TCREUR_Public/140501.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, May 1, 2014, Vol. 15, No. 85

                            Headlines

C R O A T I A

ZAGREBACKA BANKA: Fitch Affirms 'bb+' Viability Rating


F I N L A N D

TALVIVAARA MINING: Net Loss Widens to EUR731.8MM in Q4 2013


F R A N C E

CERBA EUROPEAN: Fitch Rates EUR80MM Sr. Secured Notes 'BB-(EXP)'
MEDI-PARTENAIRES: S&P Affirms 'B' LT Corp. Credit Rating


G E R M A N Y

KCA DEUTAG: S&P Assigns 'B' Rating to US$750MM Secured Loan


G R E E C E

AEOLOS SA: Fitch Affirms 'B' Rating on EUR137MM Notes


I R E L A N D

CRAIGFORT TAVERNS: To File Application for Examinership
HOLLAND PARK: Moody's Rates EUR17.5MM Class E Senior Notes 'B2'
RMF EURO CDO III: S&P Lowers Rating on Class V Notes to 'B'


I T A L Y

BANCA ITALEASE: Moody's Hikes Sr. Debt & Deposit Rating to 'Ba3'
CLARIS FINANCE 2006: S&P Puts 'BB' Notes Rating on Watch Negative
WINDERMERE X: Moody's Affirms Caa2 Rating on EUR64MM Cl. C Notes


K A Z A K H S T A N

NURBANK JSC: Moody's Withdraws B3 Deposit & Senior Debt Rating


L A T V I A

SMP BANK: Moody's Withdraws B3 Deposit & Unsecured Debt Rating


N E T H E R L A N D S

CID FINANCE: S&P Puts 'B+' Notes Rating on CreditWatch Negative
HYVA GLOBAL: Moody's Raises Corp. Family Rating to 'B2'


P O R T U G A L

COMBOIOS DE PORTUGAL: Moody's Confirms 'B3' Corp. Family Rating


R O M A N I A

ALBA IULIA: Moody's Revises 'Ba1' Rating Outlook to Stable


R U S S I A

FAR-EASTERN SHIPPING: S&P Lowers CCR to 'B+'; Outlook Negative
NOMOS BANK: S&P Affirms 'BB-' Ratings; Outlook Stable


S L O V E N I A

FACTOR BANKA: Posts EUR339.65-Mil. Net Loss for 2013


S P A I N

CAJA MURCIA: Fitch Affirms 'BB+sf' Rating on Class C Notes
FTPYME TDA CAM2: Fitch Cuts Rating on Class 3SA Notes to 'CCCsf'
MAPFRE SA: Fitch Raises Rating on EUR700MM Sub. Debt to 'BB'
TDA 29: Fitch Affirms 'CCsf' Rating on Class D Notes
* S&P Takes Various Rating Actions on 12 Spanish Banks


U N I T E D   K I N G D O M

KYLE CENTRE: Administrators Sell Shopping Centers to Squarestone
MIZZEN MIDCO: Moody's Assigns 'B2' Corporate Family Rating
MIZZEN BONDCO: Fitch Assigns B-(EXP) Rating to GBP200MM Sr. Notes
PIRES INVESTMENTS: Posts GBP352,634 Loss Following CVA
PREMIER FOODS: Fitch Assigns 'B' LT Issuer Default Rating


X X X X X X X X

* S&P Takes Various Rating Actions on European Banks


                            *********


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ZAGREBACKA BANKA: Fitch Affirms 'bb+' Viability Rating
------------------------------------------------------
Fitch Ratings has affirmed Zagrebacka Banka d.d.'s (ZABA)
Long-term Issuer Default Rating (IDR) at 'BBB' with a Negative
Outlook. Fitch has also affirmed Privredna Banka Zagreb d.d.'s
(PBZ) Support Ratings at '2'.

Key Rating Drivers - ZABA's IDRS and Support Rating

ZABA's Long- and Short-term IDRs and Support Ratings are based on
potential support available from its ultimate parent, UniCredit
S.p.A. (UC; BBB+/Negative/bbb+).  The affirmation of the Long-
and Short-term IDRs and Support Rating reflects Fitch's view that
UC will continue to have a strong propensity to support ZABA
given the strategic importance of the Central and Eastern Europe
(CEE) markets to UC.  The Negative Outlook on the Long-term IDR
mirrors that on the Croatian sovereign.

Although ZABA's direct owner's, UniCredit Bank Austria AG (UCBA,
A/Negative/bbb+), Long-term IDR at present benefits from Fitch's
view of potential support from Austrian sovereign due to its
systemic importance.  Fitch does not incorporate any potential
support coming directly from UCBA into ZABA's IDRs and Support
Rating.  This reflects Fitch's view that the Austrian authorities
would probably look to UC to provide support to the CEE
subsidiaries before allowing any Austrian sovereign support to
flow through to these entities as well as Fitch's expectation of
weakening sovereign support (for more details on the latter
please see 'Fitch Revises Outlooks on 18 EU Commercial Banks to
Negative on Weakening Support' available at
www.fitchratings.com).  This view also considers the risk that
any potential negative developments at UC could ultimately also
result in deterioration of UCBA's standalone credit profile,
weakening its ability to provide support to the CEE subsidiaries.

Rating Sensitivities - ZABA's IDRS and support rating

Any downgrade of UC's Long-term IDR would likely result in a
downgrade of ZABA's Long-term IDR.

ZABA's IDRs could also be downgraded if (i) UC markedly changes
its CEE strategy, resulting in a lower expectation of parent
support for its subsidiaries in the region in general, and ZABA
in particular; or (ii) Croatia's Country Ceiling being downgraded
to 'BBB-' from 'BBB'.  Fitch considers the second scenario to be
more likely given the Negative Outlook on the Croatian sovereign
rating of 'BB+'.

The upgrade of ZABA's Long-term IDR would be contingent on both
UC and the Croatian sovereign being upgraded.

ZABA's Support Rating could be downgraded to '3' from '2' if the
bank's Long-term IDRs are downgraded by two notches, to 'BB+'
from 'BBB'.

Key Rating Drivers and Sensitivities - PBZ's Support Rating

PBZ's Support Rating of '2' reflects Fitch's opinion that there
is a high probability that PBZ's 77% owner, Intesa Sanpaolo
(BBB+/Negative/bbb+) will support its subsidiary should the need
arise.  In light of the parent bank's strategic focus on the
broader CEE, Fitch believes, PBZ is a strategic subsidiary for
its parent.

PBZ's Support Rating could be downgraded in case of a multi-notch
downgrade of the parent bank's Long-term IDR, indicating a
reduced ability to support the subsidiary, which Fitch currently
does not expect.  A multi-notch downgrade of Croatia's Long-Term
IDRs, and hence its Country Ceiling, could also cause the Support
Rating to be downgraded.

Key Rating Drivers - ZABA's VR

ZABA's 'bb+' Viability Rating (VR) reflects its leading market
position, sound capitalization and funding profile.  It also
considers a prolonged recessionary and changing regulatory
environment.

ZABA is the largest bank in Croatia with around a 26% share in
loans and deposits in the domestic banking system. Therefore, its
standalone profile has been negatively affected by the prolonged
recession, which resulted in continued private sector
deleveraging and high unemployment (17.6%), and hence, a marked
deterioration of domestic banks' assets quality and
profitability.

Fitch forecasts 0.2% GDP contraction for 2014 and only 0.6%
growth in 2015. With no marked economic recovery, ZABA's asset
quality is likely to remain under pressure. Impaired loans at
ZABA reached 16% of total gross loans at end-2013, slightly above
the banking sector average of 15.6% and Fitch expects the ratio
to worsen as the economy remains in recession.

ZABA's capitalization was sound at end-2013 with a Fitch Core
Capital ratio (FCC) of 28.6%.  However, moderate reserve coverage
of impaired loans resulted in considerable net impaired loans at
36% of FCC, weakening somewhat the quality of capital.
Furthermore, internal capital generation is likely to be subdued
in the short- to medium-term due to the weak economy and also due
to legislative changes (Consumer Credit Act and higher
provisioning requirements with the change in law by the Croatian
National Bank in October 2013), putting further pressure on
capitalization.

Rating Sensitivities - ZABA's VR

An upgrade of ZABA's VR is unlikely, given the risks associated
with the weak operating environment in Croatia.

The VR is sensitive to a further deterioration in the operating
environment, including that evidenced by a potential downgrade of
the sovereign rating.  According to Fitch criteria the sovereign
rating would often act as an effective cap on the maximum level
of VR in a jurisdiction.

The VR is also sensitive to the continued recessionary
environment resulting in reduced profitability through (i)
further deterioration of asset quality leading to higher non-
income generating assets on the balance sheet, (ii) lower levels
of earnings from no or low loan growth and higher loan impairment
charges due to increased impairments.  If these result in
pressure on capitalization the VR will most likely be downgraded.

The rating actions are as follows:

ZABA:

  Long-term foreign currency IDR: affirmed at 'BBB', Outlook
   Negative

  Short-term foreign currency IDR: affirmed at 'F3'

  Viability Rating: affirmed at 'bb+'

  Support Rating: affirmed at '2

PBZ:

  Support Rating: affirmed at '2'



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TALVIVAARA MINING: Net Loss Widens to EUR731.8MM in Q4 2013
-----------------------------------------------------------
Kati Pohjanpalo at Bloomberg News reports that Talvivaara Mining
Co., which is undergoing restructuring, said its net loss widened
in the fourth quarter as it wrote down assets.

According to Bloomberg, the Espoo, Finland-based company said in
a statement that Talvivaara's net loss increased to EUR731.8
million (US$1.01 billion) from a EUR59.4 million loss a year
earlier.

Talvivaara wrote down EUR593 million on property, plant and
equipment and inventories, and recorded an impairment of
EUR76 million on deferred tax assets, Bloomberg discloses.

Talvivaara filed for a corporate reorganization on Nov. 15 to
raise funds and avoid bankruptcy, Bloomberg recounts.  The
company has suffered from falling nickel prices and a slow
ramp-up at its mine in northern Finland, forcing it to seek
fundraising help from investors and creditors, Bloomberg relays.

Talvivaara Mining Co. Ltd. is a Finnish nickel producer.



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CERBA EUROPEAN: Fitch Rates EUR80MM Sr. Secured Notes 'BB-(EXP)'
----------------------------------------------------------------
Fitch Ratings has assigned Cerba European Lab SAS's (Cerba;
B+/Stable) planned tap issue of EUR80 million of senior secured
notes expected ratings of 'BB-(EXP)' and 'RR3(EXP)'.

The proceeds will be used to fund the bolt-on acquisition of JS
Bio SELAS and related entities (JS Bio), a network of 36
collection centers and six technical platforms in the south east
of France, refinance JS Bio's existing debt as well as pay
related fees.  The impact of this acquisition on Cerba's credit
profile is neutral.  The assignment of the final ratings is
contingent on the completion of the JS Bio acquisition and the
receipt of final documents materially conforming to information
already reviewed.

Pending completion of the acquisition, the proceeds of the tap
issue notes will be deposited in an escrow account. While in
escrow, the notes will not be guaranteed and will be secured by a
first-ranking charge over the escrow account.  If the acquisition
is not completed prior to October 31, 2014, the notes will be
subject to a special mandatory redemption at par plus any accrued
and unpaid interest.  Upon completion of the acquisition, the tap
issue notes will share the same key terms and conditions as the
existing EUR365 million 7% senior secured notes due 2020.  They
will be senior secured obligations of Cerba European Lab SAS and
share the same ranking, coupon and maturity.  They will also
benefit from the same incurrence-based covenants, security
package and guarantees.

Cerba's EUR50 million revolving credit facility -- assumed to be
fully drawn in a default scenario -- will continue to rank ahead
of the senior secured notes on enforcement proceeds.  However,
despite the higher amount of senior secured debt, the
contribution of JS Bio to the total enterprise value in a
distressed scenario supports our expectation of an above-average
recovery rate for the tap noteholders within the 51%-70% range,
corresponding to a Recovery Rating of 'RR3'.  This is in line
with our recovery expectations for existing senior secured
noteholders.

Key Rating Drivers

Weak Credit Metrics

The group's credit metrics are weak and commensurate with a 'B+'
IDR within the healthcare sector.  "We expect Cerba's free cash
flow generation to remain constrained to low-mid single digits
(as a percentage of revenue) as a result of high cash interest
paid on the senior secured notes," Fitch said.

Acquisitions to Drive Mild Deleveraging

"Fitch expects bolt-on acquisitions to support mild deleveraging
prospects over the medium term. Despite uncertainty surrounding
the exact timing of acquisitions, we continue to expect funds
from operations (FFO) adjusted gross leverage to remain below
6.5x by 2015-2016 (adjusted for 12 month-contribution of
acquisitions including that of JS Bio).  In an environment of
persistent pressure on reimbursement tariffs from public
entities, we believe that Cerba is reliant on successfully
integrating these primarily debt-funded acquisitions and
extracting synergies to increase EBITDA and FFO," Fitch said.

Leading Clinical Laboratories Player

Cerba is a leading player in the clinical pathology laboratories
market in France.  The group benefits from a strong reputation
for scientific expertise and innovation at the specialized end of
the market (37% of FY13 reported revenue, excluding intercompany
sales).  Cerba is also developing a network of routine labs (32%
of revenue) around regional platforms that demonstrates its
logistical ability to handle a high volume of tests.  The IDR is
supported by resilient like-for-like performance, which Fitch
expects to continue, underpinned by growing volumes and fairly
stable profitability margins.

Business and Geographical Diversification

The group's activities in its Central Lab division globally (12%
of sales) as well as its presence in the Belgian and Luxembourg
routine markets (23% of sales) provide some geographical
diversification and reduce Cerba's exposure to the French
healthcare system.  Nonetheless, Fitch takes a positive view of
the agreement signed in October 2013 between the French clinical
pathology laboratories unions and the authorities as it mitigates
the possibility of drastic reimbursement cuts until 2016,
provided volumes do not increase beyond certain thresholds.

Track Record of Acquisitive Strategy

The ratings also reflect Cerba's ability to take advantage of the
fragmentation of the French routine market. In our view, Cerba's
acquisitive strategy is sensible as it enables the group to
broaden its network of labs around regional platforms while
realising synergies and increasing scale. We consider the
operational execution risk is reduced by management's experience
with similar expansion plans.  "We have assumed Cerba will spend
up to EUR50m p.a. on small bolt-on acquisitions over the next two
years. A larger acquisition such as that of JS Bio would be
considered as event risk," Fitch said.

Rating Sensitivities

Positive: Future developments that could lead to positive rating
actions include:

-- Ability to increase scale via acquisitions while improving
    financial flexibility, resulting in a FFO adjusted leverage
    below 5.0x and FFO interest coverage above 3.0x on a
    sustained basis (pro forma for acquisitions).

Negative: Future developments that could lead to negative rating
action include:

-- Inability to increase EBITDA and FFO such that the FFO
    adjusted leverage exceeds 6.5x and FFO interest coverage
    decreases below 2.0x on a sustained basis (pro forma for
    acquisitions).

Liquidity and Debt Structure

Cerba's liquidity is satisfactory with EUR64 million of cash on
balance sheet as of December 31, 2013, enhanced by an undrawn
EUR50m revolving credit facility.  Cerba does not face any major
seasonal working capital movements throughout the year and does
not have any significant debt maturities until 2020 when the
senior secured notes fall due.  This provides the group with some
financial flexibility to execute its acquisition strategy


MEDI-PARTENAIRES: S&P Affirms 'B' LT Corp. Credit Rating
--------------------------------------------------------
Standard & Poor's Rating Services affirmed its 'B' long-term
corporate credit rating on French hospital operator Holding Medi-
Partenaires SAS (HMP).  The outlook is stable.

