---

        T R O U B L E D   C O M P A N Y   R E P O R T E R

                     A S I A   P A C I F I C

            Monday, September 22, 2008, Vol. 11, No. 188

                            Headlines

A U S T R A L I A

AGROW CONTRACTORS: To Declare Dividend on October 1
BIRT CONSTRUCTIONS: Members Appoints Elliott as Liquidator
BURK DESIGN: Members Opt to Liquidate Business
FORTESCUE METALS: Posts AU$2.52 Bil. Net Loss for FY2008
GACS HOLDINGS: Members Opt to Liquidate Business

HOBSONS BAY: Final Meeting Slated on September 30
I. JEFFREE: Members and Creditors to Meet on September 30
ST GEORGE: Cuts Fixed Interest Rates by Up to 0.25% p.a.
TAMWAH PTY: Joint Meeting Slated on September 30
TRIPLE S: Members Opt to Liquidate Business

ORETEK LIMITED: Members' Final Meeting Set for October 2
PARAWOOD HOLDINGS: Members' Final Meeting Set for October 1
SWIFT & COMPANY: Moody's Rates Proposed US$500MM Term Loan 'Ba3'
TRONOX INC: S&P Lowers Corporate Credit Rating to CCC- from CCC+
TRONOX INC: FMR LLC Discloses Minimal Equity Stake


C H I N A

BANK OF CHINA: To Buy 20% of Rothschild Group's Unit for CNY2.3BB
BANK OF COMMUNICATION: Holds US$70.02 Mil. Bonds Issued by Lehman
BANK OF COMMUNICATIONS: To Control Real Estate Loans in 2H 2008
BERYL FINANCE: Fitch Junks Ratings on Four Credit-Linked Notes
PORTOLA: Gets Initial OK to Use GECC's US$75 Mil. Facility


H O N G K O N G

CARLZEN INVESTMENT: Paul and Wendy Cease to Act as Liquidators
FUJITSU GENERAL: Members' Final Meeting Slated for October 20
GODI ENTERPRISES: Placed Under Voluntary Liquidation
INFORMA ASIA: Creditors' Proofs of Debt Due on October 17
JEN SHIN: Members' Meeting Slated for October 20

NGO KEE: Loo Wun Loong John Quits as Liquidator
PAC-FUNG: Fan Shi Hoo Steps Down as Liquidator
SIEBEL SYSTEMS: Members' Final Meeting Set for October 22
SURANT LIMITED: Creditors' Proofs of Debt Due on October 20
WELLING STEEL: Placed Under Voluntary Liquidation


I N D I A

DELTA SUGARS: CRISIL Rates Rs. 561.80 Mil. Loans at 'BB'
GENERAL MOTORS: Urges Congress to Fund US$25BB Loan Program
GENERAL MOTORS: May Issue Securities to Raise Funds
SHAH GRANITES: CRISIL Rates Rs.80 Million Cash Credit at 'B+'
TATA MOTORS: Karnataka Offers Land for Nano Project


I N D O N E S I A

BANK MANDIRI: To Disburse Funds for Toll-Way Project
BANK MANDIRI: To Finalize Purchase of Tunas' 51% Stake in October
MOBILE-8: S&P Retains B- Corporate Credit Rating on Neg. Watch
PERUSAHAAN LISTRIK: To Build US$500 Mil. Gas Receiving Terminal
PERUSAHAAN: Canceled Lamp Orders Hurts Lighting Industry


J A P A N

ALITALIA SPA: Lone Bidder Walks Away on Unresolved Rescue Plan
DELPHI CORP: Chapter 11 Examiner Will Cause Delay, Committee Says
DELPHI CORP: Equity Panel Taps Farrell Fritz as Conflicts Counsel
DELPHI CORP: Joseph Firm to Step Down as Equity Panel Counsel
FORD MOTOR: Urges Congress to Fund US$25BB Loan Program

LEHMAN BROTHERS: Gets Interim OK to Borrow US$200MM from Barclays
LEHMAN BROTHERS: Court Agrees to Rush-Sale
LEHMAN BROTHERS: US$138BB in Advances by JPMorgan Is Secured
LEHMAN BROTHERS: To Sell Investment Mgmt Unit to Bain, Hellman
LEHMAN BROTHERS: SIPC Does Not Expect Liquidation

LEHMAN BROTHERS: Linklaters to Advice PwC in U.K. Administration
LEHMAN BROTHERS: Japan Banks, Insurers Have US$2.3BB Exposure
LEHMAN BROTHERS: U.S. Trustee Appoints Panel, RR Donnelly Quits
LEHMAN BROTHERS: Asian Unit Quits as Citic Privatization Advisor
LEHMAN BROTHERS: 3 Directors Dispose of Company Shares

LEHMAN BROTHERS: S&P Cuts Ratings on 11 Securities Transactions
LEHMAN BROTHERS: S&P Cuts Five Ratings and Puts Under Dev. Watch
PEGASUS FUNDING: S&P Cuts Rating on Class B JPY28.1BB Loan to BB
* JAPAN: Bank of Japan Injects JPY2 Trillion Into Money Market
* JAPAN: Chipmaking Gear Orders Fall for 16th Month in July

* JAPAN: S&P Conducts Surveillance Report on RMBS Transactions
* JAPAN: S&P Eyes Exposure of 5 CMBS Transactions to Lehman
* JAPAN: S&P Probes Lehman Bankruptcy Impact on RMBS Transactions


K O R E A

AXESSTEL INC: Paul J. Solit Discloses 6.9% Equity Stake
UTSTARCOM INC: SVP Mark Green Selling Up to 352,316 Shares


M A L A Y S I A

BSA INTERNATIONAL: Unit Receives Wind-Up Petition from HSBC


N E W  Z E A L A N D

AIR NEW ZEALAND: Introduces Aircraft Interior Design Business
AUSTRAL PACIFIC: Cheal A7 Unit Commences Production
BRENT JOHNSON: Commences Liquidation Proceedings
EUSTRUCT LTD: Wind-Up Petition Hearing Set for October 6
FP TREASURY: Proofs of Debt Due on September 30

FP WEST: Proofs of Debt Due on September 30
HANOVER FINANCE: Shareholders to Inject NZ$96 Million
HANS FORKLIFT: Commences Liquidation Proceedings
INDIGO SOLUTIONS: Commences Liquidation Proceedings
INVESTOR GROUP: Proofs of Debt Due on September 30

LASERSTREAM CUTTING: Wind-Up Petition Hearing Set for October 9
NORTHERN BAKERIES: Proofs of Debt Due on September 30
OPTIMUM CINEMA: Commences Liquidation Proceedings
* NEW ZEALAND: Imports Drive Up Current Account Deficit


P H I L I P P I N E S

* PHILIPPINES: ADB Lowers Economic Growth Forecast
* PHILIPPINE: Banks Have US$386-Mil. Exposure to Lehman Brothers


S I N G A P O R E

SEA CONTAINERS: Files Amended Plan and Disclosure Statement
SEA CONTAINERS: SCL Panel, et al., Balk at Disclosure Statement


T A I W A N

NEW TAIWAN: Fitch Chips Papers' Ratings After Cut on Beryl's Rtngs


X X X X X X X X

* Moody's Sees More Growth and Risk in Insurance Business
* Fitch Weighs Latent Rating Impact of Lehman's Bankruptcy on CDOs


                         - - - - -


=================
A U S T R A L I A
=================

AGROW CONTRACTORS: To Declare Dividend on October 1
---------------------------------------------------
Agrow Contractors Pty Ltd will declare dividend on Oct. 1, 2008.

Creditors who were unable to prove their debts on Sept. 9, 2008,
are excluded from the dividend distribution.

The company's liquidator is:

          Stephen J. Duncan
          KordaMentha
          Level 4, 70 Pirie Street
          Adelaide SA 5000


BIRT CONSTRUCTIONS: Members Appoints Elliott as Liquidator
----------------------------------------------------------
Birt Constructions Pty limited's members agreed on Aug. 5, 2008,
to voluntarily liquidate the company's business.  Robert Elliott
was appointed to facilitate the sale of its assets.

The liquidator can be reached at:

          Robert Elliott
          Hall Chadwick
          Level 29, 31 Market Street
          Sydney NSW 2000


BURK DESIGN: Members Opt to Liquidate Business
----------------------------------------------
Burk Design & Co Pty Ltd's members agreed on Aug. 6, 2008, to
voluntarily liquidate the company's business.  Grahame Hill was
appointed to facilitate the sale of its assets.

The liquidator can be reached at:

          Grahame Hill
          Hills Insolvency Services Pty Ltd
          PO Box 915
          Rockdale NSW 2216
          Telephone: (02) 9599 7945
          Facsimile: (02) 9599 7946


FORTESCUE METALS: Posts AU$2.52 Bil. Net Loss for FY2008
--------------------------------------------------------
Fortescue Metals Group Ltd reported a net loss of AU$2.52 billion
on revenue of AU$201.06 million for the fiscal year ended June 30,
2008, as compared with a net loss of AU$192.26 million on zero
revenue in the prior year ended June 30, 2007.

As of June 30, 2008, the company's consolidate balance sheet
showed AU$5.18 billion in total assets and AU$6.82 billion in
total liabilities, resulting in an AU$1.64 billion total
stockholders' deficit.

The company's balance sheet as of June 30, 2008, also showed
strained liquidity with AU$404.41 million in total current assets
available to pay AU$560.51 million in total current liabilities.

                     About Fortescue Metals

Headquartered in West Perth, Western Australia, Fortescue Metals
Group Limited (ASX:FM) -- http://fmgl.com.au/-- is involved in
the exploration of iron ore through a project to mine iron ore
in the Chichester Ranges, in the Pilbara region of Western
Australia and exporting it from Port Hedland.

                          *     *     *

Fortescue reported consecutive net losses for the past three
fiscal years.  Net loss for the year ended June 30, 2007, was
AU$192.26 million, while net losses for FY2006 and FY2005 were
AU$2.15 million and AU$4.52 million respectively.


GACS HOLDINGS: Members Opt to Liquidate Business
------------------------------------------------
GACS Holdings Pty Ltd's members agreed on July 29, 2008, to
voluntarily liquidate the company's business.  Ronald John Dean-
Willcocks was appointed to facilitate the sale of its assets.

The liquidator can be reached at:

          Ronald John Dean-Willcocks
          Dean-Willcocks Insolvency Solutions
          GPO Box 7021
          Sydney NSW 2001
          Telephone: (02) 9234 0400


HOBSONS BAY: Final Meeting Slated on September 30
-------------------------------------------------
Hobsons Bay Builders and Civil Engineering Pty Ltd will hold a
final meeting for its members and creditors at 10:30 a.m. on Sept.
30, 2008.  During the meeting, the company's liquidator, Bruno A.
Secatore, will provide the attendees with property disposal and
winding-up reports.

The liquidator can be reached at:

         Bruno A. Secatore
         Cor Cordis Chartered Accountants
         406 Collins Street
         Melbourne VIC 3000


I. JEFFREE: Members and Creditors to Meet on September 30
---------------------------------------------------------
I. Jeffree Pty Limited will hold a final meeting for its members
and creditors at  3:00 p.m. on Sept. 29, 2008.  During the
meeting, the company's liquidator, Bruce Gleeson, will provide the
attendees with property disposal and winding-up reports.

The liquidator can be reached at:

          Jones Partners
          Insolvency & Business Recovery
          Level 13, 189 Kent Street
          Sydney NSW 2000
          Telephone (02) 9251 5222


ST GEORGE: Cuts Fixed Interest Rates by Up to 0.25% p.a.
--------------------------------------------------------
St George Bank Ltd said it is cutting its 1-year introductory
fixed rate and 1–5 year fixed interest rates by up to 0.25% p.a.
effective Monday, Sept. 22, 2008.

St George said these changes include a market leading 2-year fixed
rate of 8.19% p.a. for eligible Advantage Package customers.  The
changes give customers the opportunity to lock into some of the
most competitive rates currently in the market.

   Term          Current rate     New rate     Movement
                         p.a.            p.a.         p.a.
   ----               ------------     --------     --------
   1 Year
   Introductory Fixed   8.69%       8.54%        -0.15%

   1 Year Fixed         8.79%       8.54%        -0.25%

   2 Year Fixed       8.59%       8.49%    -0.10%

   3 Year Fixed         8.79%       8.59%        -0.20%

   4 Year Fixed         8.79%       8.59%        -0.20%

   5 Year Fixed         8.79%       8.59%    -0.20%

New Advantage Package customers are eligible for further discounts
off these rates with loans of AU$150,000 or more eligible for a
0.15% discount off the 1,3,4 and 5-year Fixed Rates.

The discount off the 2-year fixed rate of 8.49% p.a. is 0.30% p.a.
bringing the 2-year rate to 8.19% p.a., currently the lowest 2-
year fixed rate available in the market among the leading banks.

Steve Blinkhorn, St George Head of Home Loans, commented, "We are
pleased to announce the reduction in fixed interest rates.
Customers can now lock in their repayments at a rate significantly
lower than the current standard variable rate of 9.67% p.a. Over
time this can result in a significant saving in home loan
repayments and interest costs."

"This presents a great opportunity for home buyers to save money
and get their dream home, just as the Spring property season hits
full swing," Mr. Blinkhorn said.

                       About St George Bank

Headquartered in Kogarah, New South Wales, Australia --
http://www.stgeorge.com.au--  St. George Bank Limited is a
banking company.  The company operates in four business
segments: Retail Bank (RB), Institutional and Business Banking
(IBB), BankSA (BSA) and Wealth Management (WM).  RB is
responsible for residential and consumer lending, provision of
personal financial services including transaction services, call
and term deposits, small business banking and financial
planners.  This division manages retail branches, call centers,
agency networks and electronic channels, such as electronic
funds transfer at point of sale (EFTPOS) terminals, automated
teller machines (ATMs) and Internet banking.

On September 28, 2007, it disposed of its 100% interest in
Scottish Pacific Business Finance Holdings Pty. Limited.

                          *     *     *

As reported in the Troubled Company Reporter-Asia Pacific
on May 13, 2008, Moody's Investors Service reviewed, with
direction uncertain, the ratings of St George Bank.  It is rated
Aa2 for deposits and senior debt, Prime-1 for short-term
obligations and carries a bank financial strength rating (BFSR)
of B.

In addition, Fitch Ratings placed St George Bank Limited's
'B' Individual Rating and 'BB+' Support Rating Floor on Rating
Watch Positive.


TAMWAH PTY: Joint Meeting Slated on September 30
------------------------------------------------
Tamwah Pty Ltd fka Kayu Furniture & Homewares will hold a joint
meeting for its members and creditors at 10:00 a.m. on Sept. 30,
2008.  During the meeting, the company's liquidator, P. R. Vince,
will provide the attendees with property disposal and winding-up
reports.

The liquidator can be reached at:

          Vince and Associates
          51 Robinson Street
          Dandenong Victoria


TRIPLE S: Members Opt to Liquidate Business
-------------------------------------------
Triple S (Star Security Services) Pty Limited's members agreed on
July 30, 2008, to voluntarily liquidate the company's business.
Mitchell Ball was appointed to facilitate the sale of its assets.

The liquidator can be reached at:

          Mitchell Ball
          Paladin Partners
          Level 3, 120 Sussex Street
          Sydney NSW 2000
          Telephone: (02) 9290 5300
          Facsimile: (02) 9290 5399


ORETEK LIMITED: Members' Final Meeting Set for October 2
--------------------------------------------------------
A. H. Douglas-Brown, Oretek Limited's appointed estate liquidator,
will meet with the company's members on Oct. 2, 2008, at 10:00
a.m. to provide them with property disposal and winding-up
reports.

The liquidator can be reached at:

          A. H. Douglas-Brown
          Grant Thornton
          Level 1, 10 Kings Park Road
          West Perth WA 6005
          Telephone: (08) 9480 2000


PARAWOOD HOLDINGS: Members' Final Meeting Set for October 1
-----------------------------------------------------------
Ian Cattanach, Parawood Holdings Pty Limited's appointed estate
liquidator, will meet with the company's members on Oct. 1, 2008,
at 10:00 a.m. to provide them with property disposal and winding-
up reports.  The meeting will be held at 9 Rookwood Street, in
Balwyn, North Victoria.


SWIFT & COMPANY: Moody's Rates Proposed US$500MM Term Loan 'Ba3'
--------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating, subject to review
of final documentation, to the proposed new US$500 million 6 year
senior secured guaranteed term loan of Swift & Company, to be
renamed JBS USA, Inc.  The rating was simultaneously placed under
review for possible downgrade, given that the ratings of ultimate
parent and guarantor JBS S.A. are under for review for possible
downgrade.  Should JBS's B1 corporate family rating be downgraded
to B2 at the conclusion of its review, then the rating of Swift's
term loan would likely be downgraded to B1.

Rating assigned, and placed under review for possible downgrade:

-- New US$500 million senior secured 6 year term loan, guaranteed
    by JBS S.A., at Ba3.

The proceeds of this term loan, along with about US$685 million
equity from JBS and a new unrated US$750 million 5 year senior
secured asset-based revolving credit facility, will finance over
US$1.7 billion for the pending acquisition of National Beef
Packing
Company LLC, the beef processing operations of Smithfield Foods,
Inc. and Smithfield's cattle feeding operations Five Rivers, in
addition to expenses and working capital.

This is the first time that Moody's has rated debt of Swift under
JBS ownership.  Moody's had rated Swift before its acquisition by
JBS; those ratings were withdrawn on July 16, 2007, after Swift
was purchased by JBS and Swift's debt repaid.  On September 2,
2008, Moody's announced that the ratings of JBS itself would
continue under review for possible downgrade until regulators and
antitrust authorities in the U.S. rule on the pending acquisitions
of National Beef and Smithfield Beef.  However, if acquisitions of
National Beef and Smithfield Beef are approved in their current
form, the most probable outcome is a downgrade of JBS's ratings to
B2.

Swift's rating reflects the company's highly volatile historical
operating earnings and cash flow and its moderately high leverage
at June 29, 2008.  The rating also incorporates Swift's scale; its
current position as the third largest beef and pork processor in
the US and the largest beef processor in Australia; and its much
improved domestic beef profitability.  Should the acquisition of
National Beef and Smithfield Beef be completed as contemplated,
Swift will become the largest beef processor in the United States.

Swift is ultimately wholly owned by JBS.  JBS has total control of
Swift, including the ability to formulate strategy and to
determine financial policy; JBS will guarantee Swift's new bank
facilities; and JBS has made intercompany loans to the
intermediate holding company that owns Swift.  The intercompany
debt does not have recourse to Swift or its subsidiaries.  For
these reasons, the corporate family rating of JBS is the basis of
the rating for Swift's term loan.

However, the rating of the senior secured term loan is one notch
above the corporate family rating because it will have a second
lien on the assets securing the unrated asset based revolving
credit facility and a first lien on the other assets of Swift and
its subsidiary guarantors, excluding the assets in Five Rivers and
excluding certain Australian assets.

Moody's ongoing review for possible downgrade of JBS S.A. will
focus on its ability to generate positive cash flow from
operations and free cash flow for debt amortization over the
medium term.

Swift & Company, to be renamed JBS USA, Inc., is one of the
world's leading beef and pork processing companies.  Its largest
business segments are domestic beef processing (62.9% of gross
sales for the twenty-six weeks ended June 29, 2008), domestic pork
processing (20.1%) and beef operations in Australia (17%).  Sales
from July 10, 2007, when Swift was purchased by JBS S.A., to
June 29, 2008 were approximately US$10.6 billion.


TRONOX INC: S&P Lowers Corporate Credit Rating to CCC- from CCC+
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on chemical
company Tronox Inc., including its corporate credit rating to
'CCC-' from 'CCC+'.

The ratings on Tronox remain on CreditWatch with negative
implications, where S&P placed them on July 31, 2008, following
uncertainty regarding the company's ability to comply with
financial covenants, and the appointment of an investment bank to
advise on strategic alternatives.  In addition, the CreditWatch
now reflects uncertainty related to Tronox's attempts to extend
the September 2008 maturity of a receivable securitization
program, which is an important source of liquidity.

As of June 30, 2008, Tronox had approximately US$800 million in
debt.

"The downgrade reflects heightened concern on Tronox's liquidity,
specifically related to near-term covenant compliance and its
ability to meet an upcoming interest payment in December without
covenant relief," said Standard & Poor's credit analyst Paul
Kurias.

An additional, but potential longer-range concern, relates to
Tronox's recent announcement that it received notice of a lawsuit
for the recovery of US$280 million incurred by the EPA in the
cleanup of a New Jersey wood treatment site.

Tronox's liquidity remains constrained by its covenant situation,
and by its need to refinance a US$75 million asset securitization
program, which matures on Sept. 24, 2008.  Although Tronox has
alternate sources of liquidity such as its US$250 million
revolving credit facility, which had about US$69 million in
utilization at June 30, 2008, the securitization program forms an
important component of liquidity.  The company's ability to meet
its third- quarter 2008 covenant requirement is contingent on an
improvement in EBITDA from about US$6 million in the second-
quarter.  The company has announced several price increases in
recent weeks, but Tronox's operating environment remains
challenging, and could forestall the meaningful improvement in
earnings required to comply with covenants.  In the absence of
sufficient covenant relief or successful steps to preserve access
to liquidity, the company could be challenged to make an upcoming
interest payment of approximately US$16 million on Dec. 1, 2008.

The amount Tronox provides for in its reserves is far lower than
the US$280 million claimed by the EPA in its lawsuit.  Although
the outcome of the lawsuit is unlikely to result in a cash outflow
in the near term, the lawsuit raises the possibility of additional
financial pressure on Tronox's already weakened financial profile
at a time when the improvement of operating performance remains
uncertain and a breach of financial covenants is increasingly
likely.

Oklahoma-based Tronox, with about US$1.4 billion in annual sales,
is the third-largest global producer of TiO2, behind industry
leader E.I. DuPont de Nemours & Co. and Millennium Inorganic
Chemicals.

S&P will resolve the CreditWatch within the next few weeks after
the company clarifies the outcome of its strategic review, and
after it can reassess prospects for improving operating
performance and liquidity, which includes covenant compliance and
an extension of the maturity on the securitization program.  S&P
will also review the company's ability to meet its near-term
interest payment in the absence of covenant relief.

The CreditWatch listing indicates that another downgrade is likely
if operating performance and liquidity management do not improve
meaningfully, or if the outcome of the company's review of
strategic alternatives results in actions with potentially
negative implications for credit quality.


TRONOX INC: FMR LLC Discloses Minimal Equity Stake
--------------------------------------------------
FMR LLC disclosed in a regulatory filing with the Securities and
Exchange Commission that it has ceased to be the beneficial owner
of more than five percent of the class of securities of Tronox
Incorporated.  FMR may be deemed to beneficially own 206,300
shares of Tronox's Class A Common Stock, which represents about
1.1% of the outstanding shares.

Headquartered in Oklahoma City, Tronox Incorporated (NYSE:TRX) --
http://www.tronox.com/-- is a producer and marketer of titanium
dioxide pigment.  Titanium dioxide pigment is an inorganic white
pigment used in paint, coatings, plastics, paper and many other
everyday products.  The company's five pigment plants, which are
located in the United States, Australia, Germany and the
Netherlands, supply performance products to approximately 1,100
customers in 100 countries.  In addition, Tronox produces
electrolytic products, including sodium chlorate, electrolytic
manganese dioxide, boron trichloride, elemental boron and lithium
manganese oxide.

The Troubled Company Reporter reported on Aug. 6, 2008, that
Tronox Incorporated reported a preliminary loss from continuing
operations of US$29.9 million for the second quarter ended June
30, 2008, compared with a loss from continuing operations for the
2007 second quarter of US$20.0 million.  Including discontinued
operations, net loss for the quarter was US$34.4 million, versus a
net loss of US$21.2 million in the 2007 second quarter.

On Aug. 27, the TCR reported that the company has US$1.7 billion
in total assets, including US$703.5 million in current assets, as
at June 30.  The company has US$937.8 million in current debts and
US$336.9 million in total non-current debts.



=========
C H I N A
=========


BANK OF CHINA: To Buy 20% of Rothschild Group's Unit for CNY2.3BB
-----------------------------------------------------------------
Bank of China plans to acquire a 20% stake in Compagnie Financiere
Edmond de Rothschild, the French fund- management unit of
privately-held bank LCF Rothschild Group, various reports say.

Reuters relates that Bank of China is paying CNY2.3 billion
(US$336.5 million) for a 20% stake in the firm, which is a private
banking and asset management business of the Rothschild family.
Under the terms of the deal, the Financial Times says, Benjamin de
Rothschild will retain 75% of the family business and the
remaining 5% stake will be held by management and employees.

According to Bloomberg News, Bank of China is buying a 10% stake
from Caisse de Depot et Placement du Quebec, a Canadian pension
fund, and the rest will consist in new shares.

Zhu Min, Bank of China vice-president for international finance,
the Times relates, said the Rothschild name, with a 250-year
banking history, and its cautious banking approach had appealed to
Bank of China.  But he nevertheless insisted on seeing
Rothschild's first-half audited accounts before signing the deal,
the same report points out.

Bloomberg News says Bank of China will begin an asset-management
and private-banking venture to sell Rothschild's financial
products through the 10,800 branches of the Chinese lender.

Reuters notes that the deal, which requires regulatory approval,
will help LCF Edmond de Rothschild expand overseas and the two
sides said they would focus on private banking and asset
management businesses in China, France and other strategically
important regions.

Bank of China was advised by Bank of China International, Morgan
Stanley and Allen & Overy, while Rothschild was advised by Goldman
Sachs, Societe Generale and Freshfields.

