/raid1/www/Hosts/bankrupt/TCREUR_Public/011227.MBX         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

            Thursday, December 27, 2001, Vol. 2, No. 252


                            Headlines

* B E L G I U M *

SABENA SA: Virgin Express in Talks to Merge With DAT

* G E R M A N Y *

INTERSHOP COMMUNICATIONS: Revises Q4 2001 & FY 2002 Forecasts  
KAUFRING: Quits Restructuring Plan, Filing for Bankruptcy Today
LTU GROUP: Escapes Insolvency as Investors Cut Deal on Loan Risk
LUCENT TECHNOLOGIES: CSG Acquires Billing, Customer Care Units
WUNSCHE AG: May Set up Trust Company

* I R E L A N D *

AER LINGUS: TEAM Aer Lingus May Be Disbanded as Potagua Wants Out  
WEXFORD ELECTRONIX: Workers Keep Fingers Crossed on Bright Signs

* I T A L Y *

FIAT SPA: Resorts to Temporary Lay-off to Cut Car Production

* S P A I N *

FENOSA SA: Seeks Partnership With BP Gas & Power in Egypt Venture

* S W I T Z E R L A N D *

SWISSAIR GROUP: Compass Gets Catering Units for Half the Price

* U N I T E D   K I N G D O M *

ANTFACTORY: Seymour Pierce Acquires Dotcom Darling for US$72.5M
BEESON GREGORY: Subsidiary Acquires Stake in Inhibox
BIOGLAN: Novates Jogatec License Rights to Raise Cash
BRITISH TELECOM: Announces Top Exec Movement for January 2002
BRITISH TELECOM: To Launch US$2.5 Billion Bond Issue in January
BRITISH TELECOM: Oftel Orders ADSL, SDSL Interconnection
GLOBAL CROSSING: Peddles U.K. Assets for US$720M to Remain Viable
LONDON CLUBS: Needs US$72 Million to Avoid Breakup by March 2002
MARKS & SPENCER: To End 2001 Atop the FTSE 100 Index
MILLENNIUM DOME: Torries Debunk Claim David James Was Not Paid
NTL INCORPORATED: Doles Out US$14M to CoreComm Despite Its Woes
NTL INCORPORATED: Irish TV Business in Bid Rumor
P&O PRINCESS: Carnival Says Bid Preconditions Negotiable
P&O PRINCESS: Carnival Seeks Regulatory Approval for US$3.2B Bid
RAILTRACK GROUP: Probe on Demise Called Anew, This Time by Lords
RAILTRACK GROUP: Gov't Wants Coucher to Be New Managing Director


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


SABENA SA: Virgin Express in Talks to Merge With DAT
----------------------------------------------------

Belgian carrier Virgin Express, in which Richard Branson's group
has a 51% stake, is in talks to merge with DAT, the regional
subsidiary expected to succeed Sabena, the Telegraph UK said.

A Virgin spokesman said the talks may be completed early next
year and if realized will allow the Virgin group to take a
minority stake in the new airline, and run its European low-cost
operations.

According to the Telegraph UK, Branson is expected to end with a
significant minority stake.  He is offering US$20 million for the
Sabena successor.


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


INTERSHOP COMMUNICATIONS: Revises Q4 2001 & FY 2002 Forecasts  
-------------------------------------------------------------

Troubled e-commerce software developer Intershop Communications
AG announced Friday that it is revising financial expectations
for the fourth quarter of 2001 and fiscal year 2002.

Intershop expects fourth quarter 2001 revenue to be in the range
of EUR12-13 million (US$10-11 million), with fourth quarter
license revenue exceeding third quarter figures, the company said
last week.

The Company expects its net loss to decrease substantially due to
lower-than-expected fourth quarter 2001 costs.

The EBITDA loss for the fourth quarter is expected to be in eight
to EUR8-9 million (US$7-8 million).

Due to continued corporate IT spending restraints, Intershop
expects quarterly revenue in the first and second quarter of 2002
not to differ significantly from fourth quarter 2001 revenue.

