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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, February 19, 2009, Vol. 10, No. 35

                            Headlines

A U S T R I A

FRIEDRICH PREITENSTEINER: Claims Registration Ends Feb. 24
HE-KO-MOEBEL LLC: Claims Registration Period Ends Feb. 23
KOMMUNALKREDIT AUSTRIA: Moody's Cuts Fin'l Strength Rating to 'D'
RUDOLF ZWEIMUELLER: Claims Registration Period Ends March 2
SCHWIEGLHOFER LLC: Claims Registration Period Ends March 2

TAFFATALER LLC: Claims Registration Period Ends March 2


G E R M A N Y

CONTINENTAL AG: Chairman Still Seeks Investor for Tire Unit
DK MOTORRAD: Claims Registration Period Ends March 22
KNIPF & PARTNER: Claims Registration Period Ends March 25
P + H ELECTRONIC: Claims Registration Period Ends April 14
RMS-PLAN: Claims Registration Period Ends March 18

VF INTERNATIONAL: Claims Registration Period Ends March 24


K A Z A K H S T A N

AGRO PROJECT: Creditors Must File Claims by March 27
ALEX LLP: Creditors Must File Claims by March 27
ASAN LLP: Creditors Must File Claims by March 27
GLOBAL TECHNOLOGIES: Creditors Must File Claims by March 27
KAZ IN TRADE: Creditors Must File Claims by March 27

NAMAD 2006 LLP: Creditors Must File Claims by March 27
ORDA NT: Creditors Must File Claims by March 27
OSHAK CONSTRUCTION: Creditors Must File Claims by March 27
PROM KAZ SNUB: Creditors Must File Claims by March 27
STROY CONTRACT: Creditors Must File Claims by March 27


K Y R G Y Z S T A N

CENTRAL ASIA: Creditors Must File Claims by March 13


N E T H E R L A N D S

BETULA FUNDING: Fitch Cuts Rating on EUR830M Class A Notes to 'B'
CLEARWAY FINANCE: S&P Cuts Rating on EUR215 Mil. Notes to 'BB'
LYONDELLBASELL: Fails to Pay Interest Payments on Two Bonds
LYONDELLBASELL: Fitch Withdraws 'C' Ratings on Missed Payments


R U S S I A

DALMATOVSKIY CANNERY: Creditors Must File Claims by April 1
IMPREGNIROVANIE LLC: Creditors Must File Claims by March 6
LESKOM CJSC: Permskiy Bankruptcy Hearing Set June 1
MIG CORP: To Receive RUR11 Billion in State Aid
MIRAX GROUP: Fitch Downgrades Issuer Default Rating to 'C'

OMSK CHEMICHAL: Omsk Bankruptcy Hearing Set May 19
RUSSIAN-TURKISH CONSTRUCTION: Claims Filing Deadline Set March 6
STEKLOZAVOD MUE: Creditors Must File Claims by April 6
STROITEL' LLC: Rostovskaya Bankruptcy Hearing Set April 24
URAL BANK: Moody's Cuts Financial Strength Rating to 'E'

URAL LLC: Court Names D. Grechkin as Insolvency Manager
VTB BANK: Russian Gov't to Increase Charter Capital by RUR200 Bln

* RUSSIA: Gov't Dismisses Reports on Foreign Debt Plan


S E R B I A   &   M O N T E N E G R O

PROCREDIT BANK: Fitch Affirms Individual Rating at 'D/E'


S P A I N

BERNARD L. MADOFF: Santander Clients May Not Keep Bank Accounts

* SPAIN: To Unveil New Bankruptcy Law; Bankruptcy Figures Up in 08
* SPAIN: Manufacturers Badly Hit by Credit Squeeze, Markit Says


S W E D E N

FORD MOTOR: Renault, Donfeng, Changan Eye Volvo, Dagens Says
GENERAL MOTORS: Sichuan Auto Wants to Buy Hummer Vehicle Unit


S W I T Z E R L A N D

BETREUUNGSANGEBOTE OTTO: Creditors Must File Claims by Feb. 25
BURRI SUN-GLASSES: Deadline to File Proofs of Claim Set Feb. 22
ERWIN DUSS: Creditors Have Until February 25 to File Claims
FAFF LLC: Proof of Claim Filing Deadline Set February 23
ORBISM LLC: Creditors' Proofs of Claim Due by February 25

SAUBER LIEGENSCHAFTEN: February 25 Set as Claims Deadline
WATER PARTNERS: Creditors Must File Proofs of Claim by Feb. 23


U K R A I N E

AVANT LLC: Creditors Must File Claims by March 1
AZOVSTAL JSC: S&P Puts 'B' Corp. Credit Rating on Negative Watch
DNEPRO-ELIT LLC: Court Starts Bankruptcy Supervision Procedure
DOBROBUD LLC: Creditors Must File Claims by March 1
DOPOMOGA LLC: Creditors Must File Claims by March 1

ELDORADO-DN5 LLC: Court Starts Bankruptcy Supervision Procedure
INDUSTRIAL ENERGY: Court Starts Bankruptcy Supervision Procedure
INTERTECHBUILDING LLC: Court Starts Bankruptcy Procedure
OUR SHOP: Creditors Must File Claims by March 1
PRODUCER CENTER: Creditors Must File Claims by March 1

PROFICENTER LLC: Creditors Must File Claims by March 1
TECHNICAL EXPORT: Court Starts Bankruptcy Supervision Procedure
UKRAINE AUTO: Fitch Junks Rating on Class B Notes from 'B-'
UKRAINE MORTGAGE: Fitch Cuts Rating on Class A Notes to 'BB'
UKRAINIAN AGROIMPEKS: Creditors Must File Claims by March 1


U N I T E D   K I N G D O M

ASHTEAD GROUP: Moody's Gives Negative Outlook; Holds 'Ba3' Rating
BLUEBIRD HOLDINGS: In Administration; Deloitte Appointed
CASTLE HOLDCO: Noteholders to Inject Fresh Equity to Countrywide
CASTLE HOLDCO: Moody's Reviews 'Caa3' Rating for Possible Cut
CASTLE HOLDCO: S&P Downgrades Corporate Credit Rating to 'SD'

GRACECHURCH CORPORATE: Moody's Reviews Ratings on 2007-1 Notes
GRACECHURCH CORPORATE: Moody's Reviews Ratings on 2005-1 Notes
ITV PLC: Mulls Disposal of Friends Reunited
LITTLEHAMPTON SAILING: Appoints Administrators from Baker Tilly
LLOYDS BANKING: Fitch Downgrades Individual Ratings

LOANMAKERS LTD: Taps Joint Administrators from BDO Stoy
MILFORD GROUP: Appoints Joint Administrators from Grant Thornton
ROYAL BANK: Business Plan Considers 20,000 More Job Cuts
RTA COLLECTIONS: Brings In Joint Administrators from PKF
STL SYSTEMS: Taps Joint Administrators from PKF

TRANS-FORM KITCHENS: Calls In Joint Administrators from PKF
WIGAN PIER: Taps Joint Administrators from PKF

* S&P Puts Low-B Ratings on 34 Tranches From 31 CLOs on WatchNeg.
* Fitch Assigns Loss Severity Ratings to Structured Finance Deals
* E&Y Says Loss of Client Biggest Risk for Telecoms Sector in 2009
* E&Y Says Companies Face Rapidly Changing Business Environment

* Upcoming Meetings, Conferences and Seminars


                         *********


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


FRIEDRICH PREITENSTEINER: Claims Registration Ends Feb. 24
----------------------------------------------------------
Creditors owed money by LLC Friedrich Preitensteiner (FN 238411f)
have until Feb. 24, 2009, to file written proofs of claim to the
court-appointed estate administrator:

         Dr. Walter Anzboeck
         Stiegengasse 8
         3430 Tulln
         Austria
         Tel: 02272/61 600
         Fax: 02272/61 600-20
         E-mail: anwalt@anzboeck.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 11:10 a.m. on March 17, 2009, for the
examination of claims at:

         Land Court of St. Poelten (199)
         Room 216
         St. Poelten
         Austria

Headquartered in Langenlebarn, Austria, the Debtor declared
bankruptcy on Jan. 22, 2009, (Bankr. Case No. 14 S 12/09v).