At the same time, S&P affirmed its 'B' issue rating on HMP's
EUR495 million senior secured notes, including the proposed
increase of EUR110 million, due 2020.  The recovery rating on the
notes is currently '4', indicating S&P's expectation of average
(30%-50%) recovery in the event of a payment default.  S&P
expects to revise this to '3', indicating its expectation of
meaningful (50%-70%) recovery in the event of a payment default,
if and when the transaction successfully closes.

The affirmation reflects S&P's view that HMP's announced
acquisition of Medipole Sud Sante (MSS) is neutral to its
assessment of HMP's business risk profile as "fair" and financial
risk profile as "highly leveraged."  From these assessments, S&P
derives its anchor of 'b' and corporate credit rating of 'B'.
Modifiers have a neutral effect on the rating.

S&P's assessment of the combined group's business risk profile as
"fair," the same as S&P's assessment of HMP's existing business
risk profile, incorporates its view of HMP's "low" country
risk -- it derives all of its revenues from France -- and the
health care services industry's "intermediate" risk.  The latter
reflects the importance of third-party payers, governments being
the main ones.

"We continue to view HMP's competitive position as "fair" under
our criteria.  Key considerations in our assessment include
limited geographical diversification.  The combined entity will
benefit from increased diversification within France, as MSS
brings exposure to regions that have good long-term demographics
and economic prospects that should fuel demand for services in
the medium- to long-term.  However, the majority of revenues
continue to be reimbursed by the French government via social
security.  The French government is therefore the main payer and
sets the tariffs.  As Standard & Poor's expects French GDP to
grow only by 0.6% in 2014 and by 1.4% in 2015, it is unlikely
that the government will alleviate its efforts to reduce health
care spending.  As such, we expect downward pressure on tariffs
to continue over the next two years," S&P noted.

In addition, MSS' procedure mix is similar to that of HMP and
therefore S&P views the acquisition as complementing, rather than
as fundamentally enhancing, HMP's diversification.

S&P views positively the increased size of the combined group and
believe that the merger will create a No. 2 player in the French
private health care market.  The larger scale should enable the
entity to achieve better cost savings, for example from
procurement, and help negotiations with regulators.

S&P continues to view the operating environment as stable, with
relatively good visibility thanks to an aging population and an
increasing number of medical interventions per patient.  About
90% of the combined group's revenues come directly from the
national social security system, which covers 100% of the French
population, thereby limiting exposure to bad debts.

S&P assumes that MSS' freehold assets will be monetized and, as
such, the combined entity will operate under a nearly 100%
leasehold model.  S&P views this type of cost structure
negatively as health care services providers are price-takers and
rents will represent additional fixed costs, which are already
high after the inclusion of staff costs.  This in S&P's view
could open a profitability gap because it considers that the
industry offers low growth prospects, assuming flat-to-slightly
increasing volumes, but decreasing tariffs and higher costs at
least reflecting inflation.

Both companies have good track records of maintaining
profitability, despite tariff pressure, delivered via cost
savings and a focus on specialties and complex procedures with
higher tariffs.  There is also potential for additional synergies
from the proposed transaction, which should further strengthen
margin resilience.  S&P assumes that HMP will continue to
generate EBITDAR margins between 22% and 25% over the next three
years, broadly in line with previous years.

S&P considers HMP's financial risk profile to be "highly
leveraged" under its criteria, reflecting its estimate that
Standard & Poor's-adjusted debt to EBITDA will remain above 5x
(5.5x) over the next two years.  This will include about EUR470
million related to the present value of operating leases.  S&P
has assumed that the new owner, Bridgepoint, will replace the
existing shareholder loans at HMP with equity, partially using
proceeds from the sales and leaseback of MSS' real estate.  If
the existing debt-like instruments remain in HMP's capital
structure the adjusted leverage would be about 8x.

S&P forecasts adjusted fixed-charge coverage of about 1.8x as a
result of the step-up in rental costs after the sale-and-
leaseback transaction due to take place in 2014 for MSS' assets.
As such, S&P anticipates that HMP should be able to comfortably
service its financial debt obligations.

However, given the high proportion of fixed costs, including rent
payments, S&P considers that any structural operational issues
could hinder HMP's ability to cover its fixed costs.

The stable outlook reflects S&P's anticipation that HMP will be
at least able to maintain its profitability, despite funding
pressures in France.  It further reflects S&P's view that HMP
should be able to continue generating positive free operating
cash flow and maintain an adjusted fixed charge coverage ratio of
above 1.5x.  This will enable HMP to comfortably cover interest
payments and rents.

S&P could take a negative rating action if the operating and
competitive environment deteriorated to levels that would force
S&P to revise downward its business risk assessment, primarily as
a result of deteriorating operating margins.  S&P could also
consider a downgrade if HMP were unable to generate positive free
cash flow, or as a result of any potential liquidity issues and
underlying structural operational issues.  Structural issues
could include a growing mismatch between the evolution of
reimbursement fees and operating costs, given HMP's high fixed-
cost base.

S&P considers ratings upside to be remote over the next 12 months
as it do not project significant improvements in HMP's debt
protection metrics due to its high leverage.  S&P could take a
positive rating action if HMP were to improve and maintain its
fixed-charge coverage at above 2.2x on a sustainable basis.



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KCA DEUTAG: S&P Assigns 'B' Rating to US$750MM Secured Loan
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B'
issue rating to the proposed US$750 million senior secured term
loan B and US$250 million working capital facility to be borrowed
by Germany-based KCA Deutag GmbH and U.S.-based KCA Deutag US
Finance LLC, subsidiaries of the main group parent U.K.-
headquartered oil services company KCA Deutag Alpha Ltd.  S&P
assigned a recovery rating of '3' to the proposed debt,
indicating its expectation of meaningful (50%-70%) recovery in
the event of a payment default.

At the same time, S&P affirmed its 'B' issue rating on KCAD's
existing senior secured debt instruments, and revised the
recovery rating on these instruments upward to '3' from 4'.
S&P's view of improved recovery prospects for lenders is driven
by its revision of its stressed valuation multiple to 5.0x from
4.5x.  The revision of this multiple in turn reflects S&P's view
that KCAD's business will be less volatile in the medium term,
thanks to a focus on land activities, relatively stable oil
prices, and a healthy backlog of orders.

The issue and recovery ratings on the proposed senior secured
debt are based on preliminary information and are subject to the
successful borrowing of the loans and S&P's satisfactory review
of the final documentation.  S&P understands that the entirety of
the proceeds of the new term loan B will be used to refinance
part of the existing senior secured debt.

Recovery Analysis

S&P's issue and recovery ratings on the proposed senior secured
debt reflect the fairly comprehensive security package,
comprising share pledges over KCAD and its main subsidiaries, and
pledges over all the assets (receivables, inventory, stock and
goods, and vehicles and machinery) of certain subsidiaries.  The
proposed senior secured debt is also guaranteed by guarantors
representing 80% of the group's EBITDA and total assets.
However, the ratings are constrained by the substantial levels of
pari passu-ranking first-lien debt.

S&P understands that the documentation for the proposed debt will
include financial maintenance covenants, restrictions on the
incurrence of additional debt, restrictions on payments,
restrictions on liens, as well as change-of-control provisions.

S&P's hypothetical default scenario projects a default triggered
by economic stress resulting in operating margin erosion,
combined with a highly leveraged capital structure and limited
liquidity. In addition, S&P assumes that the $250 million working
capital facility will be fully drawn at default.

S&P values KCAD as a going concern given its leading position in
its core markets; the contract-based nature of its business; and
what S&P considers to be the relatively creditor-friendly
insolvency regime in the U.K., with diversification in developing
countries.

Under S&P's default scenario, it envisage a default in 2017, by
which time it anticipates that KCAD's EBITDA will have declined
to about $200 million.  Assuming a stressed EBITDA multiple of
5x, S&P calculates a stressed enterprise value of about $1
billion at the hypothetical point of default.  After deducting
priority liabilities of about $190 million, comprising mainly
enforcement costs, 50% of pension deficits, and finance leases,
approximately $830 million remains for the senior secured
debtholders.

S&P assumes that approximately $1.5 billion of senior secured
debt will be outstanding at default (including six months of
prepetition interest), resulting in meaningful (50%-70%) recovery
prospects.



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AEOLOS SA: Fitch Affirms 'B' Rating on EUR137MM Notes
-----------------------------------------------------
Fitch Ratings has affirmed Aeolos S.A.'s EUR137 million floating-
rate notes at 'B' with Stable Outlook.

The transaction is a securitization of receivables due from route
charges levied on airlines for the use of the Greek airspace.
Aeolos's notes have a final maturity in 2019.

Key Rating Drivers

Although seasonal, the performance of the receivable flows has
been strong and stable since closing in January 2002 and
comfortably covered payments according to scheduled amortization.
The transaction pays interest semi-annually (March/ September),
but amortizes principal only at the March date.

At the interest payment date in September 2013 collections were
not sufficient to fully top up the principal reserve account due
for amortization in March 2014.  This was the first time such a
shortfall had occurred (EUR195,000) although the shortfall was
subsequently cleared using collections at the March 2014 interest
payment date.

Due to increases in amortization between 2015 and 2019 Fitch
would expect the shortfall to grow but subsequently be made up
using collections from the following period.

Although the terms of the notes include a provision for
noteholders to call an event of default if the sovereign
defaults, this option was not exercised when the Greek sovereign
defaulted in 2012.  Fitch believes the transaction generates
sufficient cashflows to ultimately repay all principal and
interest and therefore maintains the transaction's rating one
notch above Greece's Issuer Default Rating (IDR) of 'B-', which
is on Stable Outlook.

Rating Sensitivities

As the rating is supported at the floor by the Greek sovereign
IDR, movements of the Greek sovereign IDR or a significant
decline in collections may result in further rating action.



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CRAIGFORT TAVERNS: To File Application for Examinership
-------------------------------------------------------
Mark Paul at The Irish Times reports that two hotels in Naas
employing more than 260 people received emergency High Court
protection from their creditors on Monday evening, following an
application from their owners who feared the National Assets
Management Agency was about to appoint receivers.

According to The Irish Times, Craigfort Taverns, which trades as
the four-star Killashee House Hotel in the town, and Marchford,
which trades as Lawlor's Hotel on Poplar Square, now has until a
May 7 hearing to prepare an application for the appointment of an
interim examiner.

A hearing to confirm the appointment is scheduled for May 14, The
Irish Times discloses.  It is understood that the businesses are
lining up Kieran Wallace of KPMG to act as examiner, according to
the report.

The hotels' owners prepared a fast-track court application over
the weekend, which resulted in the granting of temporary court
protection on Monday, The Irish Times relates.  The directors, as
cited by The Irish Times, said the two businesses would trade as
normal throughout the court protection and the examinership
periods.

Accounts for Marchford show Lawlor's had accumulated losses of
almost EUR8 million at the end of 2012, after taking a EUR4
million asset writedown, The Irish Times states.  Craigfort,
trading as Killashee, made a EUR6.2 million loss in 2012 after a
EUR7 million writedown, The Irish Times notes.


HOLLAND PARK: Moody's Rates EUR17.5MM Class E Senior Notes 'B2'
---------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following ratings to notes issued by Holland Park CLO Limited:

  EUR291,875,000 Class A-1 Senior Secured Floating Rate Notes due
  2027, Definitive Rating Assigned Aaa (sf)

  EUR58,750,000 Class A-2 Senior Secured Floating Rate Notes due
  2027, Definitive Rating Assigned Aa2 (sf)

  EUR30,000,000 Class B Senior Secured Deferrable Floating Rate
  Notes due 2027, Definitive Rating Assigned A2 (sf)

  EUR23,750,000 Class C Senior Secured Deferrable Floating Rate
  Notes due 2027, Definitive Rating Assigned Baa2 (sf)

  EUR37,500,000 Class D Senior Secured Deferrable Floating Rate
  Notes due 2027, Definitive Rating Assigned Ba2 (sf)

  EUR17,500,000 Class E Senior Secured Deferrable Floating Rate
  Notes due 2027, Definitive Rating Assigned B2 (sf)

Ratings Rationale

Moody's rating of the rated notes addresses the expected loss
posed to noteholders by the legal final maturity of the notes in
2027. The ratings reflect the risks due to defaults on the
underlying portfolio of loans given the characteristics and
eligibility criteria of the constituent assets, the relevant
portfolio tests and covenants as well as the transaction's
capital and legal structure. Furthermore, Moody's is of the
opinion that the collateral manager, Blackstone/GSO Debt Funds
Management Europe Limited ("Blackstone/GSO"), has sufficient
experience and operational capacity and is capable of managing
this CLO.

Holland Park is a managed cash flow CLO. At least 90% of the
portfolio must consist of senior secured loans or senior secured
notes and up to 10% of the portfolio may consist of unsecured
senior obligations, second-lien loans, mezzanine obligations and
high yield bonds. The portfolio is expected to be around 53%
ramped up as of the closing date and comprised predominantly of
corporate loans to obligors domiciled in Western Europe. The
remainder of the portfolio will be acquired during the six month
ramp-up period in compliance with the portfolio guidelines.

Blackstone/GSO will manage the CLO. It will direct the selection,
acquisition and disposition of collateral on behalf of the Issuer
and may engage in trading activity, including discretionary
trading, during the transaction's four-year reinvestment period.
Thereafter, purchases are permitted using principal proceeds from
unscheduled principal payments and proceeds from sales of credit
risk obligations, and are subject to certain restrictions.

In addition to the six classes of notes rated by Moody's, the
Issuer issued EUR54.25 million of subordinated notes, which is
not rated by Moody's.

The transaction incorporates interest and par coverage tests
which, if triggered, divert interest and principal proceeds to
pay down the notes in order of seniority.

Loss and Cash Flow Analysis:

Moody's modelled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in
Section 2.3 of the "Moody's Global Approach to Rating
Collateralized Loan Obligations" rating methodology published in
February 2014. The cash flow model evaluates all default
scenarios that are then weighted considering the probabilities of
the binomial distribution assumed for the portfolio default rate.
In each default scenario, the corresponding loss for each class
of notes is calculated given the incoming cash flows from the
assets and the outgoing payments to third parties and
noteholders. Therefore, the expected loss or EL for each tranche
is the sum product of (i) the probability of occurrence of each
default scenario and (ii) the loss derived from the cash flow
model in each default scenario for each tranche. As such, Moody's
encompasses the assessment of stressed scenarios.

Moody's used the following base-case modelling assumptions:

Par amount: EUR 500,000,000

Diversity Score: 34

Weighted Average Rating Factor (WARF): 2750

Weighted Average Spread (WAS): 4.05%

Weighted Average Coupon (WAC): 6.00%

Weighted Average Recovery Rate (WARR): 41.5%

Weighted Average Life (WAL): 8 years.

Stress Scenarios:

Together with the set of modelling assumptions above, Moody's
conducted additional sensitivity analysis, which was an important
component in determining the ratings assigned to the rated notes.
This sensitivity analysis includes increased default probability
relative to the base case. Below is a summary of the impact of an
increase in default probability (expressed in terms of WARF
level) on each of the rated notes (shown in terms of the number
of notch difference versus the current model output, whereby a
negative difference corresponds to higher expected losses),
holding all other factors equal:

Percentage Change in WARF: WARF + 15% (to 3162 from 2750)

Ratings Impact in Rating Notches:

Class A-1 Senior Secured Floating Rate Notes: -1

Class A-2 Senior Secured Floating Rate Notes: -2

Class B Senior Secured Deferrable Floating Rate Notes: -2

Class C Senior Secured Deferrable Floating Rate Notes: -2

Class D Senior Secured Deferrable Floating Rate Notes: -1

Class E Senior Secured Deferrable Floating Rate Notes: -1

Percentage Change in WARF: WARF +30% (to 3575 from 2750)

Ratings Impact in Rating Notches:

Class A-1 Senior Secured Floating Rate Notes: -1

Class A-2 Senior Secured Floating Rate Notes: -3

Class B Senior Secured Deferrable Floating Rate Notes: -4

Class C Senior Secured Deferrable Floating Rate Notes: -2

Class D Senior Secured Deferrable Floating Rate Notes: -1

Class E Senior Secured Deferrable Floating Rate Notes: -3

Methodology Underlying the Rating Action:

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
February 2014.

