TCREUR_Public/130627.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

            Thursday, June 27, 2013, Vol. 14, No. 126

                            Headlines



B E L G I U M

ETHIAS SA: Fitch Upgrades Subordinated Debt Rating to 'BB'


F R A N C E

FCT ERIDAN: Fitch Affirms 'BB+' Rating on EUR59.9MM Class B Notes


G E R M A N Y

KABEL DEUTSCHLAND: Fitch Puts 'BB' IDR on Rating Watch Positive
OETINGER: Files Request to Begin Insolvency Proceedings for Units
SERVUS HOLDCO: S&P Assigns 'B' Corp. Rating; Outlook Stable
VG MICROFINANCE-INVEST: Fitch Affirms 'B+' Rating on Senior Notes


I R E L A N D

CORNERSTONE TITAN 2007-1: S&P Cuts Rating on Class B Notes to D


I T A L Y

LOCAT SECURITISATION: Moody's Cuts Rating on Cl. C Notes to Caa1
SIENNA MORTGAGES: Moody's Cuts Rating on Class C Notes to Caa1


L U X E M B O U R G

SERVUS LUXEMBOURG: Moody's Rates EUR315MM Senior Notes 'B2'


N E T H E R L A N D S

WOOD STREET VI: S&P Raises Rating on Class E Notes to B+


R O M A N I A

* ROMANIA: Corporate Insolvencies Down 4.46% in Jan. to May '13


R U S S I A

AMT BANK: Court Extends Receivership for Another Six Months
NLMK OJSC: S&P Lowers Corp. Rating to 'BB+'; Outlook Stable
ROSEVROBANK: Moody's Affirms 'B1' Deposit Ratings
RUSSNEFT OJSC: S&P Puts 'B+' Rating on CreditWatch Negative


S P A I N

LA SEDA: Seeks Shareholder Approval for Debt Refinancing Plan
SANTANDER HIPOTECARIO: Moody's Rates EUR117MM Serie C Notes Caa3
SNIACE: Files for Preliminary Protection From Creditors
* Fitch Cuts Ratings on 4 Classes of Cedulas Hipotecarias to BB+


U N I T E D   K I N G D O M

ARK: Files Notice to Appoint Administrators
BRITISH AIRWAYS: Moody's Assigns Ba1 Rating to Class B Certs.
CO-OPERATIVE BANK: Taps Brown Rudnick for Small Investors
DWELL: Confirms Duff & Phelps as Administrators
ECLIPSE 2005-2: S&P Lowers Rating on Class D Notes to 'CCC-'

EXETER BLUE: Fitch Affirms 'B' Rating on EUR8.5MM Class E Notes
FORECO GROWTH: High Court Winds Up Carbon Credit Firm
GELERT: Bought Out of Receivership by Sports Direct
INTERNACIONALE: Files Notice to Appoint E&Y as Administrator
LIBERTY CAPITAL: Craig Whyte Main Company Goes Into Liquidation

MODELZONE: Files Notice to Appoint Administrators


X X X X X X X X

* Upcoming Meetings, Conferences and Seminars


                            *********


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B E L G I U M
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ETHIAS SA: Fitch Upgrades Subordinated Debt Rating to 'BB'
----------------------------------------------------------
Fitch Ratings has upgraded Ethias S.A.'s Insurer Financial
Strength (IFS) rating to 'BBB' from 'BBB-' and affirmed its
Issuer Default Rating (IDR) at 'BBB-'. Both ratings have Stable
Outlooks. Ethias' subordinated debt is upgraded to 'BB' from
'B+'.

Key Rating Drivers

The upgrade of the IFS rating reflects restored financial
fundamentals after management made vigorous efforts since 2009 to
restructure the company, improve its risk profile and
underwriting performance. The regulatory solvency margin was
184%, excluding unrealized gains, at end-2012 (2011: 158%).
Financial statements showed satisfactory levels of profitability
with the level of technical profit returning to adequate levels
for the second year running reaching EUR211m in 2012 (2011:
EUR182m). The net profit for Ethias in 2012 was EUR180m, with a
92.4% net combined ratio as calculated by Fitch.

The upgrade also reflects the successful implementation of the
restructuring measures required by the European Commission (EC)
with limited adverse effects on the group's franchise since they
began in 2009. These measures were required after the Belgium
state intervened to recapitalize the group at end-2008, because
of the severe difficulties faced in the wake of the global
financial crisis. They aimed at restoring the group's
profitability and raising capital adequacy levels by 2013.

Most of the required restructuring measures were already
implemented at end-2011. The group continued to successfully
operate within the restructured framework in 2012. In July 2011,
Ethias announced the disposal of its entire stake in Dexia to its
parent company Vitrufin S.A. (formerly Ethias Finance S.A.). In
2012, Vitrufin finally sold all of its Dexia shareholding,
terminating exposure to this asset for the group.

In 2012, profitability together with regulatory solvency and
Fitch's own risk-adjusted capital assessment, were all
commensurate with a rating in the 'BBB' category. The ratings now
follow Fitch's standard notching methodology, with the IFS rating
being one notch higher than the IDR. This reflects policyholder
claims benefitting from priority in the case of liquidation as
well as both payment restrictions from operating to holding
companies and a strong capital regime.

It is Fitch's expectation that additional support would be
provided to Ethias should the need arise. This is based on the
authorities' majority ownership of the insurance company,
combined with the company's activity as a provider of insurance
to Belgian public organizations and their employees.

Fitch understands that the risk related to the dispute between
Ethias and the Belgian tax authorities is minimal. However, it
could impact Ethias ratings in case of an unfavorable outcome as
the related maximum exposure would significantly impact the
company.

The upgrade of Ethias' subordinated debt rating reflects a
diminished risk of coupon deferral. The rating is now in line
with Fitch's standard insurance methodology.

Ethias is the group's main operating entity. Fitch also regards
Ethias Droit Commun AAM as a "Core" entity under Fitch's group
rating methodology, because it is 95% reinsured by Ethias and it
has a 25% share in Ethias' holding company, Vitrufin. They share
the same IFS rating based on Fitch's evaluation of the strength
of the group as a whole.

Rating Sensitivities

Key triggers for an upgrade would include public acknowledgment
by the EC of successful completion of the measures implemented
since 2009, and a demonstration of Ethias ability to maintain a
level of capitalization and profitability both in line with
Fitch's expectations for a company rated high in the 'BBB'
category.

Key triggers for a downgrade include any significant
deterioration of capital adequacy. As such, Fitch is carefully
considering a potential unfavorable outcome of the current case
against the Belgium tax authority. Failure to maintain an
adequate level of profitability or a solid business position on
the Belgian market could also lead to a downgrade.

The rating actions are:

Ethias S.A.:

-- IFS rating: upgraded to 'BBB' from 'BBB-'; Outlook Stable
-- Long-term IDR: affirmed at 'BBB-'; Outlook Stable
-- Undated Subordinated debt: upgraded to 'BB' from 'B+'

Ethias Droit Commun AAM:

-- IFS rating: upgraded to 'BBB' from 'BBB-'; Outlook Stable



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FCT ERIDAN: Fitch Affirms 'BB+' Rating on EUR59.9MM Class B Notes
-----------------------------------------------------------------
Fitch Ratings has affirmed FCT Eridan 2010-01's notes, as
follows:

  -- EUR330.6m class A (ISIN FR0010979385): affirmed at 'AAAsf';
     Outlook Stable

  -- EUR59.9m class B (ISIN FR0010979393): affirmed at 'BB+sf';
     Outlook Stable

Key Rating Drivers

The rating affirmations and Outlooks reflect the stable portfolio
performance. Loans in arrears for more than 90 days represent
0.04% of the portfolio, up from 0.03% in March 2012. The
portfolio remains granular, with the largest obligor representing
0.45% of the portfolio balance.

Fitch has applied a rating cap to the class B notes, in line with
its published criteria, 'Criteria for Rating Caps in Structured
Finance Transactions' published in June 2013. Under the
sequential and accelerated amortization scenarios, the class B
notes could experience temporary interest shortfalls as allowed
by the transaction's documentation. The transaction is currently
amortizing pro-rata according to its amortization triggers.

Rating Sensitivities

The agency incorporated two additional stress tests in their
analysis to determine the ratings' sensitivity. The agency
applied a 1.25x default rate multiplier and a 0.75x recovery rate
multiplier to all assets in the portfolio. In both stress tests,
ratings action is likely for notes being downgraded between zero
and four notches.

FCT Eridan 2010-01 (the issuer) is a static cash flow SME CLO
originated by BRED Banque Populaire ('A+'/Negative/'F1+'). At
closing, the issuer used the note proceeds to purchase a EUR950m
portfolio of secured and unsecured loans granted to French small
and medium enterprises and self-employed individuals.



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G E R M A N Y
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KABEL DEUTSCHLAND: Fitch Puts 'BB' IDR on Rating Watch Positive
---------------------------------------------------------------
Fitch Ratings has placed Kabel Deutschland Vertrieb und Service
GmbH's (KDG) 'BB' Long-term Issuer Default Rating (IDR) on Rating
Watch Positive (RWP) following Vodafone Group Plc's (A-/Rating
Watch Negative) announcement that it will acquire the company for
EUR10.7bn. The 'BB+' rating on KDG's senior secured debt has also
been placed on RWP.

KDG's ratings may be upgraded by one or several notches if the
deal with Vodafone goes through. Vodafone's rating is
significantly higher than KDG's, and KDG may potentially benefit
from shareholder support.

KDG is an established cable provider in Germany with growing
broadband, telephony and premium/pay-TV franchise. Its operating
profile is potentially consistent with a low investment grade
rating. This is overlaid by its relatively high leverage,
particularly on a lease-adjusted basis, and shareholder
friendliness.

Key Rating Drivers

Parent-Subsidiary Linkage
The linkage between KDG and its new parent will be analyzed under
Fitch's parent-subsidiary methodology. If the linkage is viewed
as strong, KDG and Vodafone's ratings may potentially be
equalized. A final decision will depend on the assessment of
legal, operational and strategic ties between the two companies.

Future Funding Strategy Important
Fitch will likely take into account KDG's future funding
strategy. Funding at the Vodafone group level and a commitment to
call the outstanding bonds would likely be viewed as evidence of
strong shareholder support. KDG's existing bonds become callable
in June 2014.

Rating Sensitivities

A completion of the acquisition by Vodafone is likely to lead to
an upgrade.

If the deal falls away, the RWP is likely to be removed and the
ratings affirmed at their current levels.

On a standalone basis, KDG's operating profile is potentially
consistent with a low investment grade rating. This is overlaid
by its relatively high leverage, particularly on a lease-adjusted
basis, and shareholder friendliness.

The sensitivities below are applicable to KDG's credit profile if
the deal with Vodafone does not materialize:

A rise in leverage to above 3.8x net debt/EBITDA and FFO adjusted
net leverage to above 4.75x on a sustained basis would put
negative pressure on ratings.

Improvements in pre-dividend FCF generation on the back of stable
operating performance may be rating positive.

A tighter leverage target of below 3x net debt/EBITDA and/or
significant reduction in lease-adjusted debt would put positive
pressure on the ratings.


OETINGER: Files Request to Begin Insolvency Proceedings for Units
-----------------------------------------------------------------
Metal Bulletin reports that Oetinger has made a request to begin
insolvency proceedings in Germany.

The company made the request for its four German units -- in
Weissenhorn, Hanover, Berlin, and Neu-Ulm, Metal Bulletin
discloses.

Oetinger is a secondary aluminium company.