                       About Bank of China

Headquartered in Beijing, China, the Bank of China
-- http://www.boc.cn -- provides corporate banking,
retail banking and investment banking.  Other activities include
provision of corporate deposits, corporate loans, foreign
exchange business, savings deposits, consumer credit and
bankcards.  It has 12,967 domestic branches and 559 overseas
branches.  The bank received a US$22.5 billion capital injection
from the Government in 2003 to restructure state-owned banks.
The state-owned lender has been offloading bad loans and
increasing capital since 2003 in preparation for an overseas
share sale, part of government plans to prepare the industry for
increased foreign competition, starting at the end of this year.

                         *     *     *

The bank continues to carry Moody's Investors Service Ratings'
'D' Bank Financial Strength Rating and Fitch Ratings' 'D'
Individual Rating.


BANK OF COMMUNICATION: Holds US$70.02 Mil. Bonds Issued by Lehman
-----------------------------------------------------------------
Bank of Communications Co. Limited, in a statement to the Hong
Kong Stock Exchange, said that it holds US$70.02 million bonds
issued by Lehman Brothers Holdings Inc. and its subsidiaries.

The bank said the above bonds account for 0.02% of the total
assets and 0.35% of the net assets of the Bank as at June 30,
2008, respectively.

As reported by the Troubled Company Reporter on September 16,
2008, Lehman Brothers Holdings Inc. filed a petition under Chapter
11 of the U.S. Bankruptcy Code with the United States Bankruptcy
Court for the Southern District of New York early morning on
September 15.  The report said that none of the broker-dealer
subsidiaries or other subsidiaries of the were included in the
Chapter 11 filing and all of the broker-dealers will continue to
operate.

According to Reuters, a China Banking Regulatory Commission
official said that, judging from commercial banks' disclosures so
far, while some may see a certain degree of investment losses,
they were sufficiently prepared to deal with their exposure.
Given China's stable and brisk pace of economic growth, the
turmoil in the U.S. financial markets would not have a significant
effect on Chinese banks' fundamentals, the official added.

Bank Company Secretary Zhang Jixiang meanwhile said the Bank will
closely monitor the development of this event, promptly assess any
risk in relation thereto, make corresponding impairment allowance
in a prudent manner, and safeguard its assets to the greatest
extent in accordance with the relevant laws and regulations.  It
is expected that this event will not have any significant impact
on the financial position of the Bank.

                  About Bank of Communications

Bank of Communications Co Ltd -- http://www.bankcomm.com/-- is
a commercial bank in the People's Republic of China.  As of
December 31, 2005, the bank had 137 branches and sub-branches,
in addition, to over 2,600 business outlets in China. It also
has its branches in Hong Kong, New York, Tokyo, Singapore and
Seoul.  The bank's business is divided into four segments:
corporate banking, retail banking, treasury and others.  Its
corporate banking business provides products and services to the
corporate customers, such as loans, deposits, bill discounting,
trade finance, fund custody and guarantees.  The retail banking
business provides retail banking products and services to its
retail customers, such as deposits, mortgage loans, debit cards,
credit cards, wealth management and foreign exchange trading
services.  The treasury operations include inter-bank money
market transactions, foreign exchange trading and government,
and finance bond trading and investment.

                          *     *     *

The bank carries Fitch Rating's 'D' individual rating effective
November 21, 2005.

On May 4, 2007, as part of the application of its refined joint
default analysis and updated bank financial strength rating
methodologies, Moody's Investors Service affirmed Bank of
Communications' D Bank Financial Strength Rating.


BANK OF COMMUNICATIONS: To Control Real Estate Loans in 2H 2008
---------------------------------------------------------------
Bank of Communications Co. Ltd. will continue the control over the
loans for real estate development in the second half of 2008,
SinoCast News reports, citing Bank VP Dicky Peter Yip.

The report relates that in the first half, real estate development
loans accounted for 6.38% of the bank's total, down slightly from
a year earlier.

According to the report, Mr. Yip said that the bank will further
enhance its home mortgage services to consumers, who buy homes for
living purpose, adding that such mortgages are still high-quality
loans in the bank.  Mr. Yip also believes that the present
fluctuation in home prices in China would not lift the risks in
the repayments of home mortgages, the report notes.

Besides, the bank will make an effort to increase the number of
its credit cards in use, according to Mr. Yip, the report says.

                  About Bank of Communications

Bank of Communications Co Ltd -- http://www.bankcomm.com/-- is
a commercial bank in the People's Republic of China.  As of
December 31, 2005, the bank had 137 branches and sub-branches,
in addition, to over 2,600 business outlets in China. It also
has its branches in Hong Kong, New York, Tokyo, Singapore and
Seoul.  The bank's business is divided into four segments:
corporate banking, retail banking, treasury and others.  Its
corporate banking business provides products and services to the
corporate customers, such as loans, deposits, bill discounting,
trade finance, fund custody and guarantees.  The retail banking
business provides retail banking products and services to its
retail customers, such as deposits, mortgage loans, debit cards,
credit cards, wealth management and foreign exchange trading
services.  The treasury operations include inter-bank money
market transactions, foreign exchange trading and government,
and finance bond trading and investment.

                          *     *     *

The bank carries Fitch Rating's 'D' individual rating effective
November 21, 2005.

On May 4, 2007, as part of the application of its refined joint
default analysis and updated bank financial strength rating
methodologies, Moody's Investors Service affirmed Bank of
Communications' D Bank Financial Strength Rating.


BERYL FINANCE: Fitch Junks Ratings on Four Credit-Linked Notes
--------------------------------------------------------------
Fitch Ratings has downgraded four Beryl Finance Limited's credit-
linked notes, as:

  -- US$44.7m Beryl Finance Limited Series 2005-10 credit-linked
     notes due 2012 (ISIN: XS0234716040): downgraded to 'CCC' from
     'A+', removed from Rating Watch Negative;

  -- US$59.4m Beryl Finance Limited Series 2005-11 credit-linked
     notes due 2012 (ISIN: XS0235649711): downgraded to 'CCC' from
     'A+', removed from RWN;

  -- US$38.8m Beryl Finance Limited Series 2005-12 credit-linked
     notes due 2012 (ISIN: XS0236129176): downgraded to 'CCC' from
     'A+', removed from RWN; and

  -- US$44.8m Beryl Finance Limited Series 2005-15 credit-linked
     notes due 2012 (ISIN: XS0238713605): downgraded to 'CCC' from
     'A+', removed from RWN.

These four transactions are static synthetic corporate CDOs and at
closing, the proceeds of the notes were used to purchase charged
assets comprising of MTNs issued by Lehman Brothers Treasury Co.
B.V. and guaranteed by Lehman Brothers Holdings Inc.   On 15
September 2008, Fitch downgraded the Long- and Short-term Issuer
Default Ratings of LBHI to 'D' and its senior unsecured debt
rating to 'CCC'.

The rating actions on the CDO notes reflect the senior unsecured
debt rating of LBHI, guarantor of the charged assets.

Under the terms of each CDO transaction, the default of the
charged asset will trigger an early redemption event.  Upon such
an event, the note trustee will appoint an appropriate agent to
liquidate the charged asset.  As such, the recovery amount of the
notes will be dependent on the liquidation proceeds of the charged
assets.


PORTOLA: Gets Initial OK to Use GECC's US$75 Mil. Facility
----------------------------------------------------------
The Hon. Christopher S. Sontchi of the United States Bankruptcy
Court for the District of Delaware authorized Portola Packaging
Inc. and its debtor-affiliates to obtain, on an interim basis,
up to US$75,000,000 in debtor-in-possession financing from (i) GE
Capital Markets Group Inc., as syndication agent, and General
Electric Capital Corporation, as administrative and collateral
agent, and (ii) Wayzata Investment Partners LLC, as administrative
and collateral agent.  He also authorized the Debtors to use cash
collateral securing repayment of secured loan to the lenders.

A hearing is set for Sept. 22, 2008, at 4:00 p.m., to consider
final approval of the Debtors' motion.

The Debtors told the Court that the lenders agreed to provide up
to US$79,000,000 in financing, on a final basis.  The committed
US$79,000,000 consists of (i) a US$50,000,000 million in
postpetition financing under the fifth amended and restated senior
postpetition credit agreement dated Aug. 27, 2008, between the
Debtors and GECC, and (ii) a US$79,000,000 less the GECC payoff
amount under the second amended and restated postpetition credit
agreement dated Aug. 27, 2008, among the Debtors and Wayzata.

As of their bankruptcy filing, the Debtors owe at least
US$48,306,767 plus accrued and unpaid interest of US$239,126 to
GECC and US$22,500,000 plus accrued and unpaid interest of
US$329,000 to Wayzata.

Sean T. Greecher, Esq., at Young Conaway Stargatt & Taylor LLP,
said that the Debtors have an immediate need to obtain the DIP
financing and use cash collateral to permit the Debtors to, among
other things:

-- continue to operate their businesses;

-- maintain business relationships with vendors, suppliers and
    customers;

-- pay employee wages in the ordinary course;

-- make necessary capital expenditures;

-- satisfy other working capital and operational needs; and

-- make intercompany transfers to non-debtor affiliates for
    similar purposes.

Under the first lien DIP financing agreement, the DIP loan will
incur a variable rate of 2.5% per annum plus a floating rate equal
to the higher of (i) the rate publicly quoted from time to time by
The Wall Street Journal as the "base rate on corporate loans
posted by at least 75% of the nation's 30 largest banks" and (ii)
the Federal Funds Rate plus 50 basis points per annum.  Under the
second lien DIP financing agreement, the DIP loan will accrue
interest at 12.0%.  Furthermore, the DIP liens will incur default
rate of interest at 2.0% in excess of the rates otherwise payable,
after the occurrence and during the continuance of an event of
default.

Furthermore, the DIP liens are subject to US$1,250,000 carve-out
for payment of fees, expenses and costs of professionals retained
by the Debtors or the committee.

To secure their DIP obligations, the lenders will be granted
allowed superpriority administrative expense claims over any and
all other administrative claims against the Debtor pursuant to
Section 364(c)(1) of the Bankruptcy Code.

The DIP credit agreements contain customary and appropriate events
of default including, among other things, failure to make required
payments, default under other debt agreements, and breach of
covenants and warranties.

A full-text copy of the Second Amended and Restated Senior
Postpetition Credit Agreement dated Aug. 27, 2008, is available
for free at http://ResearchArchives.com/t/s?3227

A full-text copy of the Fifth Amended and Restated Senior
Postpetition Credit Agreement dated Aug. 27, 2008, is available
for free at http://ResearchArchives.com/t/s?3228

A full-text copy of the the 13 Week Cash Flow Budget is available
for free at http://ResearchArchives.com/t/s?3229

                     About Portola Packaging

Portola Packaging Inc. -- http://www.portpack.com/-- designs,
manufactures, and markets a full line of tamper-evident plastic
closures, bottles, and equipment for the beverage and food
industries, as well as plastic closures and containers for the
cosmetics industry.  The company and 6 of its debtor-affiliates
filed for Chapter 11 reorganization on Aug. 27, 2008 (Bankr. D.
Del. Lead Case No. 08-12001).  Edmon L. Morton, Esq., Robert S.
Brady, Esq., and Sean T. Greecher, Esq., at Young, Conaway,
Stargatt & Taylor, represent the Debtors as counsel.  When the
Debtors filed for protection from their creditors, they listed
assets of between US$50 million and US$100 million, and debts of
between US$100 million and US$500 million.  The company has
locations in China, Mexico and Belgium.



===============
H O N G K O N G
===============

CARLZEN INVESTMENT: Paul and Wendy Cease to Act as Liquidators
--------------------------------------------------------------
On September 10, 2008, Wan Yiu Chung, Paul and Lin Lai Har, Wendy
stepped down as liquidators of Carlzen Investment & Development
Company Limited.

The company's former Liquidators can be reached at:

          Wan Yiu Chung, Paul
          Lin Lai Har, Wendy
          1301 Eton Tower, 8 Hysan Avenue
          Causeway Bay
          Hong Kong


FUJITSU GENERAL: Members' Final Meeting Slated for October 20
-------------------------------------------------------------
The members of Fujitsu General (HK) Limited will meet on
October 20, 2008, at 11:30 a.m., at the 20th Floor of Prince's
Building, in Central, Hong Kong.

At the meeting, Rainier Hok Chung Lam, the company's liquidator,
will give a report on the company's wind-up proceedings and
property disposal.


GODI ENTERPRISES: Placed Under Voluntary Liquidation
----------------------------------------------------
At an extraordinary general meeting held on September 3, 2008, the
members of Godi Enterprises Limited agreed to voluntarily wind up
the company's operations.

Creditors are required to file their proofs of debt by October 17,
2008, to be included in the company's dividend distribution.

The company's liquidator is:

          Kenneth Chen Yung Ngai
          Caroline Centre, 29th Floor
          Lee Gardens Two
          28 Yun Ping Road
          Hong Kong


INFORMA ASIA: Creditors' Proofs of Debt Due on October 17
---------------------------------------------------------
The creditors of Informa Asia Publishing Limited are required to
file their proofs of debt by October 17, 2008, to be included in
the company's dividend distribution,

The company commenced liquidation proceedings on September 10,
2008.

The company's liquidators are:

          Thomas Andrew Corkhill
          Iain Ferguson Bruce
          Gloucester Tower, 8th Floor
          The Landmark
          15 Queen's Road Central
          Hong Kong


JEN SHIN: Members' Meeting Slated for October 20
------------------------------------------------
The members of Jen Shin Technology Limited will meet on Oct. 20,
2008, at 10:00 a.m., at Room 1002 of CLI Building, in 131 Hennessy
Road, Hong Kong.

At the meeting, Hung See Mei, Elina, the company's liquidator,
will give a report on the company's wind-up proceedings and
property disposal.


NGO KEE: Loo Wun Loong John Quits as Liquidator
-----------------------------------------------
On September 9, 2008, Loo Wun Loong John stepped down as
liquidator of Ngo Kee Enterprises Limited.

The company's former Liquidator can be reached at:

          Loo Wun Loong John
          Braga Circuit, 32E, 3rd Floor
          Kadoorie Hill
          Kowloon


PAC-FUNG: Fan Shi Hoo Steps Down as Liquidator
----------------------------------------------
On September 9, 2008. Fan Shi Hoo stepped down as liquidator of
Pac-Fung Minardi Limited.

The company's former Liquidator can be reached at:

          Fan Shi Hoo
          Tower B, Unit 6, 9th Floor
          Hoi Luen Industrial Centre
          55 Hoi Yuen Road
          Kwun Tong, Kowloon


SIEBEL SYSTEMS: Members' Final Meeting Set for October 22
---------------------------------------------------------
The members of Siebel Systems Asia Limited will meet on
October 22, 2008, at 11:00 a.m., at the 20th Floor of Prince's
Building, in Central, Hong Kong.

At the meeting, Rainier Hok Chung Lam, the company's liquidator,
will give a report on the company's wind-up proceedings and
property disposal.


SURANT LIMITED: Creditors' Proofs of Debt Due on October 20
-----------------------------------------------------------
The creditors of Surant Limited are required to file their proofs
of debt by October 20, 2008, to be included in the company's
dividend distribution.

The company commenced liquidation proceedings on September 19,
2008.

The company's liquidator is:

          Fok Hei Yuen, Paul
          Tung Ning Building, Rooms 1801-3
          249-253 Des Voeux Road
          Central, Hong Kong


WELLING STEEL: Placed Under Voluntary Liquidation
-------------------------------------------------
At an extraordinary general meeting held on September 5, 2008, the
members of Welling Steel Trading Company Limited agreed to
voluntarily wind up the company's operations.

The company's liquidators are:

           Jun Igawa
           25 Harbour Centre, 16th Floor
           Wanchai, Hong Kong



=========
I N D I A
=========

DELTA SUGARS: CRISIL Rates Rs. 561.80 Mil. Loans at 'BB'
--------------------------------------------------------
CRISIL has assigned its bank loan ratings of 'BB/Stable' to the
various bank facilities of Delta Sugars Ltd (DSL).

Rs. 61.80 Million Long Term Loan      BB/Stable (Assigned)
Rs.500.00 Million Cash Credit Limits  BB/Stable (Assigned)

The ratings reflects DSL's constrained financial profile owing to
high gearing and weak debt protection measures, risks relating to
cyclicality and Government regulations in the sugar industry and
lack of integration of operations.  These weaknesses are however
partly offset by company's high production efficiency reflected in
its comfortable operating margins.

Outlook: Stable

CRISIL expects Delta Sugars to sustain its credit risk profile
over the medium term on the back of improving realisations of
sugar.  A stronger-than-expected financial performance due to
sharper recovery in sugar prices resulting in improved credit
profile could result in the outlook being revised to 'positive'.
Conversely, a prolonged depression in the industry impacting the
company's business or any unanticipated significant debt funded
capital expenditure could result in the outlook being revised to
'negative'.

                            About DSL

Delta Sugars Ltd (DSL) is part of the Laila Group of Companies.
It is an agro based sugar manufacturing unit situated at Hanuman
Junction, Vijayawada, Andhra Pradesh.  The Sugar mill was
initially set up in 1983 as a cooperative society under A.P. Co-
operative Societies Act, 1964 by the name of Sri Hanuman Co-
operative Sugars Ltd with an installed capacity of 1250 tonnes
cane per day.  Laila Group purchased the unit as part of
privatization of sugar mills by Government of Andhra Pradesh in
2001.  The cooperative was renamed as Delta Sugars Ltd. and its
capacity has been enhanced to 3500 TCD since then.


GENERAL MOTORS: Urges Congress to Fund US$25BB Loan Program
---------------------------------------------------------
Top executives at General Motors Corp., Chrysler LLC and Ford
Motor Co. met with House Speaker Nancy Pelosi and other
congressional leaders on Wednesday to pursue the funding of a
US$25 billion loan program intended to help the automakers
modernize their plants to meet fuel efficiency requirements in the
future, reports say.

GM Chairman and CEO Rick Wagoner, Ford CEO Alan Mulally and
Chrysler Chairman and CEO Robert Nardelli, also sent a letter
stating their request for the loan program.  In it, they warned
that sluggish U.S. economy could affect thousands of workers.

Dow Jones reports that House Speaker Pelosi told reporters on the
same day that she plans to unveil a US$25 billion loan package to
U.S. automakers next week that could possibly add new efficiency
standards.  It would likely be contained in a government funding
bill.

Congress has authorized US$25 billion in loans in last year's
energy bill, but the plan has yet to be funded.  The program
authorizes Congress to provide US$25 billion in low-cost loans in
order for automakers and their suppliers to meet new fuel-
efficiency requirements of at least 35 miles per gallon by 2020, a
40% increase.

According to a report by the Associated press, the loans would
have an interest rate of around 5 percent, providing about
US$100 million a year in savings for every US$1 billion the
companies receive in loans.  The interest rate would have been in
double- digit on the open market because of the companies' poor
bond ratings, the report said.

                      About Chrysler LLC

Headquartered in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- a unit of Cerberus Capital
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products.  The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.

                         *     *     *

As reported in the Troubled Company Reporter on Aug. 11, 2008,
Standard & Poor's Ratings Services lowered its ratings on Chrysler
LLC, including the corporate credit rating, to 'CCC+' from 'B-'.

On July 31, 2008, TCR said that Fitch Ratings downgraded the
Issuer Default Rating of Chrysler LLC to 'CCC' from 'B-'.  The
Rating Outlook is Negative.  The downgrade reflects Chrysler's
restricted access to economic retail financing for its vehicles,
which is expected to result in a further step-down in retail
volumes.  Lack of competitive financing is also expected to result
in more costly subvention payments and other forms of sales
incentives.  Fitch is also concerned with the state of the
securitization market and the ability of the automakers to access
this market on an economic basis over the near term, given the
steep drop in residual values, higher default rates, higher loss
severity being experienced and jittery capital market.

                     About Ford Motor Co.

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles in
200 markets across six continents.  With about 260,000 employees
and about 100 plants worldwide, the company's core and affiliated
automotive brands include Ford, Jaguar, Land Rover, Lincoln,
Mercury, Volvo, Aston Martin, and Mazda.  The company provides
financial services through Ford Motor Credit Company.

The company has operations in Japan in the Asia Pacific region. In
Europe, the company maintains a presence in Sweden, and the United
Kingdom.  The company also distributes its brands in various
Latin-American regions, including Argentina and Brazil.

                         *     *     *

As reported in the Troubled Company Reporter on Aug. 5, 2008,
Fitch Ratings has downgraded the issuer default rating of Ford
Motor Company and Ford Motor Credit Company LLC to 'B-' from 'B'.
The Rating Outlook remains Negative.  The downgrade reflects: the
further deterioration in Ford's U.S. sales as a result of economic
conditions, an adverse product mix and the most recent jump in gas
prices; portfolio deterioration at Ford Credit and heightened
concern regarding economic access to capital to support financing
requirements; and escalating commodity costs that will remain a
significant offset to cost reduction efforts.

                   About General Motors

Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908.  GM
employs
about 266,000 people around the world and manufactures cars and
trucks in 35 countries.  In 2007, nearly 9.37 million GM cars and
trucks were sold globally under the following brands: Buick,
Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling.  GM's OnStar
subsidiary is the industry leader in vehicle safety, security and
information services.

General Motors Latin America, Africa and Middle East, with
headquarters in Miramar, Florida, is one of GM's four regional
business units.  GM LAAM employs approximately 37,000 people in
18 countries and has manufacturing facilities in Argentina,
Brazil, Colombia, Ecuador, Egypt, Kenya, South Africa and
Venezuela.  GM LAAM markets vehicles under the Buick,
Cadillac, Chevrolet, GMC, Hummer, Isuzu, Opel, Saab and
Suzuki brands.

At June 30, 2008, the company's balance sheet showed total assets
of US$136.0 billion, total liabilities of US$191.6 billion, and
total stockholders' deficit of US$56.9 billion.  For the quarter
ended June 30, 2008, the company reported a net loss of US$15.4
billion over net sales and revenue of US$38.1 billion, compared to
a net income of US$891.0 million over net sales and revenue of
US$46.6 billion for the same period last year.


GENERAL MOTORS: May Issue Securities to Raise Funds
---------------------------------------------------
General Motors Corp. disclosed in a Securities and Exchange
Commission filing that it plans to register and issue these
classes of securities:

  1) Debt Securities;
  2) Common Stock (par value US$12/3 per share);
  3) Preferred Stock (without par value);
  4) Preference Stock (par value US$0.10 per share); and
  5) Warrants

GM said in its prospectus that an indeterminate aggregate initial
offering price and number or amount of the securities of each
identified class is being registered as may from time to time be
sold at indeterminate prices.  Separate consideration may or may
not be received for securities that are issuable upon conversion
of, or in exchange for, or upon exercise of, convertible or
exchangeable securities.

Registration fees of US$809,000 for up to US$10 billion net
aggregate principal amount of securities were paid previously by
the GM in connection with the Registration Statement on Form S-3
(File No. 333-108532) originally filed on September 5, 2003.
Pursuant to Rule 457(p) under the Securities Act of 1933, the fees
of US$629,402 with respect to US$7,780,000,000 aggregate initial
offering price of securities that were previously registered and
not sold are being carried forward, and such unsold securities are
deregistered, GM said. In accordance with Rules 456(b) and 457(r),
the company is deferring payment of all of the registration fee
except that portion previously paid and which is being carried
forward.

GM said net cash proceeds from the issuance of the securities will
be added to its general funds and will be available for general
corporate purposes, including capital expenditures, working
capital and the repayment of existing indebtedness.

A copy of GM's prospectus is available free of charge at:

               http://researcharchives.com/t/s?3236

                   About General Motors

Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908.  GM
employs
about 266,000 people around the world and manufactures cars and
trucks in 35 countries.  In 2007, nearly 9.37 million GM cars and
trucks were sold globally under the following brands: Buick,
Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling.  GM's OnStar
subsidiary is the industry leader in vehicle safety, security and
information services.

General Motors Latin America, Africa and Middle East, with
headquarters in Miramar, Florida, is one of GM's four regional
business units.  GM LAAM employs approximately 37,000 people in
18 countries and has manufacturing facilities in Argentina,
Brazil, Colombia, Ecuador, Egypt, Kenya, South Africa and
Venezuela.  GM LAAM markets vehicles under the Buick,
Cadillac, Chevrolet, GMC, Hummer, Isuzu, Opel, Saab and
Suzuki brands.

At June 30, 2008, the company's balance sheet showed total assets
of US$136.0 billion, total liabilities of US$191.6 billion, and
total stockholders' deficit of US$56.9 billion.  For the quarter
ended June 30, 2008, the company reported a net loss of US$15.4
billion over net sales and revenue of US$38.1 billion, compared to
a net income of US$891.0 million over net sales and revenue of
US$46.6 billion for the same period last year.



SHAH GRANITES: CRISIL Rates Rs.80 Million Cash Credit at 'B+'
-------------------------------------------------------------
CRISIL has assigned its bank loan ratings of 'B+/Stable/P4' to the
various bank facilities of Shah Granites Pvt Ltd (SGPL).

Rs.80 Million Cash Credit*             B+/Stable (Assigned)
Rs.40 Million Export Packing Credit/
       Foreign Bills Purchased*         P4 (Assigned)
Rs.220 Million Bank Guarantee^*        P4 (Assigned)

^ Includes sublimit of Rs. 20 Million for
   import letter of credit.
* The facility wise limits are as stated
   in the table above; however, the overall exposure
   of the bank shall be limited to Rs. 320 Million.

The ratings reflect SGPL's strained financial risk profile, highly
working capital-intensive nature of operations, and small size of
operations in a fragmented industry.  These weaknesses are
partially offset by healthy growth in SGPL's operating income and
cash accruals in recent months.