The potential for improved corporate IT spending and increasing
revenue from Intershop's new products are expected to positively
impact quarterly revenue in the second half of 2002.

Intershop anticipates FY 2002 revenue will be below FY 2001
revenue.

Full financial results for the fourth quarter of 2001 and FY 2001
will be reported on February 12, 2002.

For more information, please contact Investor Relations through
Klaus F. Gruendel by Phone: +49-40-23709-128 by Fax: +49-40-
23709-111 or e-mail: k.gruendel@intershop.com


KAUFRING: Quits Restructuring Plan, Filing for Bankruptcy Today
---------------------------------------------------------------

Retail and marketing group Kaufring is reportedly calling it
quits today by filing for bankruptcy after failing to gain any
headway in its three-year restructuring program.

According to Die Welt/FT Information, the company is giving up on
any hopes to turn itself around, as its losses for the year is
expected to equal half the value of its US$40.4 million equity.  

Kaufring's board says the decision to close shop is predicated on
the general slump in the retail sector and the particularly
difficult position of the medium-size retail sector.

The group had earlier planned to unload properties worth US$62.8
million, but failed.  Had this transaction gone through, this
would have more than eliminated the group's huge losses.


LTU GROUP: Escapes Insolvency as Investors Cut Deal on Loan Risk
----------------------------------------------------------------

German charter airline LTU Group escaped insolvency after
shareholders, banks and the government of North Rhine Westphalia
cut a deal Friday, says Suddeutsche Zeitung and FT Information.

Under the agreement, the government will cover 90 percent of the
loan risk on the EUR120 million (US$105 million) rescue package
for the troubled airline.  The banks will assume the remaining 10
percent.

The EU Commission has now approved the rescue package, allowing
the company to go ahead with its plan to find a long-term
investor.


LUCENT TECHNOLOGIES: CSG Acquires Billing, Customer Care Units
--------------------------------------------------------------

Lucent Technologies has shipped its billing solutions and
customer care business to CSG Systems International for US$300
million, reports Telecom Paper.

This is the same business unit Lucent acquired in 1999 from Kenan
Systems Corporation.  It consists of software products and
related consulting services, says the report.

"The acquisition of Lucent Technologies' billing and customer
care provides additional revenue growth opportunities for CSG
Systems," says CSG Chief Financial Officer Peter Kalan.

The acquisition is subject to customary closing conditions,
including all government approvals.  The paper believes the deal
will be completed during the first calendar quarter of 2002.


WUNSCHE AG: May Set up Trust Company
------------------------------------

Following the German clothing group Wunsche AG's bankruptcy
filing Friday, the German paper Die Welt and FT Information said
that strategic investors are still interested in the company.

The paper, citing sources close to the situation, said that it is
possible that over the Christmas break the interested parties
will continue to plan and set up a trust company.

This would allow the court to call in its appointed administrator
for the proceedings.

If interested entities can be found for the individual parts of
the business, a break up may also be expected.

Wunsche owns the textiles subsidiaries Miles and Jansen and
markets the brands Joop and Cinque.


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

AER LINGUS: TEAM Aer Lingus May Be Disbanded as Potagua Wants Out  
-----------------------------------------------------------------

TEAM Aer Lingus could be disbanded early next year should FLS
Industries pursue its plan to exit from the aircraft maintenance
business, reports The Irish Times.

Potagua, the controlling shareholder at FLS, is said to be keen
on leaving the marginally profitable business and indicated that
its three representatives in the board will resign by April.

Recently, Potagua issued a statement to the Copenhagen stock
exchange outlining its desire to sell its 46 percent interest in
the aerospace and cement conglomerate.

Sources privy to Potagua's decision say the exit is due to the
poor performance of the group and the steady decline of its share
value from more than US$29.6 in 1997 to US$8.3 this year.


WEXFORD ELECTRONIX: Workers Keep Fingers Crossed on Bright Signs
----------------------------------------------------------------

There are positive indications that Wexford Electronix, which is
under receivership, could continue operations beyond this year,
but trade unions urge members not to up their hopes too high.