SERVUS HOLDCO: S&P Assigns 'B' Corp. Rating; Outlook Stable
-----------------------------------------------------------
Standard & Poor's Ratings Services said it had assigned its 'B'
long-term corporate credit rating to Servus HoldCo Sarl, the
holding company of Germany-incorporated auto parts and capital
goods group Stabilus.  The outlook is stable.

At the same time, S&P assigned its 'B' issue rating to Stabilus'
EUR315 million senior secured bond with a '3' recovery rating,
indicating S&P's expectation of meaningful (50%-70%) recovery in
the event of a payment default.

The ratings are at the same level as the preliminary ratings S&P
assigned on May 28, 2013, reflecting its view of Stabilus'
unchanged financial risk profile under its final capital
structure.

In June this year, Stabilus issued a EUR315 million senior
secured five-year bond to refinance its capital structure.  The
bond proceeds were combined with cash of EUR30 million to redeem
outstanding bank debt of EUR242 million, repay a EUR45 million
shareholder loan, and disburse EUR48 million (as a net loan to
its owner, Triton, and payout on instruments that offer shared
equity upside, such as profit-participating loans [PPLs]).  As
part of the refinancing plan, Stabilus also benefited from the
extension of a EUR25 million committed and undrawn RCF maturing
in 2018.

The ratings are primarily constrained by S&P's view of Stabilus'
"highly leveraged" financial profile and "aggressive" financial
policy.  This reflects that the company was acquired through a
leveraged buyout and the EUR48 million that went to its owner as
a net loan and for PPL payouts as part of the recently completed
refinancing.

Triton partly funded its acquisition of Stabilus in 2010 through
shareholder loans that were redeemed as part of the refinancing.
Stabilus' capital structure includes instruments that offer
shared equity upside, such as PPLs related to a previous
financial restructuring completed in 2010.  The PPLs have several
equity characteristics, such as a very long tenor (they mature in
2043), no enforcement rights, no acceleration rights, and
explicit subordination to any outstanding debt (secured or
unsecured) in the event of insolvency.  S&P nonetheless add them
to total adjusted debt in our ratios.

Stabilus' credit ratios reflect its highly leveraged financial
profile.  As of fiscal year ended Sept. 30, 2012, and including
the obligation at maturity under the PPLs, Stabilus' adjusted
debt-to-EBITDA ratio was about 12.9x and funds from operations
(FFO) represented 4.7% of adjusted debt.

S&P believes Triton has a clear economic incentive to sell the
company well before the PPLs mature in 2043, partly because
before then PPL-holders are only entitled to a portion of the
equity proceeds.  More important for debtholders, the senior debt
must be redeemed before any proceeds go to Triton or the PPL-
holders.  PPL-holders are also entitled to receive a portion of
the dividends that Stabilus could pay over time.  These are
capped at 50% of net income under the bond documentation.

Using the fair value of the PPLs Stabilus reported in its audited
financial statements for fiscal 2012, debt to EBITDA was about
4.6x and FFO to adjusted debt about 13%.  S&P believes these
ratios could weaken slightly to 6x and 10%, respectively, in
fiscal 2013, given that the group increased its debt following
the bond issuance.

S&P foresees Stabilus maintaining adjusted EBITDA interest
coverage exceeding 2x in its base-case scenario.  S&P anticipates
that free cash flow generation will be positive from 2014, but
given the capital-intensive nature of Stabilus' business, S&P
believes it will be insufficient to ensure significant
deleveraging.

S&P's business risk assessment is supported by its expectation
that the company will maintain resilient operating margins, with
an adjusted EBITDA margin, net of capitalized development costs,
at 14%-15% over 2013-2014, which is above the industry average.
S&P notes that the reported EBITDA margin during the 2009 global
financial crisis was a very low 1.4%.

The business profile is supported however by Stabilus' much
improved operating margins since 2009, which are currently above
the industry average, and its strong niche market positions.  It
is constrained by the company's modest size and limited business
diversity, as well as the competitive, cyclical, and capital-
intensive nature of the markets in which it operates.

Stabilus is a developer and manufacturer of gas springs,
hydraulic dampers, and electromechanical lifting equipment used
in automotive and other industrial sectors.  The company reported
total revenues of EUR444 million in fiscal 2012.

Owing to the depressed economy in Europe, where Stabilus
generated 54% of its sales during fiscal 2012, auto production
fell 5% last year, and S&P forecasts an additional 4% decline in
2013 and limited recovery of 2% in 2014.  For Stabilus, this risk
is partly mitigated by positive growth prospects for auto
production in North America (30% of sales in fiscal 2012) and
Asia and the rest of the world (12% of sales) this year and the
next, and robust growth momentum for Stabilus' automated tailgate
opening and closing system Powerise.  S&P also sees continuing
demand for more comfort, ease of usage, and higher automation,
which should support medium-term growth for Stabilus' non-
automotive business. Stabilus' well-balanced geographic
diversity; long-standing customer relationships; manufacturing
base, which provides economies of scale and cost efficiency; and
leading market shares are supportive factors, in S&P's view.

S&P views Stabilus' liquidity as "adequate," as defined in its
criteria.

The stable outlook reflects S&P's anticipation that Stabilus will
be able to maintain its solid market shares and operating margins
while gradually expanding outside Europe and developing its
Powerise business.  In S&P's view, rating-commensurate credit
measures include EBITDA interest coverage above 2x and FFO to
debt of about 10%, assessing the PPLs at fair value as of fiscal
year-end 2012.

S&P could consider raising the ratings in the medium term if
Stabilus were to report an extended, sustainable strengthening of
its operating performance, and stronger credit measures, such as
FFO to debt of about 15%, assessing the PPLs at fair value, and
EBITDA interest coverage closer to 3x.

On the other hand, S&P could lower the ratings if Stabilus were
to report weaker revenues and profitability than currently.
Additionally, ratings downside could occur if the company were to
adopt a more shareholder-friendly financial policy as a result of
its private-equity ownership.  It could also stem from
acquisitions and tight credit ratios for the current rating
level.


VG MICROFINANCE-INVEST: Fitch Affirms 'B+' Rating on Senior Notes
-----------------------------------------------------------------
Fitch Ratings has affirmed VG Microfinance-Invest Nr.1 GmbH's
notes, as follows:

-- EUR30.3m senior notes: affirmed at 'B+sf'; Outlook Negative

Key Rating Drivers

The portfolio's credit quality is unchanged since the previous
review and remains in the 'B'/'CCC' range. There have also been
no changes in the portfolio composition. More than 35% of the
portfolio is rated 'CCC' or below.

The Negative Outlook reflects the notes' significant
vulnerability to refinancing risk. All assets in the portfolio
have a bullet amortization profile and are scheduled to mature in
December 2014, two weeks before the notes' legal final maturity.
Fitch expects a clustering of defaults on the loans' maturity
date given most obligors' low credit quality. The notes can
withstand a default of the four largest obligors. Fitch does not
expect any recoveries in case of default of the assets given
their subordinated nature.

The transaction consists of subordinated credit exposure against
20 (initially 21) microfinance institutions globally distributed
across 15 jurisdictions. The institutions were selected by
Deutsche Bank AG ('A+'/Stable/'F1+') in its role as seller and
protection buyer.

Rating Sensitivities

A downgrade of all assets in the portfolio by one notch would
result in a downgrade of the notes to 'B-sf' from 'B+sf'.



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CORNERSTONE TITAN 2007-1: S&P Cuts Rating on Class B Notes to D
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
Cornerstone Titan 2007-1 PLC's class A1, A2, and B notes.  At the
same time, S&P has affirmed its 'D (sf)' ratings on the class C,
D, and E notes.

The rating actions reflect S&P's opinion on cash flow disruptions
in the transaction.  According to the April 2013 cash manager
report, the class A2 to G notes have deferred unpaid interest.
As of April 2013, the cumulative amount of deferred interest
under these classes was EUR3.7 million.

S&P understands that the excess spread distributed to the unrated
class X notes is not available to mitigate interest shortfalls
for the other classes in this transaction.  The issuer relies on
servicer advances to address timely payment of interest on the
notes.  However, according to the transaction documents, the
backup advance provider is not permitted to make advances to
cover interest shortfalls on the notes if such shortfalls result
from:

   -- Extraordinary expenses payable to the transaction parties
      (for example, special servicing fees); or

   -- The reduction of servicing advances.

S&P believes that it might be difficult to refinance individual
loans, and it therefore considers that the number of loans in
special servicing will likely increase.  This, combined with
impending lease rollovers and a declining floating interest rate,
may exacerbate the risk of cash flow disruptions to the senior
classes of notes on future payment dates, in S&P's view.

S&P's ratings on Cornerstone Titan 2007-1's notes address the
timely payment of interest quarterly in arrears, and the payment
of principal no later than the legal final maturity date in
January 2017.  S&P do not rate the class F and G notes.

S&P has lowered to 'BBB+ (sf)' from 'A+ (sf)' its rating on the
class A1 notes because this class of notes has become more
vulnerable to cash flow disruptions, in S&P's view.

S&P has also lowered to 'CCC- (sf)' from 'B (sf)' its rating on
the class A2 notes because this class of notes experienced
interest shortfalls on the April 2013 payment date.  S&P has not
lowered its rating on the class A2 notes to 'D (sf)' because the
existing shortfall remains minor, in its view, and it expects it
to be repaid following the acceleration of the notes.

S&P has lowered to 'D (sf)' from 'CCC- (sf)' its rating on the
class B notes because this class of notes experienced interest
shortfalls on the April 2013 payment date.

S&P has affirmed its 'D (sf)' ratings on the class C, D, and E
notes because these three classes of notes continue to experience
interest shortfalls.

S&P will continue to monitor the situation and will likely take
further rating actions if interest shortfalls continue.

Cornerstone Titan 2007-1 is a European commercial mortgage-backed
securities (CMBS) transaction that closed in March 2007.  It is
currently secured on 21 pan-European commercial real estate
loans.

          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

Cornerstone Titan 2007-1 PLC
EUR1.322 Billion Commercial Mortgage-Backed Floating-Rate Notes

Ratings Lowered

A1          BBB+ (sf)         A+ (sf)
A2          CCC- (sf)         B (sf)
B           D (sf)            CCC- (sf)

Ratings Affirmed

C           D (sf)
D           D (sf)
E           D (sf)


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LOCAT SECURITISATION: Moody's Cuts Rating on Cl. C Notes to Caa1
----------------------------------------------------------------
Moody's Investors Service has downgraded to Baa2 (sf) from Baa1
(sf) the rating of the Class B notes, and to Caa1 (sf) from B2
(sf) the rating of the Class C notes issued by Locat
Securitization Vehicle 3. Insufficient credit enhancement, which
protects against sovereign and counterparty risk, primarily drove
the rating action.

The rating action concludes the review for downgrade initiated by
Moody's on August 2, 2012. This transaction is an asset-backed
securities transaction backed by financial leases originated by
UniCredit Leasing S.p.A. (Baa3/P-3) for equipment, auto and real-
estate leases.

Ratings Rationale:

The rating action primarily reflects the lack of sufficient
credit enhancement to address sovereign and increased
counterparty risk. The introduction of new adjustments to Moody's
modeling assumptions to account for the effect of deterioration
in sovereign creditworthiness and the revision of key collateral
assumptions and increased exposure to lowly rated counterparties
has had a negative effect on the ratings of the notes in this
transaction.

The insufficient level of credit enhancement, under the form of
subordination, available under the Class B notes (20.2%), as well
as under the Class C notes (3.5%) has driven the downgrade of
both ratings. Borrower concentration was also taken into account
in Moody's analysis given the ten biggest debtors represent more
than 18% of the pool balance.

