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

                           E U R O P E

              Thursday, May 09, 2002, Vol. 3, No. 91


                            Headlines

                            *********

* F R A N C E *

RHODIA: Gets Nod for Plan to Buy-back 10% of Publicly Held Equity

* G E R M A N Y *

BANKGESELLSCHAFT BERLIN: Japanese Investment Bank Enters Fray
BAYERISCHE LANDESBANK: To Dispose Assets to Counter Bad Loans
CALLAHAN NORDRHEIN-WESTFALEN: Moody's Cut Ratings on Poor Outlook
KIRCHGRUPPE: Banks Balk at Springer Tag, to Offer Only EUR900 MM
KIRCHGRUPPE: Banks Want to Hire Leo Kirch, Deputy as Consultants
KIRCHMEDIA: Appoints UBS Warburg Adviser on Asset Sales
KIRCH PAY-TV: Bickering Over Ownership Undermines Salvage Efforts
PHILIPP HOLZMANN: Austrian Subsidiary Attracts Nine Suitors

* I R E L A N D *

ALLIED IRISH: Forfeits Performance Bonus of Five Exec. Directors

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

LAURUS NV: Shareholders Ask Amsterdam Court to Block Casino Deal
VERSATEL TELECOM: Debt-Equity Swap Still Lacks Nod From U.S. SEC
VERSATEL TELECOM: Posts Core Losses of Only EUR4 Million in Q1

* U N I T E D   K I N G D O M *

INVENSYS PLC: Names Ex-Enron Executive to Energy Management Unit
ITV DIGITAL: Creditors to Appoint Ally as Channel's Liquidator
ITV DIGITAL: Administration Earned Co-owners GBP200 MM Tax Break
NTL INCORPORATED: May File for Chapter 11 Bankruptcy This Week
P&O PRINCESS: Initial Poll Results Show Objection to Carnival Bid
SCOOT.COM/MARCONI: Scoot.com, Marconi Rated Strong Sell


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

RHODIA: Gets Nod for Plan to Buy-back 10% of Publicly Held Equity
-----------------------------------------------------------------

Specialist chemicals group Rhodia has gotten the nod from the
French stock market regulator COB for its plan to buy back shares
equal to 10% of its capital, says Les Echos.

The approval comes as the company prepares to bring up the matter
at a shareholders' meeting on May 21.  The purpose of the
transaction is to lower the firm's debt to funds ratio, which
rose to 113% at the end of last year.  The company wants this
ratio to fall below 100% by lowering the debt component at the
end of the year.

Meanwhile, under the group's stock-option plan, shareholders will
only be allowed to subscribe up to a maximum of 6 million shares
or just over 3% of the capital.  The subscription price could be
close to the current trading price of around EUR12, the report
says.


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

BANKGESELLSCHAFT BERLIN: Japanese Investment Bank Enters Fray
-------------------------------------------------------------

Japanese investment bank Nomura has reportedly entered the race
to get Bankgesellschaft Berlin, the bank being peddled by the
state of Berlin, reports Frankfurter Allgemeine Zeitung.

The report says Nomura's London office is spearheading the
efforts, following the revised tender initiated by the State of
Berlin on April 20.  The paper says the new tender was intended
to minimize risks to Berlin concerning European state aid
legislation as a result of the sale.

The Japanese bank recently paid EUR3.2 billion for two British
pub chains.  Its investment in Germany includes a majority stake
in the country's railway workers' residential properties.

Nomura will compete with the group of financier Christopher
Flowers who recently partnered with Texas Pacific Group
ostensibly to secure their victory.  

The bidders all want to sell the stake at a profit at a later
date, the paper says.

Meanwhile, Norddeutsche Landesbank (NordLB) is allegedly
considering a change in its approach to acquire the state-owned
bank.  Accordingly, NordLB, which already owns 11% of
Bankgesellschaft Berlin, is mulling a takeover, instead of a
purchase.  

The paper says NordLB allegedly doubts it can sustain a bidding
war with the other buyers.  This despite its partnership with
Hamburger Sparkasse (Haspa,) Mittelbrandenburgische Sparkasse in
Potsdam (MBS) and Deutscher Sparkassen- und Giroverband (DSGV). A
merger will not involve cash.