Factors that would lead to an upgrade or downgrade of the rating:

The rated notes' performance is subject to uncertainty. The
notes' performance is sensitive to the performance of the
underlying portfolio, which in turn depends on economic and
credit conditions that may change. Blackstone / GSO's investment
decisions and management of the transaction will also affect the
notes' performance.


RMF EURO CDO III: S&P Lowers Rating on Class V Notes to 'B'
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its credit ratings on
RMF Euro CDO III PLC's class I, II, and III notes.  At the same
time, S&P has lowered its ratings on the class IV and V notes.

The rating actions follow S&P's credit and cash flow analysis of
the transaction using data from the trustee report dated March
10, 2014 and the application of its relevant criteria.

"We conducted our cash flow analysis to determine the break-even
default rate (BDR) for each rated class of notes at each rating
level.  The BDR represents our estimate of the maximum level of
gross defaults, based on our stress assumptions, that a tranche
can withstand and still fully pay its obligations We used the
portfolio balance that we consider to be performing, the reported
weighted-average spread, and the weighted-average recovery rates
calculated in line with our corporate collateralized debt
obligation (CDO).  We applied various cash flow stress scenarios
using our standard default patterns and timings for each rating
category assumed for each class of notes, combined with different
interest stress scenarios as outlined in our criteria," S&P said.

The transaction's reinvestment period ended in August 2011.
Since S&P's 2012 review, the aggregate collateral balance of the
underlying portfolio has decreased by almost 50%, to EUR147
million from EUR299 million.

The class I notes have amortized by nearly 68% of their
outstanding balance since S&P's 2012 review.  According to S&P's
cash flow results, the available credit enhancement for the class
I notes has almost doubled since its previous review, and is now
commensurate with a 'AAA (sf)' rating.  S&P has therefore raised
to 'AAA (sf)' from 'AA+ (sf)' its rating on the class I notes.

S&P's cash flow analysis shows that the available credit
enhancement for the class II, III, IV, and V notes is now
commensurate with higher ratings than previously assigned.  In
S&P's view, this is mainly due to the amortization of the class I
notes over the same period and the currently available principal
cash proceeds.  This is despite a weaker obligor concentration,
with 38 obligors from 19 industries, compared with 74 obligors
from 26 industries as of S&P's 2012 review.  As a result of
higher available credit enhancement S&P has raised its ratings on
the class II and III notes.

S&P's cash flow analysis indicates that the class IV and V note
BDRs are able to sustain expected defaults (shown through S&P's
scenario default rates [SDRs]) at rating levels higher than their
currently assigned ratings.  The SDR is the minimum level of
portfolio defaults that S&P expects each CDO tranche to be able
to support the specific rating level using CDO Evaluator.

S&P also applied its largest obligor default and industry default
tests.  These tests assess whether the tranches have sufficient
credit enhancement (not counting excess spread) to withstand
specified combinations of underlying asset defaults based on the
ratings on the underlying assets e.g., the combination that
several of the portfolio's largest obligors will default
simultaneously.

The application of these tests constrains our ratings on the
class IV and V notes at a 'B' rating category.  In S&P's view,
this is mainly due to the pool's weaker diversification since
S&P's 2012 review.  S&P has therefore lowered to 'B+ (sf)' from
'BB+ (sf)', and to 'B (sf)' from 'BB (sf)', its ratings on the
class IV and V notes, respectively.

RMF Euro CDO III is a cash flow collateralized loan obligation
(CLO) transaction that securitizes loans to primarily
speculative-grade corporate firms.  The transaction closed in
August 2005, and its reinvestment period ended in August 2011.

RATINGS LIST

Class                    Rating
                  To               From

RMF Euro CDO III PLC
EUR357 Million Secured Floating-Rate Notes

Ratings Raised

I                 AAA (sf)         AA+ (sf)
II                AA+ (sf)         AA- (sf)
III               A+ (sf)          A (sf)

Ratings Lowered

IV                B+ (sf)          BB+ (sf)
V                 B (sf)           BB (sf)



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


BANCA ITALEASE: Moody's Hikes Sr. Debt & Deposit Rating to 'Ba3'
----------------------------------------------------------------
Moody's Investors Service has upgraded Banca Italease S.p.A's
long-term senior debt and deposit rating to Ba3 from B2, and the
bank financial strength rating (BFSR) to E+, equivalent to a
baseline credit assessment (BCA) of b3 from E/caa3. The outlook
is positive on all the long-term ratings and the BFSR.

Ratings Rationale

Moody's says that the rating action follows the approval by
Italease's parent -- Banco Popolare Societa Cooperativa (deposits
Ba3 positive, BFSR E+ positive/BCA b3) -- to incorporate its
wholly -- owned subsidiary. Even though the merger is only
scheduled to take effect by December 2014, Moody's believes that
Banco Popolare's Board of Directors approval was the last
effective hurdle for the merger as the approved merger plan has
already been registered and authorization has been given by the
Bank of Italy. On successful completion of the merger, which is
expected to take place in the period September-December 2014,
after the merger of Credito Bergamasco, Moody's expects that it
will withdraw Italease's ratings.

The merger is part of the ongoing reorganization of Banco
Popolare and aims to achieve cost and fiscal synergies. After the
merger, Italease will be incorporated into the Banco Popolare
Group as a business division.

What Could Move The Rating -- Up/Down

An upgrade will likely follow the upgrade of the parent, which
has a positive outlook.

Conversely, Moody's could lower the ratings of Italease as a
result of any of the following: (1) evidence that group support
is diminishing, albeit unlikely at present as the merger has been
approved and is scheduled to take place in 2014; (2) a downgrade
of the parent, which is unlikely given the positive outlook.

List of Affected Ratings

Issuer: Banca Italease S.p.A.

Adjusted Baseline Credit Assessment, Changed to b3 from b2

Baseline Credit Assessment, Changed to b3 from caa3

Bank Financial Strength Rating, Upgraded to E+ POS from E

Long-term Deposit Ratings, Upgraded to Ba3 POS from B2 POS

Senior Unsecured Regular Bond/Debenture, Upgraded to Ba3 POS
from B2 POS

Short-term Deposit Ratings, Affirmed NP

Subordinate Regular Bond/Debenture, Upgraded to Caa1 POS from
Caa2 POS

Outlook, Positive

Issuer: Banca Italease Capital Trust

Preferred Stock Non-cumulative Preferred Stock, Upgraded to Caa3
(hyb) POS from Ca (hyb) POS

Outlook, Positive


CLARIS FINANCE 2006: S&P Puts 'BB' Notes Rating on Watch Negative
-----------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB (sf)' credit
rating on Claris Finance 2006 S.r.l.'s class B notes on
CreditWatch negative.  S&P's ratings on the class A1 and A2 notes
remain unaffected by the rating action.

On April 14, 2014, S&P placed its long-term 'BB' issuer credit
rating (ICR) on Veneto Banca SCPA, the transaction's liquidity
guarantee provider, on CreditWatch negative.

According to the transaction documents, the liquidity guarantee
covers the timely payment of interest and ultimate payment of
principal.  Under S&P's current counterparty criteria, its rating
on the class B notes is weak-linked to its long-term ICR on
Veneto Banca as the liquidity guarantee provider.

Therefore, any change to S&P's rating on Veneto Banca would
result in an equivalent change to its rating on the transaction's
class B notes.  S&P has therefore placed its rating on Claris
Finance 2006's class B notes on CreditWatch negative.

Claris Finance 2006 is a securitization of a pool of Italian
residential and commercial mortgages.  The transaction closed in
July 2006 and its revolving period ended in March 2010.


WINDERMERE X: Moody's Affirms Caa2 Rating on EUR64MM Cl. C Notes
----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of the Class
A, Class B, Class C and Class X Notes (the "Notes") issued by
Windermere X CMBS Limited.

Moody's rating action is as follows:

Issuer: Windermere X CMBS Limited

  EUR1180M A Notes, Affirmed A2 (sf); previously on Jun 24, 2013
  Affirmed A2 (sf)

  EUR56M B Notes, Affirmed Baa3 (sf); previously on Jun 24, 2013
  Affirmed Baa3 (sf)

  EUR64M C Notes, Affirmed Caa2 (sf); previously on Jun 24, 2013
  Downgraded to Caa2 (sf)

  EUR0.05M X Notes, Affirmed B2 (sf); previously on Jun 24, 2013
  Downgraded to B2 (sf)

Ratings Rationale

The rating affirmation reflects Moody's unchanged assessment of
the pool's base expected loss since the last review in June 2013.
Since the last review, the increase in credit enhancement
resulting from the repayment of the Thunderbird loan as well as a
marginal improvement in the loss expectation on the Bridge loan
are offset by higher expected losses on the Fortress loans
following revaluations of the collateral securing both loans as
well as on the Tresforte Loan following a recent sale of the
underlying collateral. The rating on the Class X Notes is
affirmed because there is no change in Moody's risk assessment
for this Class. The Class X Notes reference the underlying loan
pool. As such, the key rating parameters that influence the
expected loss on the referenced loan pool also influences the
ratings on the Class X Notes. The rating of the Class X was based
on the methodology described in Moody's Approach to Rating
Structured Finance Interest-Only Securities published in February
2012.

Moody's affirmation reflects a base expected loss in the range of
10%-20% of the current pool balance, the same as at the last
review. Moody's derives this loss expectation from the analysis
of the default probability of the securitized loans (both during
the term and at maturity) and its recovery expectation for the
collateral.

Methodology Underlying the Rating Action:

The principal methodology used in this rating was Moody's
Approach to Rating EMEA CMBS Transactions published in December
2013.

Other factors used in this rating are described in European CMBS:
2014 - 2016 Central Scenarios published in March 2014.

Factors that would lead to an upgrade or downgrade of the rating:

Main factors or circumstances that could lead to a downgrade of
the ratings are generally (i) a decline in the property values
backing the underlying loans or (ii) an increase in default risk
assessment, especially for the largest three loans, which account
for 93% of aggregate pool balance.

Main factors or circumstances that could lead to an upgrade of
the ratings are generally (i) an increase in the property values
backing the underlying loans, (ii) repayment of loans with an
assumed high refinancing risk, (iii) a decrease in default risk
assessment. The Class A Notes are subject a rating cap of Aa2
(sf) due to operational risk.

Moody's Portfolio Analysis

Windermere X CMBS Limited closed in April 2007 and represents
the true-sale securitization of currently eight commercial
mortgage loans secured by first-ranking legal mortgages over 52
properties.

The pool exhibits above average diversity in terms of geographic
location. By UW value, 43.3% of the properties are in Germany,
41.3% are in France, 10.5% in Italy and 4.9% in the Netherlands
whilst the portfolio is concentrated in offices (99.5%). Moody's
uses a variation of the Herfindahl Index, in which a higher
number represents greater diversity, to measure the diversity of
loan size. Large multi-borrower transactions typically have a
Herf of less than 10 with an average of around 5. This pool has a
Herf of 2.6 compared to a Herf of 8.2 at closing.

Summary of Moody's Loan Assumptions

Below are Moody's key assumptions for the Top three loans.

Bridge Loan (47.2% of pool) - LTV: 121%; Total Default
Probability: Very High; Expected Loss: 10% - 20%.

The loan is secured by six large office properties located in
Germany with concentrations in the greater Frankfurt area and
Berlin. Four of the properties are effectively single let. As
such, value volatility is high given the binary risk associated
with single tenancy. The loan defaulted at maturity in January
2014 and is currently in Special Servicing.

Tour Esplanade (32.7% of pool) - LTV: 72.7%; Total Default
Probability: Low; Expected Loss: 0% - 10%.

The Tour Esplanade Loan is secured by a single let office tower
in La Defense, Paris. The sole tenant, SFR vacated the property
at the end of 2013 and a new lease for the entire building with
the French Government "L'Etat Francais" is expected to commence
in July 2014 dependent on the completion of a specific capex
program to be funded by shareholder equity.

Fortezza Loan (13% of pool) - LTV: 129.7%; Total Default
Probability: Very High; Expected Loss: 40% - 50%.

The third largest loan comprises two cross collateralised loans -
one secured by an office tower in Naples let to ENEL S.p.A. until
end 2017 and the other secured by five office properties
throughout Italy with ENEL S.p.A. and ASL as the main tenants.

Overall, the exposure to ENEL S.p.A., the principal electric
utility company in Italy (rated Baa2) is 75%. ASL contributes
16.5% to the rental income and Wind Telecom 8.7%. Moody's value
for the portfolio is EUR79.4 million, in line with the September
2013 valuation.


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


NURBANK JSC: Moody's Withdraws B3 Deposit & Senior Debt Rating
--------------------------------------------------------------
Moody's Investors Service has withdrawn JSC Nurbank's B3 long-
term local and foreign-currency deposit ratings, the B3 local-
currency senior unsecured debt rating, the Not Prime short-term
deposit ratings and the E+ standalone bank financial strength
rating (BFSR), equivalent to a b3 baseline credit assessment. At
the time of the withdrawal all the bank's long-term ratings and
its BFSR carried a stable outlook.

Moody's has withdrawn the rating for its own business reasons.



===========
L A T V I A
===========


SMP BANK: Moody's Withdraws B3 Deposit & Unsecured Debt Rating
--------------------------------------------------------------
Moody's Investors Service has withdrawn SMP Bank's B3 long-term
local and foreign-currency deposit ratings, B3 senior unsecured
debt rating, Not Prime short-term deposit ratings and E+
standalone bank financial strength rating (BFSR), equivalent to a
b3 baseline credit assessment. At the time of the withdrawal all
the bank's long-term ratings and its BFSR carried a stable
outlook.

Moody's has withdrawn the rating for its own business reasons.
Moody's has not adjusted these Credit Ratings before their
withdrawal



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


CID FINANCE: S&P Puts 'B+' Notes Rating on CreditWatch Negative
---------------------------------------------------------------
Standard & Poor's Ratings Services placed on CreditWatch negative
its 'B+' rating on CID Finance B.V.'s series 43 notes.

The rating action follows S&P's recent rating action on the
reference obligation.  Under S&P's criteria applicable to
transactions such as this, it would generally reflect changes to
the rating on the reference obligation in its rating on the
transaction.

CID Finance's series 43 is a European repack transaction.


HYVA GLOBAL: Moody's Raises Corp. Family Rating to 'B2'
-------------------------------------------------------
Moody's Investors Service has upgraded Hyva Global B.V. corporate
family rating (CFR) to B2 from B3 and the probability of default
rating (PDR) to B2-PD from B3-PD. Concurrently, the rating agency
has affirmed the B3 rating on Hyva's USD375 million of senior
secured notes due 2016. The ratings outlook is stable.

Ratings Rationale

The upgrade of Hyva's CFR to B2 considers the company's improving
performance evidenced by its FY13 results. This was driven by its
cost restructuring program launched in 2012, and achieved despite
a weak economic environment. Consequently, Hyva's financial
metrics at the end of fiscal year 2013 improved, with adjusted
leverage decreasing to 5.2x from 6.6x in December 2012.

The B3 rating on the 2016 notes reflects the position of the
instruments as the most junior liabilities in the capital
structure, ranking behind the USD30 million supersenior revolver
and also operating company liabilities (with upstream guarantees
from entities comprising only about 10% of 2013 Ebitda).