Billy Kyne, regional officer of the AEEU, the largest trade union
at Wexford, says what is clear as of the moment is that some 364
workers will get to keep their jobs until mid-February.

"There may be some rescue package in the new year that might see
work continuing at the premises under a new entity," Mr. Kyne
told The Irish Times.

Mr. Kyne says receiver Roy Jackson of KPMG is currently looking
at buyers and investors for the plant, but warns that all of the
workforce would be made redundant before a new company is formed.

He, however, assures that if a buyer was found and the company
reopened as a new entity, employees would be recruited from the
existing workforce.

"We as a union, are heartened by the optimism, but would also
urge caution," says Mr. Kyne.

The company was forced to call in the receiver after recording a
string of sharp sales drop, particularly in the last three
months. Wexford manufactures cable harnesses for the motor
industry.


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


FIAT SPA: Resorts to Temporary Lay-off to Cut Car Production
------------------------------------------------------------

A total of 8,600 employees of Fiat Auto SpA will be temporarily
laid off for three weeks starting January next year, reports AFX-
Europe.

The employees will be alternately laid off beginning January 21,
where 1,800 workers will be forced not to go to work for a week,
the report says.  

The second batch composed of 3,400 employees will take their turn
from January 28-February 3.  Another 3,400 will be temporarily
out of work from February 4-10.

According to the company, the scheme is designed to cut car
production by 6,500 units during the period.  The Marea and
Multipla models will be specially targeted by this production
slash.

Production of the Marea model will be stopped during the three-
week period, while work on the Multipla model will stop from
January 28 to February 10.


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


FENOSA SA: Seeks Partnership With BP Gas & Power in Egypt Venture
-----------------------------------------------------------------

Union Electrica Fenosa SA is reportedly luring the U.K.'s BP Gas
& Power to become its partner in gas liquefaction plant at the
port of Damietta in Egypt, says Dow Jones Newswires.

According to the report, part of the arrangement the Fenosa is
offering the British energy marketer is a reciprocal right to
take a stake in each other's projects.

Union Electrica Fenosa was earlier involved in an asset sale to  
reduce its debt.


=====================
S W I T Z E R L A N D
=====================


SWISSAIR GROUP: Compass Gets Catering Units for Half the Price
--------------------------------------------------------------

Catering group Compass got a huge bargain recently when it bought
Restorama and Rail Gourmet from bankrupt Swissair Group AG for
half the original price, reports Telegraph UK.

Earlier, the company offered to buy the two catering units for
US$118.6 million, but ended up getting them for only US$57.4
million.  

The deal is now sealed with the court approving the sale
Saturday.

Restorama is a contract catering business that operates in
Switzerland, Germany and Austria.  Compass says Restorama will be
merged with Eurest, its existing European operations.

Rail Gourmet, on the other hand, supplies food on more than 1,100
trains a day throughout Europe, and operates more than 30 outlets
at stations in Belgium and Finland. It is also the leading rail
catering company in Britain.

Compass had been eyeing Restorama and Rail Gourmet even before
the present slump in the airline sector began.  In July, Compass
offered to swap its in-flight catering operations for Restorama
and Rail Gourmet.


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


ANTFACTORY: Seymour Pierce Acquires Dotcom Darling for US$72.5M
---------------------------------------------------------------

Bleeding dotcom company Antfactory will be wound up in a deal
that will see much of its money returned to early stage
investors, the Independent said Monday.

Seymour Pierce, the stockbrokerage firm, will acquire the
Internet incubator and venture capital company through a shares
and loan notes issue worth US$72.5 million.  

This transaction will in effect transfer most of Antfactory's
assets to a new company associated with its founding
shareholders, who will also become shareholders in Seymour.

The most significant result of this transaction will be the
return of much of Antfactory's remaining US$118 million cash to
early investors.

The company started out in 1999 with US$190 million in funds and
has opened branches in Argentina, India, Israel, Mexico and
Sweden. Its major institutional shareholders include Allianz
Capital Partners, Citicorp Venture Capital and CVC Capital
Partners.