Outlook: Stable

CRISIL expects SGPL's operations to remain small and its financial
risk profile to remain weak over the medium term.  The outlook may
be revised to 'Positive' if SGPL's financial risk profile improves
considerably from current levels. Conversely, the outlook may be
revised to 'Negative' if SGPL's operating profitability declines
substantially.

                          About SGPL

SGPL, incorporated in 1978, traded in granite, marble and other
stones and also owned a quarry in Rajasthan till 2002-03 (refers
to financial year, April 1 to March 31).  The company has now
changed its business focus to taking up contract works for
corporate clients, including software parks, malls, and hospitals.
The company has set up operations in Dubai and Singapore through
subsidiaries.  For the year ended March 31, 2007, SGPL reported a
profit after tax (PAT) of Rs.13.62 million on revenues of
Rs.354.06 million, as against a PAT of Rs.4.06 million on net
sales of Rs.320.91 million in 2005-06.


TATA MOTORS: Karnataka Offers Land for Nano Project
---------------------------------------------------
Tata Motors Limited has received an offer to move production of
its small car project, the Nano, from Singur in West Bengal to
Karnataka.

The government of the southern state of Karnataka offered a 1,000-
acre for the plant.

Plan to introduce the world's smallest car next month was derailed
after Tata Motors suspended operations at Singur in response to
violent protests conducted by opposition party, Trinamool
Congress, at the site.  The party, who is representing farmers
affected by the Nano project, is demanding return of 400 acres of
land out of the 997 acres Tata Motors acquired.

On Sept. 13, the West Bengal government announced a rehabilitation
package for the affected farmers, which Tata Motors supported.
According to Bloomberg News, the West Bengal state government
assured farmers the return of about 70 acres (28
hectares) of land and increase in cash payments by 50%.

Tata Motors expected positive response from the government's
compensation initiatives.

However, Partha Chatterjee, a party spokesman, told Bloomberg News
that Trinamool Congress won't accept a compensation package
announced by the province and
threatened to resume demonstrations at the factory site.  The
opposition party temporarily ended the protest after Gopal Krishna
Gandhi, the governor of West Bengal, mediated a truce between the
protesters and the state.

                       About Tata Motors

India's largest automobile company, Tata Motors Limited --
http://www.tatamotors.com/-- is mainly engaged in the business
of automobile products consisting of all types of commercial and
passenger vehicles, including financing of the vehicles sold by
the company.  The company's operating segments consists of
Automotive and Others.  In addition to its automotive products,
it offers construction equipment, engineering solutions and
software operations.  TML is listed on the Bombay Stock
Exchange, the National Stock Exchange of India and New York
Stock Exchange.  It was ultimately 33.4% owned by the Tata Group
as of December 2007.

Tata Motors has operations in Russia and the United Kingdom.

                          *     *     *

As reported in the Troubled Company Reporter-Asia Pacific on
July 9, 2008, Standard & Poor's Ratings Services kept its 'BB'
corporate credit rating on India's Tata Motors Ltd. on
CreditWatch with negative implications, pending finalization of
the long-term financing plans for funding the company's purchase
of Jaguar and Land Rover from Ford Motor Co. (B/Watch Neg/--).
At the same time, Standard & Poor's ratings on all Tata Motors'
rated debt remain on CreditWatch with negative implications.

The rating on Tata Motors was lowered on April 4, 2008, to 'BB',
from 'BB+', after the announcement of the agreement with Ford
Motor Co. for the purchase of Jaguar and Land Rover.  Tata
Motors has paid about US$2.3 billion in cash for Jaguar and Land
Rover (comprising brands, plants, and intellectual property
rights).  Ford has contributed US$600 million to the Jaguar-Land
Rover (JLR) pension plans.

As reported in the Troubled Company Reporter-Asia Pacific on
June 4, 2008, Moody's Investors Service downgraded the
corporate family rating of Tata Motors Ltd to Ba2 from Ba1
following the completion of its acquisition of Ford's Jaguar
Land Rover.  The rating outlook is negative.



=================
I N D O N E S I A
=================

BANK MANDIRI: To Disburse Funds for Toll-Way Project
----------------------------------------------------
Jakarta Post reports that Bank Mandiri, the leading fund arranger
of the state's IDR1.5 trillion Jakarta Outer Ring Road (JORR)
Kebon Jeruk – Penjaringan construction project, is set to disburse
the funds after a peaceful settlement between stakeholders over
toll-way land rights was made.

"I hope that after at least 70-percent of the invested funds are
soluble, the project's construction can commence at full speed,",
Toll-way Management Division Head Nurdin Manurung was quoted by
The Post as saying, adding that Mandiri will make up
IDR1.2 trillion of the total funding, while Bank DKI will provide
for the rest.

According to the report, the credit agreement between Mandiri and
PT Jalan Lingkar Barat I was secured back in August 2007, yet no
funds were distributed then as an arbitration process between
stakeholders PT Bangun Tjipta Sarana with Bosowa was under way.

                      About Bank Mandiri

PT Bank Mandiri -- http://www.bankmandiri.co.id/-- is
Indonesia's largest and best capitalized bank in terms of
assets, loans and deposits, and provides comprehensive financial
services to more than six million corporate and individual
consumers, as well as small and medium-sized enterprises in
Indonesia.

                        *     *     *

The Troubled Company Reporter-Asia Pacific reported on Dec. 7,
2007, that Fitch Ratings upgraded the Individual Rating of PT
Bank Mandiri (Persero) Tbk (Mandiri) to 'C/D' from 'D', and its
National Long-term rating to 'AA+ (idn)' from 'AA (idn)'.  The
outlook on the national rating remains stable.

At the same time, Fitch affirmed the company's Long-term foreign
and local currency Issuer Default ratings at 'BB-' with a
Positive Outlook, Short-term IDR at 'B' and Support Floor at
'B+'.

On Oct. 19, 2007, Moody's Investors Service raised Bank
Mandiri's foreign currency senior/subordinated debt ratings
to Ba2/Ba2 from Ba3/Ba3 and foreign currency long- term deposit
rating to B1 from B2.


BANK MANDIRI: To Finalize Purchase of Tunas' 51% Stake in October
-----------------------------------------------------------------
PT Bank Mandiri will ask shareholders' approval for its plan to
finalize a 51% stake purchase in PT Tunas Financindo in October,
at a meeting scheduled tomorrow, September 23, Jakarta Post
reports.

According to the report, the acquisition that is worth at
IDR290 billion will expand Bank Mandiri's network by tapping the
booming demand for consumer loans in the automotive market.

As reported by the Troubled Company Reporter-Asia Pacific on
July 3, 2008, the bank aims to control between 20-30 percent
market share, measured in revenue, of the country's financing
business.

                     About Bank Mandiri

PT Bank Mandiri -- http://www.bankmandiri.co.id/-- is
Indonesia's largest and best capitalized bank in terms of
assets, loans and deposits, and provides comprehensive financial
services to more than six million corporate and individual
consumers, as well as small and medium-sized enterprises in
Indonesia.

                        *     *     *

The Troubled Company Reporter-Asia Pacific reported on Dec. 7,
2007, that Fitch Ratings upgraded the Individual Rating of PT
Bank Mandiri (Persero) Tbk (Mandiri) to 'C/D' from 'D', and its
National Long-term rating to 'AA+ (idn)' from 'AA (idn)'.  The
outlook on the national rating remains stable.

At the same time, Fitch affirmed the company's Long-term foreign
and local currency Issuer Default ratings at 'BB-' with a
Positive Outlook, Short-term IDR at 'B' and Support Floor at
'B+'.

On Oct. 19, 2007, Moody's Investors Service raised Bank
Mandiri's foreign currency senior/subordinated debt ratings
to Ba2/Ba2 from Ba3/Ba3 and foreign currency long- term deposit
rating to B1 from B2.


MOBILE-8: S&P Retains B- Corporate Credit Rating on Neg. Watch
--------------------------------------------------------------
Standard & Poor's Ratings Services said that its 'B-' corporate
credit rating on Indonesia's wireless operator PT Mobile-8
Telecom Tbk. remains on CreditWatch with negative implications.
The 'B-' rating on the US$100 million 11.25%  guaranteed senior
notes due 2013 issued by the company's wholly owned special
purpose vehicle, Mobile-8 Telecom Finance B.V., also remains on
CreditWatch with negative implications.

The rating on Mobile-8 reflects the company's high leverage
profile and pressing credit covenants, especially those for its
Indonesian rupiah (IDR) 675 billion rupiah bonds, a challenging
operating performance due to its relatively small size in a
scale-sensitive industry, and its high capital spending
requirements.  These weaknesses are offset by the Indonesian
wireless market's favorable growth prospects.

On July 29, 2008, equity warrants on the company (equivalent to
approximately US$55 million), which would have provided additional
liquidity, expired.  Furthermore, in early August,
Mobile-8's largest shareholder, PT Global Medicom Tbk, reduced
its share in the company to 51% from 66.8%, as Global Mediacom
"intends to focus more on media and content operations."
However, Mobile-8 still requires further external funding to
resume its network rollout, without which its operational
performance, covenant compliance, and financial obligations would
be further jeopardized.

The CreditWatch is to be resolved in 90 days, based on (1) the
company's results for the quarter ended June 2008; (2) the
outcome of its account-payable negotiations with Samsung, its
former main vendor; and (3) on the company's liquidity and
covenant standing, which could cause the rating to be lowered.


PERUSAHAAN LISTRIK: To Build US$500 Mil. Gas Receiving Terminal
---------------------------------------------------------------
PT Perusahaan Listrik Negara (PLN) will form a consortium with PT
Pertamina and PT Perusahaan Gas Negara (PGN) to finance and build
a gas-receiving terminal worth US$500 million, in a bid to secure
gas fuel for PLN's power plants, Jakarta Post reports.

The report, citing PLN president director Fahmi Mochtar, says that
the three companies are still in discussions as to the amount each
company will contribute for the project.

According to the Post, the terminal will be built in a 170-hectare
plot in Bojonegara, Banten Province owned by PLN.

Pres. Mochtar was cited by the Post as saying that building the
terminal will begin in 2009 and operations is expected to commence
in 2013.

                    About Perusahaan Listrik

Indonesian state utility firm PT Perusahaan Listrik Negara --
http://www.pln.co.id/-- transmits and distributes electricity
to around 30 million customers, roughly 60% of Indonesia's
population.  The Indonesian Government decided to end PLN's
power supply monopoly to attract independents to build more
capacity for sale directly to consumers, as many areas of the
country are experiencing power shortages.

                        *     *     *

The Troubled Company Reporter-Asia Pacific reported on June 18,
2007, that Standard & Poor's Ratings Services affirmed its
'BB-' foreign currency rating and 'BB' local currency rating on
Indonesia's PT Perusahaan Listrik Negara (Persero).  The outlook
is stable.  At the same time, Standard & Poor's assigned its
'BB-' issue rating to the proposed senior unsecured notes to be
issued by PLN's wholly owned subsidiary, Majapahit Holding B.V.


PERUSAHAAN: Canceled Lamp Orders Hurts Lighting Industry
--------------------------------------------------------
Following the decision of PT Perusahaan Listrik Negara (PLN) to
cancel its order of 51 million energy-saving lamps to 14 lamp
manufacturers, 4,500 workers are now facing the prospect of being
laid-off by the end of this year, Jakarta Post reports.

The report, citing Indonesia Electrical Lighting Industry
Association chairman John Manoppos, says the manufacturers are
also facing the prospect of bankruptcy after cutting production
capacity amid an abundance of unused raw material.

PT Nikkatsu Electric Works, PT Sinko Prima Alloy PT Wijaya Karya
were among the manufacturers that were forced to cut their
production since July -- reducing their output significantly, the
report added citing Mr. Manoppos as saying.

According to the report, the lamps were to be given out free of
charge to PLN household subscribers across the archipelago in an
effort to reduce electricity consumption and the electricity
subsidy.

But under the new president director, PLN abruptly canceled the
project in the middle of the year, calling it irrelevant to its
electricity conservation program, The Post noted.

                    About Perusahaan Listrik

Indonesian state utility firm PT Perusahaan Listrik Negara --
http://www.pln.co.id/-- transmits and distributes electricity
to around 30 million customers, roughly 60% of Indonesia's
population.  The Indonesian Government decided to end PLN's
power supply monopoly to attract independents to build more
capacity for sale directly to consumers, as many areas of the
country are experiencing power shortages.

                        *     *     *

The Troubled Company Reporter-Asia Pacific reported on June 18,
2007, that Standard & Poor's Ratings Services affirmed its
'BB-' foreign currency rating and 'BB' local currency rating on
Indonesia's PT Perusahaan Listrik Negara (Persero).  The outlook
is stable.  At the same time, Standard & Poor's assigned its
'BB-' issue rating to the proposed senior unsecured notes to be
issued by PLN's wholly owned subsidiary, Majapahit Holding B.V.



=========
J A P A N
=========

ALITALIA SPA: Lone Bidder Walks Away on Unresolved Rescue Plan
--------------------------------------------------------------
Compagnia Aerea Italiana s.r.l., a newly formed investor group
backed by Italian Prime Minister Silvio Berlusconi, withdrew its
bid to buy Alitalia SpA's healthier assets after failing to win
the support of labor unions, various reports say.

As reported in the TCR-Europe on Sept. 10, 2008, Alitalia's unions
rejected the employment contract proposed by CAI.

Under CAI's proposal:

    * pilots' vacation will be reduced from 42 to 30 days a year,
      with extra day off for every five years of service in the
      company;

    * attendants' fixed salary will be reduced by 43% while their
      variable salary will be reduced by 28%-31%;

    * flight hours per flight personnel will be reduced between
      750 and 900 hours;

    * ground personnel benefits for work during holidays, Sundays
      and nights, will be reduced; and

    * work-hour per week will pass from 37.5 to 40.

Unions described the proposal as "worst, unfeasible, and not
viable," following a meeting with the Italian government, Alitalia
and CAI.

Only three of the carrier's nine unions accepted the terms of
CAI's rescue plan.

Bloomberg News reports that on Sept. 14, the airline's four
biggest unions won an agreement from CAI to include 1,000 more
workers in the rescue plan.  However, on Sept. 18, CGIL, one of
the four largest unions, joined the remaining five unions in
pushing for more concessions, says the report.

Without an alternative in place, CAI's bid withdrawal would push
Alitalia into total collapse.  The Wall Street Journal says the
airline is now running on just EUR30 million (US$42.5 million) to
EUR50 million in cash, and loses between EUR1 million and EUR2
million every day.  Meanwhile, some analysts told Bloomberg News
that Alitalia, which is already under government bankruptcy
protection, had no choice but to liquidate.

"The most likely scenario is that the government will break up the
company and cancel contracts," Diogenis Papiomytis, a transport
analyst at Frost & Sullivan in London, was cited by Bloomberg News
as saying.  "That will have huge social costs and will probably
set off industrial action."

Moves to save the state-controlled airline became clear after the
Italian government amended its bankruptcy law to hasten the sale
of its 49.9% stake in Alitalia and it turn around, a TCR-Europe
report on Sept. 1, 2008, said.

Under Intesa Sanpaolo S.p.A.'s "Phoenix" rescue plan, Italy
government amended the Marzano Law, which was used to reorganize
Parmalat.  The government tapped Intesa Sanpaolo as adviser for
the sale of its 49.9% stake in Alitalia.

The amended law allowed Alitalia to be split into two -- an oldco
and a newco.  The oldco will shoulder the cost of the planned
5,000-7,000 job cuts and take on Alitalia's EUR1.1 billion debt --
including the recent EUR300 million loan from the government and a
EUR750 million convertible bond.  The government will place the
oldco under extraordinary administration and appoint an
extraordinary commissioner to oversee the sale of unprofitable
assets.

The law also allowed Alitalia's extraordinary commissioner to sell
its assets through private talks and without holding public
auction.

The newco, meanwhile, will inherit Alitalia's fleet and
real estate assets as well as the remaining employees and up to
EUR500 million in debt.  It would receive around EUR300 million in
assets from AirOne S.p.A., which would be folded under the newco.
AirOne leads a group of 16 local investors who pledged to inject
around EUR1 billion into the newco in exchange for shares.

                          About Alitalia

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

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

Alitalia S.p.A. declared insolvency on Aug. 29, 2008, and filed
for commencement of extraordinary administration procedure at the
Tribunal of Rome.  Italian Prime Minister Silvio Berlusconi has
appointed Augusto Fantozzi as extraordinary commissioner.


DELPHI CORP: Chapter 11 Examiner Will Cause Delay, Committee Says
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors in Delphi Corp.'s
bankruptcy case asserts that the United States Bankruptcy Court
for the Southern District of New York is not required to appoint
an examiner in the Chapter 11 cases under Section 1104(c) of the
Bankruptcy Code because a plan of reorganization has already been
confirmed by the Court.

CR Intrinsic Investors, LLC and Highland Capital Management,
L.P.'s request is not supported by the terms of the statute or by
any case law, asserts Robert J. Rosenberg, Esq., at Latham &
Watkins LLP, in New York.

The Committee asserts that while the Court has the discretion to
appoint an examiner at this time notwithstanding Section 1104(c),
it should not exercise that discretion here.

Mr. Rosenberg contends that the downside to appointing an
examiner at this stage vastly outweighs the upside.  He argues
that an examiner would simply distract all parties from dealing
with the important matters at hand in the Chapter 11 cases.

The Committee asserts that the current focus of the cases is the
Debtors' request to enter into amendments to the Global
Settlement Agreement and a Master Restructuring Agreement with
General Motors Corporation.  Mr. Rosenberg points out that
because the Debtors seek in that motion to grant GM an
administrative expense claim measured in the billions of dollars
and a general release, the determination of what recoveries
general unsecured creditors might receive will hinge on the
outcome of that motion, regardless of whether or not an examiner
is appointed.  "An examiner is therefore likely only to cause
delay and increase expenses without providing any benefit to the
Debtors or their creditors."

                      About Delphi Corp.

Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- is the single supplier of vehicle
electronics, transportation components, integrated systems and
modules, and other electronic technology.  The company's
technology and products are present in more than 75 million
vehicles on the road worldwide.  Delphi has regional
headquarters in Japan, Brazil and France.

The company filed for Chapter 11 protection on Oct. 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represent the Official Committee of Unsecured Creditors.  As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.

The Court approved Delphi's First Amended Joint Disclosure
Statement and related solicitation procedures for the
solicitation of votes on the First Amended Plan on Dec. 20,
2007.  The Court confirmed the Debtors' First Amended Plan on
Jan. 25, 2008.  The Plan has not been consummated after a group
led by Appaloosa Management, L.P., backed out from their
proposal to provide US$2,550,000,000 in equity financing to
Delphi.

(Delphi Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


DELPHI CORP: Equity Panel Taps Farrell Fritz as Conflicts Counsel
-----------------------------------------------------------------
The Official Committee of Equity Holders in Delphi Corp.'s
bankruptcy case seeks authority from the United States Bankruptcy
Court for the Southern District of New York, pursuant to Sections
328 and 1103 of the Bankruptcy Code, and Rule 2014 of the Federal
Rules of Bankruptcy Procedure, to retain Farrell Fritz, P.C., as
conflicts counsel.

Representing the Equity Committee, Bonnie Steingart, Esq., at
Fried, Frank, Harris, Shriver & Jacobson LLP, in New York,
narrates in Court that the Equity Committee's intent to retain
Farrell Fritz stems from A-D Acquisition Holdings, LLC's,
question whether Fried Frank was conflicted from further
representation of the Equity Committee on matters in which the
Committee was potentially adverse to the Plan Investors due to
its representation of Appaloosa on matters unrelated to the
Chapter 11 cases.

This led to the retention of the Gregory P. Joseph Law Offices as
conflicts counsel for the Equity Committee, which it sought and
obtained on November 9, 2007, pursuant to Sections 328 and 1103
of the Bankruptcy Code, Mr. Steingart recalls.  On May 16, 2008,
the Debtors filed an adversary proceeding against the Plan
Investors.  Since then, the Joseph firm has been actively
involved in the adversary proceeding on the Equity Committee's
behalf.

For reasons unrelated to any substantive aspects of its
representation of the Committee, and no current conflicts have
arisen in connection with the Joseph Firm's representation, it
notified the Equity Committee of its firm desire to withdraw as
conflicts counsel.

After discussing the terms and conditions of the withdrawal, the
Equity Committee consented to the Joseph Firm's withdrawal
provided that the Equity Committee was able to obtain this
Court's authorization to retain a substitute conflicts counsel
and that the Joseph Firm would cover the costs associated with
the transition to substitute conflicts counsel and not seek
reimbursement of any amount from the Debtors.

To ensure that the Equity Committee continues to have conflicts
counsel to represent them in the mediation and litigation with
the Plan Investors, the Equity Committee intends to retain
Farrell Fritz to replace the Joseph Firm as conflicts counsel.

Farrell Fritz is expected to render legal services in matters
that may not be handled by Fried Frank due to conflicts of
interest.  As conflicts counsel to the Equity Committee, Farrell
Fritz's responsibilities will include representing the Equity
Committee in matters where Fried Frank has a conflict of interest
or is otherwise unable to represent the Equity Committee.  Those
matters will include any legal services in connection with the
pending litigation against the Plan Investors.

The Equity Committee seeks to retain Farrell Fritz as its
conflicts counsel because Farrell Fritz has extensive experience
in the fields of business and financial litigation, bankruptcy
and creditors' rights.  Furthermore, Farrell Fritz's practice,
which also includes banking and finance, corporate, securities
and mergers and acquisitions, will permit it to fully represent
the interest of the Equity Committee in an efficient and
effective manner.  The Equity Committee believes that Farrell
Fritz is well-qualified and uniquely able to represent the Equity
Committee effectively in these Chapter 11 Cases, Mr. Steingart
relates.

Farrell Fritz has not received a retainer.  The firm will be
compensated on an hourly basis and will be reimbursed for actual,
necessary out-of-pocket expenses incurred in performing services.
Farrell Fritz's rates are:

  Professional                    Hourly rate
  ------------                    -----------
  Louis A. Scarcella                     US$575
  Ted A. Berkowitz                        575
  Law clerks/paralegals             75 to 225
  Associates                       250 to 360
  Partners                         425 to 595
  Counsel                          335 to 650

Louis A. Scarcella, a member of Farrell Fritz, assures the Court
that her firm does not hold or represent any interest adverse to
and has no connection with the Equity Committee, the Debtors,
their creditors or any party-in-interest in matters upon which
Farrell Fritz is to be retained.  The Equity Committee also
believes that Farrell Fritz is a "disinterested person" as that
phrase is defined in Section 101(14) of the Bankruptcy Code.

                      About Delphi Corp.

Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- is the single supplier of vehicle
electronics, transportation components, integrated systems and
modules, and other electronic technology.  The company's
technology and products are present in more than 75 million
vehicles on the road worldwide.  Delphi has regional
headquarters in Japan, Brazil and France.

The company filed for Chapter 11 protection on Oct. 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represent the Official Committee of Unsecured Creditors.  As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.

The Court approved Delphi's First Amended Joint Disclosure
Statement and related solicitation procedures for the
solicitation of votes on the First Amended Plan on Dec. 20,
2007.  The Court confirmed the Debtors' First Amended Plan on
Jan. 25, 2008.  The Plan has not been consummated after a group
led by Appaloosa Management, L.P., backed out from their
proposal to provide US$2,550,000,000 in equity financing to
Delphi.

(Delphi Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


DELPHI CORP: Joseph Firm to Step Down as Equity Panel Counsel
-------------------------------------------------------------
The Gregory P. Joseph Law Offices LLC seeks permission from the
United States Bankruptcy Court fort the Southern District of New
York to withdraw as conflict counsel for the Official Committee of
Equity Security Holders in Delphi Corp.'s bankruptcy cases,
including as counsel in the adversary proceedings between Delphi
and Appaloosa Management L.P., et al.

Peter R. Jerdee, Esq., a member of the Joseph Firm, relates that
the firm has requested to end its representation for reasons
unrelated to any substantive aspects of its representation of the
Committee, and no current conflicts have arisen in connection
with the Joseph Firm's representation.

After due consideration, the Equity Committee acquiesced to the
Joseph Firm's request, provided that the Committee first obtain
and put in place replacement counsel and that the Joseph Firm
cover the costs associated with the transition to replacement
counsel.

Mr. Jardee asserts (i) "good cause" is established by the
Committee's consent to the firm's withdrawal and because its
interests will be fully protected by successor counsel, (ii) the
Committee will not be prejudiced by the Joseph Firm's withdrawal
as conflict counsel; and (iii) the Joseph Firm has made
appropriate arrangements with the Committee and its successor
counsel to ensure that the Debtors' estates do not incur any
incremental cost as a result of the withdrawal.

                      About Delphi Corp.

Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- is the single supplier of vehicle
electronics, transportation components, integrated systems and
modules, and other electronic technology.  The company's
technology and products are present in more than 75 million
vehicles on the road worldwide.  Delphi has regional
headquarters in Japan, Brazil and France.

The company filed for Chapter 11 protection on Oct. 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represent the Official Committee of Unsecured Creditors.  As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.

The Court approved Delphi's First Amended Joint Disclosure
Statement and related solicitation procedures for the
solicitation of votes on the First Amended Plan on Dec. 20,
2007.  The Court confirmed the Debtors' First Amended Plan on
Jan. 25, 2008.  The Plan has not been consummated after a group
led by Appaloosa Management, L.P., backed out from their
proposal to provide US$2,550,000,000 in equity financing to
Delphi.