- Additional Factors Better Reflect Increased Sovereign Risk

Moody's has supplemented its analysis to determine the loss
distribution of securitized portfolios with two additional
factors, the maximum achievable rating in a given country (the
local currency country risk ceiling) and the applicable portfolio
credit enhancement for this rating. With the introduction of
these additional factors, Moody's intends to better reflect
increased sovereign risk in its quantitative analysis, in
particular for mezzanine and junior tranches. See "Structured
Finance Transactions: Assessing the Impact of Sovereign Risk" for
a more detailed explanation of the additional parameters.

The Italian country ceiling is A2, which is the maximum rating
that Moody's will assign to a domestic Italian issuer including
structured finance transactions backed by Italian receivables.
The portfolio credit enhancement represents the required credit
enhancement under the senior tranche for it to achieve the
country ceiling. By lowering the maximum achievable rating, the
revised methodology alters the loss distribution curve and
implies an increased probability of high loss scenarios.

Under the updated methodology incorporating sovereign risk on ABS
transactions, loss distribution volatility increases to capture
increased sovereign-related risks. Given the expected loss of a
portfolio and the shape of the loss distribution, the combination
of the highest achievable rating in a country for structured
finance and the applicable credit enhancement for this rating
uniquely determines the volatility of the portfolio distribution,
which the coefficient of variation (CoV) typically measures for
ABS transactions. A higher applicable credit enhancement for a
given rating ceiling or a lower rating ceiling with the same
applicable credit enhancement both translate into a higher CoV.

- Moody's Revises Key Collateral Assumptions

Moody's maintained its default and recovery rate assumptions for
this transaction, which it updated on December 18, 2012.

According to the updated methodology, Moody's increased the CoV,
which is a measure of volatility.

The current default assumption is 12% of the current portfolio
and the assumption for the fixed recovery rate is 35%. Moody's
has increased the CoV to 58.5% from 48%, which, combined with the
revised key collateral assumptions, resulted in a portfolio
credit enhancement of 23.5%.

- Moody's Has Considered Exposure to Counterparty Risk

The conclusion of Moody's rating review also takes into
consideration the counterparty exposure.

In this transaction, UniCredit Leasing (Baa3) acts as servicer
and transfers collections every two business days to the issuer's
account which resides at BNP Paribas (A2/P-1). Moody's has
incorporated into its analysis the potential default of Unicredit
Leasing, which could expose the transaction to a commingling loss
on the collections.

In addition, Italian lease ABS are also linked to a certain
extent to the credit profile of their originators, as they are
exposed to legal uncertainties associated with recoveries on
defaulted lease contracts following originator insolvency. If the
originator becomes insolvent, asset-sale proceeds could form part
of the insolvency estate. Moody's assesses the impact of the
legal risks by assuming a stressed recovery rate. Moody's takes
this linkage into account by reducing the recovery assumption on
defaulted lease contracts to a 15% range in case of an originator
default. The likelihood of an originator default scenario
occurring increases following the lowering of the rating on the
originator or its parent.

Finally, UniCredit SpA (Baa2 / P-2) acts as swap counterparty. As
part of its analysis, Moody's assessed the exposure to the swap
counterparty, which does not have a negative effect on the rating
levels at this time.

- Other Developments May Negatively Affect the Notes

In consideration of Moody's new adjustments, any further
sovereign downgrade would negatively affect structured finance
ratings through the application of the country ceiling or maximum
achievable rating, as well as potentially increased portfolio
credit enhancement requirements for a given rating.

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

Moody's describes additional factors that may affect the ratings
in its Request for Comment, "Approach to Assessing Linkage to
Swap Counterparties in Structured Finance Cashflow Transactions:
Request for Comment", July 2, 2012.

The methodologies used in this rating were "Moody's Approach to
Rating Multi-Pool Financial Lease-Backed Transactions in Italy",
published in June 2006, "Moody's Approach to Rating EMEA SME
Balance Sheet Securitisations", published in May 2013, and "The
Temporary Use of Cash in Structured Finance Transactions:
Eligible Investment and Bank Guidelines", published in March
2013.

The revised approach to incorporating country risk changes into
structured finance ratings forms part of the relevant asset class
methodologies, which Moody's updated and republished or
supplemented on March 11, 2013 ("Incorporating Sovereign Risk
into Multi-Pool Financial Lease-Backed Transactions in Italy"),
along with the publication of its Special Comment "Structured
Finance Transactions: Assessing the Impact of Sovereign Risk".

In reviewing this transaction, Moody's used ABSROM to model the
cash flows and determine the loss for each tranche. The cash flow
model evaluates all default scenarios that are then weighted
considering the probabilities of the inverse normal distribution
assumed for the portfolio default rate. In each default scenario,
Moody's calculates the corresponding loss for each class of notes
given the incoming cash flows from the assets and the outgoing
payments to third parties and noteholders. Therefore, the
expected loss for each tranche is the sum product of the
probability of occurrence of each default scenario and the loss
derived from the cash flow model in each default scenario for
each tranche.

As such, Moody's analysis encompasses the assessment of stressed
scenarios.

When remodeling the transactions affected by these rating
actions, some inputs have been adjusted to reflect the new
approach.

List Of Affected Ratings

Issuer: Locat Securitization Vehicle 3 S.r.l.

EUR160M B Notes, Downgraded to Baa2 (sf); previously on Aug 2,
2012 Baa1 (sf) Placed Under Review for Possible Downgrade

EUR33M C Notes, Downgraded to Caa1 (sf); previously on Aug 2,
2012 B2 (sf) Placed Under Review for Possible Downgrade


SIENNA MORTGAGES: Moody's Cuts Rating on Class C Notes to Caa1
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of five
mezzanine and junior notes in three Italian residential mortgage-
backed securities (RMBS) transactions: Siena Mortgages 07-5
S.p.A; Siena Mortgages 07-5, Series 2; and Siena Mortgages 09-6
Series 2 S.r.l. Insufficiency of credit enhancement to address
sovereign risk and counterparty exposure have prompted the
action.

The rating action concludes the review of three notes placed on
review on March 13, 2013, due to potentially insufficient credit
enhancement to maintain the rating following the introduction of
additional factors in Moody's analysis to better measure the
impact of sovereign risk on structured finance transactions. This
rating action also concludes the review of two notes placed on
review on August 2, 2012, following Moody's downgrade of Italian
government bond ratings to Baa2 from A3 on July 13, 2012.

Ratings Rationale:

The rating action primarily reflects insufficiency of credit
enhancement to address sovereign risk and counterparty exposure
in the case of Siena Mortgages 07-5.

The determination of the applicable credit enhancement driving
these rating actions reflects the introduction of additional
factors in Moody's analysis to better measure the impact of
sovereign risk on structured finance transactions.

- Additional Factors Better Reflect Increased Sovereign Risk

Moody's has supplemented its analysis to determine the loss
distribution of securitized portfolios with two additional
factors, the maximum achievable rating in a given country (the
local currency country risk ceiling) and the applicable portfolio
credit enhancement for this rating. With the introduction of
these additional factors, Moody's intends to better reflect
increased sovereign risk in its quantitative analysis, in
particular for mezzanine and junior tranches.

The Italian country ceiling, and therefore the maximum rating
that Moody's will assign to a domestic Italian issuer including
structured finance transactions backed by Italian receivables, is
A2. Moody's Individual Loan Analysis Credit Enhancement (MILAN
CE) represents the required credit enhancement under the senior
tranche for it to achieve the country ceiling. By lowering the
maximum achievable rating for a given MILAN, the revised
methodology alters the loss distribution curve and implies an
increased probability of high loss scenarios.

Moody's has not revised the key collateral assumptions for any of
the deals. Expected loss assumptions as a percentage of original
pool balance remain at 1.97% for Siena Mortgages 07-5; 3.35% for
Siena Mortgages 07-5, Series 2 and 2.90% for Siena Mortgages 09-6
Series 2. The MILAN CE assumptions remain at 9.3% for Siena
Mortgages 07-5; 14.1% for Siena Mortgages 07-5, Series 2 and
13.6% for Siena Mortgages 09-6 Series 2.

- Exposure to Counterparty

Moody's rating analysis also took into consideration the exposure
to Banca Monte dei Paschi di Siena S.p.A. acting as servicer in
the three transactions. On May 9, 2013 Banca Monte dei Paschi di
Siena S.p.A. was downgraded from Ba2/NP to B2/NP. Moody's has
been informed by the bank that they intend to appoint a back-up
servicer in each of the three transactions in the coming months.

In addition, Moody's rating analysis takes into consideration the
set-off risk arising from exposure to Banca Monte dei Paschi di
Siena S.p.A. as originator in the three transactions. The revised
ratings in Siena Mortgages 07-5 S.p.A were negatively affected by
this exposure. Each of the three transactions benefits from a
commingling reserve which mitigates the risk of commingling
arising from exposure to Banca Monte dei Paschi di Siena S.p.A.
as collection account bank.

The conclusion of Moody's rating review also takes into
consideration the exposure to Banca Monte dei Paschi di Siena
S.p.A., acting as swap counterparty for the three transactions.
Moody's notes that, following the breach of the second rating
trigger, all three swaps do not reflect Moody's de-linkage
criteria. The rating agency has assessed the probability and
effect of a default of the swap counterparties on the ability of
the issuer to meet its obligations under the transactions.
Additionally, Moody's has examined the effect of the loss of any
benefit from the swap and any obligation the issuer may have to
make a termination payment. In conclusion, these factors will not
negatively affect the rating on the notes.

- Other Developments May Negatively Affect the Notes

In consideration of Moody's new adjustments, any further
sovereign downgrade would negatively affect structured finance
ratings through the application of the country ceiling or maximum
achievable rating, as well as potentially increased portfolio
credit enhancement requirements for a given rating.

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

Moody's describes additional factors that may affect the ratings
in "Approach to Assessing Linkage to Swap Counterparties in
Structured Finance Cashflow Transactions: Request for Comment."

The methodologies used in these ratings were Moody's Approach to
Rating RMBS Using the MILAN Framework, published in May 2013 and
The Temporary Use of Cash in Structured Finance Transactions:
Eligible Investment and Bank Guidelines published in March 2013.

In reviewing these transactions, Moody's used its cash flow
model, ABSROM, to determine the loss for each tranche. The cash
flow model evaluates all default scenarios that are then weighted
considering the probabilities of the lognormal distribution
assumed for the portfolio default rate. In each default scenario,
Moody's calculates the corresponding loss for each class of notes
given the incoming cash flows from the assets and the outgoing
payments to third parties and noteholders. Therefore, the
expected loss for each tranche is the sum product of (1) the
probability of occurrence of each default scenario and (2) the
loss derived from the cash flow model in each default scenario
for each tranche.

As such, Moody's analysis encompasses the assessment of stressed
scenarios.

In the context of the rating review, the transactions have been
remodeled and some inputs have been adjusted to reflect the new
approach. In addition, the cashflow model inputs relating to
interest deferral triggers in Siena Mortgages 07-5 S.p.A and
Siena Mortgages 09-6 Series 2 have been corrected during the
review.

List Of Affected Ratings

Issuer: Siena Mortgages 07-5 S.p.A

EUR157.45M B Notes, Downgraded to Baa3 (sf); previously on Mar
13, 2013 A2 (sf) Placed Under Review for Possible Downgrade

EUR239M C Notes, Downgraded to B2 (sf); previously on Aug 2, 2012
Ba3 (sf) Placed Under Review for Possible Downgrade

Issuer: Siena Mortgages 07-5, Series 2

EUR108.3M B Notes, Downgraded to Baa2 (sf); previously on Mar 13,
2013 A2 (sf) Placed Under Review for Possible Downgrade

Issuer: Siena Mortgages 09-6 Series 2 S.r.l.