The paper says the savings banks have confirmed the information.
A DSGV spokesman said: "A merger of NordLB and Bankgesellschaft
Berlin is one possible approach to achieving a goal acceptable to
all."

But the paper says the savings banks in Lower Saxony want a
distinct separation to be retained between NordLB and the savings
banks. Accordingly, they want one part of Bankgesellschaft
Berlin, Berliner Sparkasse, to be passed on to Haspa and MBS.

The residual businesses would become "Nordostdeutsche
Landesbank," which would be owned by NordLB's current backers.
The State of Berlin would remain a minority shareholder for the
present, the paper says.


BAYERISCHE LANDESBANK: To Dispose Assets to Counter Bad Loans
-------------------------------------------------------------

Bayerische Landesbank, the German lender whose financial strength
rating was recently downgraded to "C" by both Fitch and Moody's,
said Tuesday it will dispose assets this year.

Citing BayerLB Chairman Werner Schmidt, the Financial Times said
the bank will sell both strategic and financial stakes to
redirect its focus on holdings that "could generate an adequate
long-term return."

The bank, which will lose government cover by 2005, is currently
hobbled by bad loans extended to some of Germany's now-bankrupt
enterprises.  Its biggest exposure is in KirchGruppe, whose unit
KirchMedia filed for insolvency last month.  It has EUR2 billion
in loans tied to this group.  Mr. Schmidt, however, assures that
the bank had set aside sufficient provisions for the exposure at
Kirch.  

Aside from the German media group, the bank is also heavily
exposed to Philipp Holzmann, the defunct construction group, and
Fairchild Dornier, the insolvent aircraft maker.  The bank also
wrote off US$100 million, representing credits to bankrupt
American energy firm, Enron.

The report says the bank more than doubled its risk provisions
last year to EUR1.2 billion as a result of its tie-up with
crumbling firms.

Germany's second-biggest public sector bank is 50% owned by the
state of Bavaria.  It had operating profits of only EUR184
million last year, a 75% drop, says the paper.  

The paper says BayernLB has a EUR5.4 billion portfolio of
industrial holdings that include 10.6% of construction group
Walter Bau; 12.3% of Thuga, a Munich power utility; and 23% of
private bank Hauck & Aufhauser.

With the wave of insolvency afflicting its lending clients,
analysts say the bank is now under pressure to improve
profitability.  The planned asset disposal is not surprising,
they say.

In 2005, the state guarantees that have enabled Germany's state-
run Landesbanken to raise funds more cheaply than commercial
rivals will be phased out, the paper says.

BayerLB plans to speed up efforts to turn itself into an
Aktiengesellschaft or publicly limited holding company, by the
end of the year to be eligible to seek additional outside
investors, says the report.


CALLAHAN NORDRHEIN-WESTFALEN: Moody's Cut Ratings on Poor Outlook
-----------------------------------------------------------------

The B2 senior implied and Caa1 senior unsecured issuer and senior
unsecured note ratings of Callahan Nordhen-Westfalen GmBH, a
broad-band communication network based in Germany, were cut
Tuesday by Moody's to Caa2 and Ca respectively.

According to Moody's, the new ratings reflect its concern
regarding Callahan's present condition.

"Given existing delays in the company's business plan and the
relatively slow speed at which the company is releasing homes to
marketing and in the light of potential further delays, it is
increasingly likely that Callahan may be unable to meet its
EBITDA covenant requirement over the next two years," Moodys
said.

Furthermore, the downgrade also implies a bleak picture in
Callahan's ability to survive the setback. Moodys noted that in
the absence of a "meaningful injection of equity, it is highly
likely that a restructuring of the company's balance sheet may be
required."

Moody's also downgraded a Callahan's EUR2,900 million guaranteed
senior secured credit facility to Caa1 from B1.

Moodys said "the Ca rating of the notes reflects their structural
subordination to obligations at the operating company level,
including future draws under the EUR2,900 million credit
facility."

In addition, "the Caa1 rating of the senior secured bank
facilities reflects the protection provided to senior lenders by
virtue of the associated collateral package and guarantees
provided by the operating subsidiaries," Moody's stated.