(Delphi Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


FORD MOTOR: Urges Congress to Fund US$25BB Loan Program
-------------------------------------------------------
Top executives at General Motors Corp., Chrysler LLC and Ford
Motor Co. met with House Speaker Nancy Pelosi and other
congressional leaders on Wednesday to pursue the funding of a
US$25 billion loan program intended to help the automakers
modernize their plants to meet fuel efficiency requirements in the
future, reports say.

GM Chairman and CEO Rick Wagoner, Ford CEO Alan Mulally and
Chrysler Chairman and CEO Robert Nardelli, also sent a letter
stating their request for the loan program.  In it, they warned
that sluggish U.S. economy could affect thousands of workers.

Dow Jones reports that House Speaker Pelosi told reporters on the
same day that she plans to unveil a US$25 billion loan package to
U.S. automakers next week that could possibly add new efficiency
standards.  It would likely be contained in a government funding
bill.

Congress has authorized US$25 billion in loans in last year's
energy bill, but the plan has yet to be funded.  The program
authorizes Congress to provide US$25 billion in low-cost loans in
order for automakers and their suppliers to meet new fuel-
efficiency requirements of at least 35 miles per gallon by 2020, a
40% increase.

According to a report by the Associated press, the loans would
have an interest rate of around 5 percent, providing about
US$100 million a year in savings for every US$1 billion the
companies
receive in loans.  The interest rate would have been in double-
digit on the open market because of the companies' poor bond
ratings, the report said.

                      About Chrysler LLC

Headquartered in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- a unit of Cerberus Capital
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products.  The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.

                         *     *     *

As reported in the Troubled Company Reporter on Aug. 11, 2008,
Standard & Poor's Ratings Services lowered its ratings on Chrysler
LLC, including the corporate credit rating, to 'CCC+' from 'B-'.

On July 31, 2008, TCR said that Fitch Ratings downgraded the
Issuer Default Rating of Chrysler LLC to 'CCC' from 'B-'.  The
Rating Outlook is Negative.  The downgrade reflects Chrysler's
restricted access to economic retail financing for its vehicles,
which is expected to result in a further step-down in retail
volumes.  Lack of competitive financing is also expected to result
in more costly subvention payments and other forms of sales
incentives.  Fitch is also concerned with the state of the
securitization market and the ability of the automakers to access
this market on an economic basis over the near term, given the
steep drop in residual values, higher default rates, higher loss
severity being experienced and jittery capital market.

                   About General Motors

Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908.  GM
employs
about 266,000 people around the world and manufactures cars and
trucks in 35 countries.  In 2007, nearly 9.37 million GM cars and
trucks were sold globally under the following brands: Buick,
Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling.  GM's OnStar
subsidiary is the industry leader in vehicle safety, security and
information services.

General Motors Latin America, Africa and Middle East, with
headquarters in Miramar, Florida, is one of GM's four regional
business units.  GM LAAM employs approximately 37,000 people in
18 countries and has manufacturing facilities in Argentina,
Brazil, Colombia, Ecuador, Egypt, Kenya, South Africa and
Venezuela.  GM LAAM markets vehicles under the Buick,
Cadillac, Chevrolet, GMC, Hummer, Isuzu, Opel, Saab and
Suzuki brands.

At June 30, 2008, the company's balance sheet showed total assets
of US$136.0 billion, total liabilities of US$191.6 billion, and
total stockholders' deficit of US$56.9 billion.  For the quarter
ended June 30, 2008, the company reported a net loss of US$15.4
billion over net sales and revenue of US$38.1 billion, compared to
a net income of US$891.0 million over net sales and revenue of
US$46.6 billion for the same period last year.

                     About Ford Motor Co.

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles in
200 markets across six continents.  With about 260,000 employees
and about 100 plants worldwide, the company's core and affiliated
automotive brands include Ford, Jaguar, Land Rover, Lincoln,
Mercury, Volvo, Aston Martin, and Mazda.  The company provides
financial services through Ford Motor Credit Company.

The company has operations in Japan in the Asia Pacific region. In
Europe, the company maintains a presence in Sweden, and the United
Kingdom.  The company also distributes its brands in various
Latin-American regions, including Argentina and Brazil.

                         *     *     *

As reported in the Troubled Company Reporter on Aug. 5, 2008,
Fitch Ratings has downgraded the issuer default rating of Ford
Motor Company and Ford Motor Credit Company LLC to 'B-' from 'B'.
The Rating Outlook remains Negative.  The downgrade reflects: the
further deterioration in Ford's U.S. sales as a result of economic
conditions, an adverse product mix and the most recent jump in gas
prices; portfolio deterioration at Ford Credit and heightened
concern regarding economic access to capital to support financing
requirements; and escalating commodity costs that will remain a
significant offset to cost reduction efforts.


LEHMAN BROTHERS: Gets Interim OK to Borrow US$200MM from Barclays
---------------------------------------------------------------
Judge James M. Peck of the U.S. Bankruptcy Court for the Southern
District of New York granted Lehman Brothers Holdings Inc. interim
authority to immediately borrow up to US$200,000,000 from Barclays
Bank Plc and use those borrowed funds as outlined in a budget to
which Lehman and Barclays have agreed.  Judge Peck held that the
the terms and conditions of the parties' DIP Credit Agreement are
fair and reasonable under the circumstances, and that Lehman
Brothers' business would be irreparably harmed if the DIP Credit
Agreement were not approved.

Judge Peck will convene a Final DIP Financing Hearing on Oct. 2,
2008, in Manhattan.  Objections, if any, must be filed and served
no later than 4:00 p.m. on Sept. 25, 2008.

Lehman Brothers' ability to maintain business relationships with
its customers, pay its employees, and satisfy other critical
operating expenses is essential to its ability to survive,
Richard P. Krasnow, Esq., at Weil, Gotshal & Manges LLP, told
Judge Peck at a hearing Sept. 17 in Manhattan, and there is
little or no cash available to the Debtor.  In light of the
events of the last week, Mr. Krasnow said, Lehman no longer has
liquidity to fund its operations.  Without immediate access to a
source of fresh working capital, Mr. Krasnow warned, Lehman's
operations may literally shut down and result in irreparable harm
to its business and substantial deterioration of the value of its
enterprise to the detriment of its estate, its thousands of
employees, its creditors, and its stockholders.

Lehman Brothers is seeking to borrow up to US$450,000,000 under a
Senior Secured Superpriority Debtor-in-Possession Credit Facility
arranged by Barclays.  The Debtor will repay all amounts borrowed
from Barclays from the proceeds of the sale of Lehman Brothers
Inc. to Barclays Capital Inc. (or any higher bidder) for US$1.7
billion.  The terms of the DIP loan are:

Borrower:     Lehman Brothers Holdings Inc.

DIP Lenders:  Barclays Bank plc and any other lenders who become
             a party to the DIP Credit Agreement.

Loan Amount:  US$450,000,000, in the form of:

                -- a US$250,000,000 Term Loan to be made available
                   immediately following the entry of an Interim
                   DIP Financing Order and

                -- a US$200,000,000 Revolving Loan to be made
                   available to the Debtor upon entry of a
                   Final DIP Financing Order.

Mandatory
Prepayments:  Proceeds from the Sale of Lehman Brothers Inc. and
             certain other assets must be used to pay off the
             DIP Credit Facility.

             All cash in excess of US$5,000,000 at the close of
             any business day must be used to pay down any
             borrowings under the Revolving Loan Facility.

Maturity
Date:         The earliest of:

                (A) March __, 2009;

                (B) the date on which the LBI/Barclays Sale
                    Agreement terminates; and

                (C) consummation of a sale of Neuberger Berman
                    Holdings LLC;

Interest:     At Barclays option:

                (1) for the first 60 days:

                    -- LIBOR plus 6.0% per annum;
                    -- the Prime Rate plus 5.0% per annum; or
                    -- the Federal Funds Rate plus 5.5%; and

                (2) thereafter:

                    -- LIBOR plus 7.5% per annum;
                    -- the Prime Rate plus 6.5%; or
                    -- the Federal Funds Rate plus 7.0%.

             all subject to a 3.5% LIBOR floor, a 4.5% Prime
             Rate floor, and a 4.0% Federal Funds Rate floor.

             In the event of a default, the Interest Rate
             increases by 2.0%.

Fees:         Lehman Brothers will pay Barclays an Unused Line
             Fee equal to 1% per year on every dollar is doesn't
             borrow under the DIP Financing Facility.

             Lehman Brothers will pay Barclays additional fees
             described in a non-public Fee Letter dated
             September 17, 2008.

Collateral:   All loans will be secured by a first priority lien
             in all of Lehman Brothers' equity interests in
             Neuberger Berman.

Carve-Out:    Barclays liens and superpriority administrative
             expense claims are subject to a US$6,000,000 Carve-
             Out for payment of fees and expenses owed to the
             professionals representing Lehman Brothers and its
             Creditors' Committee, the Court Clerk and the U.S.
             Trustee in the event of a default.

Use of
Proceeds:     The proceeds of the DIP Credit Facility will be
             used by the Debtor to fund professionals fees,
             personnel expenses and other operating expenses in
             accordance with a [non-public] budget to be agreed
             upon with the DIP Lenders.

Conditions
& Covenants:  Lehman Brothers is required to appoint:

                    Brian Marsal
                    ALVARAZ & MARSAL, LLC
                    600 Lexington Avenue, 6th Floor
                    New York, NY 10022
                    Telephone (212) 759-4433
                    Fax (212) 759-5532

             as its Chief Restructuring Officer on terms
             reasonably acceptable to Barclays, and Mr. Marsal
             must report directly to Lehman's Board of
             Directors.

             Lehman Brothers is required to hire an investment
             banker or other financial advisor satisfactory to
             Barclays.

             Barclays has the right to appoint and retain its
             own financial advisor at Lehman Brothers' expense.

Ian T. Lowitt, Lehman's chief financial officer, controller,
and executive vice president, told Judge Peck that he believes
the terms of the Barclays Loan Facility are significantly more
favorable than any terms that would be offered by other lenders.
Mr. Lowitt says this arises largely from the fact that Barclays
is the proposed purchaser of Lehman Brothers Inc.  Mr. Lowitt is
convinced that the DIP Credit Facility reflects the exercise of
the Debtor's sound business judgment.  Mr. Lowitt assured Judge
Peck that the Debtor negotiated with the DIP Lenders at arms-
length, in good faith and pursuant to its sound business
judgment.

Subject only to the Carve-Out, all amounts Lehman borrows from
Barclays will:

   -- constitute, under section 364(c)(1) of the Bankruptcy
      Code, allowed superpriority administrative expense claims
      against the Debtor having priority over all administrative
      expenses of the kind specified in, or ordered pursuant to,
      any provision of the Bankruptcy Code, including, without
      limitation, those specified in, or ordered pursuant to,
      sections 105, 326, 328, 330, 503(b), 506(c), 507(a),
      507(b), 546(c), 726 and 1114 of the Bankruptcy Code, or
      otherwise, whether incurred in the Chapter 11 Case or any
      conversion thereof to a case under chapter 7 of the
      Bankruptcy Code or any other related proceeding; and

   -- be secured, pursuant to section 364(c)(2) of the
      Bankruptcy Code, by valid, binding, enforceable, first
      priority and perfected Postpetition Liens in (a) all
      of Lehman's equity interests in Neuberger Berman Holdings
      LLC.

Judge Peck instructs the Debtor to deliver a copy of the Fee
Letter to the Court, the Creditors' Committee and the U.S.
Trustee, and directs those parties to keep that document secret.

Barclays is represented by:

      Lisa Schweitzer, Esq.
      Lindsee Granfield, Esq.
      CLEARY GOTTLIEB STEEN & HAMILTON LLP
      One Liberty Plaza
      New York, NY 10006

A full-text copy of the 100-page Credit Agreement is available at
http://bankrupt.com/misc/LehmanBarclaysDIP.pdfat no charge.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: Court Agrees to Rush-Sale
------------------------------------------
Judge James M. Peck approved Lehman Brothers' proposed procedures
in connection with the US$1.7 billion sale of certain of its
assets to Barclays Bank plc.

A hearing to consider approval of the proposed sale is scheduled
for Sept. 19, at 4:00 p.m. in Courtroom 601.  Judge Peck has said
he will entertain all objections lodged before the conclusion of
the sale hearing, and oral objections will be considered at the
hearing.  The sale hearing will not be adjourned or canceled
without prior consent of Barclays, the Securities and Exchange
Commission, the Commodity Futures Trading Commission, and the
Federal Reserve Bank of New York.

"The sale . . . is critical to the stabilization of value,"
Jacqueline Marcus, Esq., at Weil, Gotshal & Manges LLP, told
Judge Peck.  The value of the business declines every day it is
"subject to the vagaries and vicissitudes of the marketplace and
the impact of bankruptcy."

"Time is of the essence," Ms. Marcus stresses, "because Lehman
Brothers' business is dependent upon its ability to assure its
clients and customers of its financial and operational integrity,
and Lehman can't do that today."

Attorneys for creditors expressed concern over how quickly Lehman
Brothers is pushing to close the sale and that it may be leaving
assets behind in the broker-dealer unit that Barclays is buying,
according to a report by Bloomberg.

Proposed counsel for the Official Committee of Unsecured
Creditors, Luc Despins, Esq., at Milbank Tweed Hadley & McCloy
LLP, said Lehman Brothers is leaving about US$1,300,000,000 in
cash and equivalents with the unit.  Mr. Despins, however, said
that a provision in the bidding rules preventing the company from
seeking bids to compete with Barclays has been eliminated.

Daniel Goldin, Esq., at Akin Gump Strauss Hauer & Feld LLP, who
represents some bondholders, said creditors needed to know who
else Lehman Brothers has talked to about a sale ahead of its
bankruptcy filing.  He asked for more time beyond a sale hearing
to allow the creditors' financial advisers to talk with Lehman
Brothers' financial adviser Lazard.

Harvey Miller Esq., at Weil, Gotshal & Manges LLP, representing
Lehman Brothers, said the company does not have enough money to
operate and that its deal with Barclays needs to close
immediately or there won't be anything to sell.

                     Salient Terms of Deal

Under the terms of a 47-page Asset Purchase Agreement dated
September 16, 2008 -- a full-text copy of which is available at
http://bankrupt.com/BarclaysAPA.pdfat no charge -- Lehman
Brothers Holdings Inc., non-debtor Lehman Brothers Inc., and LB
745 LLC agree to sell to Barclays Capital Inc.:

these Included Assets:

    (a) US$1,300,000,000 of Retained Cash held by Lehman Brothers
        Inc. and its Subsidiaries;

    (b) all customer, security, utility, and similar deposits;

    (c) Transferred Real Property Leases;

    (d) approximately US$70,000,000,000 (at book value) of
        government securities, commercial paper, corporate debt,
        corporate equity, exchange traded derivatives and
        collateralized short-term agreements;

    (e) 50% of each position in the residential real estate
        mortgage securities;

    (f) furniture and equipment;

    (g) Purchased Intellectual Property, including the LEHMAN
        and LEHMAN BROTHERS names and marks, all patents,
        trademarks, copyrights and software rights;

    (h) Purchased Contracts;

    (i) all relevant Business Documents and relevant personnel
        files;

    (j) all Permits to the extent assignable;

    (k) all supplies;

    (l) rights under relevant non-disclosure, confidentiality,
        non-compete, non-solicitation and similar agreements;

    (m) [intentionally omitted]

    (n) rights to "Lehman" indices and analytics that support
        the indices;

    (o) general trading tools supporting the Business;

    (p) interests in Townsend Analytics;

    (q) interests in Eagle Energy Management LLC;

    (r) all past and present goodwill and other intangibles
        associated with or symbolized by the Business;

    (s) Mercantile Exchange license agreements with respect to
        335 South LaSalle Street and 400 South LaSalle Street in
        Chicago; and

    (t) any insurance proceeds from the occurrence of a post-
        closing event;

but not these Excluded Assets:

    (1) interests in affiliates other than Townsend Analytics
        and Eagle Energy Management LLC;

    (2) all cash other than the Retained Cash;

    (3) intercompany receivables;

    (4) Excluded Contracts;

    (5) intellectual property rights that don't constitute
        Purchased Intellectual Property;

    (6) confidential personnel and medical records and books and
        records that Lehman Brothers Inc. is required to retain
        by law, corporate minute books, stock ledgers and stock
        certificates of Subsidiaries;

    (7) refunds, rebates and tax refunds;

    (  non-SIPC insurance policies;

    (9) pre-closing dates claims and causes of action;

   (10) commercial real estate investments, private equity
        investments and hedge fund investments;

   (11) 50% of each position in residential real estate mortgage
        securities;

   (12) Lehman Brothers Derivative Products Inc.'s derivatives
        contracts;

   (13) artwork (through Barclays will have the right to possess
        the artwork for one year and will have the option to
        purchase it at its appraised value);

   (14) assets related to the Investment Management Business and
        related derivatives contracts;

   (15) Specific Excluded Assets that will be used to satisfy
        Specific Excluded Liabilities;

   (16) real property leases other than the Transferred Real
        Property Leases; and

   (17) assets of Lehman Commercial Paper Inc.

pursuant to 11 U.S.C. Sec. 363 for the sum of:

    (A) US$250,000,000 in cash;

    (B) the appraised value of Lehman's headquarters at
        745 Seventh Avenue less a reasonable market commission;

    (C) the appraised value of the Cranford, New Jersey, Data
        Center less a reasonable market commission;

    (D) the appraised value of the Piscataway, New Jersey, Data
        Center less a reasonable market commission;

which is estimated to total about US$1,700,000,000.

                 Contract Assumption & Assignment

Lehman Brothers intends to assume and assign to Barclays leases
for premises located at:

    -- 125 High Street in Boston;

    -- 190 South LaSalle Street in Chicago; and

    -- 10250 Constellation Boulevard in Los Angeles.

pursuant to 11 U.S.C. Sec. 365.

Barclays will have the right, but not the obligation, to take
assignment of other contracts it designates.  The parties
estimate that the cure costs associated with these assumption and
assignment transactions are about US$1,500,000,000.  Barclays will
pay any cure amounts applicable to any contracts it assumes.
Lehman Brothers suggests that Barclays financial condition and
reputation provide parties to contracts with ample "adequate
assurance of future performance" as required by 11 U.S.C. Sec.
365(f)(2).

                           Employees

Barclays has agreed to absorb approximately 10,000 Lehman
Brothers employees for a period of 90 days and pay any employee
laid off thereafter 20% of the amount they earned in the prior
year.  Lehman Brothers estimates Barclays will free it from close
to US$2,500,000,000 of employee-related obligations.

Barclays has the right to walk away from the Asset Purchase
Agreement if eight workers designated as Critical Employees don't
join Barclays.  Barclays also has the right to walk away if more
than 60 of a pool of 200 Key Employees don't join Barclays.

                       Regulatory Review

Barclays can walk away from the Asset Purchase Agreement if
Lehman Brothers Inc. files a Chapter 7 petition, or if the U.S.
Department of Justice, U.S. Commodity Futures Trading Commission
or Securities and Exchange Commission balk.

                        SIPA Proceeding

The Asset Purchase Agreement contemplates that Lehman Brothers
Inc. will consent to the commencement of a case under the
Securities Investor Protection Act of 1970, 15 U.S.C. Secs.
78aaa, et seq.  In that proceeding, the Debtors will request that
the SIPA Trustee consent to the sale and request the SIPA Court's
approval of the sale.  Lehman Brothers says the Securities
Investor Protection Corporation and the Federal Reserve Bank have
been apprised of this plan.

15 U.S.C. Section 78eee(a)(3)(A) provides that the SIPC may file
an application for a protective decree with the U.S. district
court if the SIPC determines that any member has failed or is in
danger of failing to meet obligations to customers and meets one
of the four conditions specified in 15 U.S.C. Section 78eee(b)(1).
This application is filed as a civil case in which the SIPC or the
SEC or both are named as plaintiff, and the member securities firm
is named as the debtor-defendant. In the event that the SIPC
refuses to act under the SIPA, the SEC may apply to the U.S.
District Court for the District of Columbia to require the SIPC to
discharge its obligations under the SIPA. 15 U.S.C. Section
78ggg(b). By contrast, customers of failing broker-dealers do not
have an implied right of action under the SIPA to compel the SIPC
to exercise its statutory authority for their benefit. Barbour,421
U.S. at 425. Upon the filing of an application, the district court
has exclusive jurisdiction of the debtor-defendant and its
property.

                   US$100,000,000 Break-Up Fee

The Debtors obtained the Court's authority to pay Barclays a
US$100,000,000 Break-Up Fee and reimburse up to US$25,000,000 of
Barclays' expenses in the event that Barclays' bid is topped by a
competing offer.  The Debtors told Judge Peck at a hearing in
Manhattan Sept. 17 that the proposed Break-Up Fee is reasonable
under the circumstances, satisfies the business judgment rule, and
is consistent with the Second Circuit's teaching in In re
Integrated Resources, 147 B.R. 650 (S.D.N.Y. 1992), appeal
dismissed, 3 F.3d 49 (2d Cir. 1993).

"The approval of break-up fees and other forms of bidding
protections in connection with the sale of significant assets
pursuant to section 363 of the Bankruptcy Code have become an
established practice in chapter 11 cases," Jacqueline Marcus,
Esq., at Weil, Gotshal & Manges LLP, told Judge Peck.

In connection with this transaction, Lehman Brothers is receiving
additional legal counsel from

         John Finley, Esq.
         Andrew Keller, Esq.
         SIMPSON THACHER & BARTLETT LLP
         425 Lexington Avenue
         New York, NY 10017

and Barclays is being advised by:

         Victor I. Lewkow, Esq.
         David Leinwant, Esq.
         Duane McLaughlin, Esq.
         CLEARY GOTTLIEB STEEN & HAMILTON LLP
         One Liberty Plaza
         New York, NY 10006

              - and -

         Mitchell S. Eitel, Esq.
         Jay Clayton, Esq.
         SULLIVAN & CROMWELL LLP
         125 Broad Street
         New York, NY 10004

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: US$138BB in Advances by JPMorgan Is Secured
------------------------------------------------------------
Lehman Brothers Holdings, Inc., sought and obtained confirmation
from the U.S. Bankruptcy Court for the Southern District of New
York regarding the status and treatment of transfers amounting to
US$138 billion made by JPMorgan Chase Bank, N.A., to Lehman
Brothers, Inc.

Lehman Brothers Inc., a non-Debtor subsidiary of Lehman Brothers
Holdings, is a registered broker-dealer with the Securities and
Exchange Commission.  JPMorgan Chase Bank is party to five
clearing agreements with Debtor and certain of its affiliates:

(A) the Clearance Agreement executed by Chase as of June 15,
     2000 and executed by the Debtor, LBI, Lehman Commercial
     Paper Inc., Lehman Brothers International (Europe), Lehman
     Brothers OTC Derivatives Inc., and Lehman Brothers Japan
     Inc. as of June 7, 2000;

(B) the Clearance Agreement, dated as of September 10, 2008,
     with Lehman Brothers Bank, FSB;

(C) the Clearance Agreement, dated as of September 10, 2008,
     with Lehman Brothers Bankhaus Aktiengesellschaft;

(D) the Clearance Agreement, dated as of September 10, 2008,
     with Lehman Brothers Commercial Bank; and

(E) the Global Custody and Clearance Agreement, dated March 14,
     2001, with LBI, and together with the June 2000 Clearance
     Agreement.

Harvey R. Miller, Esq., at Weil, Gotshal & Manges LLP, in New
York, says pursuant to the June 2008 Clearance Agreement, the
September 2008 Clearance Agreements and the Global Clearance
Agreement, Chase may, in its sole discretion, make advances to or
for the benefit of the respective Lehman Clearance Parties, which
advances are payable by the Lehman Clearance Parties upon demand
by Chase.

Mr. Miller says further that the obligations of the Lehman
Clearance Parties under the Clearance Agreements are guaranteed
by Lehman pursuant to:

(1) the Guaranty, dated as of August 26, 2008, by the Debtor in
     favor of Chase and its successors and assigns; and

(2) the Guaranty, dated as of September 9, 2008, made by the
     Debtor in favor of Chase and its affiliates, subsidiaries,
     successors, and assigns.

According to Mr. Miller, the Debtor's obligations under the
Guarantee Agreements are secured by collateral, including all its
proceeds, whether arising before or after the Commencement Date,
pledged to Chase pursuant to:

(a) the Security Agreement, dated as of August 26, 2008, by the
     Debtor in favor of Chase and any of its successors and
     assigns party to the Clearance Agreements; and

(b) the Security Agreement, dated as of September 9, 2008, by
     the Debtor in favor of Chase and any of its affiliates,
     subsidiaries, successors, and assigns.

The Agreements contain these additional key provisions:

  -- the Clearance Agreement was amended Aug. 26, 2008 pursuant
     to which Lehman Brothers Holdings, Inc., Lehman Brothers
     International (Europe), Lehman Brothers OTC Derivatives
     Inc. and Lehman Brothers Japan Inc., joined Lehman Brothers
     Inc. and Lehman Commercial Paper Inc. as customers under
     the Agreement.  The amendment also said that except for the
     obligations of Lehman Brothers Holdings under the Guaranty
     and Security Agreement dated Aug. 26, 2008, the obligations
     and liabilities of each of the Lehman entities will be
     several and not joint.

  -- on Sept. 10, 2008, Lehman Brothers Bank, FSB, Lehman
     Brothers Bankhaus Aktiengesellschaft, and Lehman Brothers
     Commercial Bank signed separate clearance agreements with
     Chase.

  -- Pursuant to the Clearance Agreement, Chase will make
     advances or loans to LBI and other Lehman Entities, which
     loans will be backed by security interest in, among other
     things, liens upon and right of set-off as to balance of
     every existing or future deposit that it maintains with
     Chase.