The industry crash has cause the dotcom firm to lose money,
posting recently a pre-tax loss of US$32.8 million for the nine
months ending September 30.

The deal will leave Seymour with 15 of Antfactory's portfolio
investments and approximately US$38.2 million cash. Seymour says
it plans to sell or float the constituent companies "over the
coming years."


BEESON GREGORY: Subsidiary Acquires Stake in Inhibox
----------------------------------------------------

Investment banking and brokerage firm Beeson Gregory Group PLC
said its subsidiary, intellectual property business IP2IPO, has
acquired an interest in Inhibox Ltd.

According to a report from the AFX News Monday, this is the
group's first venture from its agreements with Oxford University
and Isis Innovation, the University's technology transfer
company.

Inhibox will be led by Edwin Moses, who has been appointed
executive chairman while Chris Wright stands as chief executive
of IP2IPO.

Inhibox is a drug discovery company that uses computational
methods to discover new leads for drugs.


BIOGLAN: Novates Jogatec License Rights to Raise Cash
-----------------------------------------------------

Bioglan has agreed to novate its rights and obligations under its
existing license contract with Jagotec relating to the right to
market and sell the Solaraze product in the U.S., Canada and
Mexico.

The company novated the right in favor of a wholly owned
subsidiary of Quintiles Transnational Corp. for US$21.6 million,
which was to take effect immediately.

The Solaraze product is a treatment for actinic keratoses and
pre-cancerous sun-induced skin damage, which has been launched by
Bioglan in the UK and Germany as part of the ongoing European
roll out.

On December 14, Bioglan announced that its banks had agreed to
extend the standstill arrangements on its outstanding debt to
December 21, 2001.

In conjunction with the novation of these rights under the
Solaraze Contract, Bioglan's banking syndicate has agreed to
extend the existing standstill arrangements through to January
31, 2002.

The proceeds from Quintiles are expected to enable Bioglan to
meet its projected borrowing requirements in December 2001 and
January 2002.

Although there can be no assurances that the existing financing
will be extended beyond January 31, 2002, Bioglan remains in
active discussion with its banks and certain third parties with a
view to achieving a longer-term solution for the company.

In addition to the novation, certain amendments have been made to
the Solaraze Contract.

These amendments include Bioglan agreeing to increase certain
payments under the Solaraze Contract with a $12.5 million payment
due immediately ($10 million due by December 31, 2001
previously), which will be paid by Bioglan from the US$21.6
million.

Consequently Skyepharma, the parent company Jagotec, and Bioglan
have agreed that SkyePharma no longer considers that Bioglan is
in breach of its obligations under the Solaraze Contract.

The novation and related amendments would have constituted a
class one transaction under the listing rules of the UKLA and
would ordinarily have required Shareholder approval.

The company's current situation, including, in particular, its
cash flow position and the urgent need for additional financing
did not, however, allow time to seek such shareholder approval.

Accordingly, the UKLA has agreed that the company be permitted to
dispense with the requirement to obtain shareholder approval, and
related requirements.

Although the Solaraze Contract was expected by the company to
generate substantial revenues in the future, in view of the
current situation, Bioglan's directors believe that the
arrangements described in this announcement are in the best
interests of the company and its shareholders as a whole.

In particular, if the novation and related amendments had not
been effected immediately, the company would have been unable to
meet its financial commitments as they fell due and consequently
would have been unable to continue to trade, resulting in the
appointment of receivers/liquidators/administrators.

As part of the novation arrangement Quintiles will be responsible
for the ongoing investment required to market the Solaraze
product in the US, Canada and Mexico.

Bioglan expects to undertake certain services for Quintiles in
relation to Solaraze, including marketing, distribution,
promotion and manufacturing, for which Bioglan will receive a
revenue stream. A third party manufacturer carries out
manufacturing for Solaraze in the US under contract.

In the absence of a satisfactory conclusion to the strategic
discussions with potential purchasers or re-capitalization
partners, the directors of the company do not believe that the
group has sufficient working capital for its present requirements
(that is for at least the next 12 months).