HE-KO-MOEBEL LLC: Claims Registration Period Ends Feb. 23
---------------------------------------------------------
Creditors owed money by LLC He-Ko-Moebel (FN 41487k) have until
Feb. 23, 2009, to file written proofs of claim to the court-
appointed estate administrator:

         Dr. Rudolf Denzel
         Moritschstrasse 1
         9500 Villach
         Austria
         Tel: 04242/24915
         Fax: 04242/24069
         E-mail: office@denzel-patterer.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 9:45 a.m. on March 3, 2009, for the
examination of claims at:

         Land Court of Klagenfurt (729)
         Room 225
         Klagenfurt
         Austria

Headquartered in Reisach, Austria, the Debtor declared bankruptcy
on Jan. 16, 2009, (Bankr. Case No. 40 S 3/09w).


KOMMUNALKREDIT AUSTRIA: Moody's Cuts Fin'l Strength Rating to 'D'
-----------------------------------------------------------------
Moody's Investors Service has downgraded the bank financial
strength rating of Kommunalkredit Austria AG to D from C-.  At the
same time, the Tier 1 preferred securities of Kommunalkredit and
Kommunalkredit Capital I Limited were downgraded to Caa1 from A2,
and the upper Tier 2 securities of Kommunalkredit were downgraded
to B1 from A1.  All ratings (including the Aa3 senior debt and
deposit ratings as well as the P-1 short-term rating) remain on
review for further downgrade.

Moody's downgrade of the BFSR was partly prompted by the
announcement on February 13, 2009 that Kommunalkredit
International Bank Ltd -- a wholly owned subsidiary of
Kommunalkredit, located in Limassol, Cyprus -- expects its losses
for 2008 to exceed its total capital.

Although the review of the BFSR cannot yet be concluded due to
limited availability of relevant data, Moody's says that the BFSR
downgrade to the D level better reflects (i) Kommunalkredit's
reliance on outside support for both liquidity and capital, and
(ii) the rating agency's concern about a erosion of the group's
franchise, as it continues to suffer limited access to debt
capital markets, which is vital for its monoline business model of
public sector finance.  Further important factors underpinning the
downgrade are the uncertainty regarding the extent of the required
government support and its duration, as well as the bank's ability
to return to profitability in the foreseeable future.

"The bank's capacity to restore its funding franchise and secure
viable terms for new market funds to allow for adequate
profitability will partly depend on the expected recapitalization
measures from the Austrian sovereign, and on Kommunalkredit's
ability to meet the evolving restructuring targets," says
Dominique Nutolo, a Moody's Assistant Vice President -- Analyst in
the Frankfurt-based Financial Institutions Group.  "As a result of
these uncertainties, the ratings will remain on review for further
downgrade," explains Mr. Nutolo.

Notwithstanding the pressure on the BFSR, Moody's has retained the
bank's senior debt and deposit ratings at their current Aa3 level,
as these ratings strongly benefit from the 100% ownership and
implicit strong support of the Republic of Austria.  The rating
agency believes that the government will implement all the
necessary measures to support Kommunalkredit Group, in particular
through the injection of new capital and the provision of
guarantees for the bank's future debt issuances.  Moody's review
of these ratings focuses on the size of the support measures as
well as the government's long-term commitment to Kommunalkredit
Austria.

         Downgrade of Tier 1 and upper Tier 2 instruments

The multi-notch downgrade of the Tier 1 instruments of
Kommunalkredit and Kommunalkredit Capital I Limited reflects
Moody's view of the increased risk of coupon losses in the coming
years.  The Caa1 ratings of the Tier 1 instruments mirror the
higher expected loss due to the fact that any missed coupon
payments are non-cumulative.  By contrast, the upper Tier 2
instruments are cumulative with a remaining maturity of more than
10 years, thus warranting a less severe downgrade to the B1 rating
level.

Moody's previous rating action on Kommunalkredit Austria was
implemented on November 3, 2008, when the rating agency downgraded
the BFSR to C- from B- and placed all ratings (including the Aa3
senior debt and deposit ratings, the A1 subordinated debt ratings
and the A2 rating of the Capital I hybrid issue and junior sub-
debt, as well as the Prime-1 short-term rating) on review for
possible downgrade.

Headquartered in Vienna, Kommunalkredit Austria reported
consolidated assets of EUR35.5 billion and an after-tax loss of
EUR84.7million at the end of September 2008.


RUDOLF ZWEIMUELLER: Claims Registration Period Ends March 2
-----------------------------------------------------------
Creditors owed money by KEG Rudolf Zweimueller (FN 169123k) have
until March 2, 2009, to file written proofs of claim to the court-
appointed estate administrator:

         Dr. Johann Koepplinger
         Kapuzinerberg
         4910 Ried im Innkreis
         Austria
         Tel: 07752/826 61
         Fax: 07752/803 70
         E-mail: dr.mayrhofer-dr.koepplinger@utanet.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 8:45 a.m. on March 11, 2009, for the
examination of claims at:

         Land Court of Ried im Innkreis
         Hall 101
         Ried im Innkreis
         Austria

Headquartered in Neuhofen im Innkreis, Austria, the Debtor
declared bankruptcy on Jan. 20, 2009, (Bankr. Case No. 17 S
2/09i).


SCHWIEGLHOFER LLC: Claims Registration Period Ends March 2
----------------------------------------------------------
Creditors owed money by LLC Schwieglhofer (FN 259870m) have until
March 2, 2009, to file written proofs of claim to the court-
appointed estate administrator:

         LLC Leeb & Weinwurm Rechtsanwalte
         Triester Strasse 8
         2620 Neunkirchen
         Austria
         Tel: 02635/62060
         Fax: 02635/62060-25
         E-mail: office@wlp.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 9:00 a.m. on March 12, 2009, for the
examination of claims at:

         Land Court of Wiener Neustadt (239)
         Room 15
         Wiener Neustadt
         Austria

Headquartered in Unterhoeflein, Austria, the Debtor declared
bankruptcy on Jan. 20, 2009, (Bankr. Case No. 10 S 5/09b).


TAFFATALER LLC: Claims Registration Period Ends March 2
-------------------------------------------------------
Creditors owed money by LLC Taffataler (FN 206599y) have until
March 2, 2009, to file written proofs of claim to the court-
appointed estate administrator:

         Dr. Heinrich Nagl
         Pfarrgasse 5
         3580 Horn
         Austria
         Tel: 02982/2278
         Fax: 02982/4479
         E-mail: nagl.ruisinger@dr-nagl.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 10:00 a.m. on March 18, 2009, for the
examination of claims at:

         Land Court of Krems an der Donau (129)
         Hall A
         Second Floor
         Krems an der Donau
         Austria

Headquartered in Frauenhofen, Austria, the Debtor declared
bankruptcy on Jan. 16, 2009, (Bankr. Case No. 9 S 3/09b).


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


CONTINENTAL AG: Chairman Still Seeks Investor for Tire Unit
-----------------------------------------------------------
Angela Cullen at Bloomberg News reports that Focus magazine,
citing a labor representative, said Continental AG Chairman Werner
Bischoff is still keen to find an investor for the company's tire
unit despite rejection by Pirelli & C SpA.

The report relates Focus cited Mr. Bischoff as saying the tire
unit, after an overhaul and the modernization of production, is
"intact".