  -- Ian Lowitt, as CFO of Lehman Brothers Holdings, signed a
     Guaranty dated Aug. 26, 2008, pursuant to which the comapny
     agreed to guarantee the loans and advances made by Chase to
     LBI, et al.

  -- Chase agreed to act as non-exclusive agent for securities
     transactions for the Lehman entities.  Chase also agreed to
     provide tri-party custodian services, pursuant to which it
     will accept from LBI any securities, which include physical
     securities and securities held by the Federal Reserve Bank
     of New York, DTC, PTC, First Chicago Clearing Center, or
     other depository or clearing corporation.

Full-text copies of the Agreements can be accessed for free at
http://bankrupt.com/misc/LehmanChaseAgreements.pdf

                  US$138 Billion in Advances By
                    Chase on Sept. 15 and 16

At the opening of the U.S. securities markets on Sept. 15, 2008,
after the filing of Lehman's Chapter 11 petition, Chase advanced
US$87 billion to or for the benefit of the Lehman Clearance
Parties at the request of the Debtor and the Federal Reserve Bank
of New York, Mr. Miller relates.  That Commencement Date Advance
was necessary to clear, and facilitate the settlement of,
securities transactions with customers or clients of the Lehman
Clearance Parties to avoid a disruption of the financial markets,
he says.  The Commencement Date Advance was repaid by the Federal
Reserve Bank.

Mr. Miller relates further that on Sept. 16, Chase advanced "a
comparable amount" to or for the benefit of the Lehman Clearance
Parties at the request of the Debtor and the Federal Reserve Bank
of New York.  He says the Second Day Advance was necessary to
clear, and facilitate the settlement of, securities transactions
with customers or clients of the Lehman Clearance Parties to
avoid a disruption of the financial markets.  Chase may elect to
make additional advances under the Clearance Agreements in its
sole discretion.

Pursuant to the Guarantee Agreements and Security Agreements, all
Postpetition Advances are guaranteed by the Debtor, which
guarantees are secured by the Holding Company Collateral,
Mr. Miller adds.

              Bankruptcy Court Confirms Advances

Pursuant to Section 105(a) of the Bankruptcy Code, the Debtor
sought and obtained confirmation from Judge James M. Peck that
any of Chase's claims arising under or pursuant to the Clearance
Agreements, Guarantee Agreements, or Securities Agreements --
which agreements are securities contracts within the meaning of
Section 741(7)(A) of the Bankruptcy Code -- arising from any
Postpetition Advances, will be allowed as claims under the
Guarantee Agreements and will be secured by the Holding Company
Collateral to the same extent as if they had been made prior to
the Petition Date.

Mr. Miller asserted that to assure that Chase will continue to
perform under the Clearance Agreements, out of an abundance of
caution, it is necessary for the Court to confirm that the claims
of Chase that may arise from Postpetition Advances or other
transactions arising under or pursuant to the Clearance
Agreements, Guarantee Agreements, or Security Agreements post the
Petition Date will be allowed as claims under the Guarantee
Agreements secured by the Holding Company Collateral.

To the extent the Court views the Postpetition Advances as the
postpetition incurrence of debt, the Debtor asked the Court to
confirm that the Postpetition Advances are authorized under
Section 364 of the Bankruptcy Code as to the Guarantee Agreements
and the Holding Company Collateral.

The Debtor clarified that it is not asking the Court to validate
Chase's guarantees or the liens securing the guarantees, or to
grant administrative expense status for the Clearing Claims.
Rather, out of an abundance of caution, it was asking the Court
to confirm that Chase's Clearing Claims will be allowed as claims
under the Guarantee Agreements that are secured by the Holding
Company Collateral to the same extent as if they had been made
prior to the Commencement Date.

The Debtor has been advised by Chase that, if the Court will not
grant the request, Chase will be unable to continue to make
Postpetition Advances at the Debtor's request, Mr. Miller
relates.  It is essential to the Debtor's customers that Chase
continue to clear securities transactions for the Lehman
Clearance Parties in accordance with its prepetition practices.
Any cloud on the guarantees vis-a-vis the Holding Company
Collateral will inhibit Chase from clearing advances to or for
the benefit of the Lehman Clearance Parties to the detriment of
public investors.

According to Mr. Miller, approval of the Debtor's proposal is
fully consistent with the terms of the Bankruptcy Code, will
facilitate a smooth and orderly transition of the Debtor's
operations into Chapter 11, and minimize not only the disruption
of the Debtor's business affairs, but also the disruption of the
financial markets as a whole.

After a hearing on September 16, the Court ruled that any of
Chase's claims against Lehman arising under or pursuant to the
Clearance Agreements, the Guarantee Agreements, or the Securities
Agreements arising from any Postpetition Advances will be allowed
as claims under the Guarantee Agreements and will be secured by
the Holding Company Collateral to the same extent as if they had
been made prior to the date on which the Debtor commenced its
Chapter 11 case in the Court.

                Chase: Advances for Clearing of
            Securities Transactions with LBI clients

JPMorgan Chase Bank, N.A., delivered a statement to Judge Peck
supporting the Debtor's motion for confirmation of the status of
the Clearing Advances.

Harold S. Novikoff, Esq., at Wachtell, Lipton, Rosen & Katz, in
New York, confirmed that Chase advanced US$87 billion to or for
the
benefit of LBI on September 15, 2008, in order to clear, and
facilitate the settlement of, certain securities transactions
with customers or clients of LBI.  The advance was repaid on
Sept. 15, 2008.  Mr. Novikoff adds that on Sept. 16, 2008, Chase
advanced US$51 billion.

Mr. Novikoff stressed that the Debtor is not asking for a
validation of Chase's guarantee from the Debtor or of the liens
that secure that guarantee, nor does it seek a determination that
Chase is entitled to administrative expense status.  Rather, the
Court is being asked to confirm that Clearing Claims arising from
Postpetition Advances or other transactions after the filing of
the Debtor's bankruptcy petition will be allowed as claims under
the Guarantee Agreements, and will be secured by the Holding
Company Collateral, to the same extent as if they had been made
prior to the filing of the Debtor's bankruptcy petition.

Mr. Novikoff warned that if the Court does not grant the Debtor's
proposal, Chase would stop making Postpetition Advances as it has
been doing at the Debtor's request.

                         *     *     *

According to Bloomberg News, Chase said that the second advance
of US$51 billion has been repaid and the process will zero out the
advances at the end of each day.

The advances are guaranteed through collateral of Lehman
Brothers' holding company under an existing agreement.  Chase
holds about US$17 billion in collateral to secure the advances,
according to Bloomberg.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: To Sell Investment Mgmt Unit to Bain, Hellman
--------------------------------------------------------------
According to Bloomberg News, Lehman Brothers Holdings is in
discussions regarding a sale of its investment-management unit to
private-equity firms Bain Capital LLC and Hellman & Friedman LLC,
Bloomberg News reports, citing people familiar with the
negotiations.

Lehman's Investment-Management unit recorded net revenues
(revenues less interest) of US$634 million in the quarter ended
Aug. 31, 2008, compared to US$802 million during the same period
in
2007.  Investment Management provides strategic investment advice
and services to institutional and high-net-worth clients on a
global basis.

During 2007, Lehman acquired H.A. Schupf, a high net worth
boutique asset manager with approximately US$2.3 billion in
assets under management; LightPoint Capital Management LLC, a
leveraged loan investment manager based in Chicago, Illinois,
with approximately US$3.2 billion in assets under management;
Dartmouth Capital, a U.K.-based investment advisory firm with
approximately US$340 million in assets under advisory; and MNG
Securities, an equity securities brokerage firm in Turkey.
Lehman also purchased interests in both Spinnaker Asset
Management Limited and Spinnaker Financial Services, part of
Spinnaker Capital, an emerging markets investment management
firm, and a 20% interest in the D.E. Shaw group, a global
investment management firm.

The Asset Management section under Investment-Management includes
proprietary asset management products across traditional and
alternative asset classes, through a variety of distribution
channels, to individuals and institutions:

  (i) Neuberger Berman, which Lehman acquired in 2003;

(ii) Lehman Brothers Asset Management brands; and

(iii) Private Equity, under which a number of private equity
      portfolios are managed.

A second section, Private Investment Management, provides
traditional brokerage services and comprehensive investment,
wealth advisory, trust and capital markets execution services to
both high-net- worth individuals and small and medium size
institutional clients, leveraging all the resources of Lehman
Brothers.

Established in 1984, Bain Capital is an private investment firm,
managing over US$78 billion in assets.  Its affiliated advisors in
private equity, public equity, leveraged debt assets, venture
capital and global macro assets.

Hellman & Friedman LLC, founded in 1984, is a private equity
investment firm well respected for its distinctive investment
philosophy and approach.  During its 22-year investing history,
it has raised and managed over US$16 billion of committed capital
and has invested in over 50 companies.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: SIPC Does Not Expect Liquidation
-------------------------------------------------
The Securities Investor Protection Corporation, which maintains a
special reserve fund authorized by Congress to help investors at
failed brokerage firms, issued the following statement this
morning in relation to reports about the bankruptcy filing of
Lehman Brothers Holdings, Inc.

SIPC President Stephen Harbeck said: "SIPC has not initiated a
liquidation proceeding against the broker-dealer Lehman Brothers
Inc. and we do not currently anticipate doing so. As of this
morning, it appears that all customer cash, stocks and other
securities are accounted for."

"It is important to understand that the holdings of broker-dealer
Lehman Brothers Inc., would not be directly impacted by a
bankruptcy filing at the separate entity Lehman Brothers Holdings,
Inc.

"Should the situation at Lehman Brothers Inc. change in some
material way not now anticipated by SIPC and regulators, we will,
of course, intervene as necessary to protect the cash and
securities of customers. However, I want to underscore that such
an action is considered unlikely at this time.

"SIPC is working closely with the U.S. Securities and Exchange
Commission (SEC) to monitor the situation at Lehman Brothers Inc.

"The Securities Investor Protection Corporation remains vigilant
and committed to our core mission: When a brokerage firm is closed
due to bankruptcy or other financial difficulties and customer
assets are missing, SIPC steps in as quickly as possible and,
within certain limits, works to return customers' cash, stock and
other securities.  Without SIPC, investors at financially troubled
brokerage firms might lose their securities or money forever or
wait for years while their assets are tied up in court."

                           About SIPC

The Securities Investor Protection Corporation is the U.S.
investor's first line of defense in the event a brokerage firm
fails, owing customer cash and securities that are missing from
customer accounts.  SIPC either acts as trustee or works with an
independent court-appointed trustee in a brokerage insolvency case
to recover funds.  The statute that created SIPC provides that
customers of a failed brokerage firm receive all non-
negotiable securities - such as stocks or bonds -- that are
already registered in their names or in the process of being
registered.  At the same time, funds from the SIPC reserve are
available to satisfy the remaining claims of each customer up to a
maximum of US$500,000.  This figure includes a maximum of
US$100,000 on claims for cash.  From the time Congress created it
in
1970 through December 2006, SIPC has advanced US$505 million in
order to make possible the recovery of US$15.7 billion in assets
for
an estimated 626,000 investors.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: Linklaters to Advice PwC in U.K. Administration
----------------------------------------------------------------
The U.K. Administrators tapped the services of Linklaters LLP to
advise them in the U.K. administration proceeding for Lehman
Brothers International Europe according to a report by
TheLawyer.com.

PricewaterhouseCoopers partners Mike Jervis, Tony Lomas, Steven
Pearson and Dan Schwarzmann sought Linklaters' services after
Lehman Brothers International was placed into administration and
they were appointed as joint administrators to wind down the
business.

Tony Bugg, Linklaters' head of restructuring and insolvency,
leads the engagement, and will be assisted by Richard Holden,
restructuring partner, and Matthew Middleditch and David Ereira,
corporate partners, according to the report.

Lehman Brothers International is the principal U.K. trading
company in the Lehman group.  Three other group companies:

  -- Lehman Brothers Holdings Plc,
  -- Lehman Brothers Limited and
  -- LB UK RE Holdings Limited

have also been placed into administration.

In a Sept. 15 press release, Lehman Brothers Holdings Inc. said
the U.K.-based firms were put into administration in light of the
absence of ongoing financial support from the company.

The London Stock Exchange recently declared Lehman Brothers
International a defaulter, meaning it would lose its membership
and ability to trade in the stock exchange.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: Japan Banks, Insurers Have US$2.3BB Exposure
-------------------------------------------------------------
Japan's banks and insurers disclosed a combined JPY245 billion
(US$2.3 billion) of potential losses tied to the collapse of
Lehman Brothers Holdings Inc., Bloomberg news reports.

According to Bloomberg, Banks from Tokyo-based Mitsubishi UFJ,
Japan's largest, to Bank of the Ryukyus Ltd., a lender based in
Okinawa, disclosed assets that might become worthless following
Lehman's filing for bankruptcy protection.  The total for 37
banks was JPY198 billion, compared with a combined JPY47 billion
at seven Japanese insurers, according to data compiled by
Bloomberg based on announcements.

Mitsubishi UFJ said in a statement that, on a net basis, the
total amount of credits, etc., extended by group companies of
Mitsubishi UFJ Financial Group, Inc., to Lehman Brothers Holdings
and related companies is US$235 million:

1. The Bank of Tokyo-Mitsubishi UFJ, Ltd.
    (total US$260 million)

       Credits, including loans, etc.:      US$218 million
          Of which, to the headquarters:     US$35 million
                    to Japanese subsidiary:  JPY20 billion
       Corporate bonds:                      US$42 million

       Of these amounts US$40 million is hedged by credit
       default swaps.

2. Mitsubishi UFJ Trust & Banking Corporation (total
    US$15 million)

Mizuho Financial Group Inc., Japan's second-largest bank by
revenue, may record losses as much as JPY20 billion due to
exposure to Lehman, spokeswoman Masako Shiono said in an
interview, according to Bloomberg.

The absolute priority rule under the Bankruptcy Code provides
that creditors have priority over a company's equity holders.
Shareholders will only receive value after creditors have been
paid.  Unsecured creditors won't obtain any recovery until
secured creditors receive recovery to the extent of the value of
their collateral.

Additionally, the Singapore Stock Exchange has suspended Lehman
Brothers Pte Ltd from taking on new securities and derivatives
positions.  SGX is facilitating the orderly transfer of customers'
derivatives positions from LBPL to other brokers.  At present,
LBPL is meeting their financial obligations to SGX's securities
and derivatives clearing houses.  SGX will continue to monitor the
situation and maintain the orderly function of the markets.

Korea's financial regulator, the Financial Services Commission,
also has banned Lehman Brothers Holdings Inc.'s Korean units from
selling and repaying debts until Dec. 15., the day after parent
firm filed for bankruptcy in the U.S., Yonhap News reports.
According to the report, Lehman's Seoul units will also be
prohibited from receiving deposits, trading stocks and
transferring money overseas.  The commission, the report relates,
said the ban was aimed at "protecting investors at home and
preventing potential chaos in local financial markets."

The Korean Times notes that Seoul's benchmark stock index plunged
6.54% on the news of Lehman's bankruptcy and insurance giant AIG
Inc.'s struggle for survival after being battered by mortgage
losses.  Moreover, Asia Pulse relates, that the Korean won
currency also plunged by KRW50.9 to close at 1,160.0 versus the
U.S. dollar, marking the biggest one-day loss since August 1998,
as local banks scrambled to buy the U.S. currency.

"The situation in the U.S. financial markets appears to be bad
because Lehman filed for bankruptcy only three days after it
announced a plan to sell its assets," Asia Pulse cited Shim
Jae-yeop, a senior analyst at Meritz Securities Co. in Seoul,
as saying.

Government officials, Yonhap points out, tried to calm the market
by assuring the public that Lehman's demise would probably erase
uncertainties in global financial markets in the long term.

The Pulse says that the Korea's finance ministry and the Bank of
Korea said they would act "if necessary."  Vice Finance Minister
Kim Dong-soo said the government will provide liquidity to
stabilize the nation's financial markets.  "The government and
the Bank of Korea will take steps against excessive fluctuations
in foreign exchange markets," he said.

As of the end of July, the Lehman units in Seoul had a total of
KRW1.6 trillion (US$1.44 billion) in assets from investors.
South Korean financial companies held about US$720 million in
securities linked to Lehman.

In Taiwan, the Financial Supervisory Commission, Taiwan's
watchdog, said it would help investor's of Lehman Brothers
Holdings Inc.'s Taiwan unit to file for damages against its parent
firm if the need arises, Business News reports.  The Commission,
the report relates, also ordered the Lehman's Taiwan office to
suspend operations until the parent company's financial crisis is
over. The local benchmark TAIEX stock index, The China Post
relates, precipitated in a steep and combined loss of 554 points
in the first two days of trading this week, compared with the
sharp fall of 504 points in the Dow Jones industrial average index
on Monday.

Taiwan Stock Exchange executives conducted an audit check at the
office of Lehman Brothers in accordance with the enforcement
regulations concerning TSE business operations, but have found no
abnormalities except it voluntarily ceased in securities trading
on September 16, according to The Post.

The Post says that a large number of financial institutions in
Taiwan have made investments in the bonds and other securities
issued, guaranteed by, or related to the Lehman.  Among the local
financial institutions, Hua Nan Commercial Bank revealed that it
still holds about NTUS$440 million worth of such bonds, The Post
says.  Hua Nan executives said they have taken necessary actions
to secure the NTUS$1.7 billion loan extended to the local branch
of Lehman Brothers, the same report adds.  Taiwan's institutional
and retail investors have about NTUS$80 billion (US$2.5 billion US
dollars) of exposure in Lehman investments.

The Taiwan branch of Lehman Brothers has also made investment in
the transactions of non-performing loans and delinquent assets on
the Taiwan market.

Business News points out that some Taiwan investors have asked
the Commission to freeze the assets of Lehman's Taiwan office to
cover their potential losses, but the Commission said that if
there are losses, the parent company is responsible, not its unit
in Taiwan.  If there is a need, it would help Taiwan investors
seek damages from the parent company, the commission added.

In India, the Reserve Bank of India (RBI) has advised Indian unit,
Lehman Brothers Capital Pvt Ltd, that it would need prior approval
of RBI before contracting any direct/indirect liability from any
institution in India or outside India or making any foreign
currency remittance, India Infoline News Service reports.
According to Infoline News, the RBI is keeping a close watch on
the developments in the wake of Lehman's bankruptcy filing and is
in constant touch with banks and other market participants to
manage any fallout of these developments on the Indian markets in
an orderly manner.

Meanwhile, The Economic Times says Lehman's bankruptcy wiped off
more than Rs 2,000 crore (US$431 million) from the market
valuation of those Indian companies in which the U.S. firm has
made equity investments.  In addition, recent news reports cited
by The Financial Express says Lehman had asked a section of its
BPO staff in India to quit.  In India, Lehman employs a total of
2,500 including those in the BPO unit.

The Times relates that Lehman has recorded a loss of more than Rs
50 crore on its investments in India, which is nearly 10 per cent
of its current holding worth an estimated over Rs 500 crore.

Late last month, Lehman offloaded around Rs 400 crore of its
equity holding in nearly 10 companies, most of which were
purchased by Deutsche Bank.  Prior to the sell-off, Lehman's
Indian equity portfolio is estimated to have been worth more than
Rs 1,000 crore, which has now nearly halved to about Rs 500
crore, the Times says.

Lehman also had equity holding in about two dozen firms at the
end of June quarter including Spice Communications, Spice Mobile,
Anant Raj Industries, Edelweiss Cap, IVRCL Infra and Tulip
Telecom, the Times adds.

Separately, the Times reports that Lehman's bankruptcy will
impact India's largest private bank ICICI Bank partly.  ICICI
Bank, the same report says, will have to take a hit of US$28
million on account of the additional provisioning that ICICI
Bank's UK subsidiary will have to make.

ICICI Bank's UK subsidiary had investments of EUR57 million
(around US$80 million) in senior bonds of Lehman Brothers, the
Times notes.  Broking house Edelweiss foresees the UK subsidiary
would have to book mark-to-market losses of US$200 million.
its subsidiaries.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: U.S. Trustee Appoints Panel, RR Donnelly Quits
---------------------------------------------------------------
Pursuant to Section 1102 of the Bankruptcy Code, Diana G. Adams,
the United States Trustee for Region 2, appointed these seven
creditors to serve on the Official Committee of Unsecured
Creditors in Lehman Brothers' Chapter 11 cases:

      1. Wilmington Trust Company, as
         Indenture Trustee
         520 Madison Avenue, 33rd Floor
         New York, New York 10022
         Attn: James J. McGiniey, Managing Debtor
         Phone Number (212) 415-0522
         Fax Number (212) 415-0513

      2. The Bank of NY Mellon
         101 Barclay - 8 W.
         New York, New York 10286
         Attn: Gerard Facendola, Vice President Corporate Trust
         Phone Number (212) 815-5373

      3. Shinsei Bank, Limited
         1-8, Uchisaiwaicho 2- Chome
         Chiyoda - Ku, Tokyo 100-8501
         Japan
         Attn: Edward P. Gilbert
         Phone Number 81-3-5510-6614
         Fax Number 81-3-4560-2846

      4. Mizuho Corporate Bank, Ltd. as Agent
         1251 Avenue of the Americas
         New York, New York 10020-1104
         Attn: Noel P. Purcell, Senior Vice President
         Phone Number (212) 282-3486
         Fax Number (212) 282-4490

      5. The Royal Bank of Scotland, PLC
         101 Park Avenue, 6th Floor
         New York, New York 10178
         Attn: Alan Ferguson/Michael Fabiano
         Phone Number (212) 401-3552 or (212) 401-3663

      6. Metlife
         10 Park Avenue
         P.O. Box 1902
         Morristown, New Jersey 07962-1902
         Attn: David Yu, Director
         Phone Number (973) 355-4581
         Fax Number (973) 355-4230

      7. RR Donnelley & Sons
         3075 Highland Parkway
         Downers Grove, Il. 60515
         Attn: Daniel Pevonka, Senior Manger Legal Accounts
         Phone Number (630) 322-6931
         Fax Number (630) 322-6052

R.R. Donnelley & Sons Company said in a statement released Sept.
17 that it has resigned from the Creditors Committee.  The U.S.
Trustee has not yet appointed a replacement.  R.R. Donnelley said
that its exposure to Lehman is less than US$1 million.

The Trial Attorney at the United States Trustee's office in
charge of Lehman Brothers' chapter 11 cases is:

         Andrew D. Velez-Rivera, Esq.
         Office of the United States Trustee
         33 Whitehall Street, 21st Floor
         New York, New York 10004
         Tel. No. (212) 510-0500

Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at the Debtors'
expense.  They may investigate the Debtors' business and
financial affairs.  Importantly, official committees serve as
fiduciaries to the general population of creditors they
represent.  Those committees will also attempt to negotiate the
terms of a consensual Chapter 11 plan -- almost always subject to
the terms of strict confidentiality agreements with the Debtors
and other core parties-in-interest.  If negotiations break down,
the Committee may ask the Bankruptcy Court to replace management
with an independent trustee.  If the Committee concludes
reorganization of the Debtor is impossible, the Committee will
urge the Bankruptcy Court to convert the Chapter 11 cases to a
liquidation proceeding.

Lehman's creditors convened for the Organizational Meeting at
6:00 p.m. Tuesday evening and waited until almost midnight as the
Office of the U.S. Trustee interviewed candidates for the
committee and assessed potential conflicts of interest.

According to Bloomberg News, creditors interviewed by the U.S.
Trustee that weren't named as committee members included Swedish
bank Svenska Handelsbanken AB; London-based investment manager
Western Asset Management Co.; Bank of China Ltd.; Bank of Tokyo
Ltd.; Charlotte, North Carolina-based Bank of America Corp.; and
BlackRock Inc.

                       Milbank On Board

The Committee has selected Milbank Tweed Hadley & McCloy LLP, as
its legal counsel.

Kramer Levin Naftalis & Frankel, Akin Gump Strauss Hauer & Feld
and Paul Weiss Rifkind Wharton & Garrison were also interviewed
by the Committee as potential counsel, Kramer Levin partner David
Feldman said in an interview with Bloomberg.

Milbank Tweed's attorneys primarily responsible for the firm's
representation of the Committee are:

         Dennis F. Dunne, Esq.
         Luc A. Despins, Esq.
         Wilbur F. Foster, Jr., Esq.
         MILBANK, TWEED, HADLEY & McCLOY LLP
         1 Chase Manhattan Plaza
         New York, New York 10005
         Telephone: (212) 530-5000
         Facsimile: (212) 530-5219
         E-mail: ddunne@milbank.com
                 ldespins@milbank.com
                 wfoster@milbank.com

              - and -

         Paul Aronzon, Esq.
         Gregory A. Bray, Esq.
         MILBANK, TWEED, HADLEY & McCLOY LLP
         601 South Figueroa Street, 30th Floor
         Los Angeles, CA 90017
         Telephone: (213) 892-4000
         Facsimile: (213) 629-5063
         E-mail: paronzon@milbank.com
                 gbray@milbank.com

Mr. Despins is a senior partner in the Financial Restructuring
Group, and is resident in the Firm's New York office.  Mr.
Despins' prior engagements include advising the unsecured
creditors committees in Refco, Inc.'s and Enron Corp.'s chapter
11 proceedings, and representing the agent for the secured
lenders in Adelphia Communications' chapter 11 cases.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: Asian Unit Quits as Citic Privatization Advisor
----------------------------------------------------------------
Lehman Brothers Asia Limited has withdrawn as financial adviser
to Gloryshare Investments Limited in connection with the proposed
privatization of CITIC International Financial Holdings Limited.