EUR447.1M B Notes, Downgraded to Ba3 (sf); previously on Mar 13,
2013 Baa3 (sf) Placed Under Review for Possible Downgrade

EUR188.65M C Notes, Downgraded to Caa1 (sf); previously on Aug 2,
2012 B3 (sf) Placed Under Review for Possible Downgrade



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


SERVUS LUXEMBOURG: Moody's Rates EUR315MM Senior Notes 'B2'
-----------------------------------------------------------
Moody's assigned a definitive B2 (LGD 4, 50%) rating to the
EUR315 million senior secured notes issued by Servus Luxembourg
Holding S.C.A., a wholly indirectly owned subsidiary of Servus
HoldCo S.a.r.l. The company's B2 corporate family rating (CFR)
and B2-PD probability of default rating (PDR) as well as the
stable outlook remain unchanged.

Ratings Rationale:

Moody's definitive ratings are in line with the provisional
ratings assigned on May 28, 2013.

The assigned B2 corporate family rating continues to be supported
by (i) Stabilus' very strong market position for gas springs
across most geographical regions and end market applications,
(ii) the high barriers to entry to Stabilus' markets (iii) the
group's geographically diversified and large scale production
base with a high level of automation in high labor countries,
(iv) the group's very broad product portfolio, which can be
produced from a standardized production process, and (v) its
exposure to non-automotive related applications accounting for
around 36% of total turnover, which should help reducing overall
cyclicality for Stabilus.

The rating of Stabilus remains constrained by (i) the group's
relatively small size with revenues of EUR444 million in 2012,
(ii) geographic concentration on developed economies with Europe
and the Americas accounting for 84% of turnover, (iii) the
group's exposure to cyclical end industries, (iv) its capital
intensity due to the high automation level of its production
asset base notwithstanding that Stabilus' capital expenditures
have been significantly above depreciation levels over the last
three years to September 30, 2012, and (v) the group's high
leverage with adjusted Debt / EBITDA of around 5.0x pro-forma of
the refinancing and as per fiscal year-end September 2012
(including 25% of all senior and mezzanine PPLs). In addition,
the development of automatic tailgate opening and closing systems
is a technological threat to the traditional gas springs. This
latter threat is partly mitigated by Stabilus' early entry in
this market, the technological content of Stabilus' Powerise
offering and Stabilus being well positioned to supply gas springs
to other providers of automated tailgate.

Moody's understands that operating entities representing at least
80% of consolidated EBITDA will provide upstream guarantees and
that noteholders and lenders will get share pledges over entities
also accounting for at least 80% of consolidated EBITDA.
Therefore Moody's has positioned these instruments ahead of
pension obligations and future minimum lease payments.

Considering the preferred access to collateral, the super senior
revolving credit facility has been given the highest rank in the
waterfall of debt. Given the relatively small size of the
revolving credit facility compared to the overall indebtedness of
the group pro-forma for the refinancing, Moody's has ranked the
trade payable at the same level as the senior secured guaranteed
notes in line with standard practice. Consequently the instrument
rating on the EUR315 million notes is in line with the Corporate
Family rating. Due to Stabilus' debt restructuring in 2010, the
capital structure still contains Profit Participation Loans
("PPL") which are deeply subordinated and only entitled to
distribution according to the restricted payments covenant, and
which are largely held by previous lenders of the group. In its
assessment Moody's has given 75% equity credit to the Senior and
Mezzanine PPLs, adding around EUR70 million to Stabilus' debt
composition.

On May 14, 2013 Moody's published a Request for Comment for a new
proposed approach for assigning debt and equity treatment to
hybrid securities of speculative-grade nonfinancial companies
with a Corporate Family Rating (CFR) of Ba1 or below. Should this
approach be finalized as proposed in the request for comment, the
equity credit assigned to Stabilus' senior and mezzanine Profit
Participation Loans ('PPLs') would likely drop from 75% to 0% due
to the absence of formal stapling between the holder of the
common equity (funds advised by Triton) and the holders of the
senior and mezzanine PPLs holders, which does not ensure the
alignment of economic interests between these parties. This new
methodology could potentially have negative implications for the
Corporate Family Rating of Stabilus, which could drop by one
notch. Moody's would however expect that the instrument rating
would remain unchanged due to the higher loss absorption from the
inclusion of these PPLs in the LGD waterfall as subordinated
debt.

The stable outlook incorporates Moody's expectation that
Stabilus' operating performance and cash flow generation will
remain in line with the historical performance of the last two
years (until September 2012) in the short to medium term. The
stable outlook also assumes that the capital structure of the
group will not be leveraged up from current levels through more
aggressive financial policies and external growth. Finally the
stable outlook assumes that the company will maintain an adequate
liquidity profile going forward.

Moody's would consider upgrading Stabilus if Debt / EBITDA would
drop sustainably below 4.5x, EBIT margin would increase
sustainably above 10% and FCF/Debt would be maintained in the
mid-single digits.

Negative pressure would build on the rating if Debt / EBITDA
would be moving towards 6.0x and Stabilus would generate negative
free cash flow generation leading to a deterioration of the
liquidity position of the group.

The principal methodology used in this rating was the Global
Automotive Supplier Industry published in May 2013. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Established in 1934, German based Stabilus is a leading
manufacturer of gas springs, hydraulic vibration dampers and
electromechanical opening and closing systems for the automotive
industry and other industrial / consumer products applications.
Stabilus operates 9 manufacturing plants, employs 3,800 people,
generated revenues of EUR444 million and an EBITDA of EUR83
million for the fiscal year ended September 30, 2012.



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


WOOD STREET VI: S&P Raises Rating on Class E Notes to B+
--------------------------------------------------------
Standard & Poor's Ratings Services raised its credit ratings on
Wood Street CLO VI B.V.'s class D and E notes.  At the same time,
S&P has affirmed its ratings on the class A1, A2, B, and C notes.

The rating actions follows S&P's credit and cash flow analysis of
Wood Street CLO VI by applying its 2009 corporate collateralized
debt obligation (CDO) criteria.

CAPITAL STRUCTURE
                       Notional         OC
        Current     as of  Current     as of
        notional  Jan.2012       OC  Jan.2012
Class   (mil.EUR) (mil.EUR)     (%)       (%)    Interest  Def.
A1       207.15    207.15    35.22     34.20    6mE+26bp    No
A2        15.00     15.00    30.53     29.44    6mE+35bp    No
B         23.70     23.70    23.12     21.91    6mE+60bp    No
C         18.40     18.40    17.37     16.06   6mE+120bp   Yes
D         15.50     15.50    12.52     11.14   6mE+250bp   Yes
E         13.20     13.20     8.39      6.95   6mE+475bp   Yes
Sub.      30.00     30.00     0.00      0.00         N/A   N/A

OC - Overcollateralization = [Aggregate performing assets
   notional + expected recovery on defaulted assets + principal
   cash amount - tranche notional (including notional of all
   senior tranches)]/[Aggregate performing assets notional +
   expected recovery on defaulted assets + principal cash
   amount].
Def. -Deferrable.
6mE - Six-month Euro Interbank Offered Rate (EURIBOR).
N/A - Not applicable.

Since S&P's previous review of Wood Street CLO VI on Jan. 17,
2012, all of the notes' overcollateralization has increased.  S&P
has also observed a positive rating migration of the performing
portfolio: Assets rated in the 'CCC' category (assets rated
'CCC+', 'CCC', or 'CCC-') decreased to 1.91% from 4.13%.  As a
result, S&P's largest obligor test now caps its ratings on the
class D and E notes at 'BB+ (sf)' and 'B+ (sf)', respectively.
S&P's largest obligor test caps its ratings on the class B and C
notes at the currently assigned rating levels.  The test does not
constrain S&P's ratings on the class A1 and A2 notes.

S&P subjected the notes to various cash flow scenarios
incorporating different default patterns and interest rate
curves, to determine each tranche's break-even default rate at
each rating level.

Key Model Assumptions

                                    Current        As of
                                                January 2012
Collateral balance (mil.EUR)        319.78        314.82
Weighted-average spread (%)           4.31          3.51
AAA WARR (%)                         39.8         42.0
AA WARR (%)                          45.8         46.8
A WARR (%)                           50.3         51.0
BBB WARR (%)                         55.3         55.3
BB WARR (%)                          64.0         65.0
B/CCC WARR (%)                       68.3         68.8
Portfolio WAL (years)                 4.4          5.0

WARR - Weighted-average recovery rate.
WAL - Weighted-average life.

JPMorgan Chase Bank N.A. (A+/Stable/A-1) and Credit Suisse
International (A+/Negative/A-1) act as swap counterparties for an
aggregate of EUR20.54 million of non-euro assets.  S&P has
reviewed the swap documentation's downgrade provisions, and
consider that they are not in line with its 2012 counterparty
criteria.  Therefore, in scenarios above 'AA-' (i.e., one notch
above S&P's long-term ratings on the swap counterparties), S&P
assumed the nonperformance of the counterparty with the largest
exposure--in this case, JPMorgan Chase Bank.

S&P has raised its ratings on the class D and E notes because,
following its credit and cash flow analysis, it considers the
available credit enhancement to be commensurate with higher
ratings.

S&P has affirmed its ratings on the class A1, A2, B, and C notes
because it considers the available credit enhancement to be
commensurate with the currently assigned ratings.

Wood Street CLO VI is a cash flow collateralized loan obligation
transaction that securitizes loans to primarily European
speculative-grade corporate firms, managed by Alcentra Ltd.  The
transaction closed in August 2007 and its reinvestment period
ends in October 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 Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

         http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class       Rating         Rating
            To             From

Wood Street CLO VI B.V.
EUR325.8 Million Senior Secured Floating-Rate Notes

Ratings Raised

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

Ratings Affirmed

A1          AA+ (sf)
A2          AA+ (sf)
B           A+ (sf)
C           BBB+ (sf)



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


* ROMANIA: Corporate Insolvencies Down 4.46% in Jan. to May '13
---------------------------------------------------------------
Romania Insider reports that almost 7,100 companies in Romania
went insolvent in the first five months of this year, down
4.46 percent from the level of 7,427 companies recorded in the
same period of 2012, according to the National Trade Register
Office (ONRC).

The report relates that Romania's Brasov county recorded the
highest number of insolvencies in the first five months of this
year -- 729, a year-on-year increase of 63 percent, followed by
Dolj county with 629 insolvent companies -- up 37.9 percent over
the same period the previous year, and Bucharest -- with 554
insolvency cases, down 3.3 percent compared to January-May 2012.

According to ONRC, the only county which was free of new
insolvencies was Harghita, in the first five months of 2013,
while only 15 cases of insolvency were recorded in Calarasi
county - down 46.4 percent over the same period in 2012, Romania
Insider reports.

Most of the companies facing financial problems were those
operating in the trade sector, followed by companies with
operations in manufacturing and construction, adds Romania
Insider.



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


AMT BANK: Court Extends Receivership for Another Six Months
-----------------------------------------------------------
RAPSI reports that the Moscow Commercial Court has extended the
receivership at AMT Bank for another six months, thus supporting
the receiver's request RAPSI reported from the courtroom.

The Deposit Insurance Agency requested an extension because it
has failed to complete all the necessary procedures, RAPSI
relates.  The next hearing is scheduled for December 17, RAPSI
discloses.

The Moscow Commercial Court declared AMT Bank bankrupt on June
20, 2012 after the Deposit Insurance Agency filed for the bank's
bankruptcy, RAPSI recounts.  The agency was appointed as the
bank's receiver in October 2011, RAPSI relates.