The report noted according to the magazine, proceeds of EUR5
billion (US$6.4 billion) to EUR7 billion from the disposal would
reduce the debt burden of Continental and its owner Schaeffler
Group.

                       About Schaeffler KG

Germany-based Schaeffler KG a.k.a Schaeffler Group --
http://www.schaeffler.com/-- manufactures a vast array of
bearings, from cylindrical roller bearings to needle roller
bearings, used in the aerospace, automotive, machine tool, and
semiconductor industries.  Its three main brands are INA, FAG, and
LuK, and though the entities are treated separately within the
company, they also work collaboratively on specific product
development.  The company is owned by Maria-Elisabeth Schaeffler,
the widow of a co-founder, and her son, Georg F. W. Schaeffler

                      About Continental AG

Headquartered in Hanover, Germany, Continental AG (OTC:CTTAY) --
http://www.conti-online.com/-- is an automotive industry
supplier.  The Company focuses its activities on the development,
production and distribution of products that improve driving
safety, driving dynamics and ride comfort.  It operates in six
main divisions.  Chassis and Safety provides active and passive
driving safety, safety and chassis sensor systems, as well as
chassis components.  Powertrain offers gasoline and diesel
systems, actuators, motor drives and fuel supply, as well as
hybrid electric vehicles systems.  Interior manufactures
information management modules and wireless  mobile devices.
Passenger and Light Truck Tires provides tires for passenger cars,
light trucks, motorcycles and bicycles.  Commercial Vehicle Tires
offers tires for trucks, as well as industrial and off-the-road
vehicles.  ContiTech specializes in the rubber and plastics
technology, offering functional parts, components and systems for
the automotive industry and other sectors.

                          *     *     *

As reported in the TCR-Europe on Feb. 6, 2009, Fitch Ratings
downgraded Continental AG's Long-term Issuer Default and senior
unsecured ratings to 'BB' from 'BB+'.  The Short-term IDR was
affirmed at 'B'.  At the same time the Long-term IDR and senior
unsecured ratings had been removed from Rating Watch Negative.
The Outlook on the Long-term IDR is Negative.


DK MOTORRAD: Claims Registration Period Ends March 22
-----------------------------------------------------
Creditors of DK Motorrad GmbH have until March 22, 2009, to
register their claims with court-appointed insolvency manager.

Creditors and other interested parties are encouraged to attend
the meeting at 9:05 a.m. on April 24, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Cologne
         Room 1216
         Luxemburger Strasse 101
         50939 Cologne
         Germany

Claims set out in the insolvency manager's report will be verified
by the court during this meeting.  Creditors may also constitute a
creditors' committee or opt to appoint a new insolvency manager.

The insolvency manager can be reached at:

         Dr. Joerg Bornheimer
         Sachsenring 81
         50667 Koeln
         Germany

The District Court opened bankruptcy proceedings against the
company on Feb. 1, 2009.  Consequently, all pending proceedings
against the company have been automatically stayed.

The Debtor can be reached at:

         DK Motorrad GmbH
         Julius-Dom-Str. 12
         51373 Leverkusen
         Germany

         Attn: Doris Gertrud Kipp, Manager
         Auf dem Stein 14
         51377 Leverkusen
         Germany


KNIPF & PARTNER: Claims Registration Period Ends March 25
---------------------------------------------------------
Creditors of Knipf & Partner GmbH have until March 25, 2009, to
register their claims with court-appointed insolvency manager.

Creditors and other interested parties are encouraged to attend
the meeting at 2:10 p.m. on April 29, 2009, at which time the
insolvency manager will present his first report.

Claims set out in the insolvency manager's report will be verified
during this meeting.  Creditors may also constitute a creditors'
committee or opt to appoint a new insolvency manager.

The insolvency manager can be reached at:

         Helmut Konrad
         Mainzer Str. 161
         55743 Idar-Oberstein
         Germany

The District Court opened bankruptcy proceedings against the
company on Feb. 5, 2009.  Consequently, all pending proceedings
against the company have been automatically stayed.

The Debtor can be reached at:

         Knipf & Partner GmbH
         Attn: Hans-Joerg Beermann, Manager
         Unterer Pfarracker 20
         55743 Idar-Oberstein
         Germany


P + H ELECTRONIC: Claims Registration Period Ends April 14
----------------------------------------------------------
Creditors of P + H Electronic GmbH have until April 14, 2009, to
register their claims with court-appointed insolvency manager.

Creditors and other interested parties are encouraged to attend
the meeting at 9:00 a.m. on May 5, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Wiesbaden
         E 36 A
         Third Floor
         Building E
         Moritzstrasse 5
         Hinterhaus
         65185 Wiesbaden
         Germany

Claims set out in the insolvency manager's report will be verified
by the court during this meeting.  Creditors may also constitute a
creditors' committee or opt to appoint a new insolvency manager.

The insolvency manager can be reached at:

         Hans-W. Goetsch
         C/o Blersch/Goetsch/Partner Insolvenzverwaltungen
         Taunusstrasse 7a
         65183 Wiesbaden
         Germany
         Tel: 0611 / 180 89-100
         Fax: 0611 / 180 89-189
         E-mail: mail@bgp-insol.de

The District Court opened bankruptcy proceedings against the
company on Feb. 1, 2009.  Consequently, all pending proceedings
against the company have been automatically stayed.

The Debtor can be reached at:

         P + H Electronic GmbH
         Anna-Dirle-Strasse 1b
         55252 Mainz-Kastel
         Germany

         Attn: Heinz-Willi Heidel, Manager
         Storchengasse 6
         55288 Gabsheim
         Germany


RMS-PLAN: Claims Registration Period Ends March 18
--------------------------------------------------
Creditors of RMS-Plan GmbH Planungsgesellschaft fuer Bauwesen have
until March 18, 2009, to register their claims with court-
appointed insolvency manager.

Creditors and other interested parties are encouraged to attend
the meeting at 9:00 a.m. on April 29, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Chemnitz
         Saal 2.011
         Gerichtsstr. 2
         09112 Chemnitz
         Germany

Claims set out in the insolvency manager's report will be verified
by the court during this meeting.  Creditors may also constitute a
creditors' committee or opt to appoint a new insolvency manager.

The insolvency manager can be reached at:

         Hannfried Grauer
         Eckstr. 1
         09113 Chemnitz
         Germany
         Tel: 0371 410642
         Fax: 0371 411638
         E-mail: chemnitz@grauer-schaedler.de

The District Court opened bankruptcy proceedings against the
company on Feb. 5, 2009.  Consequently, all pending proceedings
against the company have been automatically stayed.

The Debtor can be reached at:

         RMS-Plan GmbH Planungsgesellschaft fuer Bauwesen
         Attn: Sabine Vogel, Manager
         Goethestr. 5a
         09224 Chemnitz OT Gruena
         Germany


VF INTERNATIONAL: Claims Registration Period Ends March 24
----------------------------------------------------------
Creditors of VF International GmbH have until March 24, 2009, to
register their claims with court-appointed insolvency manager.

Creditors and other interested parties are encouraged to attend
the meeting at 9:05 a.m. on April 29, 2009, at which time the
insolvency manager will present his first report.

The meeting of creditors will be held at:

         The District Court of Moenchengladbach
         Meeting Room A 14
         Ground Floor
         Hohenzollernstr. 157
         41061 Moenchengladbach
         Germany

Claims set out in the insolvency manager's report will be verified
by the court during this meeting.  Creditors may also constitute a
creditors' committee or opt to appoint a new insolvency manager.

The insolvency manager can be reached at:

         Florian Gantenberg
         Wilhelm-Strauss-Strase 45 – 47
         41236 Moenchengladbach
         Germany
         Tel: 02161 / 2779098
         Fax: 021612779099

The District Court opened bankruptcy proceedings against the
company on Feb. 1, 2009.  Consequently, all pending proceedings
against the company have been automatically stayed.