However with the completion of the novation, the directors
believe that Bioglan will have sufficient working capital to
continue trading to the company's financial year-end, January 31,
2002.

For more information, contact Buchanan Communications through
Lisa Baderoon: 07721 413496 (Mobile) or Switchboard: 020 7466
5000


BRITISH TELECOM: Announces Top Exec Movement for January 2002
-------------------------------------------------------------

British Telecommunications group announces the appointment of
Alison Ritchie as chief executive officer of BTopenworld, its
mass-market Internet division, the UK group said Friday.

Alison Ritchie, who will take over the post at the beginning of
January 2002, is currently BT's Restructuring Project Director.

Ms. Ritchie has an extensive career history with BT, including
roles in products and services management, regulation,
procurement and sales.

At the same time, BT announced that Pat Gallagher, group director
of strategy and development, will leave the company at the end of
January 2002.

In July 2000, Mr. Gallagher took on his current position, leading
the restructuring and establishment of the new BT Group.

BT also announced that Clive Ansell would be taking on the role
of group strategy director effective January 2, 2002.

Mr. Ansell has 20 years of experience with BT in a variety of
roles, most recently in an assignment as a senior managing
director with Japan Telecom.


BRITISH TELECOM: To Launch US$2.5 Billion Bond Issue in January
---------------------------------------------------------------

Recently demerged British Telecom mobile unit mm02 is eyeing the
third week of January to launch its GBP1.75 billion (US$2.52
billion) bond issue aimed at refinancing its bank debts.

According to a report by the Independent, the proceeds of this
program will be used to pay part of its US$5 billion bank debts.  
It has approached Deutsche Bank for the bond issue.

The transaction is expected to ease the pressure on the company's
plan to develop its ventures in 3G networks. It needs at least
US$11.9 billion during the next five years to do so.

About US$7.2 billion of the above amount will be sourced from
future operational cashflow, with the balance coming from
overdrafts arranged ahead of its demerger from British Telecom.

The 3G technology gives mobile phones similar functionality as
those of desktop PCs. It is not expected to take off until 2003,
the Independent says.


BRITISH TELECOM: Oftel Orders ADSL, SDSL Interconnection
--------------------------------------------------------

Beginning next summer, rival telecom operators can already
combine their broadband networks with BT Group plc, after UK's
telecom watchdog forced the latter to allow interconnection.

Oftel, the telecom industry watchdog, required British Telecom to
provide two new interconnection services, using both ADSL and
SDSL technology, to boost the broadband services in the UK.

At present, telecoms operators that want to offer broadband DSL
services either have to buy BT's wholesale broadband products at
BT's prices or install their own DSL equipment in BT's local
exchanges through local loop unbundling.

Rival Energis PLC and Thus PLC lodged the complaint before Oftel,
which led the latter to order the interconnection, says AFX News.

Broadband makes it possible to send and receive high volumes of
data and faster speeds than a conventional 56kb household modem.


GLOBAL CROSSING: Peddles U.K. Assets for US$720M to Remain Viable
-----------------------------------------------------------------

Weighed down by a heavy debt burden, Global Crossing Ltd has put
its assets in the United Kingdom up for grabs for US$720 million,
says Reuters.

According to the news service, British gas distributor Lattice
Group plc is said to be ahead in the running to acquire the once
"bright star in the international wholesale telecoms universe."

The company racked up a US$7.6 billion debt in an expensive
network build-up, coupled by a slack in demand and declining
bandwidth prices.

Third quarter losses amounted to $3.4 billion and its shares
closed last Friday at US$0.65 -- down 97.5 percent from its year
high.

Standard & Poor's has already downgraded the company to junk
status and sees the firm struggling to remain viable.


LONDON CLUBS: Needs US$72 Million to Avoid Breakup by March 2002
----------------------------------------------------------------

Casino operator London Clubs International plc needs to raise
US$72 million and ink a pact with its bank by March 2002 else be
forced to split up, analysts say.

In an interview with the Independent recently, David Pope of the
Brewin Dolphin said: "They need to do enough to reduce their risk
profile with their banks...They must rearrange their debts to
take advantage of lower interest rates."