According to RAPSI, one of the bank creditors said during the
court hearing that AMT's net assets amounted to RUR8.571 billion
(US$269.3 million) including loan loss reserves as of April 1,
2012, while the registered creditor claims totaled RUR32 billion
(US$1 billion), including RUR15.462 billion (US$485.8 million) in
first priority claims.

A Deposit Insurance Agency representative said the bank's core
assets include a RUR28.6 billion (US$898.5 million) loan
portfolio, RAPSI says.  He also estimated the bank's assets
without reserves at RUR53 billion (US$1.7 billion), RAPSI notes.

On May 21, the Moscow Commercial Court upheld the Deposit
Insurance Agency's request to collect RUR1.178 billion (US$37
million) from the Bank of Russia in favor of AMT Bank, thus
invalidating the payments that AMT Bank made on its Bank of
Russia loan just before its license was revoked, RAPSI recounts.

The AMT Bank is a universal financial institution with nine
branches and 22 additional offices and four back offices.  It is
a former subsidiary of the Kazakh bank BTA, which held a 22%
stake in the AMT Bank as of 2011.


NLMK OJSC: S&P Lowers Corp. Rating to 'BB+'; Outlook Stable
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it had lowered its
long-term corporate credit rating on vertically integrated
Russian steel producer NLMK OJSC to 'BB+' from 'BBB-'.  The
outlook is stable.

At the same time, S&P lowered the Russia national scale rating on
NLMK to 'ruAA+' from 'ruAAA', and the issue ratings on debt
instruments issued by NLMK to 'BB+' from 'BBB-'.

The downgrade reflects S&P's reassessment of NLMK's business risk
profile as "fair".  This is based on what S&P sees as increased
industry risk that is underlined by subpar steel capacity
utilization globally and especially in Europe, to which NLMK is
indirectly exposed.  In addition, iron ore prices recently fell
to S&P's working assumption of $120 per metric ton, and S&P
believes further price downside is possible, against overcapacity
in and softer demand growth from China.

As a result, S&P foresees the company's current lower
profitability and generation of free operating cash flow (FOCF)
continuing in the medium term.  NLMK's business risk profile
continues to be constrained by its concentration in Russia, where
most of its EBITDA originates, and high Russian country risks.

These weaknesses are not fully offset by the company's still-
favorable competitive position, which is supported by vertical
integration in low-cost iron ore, efficient steel-making
capacities in Russia, and diversified product mix.

The downgrade also reflects weaker credit ratios, although S&P
continues to assess NLMK's financial risk as "intermediate".  The
stable outlook reflects S&P's view that NLMK will maintain an
funds from operations (FFO)-to-debt ratio of about 30%-35% during
the industry downturn in 2013-2014 and about 40% on average
through the cycle.  It also reflects S&P's anticipation of
neutral to positive FOCF and the company's supportive financial
policy track record.

Ratings downside is relatively remote in S&P's view, given NLMK's
moderate leverage and stronger competitive position than peers'.
That said, a further material deterioration in the global steel
industry could pressure the ratings, in case of negative FOCF or
if the ratio of FFO to debt remains below 30% for a prolonged
period of time.

S&P do not currently sees ratings upside, because in its view
that would require material improvement in steel and iron ore
industry conditions, or Russian country risks, which S&P do not
anticipate.


ROSEVROBANK: Moody's Affirms 'B1' Deposit Ratings
-------------------------------------------------
Moody's Investors Service has affirmed the B1 long-term local-
and foreign-currency deposit ratings of RosEvroBank (Russia), as
well as the standalone bank financial strength rating (BFSR) of
E+, equivalent to a baseline credit assessment (BCA) of b1. The
bank's Not Prime short-term local and foreign-currency deposit
ratings were also affirmed. The outlook on the bank's BFSR and
the long-term ratings is stable.

Ratings Rationale:

Moody's affirmation of RosEvroBank's ratings reflects (1) the
bank's strong competitive position stemming from its established
franchise, with a focus on a low-cost and granular customer
funding that enables it to generate healthy and sustainable
profits; and (2) good asset quality in the context of the Russian
banking system. At the same time, Rosevrobank's ratings are
constrained by the bank's moderate and recently declining
regulatory capital cushion and potentially vulnerable liquidity,
as short-term customer deposits account for more than half of the
bank's non-equity funding.

RosEveroBank's current accounts as a proportion of total customer
funding was 59% at year-end 2012. This high share of
current/settlement accounts produces healthy commission income
and confers low funding costs. The average cost of RosEvroBank's
funding was 2.7% in 2010-2012, a much lower level compared with
the vast majority of Russian banks. This enabled RosEvrobank to
report stable revenues despite challenging credit conditions
during 2008-12, with pre-provision income as a proportion of
average risk-weighted assets accounting for more than 6% in the
three years ending 2012.

Moody's also notes the bank's good asset quality, relative to its
peers, because a large portion of its assets is invested in low-
risk assets such as cash (14.7% of total assets at year-end
2012); 'due from banks' (6.8% of total assets) and relatively
low-risk Russian fixed-income securities (27.0% of total assets
at year-end 2012). The loan book, which accounts for the 47.6% of
RosEvroBank's total assets, is of fairly good quality with only
4.0% overdue loans as at year-end 2012 (2011:3.4%) and is fully
covered by loan loss reserves (6.2% of total loans at year-end
2012).

The bank's Tier 1 and total capital adequacy ratios have declined
in the recent years and normalized at lower levels in 2012 at
11.2% and 14.0%, respectively (as per Basel approach), according
to RosEvroBank's audited IFRS as year-end 2012. However, due to
accounting differences, the local regulatory capital adequacy
ratio was lower at 11.24% as at year-end 2012 (end-April 2013:
11.45%).

In addition, Moody's says that RosEvroBank's liquidity management
is complicated by a potentially vulnerable resource base, as
around the half of the bank's liabilities represent demand
customer accounts. The historically moderate volatility of
customer funds, fairly diversified funding structure, and
adequate liquidity cushion partly mitigates the vulnerability of
the bank's resource base. However, Moody's considers that the
bank's funding profile remains potentially vulnerable because of
Russia's volatile operating environment.

What Could Change The Ratings Up/Down

Upward pressure could be exerted on the bank's ratings as a
result of improvement in its franchise and a further reduction in
borrower concentration, provided the bank maintains sound
liquidity and capital adequacy.

Downward pressure could be exerted on the deposit ratings a
result of material deterioration of the bank's asset quality or
impairment of its capital adequacy.

The principal methodology used in this rating was Global Banks
published in May 2013.

Domiciled in Moscow, Russia, RoEvroBank reported total assets of
RUB114.5 billion at year-end 2012 under IFRS (audited), up 23%
compared to year-end 2011. The bank's net profit totaled RUB3.2
billion in 2012, an 11% increase compared to 2011.


RUSSNEFT OJSC: S&P Puts 'B+' Rating on CreditWatch Negative
-----------------------------------------------------------
Standard & Poor's Ratings Services said it placed its 'B+' long-
term credit rating on Russian oil exploration and production
company Oil and Gas Company Russneft OJSC, and its 'ruA+' Russia
national scale rating on CreditWatch with negative implications.

The CreditWatch placement follows the announcement that Russian
holding company Sistema (JSFC) is selling its 49% stake in
Russneft for US$1.2 billion.  Local media are reporting that the
buyers are close to Mikhail Gutseriev, Russneft's founder and
CEO, who holds another 49% stake in the company.  Sistema also
has an option to purchase Russneft's Urals-based oil production
assets at an undisclosed price.

The CreditWatch reflects the risks to Russneft's business risk
profile, debt to EBITDA, liquidity, and financial policy if the
shareholding change proceeds, or if the option is exercised.

Financing of the share sale is uncertain at this stage.  S&P sees
a risk that the shareholder change might create contingent
liabilities for Russneft, or trigger a change in its financial
policy.  S&P understands that Russneft's financial policy before
the announcement was focused on debt reduction, where the
interests of all shareholders were aligned.  Russneft's
shareholders before the sale were Sistema with 49%, Mr. Gutseriev
with 49%, and state-owned Sberbank with 2%.  If the purchasing
shareholders need to raise new debt, there is a risk they will
compel Russneft to provide higher dividends, guarantees, loans to
shareholders, or other forms of financing.  This could increase
Russneft's adjusted debt and impair liquidity.  S&P understands,
however, that the transaction itself and Russneft's potential
distributions to shareholders will likely require approval from
Russneft's creditors.

The Sistema group also has a call option to purchase stakes in
Russneft's Urals-based upstream assets at an undisclosed price.
These assets account for about one-quarter of the company's
proven reserves and about one-third of its production.  There is
no clarity on the exercise price or any debt to be allocated to
these assets.  While this potential disposal might reduce
pressure on Russneft's debt and liquidity, it could also affect
the company's business risk by significantly reducing EBITDA and
cash flow, if control over the assets was ceded.  The ratings on
Russneft before the sale reflected S&P's assessment of the
company's business risk profile as "fair" and financial risk
profile as "aggressive."

Key rating constraints include fairly high adjusted debt of
$5,153 million at year-end 2012, translating into 3.1x adjusted
debt/EBITDA.  Russneft's funding base is not diversified, and its
two largest creditors are state-owned Sberbank and international
trader Glencore International AG.  Russneft's asset quality is
only fair, with higher-than-peers production costs and mature
fields.  Like other Russian oil companies, Russneft faces a heavy
tax burden, so that most of its total costs are outside the
company's control and set by the government via taxes and
regulated transportation tariffs.

On the positive side, Russneft's operations are fairly
diversified across Russian regions and we expect them to be
profitable under S&P's standard price scenario of Brent at US$95
per barrel for the rest of 2013, US$90 per barrel in 2014, and
US$80 per barrel thereafter.  Russneft has a natural hedge
because tax rates are linked to the oil price and the foreign
exchange rate is correlated with the oil price.  S&P believes
that Russneft's capital expenditure (capex) requirements are
lower than peers', resulting in positive free operating cash flow
(FOCF) generation. So far, Russneft's financial policy has been
focused on debt reduction, and it remains to be seen whether this
holds in the context of the pending shareholder changes.

S&P plans to resolve its CreditWatch depending on whether or not
the share purchase proceeds, how it is financed, and what
implications it has for Russneft's financial policy, adjusted
debt, and liquidity.  S&P's CreditWatch resolution will also
require certainty on whether Sistema exercises its call option,
and if so, what the exercise price will be and how large the
resulting effect on Russneft's future EBITDA, debt, and capex
needs will be.  Unless liquidity becomes "weak," any potential
downgrade should be limited to one notch.



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


LA SEDA: Seeks Shareholder Approval for Debt Refinancing Plan
-------------------------------------------------------------
Andres Gonzalez and Clare Kane at Reuters report that La Seda de
Barcelona planned to ask shareholders to approve its debt
refinancing plan and allow it to withdraw from insolvency
proceedings yesterday.

La Seda said in a stock market notice on Tuesday that it had
reached a preliminary deal to refinance 75% of its syndicated
debt with creditors, after saying last week it would file for
insolvency, Reuters relates.

According to Reuters, the company should now be able to
restructure EUR235 million (US$307 million) of syndicated debt
following the agreement, with over half its creditors signing up
to refinance 75.4% of the debt.

The company has been in talks with creditors since last September
after high material costs and excess supply of the PET plastic
containers it makes put pressure on the business, Reuters
discloses.

The firm, whose biggest creditor is U.S. hedge fund Anchorage,
said last week it would start insolvency proceedings after
failing to get the 75% of creditors it needed on board with its
refinancing plan, Reuters notes.

La Seda had EUR600 million of debt at the end of 2012, according
to company filings, and has EUR462 million in syndicated loans
from banks, according to Reuters loan market news and analysis
service RLPC.