The Debtor can be reached at:

         VF International GmbH
         Landstrasse 2 a
         41812 Erkelenz
         Germany

         Attn: Andreas Vogel, Manager
         Loensstrasse 34
         52445 Titz
         Germany


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


AGRO PROJECT: Creditors Must File Claims by March 27
----------------------------------------------------
The Specialized Inter-Regional Economic Court of Kyzylorda has
declared LLP Agro Project insolvent.

Creditors have until March 27, 2009, to submit written proofs of
claim to:

         The Specialized Inter-Regional
         Economic Court of Kyzylorda
         Aiteke bi Str. 29
         120014 Kyzylorda
         Kyzylorda
         Kazakhstan


ALEX LLP: Creditors Must File Claims by March 27
------------------------------------------------
The Specialized Inter-Regional Economic Court of West Kazakhstan
has declared LLP Alex insolvent.

Creditors have until March 27, 2009, to submit written proofs of
claim to:

         The Specialized Inter-Regional
         Economic Court of West Kazakhstan
         Seifullin Str. 37
         Uralsk
         West Kazakhstan
         Kazakhstan


ASAN LLP: Creditors Must File Claims by March 27
------------------------------------------------
The Specialized Inter-Regional Economic Court of West Kazakhstan
has declared LLP Agro Firm Asan insolvent.

Creditors have until March 27, 2009, to submit written proofs of
claim to:

         The Specialized Inter-Regional
         Economic Court of West Kazakhstan
         Seifullin Str. 37
         Uralsk
         West Kazakhstan
         Kazakhstan


GLOBAL TECHNOLOGIES: Creditors Must File Claims by March 27
-----------------------------------------------------------
LLP Global Technologies has declared insolvency.  Creditors have
until March 27, 2009, to submit written proofs of claim to:

         Shahterov Str. 3-10
         Karaganda
         Kazakhstan


KAZ IN TRADE: Creditors Must File Claims by March 27
----------------------------------------------------
LLP Kaz In Trade Ltd has declared insolvency.  Creditors have
until March 27, 2009, to submit written proofs of claim to:

         Jeleznodorojnaya Str. 25
         Kapshagai
         Almaty
         Kazakhstan


NAMAD 2006 LLP: Creditors Must File Claims by March 27
------------------------------------------------------
The Specialized Inter-Regional Economic Court of South Kazakhstan
has declared LLP NAMAD 2006 insolvent.

Creditors have until March 27, 2009, to submit written proofs of
claim to:

         Ilyaev Str. 24
         Shymkent
         South Kazakhstan
         Kazakhstan

The Court is located at:

         The Specialized Inter-Regional
         Economic Court of South Kazakhstan
         Tynybaev Str. 42
         Shymkent
         South Kazakhstan
         Kazakhstan


ORDA NT: Creditors Must File Claims by March 27
-----------------------------------------------
The Specialized Inter-Regional Economic Court of South Kazakhstan
has declared LLP Orda Nt Ltd insolvent.

Creditors have until March 27, 2009, to submit written proofs of
claim to:

         Ilyaev Str. 24
         Shymkent
         South Kazakhstan
         Kazakhstan

The Court is located at:

         The Specialized Inter-Regional
         Economic Court of South Kazakhstan
         Tynybaev Str. 42
         Shymkent
         South Kazakhstan
         Kazakhstan


OSHAK CONSTRUCTION: Creditors Must File Claims by March 27
----------------------------------------------------------
LLP Oshak Construction Sever has declared insolvency.  Creditors
have until March 27, 2009, to submit written proofs of claim to:

         Sutushev Str. 15
         Petropavlovsk
         North Kazakhstan
         Kazakhstan


PROM KAZ SNUB: Creditors Must File Claims by March 27
-----------------------------------------------------
LLP Prom Kaz Snub Service has declared insolvency.  Creditors have
until March 27, 2009, to submit written proofs of claim to:

         Shibaevka
         Alginsky district
         Aktube
         Kazakhstan


STROY CONTRACT: Creditors Must File Claims by March 27
------------------------------------------------------
LLP Stroy Contract has declared insolvency.  Creditors have until
March 27, 2009, to submit written proofs of claim to:

         Ryskulov Str. 271-15
         Aktobe
         Kazakhstan


===================
K Y R G Y Z S T A N
===================


CENTRAL ASIA: Creditors Must File Claims by March 13
----------------------------------------------------
LLC Central Asia Hotel Management has declared insolvency.
Creditors have until March 13, 2009, to submit written proofs of
claims to:

         LLC Central Asia Hotel Management
         Moskovskaya St. 217
         Bishkek
         Kazakhstan


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


BETULA FUNDING: Fitch Cuts Rating on EUR830M Class A Notes to 'B'
-----------------------------------------------------------------
Fitch Ratings has downgraded the class A notes issued by Betula
Funding 1 BV. as detailed below:

  -- EUR830,000,000 class A-1 notes downgraded to 'B' from 'AA';
     remains on Rating Watch Negative

Fitch's rating action reflects the currency and interest rate
risks borne by the transaction following the default of Landsbanki
Islands hf. on  October 7, 2008.  The swap counterparty has not
been replaced following the transfer of control of Landsbanki
Islands hf (acting as the original swap counterparty and
originator) to Icelandic Financial Supervisory Authority, despite
the lapse of the 30 day grace period specified in the transaction
documentation.  The RWN indicates the expectation that a
restructuring proposal will take place.

The transaction is now exposed to potentially adverse currency and
interest rate movements.  The rated notes are denominated in
Euros, and 70% of the collateral consists of non-Euro denominated
assets with the majority share in US$ and GBP.  The current rating
reflects the expectation, indicated by the originator, that an
eligible party will be found to convert proceeds from the non-Euro
asset into Euro at the spot rate prior to any payment date.  In
addition, the portfolio contains fixed-rate and LIBOR-based assets
which leave the rated notes exposed to both interest rate and
basis risk.

Fitch issued multiple rating action comments in 2008 highlighting
the uncertainties regarding Betula 1 BV.'s ability to make
interests payments on the class A notes.   Although sufficient
interest proceeds were available to pay the senior notes on the
December payment date, this coupon was withheld following a
written resolution signed by noteholders.  The proceeds have been
retained by the account bank and will be payable on the payment
date falling on March 16, 2009.

Betula is a cash flow collateralized debt obligation which closed
on June 16, 2008.  The transaction was initially placed on RWN on
October 10, 2008, following the transfer of control of Landsbanki
Islands hf to FME on October 7 and the subsequent downgrade of
Landsbanki's Long-term Issuer Default Rating to 'D'.

The rating on the class A notes addresses the likelihood that
investors will receive full and timely payments of interest, as
per the governing documents, as well as the stated balance of
principal by the maturity date.

Fitch will continue to monitor and review the transaction for
future rating adjustments.


CLEARWAY FINANCE: S&P Cuts Rating on EUR215 Mil. Notes to 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'BB' from 'BBB-' and
kept on CreditWatch developing its credit rating on the
EUR215 million fixed-rate installment secured notes issued by
Clearway Finance B.V.

This rating action reflects the lowering to 'BB/Watch Dev' from
'BBB-/Watch Dev' of the credit rating on Fortis SA/NV, a dependant
party in the transaction.


LYONDELLBASELL: Fails to Pay Interest Payments on Two Bonds
-----------------------------------------------------------
LyondellBasell Industries AF SCA failed to make scheduled bond
interest payments on Sunday, Feb. 15, Tom Freke and Jane Baird at
Reuters report citing a company spokesman.

The spokesman told Reuters that the company has a 30-day grace
period to pay the coupon before it falls into default.