Moody's gave all ratings a negative outlook in view of the
company's current state.  The new ratings mark Moody's
culmination of its continued reviews on Callahan Nordhen-
Westfalen GmBH, which started on March 15, 2002.


KIRCHGRUPPE: Banks Balk at Springer Tag, to Offer Only EUR900 MM
----------------------------------------------------------------

KirchGruppe will only receive around EUR900 million or a premium
of less than 10% for its stake in German publisher Axel Springer,
as banks balked at the original asking price of over a billion
euros.

German daily Handelsblatt says the other partners of Commerzbank
AG, which is leading a consortium to takeover the 40% stake, find
the price tag unjustifiable and are unwillingly to tender a bid
that reaches EUR1 billion.

The known members of the consortium are Dresdner Bank, Bayerische
Landesbank and Axel Springer's widow, Friede.  The report did not
state whether these partners are among those who are objecting to
the excessive price tag.  The consortium plans to float the
shares in three years.

The purchase of the stake will need the approval from Bayerische
Landesbank, JP Morgan and Lehman Brothers, which hold a lien on
the stake.  If the much lower tender is approved, the three banks
will receive less than the EUR300 million they each had
originally expected to get from the sale.  The report says they
will likely be offered a share from the proceeds of the planned
flotation in three year's time.


KIRCHGRUPPE: Banks Want to Hire Leo Kirch, Deputy as Consultants
----------------------------------------------------------------

Creditor banks are reportedly nearing agreement on a plan to hire
KirchGruppe Founder Leo Kirch and his deputy Dieter Hahn as
consultants in the ongoing restructuring of the group, says AFX
News.

Citing Sueddeutsche Zeitung, the news agency said Mr. Kirch will
receive as much as EUR5 million a year in this capacity, while
Mr. Hahn is also expected to get a similarly "enticing wage
package."

Accordingly, the banks have decided to hire the duo, as they are
the only ones who can find their way through the group's
"labyrinthine" media empire.


KIRCHMEDIA: Appoints UBS Warburg Adviser on Asset Sales
-------------------------------------------------------

Insolvent KirchMedia has reportedly chosen UBS Warburg as adviser
on its planned asset sales, which are deemed essential to keep the
company afloat, says Bloomberg.

UBS was allegedly picked because it doesn't have any ties with
the media group.  International banks currently bickering over
who should get the proceeds from the asset disposals include
Lehman Brothers Holdings Inc., J.P. Morgan Chase & Co. and
Dresdner Bank AG, among others.

"It definitely makes sense to hire someone not involved," SEB AG
analyst Oliver Fischer told Bloomberg.

KirchMedia and UBS Warburg have yet to confirm the report, says
the news outfit.

Up for sale are KirchMedia's 25% stake in Spanish broadcaster
Telecinco SA and the interest in a television joint venture with
EM.TV & Merchandising AG.   

The report says KirchMedia needs cash as the court-appointed
administrator and two bankruptcy lawyers hired by Kirch try to
keep the rest of the operations intact. KirchMedia's liabilities
total EUR1.9 billion.

The company owns Europe's biggest film library as well as a
controlling stake in ProSiebenSat1 Media AG, Germany's largest TV
broadcaster.  KirchMedia needs about EUR1 billion in fresh
capital to survive.  KirchGruppe and its units also needs to pay
back loans worth more than US$1 billion to Dresdner as well as
Deutsche Bank, the news outfit says.


KIRCH PAY-TV: Bickering Over Ownership Undermines Salvage Efforts
-----------------------------------------------------------------

Efforts to rescue Kirch Pay-TV, the operator of loss-generating
network Premiere World, appeared headed nowhere but the
bankruptcy court as negotiations stalled Tuesday night.

Financial Times says parties involved in the talks have refused
to buckle down and discuss important issues other than who would
eventually control the unit.  Accordingly, investors and
creditors are also struggling to make sense of the unit's
business plan.

Premiere has persistently failed to improve its subscriber base
and is currently buried under huge debts, incurred primarily from
expensive deals to buy programs from Hollywood studios.  

"Unless the parties can resolve their differences, Kirch pay-TV
could file for bankruptcy this week, perhaps as early as on
Wednesday," the Financial Times said.

The paper says the rescue parties include Rupert Murdoch's News
Corporation, a collection of leading Hollywood studios and German
banks owed money by the pay-TV business.