Hyva's ratings positively reflect the company's (1) international
presence, with a strong footprint in emerging markets in Asia and
the Americas; (2) leadership in core markets based on market
share, brand, product, efficiency and reliability, as well as by
an established global service network; (3) flexible cost base,
with low operating leverage and capex requirements.

Hyva's ratings also reflect: (1) the company's modest scale; (2)
exposure to the inherent cyclicality of the commercial vehicle
and construction equipment industry; (3) concentration of risk,
with a narrow product focus in hydraulic systems for trucks and a
high exposure to the Chinese market; (4) still relatively high
leverage of 5.2x in Dec 13.

After a strong drop in FY12 (-21.4%), Hyva's FY13 revenue
slightly improved to USD611 million (+1.3%). Solid recovery in
China (+22.4%) driven by gradual improvement in the heavy duty
truck market and new products introduction (new generation of
hydraulics in China) combined with continued positive trend in
Americas (+5.0%) offset underperformance in India (-20.7%) and
EMEA (-4.3%), due to the weak macro environment in these regions
combined with softer industrial and infrastructure demand in
India.

Moody's adjusted EBITDA margin enhanced to 13.4%, from 10.6%,
mainly driven by a cost efficiency program including purchasing
savings (USD11 million in FY13), supply chain rationalization and
manufacturing relocation/consolidation in Europe. Profitability
also benefited from positive change in regional and product mix
(higher sales of profitable hydraulic tippers in China).

The upgrade also incorporates Hyva's improved financial
flexibility since the company regained access to its USD30
million Revolving Credit Facility (RCF) through compliance with
its maintenance covenants in December 2013. Free cash flow
generation also became (marginally) positive in 2013, with cash
on balance sheet of USD94 million at December 2013 (although
Moody's understands that about half of this is located in China).

Moody's believes that the trough of the cyclical downturn was
reached in FY2012 with a 21% decline in revenues, a result of a
cyclical downturn in the mining, construction and infrastructure
markets, notably China. Moody's expects that the recovery in
revenues and profitability observed in FY2013 should continue in
FY2014. However, the company has limited visibility and order
backlogs, and remains vulnerable to rapid market downturns.

The stable outlook reflects Moody's expectation of continued
credit metrics improvement in 2014, and also incorporates Moody's
view that Hyva will maintain an adequate liquidity profile.

Moody's could consider upgrading Hyva's ratings if (1) the
company were to generate consistently positive free cash flow
and; (2) debt/EBITDA trends towards 4.0x.

Conversely, downward pressure on the ratings could arise if there
were another deterioration in Hyva's operating performance that
results in: (1) Moody's-adjusted debt/EBITDA staying above 5.0x
for a prolonged period; (2) free cash flow turning negative; or
(3) weakening liquidity profile.

The principal methodology used in this rating was the Global
Heavy Manufacturing Rating Methodology published in November
2009. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Hyva is a leading global provider of hydraulic tipping solutions
for the heavy-duty equipment market. For the financial year ended
December 31, 2013, Hyva reported revenues of USD611 million and
EBITDA of USD73 million. Hyva is majority-owned by private equity
funds managed by Unitas Capital and NWS Holdings, a flagship
infrastructure arm of New World Group.



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


COMBOIOS DE PORTUGAL: Moody's Confirms 'B3' Corp. Family Rating
---------------------------------------------------------------
Moody's Investors Service has confirmed at B3 the corporate
family rating (CFR) and at B3-PD the probability of default
rating (PDR) of Comboios de Portugal (CP), a Portuguese
government-related issuer (GRI). At the same time, the rating
agency has changed the outlook on the rating to positive. The
baseline credit assessment (BCA) of CP remains unchanged at ca.
This rating action concludes the review for upgrade initiated by
Moody's on November 14, 2013.

The B1 ratings on the instruments of Polo Securities II Limited
(Polo II) and Polo III - CP Finance Limited (Polo III) remain
unaffected, as they currently bear the rating of their financial
guarantor, MBIA UK Insurance Limited (MBIA UK, B1 review for
upgrade), which is a monoline insurer. However, Moody's has
upgraded the underlying rating of both instruments to B3 from
Caa1, due to the decreased proportion of secured debt in CP's
capital structure.

Ratings Rationale

"Our decision to confirm CP's CFR and change the outlook on the
rating to positive primarily reflects the track record of
effective government support received by CP over the past couple
of years, as well as our expectation that CP's financial and
liquidity profile could improve over time, if it successfully
restructures its operations," says Marie Fischer-Sabatie, a
Moody's Vice President -- Senior Credit Officer and lead analyst
for CP. "However, we view the very weak liquidity profile of CP,
with high reliance on short-term loans, as still constraining its
rating."

Over the past couple of years, CP has benefited from the support
of the Government of Portugal, which has allowed the company to
roll over its short-term debt maturities as they became due. The
rating agency expects that this support will continue in the
future. The government has also guaranteed some of CP's debt,
which represented approximately 21% of its total debt at the end
of March 2014.

At the same time, CP's liquidity profile remains very weak and
highly dependent on Portuguese banks rolling over their loans to
the company. Therefore, CP's liquidity profile continues to
constrain its rating. Furthermore, there remains uncertainty as
to the extent to which the refinancing profile of the company
could be strengthened over time.

In accordance with Moody's GRI rating methodology, CP's B3 rating
continues to reflect the combination of the following inputs: (1)
a BCA, which is a measure of the company's standalone financial
strength without the assumed benefit of government support, of
ca; (2) the Ba3 local currency rating of Portugal; (3) a high
probability of government support; and (4) very high dependence.

As regards the Polo II and Polo III instruments, their credit
profiles are correlated with CP, because the proceeds of the
notes were on-lent by the issuers to CP. However, as per Moody's
current practice, the rating agency assigns to Polo II and Polo
III, which are wrapped ratings, the higher of (1) the guarantor's
financial strength rating or (2) any published underlying rating.
The B1 ratings of Polo II and Polo III are currently aligned with
that of its financial guarantor, MBIA UK.

What Could Change The Ratings Up/Down

Upward pressure on the rating could result from an improvement in
sovereign creditworthiness. In addition, a significant
improvement in CP's liquidity profile and financial profile could
result in upward pressure on the BCA of CP and eventually in an
upgrade of CP's CFR.

Downward pressure on the rating could result from a deterioration
in sovereign creditworthiness. Furthermore, any evidence that the
provision of financial support from Portugal would not be
forthcoming if required would result in a downgrade of the rating
of CP.

CP is the main railway operator in Portugal, controlling 90% of
the passenger market. The company is 100% owned by the Portuguese
government through the Ministry of Finance and the Ministry of
Economy and in 2012 reported revenues of EUR271 million. Polo II
and Polo III, which are incorporated in Jersey, are two finance
conduits that raise finance and on-lend the proceeds to CP,
pursuant to loan agreements.



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


ALBA IULIA: Moody's Revises 'Ba1' Rating Outlook to Stable
----------------------------------------------------------
Moody's Investors Service has changed to stable from negative the
outlook on the Ba1 issuer rating of the Municipality of Alba
Iulia in Romania. At the same time, Moody's has affirmed the
rating.

The main drivers of the rating actions are (1) Moody's change of
the outlook on Romania's Baa3 government bond rating to stable
from negative and (2) the close financial and operational
linkages between the Romanian central and local governments.

The change in outlook and affirmation follows similar actions on
Romania's government bond rating.

Ratings rationale

Rationale for outlook change

The outlook change follows the stabilization in the operating
environment for Romanian sub-sovereigns, reflected by the same
change in outlook on the sovereign.

The outlook change also reflects Moody's view that the
creditworthiness of Alba Iulia is directly linked to that of the
sovereign. In Romania, regional and local governments depend on
revenues that are linked to the sovereign's macroeconomic and
fiscal performance. Alba Iulia is highly dependent on
intergovernmental revenues in the form of shared taxes and
central government transfers. These are collected and set at the
national level and represent around 80% of its operating revenue.
In addition, the institutional linkages intensify the close ties
between the two levels of government through the sovereign's
ability to change the institutional framework under which
Romanian sub-sovereigns operate.

Rationale For Affirming The Ratings

The affirmation of Alba Iulia's rating reflects the
municipality's proven track record of prudent budgetary
management, as reflected in its sound operating surpluses,
improving financial performances and comfortable liquidity
position. The comprehensive system of supervision and financial
reporting stipulated by national law is also recognized as an
important contributor to the municipality's overall good fiscal
discipline.

What Could Change The Ratings Up/Down

Upward pressure on the rating of Alba Iulia could arise from (1)
an upgrade of the sovereign rating or (2) the municipality's
ability to sustain its operating surpluses and reduce its debt
burden.

Downward pressure on the rating could result from (1) a downgrade
of Romania's sovereign rating; (2) a material deterioration in
the municipality's operating performance; or (3) any relevant
increase in Alba Iulia's debt and debt-servicing needs.

The sovereign action required the publication of this credit
rating action on a date that deviates from the previously
scheduled release date in the sovereign release calendar,
published on www.moodys.com.

Specific economic indicators as required by EU regulation are not
applicable for this entity.

On April 25, 2014, a rating committee was called to discuss the
rating of the Alba Iulia, Municipality of. The main points raised
during the discussion were: The systemic risk in which the issuer
operates has materially decreased.

The principal methodology used in this rating was Regional and
Local Governments published in January 2013.

The weighting of all rating factors is described in the
methodology used in this rating action, if applicable.



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


FAR-EASTERN SHIPPING: S&P Lowers CCR to 'B+'; Outlook Negative
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on Russian integrated logistics, rail,
and port operator Far-Eastern Shipping Co. (FESCO) to 'B+' from
'BB-'.  The outlook is negative.

S&P also lowered its issue ratings on the debt issued by Far East
Capital Ltd. S.A. to 'B+' from 'BB-'.  The recovery rating is
unchanged at '4', indicating S&P's expectation of 30%-50%
recovery for creditors in the event of a payment default.

The downgrade reflects that FESCO's recent operating performance
has been below S&P's expectations, and it has lowered its
performance forecasts for the 2014/2015 financial year.  2013 was
a tough year as good performance in the port division was offset
by weak results in rail owing to a decrease in non-container
transportation volumes and rates. Our lower base-case forecasts
partly reflect S&P's views of the weak demand for transportation
services in 2013 and the somewhat uncertain economic outlook,
particularly in the rail division.  S&P also assumes that FESCO
will, at least in the short term, continue to be affected by
higher competition in the rail market, which has led to a
material reduction in rates in 2013.

The 'B+' long-term rating on FESCO is derived from S&P's anchor
of 'b', based on its assessment of FESCO's business risk profile
as "fair" and its financial risk profile as "highly leveraged,"
as S&P's criteria define the terms.  S&P previously assessed the
financial risk profile as "aggressive."  The rating includes one
notch of uplift for S&P's "comparable ratings analysis" modifier,
whereby S&P reviews an issuer's credit characteristics in
aggregate.

S&P continues to view the business risk profile as "fair."  FESCO
is exposed to revenue volatility inherent in the freight
transportation industry, which is closely linked to the
volatility of the commodity-dependent Russian economy and its
trade with Asia.  The business risk assessment also reflects
FESCO's strong position in Russia as an integrated rail, port,
and logistics operator providing services along the
transportation chain. Additional considerations include the
company's revenue diversification -- the result of its various
businesses and large customer base -- and some uncertainty
connected with the liberalization of the rail transportation
market, which S&P believes could lead to an increase in
competition in the medium term.

S&P's revised assessment of FESCO's "highly leveraged" financial
risk profile follows a deterioration in financial metrics
resulting from the material decline in EBITDA in 2013.  FESCO's
performance in financial year 2013 was affected by mixed results
from its business divisions.  S&P's assessment also incorporates
the company's negative discretionary cash flow in the short term,
its commitment to reducing leverage, and S&P's view that a
meaningful expected improvement in earnings will help restore
FESCO's cash flow ratio over the next few years.

The upward adjustment S&P applies to the anchor under its
comparable rating analysis modifier mainly reflects its view that
FESCO's three-year weighted-average ratio of funds from
operations (FFO) to debt will be about 9% for 2014-2016,
incorporating S&P's forecast that the FFO-to-debt ratio will
improve to 12% by 2016. In addition, S&P considers FESCO's key
supplementary ratios, including EBITDA interest coverage and FFO
cash interest coverage, to be commensurate with a higher
financial risk profile.  These factors are supported by S&P's
expectations of strong growth in the port division due to
increasing cargo throughput, recovery in the rail division from
2015, and rising container volumes in the liner and logistics
division.

S&P's base-case scenario assumes:

   -- High-single-digit revenue growth in 2014-2015.

   -- EBITDA margin of 18.5%-20% in 2014-2015.

   -- Capital expenditure (capex) of US$75 million-US$100 million
      per year.

   -- Negative discretionary cash flow in 2014.

   -- No dividends.

Based on these assumptions, S&P arrives at the following credit
measures:

   -- FFO to debt below 12% until 2016.

   -- Debt to EBITDA below 5x in 2015.

The negative outlook reflects S&P's view of FESCO's currently low
credit metrics, despite its forecast for these to improve.  The
outlook also reflects S&P's concerns regarding difficult market
conditions and FESCO's liquidity, as S&P assess that sources of
liquidity only just cover uses over the next 12 months.

Upside scenario

S&P could revise the outlook to stable if FESCO's credit metrics
strengthen such that the company achieves FFO to debt comfortably
above 9% on a weighted-average basis -- assuming that the
company's financial policies do not become more aggressive and
the liquidity position does not worsen.

Downside scenario

S&P could downgrade FESCO if FFO to debt falls below 9% on a
three-year weighted-average basis, which would lead S&P to remove
the upward adjustment it makes for its comparable rating
analysis. In addition, if FESCO's liquidity were to deteriorate
to "weak," S&P could lower the rating by at least two notches.
Under S&P's criteria, a liquidity assessment of "weak" would cap
the rating at 'B-'.

An indication that the company may grow more slowly than S&P
currently anticipates could put pressure on the ratings.  This
could occur if the challenging market environment persists,
leading to depressed transportation volumes in the next couple of
years, along with no significant price recovery, notably in the
rail sector.  This could impair S&P's assessment of FESCO's
sources of cash and its liquidity.  If the price of
TransContainer shares were to fall, or if liquidity in the
Russian repo market became constrained, S&P could consider that
FESCO had a diminished ability to refinance the repo loan--
contributing to a lower liquidity assessment.


NOMOS BANK: S&P Affirms 'BB-' Ratings; Outlook Stable
-----------------------------------------------------
Standard & Poor's Ratings Services said that it had affirmed its
'BB-' long-term and 'B' short-term counterparty credit ratings on
NOMOS Bank and its subsidiary, Bank of Khanty-Mansiysk.  The
outlook on both banks is stable.

At the same time, S&P affirmed the 'ruAA-' Russia national scale
rating on both banks.

The affirmation of the ratings and maintenance of the outlooks at
stable take into account the recent downgrade of the Russian
Federation.  The sovereign rating action reflects the risk of a
continuation of the large financial outflows observed in the
first quarter of 2014, during which the size of Russia's
financial account deficit was almost twice that of the current
account surplus.  In S&P's view, further significant outflows of
both foreign and domestic capital from the Russian economy could
undermine already weakening growth prospects.

In this environment, S&P thinks it may take Otkritie Financial
Corporation (OFC), the holding and ultimate parent of NOMOS Bank,
longer to reduce its high double leverage than S&P expected.
This historically high double leverage increased further in 2013
following the largely debt-financed acquisition of NOMOS Bank in
various steps.  S&P therefore no longer captures this risk in a
negative transition notch of adjustment to the rating, because it
considers that the risk will likely go beyond the transition
period of OFC's acquisition of NOMOS Bank.  Rather, S&P reflects
it directly in NOMOS Bank's stand-alone credit profile (SACP)
through a revision of the score for capital and earnings to
"weak" from "moderate."