            S&P Downgrades Ratings on Payment Default

As reported in the TCR-Europe on Feb. 18, 2009, Standard & Poor's
Ratings Services lowered its long-term corporate credit rating on
the Netherlands-based petrochemicals producer to 'D' from 'SD'.
It also lowered the subordinated debt ratings on the US$615
million and EUR500 million European bonds due 2015 issued by the
company to 'D' from 'C'.

"The rating action follows LyondellBasell's payment default on
coupons of the two bonds on Feb. 15, 2009," said Standard & Poor's
credit analyst Tobias Mock.  "Although there is a grace period of
30 days, S&P do not consider it likely that the company will pay
the coupons within this period."

S&P said the issue rating on Basell Finance Co. B.V.'s US$300
million notes due 2027 remains at 'C' because no payment default
has occurred on them.  However, S&P considers it unlikely that
Basell Finance will make the March 15 payment.

                      Temporary Injunction

Reuters relates that on Friday, Feb. 13, Lyondell Chemical
Company, the U.S. Operations of LyondellBasell, obtained an
extension from a New York court to a temporary injunction
preventing U.S. creditors from making claims against its European
parent.

The injunction against creditors runs until Feb. 23, when the case
will be reviewed, Reuters discloses.  Reuters notes the company
has asked for a longer-term injunction.

"If they don't get the injunction extended, what's the point of
making the coupon?" Reuters quoted a debt trader as saying.
"There is no way I would pay the coupon before March 15 if it is
not clear" whether the court will bar creditors from going after
its European operations.

Reuters states according to debt traders, mid-March, the end of
the grace period for the payments, would be the key deadline in
determining whether the European business defaults on its debt.
This could also trigger payment under the European credit default
swap contracts, Reuters adds citing the debt traders.

In a court filing, Reuter says the company warned "A subset of the
2015 Defendants is working in concert to ... force an acceleration
of the 2015 notes in part or in whole for the purpose of
triggering certain credit default swaps tied to the 2015 notes."

According to Reuters, LyondellBasell is keen to keep its European
operations from defaulting as a bankruptcy filing in Europe is
more likely to lead to a liquidation.

The company, as cited by Reuters, said in its court filing "The
potential loss of control to a foreign liquidator would be
disastrous to the debtors' reorganization efforts."

                       About LyondellBasell

LyondellBasell Industries -- http://www.lyondellbasell.com/-- is
a refiner of crude oil; a significant producer of gasoline
blending components; a global manufacturer of chemicals and
polymers, including polyolefins and advanced polyolefins; and the
leading developer and licensor of technologies for the production
of polymers.

Following the acquisition of Lyondell in 2007, LyondellBasell
became the world's largest independent producer of polypropylene
and advanced polyolefins products, a leading supplier of
polyethylene, and a global leader in the development and licensing
of polypropylene and polyethylene processes and related catalyst
sales.  The group is estimated to generate 2007 revenues of US$44
billion and EBITDA of US$4.1 billion reflecting strong performance
of Lyondell and Basell businesses at the top of the cycle.

LyondellBasell is saddled with debt as part of its US$12.7 billion
merger in 2007.  As reported by the Troubled Company Reporter, the
company has brought on board Kevin M. McShea of AlixPartners, LLP
as Chief Restructuring Officer of LyondellBasell and its
subsidiaries.  The company also has hired advisers, including
Evercore and New York law firm Cadwalader, Wickersham & Taft LLP,
to advise it on its restructuring efforts.

Lyondell disclosed in its latest quarterly results that it has
US$27.12 billion in assets and US$228 million stockholders'
deficit as of Sept. 30, 2008.  It incurred a US$232 million net
loss in the three months ended Sept. 30, 2008, compared to a
US$206 million net profit during the same period in 2007.

Headquartered in Houston, Texas, Equistar Chemicals LP, is a
wholly owned subsidiary of Lyondell Chemical Company, which
produces ethylene, propylene and polyethylene in North America and
ethylene oxide, ethylene glycol, high value-added specialty
polymers and polymeric powder.  For three months ended Sept. 30,
2008, Equistar Chemicals posted net loss of US$271 million
compared to net income of US$22 million for the same period in the
previous year.  At Sept. 30, 2008, Equistar Chemicals' balance
sheet showed total assets of US$9.0 billion and total liabilities
of US$19.0 billion, resulting in a partners' deficit of US$9.9
billion.

                          *     *     *

On Jan. 12, 2009, the TCR-Europe reported that Fitch Ratings
downgraded Netherlands-based petrochemicals company LyondellBasell
Industries AF SCA's U.S.-based subsidiaries - Lyondell Chemical
Company, Equistar Chemicals L.P. and Millenium Americas Inc - to
Long-term Issuer Default 'D' from 'C' and removed them from Rating
Watch Negative.  The agency also assigned a Long-term IDR 'D' to
Lyondell Basell Finance Co.  The rating action follows the recent
announcement that the U.S. Companies have filed for bankruptcy.
At the same time, LBI's Long- and Short-term IDRs of C' remain on
RWN.

As reported in the TCR-Europe on Jan. 9, 2009, Moody's Investors
Service downgraded the corporate family rating of LyondellBasell
Industries AF SCA to Ca from Caa2 and also downgraded ratings on
the debt instruments raised by the group.  The outlook on the
ratings is stable.

The rating action follows the announcement made by the company on
January 6, 2009 that its US subsidiaries and one of its non Dutch
holding companies in Europe have filed to reorganize its
operations and balance sheet under Chapter 11 of the US Bankruptcy
Code citing a profound deterioration in the trading conditions in
December 2008.

As reported in the TCR-Europe, on Jan. 7, 2009, Standard & Poor's
lowered its long-term corporate credit rating on the three main
U.S. subsidiaries of European holding company LyondellBasell
Industries AF S.C.A. (LyondellBasell) – namely Lyondell Chemical
Co., Equistar Chemicals L.P., and Millennium Chemicals Inc. -- to
'D' from 'CC'.  This action followed the voluntary filings for
Chapter 11 bankruptcy protection by these entities, along with
other U.S. subsidiaries of LyondellBasell and a related German
holding company on Jan. 6, 2009.

The long-term rating on LyondellBasell, meanwhile, remains at
'SD', indicating a selective default.


LYONDELLBASELL: Fitch Withdraws 'C' Ratings on Missed Payments
--------------------------------------------------------------
Fitch Ratings has withdrawn Netherlands-based petrochemicals
company LyondellBasell Industries AF SCA's Long- and Short-term
Issuer Default Ratings of 'C' on Rating Watch Negative.  Its US
subsidiaries Lyondell Chemicals Company, Lyondell Basell Finance
Co, Equistar Chemicals L.P and Millennium America Inc. have been
affirmed at Long-term IDR 'D' and withdrawn.  Fitch has also
affirmed and withdrawn all the debt ratings on LBI, Lyondell
Basell Finance Co, Millennium America Inc., Equistar Chemicals
L.P. and Lyondell Chemicals Company.  Fitch will no longer provide
public ratings or analytical coverage of LBI.

The withdrawal of the ratings follows LBI's announcement that its
US subsidiaries and one of its holding companies in Europe had
filed for a reorganization of its operations and balance sheet
under the protection of Chapter 11 in the U.S. Bankruptcy Code for
the Southern District of New York.  Further, on February 15, 2009,
LBI missed coupon payments on its US$615 million and EUR500
million European bonds due in 2015, according to company
unconfirmed reports.


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


DALMATOVSKIY CANNERY: Creditors Must File Claims by April 1
-----------------------------------------------------------
Creditors of LLC Dalmatovskiy Cannery (TIN 4506000860, PSRN
1024501452250) have until April 1, 2009, to submit proofs of
claims to:

         Yu. Butyugin
         Temporary Insolvency Manager
         Office 3
         Popova St. 28
         641360 Kurgan
         Russia

The Arbitration Court of Kurganskaya will convene on April 1,
2009, to hear bankruptcy supervision procedure.  The case is
docketed under Case No. A34-5923/2008.