A source close to the talks had said last week that EUR235
million of that syndicated debt needed to be restructured,
Reuters recounts.

La Seda de Barcelona is a Spanish plastics bottle maker.  The
Catalonia-based company makes bottles in Europe, Turkey and North
Africa.


SANTANDER HIPOTECARIO: Moody's Rates EUR117MM Serie C Notes Caa3
----------------------------------------------------------------
Moody's Investors Service has assigned the following definitive
ratings to Spanish RMBS notes issued by Fondo de Titulizacion de
Activos, SANTANDER HIPOTECARIO 9:

EUR487.5M Serie A Notes, Definitive Rating Assigned A3 (sf)

EUR162.5M Serie B Notes, Definitive Rating Assigned Ba3 (sf)

EUR117M Serie C Notes, Definitive Rating Assigned Caa3 (sf)

Ratings Rationale:

FTA SANTANDER HIPOTECARIO 9 is a securitization of loans granted
by Banco Santander (Baa2 /P-2) to Spanish individuals. Banco
Santander is acting as Servicer of the loans while Santander de
Titulizacion S.G.F.T., S.A. is the Management Company.

As of May 2013, the provisional pool was composed of a portfolio
of 4,124 contracts granted to 4,117 obligors located in Spain.
The assets supporting the notes are prime High LTV mortgage loans
secured on residential properties located in Spain. 49% of the
loans correspond to loans previously securitized in Santander
Hipotecario 6. The Current Weighted average LTV is 87.92%. The
assets were originated between 1996 and 2013, with a weighted
average seasoning of 4 years and a weighted average remaining
term of 29.1 years. Geographically, the pool is located mostly in
Madrid (27.78%) and Andalucˇa (16.91%). 12.18% of the pool
corresponds to loans in principal grace periods. 4.83% of the
loans were granted to non-Spanish nationals. 50% of the loans
have been in arrears less than 90 days at least once since the
loans was granted. The initial term of 17% of the loans has been
already modified since they were granted. In the majority of the
cases, a principal grace periods has been granted.

According to Moody's, the deal has the following credit
strengths: (i) a reserve fund fully funded upfront equal to 18%
of the A and B notes to cover potential shortfall in interest and
principal, and (ii) sequential amortization of the notes.

Moody's notes that the transaction features a number of credit
weaknesses, including: (i) the proportion of HLTV loans in the
pool (91.67% with current LTV > 80%); (ii) almost 21% of the
portfolio correspond to self-employed debtors (iii) and the lower
than average performance of the Banco Santander's precedent
transactions and performance of the Banco Santander's book.

Moody's analysis focused primarily on (i) an evaluation of the
underlying portfolio of loans; (ii) historical performance
information and other statistical information; (iii) the credit
enhancement provided via excess-spread, the cash reserve and the
subordination of the notes.

The resulting key assumptions of Moody's analysis for this
transaction are a MILAN Credit Enhancement of 34% and an Expected
Loss of 12%.

The V Score for this transaction is Medium, which is in line with
the V score assigned for the Spanish RMBS sector. Five sub
components underlying the V Score have been assessed higher than
the average for the Spanish RMBS sector.

Issuer/Sponsor/Originator's Historical Performance Variability is
Medium/High because HLTV pools have historically higher defaults
and arrears than traditional mortgages pools. Sector's Historical
Downgrade Rate is assessed as Medium due to the exposure of the
transaction to HLTV's which have suffered more downgrades than
traditional mortgages pools, Disclosure of Securitization
Collateral Pool Characteristics is assessed as Medium since
unemployment information and temporary workers were not provided
on a loan by loan basis, Disclosure of Securitization Performance
is assessed as Medium since no detailed information on recoveries
has been provided for previous Santander Hipotecario transactions
in the investor report and Transaction Complexity is assessed as
Medium since HLTV loans are more exposed to house price declines.

Moody's also ran sensitivities around key parameters for the
rated notes. For instance, if the assumed MILAN Aaa Credit
Enhancement of 34% used in determining the initial rating was
changed to 36% and the expected loss of 12% was changed to 14%,
the model-indicated rating for Series A and Series B of A3 (sf)
and Ba3 (sf) would have changed to Ba3 (sf) and B1 (sf)
respectively.

The principal methodology used in this rating was Moody's
Approach to Rating RMBS Using the MILAN Framework published in
May 2013.

In reviewing these transactions, Moody's used its cash flow
model, ABSROM, to determine the loss for each tranche. The cash
flow model evaluates all default scenarios that are then weighted
considering the probabilities of the lognormal distribution
assumed for the portfolio default rate. In each default scenario,
Moody's calculates the corresponding loss for each class of notes
given the incoming cash flows from the assets and the outgoing
payments to third parties and note holders. Therefore, the
expected loss for each tranche is the sum product of (1) the
probability of occurrence of each default scenario and (2) the
loss derived from the cash flow model in each default scenario
for each tranche.

As such, Moody's analysis encompasses the assessment of stressed
scenarios.


SNIACE: Files for Preliminary Protection From Creditors
-------------------------------------------------------
Manuel Baigorri at Bloomberg News reports that Sniace said it
filed for preliminary protection from creditors for the companies
of Sniace Group, Sniace SA, Viscocel SLU and Celltech SLU.

According to Bloomberg, Sniace is to make a petition to the
mercantile court in Madrid.

Sniace SA -- http://www.sniace.com/-- is a Spain-based company
primarily active in the chemical sector.  The Company's main
activities are structured into five divisions: Cellulose,
Viscose, Electricity Generation, Biofuels and Forestry.


* Fitch Cuts Ratings on 4 Classes of Cedulas Hipotecarias to BB+
----------------------------------------------------------------
Fitch Ratings has downgraded four classes of multi-issuer cedulas
hipotecarias (MICH; CDOs of Spanish mortgage-covered bonds) to
'BB+sf' from 'BBBsf' and has affirmed all other classes at
'BBBsf'.

The downgraded classes are:

AyT Cedulas Cajas Global, FTA, Series VIII
AyT Cedulas Cajas X, FTA, Class B
CEDULAS TDA 7, FTA, Class A
IM CEDULAS 9, FTA.

The 'BB+sf' rating on IM CEDULAS 9, FTA, has a Stable Outlook,
whereas all other ratings have a Negative Outlook.

Key Rating Drivers

Liquidity - Increased obligor concentrations in CH portfolios and
the lower credit quality of CH issuers imply within Fitch
analysis that the existing liquidity support in the structures is
insufficient to ensure timely payment of interest according to
the terms and conditions of the transactions under the rating
stress scenario.

Systemic risk - High obligor concentration may also expose the CH
portfolios to systemic risk even in a case where enough liquidity
is available. Systemic risk extends the time needed to realize
the stressed value of the cover pool after the default of the CH
issuer. Fitch defines high concentration in a MICH to be a
situation where a given CH represents more than 33% of the
balance of the portfolio. The agency considers under its covered
bonds criteria a significantly longer realization period (ten
years or more) to be applicable under such scenarios to allow for
the full recovery of principal.

Overcollateralization (OC) - OC from the mortgage cover pools
securing the CH in the portfolios and the credit and fundamental
characteristics of the cover pools determine the agency's
expectation of full principal redemption on a CH upon the default
of the CH issuer. The present value of the underlying cover pool
is also a function of time as a faster sale would trigger
endogenous market liquidity risks.

Key Rating Drivers and Rating Sensitivities are further described
and commented in the "Rating Criteria for Multi-Issuer Cedulas
Hipotecarias" report published on June 21, 2013, and in the
"Multi-Issuer Cedulas Hipotecarias OC Tracker" performance
reports at www.fitchratings.com.

Fitch believes that the liquidity support available in AyT
Cedulas Cajas Global, FTA, Series VIII, AyT Cedulas Cajas X, FTA,
Class B and CEDULAS TDA 7, FTA, Class A is not enough to ensure
at least one year's coverage of a stressed MICH coupon, given the
default of a share of the portfolio of CH under an investment
grade rating stress.

The estimated liquidity shortfall for these classes is explained
by: a) the consolidation in the banking system after a high
number of mergers and acquisitions; and b) the credit
deterioration of some MICH participating banks. These factors
increase the agency's expectation on the share of the CH
portfolio that would default under rating stress over a risk
horizon of one year.

The agency also believes that the high concentration of the CH of
Cajas Rurales Unidas S.C.C. (CRU, 'BB'/Stable/'B') in IM CEDULAS
9, FTA, exposes the transaction to systemic risk. The agency
assigns the CH of CRU a discontinuity cap of 1 under its covered
bonds criteria. This means that the rating on a probability of
default basis of CH issued by CRU is 'BB+'.

Fitch considers there is material risk that full principal
redemption is not achieved within the three years allowed by the
flexible maturity in the structure of IM CEDULAS 9. This is
because CRU's CH are materially exposed to maturity mismatches,
as the cover assets have a weighted-average (WA) residual life of
11.5 years, compared to a shorter WA residual life of 4.3 years
for the hard bullet CH.

These downgrades to 'BB+sf' are the first downgrades of MICH
classes below investment grade.

Banking sector consolidation has resulted in significantly
increased CH concentrations in the portfolios of the MICH
classes. The average number of CH issuers participating in a MICH
transaction is now nine, down from 14 when considering portfolio
compositions at transaction closing dates. Fitch expects the
consolidation to continue.

Additionally, the credit quality of CH issuers has suffered
during the crisis. (See "Multi-Issuer Cedulas Hipotecarias OC
Tracker", available at www.fitchratings.com, for details on the
rating migration of participating banks.)

This rating action is not driven by material changes to the over-
collateralization ratios of participating banks, which have
generally remained stable or even improved over the recent
months. The lowest overcollateralization levels over the past 12
months for all participating banks allow for 100% principal
recovery under 'BBBsf' rating stresses.

Rating Sensitivities

The ratings would be vulnerable to a downgrade if any of the
following occurred: i) the Issuer Default Ratings (IDRs) of
participating banks were downgraded by two notches or more; ii)
MICH portfolios increased concentrations as a result of further
consolidation in the banking system; or iii) the level of relied
upon OC that Fitch takes into account in its analysis (i.e. the
lowest level of OC observed over the previous 12 months) fell
below the supporting OC levels reported by Fitch in its OC
Tracker report.

The Fitch supporting OC for a given CH issuer participating in a
MICH will be affected, among others, by the characteristics of
the cover pool securing the CH, the agency's refinancing spread
assumptions, and other analytical assumptions determined by
Fitch's rating criteria particularly in what relates to the
credit performance of residential and SME mortgages. Therefore it
cannot be assumed to remain stable.



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


ARK: Files Notice to Appoint Administrators
-------------------------------------------
Graham Ruddick at The Telegraph reports that Ark has filed a
notice to appoint administrators.

The company, whose parent company is Rett Retail Limited, has
lined up Begbies Traynor as administrator, the Telegraph
discloses.

Ark is a fashion retailer primarily based in the north of
England.  It was founded in Leeds in 1992.  Today, Ark has 17
stores and employs 400 people, according to its website.


BRITISH AIRWAYS: Moody's Assigns Ba1 Rating to Class B Certs.
-------------------------------------------------------------
Moody's Investors Service assigned Baa1 and Ba1 ratings,
respectively, to the Class A and Class B Pass Through
Certificates, Series 2013-1 of the 2013-1 Pass Through Trusts
that British Airways, Plc will establish. The Corporate Family
Rating assigned to British Airways is B1 and the outlook is
positive.