S&P believes that the bank's financial flexibility is constrained
by the double leverage at the holding level.  S&P has also
therefore revised down its assessment of NOMOS Bank's SACP to
'b+'.

As the second-largest private bank in Russia, with market shares
of about 2.5% in loans and deposits, NOMOS Bank has "moderate"
systemic importance, in S&P's opinion.  S&P therefore continues
to include one notch of uplift in the long-term rating for
potential government support if needed.

S&P don't think that a further downgrade of the sovereign would
cause it to revise its assessment of the government's ability to
support the bank in times of need.  S&P also believes that this
support is fungible to majority-owned subsidiary Bank of Khanty-
Mansiysk (BKM), despite its regional focus.  BKM is a highly
strategic subsidiary of NOMOS Bank and S&P continues to view its
SACP at 'bb-'.  S&P's ratings on BKM reflect its SACP.

The stable outlook reflects S&P's view that, over the next 12-18
months, NOMOS Bank's strategic and operational transformation
will proceed smoothly and that capitalization will remain at the
current levels, with a RAC ratio moderately above 5%.  Capital
strength will continue to be constrained by OFC's high
indebtedness, however.  S&P don't expect the group's asset
quality metrics to worsen significantly, with the level of
nonperforming assets remaining below the market average and
credit costs at 1.5%-1.7%.

S&P could take a negative rating action if it saw:

   -- The group's capital position deteriorating faster than S&P
      expects, with the RAC ratio falling below 3%.  This could
      result, for example, from higher credit losses than S&P
      anticipates or lower margins because of reduced pricing
      power;

   -- A more aggressive risk appetite or failure to integrate
      Otkritie Bank into the NOMOS Banking group's overall
      universal banking strategy; or

   -- Operating conditions for Russian banks becoming
      structurally more challenging.

An upgrade is a remote scenario over the next two years.
However, S&P could consider a positive rating action if it saw a
significant improvement in capitalization in the longer term or
reduction of double leverage at OFC.  A positive rating action
would depend on a stabilization of economic and operating
conditions under which Russian banks operate.



===============
S L O V E N I A
===============


FACTOR BANKA: Posts EUR339.65-Mil. Net Loss for 2013
----------------------------------------------------
The Slovenia Times reports that Factor banka posted on Wednesday
a EUR339.65 million net loss for 2013, which comes on top of a
EUR21.55 million loss in the year before.

The bank has been undergoing an orderly wind-down since last
September and the process is expected to be completed by the end
of 2016, The Slovenia Times relates.

Factor banka formed EUR326.05 million in impairments and EUR26.80
million in provisions last year, The Slovenia Times discloses.

Its total assets decreased from EUR1.027 billion to EUR533.16
million, The Slovenia Times notes.

The bank was liquidated in 2013 along with another small private
bank, Probanka, The Slovenia Times recounts.

Headquartered in Ljubljana, Slovenia, Factor banka d.d. --
http://www.factorb.si-- provides banking and financial services
to corporate customers and individuals in the Republic of
Slovenia.



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


CAJA MURCIA: Fitch Affirms 'BB+sf' Rating on Class C Notes
----------------------------------------------------------
Fitch Ratings is maintaining AyT Caja Murcia Hipotecario I class
A notes on Rating Watch Positive.  The agency has also revised
the Outlook on the remaining two tranches to Stable, while
affirming their ratings.

The transaction is a Spanish prime RMBS comprising loans
initially originated by Caja Murcia, now part of Banco Mare
Nostrum S.A. (BB+/Negative/B).

  Class A (ES0312282009) 'AA-sf' remains on Rating Watch Positive

  Class B (ES0312282017) affirmed at 'Asf'; Outlook revised to
  Stable from Negative

  Class C (ES0312282025) affirmed at 'BB+sf'; Outlook revised to
  Stable from Negative

Key Rating Drivers

Strong Credit Enhancement
The affirmations reflect the adequate credit enhancement
available to the rated notes that is considered by Fitch
sufficient to withstand the stresses commensurate with their
respective ratings. Because the collateral factor stands at
30.51%, and the performance has permitted the pro-rata
amortization of the rated notes, the ongoing deleverage of the
transaction has allowed credit enhancement to increase for all
classes.

The Rating Watch Positive on the class A notes has been
maintained pending further review of the criteria assumptions for
rating scenarios beyond 'AA-sf'.

The revision in Outlook to Stable from Negative on the mezzanine
and junior tranches reflects increased credit enhancement and the
notes' strengthened ability to withstand credit losses at their
current rating level.

Partial Credit Given to Strong Performance
Fitch believes that the originator has been offering financial
support to troubled borrowers via refinancing, given that only
four loans have been recognized as defaulted to date since the
transaction closed in December 2005.  As a result Fitch has not
given full credit to the strong performance seen to date because
it believes such support is not sustainable, particularly in
times of stress and consequently has applied standard default and
recovery assumptions.

As of the latest reporting period in January 2014, three-month
plus arrears (excluding defaults) were at 0.61% of the current
pool balance, which is well below Fitch's three-month plus
arrears Spanish RMBS index of 2.35%.  Cumulative gross defaults
were at 0.06% of the initial portfolio balance.  This level is
also well below the average (4.34%) for other Fitch-rated Spanish
RMBS.

Reserve Fund Fully Funded
The transaction's structure allows for the full provisioning of
defaulted loans, which are defined as loans in arrears for more
than 18 months.  At present, gross excess spread, averaging 0.79%
per annum, remains adequate to fully provision for defaulted
loans and ensures that the reserve fund remains fully funded.

Rating Sensitivities
Deterioration in asset performance may result from economic
factors, in particular the effects of growing unemployment.  An
increase in new defaults and associated pressure on excess spread
levels and reserve funds beyond Fitch's expectations could result
in negative rating actions.


FTPYME TDA CAM2: Fitch Cuts Rating on Class 3SA Notes to 'CCCsf'
----------------------------------------------------------------
Fitch Ratings has downgraded FTPYME TDA CAM2, FTA's junior notes
and affirmed the remaining notes as follows:

  EUR13.8 million Class 1CA(G) (ISIN ES0339758015): affirmed at
  'A+sf', Outlook Stable

  EUR27.5 million Class 2SA (ISIN ES0339758023): affirmed at
  'BBBsf', Outlook Stable

  EUR7.7 million Class 3SA (ISIN ES0339758031): downgraded to
  'CCCsf' from 'Bsf', assigned Recovery Estimate of 50%

FTPYME TDA CAM 2, F.T.A. is a granular cash flow securitization
of a static portfolio of secured and unsecured loans granted to
Spanish small- and medium-sized enterprises by Caja de Ahorros
del Mediterraneo (now part of Banco de Sabadell).

Key Rating Drivers

The downgrade of class 3SA notes reflects an increase in the
portfolio's default levels over the last 12 months.  The
defaulted bucket increased to 30% of the outstanding portfolio
from 16%. Recoveries were limited with a weighted average
recovery rate of below 40%. Class 3SA notes are increasingly
reliant on recovery proceeds from the large defaulted bucket.

The affirmation of the remaining notes reflects high levels of
credit enhancement, as well as stabilization of delinquency rates
over the past one year.  Delinquencies of over 90 days decreased
to 3% from 22%.  The portfolio continued to see limited increases
in concentration, as the top 10 obligors increased to 16.4% of
the underlying asset pool from 14.5%.

The rating of class 1CA(G) notes is currently capped at 'A+sf'
due to payment interruption risk, resulting from its exposure to
Banco de Sabadell as servicer, which is no longer rated by Fitch.
With the reserve fund being heavily underfunded at only
EUR84,000, compared with a required amount of EUR8.5 million,
there are no risk-mitigating features. Class 1CA(G) notes are
guaranteed by the Kingdom of Spain (BBB+/Stable/F2).

Rating Sensitivities

Fitch incorporated some stress tests to analyze the ratings
sensitivity to a change of the underlying scenarios.  The first
test simulated an increase of the default probability by 25%,
whereas the second test reduced the recovery assumptions by 25%.
Both tests indicate that a potential negative rating action of up
to one category could be triggered by either scenario change,
with everything else remaining equal.


MAPFRE SA: Fitch Raises Rating on EUR700MM Sub. Debt to 'BB'
------------------------------------------------------------
Fitch Ratings has upgraded Mapfre SA's Issuer Default Rating
(IDR) to 'BBB+' from 'BBB' and its core operating subsidiaries'
Insurer Financial Strength (IFS) rating to 'A-' from 'BBB+'.  The
Outlook is Stable.  A full list of rating actions is at the end
of this release.

Key Rating Drivers

The rating actions follow the upgrade of Spain's Long-term IDR to
'BBB+' from 'BBB'.  Spain's creditworthiness still somewhat
weighs on Mapfre's ratings.  With 56% of the group's financial
assets invested in Spain at end-2013, Mapfre remains
substantially exposed to the Spanish economy.

Rating Sensitivities

Mapfre's ratings could be downgraded if its exposure to the
Spanish insurance market or sovereign debt results in investment
losses with a material impact on capital.  Mapfre's ratings could
also be downgraded if the Spanish sovereign rating is downgraded.

Factors that could trigger an upgrade include an upgrade of the
rating of Spain, alongside strong group capitalisation (as
measured by, for example, the regulatory Solvency I ratio
remaining above 200%), or exposure to Spanish debt falling below
100% of group shareholders' funds (currently 115%).

The rating actions are as follows:

Mapfre Familiar; Mapfre Global Risks Cia De Seguros Y Reaseguos;
Mapfre Vida SA De Seguros Y Reaseguros; and Mapfre Re Compania De
Reaseguros S.A

-- IFS ratings upgraded to 'A-' from 'BBB+'; Outlook Stable
    Mapfre SA

-- Long-term IDR upgraded to 'BBB'; Outlook Stable

-- EUR1 billion 5.125% senior unsecured debt due 2015 upgraded
    to 'BBB-'

-- EUR700m 5.91% subordinated debt due 2037 with step-up in 2017
    upgraded to 'BB'


TDA 29: Fitch Affirms 'CCsf' Rating on Class D Notes
----------------------------------------------------
Fitch Ratings has affirmed four tranches of TDA 29, FTA, a
Spanish prime RMBS transaction comprising loans originated and
serviced by Banca March and Banco de Sabadell.

KEY RATING DRIVERS

Cumulative Defaults on the Rise

Performance of the collateral has deteriorated sharply over the
past 12 months with gross cumulative defaults rising to 3.9% of
the initial collateral balance from 2.87%.  This level of
defaults, however, is still below the average (4.34%) for other
Fitch-rated Spanish RMBS.  The weaker asset performance has
prevented class A notes from gaining additional credit
enhancement through deleveraging, while reducing the class B and
C credit enhancement.

Nevertheless, available and projected levels of credit
enhancement are sufficient to withstand the credit losses at
their rating levels.

Principal Deficiency to Increase

Fitch expects the balance of un-provisioned defaults to increase
over the next 12 months as late stage arrears migrate into
defaults and also due to likely low recoveries on the cumulative
defaults amid a weak Spanish residential property market.  The
agency notes that recovery cash flows obtained to date have not
been from the sale of repossessed properties.  These factors
underline the Negative Outlooks on the class A and B notes and
the 0% recovery estimate on the class C and D notes.

The transaction's structure allows for the full provisioning of
defaulted loans, which are defined as loans in arrears for more
than 12 months.  Because gross excess spread (0.54% per annum as
of the latest payment date) and recoveries on defaulted loans
have been insufficient to fully cover period defaults, the
reserve fund has been depleted for over a year, and the balance
of un-provisioned defaults has accumulated to 0.77% of the
current note balance.

Payment Interruption and Commingling Risks

Fitch believes the transaction is exposed to payment interruption
and commingling risks in the event of a servicer disruption.
Under a servicer default scenario, Fitch views the liquidity
available in the transaction as insufficient to fully cover
senior fees, net swap payments and senior note interest due
amounts for at least one or two interest payment dates, and
additionally commingling losses could be crystallized because
collection banks (Banca March and Banco de Sabadell) retain those
monies for one week before transferring them to the SPV bank
account banks, Barclays Bank plc (A/Stable/F1) and BNP Paribas
(A+/Stable/F1) Spanish branches.

RATING SENSITIVITIES

Deterioration in asset performance may result from economic
factors, in particular the increasing effects of unemployment.
An increase in new defaults and associated pressure on excess
spread levels and reserve funds beyond Fitch's expectations could
result in negative rating actions.

The rating actions are as follows:

TDA 29, FTA

Class A2 (ES0377931011) affirmed at 'BBBsf' ; Outlook Negative
Class B (ES0377931029) affirmed at 'Bsf'; Outlook Negative
Class C (ES0377931037) affirmed at 'CCCsf'; Recovery Estimate 0%
Class D (ES0377931045) affirmed at 'CCsf'; Recovery Estimate 0%


* S&P Takes Various Rating Actions on 12 Spanish Banks
------------------------------------------------------
Standard & Poor's Ratings Services took various rating actions on
12 Spanish banks. Specifically, it:

   -- Raised to 'B/B' from 'B-/C' its counterparty credit ratings
      on Banco Financiero y de Ahorros S.A. (BFA), Bankia S.A.'s
      parent holding company.

   -- The outlook is negative.

   -- Revised to positive from stable the outlook on Cecabank
      S.A. and affirmed its 'BB+/B' counterparty credit ratings
      on the bank.

   -- Affirmed its 'BB/B' counterparty credit ratings on
      Bankinter S.A., with a positive outlook.

   -- Affirmed its 'BBB-/A-3' counterpa rty credit ratings on
      CaixaBank S.A. and its 'BB/B' counterparty credit ratings
      on Ibercaja Banco S.A., both with a stable outlook.

   -- Affirmed its 'BBB-/A-3' counterparty credit ratings on
      Kutxabank S.A. (Kutxabank) and Barclays Bank S.A.U. (BBSA),
      its 'BB/B' counterparty credit ratings on Banco de Sabadell
      S.A. (Sabadell), its 'BB-/B' counterparty credit ratings on
      Bankia S.A., and its 'B+/B' counterparty credit ratings on
      Banco Popular Espa¤ol S.A. (Popular) and NCG Banco S.A.
      (NBG).  The outlooks on all six banks are negative.

   -- Maintained its unsolicited 'BB' long-term counterparty
      credit rating on Caja de Ahorros y Pensiones de Barcelona
      (la Caixa) on CreditWatch with negative implications, where
      it had been placed on April 14, 2014, and affirmed its
      unsolicited 'B' short-term rating on la Caixa.

The rating actions follow the completion of S&P's review of 12
rated Spanish banks.  The review incorporates our view that the
economic risks affecting Spanish banks are easing and that
potential extraordinary government support for European banks is
likely to decrease as resolution frameworks are put in place.
The review also took into consideration recent bank-specific
developments.

In S&P's view, Spanish banks have absorbed most of the credit
losses associated with the correction in the real estate market
and the double-dip recession.  Over a five-year period, S&P
calculates that Spanish banks have recognized credit losses
equivalent to 13.5% of the credit outstanding at the beginning of
the downturn.  S&P believes that the real estate market
correction is close to an end as prices and activity levels will
likely bottom-out in 2014.  Meanwhile, S&P is seeing a moderate
resumption in economic activity, after a long, deep recession.
S&P therefore expects banks' credit provisions to decline in 2014
and 2015 and to approach more-normalized levels by 2016.

All these factors support S&P's positive view of the trend in
economic risks faced by the Spanish banking system.  At the same
time, S&P continues to see a stable trend in industry risk.