IMPREGNIROVANIE LLC: Creditors Must File Claims by March 6
----------------------------------------------------------
Creditors of LLC Impregnirovanie (TIN 7203139219) (Plastic
Sheets, Pipes) have until March 6, 2009, to submit proofs of
claims to:

         D. Yenbayev
         Insolvency Manager
         Stankostroiteley St. 1/3-5
         Tumen
         Russia

The Arbitration Court of Tumen commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. A70–4239/3–2008.

The Debtor can be reached at:

         LLC Impregnirovanie
         Kamchatskaya St. 194
         Tumen
         Russia


LESKOM CJSC: Permskiy Bankruptcy Hearing Set June 1
---------------------------------------------------
The Arbitration Court of Permskiy will convene on June 1, 2009, to
hear bankruptcy supervision procedure on CJSC Leskom (Lumbering
Industry).  The case is docketed under Case No. A50–20285/2008.

The Temporary Insolvency Manager is:

         Yu. Svetlakov
         Bereznikovskaya St. 75A-12
         618400 Berezniki
         Russia

The Debtor can be reached at:

         CJSC Leskom
         Zarechnaya St. 4/2
         Lys'va
         Permskiy
         Russia


MIG CORP: To Receive RUR11 Billion in State Aid
-----------------------------------------------
RIA Novosti reports that Russian prime minister Vladimir Putin
said Wednesday last week aircraft builder MiG Corp will receive
RUR11 billion (US$308 million) in the first quarter of the year as
part of a RUR17.3 billion (US$485 million) state defense contract.

The report relates MiG will get a further RUR15 billion (US$417
million) in federal budget funds under a resolution signed by the
Russian prime minister.

Citing Mr. Putin, the report discloses MiG racked up losses of
some RUR11 billion in 2008, while its debt stood at RUR44.8
billion (US$1.25 billion).  According to the report, the company
owed more than US$80 million to suppliers, in particular engine
makers and missile manufacturers.

The report states apart from the ongoing financial crisis, MiG has
been hit by Algeria's decision to tear up a US$1.28 billion
contract to buy 34 MiG-29s, signed in 2006, over the airplanes'
"inferior quality."  The 15 planes delivered were sent back to
Russia, the report recalls.

Mr. Putin, as cited by the report, said there would no be cuts in
Russia's state defense procurement in 2009.


MIRAX GROUP: Fitch Downgrades Issuer Default Rating to 'C'
----------------------------------------------------------
Fitch Ratings has downgraded Russian construction and property
company Mirax Group Holding B.V's Long-term foreign and local
currency Issuer Default Ratings to 'C' from 'CCC' and downgraded
its National Long-term rating to 'C(rus)' from 'CCC(rus)'.  The
Short-term foreign currency IDR is 'C'.  All the ratings remain on
Rating Watch Negative.

The downgrade reflects Fitch's view that a default on one or more
of Mirax's debt obligations is now imminent as a result of debt
restructuring.  As announced by Mirax on February 11, 2009, the
company has recently restructured three packages of debt that were
due to mature during Q109: a US$38.5 million loan with MDM Bank
(rated 'BB'/Stable), a US$15 million loan with Credit Europe Bank
and a US$265 million loan with Credit Suisse (rated 'AA-'(AA
minus)/RWN).

Specifically, Fitch has concerns that the announced debt
restructuring may effectively be a distressed debt exchange.
According to the agency's Distressed Debt Exchange Criteria, a DDE
results when an issuer is essentially forced to restructure its
debt obligations in an effort to avert bankruptcy or a liquidity
crunch.  By definition, this will cause a reduction in contractual
terms from the creditor's perspective, and will be, to one degree
or another, forced in nature.

In the case of Mirax, a reduction in the contractual terms of the
debt may have already occurred given the company's public
statement that the maturity dates of the three loans have been
extended by up to two years.  Furthermore, the restructuring may
have been de facto involuntary from a creditor's perspective, as
the banks would have had little choice but to extend their
maturity dates given Mirax's poor liquidity position and the
threat of bankruptcy if immediate debt maturities were enforced.
However, Fitch is currently unable to judge definitively whether a
DDE has occurred as specific documentation regarding the terms of
the restructuring have not been provided by the company.

All ratings remain on RWN to reflect the risk that the ratings
could be downgraded to 'RD' (Restricted Default) or 'D', if a
grace/stand-still period (if any) has expired without a default
being avoided or if a DDE has definitively occurred.

Looking beyond the immediate debt restructuring issue, Fitch also
has significant concerns about Mirax's ability to meet further
debt maturities during 2009, including possibly a US$180 million
credit linked note should investors choose to exercise a put
option valid from March 20, 2009, and a RUR3 billion rouble bond
maturing September 17, 2009.  As publicly announced by Mirax, the
company is currently engaging its CLN holders with a view to
restructuring this instrument.  However, Fitch believes it is
possible that not all of the CLN holders will voluntarily agree to
defer the maturity date (should it be requested as part of the
restructuring) given (i) Mirax's distressed credit profile, (ii)
the CLN is currently trading well below par while the put option
allows repayment at par, and (iii) the CLN is a senior unsecured
instrument, and would therefore rank behind Mirax's sizeable
senior secured debt obligations upon an insolvency scenario.

Fitch will continue to closely monitor Mirax's debt restructuring
process.  The company's ratings will be reviewed upon receipt of
documentation detailing the full terms of restructuring.

Fitch previously downgraded Mirax on February 10, 2009 based on
significant liquidity concerns.


OMSK CHEMICHAL: Omsk Bankruptcy Hearing Set May 19
--------------------------------------------------
The Arbitration Court of Omsk will convene at 10:00 a.m. on
May 19, 2009, to hear bankruptcy supervision procedure on LLC Omsk
Chemical Company-Trade (TIN 5501075207, PSRN 1035501030597)
(Polystyrene Production).  The case is docketed under Case No.
A46–24147/2008.

The Temporary Insolvency Manager is:

         V. Velichko
         Post User Box 7627
         644099 Omsk
         Russia

The Debtor can be reached at:

         LLC Omsk Chemical Company-Trade
         Trakt Krasnoyarskiy 155
         644035 Omsk
         Russia


RUSSIAN-TURKISH CONSTRUCTION: Claims Filing Deadline Set March 6
----------------------------------------------------------------
Creditors of CJSC Russia-Turkish Construction Company have until
March 6, 2009, to submit proofs of claims to:

         S. Sibichenko
         Temporary Insolvency Manager
         Office 1
         5 Armii St. 4
         644122 Omsk
         Russia

The Arbitration Court of Omsk will convene on May 12, 2009, to
hear bankruptcy supervision procedure.  The case is docketed under
Case No. A46–24096/2008.

The Debtor can be reached at:

         CJSC Russia-Turkish Construction Company
         Leningradskaya Sq. 1
         644010 Omsk
         Russia


STEKLOZAVOD MUE: Creditors Must File Claims by April 6
------------------------------------------------------
Creditors of MUE Steklozavod (Glass-Making Plant) have until
April 6, 2009, to submit proofs of claims to:

         L. Drozdova
         Insolvency Manager
         Post User Box 210
         630124 Novosibirsk
         Russia

The Arbitration Court of Buryatia commenced bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No. A10–1589/08.


STROITEL' LLC: Rostovskaya Bankruptcy Hearing Set April 24
----------------------------------------------------------
The Arbitration Court of Rostovskaya will convene at 10:30 a.m. on
April 24, 2009, to hear bankruptcy proceedings on LLC Stroitel'
(TIN 6167095258) (Construction).  The case is docketed under Case
No. A53–25584/2008-S6–54.