The company will use the Japanese Operating Lease structure, a
leveraged-lease financing, for its first ever offering of
Enhanced Equipment Trust Certificates. Fourteen newly-
manufactured aircraft with scheduled delivery dates between June
2013 and June 2014 will comprise the collateral for this
transaction: six Airbus A320-200s, two Boeing B777-300ERs and six
Boeing B787-8s. Landesbank Hessen-Thueringen GZ, a credit
institution organized under the laws of Germany will provide the
separate committed liquidity facilities sized to meet the next
six quarterly interest payments due on each of the A and B
tranche Certificates following a Certificate default. Amounts due
under the Certificates will be subordinated to any amounts due on
the liquidity facilities.

The protective structural features of this transaction are
similar to those in each of the EETC transactions that have come
to market since 2009. In this transaction, the indentures of the
equipment notes and the inter-creditor agreement will be subject
to New York Law; however, English Law, including Part IX of the
Insolvency Act 1986 (as amended) and by the Insolvency Rules 1986
(as amended) will govern the remainder of the transaction. The
rent payments that flow through to the mortgagee of the Notes
will be in US dollars, effectively removing currency exchange
rate risk for the holders of the Certificates.

Ratings Rationale:

The ratings reflect Moody's opinion of the high likelihood that
the Pass Through Trustees can make timely payments of interest
and the ultimate payment of the pool balances of the Certificates
on the respective final scheduled regular distribution dates for
the A and B tranches of June 20, 2024 and June 20, 2020. The
ratings reflect Moody's opinion of the corporate credit quality
of BA and the importance of the aircraft collateral to the
company's long-term network strategy. Moody's believes that an
administration of BA is a low probability event. However, should
an administration of BA commence, it would be highly likely that
the administrator would retain the aircraft and thus continue to
pay the rents due on the operating leases. This supports Moody's
opinion of a significantly lower probability of a default on the
Certificates under a corporate default of BA.

The ratings also consider: i) the potential of the liquidity
facilities to defer, if not prevent, a default under a
repossession scenario, ii) Moody's opinion of the over-
collateralization of the Notes based on its estimates of current
market values for each of the aircraft; iii) the cross-default of
the Notes and effectively, the leases and the cross-
collateralization of the Notes; and, iv) the subordination
provisions of the inter-creditor agreement. The rating of the B
tranche also recognizes that the projected equity cushion grows
more quickly than in numerous of the EETCs issued by U.S.
airlines because of rent payments that are larger than the debt
amortization in those mortgage financing transactions.

Transaction Structure & Terms

Two separate bankruptcy-remote entities, the Owner and the Lessor
SPV will be created to form the JOLCO. The proceeds of the
Certificates will fund the purchase by the Pass Through Trustees
of separate series of Notes to be issued by a third bankruptcy-
remote special purpose vehicle, Speedbird 2013 Limited
("Speedbird"), a variable interest entity of BA. Speedbird will
use these proceeds to purchase aircraft mortgage bonds ("Bonds")
issued by the Owner. The Owner will combine the Bond proceeds
with the initial installments paid to it by the Lessor SPV under
separate Conditional Sale Agreements ("CSA") to fund its purchase
of each aircraft on the respective delivery date. The Lessor SPV
will fund its commitments under the CSAs with payments from BA
under separate operating leases for each aircraft and the equity
the Lessor SPV will raise in connection with the creation of the
JOLCO.

The financing has a flow through structure. BA will make the
lease payments directly to the Subordination Agent of the Pass
Through Trusts, for the benefit of the Mortgagee under the Notes
("Mortgagee"), effectively passing through the intermediate
transactions in the structure. The contractual payments under the
operating leases, including the purchase option or required
termination payment in lieu thereof, are sized to fully-fund the
interest and amortization of the Notes, which fully-fund the
distributions to Certificateholders.

The Bond obligations of the Owner SPV will be secured for the
benefit of the Mortgagee via a mortgage over each aircraft and by
assignments of the rights of the Lessor SPV and of the Owner SPV
in the various transactions within the structure including the
Owner SPV's rights under the CSAs and the majority of the Lessor
SPV's rights under the leases.

Moody's believes that the historical application of contract and
insolvency law in the United Kingdom demonstrates that secured
creditors or lessors are likely to either timely repossess their
collateral when a company enters administration and such
equipment is no longer needed by the company or receive payments
pursuant to a contract's original terms when the company desires
to continue to use the subject equipment while in administration.
Additionally, Moody's is not aware of an administration where a
UK Court has allowed an administrator to retain aircraft subject
to a security agreement, but not pay for them pursuant to the
contract's original terms. Moody's understands that
administrators typically have eight weeks to prepare their
report, which is meant to define its plans for the company's
assets that serve as collateral for secured financings or that
are on lease.

Under an administration of BA, Moody's believes that the company
would retain the aircraft because of their young age, their
efficiency and benefits to financial results and importance to
the network that would survive the completion of an
administration, such that rental payments would continue
unimpeded. Should rent payments cease, the Mortgagee would first
request the administrator to return the aircraft. Insolvency in
the UK is based on a broad principle of respecting and
recognizing the interests of secured creditors and holders of
title. Administrators are qualified insolvency practitioners who
independently manage a company to which they are appointed, with
a duty to act fairly and honorably, in the interests of creditors
as a whole and in line with the objective of the administration.
Case law on enforcements of rights of secured creditors or of
title holders in administration appears to support two outcomes,
either the administrator relinquishes possession of the assets
that it believes the enterprise will not need or it retains the
assets but pays the contractual rates. Moody's believes that
while unlikely, an administration of BA would progress similarly,
thus reducing the risk that the Mortgagee would not be able to
repossess should a payment default occur and be continuing.

Moody's approach to rating this EETC transaction should not be
construed as a precedent for similar ratings treatment when
considering ratings of other new EETCs to be issued by other non-
U.S. airlines that are not subject to US Bankruptcy or Cape Town
legal regimes.

What Could Change The Ratings

Any combination of future changes in the underlying credit
quality or ratings of BA, unexpected material changes in the
market value of the aircraft and/or changes in the status or
terms of the liquidity facilities or the credit quality of the
liquidity provider could cause Moody's to change its ratings of
the Certificates.

The principal methodologies used in this rating were the Global
Passenger Airlines Industry Methodology published in May 2012 and
the Enhanced Equipment Trust and Equipment Trust Certificates
Methodology published in December 2010.

British Airways, Plc, based in Harmondsworth, the UK, is Europe's
third-largest airline carrier in terms of revenues and serves
more than 400 destinations worldwide, including code share
arrangements. Following the merger with Iberia (not rated) in
January 2011, BA now reports as part of International
Consolidated Airlines Group S.A. (IAG, not rated), which is
incorporated as a Spanish company with its shares trading on the
London and Spanish Stock Exchanges.


CO-OPERATIVE BANK: Taps Brown Rudnick for Small Investors
---------------------------------------------------------
Matt Scuffham at Reuters reports that U.S. law firm Brown Rudnick
has been hired to represent small investors in Co-operative Bank
who are fighting for a better deal in its GBP1.5 billion rescue
plan.

The bank's parent, the Co-operative Group, is making bondholders
swap their debt at a discount of at least 30% for new bonds and
equity in the bank, which will be listed on the London Stock
Exchange, Reuters discloses.

The so-called "bail in", which has been used in bank rescues in
Ireland, Spain and Cyprus, has angered many of Co-operative
Bank's 5,000 retail bondholders, according to Reuters.

More than 800 bondholders have signed up to a campaign launched
by Mark Taber, an investor who challenged a similar move by Bank
of Ireland in 2011, Reuters discloses.  According to Reuters, a
sources familiar with the matter said they will be represented by
Brown Rudnick, which will work with Taber to try to negotiate
better terms.

The investors want Co-operative Group, which is Britain's biggest
customer-owned business, to take more of the pain after the
bank's restructuring, Reuters says.  Many of them lent money to
the bank through securities called permanent interest-bearing
shares (PIBS), which pay dividends of up to 13% a year, Reuters
states.

According to Reuters, under the current plan, the Co-operative
Group, which runs a range of businesses including supermarkets
and pharmacies, will raise GBP500 million through the sale of its
life insurance and general insurance operations.  The remaining
shortfall will come from a debt-for-equity exchange with the
bank's junior bondholders, who will lose a combined GBP500
million, Reuters notes.

Co-op Bank -- part of the mutually owned food-to-funerals
conglomerate Co-operative Group -- traces its history back to
1872.  The bank gained prominence for specializing in ethical
investment.  It refuses to lend to companies that test their
products on animals, and its headquarters in Manchester is
powered by rapeseed oil grown on Co-operative Group farms.

Founded in 1863, the Co-op Group has more than six million
members, employs more than 100,000 people and has turnover of
more than GBP13 billion.

                           *     *     *

As reported by the Troubled Company Reporter-Europe on May 13,
2013, Moody's Investors Service downgraded the deposit and senior
debt ratings of Co-operative Bank plc to Ba3/Not Prime from
A3/Prime 2, following its lowering of the bank's baseline credit
assessment (BCA) to b1 from baa1.  The equivalent standalone bank
financial strength rating (BFSR) is now E+ from C- previously.


DWELL: Confirms Duff & Phelps as Administrators
-----------------------------------------------
Graham Ruddick at The Telegraph reports that Dwell has confirmed
Duff & Phelps as administrators.

According to the Telegraph, around GBP1 million of customers'
deposits at risk from the collapse of Dwell.

"We are aware that there are a large number of customers who have
placed orders with the company and have already paid deposits.
Those customers who have bought goods and have outstanding orders
should contact their card issuer in the first instance," the
Telegraph quotes John Whitfield, joint administrator, as saying.
"Other customers who have not paid by credit card will be
unsecured creditors and should notify Duff & Phelps in writing at
its Birmingham office."

Mr. Whitfield said the administrators have "not concluded"
whether they will honor gift vouchers, the Telegraph notes.

As reported by the Troubled Company Reporter-Europe on June 21,
2013, The Independent disclosed that Dwell on June 20 closed all
its stores and ceased trading both on the High Street and online
with immediate effect, with the loss of 300 jobs.  The 23-store
retailer filed a notice of intention last week to appoint the
advisory firm Duff & Phelps as administrator, the Independent
related.  Dwell's fate was sealed by dire sales of big-ticket
items and a recent cash-flow crisis, the Independent noted.  It
had been working with advisers at Argyll Partners to find a white
knight and to secure fresh working capital but interested parties
walked away, according to the Independent

Dwell is an upmarket furniture chain.


ECLIPSE 2005-2: S&P Lowers Rating on Class D Notes to 'CCC-'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'CCC- (sf)' from
'BB+ (sf)' its credit rating on BELLATRIX (ECLIPSE 2005-2) PLC's
class D notes.  At the same time, S&P has affirmed its 'D (sf)'
rating on the class E notes.

The rating actions reflect S&P's opinion of cash flow disruptions
in the transaction.

                        CASH FLOW ANALYSIS

The class D notes have experienced three consecutive quarters of
interest shortfalls from the October 2012 interest payment date,
while the class E notes have experienced ongoing interest
shortfalls since November 2010.

The April 2013 cash manager's report noted that the issuer failed
to meet its interest payment obligation under the class D and E
notes.  The class D and E notes have experienced an aggregate
interest shortfall of GBP16,034.87 and GBP362,839.59,
respectively.

It is S&P's understanding that the issuer continues to pay
interest and principal in accordance with the pre-acceleration
priority of payments.

These interest shortfalls are primarily due to yield compression
resulting from earlier loan repayments (the transaction has paid
down by approximately 99% since closing in 2005).  Although the
remaining loans paid full interest, the weighted-average loan
coupon on the remaining loan pool was not sufficient to cover
issuer expenses and note interest.