The positive trend indicates that over time S&P could revise its
assessment of economic risk for the Spanish banking system, and
in turn revise to 'bbb-' from 'bb+' the anchor S&P applies to
financial institutions operating primarily in Spain.  The anchor
is the starting point for assigning issuer credit ratings to
banks.  At present, S&P do not expect a change in the anchor to
trigger a change in its ratings on most Spanish banks because it
would not raise the ratings unless S&P also saw far more-
significant capital strengthening than we currently incorporate
into the ratings.

As a result, of the 12 financial institutions that were part of
this review, only two have a positive outlook -- S&P revised the
outlook on Cecabank S.A. to positive and maintained the positive
outlook on Bankinter S.A.  By contrast, the negative outlooks on
five Spanish financial institutions -- Kutxabank, BBSA, NCG,
Popular, and Sabadell -- indicate that we still see that their
SACPs could come under pressure if they do not strengthen their
capital as much as S&P expects or their asset quality
deteriorates by more than S&P anticipates.  BBSA's SACP could
also come under pressure if it fails to successfully restructure
its business model and sustainably increase its recurring
profitability.  Furthermore, S&P could lower the ratings on
Sabadell and NCG if, contrary to its base-case scenario, these
banks remain reliant on European Central Bank (ECB) borrowings
once the long-term refinancing operations expire and prove unable
to restore their liquidity to a level S&P regards as "adequate"
under its criteria.

"In addition to our review of Spain's economic risk trend, we
also finished our review of potential extraordinary government
support for European banks and concluded that this is likely to
decrease as resolution frameworks are put into place.  We observe
that European authorities are taking steps to increase the
resolvability of banks and require creditors, rather than
taxpayers, to bear the burden of the costs of failure.  In the
near term, we expect that governments will remain supportive of
systemically important banks' senior unsecured creditors while
resolution frameworks take shape.  From January 2016, however,
the EU Bank Recovery and Resolution Directive (BRRD) is set to
introduce the mandatory bail-in of a minimum amount of eligible
liabilities, potentially including certain senior unsecured
obligations, before governments could provide solvency support.
Accordingly, we consider that the potential extraordinary
government support currently incorporated in the ratings on five
Spanish financial institutions (Bankia and its holding parent
company BFA, Popular, NCG, and Sabadell) will likely diminish
within our two-year rating horizon.  The ratings on these five
institutions currently benefit from one or two notches uplift
above their SACPs," S&P said.

"We incorporate notches for extraordinary government support into
the ratings on these five institutions because we view the
Kingdom of Spain as "supportive" of private-sector commercial
banks, and because we consider them systemically important.  We
view all as being of "high" systemic importance, except NCG,
which is of "moderate" systemic importance.  We could remove
these notches for extraordinary government support shortly before
the January 2016 introduction of the BRRD's bail-in powers for
senior unsecured liabilities.  These rules would indicate to us
that EU governments would be much less able to support senior
unsecured bank creditors, even though it may take several more
years to eliminate concerns about financial stability and the
resolvability of systemically important banks," S&P added.

At the same time, but unrelated to the above, S&P raised the
long- and short-term ratings on BFA to reflect the bank's
improved financial profile -- following its downsizing, BFA no
longer reports double leverage (holding company debt used to
finance equity capital at the subsidiary).  S&P now rates the
bank two notches below the group's credit profile; previously, it
was three notches below.  Two notches is the standard notching
difference S&P applies for holding company ratings, when group
credit profiles are speculative-grade.

S&P's affirmation of the ratings on Bankinter was also primarily
based on bank-specific developments.  Although the bank has
improved its capital to a moderate level and S&P expects it to
maintain this degree of solvency, S&P now also considers the bank
unlikely to reduce its relatively high reliance on short-term
funding and so improve its liquidity position to an adequate
level, in contrast to its previous expectation.  The combination
of these factors led S&P to revise the bank's SACP to 'bb' from
'bb-', but left the ratings unchanged because it removed the one-
notch uplift incorporated in the ratings for short-term support.

S&P did not include Banco Santander S.A., its highly strategic
subsidiary Santander Consumer Finance S.A., and Banco Bilbao
Vizcaya Argentaria S.A. in this review because the ratings on
these banks would not be affected by a change in S&P's view of
economic risks for Spanish banks or a potential reduction in
government support.  Their exposure to their home market is lower
than that of their domestic peers (the anchor for these banks is
already 'bbb-') and the ratings are constrained by Spain's
creditworthiness, rather than benefiting from government support.

OUTLOOK

The positive outlook on Cecabank primarily reflects the
possibility that S&P could revise the bank's SACP upward and
raise the long-term rating on it if the positive economic risk
trend results in an improvement of S&P's overall economic risk
assessment for Spanish banks and the remaining rating factors
remain unchanged.

The positive outlook on Bankinter reflects the possibility that
S&P could revise the bank's SACP upward and raise the long-term
rating on it if Bankinter continued to successfully transform its
business model.  In a more-benign economy, this might be less
difficult to accomplish than S&P initially expected.

The negative outlooks on Popular, NCG, Sabadell, BBSA, and
Kutxabank reflect potential downward pressure arising from
specific factors.  These factors vary from bank to bank, but may
include a lower capital strengthening than that included in S&P's
expectations, greater asset quality deterioration than S&P
currently expects, or failure to meet its expectation that their
liquidity positions would improve to an adequate level.  In the
case of BBSA, pressure could stem from a failure in the
restructuring of its business model or any evidence of reduced
commitment from its parent, U.K.-based bank Barclays Bank PLC,
because the ratings on BBSA benefit from three notches of uplift
over its SACP due to parental support.

Additionally, the negative outlooks on Bankia, BFA, Popular, NCG,
and Sabadell indicate that S&P may lower their ratings by year-
end 2015 if it believes there is a greater likelihood that senior
unsecured liabilities may incur losses if the bank fails, and so
decide to reduce or remove notches related to government support
from the ratings on these banks.

The stable outlook on Caixabank reflects S&P's view that for the
positive trend it sees for economic risks in Spain to translate
into prospects for a higher rating on Caixabank, S&P would need
to predict a greater improvement of the bank's capital position
than the improvement S&P currently incorporates into the ratings
and to revise the outlook on its sovereign rating on Spain to
positive from stable.

The stable outlook on Ibercaja primarily reflects S&P's view that
if the positive economic risk trend materializes as an
improvement of the economic risk for the Spanish banking system,
it could benefit S&P's assessment of Ibercaja's capital position,
but probably not sufficiently to trigger an upgrade.

CreditWatch

The ratings on la Caixa remain on CreditWatch negative to
indicate that a recently approved change in its legal form from a
savings bank to a foundation--which could lead to changes to the
regulatory and supervisory framework under which it operates--
could weaken its creditworthiness.

BICRA SCORE SNAPSHOT*

Spain
                                 To                From
BICRA Group                      6                 6

Economic risk                   7                 7
   Economic resilience           Intermediate risk
Intermediate risk
   Economic imbalances           Very high risk    Very high risk
   Credit risk in the economy    High risk         High risk
  Economic risk trend            Positive          Stable

Industry risk                   5                 5
   Institutional framework       Intermediate risk
Intermediate risk
   Competitive dynamics          Intermediate      Intermediate
                                 risk              risk
   Systemwide funding            High risk         High risk
  Industry risk trend            Stable            Stable

* Banking Industry Country Risk Assessment (BICRA) economic risk
  and industry risk scores are on a scale from 1 (lowest risk) to
  10 (highest risk).  For more details on S&P's BICRA scores on
  banking industries across the globe, please see "Banking
  Industry Country risk Assessment Update," published monthly on
  RatingsDirect.

RATINGS LIST

Ratings Raised
                                          To            From
Banco Financiero y de Ahorros S.A.
  Counterparty Credit Rating              B/Neg/B       B-/Neg/C

Ratings Affirmed; Outlook Revised
                                          To            From
Cecabank S.A.
  Counterparty Credit Rating              BB+/Pos/B     BB+/
                                                        Stable/B

Ratings Affirmed

CaixaBank S.A.
  Counterparty Credit Rating              BBB-/Stable/A-3

Kutxabank S.A.
  Counterparty Credit Rating              BBB-/Negative/A-3

Barclays Bank S.A.U.
  Counterparty Credit Rating              BBB-/Negative/A-3

Bankinter S.A.
  Counterparty Credit Rating              BB/Positive/B

Ibercaja Banco S.A.
  Counterparty Credit Rating              BB/Stable/B

Banco de Sabadell S.A.
  Counterparty Credit Rating              BB/Negative/B

Bankia S.A.
  Counterparty Credit Rating              BB-/Negative/B

Banco Popular Espanol S.A.
  Counterparty Credit Rating              B+/Negative/B

NCG Banco S.A.
  Counterparty Credit Rating              B+/Negative/B

Caja de Ahorros y Pensiones de Barcelona (Unsolicited)
  Short-Term Counterparty Credit Rating   B

Rating Remaining On CreditWatch

Caja de Ahorros y Pensiones de Barcelona (Unsolicited)
  Long-Term Counterparty Credit Rating    BB/Watch Neg

NB: This list does not include all the ratings affected.

This unsolicited rating(s) was initiated by Standard & Poor's.
It may be based solely on publicly available information and may
or may not involve the participation of the issuer.  Standard &
Poor's has used information from sources believed to be reliable
based on standards established in our Credit Ratings Information
and Data Policy but does not guarantee the accuracy, adequacy, or
completeness of any information used.



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


KYLE CENTRE: Administrators Sell Shopping Centers to Squarestone
----------------------------------------------------------------
BBC News reports that Ayr town center could be given a new lease
of life after administrators sold two shopping centers for a
multi-million pound sum.

The Kyle Shopping Centre and nearby Arran Mall went into
administration last June after suffering a drop in footfall,
BBC recounts.

According to BBC, administrators Begbies Traynor have now sold
them to London-based regeneration and development company,
Squarestone.

The sale includes an adjacent development site in Carrick Street,
BBC notes.

The Kyle Centre features 30 shop units, while the Arran Mall has
23 units, along with more than 6,700 sq ft of office space, BBC
discloses.


MIZZEN MIDCO: Moody's Assigns 'B2' Corporate Family Rating
----------------------------------------------------------
Moody's Investors Service has assigned a B2 first-time Corporate
Family Rating (CFR) to Mizzen Midco Limited, operating under the
name of Premium Credit Limited (PCL), a company providing
insurance premium finance and other premium finance loans in the
UK and Ireland. Moody's has also assigned a (P)B2 rating to the
proposed GBP200 million long-term senior notes to be issued to
Mizzen Bondco Limited, a wholly-owned subsidiary of Mizzen Midco.
The outlook is stable on all ratings.

Moody's issues provisional ratings in advance of the final sale
of securities and these ratings reflect Moody's preliminary
credit opinion regarding the transaction only. Upon a conclusive
review of the final versions of all the documents and legal
opinions, Moody's will assign a definitive senior unsecured
rating. A definitive rating may differ from a provisional rating.
The provisional rating and the stable outlook assigned to PCL
assume a successful refinancing of the company's current debt
facilities, as well as the confirmation that the final set of
documentation does not differ from the draft documentation.

These ratings are contingent upon PCL's successful completion of
the proposed GBP200 million senior notes offering and completing
the planned recapitalization program, whereby it will use the
proceeds from the senior notes issuance to repay an existing
mezzanine finance facility, repay all of its outstanding
preferred equity certificates and pay a dividend to its
shareholders.

Ratings Rationale

PCL operates in the UK and Irish premium finance market as a
provider of insurance premium finance and other payment
facilitation services to companies and private individuals. The
company, through a diverse network of intermediaries, provides
loans to customers (companies and individuals) to pay insurance
premiums in monthly installments instead of an upfront lump sum.
It also provides direct debit management services (which finances
professional fees and memberships) and school fee plans (which
finances school tuition).

The CFR of B2 positively reflects PCL's leading franchise
positioning in the UK and Irish premium finance markets, stable
cash flows and historical profitability, low levels of credit
losses and low concentration risk in terms of end-customers. At
the same time the rating is constrained by the monoline business
model, shareholders' aggressive financial policies, concentrated
debt maturity profile, concentration in intermediaries through
whom the company provides the loans and collateral available as
security for the senior notes. The rating also reflects the
projected increase in leverage and decrease in interest coverage
as a result of the proposed transaction, although these are
expected to improve over time.

The provisional rating incorporates the company's shareholders'
aggressive financial policies as senior notes proceeds will be
used to repay the outstanding preferred equity certificates and
provide a dividend payment to shareholders. Following the
transaction the company will have a significant negative tangible
common equity position which we don't expect to be replenished
until 2016 the earliest. The significant private equity ownership
of the firm also brings an element of uncertainty as regards the
timing and method of exit of the investment.

Moody's notes three key risks in relation to the company's
business model: 1) concentration risk in terms of intermediaries,
2) risks arising from potential litigation actions or regulatory
events and 3) lack of an independent risk management function. On
a positive front, the level of granularity of the portfolio of
receivables helps to mitigate the credit risk to a certain extent
and PCL's management of losses has been historically successful.

The senior notes ratings reflect their position in the company's
funding structure as well as the notes' terms. PCL's refinancing
consists of the GBP200 million senior notes, which are guaranteed
on a senior basis by Mizzen Midco Limited and all material
subsidiaries. The senior notes are secured by a first ranking
security interest over the issued capital of Mizzen Bondco and
Mizzen Mezzco2, a wholly-owned and immediate subsidiary of Mizzen
Bondco. Importantly, however, receivables in PCL's existing
securitization (rated Aa2(sf) by Moody's), to which funded
receivables are sold on a daily basis, are exempt from acting as
collateral for the proposed debt. Since the securitization is
expected to buy substantially all of the funded assets of the
company in the foreseeable future, and given the risks posed by
the positive correlation between the underlying risks for the
notes and the value of the collateral Moody's has considered the
debt unsecured for the purposes of the rating.

The stable outlook reflects Moody's expectation that PCL's
historically shown performance will continue and we don't see
particular negative or positive rating pressures at this point.

What Could Change The Rating Up / Down

Upward rating pressure could arise from a significant improvement
in capital adequacy, both in terms of leverage metrics (debt-to-
adjusted EBITDA) to below 3.0x and tangible common equity-to-
tangible managed assets to above 4%, while maintaining other
financial metrics and ratios at current levels.

The rating could come under downward pressure due to 1)
significant deterioration in income and cash flow from
operations, stemming from decreasing margins or higher than
expected credit losses; or 2) no improvement in capital position
and leverage or sustained decline in operating performance,
leading to a debt ratio which is higher than 5.5x adjusted
EBITDA; or 3) significant decline in interest coverage, with an
adjusted EBITDA-to-interest expense ratio of below 1.0x.


MIZZEN BONDCO: Fitch Assigns B-(EXP) Rating to GBP200MM Sr. Notes
-----------------------------------------------------------------
Fitch Ratings has assigned Mizzen Bondco Limited's GBP200 million
senior notes an expected rating of 'B-(EXP)'/'RR6'.  The final
rating is contingent upon receipt of final documents conforming
to information already received. Fitch has also assigned Mizzen
Mezzco Limited UK (MML) a Long-term Issuer Default Rating (IDR)
of 'B+'.  The Outlook on the Long-term IDR is Stable.

KEY RATING DRIVERS - IDRS AND SENIOR DEBT

MML is the ultimate holding company that wholly owns Premium
Credit Finance (PCL), a leading provider of third-party insurance
premium finance in the UK and Ireland.  PCL is MML's main
operating entity.  PCL has a relatively low business risk profile
and long track record of robust asset quality with minimal credit
losses over its 25 year life.  The company has remained
profitable and cash generative, even during times of crisis,
which reflects the stability of its business in a relatively
concentrated market. However, PCL is highly leveraged and it has
an undiversified funding structure, solely reliant on a
securitization facility.