The Insolvency Manager is:

         S. Fedorenko
         Prospect Tatralnyy 63
         344022 Rostov-on-Don
         Russia

The Debtor can be reached at:

         LLC Stroitel'
         19 Liniya St. 34/27
         344019 Rostov-on-Don
         Russia


URAL BANK: Moody's Cuts Financial Strength Rating to 'E'
--------------------------------------------------------
Moody's Investors Service has downgraded the long-term local and
foreign currency deposit ratings of Russia's Ural Bank for
Reconstruction and Development to Caa1 from B3.  UBRD's bank
financial strength rating was also downgraded to E from E+, while
its Not Prime short-term local and foreign currency deposit
ratings were affirmed.  Outlook on the bank's long-term deposit
ratings is negative, while the BFSR carries stable outlook.
Concurrently, Moody's Interfax Rating Agency downgraded UBRD's
long-term national scale rating to Ba3.ru from Baa3.ru.  Moscow-
based Moody's Interfax is majority owned by Moody's.  The NSR
carries no specific outlook.

According to Moody's, these rating actions conclude the review for
possible downgrade commenced by the rating agency on October 21,
2008, when UBRD's BFSR and foreign and local currency deposit
ratings of E+/B3 were placed on review for possible downgrade,
while its NSR had been lowered to Baa3.ru from Baa2.ru and also
placed on review for possible further downgrade.  These were the
most recent rating action taken by Moody's on UBRD's ratings.

Moody's says the downgrade of UBRD's ratings reflects the
historically high concentration levels in the bank's loan book,
which is aggravated by the bank's already heavy and growing
involvement in related-party lending, whereby approximately a
quarter of the total loans (288% and 276% of Tier 1 capital at
YE2008 and YE2007, respectively) are granted to the companies
associated with UBRD's beneficial owners (who are also the owners
of ZAO "Russian Copper Company") without clear prospects of these
loans being repaid in the near future.  At the same time, the
bank's low capitalization is coming under pressure due to
weakening quality of its loan book -- this negative trend is
particularly evident among the retail borrowers.  Nor will the
corporate loan book be immune from credit losses, particularly
given the exposure of related party loans to falling copper prices
and the overall deteriorating economic environment in Russia.

"The negative outlook on UBRD's deposit ratings reflects Moody's
expectations that the weakening trends for the bank's asset
quality -- and hence profitability -- will continue in the future,
while the ability of the bank to replenish its capital through
either internal capital generation or new capital injection is
highly uncertain in the environment," says Olga Ulyanova, a
Moscow-based Moody's Assistant Vice President - Analyst, and lead
analyst for this issuer.

Domiciled in Yekaterinburg, Russia, UBRD reported total IFRS
assets of US$1.652 billion, total shareholders' equity of
US$176 million and a net income of US$13 million as at December
31, 2007.


URAL LLC: Court Names D. Grechkin as Insolvency Manager
-------------------------------------------------------
The Arbitration Court of Chelyabinskaya appointed D. Grechkin as
Insolvency Manager for LLC Ural Construction Company.  The case is
docketed under Case No. A76–7623/2008–36-108.  He can be reached
at:

         Post User Box 6342
         454071 Chelyabinsk
         Russia

The Debtor can be reached at:

         LLC Ural
         Soni Krivoy St. 79
         454091 Chelyabinsk
         Russia


VTB BANK: Russian Gov't to Increase Charter Capital by RUR200 Bln
-----------------------------------------------------------------
The Russian government is to increase the charter capital of
state-controlled VTB Bank by RUR200 billion (US$5.5 billion ), RIA
Novosti reported citing Prime Minister Vladimir Putin.

Mr. Putin, as cited by the report, said "The capital of state
banks will be enlarged.  We could be talking here about the
state's participation in Tier 1 capital, i.e. an increase in state
participation in these banks."

               Subordinated Loans to Private Banks

The government, the report disclosed, also planned to provide an
additional RUR100 billion (US$2.8 billion) in subordinated loans
to private banks, whose shareholders would make decisions
on the corresponding increase of equity capital at their own
expense for the purpose of recapitalization.

Citing Mr. Putin, the report recalled the government already
allocated GBP225 billion (US$6.2 billion) in subordinated loans.

"In the coming months, the state will considerably increase its
share of participation in Tier 2 banking capital.  First of all,
this involves the capital of commercial, privately-held banks,"
the report quoted Mr. Putin as saying.   "For every ruble of
additional capitalization, commercial banks will receive 1 ruble
of a subordinated loan."

However, the prime minister ruled out the state's direct
participation in the equity capital of commercial banks, the
report noted.

                       About OJSC VTB Bank

Headquartered in St. Petersburg, Russia, OJSC VTB --
http://www.vtb.com/-- is a leading Russian universal banking
group offering a wide range of banking services and products
across Russia, certain CIS countries and selected countries in
Western Europe, Asia and Africa.

                          *     *     *

As reported in the TCR-Europe on Oct. 28, 2008, Moody's Investors
Service changed the outlook on the D- bank financial strength
rating of Bank VTB to stable from positive.  At the same time,
Moody's affirmed VTB's A1/P-1 global local currency deposit
ratings, A2 senior unsecured debt rating and Baa1/P-2 foreign
currency deposit rating with existing outlooks.


* RUSSIA: Gov't Dismisses Reports on Foreign Debt Plan
------------------------------------------------------
BBC News reported Tuesday last week that the Russian government
dissmised press reports that the country's banks approached it to
restructure US$400 billion (GBP269 billion) of their foreign debt.

"There are no such plans in the government," BBC quoted a
spokesman as saying.  The spokesman added that the article in a
Japanese newspaper "does not reflect reality".

Anatoly Aksakov, the head of the Association of Russian Banks,
also denied the report.

Mr. Aksakov, as cited by BBC, said "The information that the
association has presented a request about a restructuring plan for
debts worth US$400 billion to the government and a
number of Western banks does not correspond to reality."


=====================================
S E R B I A   &   M O N T E N E G R O
=====================================


PROCREDIT BANK: Fitch Affirms Individual Rating at 'D/E'
---------------------------------------------- ---------
Fitch Ratings has revised the Outlooks on ProCredit Bank Serbia's
Long-term Issuer Default ratings to Negative from Stable.  Its
ratings are affirmed: Long-term foreign currency IDR 'BB-' (BB
minus); Short-term foreign currency IDR 'B'; Long-term local
currency IDR 'BB'; Short-term local currency IDR'B'; Individual
'D/E' and Support '3'.

The Negative Outlook on the Long-term IDRs reflects the Outlook on
the sovereign rating ('BB-'(BB minus)/Outlook Negative).  The IDRs
and Support Rating are based on Fitch's view of the potential
support PCBS is likely to receive from its 83% owner, ProCredit
Holding AG (PCH; rated 'BBB-'(BBB minus)/Outlook Stable).
However, the potential support and hence the ratings are
constrained by the potential country risk, as captured in Serbia's
Country Ceiling 'BB-' (BB minus).

The Individual Rating considers PCBS's good asset quality,
adequate financial performance, good liquidity and adequate
capitalization.  Asset quality remains high (loans past due 30
days at 1.5% of total loans at end-2008).  Operating profitability
improved in H108 and 2007, albeit from a low base in 2006, but is
constrained by a falling net interest margin, a high cost base
despite improvements in the cost/income ratio and further
efficiency gains, and an increase in impairment charges which
highlight the operational risks that PCBS is exposed to.  Fitch
notes that capital levels may come under pressure in the event of
further sharp depreciation of the local currency.

The Individual Rating also reflects weaknesses in the operating
environment, the credit and operational risks associated with
rapid loan growth and the high proportion of EUR-indexed loans
which creates residual foreign currency risk for borrowers in the
event of a sharp depreciation of the local currency.  In H208, the
banking sector in Serbia experienced a withdrawal of customer
deposits.  However, PCBS remained comfortably liquid during that
period, thanks in part to high levels of mandatory reserves.