Hollywood studios, in particular, have so much to lose if the
unit declares insolvency because this could mean losses of about
US$4 billion in projected revenues for the next five years.  
Kirch is one of their largest consumers of films and TV programs.

Meanwhile, bankers have confirmed that Leo Kirch and his deputy
Dieter Hahn had been hired as consultants to the business and
will be paid millions of dollars, the report says.


PHILIPP HOLZMANN: Austrian Subsidiary Attracts Nine Suitors
-----------------------------------------------------------

Nine parties are reportedly interested in acquiring Ast-Holzmann
Baugesellschaft, the Austrian subsidiary of insolvent
construction group Philipp Holzmann, says the Frankfurter
Allgemeine Zeitung.

The list of interested buyers includes several German companies,
the paper says.  It is not certain whether the administrator will
sell this unit, which is relatively stable and unaffected by the
insolvency of the German parent.

The subsidiary reported turnover of EUR174 million for 2001. Its
liquidity is reportedly assured as banks have extended their
credit lines one more year, says the paper.


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

ALLIED IRISH: Forfeits Performance Bonus of Five Exec. Directors
----------------------------------------------------------------
  
Five executive directors of Allied Irish Banks, which figured in
a US$691 million rogue trader scandal early this year, received
no performance bonuses in 2001, says the Financial Times.

In an annual report published Tuesday, the bank revealed that AIB
CEO Michael Buckley only received EUR685,000 in 2001, down from
EUR705,000 a year ago.

Highest paid director Frank Bramble, who also chairs Allfirst,
the U.S. subsidiary that lost US$691 million in the scandal,
received total remuneration of EUR1.48 million in 2001.  He was
paid EUR1.72 million in 2000.

Mr. Bramble's payout is structured this way: EUR811,000 salary,  
EUR21,000 benefits, EUR29,000 fees and EUR619,000 pension
contributions.

The bank clarified that Mr. Bramble's remuneration was agreed
upon long before the scandal erupted.  He is set to retire next
month and will take a lump sum of US$2.9 million in lieu of his
pension.

The paper did not identify the other executives who received no
performance payouts last year.

AIB chairman Lochlann Quinn, in contrast, got a remuneration hike
from EUR198,000 to EUR207,000 in 2001, the paper says.

The company expelled David Cronin, Allfirst's treasurer; Robert
Ray, the immediate boss of rogue trader John Rusnak; and four
other executives as a result of the scandal.


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

LAURUS NV: Shareholders Ask Amsterdam Court to Block Casino Deal
----------------------------------------------------------------

Eight Belgian shareholders of Laurus NV, including Dutch
Antilles-based Laminco NV, are asking a court in Amsterdam to
halt the takeover discussions between the company and Casino.

The Deal.com says the group wants the Ondernemingskamer -- a
court for corporate legal matters -- to order an investigation
into several decisions by the Laurus board.  These include:
management of the company's troubled Spanish operations; this
year's unsuccessful attempt to convert all its stores to the
brand and format of one of its retail chains, Konmar; and whether
Laurus investigated possible alternatives to talks with Casino.

The report says shareholders are concerned that their will be
diluted as a result of the deal with Casino, France's second
largest retailer.  The shareholders are also asking the court to
suspend the current supervisory directors and replace them with
at least three new directors. They also want a new chairman to be
elected at the management board.

Under the proposed deal with Casino embodied in a preliminary
agreement inked in March, which temporarily staved off
bankruptcy, the French retailer will acquire 38.6% of the No. 2
Dutch food retailer.  It will also have an option to raise its
stake to 51% by 2008.  Laurus' principal banks -- ING Groep NV,
ABN Amro Holdings NV and Rabobank Group -- will acquire 12.4%.

In return for the stakes, Laurus will get about EUR400 million,
with EUR200 million coming from Casino, EUR64 million from the
banks and EUR135 million coming from existing shareholders, the
report says.

A hearing before the court is scheduled for May 22, a week after
the companies plan to sign a definitive agreement.  Any
investigation the court orders could take several months,
although the court can at any time put the talks on hold, says
the report.

Analysts told The Deal.com that the case poses serious problems
for Laurus.