Lehman Brothers Asia has asked Gloryshare, a unit of CITIC group,
to seek a replacement advisor after the Stock Exchange of Hong
Kong, Ltd., issued restriction notices on four Hong Kong-based
Lehman Brothers entities, after Lehman Brothers Holdings, Inc.,
filed for Chapter 11 protection in the U.S.

Morgan Stanley Asia Ltd has replaced Lehman effective Sept. 17 as
financial advisor.

Lehman Brothers was formally retained by Gloryshare in June 10,
2008, but has been making a number of proposals to CITIC group in
connection with the transaction since 2007.  The terms of the
privatisation proposal envisaged that Banco Bilbao Vizcaya
Argentaria S.A., presently a substantial shareholder of CIFH,
would increase its shareholding interest in CIFH from about 15%
to 30%, the balance of the shares in CIFH being held by the
offeror or members of its group.

The proposal has not been accepted by CIFH shareholders.  In late
August 2008, CITIC group beefed up its offer by boosting proposed
cash payments by US$493.2 million, offering HKD2.16 per share
plus one China CITIC Bank Corp Ltd H share for each CIFH share.
CITIC group originally offered one CNCB CITIC Bank Corp H share
plus HKD1.46 cash for each CIFH share.

Jones Day is the adviser to CIFH, and Linklaters is the adviser
to Banco Bilbao.

Separately, Lehman Brothers Holdings Inc. suspended the provision
of secondary market quotes or liquidity for unlisted structured
products.
In a Sept. 17 statement, Lehman Brothers said it suspended the
provision for unlisted structured products issued by Pacific
International Finance Limited, Atlantic International Finance
Limited, and Pyxis Finance Limited pending further announcements.

Lehman Brothers is the swap guarantor for the minibonds issued by
Pacific International and the notes issued by the two other
companies.  It is also the guarantor of the collateral for the
notes and for some series of minibonds.

The swap counterparties for the minibonds and the notes are all
wholly-owned subsidiaries of Lehman Brothers.

Lehman Brothers Asia Limited is the arranger of the Lehman
Brothers Unlisted Structured Products.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: 3 Directors Dispose of Company Shares
------------------------------------------------------
Three directors of Lehman Brothers Holdings Inc., filed with the
U.S. Securities and Exchange Commission statements of changes in
beneficial ownership of Lehman common stock after they disposed
of their shares on the day Lehman filed for bankruptcy
protection.

Richard Fuld Jr., chief executive officer and director, disclosed
that he beneficially owns 21,040,914 shares of the company's
common stock after disposing of 2,878,302 shares on Sept. 15,
2008.  He further said that some of these shares are held in
various benefit plans.

Thomas Cruikshank disclosed that he beneficially owns 5,000
shares of the company's common stock after disposing of 28,000
shares on Sept. 15, 2008.

Meanwhile, Henry Kaufman reported a zero beneficial securities
ownership after he disposed of 5,000 shares of the company's
common stock on the same date.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: S&P Cuts Ratings on 11 Securities Transactions
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 10
Lehman Bros. Holdings Inc.-related and one Lehman Bros. Inc.-
related repackaged securities transactions.  At the same time, S&P
removed its rating on one of the downgraded transactions from
CreditWatch with developing implications, where it was placed on
Sept. 12, 2008, and placed its ratings on another transaction on
CreditWatch with developing implications.

S&P lowered its ratings on these transactions following Standard &
Poor's downgrade of LBHI to D/--/D on Sept. 16, 2008, and Standard
& Poor's downgrade of Lehman Bros. Inc. to BB-/Watch Dev/B on
Sept. 15, 2008.

Nine of the repack downgrades reflect heightened risk to the
transactions given LBHI's recent bankruptcy filing.  The filing
has increased the likelihood of cash flow shortfalls because the
repayment terms of those transactions were, in whole or in part,
supported by the fact that LBHI was acting as a guarantor of an
unrated affiliate's swap payment obligations.

The rating on OMX Timber Finance Investments II LLC, a pass-
through transaction, is based solely on LBHI's guarantee of the
repayment of an installment note that was issued by Boise Land &
Timber II LLC, which Standard & Poor's does not rate.

The rating on RACERS Series 2002-38-S, a pass-through transaction,
is based, in part, on Lehman Bros. Inc.'s obligation to make whole
market value losses upon the occurrence of a "non-investment-grade
downgrade event," as per the transaction documents, related to the
underlying issuer of the assets.

The Lehman Bros. Inc. and LBHI-related research updates, "Lehman
Bros. Holdings Downgraded To 'Selective Default'; Other Lehman
Entities To 'BB-' Or 'R'" and "Lehman Brothers Holdings Inc.
Rating Lowered To 'D'," were published on Sept. 15, and Sept. 16,
respectively, on RatingsDirect.

                         Ratings Lowered

Restructured Asset Certificates With Enhanced Returns (RACERS)
Series 2002-10-TR Trust
US$14 million certificates

                  Rating
                  ------
Class        To              From
-----        --              ----
Certs        CCC             A-

Restructured Asset Certificates With Enhanced Returns (RACERS)
Series 2003-7-A Trust
US$17 million certificates

                  Rating
                  ------
Class        To              From
-----        --              ----
Certs        CCC             A+

RACERS Series 2004-6-MM Trust
US$2,925 million certificates

                  Rating
                  ------
Class        To              From
-----        --              ----
            C               A-1

Restructured Asset Securities with Enhanced Returns (RACERS)
Series 2004-25-TR
US$63 million

                  Rating
                  ------
Class        To              From
-----        --              ----
A-1          CCC             BB
A-2          CCC             BB
A-3          CCC             BB
A-4          CCC             BB
A-6          CCC             BB
A-7          CCC             BB

Restructured Asset Certificates w/Enhanced Returns (RACERS) Series
2005-6-A Trust
US$5 million credit-linked certificates

                  Rating
                  ------
Class       To              From
Certs       CCC             AA+

Restructured Asset Certificates with Enhanced Returns ("RACERS")
Series 2006-15-A Trust
US$500 million certificates

                  Rating
                  ------
Class        To              From
-----        --              ----
Certs        CCC              AAA

Restructured Asset Securities w/Enhanced Returns, Series 2007-7 MM
Trust
US$5000 million notes

                  Rating
                  ------
Class        To              From
-----        --              ----
            C               A-1/Watch Dev

Variable Funding Trust 2007-1
US$500 million variable rate senior secured revolving notes

                  Rating
                  ------
Class        To              From
-----        --              ----
Notes        CCC             A

Variable Funding Trust 2008-1
US$500 million variable rate senior secured revolving notes

                  Rating
                  ------
Class        To              From
-----        --              ----
Notes        CCC             A

OMX Timber Finance Investments II LLC
US$735 million Notes

                  Rating
                  ------
Class        To              From
-----        --              ----
A-2          CCC             A

Restructured Asset Certificates With Enhanced Returns (RACERS)
Series 2002-38-S
US$50 million certificates

                  Rating
                  ------
Class        To              From
-----        --              ----
A-1          BB-/Watch Dev   A-
A-2          BB-/Watch Dev   A-


LEHMAN BROTHERS: S&P Cuts Five Ratings and Puts Under Dev. Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its short-term ratings
on nine Lehman Brothers Inc. liquidity facility-backed issues and
placed them on CreditWatch with developing implications.  This
action follows Standard & Poor's Sept. 15, 2008, downgrade of
Lehman Brothers Inc. to 'BB-/B' from 'A+/A-1' and placement of the
rating on CreditWatch with developing implications.  As Lehman
Brothers provides liquidity for the issues, the downgrade and
CreditWatch action only affect the short-term ratings on the
issues.

Issue Description

* Ribco Trust (California) floating rate trust receipts series
   2004 L27 relating to State of California economic recovery
   bonds series 2004A

* Ribco Trust series 00L-12 floating rate trust receipts
   relating to Chicago college single-family mortgage revenue
   bonds series 2000A

* Ribco Trust series 00L-9 floating rate trust receipts relating
   to Colorado Housing Finance Authority single- family bonds
   2000 B-2

* Ribco Trust (Florida Hsg Fin Corp.) series 2004 L9 floating
   rate trust receipts relating to Florida Housing Finance Corp.
   homeowner mortgage revenue bonds 2004 series 2

* Ribco Trust (Jefferson Parish Home Mtg Auth) series 2003 L-51J
   floating rate trust receipts relating to Parish of Jefferson
   Home Mortgage Authority single-family mortage revenue bonds
   series 2003C

* Ribco Trust (Metropolitan Transp Auth) Floating Rate Trust
   Receipts series 2008-F111W relating to Metropolitan Transp
   Authority

* Ribco Trust (Missouri Hsg Dev Comm) series 2004 L15 floating
   rate trust receipts relating to Missouri Housing Development
   Community single-family mortgage revenue bonds series 2004
   series A-1

* Ribco Trust (Nebraska Invest Fin Auth) series 2001L-31
   floating rate trust receipts single-family housing revenue
   bonds series 2000A

* Ribco Trust series 2004L2 floating rate trust receipts
   relating to Texas Department of Housing and Community Affairs
   home mortgage revenue bonds


PEGASUS FUNDING: S&P Cuts Rating on Class B JPY28.1BB Loan to BB
----------------------------------------------------------------
Standard & Poor's Ratings Services has lowered its ratings on
Pegasus Funding's class A1, A2, and class B asset-backed loans
(ABLs) and kept the ratings on CreditWatch with negative
implications.  On June 24, 2008, S&P has placed the ratings on
CreditWatch with negative implications to reflect concerns over:
1) possible deterioration in the obligor's credibility as inferred
from the performance of the underlying assets, and 2)
the weakened potential for recovery to be achieved through the
sale of the collateral real estate due to an increase in the
loan-to-value ratio of the real estate-backed loan receivables.

The downgrades reflect S&P's judgment that the obligor's
credibility has weakened due to deterioration in the performance
of the underlying real estate-backed loans.  The rating actions
are also based on concerns over a possible delay in the sale of
the collateral properties and over a decline in the recovery rate
due to rapidly weakening real estate market conditions.  At the
same time, S&P kept the ratings on CreditWatch with negative
implications to reflect the need to monitor the sales performance
of the collateral properties for a certain period of time because
the transaction has only seen a limited number of cases of
collateral property sales.

S&P will resolve the CreditWatch listings after determining: 1)
the possibility of further deterioration in the obligor's
creditworthiness, and 2) the timing of recovery and the recovery
amount from the sale of the collateral properties.

The ratings address the full and timely payment of interest and
timely payment of principal of the ABLs by December 2014.

Ratings Lowered, Still on CreditWatch Negative:

Pegasus Funding:

  -- JPY120 billion total extendable amount due December 2014

Class           To            From        Extendable amount
-----------------------------------------------------------
Class A1   BBB/Watch Neg   A/Watch Neg      JPY40 billion
A2         BBB/Watch Neg   A/Watch Neg     JPY51.9 billion
Class B    BB/Watch Neg    BBB/Watch Neg   JPY28.1 billion

The issue date was Sept. 29, 2006.


* JAPAN: Bank of Japan Injects JPY2 Trillion Into Money Market
--------------------------------------------------------------
The Bank of Japan injected JPY2 trillion into the Tokyo money
market Friday, September 19, for the fourth straight day of
emergency operation to prevent disruptions in interbank borrowing,
Kyodo News reports.

The latest action, the report relates, brought the total amount of
liquidity the central bank has provided since Monday's bankruptcy
of major U.S. brokerage Lehman Brothers Holdings Inc. to JPY10
trillion.

As reported by the Troubled Company Reporter on September 16,
2008, Lehman Brothers Holdings Inc. filed a petition under Chapter
11 of the U.S. Bankruptcy Code with the United States Bankruptcy
Court for the Southern District of New York early morning on
September 15.  The report said that none of the broker-dealer
subsidiaries or other subsidiaries of the were included in the
Chapter 11 filing and all of the broker-dealers will continue to
operate.


* JAPAN: Chipmaking Gear Orders Fall for 16th Month in July
-----------------------------------------------------------
Chipmaking equipment orders received by domestic and foreign
manufacturers in Japan in July plunged 46.0% from a year earlier
to JPY55 billion, extending the losing streak to a 16th month,
Jiji Press reports.

According to the report, the Semiconductor Equipment Association
of Japan said chipmakers scaled back capital spending amid a
slumping memory chip market, and the downtrend in the orders is
expected to continue.

Orders for wafer-processing equipment including steppers and
etching machines sank 48.0% to JPY40,700 million and those for
testing equipment tumbled 40.2% to JPY5,703 million, the report
says.


* JAPAN: S&P Conducts Surveillance Report on RMBS Transactions
--------------------------------------------------------------
Standard & Poor's Ratings Services has released a Japanese-
language Performance Watch report on rated condominium investment
loan-backed residential mortgage-backed securities (RMBS)
transactions.

S&P has rated and conducted surveillance on many condominium
investment loan-backed RMBS transactions since its first rating
of such a deal in December 2001.  In the report, S&P describes the
trends and size of Japan's condominium market, the characteristics
of condominium investment loans, and the attributes and
performance trends of condominium investment loan-backed RMBS
transactions.  The report also provides an analysis of those
characteristics and trends, based on accumulated surveillance
data.

S&P has conducted a range of surveillance activities during the
transaction terms, using collection and payment reports (servicing
reports, etc.) submitted regularly by relevant parties.  Through
the surveillance process, S&P has checked the
performance of the underlying asset pools, the redemption of the
rated notes and beneficiary certificates, the enhancement of
various cash reserves concluded in the contracts, and the status
of early redemption triggers.


* JAPAN: S&P Eyes Exposure of 5 CMBS Transactions to Lehman
-----------------------------------------------------------
Standard & Poor's Ratings Services has identified five rated
Japanese commercial mortgage-backed securities (CMBS) transactions
that may be exposed to Lehman Brothers Holdings Inc.'s recent
bankruptcy filing.  Lehman Brothers affiliates had
served as interest rate swap counterparties and/or advancing
agents for the aforementioned transactions.

Lehman Brothers Holdings Inc. filed for Chapter 11 bankruptcy
protection on Sept. 15 in the U.S., and on Sept. 16, affiliates
in Japan also filed for bankruptcy protection with the Tokyo
District Court.

Lehman Brothers affiliates were involved in several Japanese CMBS
transactions as initial lenders and arrangers.  At the time when
those securitization transactions were formed, however, the loan
servicing was entrusted to third party servicers and the principal
and interest payments on the securities were also
entrusted to a trust bank (a third party).  In principle, the
credit quality of the securitized products is not tied to the
creditworthiness of the Lehman Brothers affiliates.

There are, however, exceptions such as if the affiliates had
served -- in their capacities as interest rate swap counterparties
and/or advancing agents -- as interested parties
in the contracts of the transaction agreements.  The credit
quality of the relevant securitized products would then be tied
to Lehman Brothers' creditworthiness.  In such a case, the
transactions may be partially affected by the company's ability
to fulfill its obligations, to the extent that these obligations
are within the scope of its operations.

S&P will assess how Lehman Brothers' bankruptcy will affect the
transactions for which its affiliates had served as interest rate
swap counterparties and/or advancing agents.  S&P intends to
confirm various information, including that related to prospects
for the assignment of new interest rate swap counterparties and
advancing agents, and change its ratings on the transactions
accordingly.

The transactions and securities that have possible exposure to
Lehman Brothers' bankruptcy are:

  * G.K. L-JAC4 Funding's floating-rate bonds
  * L-JAC Five's floating-rate trust certificates
  * L-JAC Six's trust certificates
  * L-JAC 7's trust certificates and trust loan
L-JAC 8's trust certificates


* JAPAN: S&P Probes Lehman Bankruptcy Impact on RMBS Transactions
----------------------------------------------------------------
Standard & Poor's Ratings Services said that the recent bankruptcy
filings of various Lehman Brothers entities may have an impact on
three rated Japanese residential mortgage-backed
securities (RMBS) transactions for which Lehman Brothers Japan
Inc. served as the advancing agent.

Lehman Brothers Holdings Inc. filed for Chapter 11 bankruptcy
protection on Sept. 15. On Sept. 16, Lehman Brothers Japan and
Lehman Brothers Commercial Mortgage (the originator, formerly New
Century Finance) also filed for bankruptcy protection with the
Tokyo District Court.

Lehman Brothers Japan served as the advancing agent, providing
temporary shortfalls in liquidity, for several rated Japanese
RMBS transactions.  The list below shows three transactions whose
ratings reflect the advancing facility that was to be provided by
Lehman Brothers Japan.  In these transaction contracts, the
relevant sevicers need to select an appropriate advancing agent
within 30 days of an advancing agent replacement event.

As of this moment, there are no immediate liquidity problems for
any of the transactions.  However, liquidity problems may occur
in the future if cash flow stalls amid interest rises in the
absence of an advancing agent.  S&P will thus play close attention
to the situation surrounding the selection of new
advancing agents.

S&P's credit analysis on other Japanese asset-backed securities
(ABS) transactions and other RMBS transactions, including some in
which Lehman Brothers is a participant, does not incorporate
support from Lehman Brothers Holdings Inc. or Lehman Brothers
Japan.

The transactions for which Lehman Brothers Japan Inc. served as
the advancing agent are:

   * DTC Three Funding Ltd.
   * DTC Eight Funding Ltd.
   * DTC Nine Funding Ltd.



=========
K O R E A
=========

AXESSTEL INC: Paul J. Solit Discloses 6.9% Equity Stake
-------------------------------------------------------
Paul J. Solit disclosed in a Securities and Exchange Commission
filing that he may be deemed to beneficially own 1,608,426 shares
of Axesstel Inc.'s common stock, representing 6.9% of the shares
issued and outstanding.

Mr. Solit also disclosed that Potomac Capital Managment LLC, in
which he is a managing member, may be deemed to beneficially own
693,426 shares of Axesstel Inc.'s common stock, representing 3.0%
of the share issued and outstanding.

Mr. Solit also disclosed that Potomac Capital Management Inc., in
which he is president and sole owner, may be deemed to
beneficially own 915,000 shares of Axesstel's common stock,
representing 4.0% of the shares issued and outstanding.

                          About Axesstel

Headquartered in San Diego, Calif., Axesstel Inc. (AMEX: AFT) --
http://www.axesstel.com/-- designs and develops fixed wireless
voice and broadband data products.  Axesstels product portfolio
includes broadband modems, 3G gateways, voice/data terminals,
fixed wireless desktop phones and public call office phones for
high-speed data and voice calling services.  The company delivers
innovative fixed wireless solutions to leading telecommunications
operators and distributors worldwide.  Axesstel's research and
development center is located in Seoul, South Korea.

                       Going Concern Doubt

The company experienced losses from operations from 2004 to 2007.
Because of the company's continuing net losses and negative
working capital position, Gumbiner Savett Inc., the company's
independent auditors, in their report on the company's
consolidated financial statements for the year ended Dec. 31,
2007, expressed substantial doubt about the company's ability to
continue as a going concern.


UTSTARCOM INC: SVP Mark Green Selling Up to 352,316 Shares
----------------------------------------------------------
On September 8, 2008, Mark Green, Senior Vice President, Human
Resources, entered into a Rule 10b5-1 plan with a broker to sell
shares of common stock of UTStarcom, Inc. for personal financial
management purposes.  The shares to be sold pursuant to the Plan
relate to Company awards of restricted stock, performance shares
and restricted stock units.  Under the Plan, up to 352,316 shares
may be sold beginning in November 2008.  The Plan will terminate
upon the earlier of the sale of all shares or September 30, 2011.
Sales under the Plan will be reported through appropriate filings
with the Securities and Exchange Commission.

Susan Marsch, vice president and general counsel, relates that the
Plan is intended to comply with Rule 10b5-1 of the Securities
Exchange Act of 1934, as amended, and the Company's insider
trading policy.  Rule 10b5-1 allows corporate insiders to
establish pre-arranged written stock trading plans at a time when
the insider is not aware of material, non-public information.
Subsequent receipt by the insider of material, non-public
information will not prevent pre-arranged transactions under the
Rule 10b5-1 plan from being executed.

                     About UTStarcom Inc.

Headquartered in Alameda, California, UTStarcom Inc. (Nasdaq:
UTSI) -- http://www.utstar.com/-- provides IP-based, end-to-end
networking solutions and international service and support.  The
company develops, manufactures and markets its broadband,
wireless, and terminal solutions to network operators in both
emerging and established telecommunications markets worldwide.
UTStarcom was founded in 1991 and is headquartered in Alameda,
California.  The company has research and development centers in
the USA, Canada, China, Korea and India.

                   Going Concern Doubt

PricewaterhouseCoopers LLP, in San Jose, California, expressed
substantial doubt about UTStarcom Inc.'s ability to continue as a
going concern after auditing the company's consolidated financial
statements for the year ended Dec. 31, 2007.  The auditing firm
pointed to the company's recurring net losses, negative cash flows
from operations and significant debt obligations.

On March 3, 2008, the company repaid the convertible subordinated
notes of US$289.5 million which included a principal payment of
US$274.6 million and the accrued interest of US$14.9 million.

The company reported an operating loss of US$30.9 million for the
quarter ended March 31, 2008.

At March 31, 2008, the company's consolidated balance sheet showed
US$1.7 billion in total assets, US$1.1 billion in total
liabilities,
and US$616.2 million in total stockholders' equity.



===============
M A L A Y S I A
===============

BSA INTERNATIONAL: Unit Receives Wind-Up Petition from HSBC
----------------------------------------------------------
BSA Manufacturing Sdn Bhd (BSAM), a wholly owned subsidiary of BSA
International Berhad, has received a wind-up petition from HSBC
Bank Malaysia Berhad claiming:

   -- for banking facilities granted to BSAM for the sum of
      MYR5,095,330.54 being the principal and interest overdue
      under the term loan facility;

   -- MYR73,184.71 being the accrued interest on various past due
      bills under the Combined Import/Export Line Facility; and

   -- BSAM being a guarantor for banking facilities granted to CAM
      Component Alloy Manufacturing Sdn Bhd for the sum of
      MYR5,100,847.01 being the principal and interest overdue
      under the term loan facility and MYR84,750.34 being the
      accrued interest on various past due bills under the
      Combined Import/Export Line Facility.

The wind-up petition will be stayed for some time as the company
and its subsidiaries have obtained a Restraining Order in the High
Court of Shah Alam, restraining all proceedings for a period of
90 days from September 15, 2008.

BSAM do not constitute a major subsidiary of the company as it
does not contributed 70% or more of the consolidated total assets
employed of the company for the year ended December 31, 2007.  The
cost of investment by the company in BSAM and CAM were
MYR10,278,764.00 and MYR8,233,011.00 respectively.

There is no additional financial and operational impact of the
wind-up petition on BSA Group as the company has announced that it
has defaulted in payments under Practice Note No. 1/2001 of the
Listing Requirements of Bursa Malaysia Securities Berhad on
June 2, 2008.  Moreover, it triggered the requirement under
Practice Note No. 17/2005 of the Listing Requirements of Bursa
Malaysia on June 9, 2008, and has until February 8, 2009, to
submit a Regularization Plan to the relevant authorities for
approval.

BSA International Berhad is a Malaysia-based investment holding
company.  The company operates in two business segments:
manufacturing, which is engaged in manufacturing of alloy wheels
and related accessories, and trading, which is engaged in
trading of alloy wheels, tires and related accessories.  Other
business segments include investment holding, provision of
services and promotion of motor sport events.  The company's
subsidiaries include BSA International (Labuan) Plc., CAM
International Limited, BS Automotive (M) Sdn. Bhd., BSA
Motorsports Sdn. Bhd., CAM Automotive Inc., PT CAM Automotive
and BSA Racing Team Sdn. Bhd.



====================
N E W  Z E A L A N D
====================

AIR NEW ZEALAND: Introduces Aircraft Interior Design Business
-------------------------------------------------------------
Air New Zealand Ltd said it has created a standalone company with
50 staff to capture opportunities in the global aircraft interior
design business.

Altitude Aerospace Interiors uses leading-edge computer technology
to design some of the most innovative and plush aircraft interiors
in the world, and will be staffed by Air New Zealanders with
significant expertise in the design and installation of interiors
for commercial aircraft and Boeing business jets.

Altitude General Manager Michael Pervan says the Auckland and
Christchurch-based engineering consulting business, which began
operations as a wholly-owned subsidiary on Aug. 25, has quietly
built up its design expertise and client base and is now working
with some of the biggest commercial airlines and manufacturers in
the world.

Mr. Pervan says Altitude specialises in three main product lines -
reconfiguring and integrating interiors on commercial jet
aircraft, designing customised interior product for commercial
aircraft, and designing product and interiors for Boeing business
and private jets.

Altitude has a handful of global competitors, but is the only
significant player in Asia Pacific, one of the fastest-growing
aviation regions in the world.

"Over the next five years we expect to double our staff numbers
and significantly increase our revenue as we further grow our
business to meet increasing demand," Mr. Pervan says.

Mr. Pervan says the company is driven by research and development
while providing a complete, end-to-end solution for its customers.

It will project manage the design, certification process,
manufacture of products and product installation, often in
partnership with Air New Zealand Technical Operations and Air New
Zealand subsidiary SafeAir.

Many of the customised products that are designed by Altitude
staff are one-off, and can take up to 20,000 hours to develop and
test.

Products range from partitions, closets, equipment stowage and
crew rests to in-flight bar units and luxury furniture such as
sofas and cabinets.

"Our design engineers use highly sophisticated computer-aided
design and analysis to develop models and test design concepts.
This allows for quicker development, lighter structures, and more
complex shapes," says Mr. Pervan. "The first item we actually
build goes onto the aircraft."

Altitude provides services for Airbus A320s and all Boeing jets
but is particularly targeting the new generation 737, 777 and 787
aircraft types.