The Long-term IDR assigned to MML is based on Fitch's assessment
of the creditworthiness of PCL and the holding company's
structural subordination to its main operating subsidiary PCL,
partly reflected in its liquidity being highly reliant on
dividends upstreamed from PCL.  The Long-term IDR also reflects
the limited capital and liquidity fungibility across the group,
as a result of the securitization in place at PCL and the group's
complex organizational structure.

MML wholly owns Mizzen Bondco Limited through an intermediate
holding company, Mizzen Midco Limited.  The notes issued by
Mizzen Bondco Limited are senior, mature in 2021 and are
guaranteed by Mizzen Midco Limited and Mizzen Mezzco2 Limited UK
(intermediate holding company between MML and PCL).  The notes
are rated two notches below MML's 'B+' Long-term IDR, reflecting
'poor' recovery prospects as indicated by the 'RR6' Recovery
Rating that Fitch has assigned.  The recovery analysis is deeply
affected by the securitization structure in place at PCL, which
encumbers most of PCL's receivables.

RATING SENSITIVITIES - IDRS AND SENIOR DEBT

MML's Long-term IDR is mainly sensitive to an increase in double
leverage and to a change in Fitch's view on the creditworthiness
of PCL.  The latter would be driven by changes in PCL's leverage
and funding profile; by a weakening of PCL's cash flow generation
and if PCL's credit risk profile were to increase resulting in
significant asset quality deterioration.  Upside rating potential
for MML's Long-term IDR is at present limited due to PCL's high
leverage and undiversified funding structure.

The securities rating is primarily sensitive to any movement in
their anchor rating, MML's Long-term IDR, and to potential
changes to recovery prospects.


PIRES INVESTMENTS: Posts GBP352,634 Loss Following CVA
------------------------------------------------------
Anthony Tshibangu at Alliance News reports that Pires Investments
PLC Tuesday said it swung to a loss in its last financial year,
mainly due to an exceptional credit that it booked in the
previous year related to its company voluntary arrangement.

According to Alliance News, the company became an investing
company following the voluntary arrangement, and made its first
investment early this year when it invested in newly-listed
Rame Energy PLC.

Pires Investments, which invests in the resources and energy
sectors, posted a pretax loss of GBP352,634 for the year to
end-October, 2013, compared with a profit of GBP1.2 million a
year earlier, Alliance News discloses.  It booked a loss on
investments held at fair value of GBP45,939 and the previous
year's results were boosted by a GBP1.5 million exceptional
credit arising from the company voluntary arrangement,
Alliance News relates.

Pires Investments plc is an investing company listed on AIM,
focused on opportunities principally, but not exclusively in the
resources and energy sectors.


PREMIER FOODS: Fitch Assigns 'B' LT Issuer Default Rating
---------------------------------------------------------
Fitch Ratings has assigned UK-based Premier Foods plc (PF) and
Premier Foods Finance plc final ratings as follows:

Premier Foods plc

Long-term Issuer Default Rating (IDR): 'B', Outlook Positive

Premier Foods Finance plc

GBP325m senior secured fixed rate notes due 2021: 'B'/'RR4'
GBP175m senior secured floating rate notes due 2020: 'B'/'RR4'

The rating action follows the completion of the refinancing of
PF's current senior secured credit facility (GBP884 million) with
a new senior secured revolving credit facility (RCF; GBP272
million), proceeds of the senior secured notes issue (GBP500
million) and the equity placement and rights issue (GBP353
million). As part of this restructuring plan, PF agreed a new
pension deficit reduction schedule with its pension trustees,
which will substantially reduce its annual cash contributions
with fixed contributions until 2019.

The 'B' IDR reflects PF's weak credit metrics as well as its
market position as one of UK's largest ambient food producers,
with a diversified portfolio of leading brands.

The Positive Outlook reflects Fitch's expectation that PF's
financial and business profile should improve over time following
the completion of the major refinancing and the equity placement
and rights issue and the deconsolidation of its bread division.
It also factors in Fitch's confidence in the positive momentum of
PF's grocery-only business as a result of management's category-
led strategy.

Key Rating Drivers

Weak Credit Metrics
In addition to high interest costs, PF's funds from operations
(FFO) are compressed by recurring pension deficit contributions,
which Fitch includes in the calculation of FFO and have an
estimated 1.4x-1.9x adverse impact on FFO adjusted net leverage
over FY13- FY16.  Fitch projects FFO adjusted net leverage will
be 5.4x in FY14 (post-refinancing) but should marginally reduce
to 5.0x by 2016.  The agency expects FFO fixed charge coverage to
be around 2x for FY14-FY16.  Higher-than-expected pension deficit
contributions or post-refinancing cost of funding would, among
other factors, have an adverse impact on projected credit metrics
and could in turn affect rating headroom.

Leading UK Ambient Food Producer
PF is one of the UK's largest ambient food producers, with a 4.7%
market share in the fragmented and competitive GBP28 billion UK
ambient grocery market.  PF manufactures, distributes and sells a
wide range of branded and non-branded foods, across five
categories with leading brands, some of which have been in
existence for more than 100 years. The company therefore benefits
from its diversity and scale in terms of manufacturing, logistics
and procurement in the UK.

Reliant on the UK
PF operates mainly in the UK and a significant portion of its
turnover is from the 'big four retailers' in the UK - Tesco
(BBB+/Negative), Asda, J Sainsbury's and Morrisons.  However, it
is active in categories generally not core to multinational food
manufacturers, which therefore limits competitive threats.  In
addition, PF has a competitive position in many of its food
categories where it holds a number one or two market position.
PF is also expanding across geographies. In October 2013, PF
signed a 10-year partnership agreement with Swire Foods Holdings
Ltd to distribute Ambrosia rice pudding pot in China. This
agreement may extend to PF's other brands in the portfolio.

Standalone JV for Bread Division
The deconsolidation of the bread business through a standalone JV
with the Gores Group will allow management to focus its full
attention and resources on growing its grocery business. PF is
left with a higher-margin business (Fitch-estimated EBITDA margin
of 18.7% for FY14) compared with 11.9% in FY13 (before
deconsolidation). Apart from the GBP15.7 million (PF's share of
the committed GBP32 million investment) to be invested in the JV
on completion in FY14 and a potential further GBP6.4 million
(PF's share of the remaining GBP13 million investment) in 2016,
there will be no future cash requirements from Premier Foods for
the JV.  This is because future investments for the bread
division will be funded by internal cash flows of the JV and
external funding. Fitch assumes PF will not guarantee any of this
potential external funding.

Strong Grocery Margins
Fitch estimates that PF's EBITDA margin will increase to 20% in
FY16 from 18.7% in FY14 (post-deconsolidation of the bread
division). Although this would depend on the future level of
marketing investments, our expectation of improved margins is
based on cost savings and efficiency initiatives that PF has
undertaken since 2012 as part of its ongoing effort to streamline
the business. PF exceeded its originally stated 2011 - 2012 cost
reduction target of GBP20 million (later increased to GBP40
million) by delivering savings of GBP48m and delivered a further
GBP20 million of staff-related savings in 2013.

Adequate Liquidity
Fitch expects that post-refinancing, PF's liquidity is adequately
supported by a renegotiated GBP272 million RCF due in 2019 with
appropriate covenant headroom.  PF's liquidity also benefits from
a lack of material short-term debt maturities over the next five
years, apart from the negotiated pension deficit contributions
(ranging from GBP7 million p.a. in FY15 to GBP45 million p.a. in
FY17-FY19) and a GBP120 million securitization facility due
December 2016 (expected to reduce to GBP60 million
post-deconsolidation of the bread business).

Senior Secured Notes' Rating
The 'B'/'RR4' senior secured rating reflects Fitch's expectations
that the enterprise value of the company and the resulting
recovery of its creditors (including the pension trustees) would
be maximized in a restructuring scenario (going concern approach)
rather than a liquidation due to the asset-light nature of the
business as well as the strength of its brands.  Furthermore, a
default scenario would likely be triggered by unsustainable
financial leverage, possibly as a result of weak consumer
spending or unexpected higher pension deficit contributions.  As
such, Fitch applied a 30% discount to EBITDA and considers a
distressed multiple of 6.0x as appropriate. This results in
average recoveries (31%-50%) for senior secured noteholders in
the event of default.

The notes and the senior secured RCF of GBP272 million are
secured substantially by all of the issuer's and guarantors'
assets representing 100% of the group's consolidated total assets
as of December 31, 2013.  The notes, RCF and pension trustees
maintain a security-sharing mechanism. The security offered to
the pension funds ranks pari passu with the notes and bank debt
limited to a maximum amount of GBP450 million although, as
pension contributions narrow the deficit, security to the benefit
of the pension fund will not reduce below GBP350 million.

Rating Sensitivities

Positive: Future developments that could lead to positive rating
actions include:

-- PF's ability to maintain EBITDA margin above 18% after having
    sufficiently invested in advertising and promotions to
    protect its market position and drive growth with its
    category-led strategy

-- FFO adjusted net leverage demonstrating a downtrend to below
    5.5x-6.0x (pension deficit contributions are included in the
    calculation of FFO)

-- FFO fixed charge coverage above 2.0x on a sustained basis

-- Free cash flow margin sustainably above 4% (2013: 5.5%) after
    adequate capital investments

Negative: Future developments that could lead to negative rating
action include:

-- Reduced free cash flow margin below 4% of sales as a result
    of profitability erosion, higher capex or unexpected
    increases in pension contribution or funding costs

-- FFO adjusted net leverage remaining in the 5.5x to 6.0x range
    on a sustained basis (pension deficit contributions are
    included in the calculation of FFO)

-- FFO fixed charge coverage below 1.8x on a sustained basis



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


* S&P Takes Various Rating Actions on European Banks
----------------------------------------------------
Standard & Poor's Ratings Services said that it has taken various
rating actions on European banking groups to reflect its view
that extraordinary government support is likely to diminish as
regulators implement resolution frameworks.  S&P considers that a
key milestone in this process was the European Parliament's
approval of the EU Bank Recovery and Resolution Directive (BRRD)
on April 15, 2014.  S&P announced its rating review in an article
published last month, in which it said that any resulting rating
actions would likely consist mainly of outlook revisions.

Overall, for the main operating entity in each group, S&P revised
the outlooks on 15 banks to negative from stable, raised the
ratings on two banks, maintained negative outlooks on 38 banks,
and maintained stable outlooks on 15 banks.  The ratings on a
further five banks remain on CreditWatch with negative
implications, and S&P affirmed the unsolicited public information
(pi) ratings on two banks.

The 15 main operating entities for which S&P revised the outlook
to negative from stable are ABN AMRO Bank N.V., Banca Popolare
dell'Emilia Romagna S.C., Bank of Ireland, Banque Internationale
a Luxembourg, Barclays Bank PLC, Caisse Centrale du Credit
Mutuel, Credit Suisse AG, Deutsche Bank AG, Deutsche
Pfandbriefbank AG, ING Bank N.V., KBC Bank N.V., LGT Bank AG,
Swedbank AB, UBS AG, and VP Bank Verwaltungs- und Privat-Bank AG.
S&P raised the ratings on Argenta Spaarbank N.V. and Danske Bank
A/S.

"We observe that European authorities are taking steps to
increase the resolvability of banks and require creditors rather
than taxpayers to bear the burden of the costs of failure.  In
the near term, we expect that governments will mostly remain
supportive of systemically important banks' senior unsecured
creditors while resolution frameworks take shape.  From January
2016, however, the BRRD is set to introduce the mandatory bail-in
of a minimum amount of eligible liabilities, potentially
including certain senior unsecured obligations, before
governments could provide solvency support.  Accordingly, we
believe that potential extraordinary government support available
to banks' senior unsecured bondholders will likely diminish
within our two-year rating horizon for investment-grade entities.
We observe similar powers coming into force in Liechtenstein and
Norway, and already in place in Switzerland, which are not EU
members," S&P said.

Among other factors, the negative outlooks now in place on many
systemically important European banks reflect S&P's view that we
could reduce or remove government support from the ratings before
the January 2016 introduction of the BRRD's bail-in powers for
senior unsecured liabilities.  These rules would indicate to S&P
that European governments would be much less able to support
senior unsecured bank creditors, even though it may take several
more years to eliminate concerns about financial stability and
the resolvability of systemically important banks.

Specifically, if S&P perceives that support for senior unsecured
creditors is less predictable under the new legislative
framework, it would likely remove the government support notches
from its bank ratings.  This would most likely arise from a
reclassification of government support for private-sector
commercial banks to "uncertain" under S&P's criteria.  Any
decision to reclassify governments would be subject to S&P's
review of the final resolution legislation and technical
standards, and other relevant information.

"If, on the other hand, our view was that extraordinary
government support may still be forthcoming to senior unsecured
creditors, we could retain support in our ratings on systemically
important banks.  This would be the case if authorities publicly
confirmed their supportive stance toward senior unsecured
creditors, or if we believed that precautionary capital
injections would still be likely under the new legislation to
minimize the wider economic impact of the resolution of a
systemically important bank.  In this case, we may consider that
governments remained "supportive" and that banks had "high" or
"moderate" systemic importance.  We could revise down our
assessment of a bank's systemic importance if we considered that
its resolution under the new framework would have a less material
impact on its country's financial system and economy," S&P noted.

"We raised the counterparty credit ratings on Denmark-based
Danske Bank A/S to 'A/A-1' from 'A-/A-2', and the long-term
counterparty credit rating on Belgium-based Argenta Spaarbank
N.V. to 'A-' from 'BBB+'.  These upgrades follow our adjustment
of the stand-alone credit profiles as part of our ongoing rating
surveillance, in combination with our review of government
support," S&P added.

"We consider that Switzerland and the U.K. are the most advanced
in their rule-making and in their publicly stated intent to use
resolution powers.  As for banks elsewhere in Europe, we consider
that extraordinary government support remains available for the
time being to senior unsecured creditors of Swiss and U.K. banks
with "high" systemic importance.  We consider that regulatory
authorities would for now face severe challenges in executing an
orderly resolution of such banks without endangering financial
stability.  However, we revised down our assessment of the
systemic importance of three U.K. banks to "low" from "moderate":
Clydesdale Bank PLC, Ulster Bank Ltd., and Virgin Money PLC.
This reflects our view that U.K. authorities have sufficient
tools to resolve less complex banks today, and therefore
extraordinary government support is less likely to be made
available to support senior unsecured creditors of such
institutions.  The ratings on Clydesdale Bank and Ulster Bank
were affirmed due to ongoing parental support.  The ratings on
Virgin Money were affirmed because we consider that the removal
of government support is mitigated by a positive transition in
the bank's business position. The ratings on Virgin Money were
subsequently withdrawn at the issuer's request," S&P noted.

S&P maintained stable outlooks on certain banks because it
identified positive trends in stand-alone rating factors that may
offset any reduction in extraordinary government support.  S&P
also maintained stable outlooks on certain government-related
entities that it included in the review and found to be resilient
to the new resolution regime.

Generally, S&P did not review the ratings on banks for which its
ratings do not currently incorporate extraordinary government
support.  S&P also excluded from the review government-related
entities that appeared to S&P to be outside the scope of, or
otherwise unaffected by, European authorities' enhanced
resolution powers.

For certain Spanish and Swedish banks, in addition to S&P's view
of extraordinary government support, it reviewed the ratings
taking into account the improving economic environment S&P sees
in these countries.  Specifically, S&P revised its view of the
economic risk trend for Spain to positive from stable, and for
Sweden to stable from negative.  Together with bank-specific
factors, these changes led to outlook revisions for certain
Spanish and Swedish banks.

S&P will publish individual research updates on each affected
banking group in the coming days, including a list of ratings on
affiliated entities, and ratings by debt type--senior,
subordinated, junior subordinated, and preferred stock.  S&P will
also publish responses to questions it believes market
participants may have regarding the rating actions.  These
materials will be available on RatingsDirect.  Ratings on
specific issues will be available on RatingsDirect.