Although the class D notes have fully repaid principal in April
2013, they continue to accrue unpaid interest (GBP16,034.87).

                           RATING ACTIONS

S&P's ratings on BELLATRIX (ECLIPSE 2005-2)'s notes address
timely payment of interest and repayment of principal not later
than the legal maturity date (January 2017).

Due to the continued deferral of unpaid interest, and in
accordance with S&P's criteria for rating U.S. commercial
mortgage-backed securities (CMBS) in the face of interest
shortfalls, S&P has lowered to 'CCC- (sf)' from 'BB+ (sf)' its
rating on the class D notes.  S&P has not lowered its rating on
the class D notes to 'D (sf)', because the existing shortfall
remains minor, in S&P's view, and it expects it to be repaid
following a note event of default.

Following an acceleration notice, principal recoveries from the
final outstanding loan would typically be used to repay the class
D notes' accrued interest shortfall before any amounts due to the
class E notes.  However, continuing interest shortfalls on the
class D notes could lead S&P to lower its rating to 'D (sf)'.

S&P has affirmed its 'D (sf)' rating on the class E notes because
it continues to experience interest shortfalls.

           STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Class       Rating           Rating
            To               From

Bellatrix (Eclipse 2005-2) PLC
GBP393.69 Million Commercial Mortgage-Backed Floating-Rate Notes

Rating Lowered

D           CCC- (sf)        BB+ (sf)

Rating Affirmed

E           D (sf)


EXETER BLUE: Fitch Affirms 'B' Rating on EUR8.5MM Class E Notes
---------------------------------------------------------------
Fitch Ratings has affirmed Exeter Blue Limited as followed:

-- EUR31.9m class A notes affirmed at 'AAsf', Outlook Stable
-- EUR31.9m class B notes affirmed at 'Asf', Outlook Stable
-- EUR26.6m class C notes affirmed at 'BBBsf', Outlook Negative
-- EUR10.6m class D notes affirmed at 'BBsf', Outlook Negative
-- EUR8.5m class E notes affirmed at 'Bsf', Outlook Negative

Key Rating Drivers

The affirmation reflects the stable performance of the
transaction since the last review in July 2012. Since then the
outstanding portfolio balance was reduced by roughly EUR100m and
is currently 71.5% of its initial balance. The natural
amortization has had a positive effect on the credit enhancement
for all notes. For the class A notes, credit enhancement
increased to 12.4% from 10.9% in 2012 and for the class B notes
to 8.2% from 7.2%.

The Negative Outlook on the junior notes continues to reflect
concerns about the highly concentrated portfolio. Currently, the
five largest obligors represent 29% of the portfolio and the
largest obligor roughly 7%. Furthermore, the transaction includes
assets with European peripheral exposure, which contribute over
7% of the balance. However, as the replenishment period ended in
January 2013, the portfolio is now static and there have been
hardly any changes to the industry or country distribution of the
portfolio. The largest single nation included is the UK, as well
as a number of Canadian, Middle Eastern and other European
nations. The majority of the assets are public private
partnerships or public finance initiatives and projects related
to energy or transportation industries.

The Fitch estimated recovery rates on the underlying portfolio
range between 70% and 95%. The analysis is based on asset-
specific recovery assumptions with tiering of 85% (base case) to
60% ('AAA' stress case). Additionally, the correlation
assumptions for the analysis were based on a relative ranking of
project finance correlations, which are lower than for corporate
debt obligations due to structural features. The pair-wise
correlation for projects within the UK, but from different
sectors is considered to be 7%, whereas the correlation for two
projects in the UK and the same sector, such as healthcare can be
up to 13%.

Exeter Blue is a managed synthetic balance sheet securitization
of project finance and infrastructure loans primarily located in
Western Europe. The senior exposure was retained by the
originator. The EUR125.9065 million proceeds from the note
issuance are deposited with Lloyds TSB Bank PLC (A/Stable/F1).

Rating Sensitivities

Fitch included two additional stresses to test the transaction's
sensitivity to changes in recovery rates, as well as underlying
credit opinions. The first scenario addressed a reduction of
recovery rate assumptions by 25%, while the second scenario
tested the transaction's sensitivity to a downgrade of one notch
throughout the portfolio. Both sensitivity tests suggest that a
further rating action would be likely if either scenario
occurred.


FORECO GROWTH: High Court Winds Up Carbon Credit Firm
-----------------------------------------------------
Foreco Growth Investments Limited, a company which sold carbon
credits worth over GBP1.7 million to the public as an investment,
was wound up in the High Court on June 12, 2013, for using
misleading and high-pressure sales tactics.

The order was made following an investigation by the Insolvency
Service and on a petition by the Secretary of State for Business
Innovation and Skills.

The investigation found that over an 18-month period Foreco
received over GBP1.7 million from the public mainly for the sale
of Voluntary Emission Reduction ("VER") credits -- in other
words, carbon credits.

The investigation also found that Foreco:

  * misled the public by claiming to be "a leading consultancy
    specialising in supporting ethical and socially-responsible
    projects" while clearly not;

  * used high-pressure sales techniques to target potential
    investors;

  * applied excessive mark-ups on the carbon credits resulting
    in a higher than necessary price for the 'investments';

  * Failed to help customers make onward sales of the carbon
    credits as there was little or no prospect of resale; and

  * Claimed to comply with Financial Services Authority (now the
    Financial Conduct Authority) regulations while not doing so.

Mr. Registrar Nicholls, who heard the case said the carbon
credits were not an appropriate investment as they could not be
sold without significant loss in value.

Commenting on the case, David Hill, an Investigation Supervisor
at the Insolvency Service said:

"These companies could not support their exaggerated claims and
many who fell for their slick patter ended up losing out.
"The Insolvency Service will take action against and put out of
business, companies that set out to rip off honest investors."

The petition to wind up the company was presented in the High
Court on March 14, 2013, under the provisions of section 124A of
the Insolvency Act 1986 following confidential enquiries by
Company Investigations.


GELERT: Bought Out of Receivership by Sports Direct
---------------------------------------------------
Liverpool Echo reports that Gelert has been saved from collapse
after it was bought by retail giant Sports Direct.

Gelert was bought out of receivership by Sports Direct for an
undisclosed sum, Liverpool Echo notes.

According to Liverpool Echo, the deal saves 100 jobs in Wales and
the North West.

The company has stores in Porthmadog, Beddgelert, Caernarfon,
Betws-y-coed and Dublin, with an outlet store in Haydock and its
head office in Widnes, Liverpool Echo discloses.

David Riley and Les Ross, of Grant Thornton, were appointed as
administrative receivers of Gelert on Friday to complete the
deal, Liverpool Echo relates.

The Dublin store is not included in the deal and the receivers
are still considering its future, Liverpool Echo states.

Gelert was founded in 1975 in North Wales and imports and sells
outdoor and camping equipment from brands including Dunlop,
Lonsdale and Karrimor.


INTERNACIONALE: Files Notice to Appoint E&Y as Administrator
------------------------------------------------------------
Graham Ruddick at The Telegraph reports that Internacionale has
filed a notice to appoint Ernst & Young as administrator.

Internacionale initially collapsed into administration in 2008
but was rescued by an Indian textile company, the Telegraph
relates.

The company was understood to be looking to expand just weeks
ago, the Telegraph notes.

According to the Telegraph, Jonathan De Mello, at property agent
CBRE, called on the Government to "take action" to support the
retail industry.

"While online retailers benefit often from not having to pay
corporation tax or business rates, bricks and mortar retailers
have to contend with both.  It is time for the Government to take
action to support the retail sector, or face more retailer
administrations and job losses until rates are revalued," the
Telegraph quotes Mr. De Mello as saying.

Internacionale is a clothing retailer which has almost 150
stores.


LIBERTY CAPITAL: Craig Whyte Main Company Goes Into Liquidation
---------------------------------------------------------------
Herald Scotland reports that Liberty Capital Limited, the company
Craig Whyte used to buy Rangers, has gone into liquidation in a
move that threatens the financial meltdown of his business
interests.

The report relates that the development comes after Ticketus,
which helped fund the venture capitalist's takeover, began
liquidation proceedings against Liberty Capital in the Virgin
Islands over its failure to pay a GBP5,000 legal bill.

The court-appointed liquidator, Scots-born Stuart Mackellar,
confirmed the process of investigating Liberty Capital's accounts
had already begun, Herald Scotland says.

The report recalls that Mr. Whyte last year took Rangers into
administration after alleged non-payment of GBP9 million in PAYE
and VAT.

According to Herald Scotland, Liberty was presented as Mr.
Whyte's main investment company, which he claimed invested across
a range of business sectors, with operations in the UK and
abroad.

Rangers FC Group Ltd was a subsidiary of Liberty Capital set up
to buy Sir David Murray's 85% controlling shareholding in the
Ibrox club for GBP1 in May 2011.

Herald Scotland notes that Mr. Whyte sold off the rights to three
years of Ibrox season tickets to Ticketus to raise more than
GBP20 million and pay off the club's debt.

The bill that caused the liquidation arises from a High Court
action in London in April, the report says.  According to the
report, Mr. Whyte was ordered to pay back nearly GBP18 million of
the money raised through the ticket deal, plus interest, to
Ticketus.  It was decided at an earlier hearing costs should be
awarded to the London-based ticket agency.

Herald Scotland adds that Ticketus had claimed Mr. Whyte made
deliberate misrepresentations over the season-ticket deal by
failing to disclose his previous directorship ban.

It has been confirmed Mr. Whyte is appealing against the
decision, the report relays.

Ticketus is expected to be a major creditor in a liquidation of
Liberty Capital, with a claim of more than GBP26 million, Herald
Scotland reports.


MODELZONE: Files Notice to Appoint Administrators
-------------------------------------------------
Graham Ruddick at The Telegraph reports that ModelZone has filed
a notice to appoint administrators.

ModelZone was understood to be looking to expand just weeks ago,
the Telegraph notes.

ModelZone is a clothing retailer.  It has 47 stores according to
its latest accounts and is majority owned by the private equity
arm of Lloyds Banking Group, Lloyds Development Capital.



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


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

July 11-13, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      Northeast Bankruptcy Conference
         Hyatt Regency Newport, Newport, R.I.
            Contact:   1-703-739-0800; http://www.abiworld.org/

July 18-21, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      Southeast Bankruptcy Workshop
         The Ritz-Carlton Amelia Island, Amelia Island, Fla.
            Contact:   1-703-739-0800; http://www.abiworld.org/

Aug. 8-10, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      Mid-Atlantic Bankruptcy Workshop
         Hotel Hershey, Hershey, Pa.
            Contact:   1-703-739-0800; http://www.abiworld.org/

Aug. 22-24, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      Southwest Bankruptcy Conference
         Hyatt Regency Lake Tahoe, Incline Village, Nev.
            Contact:   1-703-739-0800; http://www.abiworld.org/

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

Nov. 1, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      NCBJ/ABI Educational Program
         Atlanta Marriott Marquis, Atlanta, Ga.
            Contact:   1-703-739-0800; http://www.abiworld.org/

Dec. 2, 2013
   BEARD GROUP, INC.
      19th Annual Distressed Investing Conference
          The Helmsley Park Lane Hotel, New York, N.Y.
          Contact:   240-629-3300 or http://bankrupt.com/

Dec. 5-7, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      Winter Leadership Conference
         Terranea Resort, Rancho Palos Verdes, Calif.
            Contact:   1-703-739-0800; http://www.abiworld.org/


                            *********

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

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

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

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


                            *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., 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 2013.  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$775 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 215-945-7000 or Nina Novak at
202-241-8200.


                 * * * End of Transmission * * *