Mr. Pervan says the company is anticipating strong growth in
demand as the successful airlines increase their efforts to
differentiate themselves through their aircraft interiors.

Recent Altitude innovations include a sleek sofa that multi-tasks
as an office, storage facility and bed for a VIP client; a
sophisticated bar unit for V Australia which features curved,
embossed walls, sliding stools, a domed ceiling with star light
feature and mood lighting and a bar top which houses a selection
of alcohol; and a lie- flat crew rest for an Asian-based airline.

Mr. Pervan says the design and fit out of business and private jet
interiors is an exciting area of growth for the business, as
clients seek a unique look and feel that incorporates their
favourite fittings - everything from hand-tufted wool to the
finest leather, or a favourite artwork.

In a further development to complement its strengths in design
engineering for VIP aircraft, Altitude will open a dedicated
Boeing Business Jet refurbishment centre in Christchurch with Air
New Zealand Technical Operations at the end of 2008.

The facility will provide end-to-end refurbishment and completion
services for Boeing Business Jets utilising dedicated interiors
specialists and technicians.  Altitude will also combine its
expertise in industrial design and integration engineering with a
supply chain that leverages New Zealand's high end interior
products.

Acting as project manager, Altitude works closely with a network
of New Zealand and overseas suppliers who fulfil specialist roles
during the design and refit process, providing further spill-over
benefits to the New Zealand economy.

"The New Zealand luxury super yacht industry, for example,
provides a good source for customised component products and high
quality furniture finishers."

Mr. Pervan says that while elements of aircraft interior design
have been incorporated within Air New Zealand Technical Operations
for more than 60 years, its potential as a stand-alone company
became apparent with the interior refit of Air New Zealand's
Boeing 747 and fit out of the 777 aircraft in 2005.

Air New Zealand design engineers took on the challenge of
designing and building from scratch new stowage and bar units
while also integrating the new business class seats and full in-
flight entertainment systems for the aircraft, after Air New
Zealand was told by overseas suppliers that its timetable would be
impossible to meet.

The team delivered on time and below budget, with product that is
now being recognised as amongst the lightest and most innovative
in the world.

"That gave us the confidence, scale and competency to consider
creating a separate business that is completely focussed on
aircraft interior design, supporting Air New Zealand's continual
drive to provide world class interior products such as the latest
in-flight entertainment systems and interior upgrades for the A320
and Boeing 767 fleets, at the same time further diversifying Air
New Zealand's revenue streams."

Mr. Pervan says one of Altitude's key success factors is its can-
do attitude matched with a highly analytical approach, which
allows it to be fast, flexible and nimble.

Given the sustained high cost of jet fuel, aircraft weight and
environmental concerns, Altitude is also extremely focused on
developing interior products that are light-weight, innovative,
have flexible functionality and, increasingly, make use of
environmentally sustainable materials.

"Innovation is our key differentiator and we will continue to push
the boundaries in the development of customised product for
commercial and private aircraft," says Mr. Pervan.

                    About Air New Zealand

Based in Auckland, New Zealand, Air New Zealand Ltd --
http://www.airnewzealand.com/--is the country's flag air carrier,
with domestic and international passenger and freight operations,
and an aviation engineering business.  Air New Zealand flies to
the United States, United Kingdom, Canada, Europe and other Asian
cities.

                          *     *     *

As reported in the Troubled Company Reporter-Asia Pacific on
June 20, 2008, Standard & Poor's Ratings Services removed its
unsolicited 'BB/Stable' credit rating and outlook on Air New
Zealand Ltd.

According to S&P, the airline's strategic and commercial
response to the very high fuel prices is an important credit
consideration in the current volatile environment.  Without the
full interaction of the company in the rating process, S&P said
it feels it is no longer able to provide a credit opinion.

On Aug. 5, 2008, Moody's Investor's Service affirmed Air New
Zealand Limited's Ba1 Senior Unsecured Issuer rating.  At the
same time, it changed the outlook on the rating to stable from
positive.


AUSTRAL PACIFIC: Cheal A7 Unit Commences Production
---------------------------------------------------
Austral Pacific Energy Ltd. announced that the Cheal A7 well
commenced production on August 30, 2008.

Austral CEO and President Thompson Jewell said, "I am pleased to
see the well on stream this quickly and performing as expected.
The incremental production and revenue is a welcome sight."

A7 has now been successfully tied into the Cheal Production
Facility using a temporary connection.  The well will be flowed
through these temporary facilities for three months while the
permanent installation is being planned.

As part of the planned production and testing procedures the well
is being produced at 200 barrels of oil per day (bopd) with no
water during the testing phase.  There was no observed surface
pressure decline measured during the first test period.

The initial testing indicates that the well is capable of a
maximum flow rate in the range of 250-280 bopd. The optimum flow
rate will be established over the coming weeks. The field's
current production rate is approximately 520 bopd.

Cheal A3X has been shut-in for a week in August while the A7 well
was brought into production as a result of a reoccurrence of the
casing leak encountered earlier this year. A number of options are
being reviewed for immediate remedial repair to return the A3X
well to its 90 bopd rate while planning is underway to support a
permanent repair towards the end of this year if required.

A number of short and medium term production enhancement projects
are being investigated and implemented to further improve and
maximize the value of the current Cheal field production. Two
additional locations that could add both reserves and production
have been prepared and further prospects on trend are being
prioritized based on the results of the A6 and A7 drilling
program.

Cheal is a producing oil and gas field south of Stratford in
onshore Taranaki, New Zealand. It is 69.5% owned by Austral, which
is also field operator.

Austral Pacific Energy Ltd. is a limited liability company
incorporated in British Columbia under the Business Corporations
Act (British Columbia).  The Company is domiciled in New Zealand.
The Company is primarily engaged in the acquisition, exploration,
appraisal and development and production from oil and gas
properties in New Zealand (and until the end of May 2008, Papua
New Guinea).

In July 2008, KPMG LLP raised substantial doubt about Austral
Pacific Energy Ltd.'s ability to continue as a going concern after
it audited the company's financial statements for the year ended
Dec. 31, 2007.

The auditor reported that the company has suffered recurring
losses from operations, has a working capital deficit and a net
capital deficiency and has also been unable to generate net cash
from operating activities.  In addition, the company is in breach
of several covenants relating to its bank loan facility.


BRENT JOHNSON: Commences Liquidation Proceedings
------------------------------------------------
The High Court at Whangarei convened a hearing on Sept. 15, 2008,
to consider an application putting Brent Johnson Plasterers
Limited into liquidation.

The application was filed on July 9, 2008, by the Commissioner of
Inland Revenue.

The plaintiff's address for service is at:

         M. B. Smith
         Marsden Woods Inskip & Smith
         122 Bank Street (PO Box 146)
         Whangarei

M. B. Smith is the plaintiff's solicitor.


EUSTRUCT LTD: Wind-Up Petition Hearing Set for October 6
--------------------------------------------------------
The High Court at Christchurch will hold a hearing on Oct. 6,
2008, at 10:00 a.m., to consider putting Eustruct Limited into
liquidation.

The application was filed on Aug. 12, 2008, by Dallison Stone.

The plaintiff's address for service is at:

         Level 8
         BNZ Building
         137 Armagh Street
         Christchurch 8011
         Facsimile: (03) 379 3914

J. V. Dallison is the plaintiff's solicitor.


FP TREASURY: Proofs of Debt Due on September 30
-----------------------------------------------
In accordance with Section 241 of the Companies Act 1993, the
shareholders of FP Treasury Limited placed the company under
liquidation and appointed Andrew John McKay and John Joseph
Cregten, of Auckland, as liquidators.

Creditors are required to file their proofs of debt by Sept. 30,
2008, to be included in the company's dividend distribution.

Creditors and shareholders may direct their inquiries to:

            Sri Maxwell
            Level 15, AMP Centre
            29 Customs Street West (PO Box 532)
            Auckland
            Telephone: (09) 358 1230
            Facsimile: (09) 358 3646


FP WEST: Proofs of Debt Due on September 30
-------------------------------------------
In accordance with Section 241 of the Companies Act 1993, the
shareholders of FP West Limited placed the company under
liquidation and appointed Andrew John McKay and John Joseph
Cregten, of Auckland, as liquidators.

Creditors are required to file their proofs of debt by Sept. 30,
2008, to be included in the company's dividend distribution.

Creditors and shareholders may direct their inquiries to:

            Sri Maxwell
            Level 15, AMP Centre
            29 Customs Street West (PO Box 532)
            Auckland
            Telephone: (09) 358 1230
            Facsimile: (09) 358 3646


HANOVER FINANCE: Shareholders to Inject NZ$96 Million
-----------------------------------------------------
Hanover Finance Limited's shareholders Mark Hotchin and Eric
Watson, said that after working closely with company management,
the trustees and advisors, a detailed debt restructure proposal is
expected to be finalised and presented to the trustees soon.  Once
approved, it is expected this will be mailed to investors in early
October.

It is anticipated that an investor meeting to vote on the proposal
will be held in late October.

The debt restructure proposal will include shareholder support of
up to NZ$96 million, to be provided in cash and property assets,
in addition to the existing total equity in Hanover Finance of
NZ$64.9 million as at the year ended June 30, 2008.  All equity
ranks behind the secured debenture holders funds.

Mr. Hotchin said that the package is a significant indication of
the shareholders' willingness to stand behind the business and
achieve the best outcome for investors.

"We want to see Hanover in a position where it continues to trade
through this difficult part of the cycle, and we believe the
proposal, which puts a priority on returning capital, will return
100 cents in the dollar to first ranking debenture holders."

"Certain terms of the restructure are still being finalised with
the shareholders, trustees and their advisers.  Completion of the
proposal is dependant on those terms being completed
satisfactorily, however the economics of the proposal described
above will not change," Mr. Hotchin says.

"In this context we are continuing to work hard on finalizing the
plan for investors to vote on.  In the interim we are mindful of
the patience shown by all those affected by the situation and we
wish to thank them for this".

As reported in the Troubled Company Reporter-Asia Pacific on
July 24, 2008, Hanover Finance said it would suspend acceptance
of new investments and repayment of existing deposits as it
worked with trustees on a plan to restructure the business
going forward.

Hanover Finance, which continues to meet its Trust Deed
obligations and has ongoing financial capacity to trade, said it
is acting early to preserve value in the business as market
conditions continue to deteriorate and uncertainty mounts over
borrowers abilities to repay as forecast.

The Hanover Finance book comprises approximately 13,000
investors with NZ$465 million in debentures.  United Finance has
around 2,400 investors with NZ$65 million in debentures.  And
Hanover Capital, offering secured preferential bonds, has around
1,100 investors with NZ$24 million worth of bonds.

                          About HFL

Hanover Finance Limited -- http://www.hanover.co.nz/-- is NZ's
third-largest privately-owned finance company with total assets
of NZD796 million at 31 December 2007.  The company was
established in 1984 to provide finance to the rural sector
and began lending to property developers and investors in 1995.
The loan portfolio has been gradually downsized since 2006 as a
result of a more cautious approach to lending in the face of
retail funding constraints.

                        *     *     *

As reported in the Troubled Company Reporter-Asia Pacific on
Sept. 2, 2008, Fitch Ratings affirmed and simultaneously withdrawn
the ratings of Hanover Finance Limited'Long-term and Short-term
foreign currency Issuer Default Ratings of 'D', Individual rating
of 'F', Support rating of '5' and the Support Rating Floor of
'NF'.

A Long-term foreign currency IDR of 'D' indicates that HFL has
defaulted on its financial obligations.

The withdrawal of the ratings recognizes that HFL is no longer
accepting new debentures and is seeking to implement a debt
restructure plan for existing debenture holders.  As a result,
Fitch will no longer provide analytical coverage.


HANS FORKLIFT: Commences Liquidation Proceedings
------------------------------------------------
The High Court at Christchurch convened a hearing on Sept. 8,
2008, to consider an application putting  Hans Forklift Services
(1990) Limited into liquidation.

The application was filed on July 29, 2008, by the Commissioner of
Inland Revenue.

The plaintiff's address for service is at:

         Inland Revenue Department
         Legal and Technical Services
         1st Floor Reception
         224 Cashel Street (PO Box 1782)
         Christchurch 8140
         Telephone: (03) 968 0807
         Facsimile: (03) 977 9853

Julie Newton is the plaintiff's solicitor.


INDIGO SOLUTIONS: Commences Liquidation Proceedings
---------------------------------------------------
The High Court at Wellington convened a hearing on Sept. 8, 2008,
to consider an application putting  Indigo Solutions Limited into
liquidation.

The application was filed on July 15, 2008, by the Commissioner of
Inland Revenue.

The plaintiff's address for service is at:

          Inland Revenue Department
          Legal and Technical Services
          7-27 Waterloo Quay
          (PO Box 1462)
          Wellington
          Telephone: (04) 890 1067
          Facsimile: (04) 890 0009

Mary Kate Crimp is the plaintiff's solicitor.


INVESTOR GROUP: Proofs of Debt Due on September 30
--------------------------------------------------
In accordance with Section 241 of the Companies Act 1993, the
shareholders of Investor Group  Limited placed the company under
liquidation and appointed Andrew John McKay and John Joseph
Cregten, of Auckland, as liquidators.

Creditors are required to file their proofs of debt by Sept. 30,
2008, to be included in the company's dividend distribution.

Creditors and shareholders may direct their inquiries to:

            Sri Maxwell
            Level 15, AMP Centre
            29 Customs Street West (PO Box 532)
            Auckland
            Telephone: (09) 358 1230
            Facsimile: (09) 358 3646


LASERSTREAM CUTTING: Wind-Up Petition Hearing Set for October 9
---------------------------------------------------------------
The High Court at Auckland will hold a hearing on Oct. 9, 2008, at
10:45 a.m., to consider putting Laserstream Cutting Limited into
liquidation.

The application was filed on July 4, 2008,  the Commissioner of
Inland Revenue.

The plaintiff's address for service is at:

         Inland Revenue Department
         Legal and Technical Services
         5-7 Byron Avenue (PO Box 33150)
         Takapuna, Auckland
         Telephone: (09) 984 1514
         Facsimile: (09) 984 3116

Michael Kinlim Yan is the plaintiff's solicitor.


NORTHERN BAKERIES: Proofs of Debt Due on September 30
-----------------------------------------------------
Pursuant to Section 255(2)(a) of the Companies Act 1993, the
shareholders of Northern Bakeries Limited resolved that the
company be liquidated and that Leah Veronica Peacock, chartered
accountant of Whangarei, be appointed as liquidator.

Creditors are required to file their proofs of debt by Sept. 30,
2008, to be included in the company's dividend distribution.

Creditors and shareholders may direct their inquiries to:

         Sudburys Limited
         Chartered Accountants
         1st Floor, Michael Hill Building
         25 Rathbone Street (PO Box 154)
         Whangarei
         Telephone: (09) 438 1113


OPTIMUM CINEMA: Commences Liquidation Proceedings
-------------------------------------------------
The High Court at Wellington convened a hearing on Sept. 8, 2008,
to consider an application putting  Optimum Cinema Systems
(Australasia)Limited into liquidation.

The application was filed on July 15, 2008, by the Commissioner of
Inland Revenue.

The plaintiff's address for service is at:

          Inland Revenue Department
          Legal and Technical Services
          7-27 Waterloo Quay (PO Box 1462)
          Wellington
          Telephone: (04) 890 1067
          Facsimile: (04) 890 0009

Philip Hugh Brian Latimer is the plaintiff's solicitor.


* NEW ZEALAND: Imports Drive Up Current Account Deficit
-------------------------------------------------------
The seasonally adjusted current account deficit widened NZ$1,097
million in the June 2008 quarter to NZ$4,623 million, Statistics
New Zealand said.  The larger deficit this quarter was mainly due
to a rise in goods imports and foreign investors earning more on
their New Zealand investments.

Seasonally adjusted goods imports were up NZ$753 million, mainly
caused by rises in petroleum and petroleum products and capital
goods.  Exports of goods fell slightly, with a drop in dairy
export volumes partly offset by a rise in crude oil exports. As a
result, the seasonally adjusted goods deficit increased NZ$867
million to NZ$1,066 million in the June 2008 quarter.

Income earned by foreign investors from their investments in New
Zealand increased NZ$214 million.  This was mostly due to a rise
in profits and dividends from foreign investment in New Zealand
companies.  New Zealand earnings from its investments abroad fell
NZ$18 million, mostly due to a fall in profits of overseas
subsidiaries of New Zealand companies.

The current account deficit for the June 2008 year was NZ$14,967
million, compared with NZ$14,096 million for the June 2007 year.
The larger deficit this year is due to an increase in the
investment income deficit.

A current account deficit is financed by either increasing foreign
liabilities, reducing foreign assets, or a combination of both.
In the June 2008 quarter, New Zealand's current account deficit
was financed by a NZ$4.5 billion net inflow of capital, primarily
due to a reduction in New Zealand's foreign assets.  The reduction
of foreign assets has caused net liabilities with the rest of the
rest of the world to increase.  At June 30, 2008, New Zealand's
overseas liabilities exceeded its assets abroad by NZ$159.2
billion, an increase of NZ$5.3 billion from March 31, 2008.



=====================
P H I L I P P I N E S
=====================

* PHILIPPINES: ADB Lowers Economic Growth Forecast
--------------------------------------------------
The Asian Development Bank (ADB) has downgraded its economic
growth forecasts and raised its inflation projections for the
Philippines in 2008 and 2009.

The Asian Development Outlook 2008 Update (ADO Update) forecasts
that the economy will expand by 4.5% this year and 4.7% next year,
down from 6.0% and 6.2% projected in April.  The report says that
high prices of food and oil have combined to push up inflation and
undermine consumer spending.

"Two of the economy's main growth drivers, private consumption on
the demand side and services on the production side, have lost
momentum," says the ADO Update.

In 2007, the report says, private consumption grew by about 6%.
This year, growth in household spending eased to 5.2% in the first
quarter, and slowed to 3.4% in the April-June quarter as inflation
accelerated.

The financial services, retail trading, and transport and
communications sectors have all been hit by the drop in consumer
spending.  Growth in the services sector eased to 5.4% in the
first half of 2008, down 3 percentage points from the previous
year, the report says.

The ADO Update warns that employment creation remains insufficient
despite several years of above 5% economic growth.  The unemployed
and underemployed accounted for 27.8% of the workforce in
April 2008, up from 26.3% the previous year.

"A lack of productive employment opportunities within the country
is one reason that a rising number of Filipinos (8.7 million at
the end of 2007) work abroad," the report says.

Consumer prices climbed by 7.6% in the first six months of 2008
and inflation continued to accelerate, hitting a near 17-year high
of 12.5% in August.  The Bangko Sentral ng Pilipinas (Central Bank
of the Philippines) responded by starting to raise the interest
rates in June.

The report forecasts that inflation will increase to 10.5% in 2008
and 8.0% in 2009, which is significantly higher than the ADO 2008
April forecast of 4.0% and 3.6% respectively.

Projections for the current account surplus are revised down
significantly on account of widening trade deficits.

The government has implemented a fiscal stimulus package to help
vulnerable groups cope with rising prices of food and other
essentials.  Spending on social services and infrastructure has
also increased.

The ADO Update emphasizes the need for the government to expand
the tax revenue base.

"Efforts to strengthen tax revenues will need to be stepped up to
fund higher spending, particularly if weak global financial
markets make it more difficult to achieve targeted privatization
receipts," the report notes.  "Higher revenue growth is required
over the medium term to achieve both fiscal consolidation, which
is a key to maintaining global investor confidence, and to pave
the way for greater spending on infrastructure and social
services."


* PHILIPPINE: Banks Have US$386-Mil. Exposure to Lehman Brothers
----------------------------------------------------------------
The Philippine Daily Inquirer, citing confidential estimate by the
Central Bank of the Philippines, says that seven banks in the
Philippines have exposure totaling $386 million to Lehman
Brothers:

      Bank                                   Exposure
      ----                                   --------
      Banco de Oro Unibank                $134 million
      Development Bank of the Philippines  $90 million
      Metropolitan Bank and Trust Co.      $71 million
      Rizal Commercial Banking Corp.       $40 million
      Standard Chartered Bank              $26 million
      Bank of Commerce                     $15 million
      United Coconut Planters Bank         $10 million

According to the report, the exposure accounted between 0.5% and
1.7% of total assets, .on an individual basis, according to
estimates which were discussed at the meeting of the Central
Bank's policy-making Monetary Board Sept. 18.

As previously reported, RCBC said it is allocating PHP980 million
(US$20.7 million) from its current excess reserves, to account for
the exposure.  Metro Bank, has made provisions of $14 million, as
a result of direct exposure to Lehman bonds of US$20.4 million and
made provisions equivalent to US$14 million using current market
prices.  Banco de Oro said it is setting aside provisions totaling
PHP3.8 billion (US$80.2 million) to cover its exposure to Lehman.


Metro Bank also reported that it has loan exposure to a Lehman
subsidiary based in the Philippines amounting to PHP2.4 billion
(US$50.8 million).  The bank said the loan status is current and
the Lehman unit is in normal operations.

The Central Bank of the Philippines said in a statement that
domestic banks' exposure to structured products, such as CLNs and
CDOs, issued by investment houses like Lehman Brothers has been
limited and are well cushioned by banks' capital base.  "However,
we continue to closely monitor developments in the global
financial markets, including further risk aversion against
emerging markets including the Philippines, as these may
adversely impact the growth of the banking sector."



=================
S I N G A P O R E
=================

SEA CONTAINERS: Files Amended Plan and Disclosure Statement
-----------------------------------------------------------
Sea Containers Caribbean Inc., Sea Containers Ltd., and Sea
Containers Services Ltd. delivered to the U.S. Bankruptcy Court
for the District of Delaware a first amended joint plan of
reorganization and accompanying disclosure statement on Sept. 16,
2008.

The Amended Plan offers more details about the company's intended
activity once it emerges from bankruptcy protection.

The Court will convene a hearing on September 19, 2008, to
consider the adequacy of the information contained in the
Debtors' Disclosure Statement.

The hearing to consider confirmation of the Plan is scheduled on
November 17, 2008.  Parties have until November 10 to file
objections to the Plan.

                         New Equity

The Amended Plan provides that equity of Newco, the entity to
which SCL will transfer its remaining container interests, will
vest in the Plan Administrator and, subject to certain holdbacks
and trusts set aside for certain claims, beneficial ownership
interest in Newco Equitv will be distributed on a pro rata basis
to holders of allowed claims.

The value of Newco Equity in large part will derive, in large
part, from (i) the value of SCL's interests in GE SeaCo SRL, the
joint-venture entity between SCL and General Electric Capital
Corporation, and (ii) the value of SCL's interests in Sea
Containers SPC Ltd., the special purpose subsidiary established
by SCL that owns a substantial portion of SCL's shipping
containers and related lease revenues.

To ensure that Non-Debtor Subsidiary directors do not seek to
enforce intercompany claims, the Amended Plan contemplates the
establishment of the Non-Debtor Subsidiary Reserve, which will
consist of cash and Newco Equity that will be available to fund
certain payments to creditors of the Non-Debtor Subsidiaries that
are currently known, or that the Debtors will know of by Nov. 30,
2008.  The payments will be paid according to an entity priority
model dividend rate so as to approximate what those creditors
would have received in a simultaneous group-wide liquidation.

The Non-Debtor Subsidiary Reserve is estimated to have
US$6,000,000
of cash and US$3,000,000 in aggregate value of Newco Equity
shares.

                  Equalization Escrow Account

The Amended Plan also contemplates the establishment of an
equalization escrow account, which will hold the equalization
claim reserve, to be administered by the equalization escrow
agent.  The Equalization Claim Reserve will be used to satisfy
any valid Equalization Claim.  In addition, a separate reserve
will be established to satisfy equalization-related employee
claims, if any.  The Equalization-Related Employee Claim Reserve
is currently estimated to consist of US$4,500,000 in cash and
shares of Newco Equity with an aggregate value of US$13,100,000.

The Amended Plan provides that any residual value in the
Equalization Claim Reserve after satisfaction of the allowed
Equalization Claim will be transferred to the Equalization-
Related Employee Claim Reserve subject to a US$23,800,000 maximum
limit of Newco Equity that can be transferred to the
Equalization-Related Employee Claim Reserve.

All Newco Equity that was maintained by the Equalization Claim
Reserve that is not transferred to the Equalization-Related
Employee Claim Reserve will be cancelled.  Any residual property
remaining in the Equalization-Related Employee Claim Reserve
other than Newco Equity after satisfaction of Allowed
Equalization-Related Employee Claims will revert to Reorganized
SCL, and, after payment of post-emergence costs, will be used to
pay the Newco Repatriation Note.

After the Newco Repatriation Note is paid in full, any remaining
property of Reorganized SCL, other than Newco Equity, will be
distributed to Reorganized SCL for distribution to the holders of
Allowed Claims on a pro rata basis.

            Bermuda and U.K. Scheme of Arrangement

In light of SCL being incorporated in Bermuda, the Bermuda Scheme
of Arrangement is necessary to ensure that the Plan can be
implemented under the laws of Bermuda.  The Debtors have also
determined that the U.K. Scheme of Arrangement is necessary to
implement the Pension Schemes Settlement Agreement, which settles
significant claims against the Debtors, and is a major aspect of
the Plan.  The effectiveness of the Schemes of Arrangement is a
condition to consummation of the Plan.