The troubled casino venture is presently renegotiating a US$320
million debt and has until March next year to stave off a
possible break up, says the Independent.

According to analysts, raising US$72 million is key to
renegotiating this debt and the options include selling some of
its casino assets, completing some sale-and-leaseback deals or a
debt-for-equity swap.

Gala Group, the privately owned gaming company, William Hill, the
bookmaker, and Sun International, the South African hotel and
gaming group are said to be interested in the company.

The group recently disclosed a first-half pre-tax loss of US$164
million for the six months to September 30, a sharp contrast from
last year's US$1.15 million profit. Turnover for the period fell
7% to US$100 million.

Meanwhile, the headache brought about by Aladdin's entry into
Chapter 11 bankruptcy protection also impacted trading losses
during the period, says the company.

This, as the group was forced to spend so much money on advisors
needed to negotiate the company out of its financial ties with
the Las Vegas resort.


MARKS & SPENCER: To End 2001 Atop the FTSE 100 Index
----------------------------------------------------

Marks & Spencer is expected to cap a year of reorganization this
year to become the best performing FTSE 100 stock of 2001, a
report obtained from the Scotsman said Monday.

M&S shares, which closed at 359.75p Friday, are still a little
more than half the price they fetched in their low-performing
years since 1997.

However this year, M&S shares had a remarkable comeback, rising
89 percent on the back of positive market acceptance for its new
collections and heavy cost cutting efforts.

The general retail sector as a whole stands among the top five
best performers in the UK this year, The Scotland paper says.


MILLENNIUM DOME: Torries Debunk Claim David James Was Not Paid
--------------------------------------------------------------

David James, the consultant hired by the government to clean up
the mess at the Millennium Dome, did not work for nothing after
all.

Members of the Conservative Party learned recently that Mr. James
actually received GBP292,000 (US$421,000) during his stint at the
failed tourism project.

Earlier, the government heralded Mr. James for his contribution
without receiving a cent.  During his stint, creditors of the
public infrastructure project were all paid, and Mr. James also
managed to rack up US$35 million in savings.

Torries jumped at Lord Falconer of Thoroton after learning that
the minister for the Dome attempted to hide the figures by
placing the information in the Commons library.  This made the
document only accessibly by officials and members of parliament.

Tim Yeo, Shadow Culture Secretary, said: "They have tried to hide
this story like a coin in a Christmas pudding. It is
extraordinary that anyone could be paid such a huge amount
effectively to run an empty Dome.

"It is scandalous that they have tried to sneak out such vital
information by placing it in the library of the House on the
afternoon that everyone was packing up to go home for Christmas,"
Mr. Yeo told The Sunday Times.


NTL INCORPORATED: Doles Out US$14M to CoreComm Despite Its Woes
---------------------------------------------------------------
  
Cable group NTL Incorporated, which is currently experiencing
serious liquidity problems than it is willing to admit, bailed
out last week a separate company run by founder Barclay Knapp.

In a report early this week, the Evening Standard said the
bailout of CoreComm, where Knapp holds the chief executive and
finance director post, involved GBP10 million (US$14.4 million).

According to the report, the "extraordinary move" was a "major
embarrassment" for Knapp who is currently trying to negotiate the
restructuring of NTL's US$17 billion debt.

NTL officials downplayed the move, saying there was nothing
abnormal about it and that the company had even pumped US$15
million to CoreComm early this year.

NTL is currently in the process of negotiating with banks and
bondholders to whom it owes US$17.3 billion.  It is planning to
swap some of the debt for shares in the company.

CoreComm, on the other hand, is similarly in deep trouble, facing
a possible delisting from Nasdaq as early as January 2.


NTL INCORPORATED: Irish TV Business in Bid Rumor
------------------------------------------------

NTL's Irish cable television business Cablelink draws a venture
capital bid, the European news service Venture Dome said Monday.

A London-based investor is reportedly setting up an offer for the
Irish TV company NTL acquired in 1999.