"They don't have the time to wait - they need the cash from
Casino," Petra Rinsma, an analyst at SNS Securities NV, who
recommends selling Laurus shares, told The Deal.com

Ellen M. Soerjatin of Dutch law firm SchutGrosheide, along with
Marnix Holtzer are representing the shareholders.

Joost van Lanschot of law firm Stibbe in Amsterdam is
representing Laurus, both in the takeover talks and before the
Amsterdam court. Lazard is advising Laurus on the takeover, the
report says.  N.M. Rothschild & Sons is advising Casino on the
deal, while Linklaters & Alliance is providing legal counsel.


VERSATEL TELECOM: Debt-Equity Swap Still Lacks Nod From U.S. SEC
----------------------------------------------------------------

VersaTel Telecom International NV blamed Tuesday the U.S.
Securities and Exchange Commission for the delay of its planned
debt-for-equity swap, reports the Financial Times.

CFO Marc Lazar said the delay in the approval of the deal by the
American agency is in turn caused by backlog of work awaiting its
attention.  The transaction, embodied in a provisional deal inked
in March, will transfer 80% of the company to bondholders, the
paper says.  Some EUR1.7 billion of debt will be restructured as
a result of the swap.

But even if the transaction turns out successful, the company
will still have a funding gap of EUR50 million, the paper says.  
On Tuesday, the firm bared cash and equivalents of EUR633.6
million at the end of March, sufficient to fund its operations
until the start of 2004.  The company said it will face difficulty
in getting additional funding if the debt
restructuring doesn't push through.

If the deal went ahead, Versatel said it will only be funded
until the second quarter of 2003, but would have a greater chance
of raising additional cash. The company revealed that it is in
talks with a number of parties interested to close the funding
gap.

Mr. Lazar says the firm only needs an approval rate of between
75% and 99% for the debt-equity exchange. Once the proposal gets
the necessary nod, the company will file for protection from its
creditors in a Dutch court to force any remaining bondholders to
accept the deal.  He said this would take about six months to
complete.

The company's EBITDA for the first quarter stood at EUR3.7
million compared with a loss of EUR9.4 million in the previous
quarter and EUR23.3 million in the same period a year ago, the
paper says.  


VERSATEL TELECOM: Posts Core Losses of Only EUR4 Million in Q1
--------------------------------------------------------------

Restructuring Dutch telecoms firm VersaTel Telecom International
NV bared Tuesday sales of EUR67 million in the first quarter and
core losses of only EUR4 million, improving on last year's
performance.

The positive turnover led the company to reiterate sales of
EUR275-290 million this year and core earnings before interest,
taxes, depreciation and amortization of up to EUR5 million,
Reuters says.

Overall, the company posted a net loss of EUR84.8 million, down a
third from a year ago when it had a core loss of EUR23 million,
says the news outfit.

In March, the company agreed with bondholders to swap EUR1.7
billion of notes for equity, representing 80% of the company.  
The transaction still awaits approval from the U.S. Securities
and Exchange Commission.


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

INVENSYS PLC: Names Ex-Enron Executive to Energy Management Unit
----------------------------------------------------------------

Invensys, a global leader in the management of production
and energy resources, announced Tuesday the appointment of Dan
Leff to lead its Energy Management Division.

Dan, 42, joins Invensys from a position as Chairman and CEO of
the Energy Services Division of Enron Corporation. He was
appointed to this role in late December 2001 following the
company's chapter 11 bankruptcy filing.

In March 2002, Dan was asked to join the new senior management
team of Enron and assume responsibility for maximizing the value
of the creditors' and stakeholders' holdings and assets across
Enron's global wholesale and retail energy businesses.

From February 2001 through to December 2001 Dan was Chief
Operating Officer of the Enron Energy Services division, leading
businesses covering energy demand, engineering, construction,
operations, maintenance, and facilities management services for
the energy and Heating, Ventilation and Air Conditioning (HVAC)
sectors of commercial and industrial properties throughout the US
and Europe.

Between 1992 and 1997 Dan founded, built and operated his own
company, FMES Inc. This became a successful large-scale energy
services company addressing commercial and industrial customers
in the U.S.  It was preparing for a public offering or private
investment to finance its growth strategy in 1997 when Dan was
approached by Enron to sell his business and join Enron Energy
Services.