RATINGS LIST

Ratings Affirmed

UBS Bank USA
  Counterparty Credit Rating         --/--/A-1
Credit Foncier de France
Locindus S.A.
  Counterparty Credit Rating         A-/Developing/A-2

BNP Paribas Cardif
  Counterparty Credit Rating         A/Negative/--

Compagnie Europeenne de Garanties et Cautions
  Financial Strength Rating          A/Negative/--
  Counterparty Credit Rating         A/Negative/--

BancWest Corp.
Bank of Scotland PLC
Banque Kolb S.A.
Banque Rhone Alpes S.A.
Banque Tarneaud S.A.
BPCE
BRED - Banque Populaire
CA Consumer Finance
CACEIS
Caisse Regionale de Credit Agricole Mutuel Alpes Provence
Caisse Regionale de Credit Agricole Mutuel Alsace-Vosges
Caisse Regionale de Credit Agricole Mutuel Atlantique Vendee
Caisse Regionale de Credit Agricole Mutuel Brie Picardie
Caisse Regionale de Credit Agricole Mutuel Centre-Est
Caisse Regionale de Credit Agricole Mutuel Charente Perigord
Caisse Regionale de Credit Agricole Mutuel d'Aquitaine
Caisse Regionale de Credit Agricole Mutuel de Centre Loire
Caisse Regionale de Credit Agricole Mutuel de Centre-France
Caisse Regionale de Credit Agricole Mutuel de Champagne-Bourgogne
Caisse Regionale de Credit Agricole Mutuel de Charente-Maritime
Deux Sevres
Caisse Regionale de Credit Agricole Mutuel de Franche-Comte
Caisse Regionale de Credit Agricole Mutuel de la Guadeloupe
Caisse Regionale de Credit Agricole Mutuel de la Martinique-
Guyane
Caisse Regionale de Credit Agricole Mutuel de la Reunion
Caisse Regionale de Credit Agricole Mutuel de la Touraine et du
Poitou
Caisse Regionale de Credit Agricole Mutuel de l'Anjou et du Maine
Caisse Regionale de Credit Agricole Mutuel de Loire-Haute Loire
Caisse Regionale de Credit Agricole Mutuel de Lorraine
Caisse Regionale de Credit Agricole Mutuel de Normandie-Seine
Caisse Regionale de Credit Agricole Mutuel des Cotes D'Armor
Caisse Regionale de Credit Agricole Mutuel des Savoie
Caisse Regionale de Credit Agricole Mutuel d'Ille et Vilaine
Caisse Regionale de Credit Agricole Mutuel du Centre Ouest
Caisse Regionale de Credit Agricole Mutuel du Finistere
Caisse Regionale de Credit Agricole Mutuel du Languedoc
Caisse Regionale de Credit Agricole Mutuel du Morbihan
Caisse Regionale de Credit Agricole Mutuel du Nord-Est
Caisse Regionale de Credit Agricole Mutuel Nord de France
Caisse Regionale de Credit Agricole Mutuel Nord Midi-Pyrenees
Caisse Regionale de Credit Agricole Mutuel Normandie
Caisse Regionale de Credit Agricole Mutuel Paris Ile-de-France
Caisse Regionale de Credit Agricole Mutuel Provence Cote d'Azur
Caisse Regionale de Credit Agricole Mutuel Pyrenees-Gascogne
Caisse Regionale de Credit Agricole Mutuel Sud Rhone-Alpes
Caisse Regionale de Credit Agricole Mutuel Sud-Mediterranee
Caisse Regionale de Credit Agricole Mutuel Toulouse 31
Caisse Regionale de Credit Agricole Mutuel Val de France
Ceska Sporitelna A.S.
Credit Agricole CIB Australia Ltd.
Credit Agricole Corporate and Investment Bank
Credit Agricole Corporate And Investment Bank (New York Branch)
Credit Agricole S.A.
Credit du Nord S.A.
Credit Lyonnais
Erste Group Bank AG
Franfinance
Komercni Banka A.S.
Lloyds Bank PLC
Nationwide Building Society
Natixis (New York Branch)
Natixis Australia Pty Ltd.
Natixis Financial Products LLC
Natixis S.A.
Raiffeisen Bank International AG
Raiffeisen Zentralbank Oesterreich AG
Santander UK PLC
SEB AG
SG Americas Securities LLC
Societe Generale
Societe Generale Bank & Trust
SBAB Bank AB
HYPO NOE Gruppe Bank AG
  Counterparty Credit Rating         A/Negative/A-1

Belfius Bank SA/NV
Aktia Bank PLC
BHW Bausparkasse AG Hameln
Citizens Bank of Pennsylvania
Commerzbank AG
HBOS PLC
Lloyds Banking Group PLC
National Westminster Bank PLC
Powszechna Kasa Oszczednosci Bank Polski S.A.
RBS Citizens N.A.
RBS Securities Inc.
Royal Bank of Scotland N.V. (Milan Branch)
The Royal Bank of Scotland N.V.
Royal Bank of Scotland PLC (Connecticut Branch) (The)
The Royal Bank of Scotland PLC
UniCredit Bank AG
UniCredit Bank Austria AG
UniCredit Luxembourg S.A.
  Counterparty Credit Rating       A-/Negative/A-2

BRFkredit A/S
Jyske Bank A/S
  Counterparty Credit Rating       A-/Stable/A-2

ING Bank (Australia) Ltd.
  Counterparty Credit Rating       A-/Stable/A-2


Slovenska Sporitelna A.S. (Unsolicited Rating)
  Counterparty Credit Rating       Api

Barclays Bank Ireland PLC
  Counterparty Credit Rating       A-/Positive/A-2

Oberoesterreichische Landesbank AG
La Banque Postale
  Counterparty Credit Rating       A/Stable/A-1

Cardif Assurance Vie
Cardif-Assurances Risques Divers
  Counterparty Credit Rating       A+/Negative/--
  Financial Strength Rating        A+/Negative/--

BGL BNP Paribas S.A.
BNP Paribas
BNP Paribas (London Branch)
BNP Paribas (New York Branch)
BNP Paribas Arbitrage Issuance B.V.
BNP Paribas Fortis SA/NV
BNP Paribas Personal Finance
BNP Paribas SA (Milan Branch)
BNP Paribas Securities Corp.
BNP Paribas Securities Services
BNP Paribas Securities Services (Frankfurt Branch)
BNP Paribas Securities Services (London Branch)
BNP Paribas Securities Services (Luxembourg Branch)
BNP Paribas Securities Services (Milan Branch)
HSBC Holdings Luxembourg S.A.
HSBC Holdings PLC
HSBC USA Inc.
Nykredit Bank A/S
Nykredit Realkredit A/S
Skandinaviska Enskilda Banken AB (publ)
Standard Chartered Bank (Taiwan) Ltd.
Standard Chartered PLC
  Counterparty Credit Rating       A+/Negative/A-1

HSBC Insurance (Singapore) Pte. Ltd.
  Counterparty Credit Rating       A+/Stable/--
  Financial Strength Rating        A+/Stable/--

DNB Bank ASA
Banque Cantonale de Geneve
HSBC Bank (Taiwan) Ltd.
HSBC Bank Australia Ltd.
  Counterparty Credit Rating       A+/Stable/A-1

Banque Cantonale de Geneve
  Counterparty Credit Rating       A+/Stable/A-1+

Nordea Hypotek AB
  Counterparty Credit Rating       --/--/A-1+

Pohjola Bank PLC
  Counterparty Credit Rating       AA-/Watch Neg/A-1+

Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A. (Rabobank
Nederland)
Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A. (Rabobank
Nederland),
(London Branch)
Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A., "Rabobank
Nederland"
(New York Branch)
HSBC Bank PLC
HSBC Bank Canada
HSBC Bank USA N.A.
HSBC France
HSBC Securities (USA) Inc.
Nordea Bank AB
Nordea Bank Danmark A/S
Nordea Bank Finland PLC
Nordea Bank Norge ASA
Rabobank New Zealand Ltd.
Stadshypotek AB
Standard Chartered Bank
Standard Chartered Bank (China) Ltd.
Svenska Handelsbanken AB
  Counterparty Credit Rating       AA-/Negative/A-1+

Rabohypotheekbank N.V.
  Counterparty Credit Rating       AA-/Negative/--


Hang Seng Insurance Co. Ltd.
HSBC Life (International) Ltd.
  Counterparty Credit Rating       AA-/Stable/--
  Financial Strength Rating        AA-/Stable/--

Banque Cantonale Vaudoise
KfW IPEX-Bank GmbH
  Counterparty Credit Rating       AA/Stable/A-1+

Hang Seng Bank (China) Limited
Hang Seng Bank Limited
Standard Chartered Bank (Hong Kong) Ltd.
The Hongkong and Shanghai Banking Corp. Ltd.

  Counterparty Credit Rating       AA-/Stable/A-1+

Bank Nederlandse Gemeenten N.V.
Banque et Caisse d'Epargne de l'Etat, Luxembourg
Nederlandse Waterschapsbank N.V.
Swedish Export Credit Corp.
  Counterparty Credit Rating       AA+/Stable/A-1+

Banca Carige SpA
  Counterparty Credit Rating       B-/Watch Neg/C

Banco Comercial Portugues S.A.
  Counterparty Credit Rating       B/Negative/B

NCG Banco S.A.
Banco Popular Espanol, S.A.
Permanent TSB PLC
  Counterparty Credit Rating      B+/Negative/B

Banca Popolare di Milano SCRL
Banca Akros SpA
  Counterparty Credit Rating      B+/Watch Neg/B

Veneto Banca SCPA
  Counterparty Credit Rating      BB/Watch Neg/B

Banco de Sabadell S.A.
AIB Group (U.K.) PLC
Allied Irish Banks PLC
  Counterparty Credit Rating      BB/Negative/B


Bankia S.A.
Banca Aletti & C. SpA
Banco Popolare Societa Cooperativa SCRL
Caixa Geral de Depositos S.A.
Credito Bergamasco
  Counterparty Credit Rating      BB-/Negative/B

Banque PSA Finance
Credipar
  Counterparty Credit Rating      BB/Stable/B

SNS REAAL N.V.
  Counterparty Credit Rating      BB+/Negative/B

Depfa ACS Bank
Depfa Bank PLC
Hypo Pfandbrief Bank International S.A.
Hypo Public Finance Bank
  Counterparty Credit Rating     BBB/Watch Neg/A-2

DIAC S.A.
RCI Banque
UniCredit Bulbank AD
ZAO UniCredit Bank
  Counterparty Credit Rating     BBB/Negative/A-2

SNS Bank N.V.
  Counterparty Credit Rating     BBB/Negative/A-3

Deutsche Bank AG (Madeira Branch)
  Counterparty Credit Rating     BBB-/Negative/A-3

Clydesdale Bank PLC
NORD/LB COVERED FINANCE BANK S.A.
RBS Citizens Financial Group, Inc.
The Royal Bank of Scotland Group PLC
Ulster Bank Ireland Ltd.
Ulster Bank Ltd.
  Counterparty Credit Rating     BBB+/Negative/A-2

Norddeutsche Landesbank Girozentrale
Norddeutsche Landesbank Luxembourg S.A.
  Counterparty Credit Rating (Unsolicited Rating)
                                 BBB+/Negative/A-2

DLR Kredit A/S
KAS BANK N.V.
  Counterparty Credit Rating     BBB+/Stable/A-2

MKB Bank ZRT
Nova Kreditna Banka Maribor d.d.
  Counterparty Credit Rating (Unsolicited Rating)
                                 Bpi

Ratings Affirmed/Outlook Action
                              To                 From

Credit Suisse Group AG
  Counterparty Credit Rating  A-/Negative/--     A-/Stable/--

UBS AG (NY Branch)
  Counterparty Credit Rating  A/Negative/--      A/Stable/--

KBC Group Re S.A.
  Counterparty Credit Rating  A-/Negative/--     A-/Stable/--
  Financial Strength Rating   A-/Negative/--     A-/Stable/--

KBC Insurance N.V.
  Counterparty Credit Rating  A/Negative/--      A/Stable/--
  Financial Strength Rating   A/Negative/--      A/Stable/--


ABN AMRO Bank N.V.
Banque Federative du Credit Mutuel
Barclays Bank PLC
Barclays Bank plc (Madrid Branch)
Barclays Bank plc (Milan Branch)
Barclays Capital Inc.
Barclays Private Clients International Ltd.
Caisse Centrale du Credit Mutuel
Caisse Federale du Credit Mutuel Antilles-Guyane
Caisse Federale du Credit Mutuel de Maine-Anjou Basse Normandie
Caisse Federale du Credit Mutuel Nord Europe
Caisse Federale du Credit Mutuel Ocean
Credit Industriel et Commercial
Credit Mutuel Arkea
Credit Suisse (USA) Inc.
Credit Suisse AG
Credit Suisse AG (Cayman Islands Branch)
Credit Suisse AG (New York Branch)
Credit Suisse International
Credit Suisse Securities (Europe) Ltd.
Credit Suisse Securities (USA) LLC
Deutsche Bank AG
Deutsche Bank AG (Canada Branch)
Deutsche Bank AG (Cayman Islands Branch)
Deutsche Bank AG (London Branch)
Deutsche Bank AG (Madrid Branch)
Deutsche Bank AG (Milan Branch)
Deutsche Bank Luxembourg S.A.
Deutsche Bank Trust Co. Americas
Deutsche Bank Trust Co. Delaware
Deutsche Bank Trust Corp.
ING Bank N.V.
ING Bank N.V. (Dublin Branch)
ING Belgium S.A./N.V.
ING Financial Markets, LLC
KBC Bank N.V.
UBS AG
UBS AG (Jersey Branch)
UBS AG (London Branch)
UBS Loan Finance LLC
UBS Ltd.
UBS Securities LLC
  Counterparty Credit Rating  A/Negative/A-1     A/Stable/A-1

Deutsche Bank Securities Inc.
  Counterparty Credit Rating
  (Local Currency)
                              A/Negative/A-1     A/Stable/A-1

Banque Internationale a Luxembourg
Deutsche Bank National Trust Co.
Barclays PLC
ING Groep N.V.
KBC Group N.V.
Realkredit Danmark A/S
VP Bank Verwaltungs- und Privat-Bank AG
  Counterparty Credit Rating  A-/Negative/A-2    A-/Stable/A-2

LGT Bank AG
Swedbank AB
Swedbank Mortgage AB
  Counterparty Credit Rating  A+/Negative/A-1    A+/Stable/A-1

Banca Popolare dell'Emilia Romagna S.C.
  Counterparty Credit Rating  BB-/Negative/B     BB-/Stable/B

Bank of Ireland
  Counterparty Credit Rating  BB+/Negative/B     BB+/Stable/B

Deutsche Pfandbriefbank AG
  Counterparty Credit Rating  BBB/Negative/A-2   BBB/Stable/A-2


Ratings Raised/Outlook action
Argenta Spaarbank N.V.
  Counterparty Credit Rating  A-/Negative/A-2  BBB+/Stable/A-2

Danske Bank A/S
Danske Bank A/S, Swedish Branch
Danske Bank PLC
  Counterparty Credit Rating
                             A/Negative/A-1      A-/Stable/A-2

Banco Financiero y de Ahorros S.A.
  Counterparty Credit Rating
                             B/Negative/B        B-/Negative/C


Ratings Affirmed And Subsequently Withdrawn
                              To                From

Virgin Money PLC
  Counterparty Credit Rating  NR                BBB+/Negative/A-2

NB -- This list does not include all ratings affected.
NR -- Not rated.


                            *********

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, and Peter A. Chapman,
Editors.

Copyright 2014.  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 * * *