This news follows reports that NTL delayed the sale of its
broadcasting network infrastructure due to the lack of suitable
offers.

According to the news company, France Telecom has baulked at an
asking price of some GBP1.5 billion (US$2.1 billion).

NTL has around US$17 billion in debt and is under pressure from
bondholders to reorganize its balance sheet, which may be
realized through a debt for equity swap.


P&O PRINCESS: Carnival Says Bid Preconditions Negotiable
--------------------------------------------------------

Carnival is willing to give up all but one of the preconditions
attached to its US$3.2 billion cash-and-shares offer for P&O
Princess if the latter allows it access to internal financial
data.

A spokesman for Carnival recently told Telegraph UK that if only
P&O's management team would allow a meeting, some preconditions
in the takeover bid could be resolved.

Accordingly, save for the need to get regulatory clearance, the
other preconditions are negotiable.

P&O, however, insists that the American cruise operator offer an
unconditional bid on or before mid-January in order to be
entertained.

As to affording Carnival the chance to look into its financial
data, P&O says a non-solicitation agreement with Royal Caribbean
cruises prevents it from entertaining any offer unless it is
superior and deliverable.

The Carnival spokesman says it is imperative for the company to
examine certain financial information in order to limit the cost
of break-up fees.  It also wants the P&O to promise not to pay
excessive dividends before it makes a formal offer.

P&O Princess will be holding a shareholders meeting to vote  
on the merger with Royal Caribbean on February 14, 2002.


P&O PRINCESS: Carnival Seeks Regulatory Approval for US$3.2B Bid
----------------------------------------------------------------

American cruise operator Carnival Corp. says it has already begun
the process of getting regulatory approval for its bid for P&O
Princess Cruises.

In a statement Monday, the company confirmed that it filed Friday
last week the necessary requirements for the clearance with the
Federal Trade Commission.

Accordingly, it has since then, provided antitrust authorities
with information to aid them in their investigation, a report by
Dow Jones Newswires said.

The American cruise operator is currently luring the company to
take its US$3.2 billion cash-and-shares offer and junk a merger
option with Royal Caribbean Cruises Ltd.


RAILTRACK GROUP: Probe on Demise Called Anew, This Time by Lords
----------------------------------------------------------------

A member of the House of Lords is calling for a new probe on
Railtrack plc, particularly the timing of the decision to put the
company in administration, says The Observer.

Tory peer Lord Hunt called on the Financial Services Authority
recently to lead the investigation into the days leading to
Railtrack's collapse.

In particular, Lord Hunt wants the Authority to look into the
timing at which Transport Secretary Stephen Byers rejected the
rescue plan proposed by Railtrack Chairman John Robinson.

Lord Hunt believes the meeting between Mr. Byers and Mr. Robinson
in the evening of October 5 after the stock market had closed was
fishy.

According to him, there are indications that Mr. Byers had known
about Railtrack's demise but kept it to himself and in the
process fooled the market into trading Railtrack shares until its
closing on October 5.

Lord Hunt says the move created a false market for Railtrack
shares.  He claims that Mr. Byers had made the decision to put
the company in administration at least a day earlier.

He says Mr. Byers should have immediately informed Mr. Robinson
once he had firmed up that decision so that the market could be
promptly warned.

The Authority promised to immediately launch an investigation
into the matter.


RAILTRACK GROUP: Gov't Wants Coucher to Be New Managing Director
----------------------------------------------------------------

The government is reportedly keen on getting Ian Coucher, head of
Tube Lines, to become the new managing director of the proposed
non-profit successor company that will replace insolvent
Railtrack plc.

John Armitt, who is former head of Costain, is at present running
Railtrack on behalf of the administrator Ernst & Young, which is
also reportedly in the running for the Railtrack job.

Earlier, Ian McAllister was recruited from Ford UK by the
government to serve as chief executive.

                                 ***********

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

Troubled Company Reporter -- Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Trenton, NJ
USA, and Beard Group, Inc., Washington, DC USA. Kimberly MacAdam,
Salve M. Mordeno and Maria Lourdes Reyes, Editors.

Copyright 2001.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
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