Prior to that he was President and CEO at Pilot Energy
Corporation. He began his career at United Technologies Carrier
Corporation in a number of U.S. and international postings.

CEO, Rick Haythornthwaite said: "Dan Leff was the outstanding
candidate for this role. His entire career has focused on the
provision and management of energy services for commercial and
industrial users and is perfectly matched to our vision.

"The knowledge Dan brings of large-scale energy solutions and
infrastructural management more than qualifies him to lead our
Energy Management Division. At the same time, his experience of
the evolving US and European energy markets will deepen our
understanding of the growth opportunities in this relatively
young industry.

"In the aftermath of the Enron collapse, we should not lose sight
of the fact that the company contained many good people and real
businesses. We are very pleased to have attracted Dan."

Invensys' Energy Management Division, created as part of the
Group's recent strategy review, focuses on markets connected with
power and energy infrastructure for industrial, commercial and
residential buildings. The Division works with customers involved
in the supply, measurement and consumption of energy to help them
control costs and comply with increasing environmental
requirements.

For more information, contact:

Victoria
Scarth/Duncan Bonfield Tel: +44(0) 20 7821 3529/3515

Invensys
Simon Holberton
Telephone: +44(0) 20 7404 5959


ITV DIGITAL: Creditors to Appoint Ally as Channel's Liquidator
--------------------------------------------------------------

Creditors of ITV Digital will allegedly appoint Kroll Buchler
Phillips to be the liquidator of the stricken pay-TV network that
shut down two weeks ago, says the Financial Times.

The insolvency firm is run by David Buchler, who is also vice
chairman of Tottenham Hotspur and key adviser to the Football
League.  Accordingly, administrator Deloitte & Touche doesn't
want to handle the liquidation proceeding.

The paper says Kroll has the backing of creditors BT Group,
British Sky Broadcasting, the Football League and Crown Castle,
which operates ITV Digital's transmission towers.

Carlton Communications and Granada, joint owners of ITV Digital,
are expected to block the appointment.  Accordingly, they will
claim they are the largest creditors of the bankrupt channel and
thus have the right to pick a liquidator of their choice. The
other creditors, however, vowed to show convincing proof that
they represent more of the value in ITV Digital.

A liquidator sympathetic to the league is crucial as they are
currently claiming that ITV Digital and its co-owners owe them
GBP178.5 million in outstanding obligation related to a
broadcasting rights contract.

Kroll Buchler Phillips has declined to comment on the report.  
Mr. Buchler has been the adviser of the League since ITV Digital
was put into administration, the paper says.


ITV DIGITAL: Administration Earned Co-owners GBP200 MM Tax Break
----------------------------------------------------------------

Carlton Communications and Granada, co-owners of collapsed ITV
Digital, beat the deadline for the phase out of a tax measure
that allows broadcasters to offset losses against corporate tax.

According to the Independent, this means the two companies got
nearly GBP200 million in tax relief by putting ITV Digital into
administration before March 31, the phase-out of the old measure.

"Under the old rules, the loss on a venture could be offset
against profits made on a disposal in the future... Carlton and
Granada have already offset some GBP655 million of losses run up
by ITV Digital against corporation tax.

"They invested an initial GBP232 million in the business then
converted around GBP400 million of its debts into equity a few
months ago.  The entire GBP632 million may be offset against tax
in the future and with corporation tax at 30 percent this is
worth GBP190 million," the paper said citing Kevin Slevin, a
former Inland Revenue inspector.

Essentially, what this means is the two broadcasters can make any
substantial disposals tax-free.  

A spokesman for Granada denied the timing of putting ITV Digital
into administration had anything to do with the tax relief, the
paper says


NTL INCORPORATED: May File for Chapter 11 Bankruptcy This Week
--------------------------------------------------------------

Troubled cable operator NTL Incorporated could file for
bankruptcy this week, as it is now just finalizing a 400-page
document that will form part of its petition.

According to the Independent, advisers were already putting the
finishing touches on the document Monday night.  The company was
expected to file the petition as early as Tuesday.

A spokesman told the paper that the company is just taking time
to ensure that the wording of the document was "100 percent
accurate."