Because of certain English regulatory requirements, the Pension
Schemes Claims against SCSL can only be compromised by way of a
U.K. scheme of arrangement or their treatment must be otherwise
approved by the U.K. Pension Protection Fund.  As a consequence,
the Pension Schemes will participate in the U.K. Scheme of
Arrangement.  The Amended Plan says that there will only be a
single class of U.K. Scheme Claims in the U.K. Scheme of
Arrangement consisting of the 1983 Pension Scheme Claims and the
1990 Pension Scheme Claims.

It is anticipated that the English Court will have held the
hearing to approve the UK Scheme of Arrangement prior to the
close of voting for the Plan.  Voting on the U.K. Scheme of
Arrangement and any Debtor affiliate schemes of arrangement is
separate from voting on the Plan.

               New Provisions Added to the Plan

The Plan Proponents have inserted to the Amended Plan a section
relating to their settlement negotiations with GECC with respect
to GE SeaCo.  In the section on disposal of the Debtors' non-core
business, a provision was added to reflect that each Non-Debtor
Subsidiary will pay the costs of its own liquidation and wind-
down, including the costs of disposing of non-container-leasing
businesses and assets.

The Plan is also amended to add sections relating to, among other
things, risks with respect to the Sea Containers America pension
plan.  In that section, the Debtors express their disagreement
with the assertions of Pension Benefit Guaranty Corporation that,
among other things, SC America and the Debtors are jointly and
severally obligated to contribute to the Pension Plan the amounts
necessary to satisfy the minimum funding standards of the
Employee Retirement Income Security Act of 1974 and the Internal
Revenue Code.

                        Exit Financing

The Amended Plan discloses that in an effort to obtain the most
attractive exit financing, the Debtors approached 10 potential
exit lenders, including their existing bondholders, who were
already knowledgeable about the Debtors' container interests and
leasing activities.  The Debtors received three preliminary, non-
binding letters of intent from the 10 parties.

After consulting with its advisors and the Official Committee of
Unsecured Creditors' representatives, the Debtors selected a
still unnamed exit lender with significant experience financing
container leasing companies as the preferred lender because of
its more attractive offers.  The Debtors subsequently negotiated
extensively for weeks to reach agreement on a financing term
sheet that best meets the Debtors' requirements.

The term sheet, which is in the final stages of negotiation,
contemplates a financing facility of up to US$150,000,000 to Newco
to repay the DIP Facility, fund certain payments contemplated
under the Plan, and provide working capital for Newco.

According the Plan, the Debtors expect shortly to complete
negotiation of the term sheet, and to receive a financing
commitment.  They assure the Court that a summary of the material
terms of the term sheet will be subsequently filed.  They
anticipate that any financing commitment will be subject to
certain customary conditions, which will need to be satisfied
prior to funding.

                       Avoidance Actions

The Debtors have analyzed potential avoidance of prepetition
transfers under Sections 547 and 550 of the Bankruptcy Code,
identifying approximately US$10,000,000 of potentially
preferential transfers in the aggregate.

Based upon their analysis, the Debtors believe that prosecution
of these transfers through adversary proceedings likely will not
produce sufficient recoveries to justify the costs incurred in
connection with prosecution.  The Debtors, however, believe that
the existence of the transfers may provide the basis for the
disallowance of one more proofs of claim filed against the
Debtors, pursuant to Section 502(d) of the Bankruptcy Code.

The Debtors are currently engaged in discussions with advisors to
the Creditors Committees with respect to the benefits and
associated costs of prosecuting preference actions.  In any
event, the Debtors assert that nothing in the Amended Plan or
Amended Disclosure Statement will be construed to restrict or
constitute a waiver of the Debtors' ability to bring avoidance
actions against any entity, except with respect to those entities
expressly released under the Plan.

A full-text copy of the Debtors' First Amended Chapter 11 Plan is
available for free at:

             http://ResearchArchives.com/t/s?3253

A full-text copy of the Debtors' First Amended Disclosure
Statement is available for free at:

             http://ResearchArchives.com/t/s?3254

A blacklined copy of the Debtors' First Amended Plan is available
for free at:

             http://ResearchArchives.com/t/s?3255

A blacklined copy of the Debtors' First Amended Disclosure
Statement is available for free at:

             http://ResearchArchives.com/t/s?3256

Based in Hamilton, Bermuda, Sea Containers Ltd. --
http://www.seacontainers.com/-- provides passenger and freight
transport and marine container leasing. Registered in Bermuda,
the company has regional operating offices in London, Genoa, New
York, Rio de Janeiro, Sydney, and Singapore. The company is
owned almost entirely by United States shareholders and its
primary listing is on the New York Stock Exchange (SCRA and
SCRB) since 1974. On Oct. 3, the company's common shares and
senior notes were suspended from trading on the NYSE and NYSE
Arca after the company's failure to file its 2005 annual report
on Form 10-K and its quarterly reports on Form 10-Q during 2006
with the U.S. Securities and Exchange Commission.

Through its GNER subsidiary, Sea Containers Passenger Transport
operates Britain's fastest railway, the Great North Eastern
Railway, linking England and Scotland. It also conducts ferry
operations, serving Finland and Estonia as well as a commuter
service between New York and New Jersey in the U.S.
Sea Containers Ltd. and two subsidiaries filed for chapter 11
protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156).
Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady,
Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in
their restructuring efforts.

The Official Committee of Unsecured Creditors and the Financial
Members Sub-Committee of the Official Committee of Unsecured
Creditors of Sea Containers Ltd. is represented by William H.
Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris,
Nichols, Arsht & Tunnell LLP. Sea Containers Services, Ltd.'s
Official Committee of Unsecured Creditors is represented by
attorneys at Willkie Farr & Gallagher LLP.

In its schedules filed with the Court, Sea Containers disclosed
total assets of US$62,400,718 and total liabilities of
US$1,545,384,083. (Sea Containers Bankruptcy News, Issue No. 50;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


SEA CONTAINERS: SCL Panel, et al., Balk at Disclosure Statement
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Sea Containers,
Ltd., relates that the Debtors' request to approve the settlement
of the Pension Claims has been briefed, tried and argued, and the
parties await the decision of the U.S. Bankruptcy Court for the
District of Delaware.

The SCL Committee asserts that the Court could resolve the
Settlement Request in one of these ways:

    (i) the Court could grant the Settlement Request, and
        approve the proposed Pension Settlement;

   (ii) the Court could deny the Settlement Request outright; or

  (iii) the Court could deny the Settlement Request, while
        providing guidance reflecting the Court's view of
        reasonable settlement elements and a reasonable
        settlement range.

The Debtors are asking the Court to move forward immediately with
proceedings to approve their disclosure statement explaining
their proposed joint plan of reorganization, and to solicit and
confirm the Plan that assumes and permits only one outcome on the
Settlement Request -- approval of the Pension Settlement -- even
if that settlement is one of the most hotly contested issues in
the bankruptcy cases, asserts William H. Sudell, Jr., Esq., at
Morris, Nichols, Arsht & Tunnell LLP, in Wilmington, Delaware.

"Dissemination of the Plan prior to a ruling on the Settlement is
premature and is a potentially needless waste of the time and
resources of the Court and the estates," Mr. Sudell contends.  He
points out that if the Settlement Request is denied, or if the
Pension Settlement is modified, the Debtors would be required to
prepare a new disclosure statement and plan, and re-solicit votes
from the creditors.

The proposed Plan is premised on fundamental and critical
uncertainties, Mr. Sudell says.  He notes that the Plan requires
that the Court grant the Settlement Request in its entirety, and
thus, it is impossible for Plan confirmation to proceed unless
the Court rules to approve the Pension Settlement.  He adds that
if the Settlement Request is denied, parties would likely be
forced for an expeditious re-negotiation with the relevant facts
and law now on the table.

Against this backdrop, the SCL Committee maintains that the most
prudent, practical, economical, and expeditious way to arrive at
a confirmable Plan is for the Court to issue an order (i) denying
approval of the adequacy of the Disclosure Statement, and (ii)
denying the pending Settlement Request, and that provides
guidance reflecting the Court's view of a reasonable settlement
range.

             SCSL Committee & Trustees Object Too

Although the disclosure statement accompanying the Debtors' joint
plan of reorganization purports to characterize the factors that
will inform the Pension Schemes' decision to accept or reject the
Plan, it fails to disclose that the Pension Schemes intend to
vote to reject the Plan if, by the voting deadline, there is any
chance that the Plan will be consummated in a way that would
jeopardize the Pension Schemes' ability to enter the Pension
Protection Fund or trigger a Pension Protection Fund assessment
period, the Official Committee of Unsecured Creditors of Sea
Containers Services Limited and the Pension Schemes' Trustees
tell Judge Carey.

David B. Stratton, Esq., at Pepper Hamilton LLP, in Wilmington,
Delaware, relates that the Plan contemplates that one of the
joint provisional liquidator in Bermuda or Ernst & Young LLP will
be appointed Plan administrator, with the Reorganized Sea
Containers Limited to pay all reasonable amounts needed by the
administrator and currently pegged at US$8,000,000.

Mr. Stratton argues that further disclosure is required with
respect to the contemplated terms of the Plan Administrator's
engagement.  The Plan sets forth procedures for the appointment
of the initial Plan Administrator; however, the Disclosure
Statement fails to disclose in any detail the terms of the Plan
Administrator's compensation, he points out.

"As the Plan Administrator's compensation will be paid from the
same assets that will be used to satisfy distributions to
creditors of the Reorganized SCL, holders of claims against
Reorganized SCL should be made fully aware of the terms of
compensation prior to voting on the Plan," Mr. Sudell tells the
Court.  "As currently drafted, the Disclosure Statement does not
provide sufficient information regarding compensation and any
other material terms of the engagement to enable claim holders to
make an informed judgment about the Plan," he continues.

The SCSL Committee and the Pension Trustees have identified
several disclosure issues to the Debtors, Mr. Sudell discloses.
He states that as of the Disclosure Statement deadline, many of
those issues remained unresolved.  He notes that in a number of
instances, and in the hope of reaching a compromise on certain
open issues, the SCSL Committee and the Pension Trustees proposed
their own language for inclusion in the Disclosure Statement.

To the extent that any of the issues raised by the SCSL Committee
and the Pension Trustees remain unresolved at the time of the
Disclosure Statement hearing, the SCSL Committee and the Pension
Trustees reserve their right to raise any objections in respect
of those issues at the hearing.

Accordingly, the SCSL Committee and the Pension Trustees ask the
Court to deny the Debtors' request for approval of Disclosure
Statement's adequacy, unless the Disclosure Statement is revised
to disclose:

  (a) that the Pension Schemes will vote to reject the Plan if
      they believe by the voting deadline that the Plan is
      likely to be consummated in a way that would jeopardize
      the Schemes' Pension Protection Fund Eligibility; and

  (b) the contemplated terms of the Plan Administrator's
      compensation.

                 Contrarian, et al., See Flaws

Bondholders Contrarian Capital Advisors, LLC, J.P. Morgan
Securities Inc., Credit Trading Group, Post Advisory Group, LLC,
Trilogy Capital LLC, and Varde Investment Partners, L.P., jointly
submit their reservation of rights to the Court with respect to
the Debtors' request for the Court to find their proposed
disclosure statement as containing adequate information.

As mentioned by the Debtors' counsel during the recent status
conference, the Debtors have been working with, among others, the
Official Committee of Unsecured Creditors of Sea Containers,
Ltd., and the Bondholders' counsel to resolve any open issues
with respect to the Disclosure Statement, relates Neal J.
Levitsky, Esq., at Fox Rothschild LLP, in Wilmington, Delaware.
He notes that the Bondholders are hopeful that the open issues
will be resolved.

If there are still additional information requested by the
Bondholders that the Debtors have not yet finalized or filed by
the deadline for filing Disclosure Statement objections, the
Bondholders reserve all of their rights to raise any objections
they may have at the Disclosure Statement hearing.

Based in Hamilton, Bermuda, Sea Containers Ltd. --
http://www.seacontainers.com/-- provides passenger and freight
transport and marine container leasing. Registered in Bermuda,
the company has regional operating offices in London, Genoa, New
York, Rio de Janeiro, Sydney, and Singapore. The company is
owned almost entirely by United States shareholders and its
primary listing is on the New York Stock Exchange (SCRA and
SCRB) since 1974. On Oct. 3, the company's common shares and
senior notes were suspended from trading on the NYSE and NYSE
Arca after the company's failure to file its 2005 annual report
on Form 10-K and its quarterly reports on Form 10-Q during 2006
with the U.S. Securities and Exchange Commission.

Through its GNER subsidiary, Sea Containers Passenger Transport
operates Britain's fastest railway, the Great North Eastern
Railway, linking England and Scotland. It also conducts ferry
operations, serving Finland and Estonia as well as a commuter
service between New York and New Jersey in the U.S.
Sea Containers Ltd. and two subsidiaries filed for chapter 11
protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156).
Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady,
Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in
their restructuring efforts.

The Official Committee of Unsecured Creditors and the Financial
Members Sub-Committee of the Official Committee of Unsecured
Creditors of Sea Containers Ltd. is represented by William H.
Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris,
Nichols, Arsht & Tunnell LLP. Sea Containers Services, Ltd.'s
Official Committee of Unsecured Creditors is represented by
attorneys at Willkie Farr & Gallagher LLP.

In its schedules filed with the Court, Sea Containers disclosed
total assets of US$62,400,718 and total liabilities of
US$1,545,384,083. (Sea Containers Bankruptcy News, Issue No. 50;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)



===========
T A I W A N
===========

NEW TAIWAN: Fitch Chips Papers' Ratings After Cut on Beryl's Rtngs
------------------------------------------------------------------
Fitch Ratings has downgraded the New Taiwan Dollar denominated
commercial papers issued by Taishin CBO Special Purpose Trust 1,
2, 3 and 5 as:

  -- NT$2.4 billion Taishin CBO SPT-1 CP (CP program maturity in
     November 2012): downgraded to 'C(twn)' from 'F2(twn)',
     removed from Rating Watch Negative;

  -- NT$3.7 billion Taishin CBO SPT-2 CP (CP program maturity in
     November 2012): downgraded to 'C(twn)' from 'F2(twn)',
     removed from RWN;

  -- NT$2.6 billion Taishin CBO SPT-3 CP (CP program maturity in
     November 2012): downgraded to 'C(twn)' from 'F2(twn)',
     removed from RWN; and

  -- NT$2.3 billion Taishin CBO SPT-5 CP (CP program maturity in
     December 2012): downgraded to 'C(twn)' from 'F2(twn)',
     removed from RWN.

These rating actions follow Fitch's rating downgrades of Beryl
Finance Series 2005-10 (collateral for the SPT-1), Beryl Finance
Series 2005-11 (collateral for the SPT-2), Beryl Finance Series
2005-12 (collateral for the SPT-3), and Beryl Finance Series 2005-
15 (collateral for the SPT-5) to 'CCC'.

Each Taishin CBO SPT is a bankruptcy-remote special purpose trust,
established in 2005 to issue NTD CP via asset-backed programmes.
The proceeds from the CP for each SPT were used to fund the one-
time purchase of NTD structured notes and a US$ single tranche
synthetic corporate CDO issued by Beryl Finance Limited.  The
asset pool is static for the life of the transaction.  According
to the transaction documentation, the default of any asset in the
SPT's collateral pool will trigger the Stop Issuance Event for the
corresponding SPT.  A Stop Issuance Event will result in the
failure of the SPT to make full repayments to its outstanding CP
on the next due day.



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

* Moody's Sees More Growth and Risk in Insurance Business
---------------------------------------------------------
Moody's Investors Service says that Asia Pacific's booming economy
has increased life and non-life insurance penetration in both the
region's mature and emerging markets, presenting the industry with
huge growth potential, but the situation is not without its risks.

"In addition, insurance companies will need to invest more to
educate consumers on the necessity of their products as well as to
train the required workforces; all of which represent significant
challenges," says Wing Chew, a Moody's VP/Senior Analyst.

Mr. Chew's made his remarks on the release of a Moody's report --
which he authored -- on the outlook for the life and non-life
insurance sectors in Asia Pacific.  "The report examines
separately a total of 14 jurisdictions and, in each case, covers a
wide variety of themes, including product development,
distribution, risk and regulatory developments," says Mr. Chew.

"In view of the strength of the economies in Asia Pacific, despite
the sub-prime crisis, Moody's believe the outlook for the
insurance industry is robust, although efforts by central banks to
combat inflation could curtail demand for products in the short
term and so delay planned investments and the achievement of
profitability among some companies," says
Mr. Chew.

"But, as indicated, there are many encouraging trends evident in
the region, such as the introduction or trialing of risk-based
capital approaches on capital adequacy, and an increase in the
ability of insurers to raise capital and so improve their
financial flexibility," says Mr. Chew.

On the whole, regulatory and governance environments have --
according to the Moody's report -- undergone strong enhancements,
and insurance companies need to provide adequate disclosures of
their financial condition and products to potential and existing
customers.

In the realm of distribution, insurers are more innovative,
looking at other channels to increase efficiency and bancassurance
has become a very important platform, says the report.

At the same time, even though they have avoided direct exposures
to sub-prime lending products, some insurers have significant
exposures to equities, making them extremely vulnerable to the
volatility of the financial markets.

Moreover, while the larger insurers with established franchises
are able to raise additional capital for higher capital adequacy
requirements, the thinly capitalized firms will have great
difficulty in getting funding from the capital market in the
current environment.

Specifically, for the life sector, there is tremendous potential
for further growth for financial planning products, the report
says.  However, sales of these financial and risk products require
an appropriately skilled work force which is -- as mentioned - in
short supply.  The challenge for the life insurers is to attract,
develop and retain an adequate talent pool.

Meanwhile, the general or non-life sector is still very much
driven by traditional products like compulsory insurance for motor
and liability lines.

However, with the increase in the frequency of catastrophic events
-- such as tsunamis and earthquakes and the significant
consequential losses -- there is a renewed appreciation of the
value of insurance in rebuilding lives and communities.


* Fitch Weighs Latent Rating Impact of Lehman's Bankruptcy on CDOs
------------------------------------------------------------------
Fitch Ratings is currently assessing the potential rating impact
of the bankruptcy of Lehman Brothers Holdings Inc. on synthetic
collateralised debt obligations that it rates.  Following LBHI's
declaration of bankruptcy on 15 September Fitch downgraded the
Issuer Default Rating and debt ratings of LBHI and its parent,
Lehman Brothers Inc., along with other subsidiaries.  These
downgrades may adversely impact the ratings of synthetic CDOs
whose credit quality is linked in some way to that of Lehman-
related entities.  As a result, Fitch has placed 23 tranches of
CDO transactions on Ratings Watch Negative.

Lehman acted as CDS swap counterparty in 27 Fitch-rated public
synthetic CDOs (and 35 private CDOs); 12 (17 private) in Europe;
15 (15 private) in Asia and three private in the U.S.  In many of
these transactions, Lehman Brothers Special Financing Inc. acted
as the buyer of credit protection from the CDO as CDS swap
counterparty, and LBIH acted as a guarantor or credit support
provider.  The impact on CDO note ratings where a Lehman entity
acts as swap counterparty will depend upon many factors, including
whether the swap may be transferred to another counterparty,
whether the CDO transaction faces an automatic unwind following
the Lehman bankruptcy, and the extent to which noteholders may be
subject to market value risk of eligible securities in the event
of early termination of the transaction.

Should the swap counterparty, guarantor, or credit support role
not be taken over by another adequately rated institution, Fitch
expects early termination events to be triggered, if not
immediately, then within a 30 day timescale.  If an early
termination is triggered where the swap counterparty is the
defaulting party, the eligible securities would be either
liquidated and used to repay the CDO notes before any swap
termination payment is potentially due to LBHI, or would be
delivered to the noteholders.

In these instances, the CDO noteholders' risk profile may shift
from the portfolio of reference entities to either the liquidation
value or to the ongoing credit and market risk of the eligible
securities.  In the liquidation scenario, the CDO noteholders will
either be paid in full from proceeds of the eligible securities,
or will incur a shortfall if the proceeds are less than the
outstanding amount of the notes, plus any accrued and unpaid
interest.

In the three private US transactions, collateral-posting
arrangements were in place to cover any difference between the
market value of the eligible securities and the outstanding
balance of the notes, should early termination occur.  In such
cases, the loss to noteholders would be expected to be limited.

For the remaining 27 (32 private) transactions, collateral-posting
arrangements were documented to come into force only following the
swap counterparty's, guarantor's, or credit support provider's
Short-term rating being downgraded below 'F1'.  Since it is not
expected that LBHI will meet its collateral-posting obligations,
should early termination occur, the noteholders would be subject
to market value risk on the eligible collateral, and the
noteholders may lose some portion of their investment, depending
on the current market value of the eligible securities.  As a
result, Fitch expects that an early termination may result in the
downgrade of the notes to the 'CCC' category or below despite the
fact that recoveries may be good to high in many cases.  As a
result, Fitch has placed the following 23 tranches on RWN (and is
maintaining 11 on RWN).

Europe

Jupiter Quartz Finance Plc Series 2004-1
  -- Class A (ISIN XS0193411864): 'AA+'; remain on RWN
  -- Class B (ISIN XS0193412169): 'AA'; remain on RWN

Jupiter Quartz Finance Plc Series 2004-2
  -- Class A (ISIN XS0199578450): 'AA-'; remain on RWN
  -- Class B (ISIN XS0199578708): 'A+'; remain on RWN

Phoenix 2002-1
  -- Class A (CUSIP 71915QAA5): 'AA+'; on RWN
  -- Class B (CUSIP 71915QAB3): 'AA'; remain on RWN
  -- Class C (CUSIP 71915QAC1): 'BB-'; remain on RWN

  -- Angiolieri Finance plc Series 2002-1 notes due 2012: 'AAA';
     on RWN

  -- Boccaccio Finance plc Series 2002-1 notes due 2012: 'AAA'; on
     RWN

  -- Dante Finance plc Series 2002-1 notes due 2012: 'AAA'; on RWN

  -- Petrarca Finance plc Series 2002-1 notes due 2012: 'AAA'; on
     RWN

  -- Programma Dinamico SpA notes due 2012: 'AAA'; on RWN

Quartz Finance PLC Series 2003-1 Eldon Street
  -- Class A (ISIN XS0165686949): 'AAA'; remain on RWN
  -- Class B (ISIN XS0165396432): 'A+'; remain on RWN

Quartz Finance PLC Series 2003-3 Upper Thames
  -- Class A (ISIN XS0173138867): 'AAA'; on RWN

Quartz Finance PLC Series 2004-1 Upper Thames
  -- Class 2004-1 (ISIN XS0199047258): 'AAA'; on RWN

Quartz Finance PLC Series 2005-1 (Kingsbury)
  -- Class A (ISIN XS0210163225): 'AA+'; remain on RWN
  -- Class B (ISIN XS0210163654): 'A+'; remain on RWN

Asia

  -- Beryl Finance Limited Series 2005-14 (ISIN XS0236944418):
     'AA'; remain on RWN

  -- Beryl Finance Limited Series 2006-10: 'B-'; on RWN
  -- Beryl Finance Limited Series 2006-11: 'B-'; on RWN
  -- Beryl Finance Limited Series 2006-12 (ISIN XS0272788927):
     'B+'; on RWN

  -- Beryl Finance Limited Series 2007-1: 'B'; on RWN

  -- Beryl Finance Limited Series 2008-11 (ISIN XS0372554914):
     'BB-'; on RWN

  -- Beryl Finance Limited Series 2008-12 (ISIN XS0372555135):
     'BB'; on RWN

  -- Beryl Finance Limited Series 2008-13 (ISIN XS0372555218):
     'BB+'; on RWN

  -- Beryl Finance Limited Series 2008-16 (ISIN XS0382664620):
     'B-'; on RWN

Zircon Finance Limited Series 2007-1
  -- Class A (ISIN AU3FN0002085): 'B+'; on RWN
  -- Class B (ISIN AU3FN0002093): 'B-'; on RWN

  -- Zircon Finance Limited Series 2007-3 (ISIN AU3FN0002325):
     'BB-'; on RWN

Zircon Finance Limited Series 2007-9
  -- Class A: 'BB-'; on RWN
  -- Class B: 'B-'; on RWN

  -- Zircon Finance Limited Series 2007-11: 'AAA'; on RWN
  -- Zircon Finance Limited Series 2007-12 (ISIN XS0307005032):
     'B-'; on RWN

  -- Zircon Finance Limited Series 2007-13: 'B-'; on RWN

In all cases, there is the risk that one or more interest payments
may be missed during the period between now and either the
replacement of Lehman as party to the transaction, or liquidation
of the eligible securities.  A missed interest payment would
typically be classed as a technical default.

Fitch will issue rating actions on synthetic CDOs exposed to
Lehman entities following analysis of transaction-specific
performance and features.

Fitch: Implications of Lehman Bankruptcy on Global Synthetic CDOs


                         *********

Tuesday's edition of the TCR-AP delivers a list of indicative
prices for bond issues that reportedly trade well below par.
Prices are obtained by TCR-AP 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 Tuesday
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-AP constitutes an offer
or solicitation to buy or sell any security of any kind.  It is
likely that some entity affiliated with a TCR-AP editor holds
some position in the issuers' public debt and equity securities
about which we report.

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

Friday's edition of the TCR-AP features a list of companies with
insolvent balance sheets obtained by our editors based on the
latest balance sheets publicly available a day prior to
publication.  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.


                            *********


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-Asia Pacific is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland, USA.  Marites M. Claro, Rousel Elaine C. Tumanda,
Valerie C. Udtuhan, Marie Therese V. Profetana, Frauline S.
Abangan, and Peter A. Chapman, Editors.

Copyright 2008.  All rights reserved.  ISSN: 1520-9482.

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.

TCR-AP subscription rate is US$625 for 6 months 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
Christopher Beard at 240/629-3300.





                 *** End of Transmission ***