG                   20.500   6/28/2013      EUR      70.91
UBS AG                   21.000   6/28/2013      EUR      68.62
UBS AG                   22.000   6/28/2013      EUR      71.86
UBS AG                   22.500   6/28/2013      EUR      66.83
UBS AG                   23.000   6/28/2013      EUR      67.15
UBS AG                   23.500   6/28/2013      EUR      71.72
UBS AG                   24.000   6/28/2013      EUR      68.94
UBS AG                   24.500   6/28/2013      EUR      67.97
UBS AG                   11.450    7/1/2013      USD      27.96
UBS AG                    6.100   7/24/2013      USD      30.07
UBS AG                    8.640    8/1/2013      USD      27.87
UBS AG                   13.120    8/5/2013      USD       4.62
UBS AG                    0.500   4/27/2015      CHF      52.50
UBS AG                    6.070  11/12/2012      EUR      65.82
UBS AG                    8.370  11/12/2012      EUR      59.26
UBS AG                    8.590  11/12/2012      EUR      53.53
UBS AG                    9.020  11/12/2012      EUR      43.76
UBS AG                    9.650  11/12/2012      EUR      37.64
UBS AG                   10.020  11/12/2012      EUR      71.72
UBS AG                   10.930  11/12/2012      EUR      64.23
BARCLAYS BK PLC          11.000   6/28/2013      EUR      43.13
BARCLAYS BK PLC          11.000   6/28/2013      EUR      74.83
BARCLAYS BK PLC          10.750   3/22/2013      EUR      41.06
BARCLAYS BK PLC          10.000   3/22/2013      EUR      42.44
BARCLAYS BK PLC           6.000    1/2/2013      EUR      50.37
BARCLAYS BK PLC           8.000   6/28/2013      EUR      47.66
ESSAR ENERGY              4.250    2/1/2016      USD      72.62
MAX PETROLEUM             6.750    9/8/2013      USD      40.36


                            *********

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

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

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

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


                            *********


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

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

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

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

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

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


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