Analysts are expecting the document to outline new financial
targets to back the company's revised business plan.  Under the
US$10.6 billion debt-for-equity swap, NTL creditors will give the
company US$500 million cash aside from writing off the debt.  

The Chapter 11 bankruptcy proceeding in the United States is
expected to be wrapped up by September.  The company by then will
only have US$5.8 billion of debt.


P&O PRINCESS: Initial Poll Results Show Objection to Carnival Bid
-----------------------------------------------------------------

Shipbuilders, port authorities and travel agents have began
sending their reply to the questionnaires sent by EU regulators
in relation to its probe on Carnival's bid for P&O Princess.

According to Bloomberg, there are indications that the results
would show overwhelming opposition to Carnival's proposals.

Shipbuilders and members of the EU competition commission are
allegedly concerned that the merger will put more power on the
demand side, tying shipyards to a particular cruise operator.
With the design and fitting of cruise ships dependent on a
particular brand, a vessel built for one company can't easily be
sold on to a competitor.

"The companies are, of course, a little concerned by the prospect
of having such a high degree of concentration on the buyers
side," Reinhard Lueken, secretary general of the European
Shipbuilders Association, told Bloomberg.

A Carnival-Princess merger, on the other hand, will also have 62
ships and berths of 87,020, a 49 percent market share in North
America and 38 percent worldwide, Lehman Brothers estimates.  In
contrast, a Princess-Royal Caribbean combination will only have
41 ships and 75,000 berths.

Port operators fear Carnival will dominate terminal facilities
once it gobbles up Princess.  In ports at major tourist
destinations such as Venice in Italy, Carnival already accounts
for 40% of total passenger traffic.

"If we were to add to the Carnival brands the P&O/Princess
traffic, the total amount of the overall business controlled by
one single company would be well over 50 percent," Captain
Giuseppe Fabbro, managing director of Venezia Terminal Passeggeri
SpA, told Bloomberg.

"We would prefer to have a plurality of shipping lines, with a
large, but not dominating traffic volume," Mr. Fabbro added.

Travel agencies, for their part, expressed concern to antitrust
officials that cruise operators may be able to restrict the
availability of cruise holidays and to impose price hikes through
cutting margins available to resellers.

They argue that there should be some balance of power between
cruise operators and major travel companies so that the latter
can try and steer high-value customers toward other holidays if
cruises become too expensive, the news outfit says.

Industry observers say Carnival might need to give up some of its
brands or assets if it wants to successfully snatch the British
rival.

"There is not a lot of competition in the cruise sector as it is
and if Carnival gets P&O it would be a dominant player in the
market.  To get antitrust approval, they'll probably have to sell
a brand or a number of ships to a third party," Eric Joyau, who
manages EUR36 million ($33 million) at Darier Hentsch & Cie. in
Geneva, told Bloomberg.

Competition Commissioner Mario Monti opened a four-month probe of
the acquisition on April 11.  The EU body is expected to render a
decision by August 19.

Carnival's bid also faces scrutiny by U.S. regulatory
authorities, who are expected to give the Miami-based cruise
operator a hard time.  A combined Carnival-Princess would have a
greater share of the North American than of the European market,
Bloomberg says.


SCOOT.COM/MARCONI: Scoot.com, Marconi Rated Strong Sell
-------------------------------------------------------

LondonStockPicks.Com (http://www.londonstockpicks.com)makes the  
following stock ratings for the short term:

    STRONG BUY:

    Cable and Wireless (LSE:CW) - Outperform / Trend Up

    SELL:

    Psion (LSE:PON) - Outperform / Trend Down
    British Airways (LSE:BAY) - Outperform / Trend Down

    STRONG SELL:

    Scoot.Com (LSE:SCO) - Underperform / Trend Down
    Marconi (LSE:MONI) - Underperform / Trend Down

HOW TO READ THESE RATINGS: There are two key numbers we look at.
We look at where a stock should perform VS the FTSE-100, and
where the stock price should perform VS itself. For example, a
stock could outperform the FTSE and still drop in price.
Conversely, a stock can underperform the FTSE-100, yet still move
higher.

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       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,
Larri-Nil Veloso 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
re-mailing and photocopying) is strictly prohibited without prior
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Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

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