PCBS has about 4% of sector assets in Serbia.  Like other banks in
the PCH group (end-2008: total assets EUR4.8 billion, PCBS is a
development-oriented bank that specializes in micro and SME
lending.


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


BERNARD L. MADOFF: Santander Clients May Not Keep Bank Accounts
---------------------------------------------------------------
Banco Santander SA told clients affected by the Bernard Madoff's
Ponzi scheme that they would no longer have to maintain their bank
accounts in Santander to be eligible for the preferred-stock swap,
offered as part of the January package, Jose De Cordoba and Thomas
Catan at The Wall Street Journal report, citing people familiar
with the matter.

Santander, according to WSJ, had the largest exposure to Mr.
Madoff's funds of any commercial bank, with itts clients had
losing EUR2.33 billion invested through its Geneva hedge fund,
Optimal Investment Services SA.  Santader's direct exposure to the
fraud was EUR17 million, states the report.

WSJ relates that Santander offered in January 2009 to return some
of the money lost by clients in the Madoff fraud, saying that it
would give victims the value of their original investments in the
form of preferred stock paying a yearly interest rate of 2%.
Santander, according to WSJ, said that it would swap out the
shares in its stricken hedge funds if clients renounce their right
to sue and pledge to maintain their current level of business with
the bank.  The report states that Santander told investors that it
would redeem the shares in 10 years' time and that the shares
would be listed on an exchange.

Lawyers representing some of the Madoff victims said that the
offer as inadequate, according to WSJ.  A Santander spokesperson
said on Monday that the bank's January compensation offer is
nonnegotiable, the report says.

WSJ states that some wealthy Santander customers are being given
the possibility to use the preferred shares as collateral for a
loan charging 3% annual interest.  The report, citing investors
who have received the new offer, says that the loan can amount to
85% of the clients' original investment in Madoff funds and can be
taken by clients in cash or reinvested in bonds paying 6%
interest.

According to WSJ, people familiar with the matter said that about
three-quarters of Santander customers have already signed up for
the offer, and the bank hopes to get the majority to agree by the
end of February.  WSJ says that Santander's representatives have
been offering a series of incentives to the bank's best customers
to get them to sign up for the deal.

WSJ reports that the attorneys for the Madoff fraud victims warned
that the shares would fetch as little as 20% of their face value
on the secondary market, but people familiar with the matter said
that Santander assured that they will fetch closer to 40% on
February 17.

Santander, WSJ relates, said on Monday that it has asked market
regulators to grant a two-year suspension of redemption requests
for a real-estate investment fund.

                    About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC was a market maker in
U.S. stocks, including all of the S&P 500 and more than 350 Nasdaq
stocks.  The firm moved large blocks of stock for institutional
clients by splitting up orders or arranging off-exchange
transactions between parties.  It also performed clearing and
settlement services.  Clients included brokerages, banks, and
other financial institutions.  In addition, Madoff Securities
managed assets for high-net-worth individuals, hedge funds, and
other institutional investors.

The firm is being liquidated in the aftermath of a fraud scandal
involving founder Bernard L. Madoff.

As reported by the Troubled Company Reporter on Dec. 15, 2008, the
Securities and Exchange Commission charged Bernard L. Madoff and
his investment firm, Bernard L. Madoff Investment Securities LLC,
with securities fraud for a multi-billion dollar Ponzi scheme that
he perpetrated on advisory clients of his firm.  The estimated
losses from Madoff's fraud were at least US$50 billion

Also on Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S.
District Court for the Southern District of New York granted the
application of the Securities Investor Protection Corporation for
a decree adjudicating that the customers of BLMIS are in need of
the protection afforded by the Securities Investor Protection Act
of 1970.  Irving H. Picard, Esq., was appointed as trustee for the
liquidation of BLMIS, and Baker & Hostetler LLP was appointed as
counsel.


* SPAIN: To Unveil New Bankruptcy Law; Bankruptcy Figures Up in 08
------------------------------------------------------------------
Spain is to unveil a new law to speed up the bankruptcy protection
process for ailing companies, Forbes' Javier Espinoza and Reuters'
Sarah Morris report citing Spanish daily Expansion.

According to the report, the new law would protect debt-repayment
deals struck between banks and companies filing for creditor
protection.

The report relates Carlos Garcia, an analyst with ING Financial
Markets in Madrid, said the law will give banks an "extra set of
guarantees".  The analyst noted the measure will only have a minor
impact on the financial system as there are not so many ongoing
refinancing deals, the report recounts.

             Bankruptcy Figures Almost Tripled

Citing consultants PriceWaterhouseCoopers, the report discloses
the number of Spanish companies filing for bankruptcy protection
almost tripled in 2008.

The report states builders and real estate developers went bust at
record pace as a result of the dramatic downturn in the Spanish
property sector.

PwC revealed 2,864 companies filed for administration last year,
1,849 more than in 2007, the report notes.  It warned that if the
high rate of filings of the final quarter of 2008 continued this
year it could collapse the commercial courts, the report adds.

            Spain to Cut Other Non-Financial Spending

Reuters' Manuel Maria Ruiz recalls Spain's Prime Minister Jose
Luis Rodriguez Zapatero said Tuesday last week that the Spanish
government, which has launched a major stimulus plan, will slash
non-financial spending in other areas by EUR1.5 billion (US$1.94
billion) this year in order to limit the budget deficit, which is
expected to reach about 6 percent of gross domestic product this
year, from a surplus of about 2 percent of GDP in 2007.


* SPAIN: Manufacturers Badly Hit by Credit Squeeze, Markit Says
---------------------------------------------------------------
Spanish manufacturers are being hit the hardest by a squeeze on
credit amid the deepening financial crisis, Svenja O'Donnell at
Bloomberg News reports citing a survey by research company Markit.

Bloomberg News relates that according to Markit, more than one in
five manufacturing companies in Spain said the deterioration in
credit conditions was hurting their business, while 46 percent
reported that availability had worsened from three months ago.


===========
S W E D E N
===========


FORD MOTOR: Renault, Donfeng, Changan Eye Volvo, Dagens Says
------------------------------------------------------------
France's Renault SA and China's Dongfeng Motor Group Co. and
Changan Automobile (Group) Ltd. may buy Ford Motor Co.'s Volvo
Cars unit, Jakob Lindstroem at Bloomberg News reports citing
Dagens Industri.

Bloomberg News relates Dagens Industri reported, without saying
where it got the information, that the three automobile
manufacturers were deemed "serious" enough to be allowed to see
confidential information about future Volvo Cars models when Ford
and the Sweden-based unit met with their investment bankers in
London this past week.

However, Renault spokeswoman Frederique Le Greves told Bloomberg
News Saturday "Nothing is happening at the moment between Renault
and Volvo Cars."

"We're not in contact neither with them nor with Ford on this
topic," Bloomberg News quoted the spokeswoman as saying.

Volvo Cars declined to comment on the report, Bloomberg News
notes.

               Volvo Sale Talks with China's Geely

As reported in the TCR-Europe on Feb. 9, 2009, citing Bloomberg
News, Ford is in talks to sell its Volvo Car unit to China's Geely
Automobile Holdings Ltd.

Two of the people familiar with the discussions told Bloomberg
News that Geely first approached Ford about buying Volvo a year
ago, before the U.S. automaker had decided to sell its Swedish
auto unit.

Preliminary talks began in December after Ford said it would
consider selling the unit, according to Bloomberg News.

Ford, which is trying to avoid government aid by raising cash
through asset sale, probably will get less than the US$6.4 billion
it paid for Volvo in 1999, Bloomberg News cited one of the people
as saying.

Geely, Bloomberg News' sources said, would likely seek to buy
Ford's entire equity stake in Volvo rather than negotiate with the
Swedish unit over purchases of specific assets.

According to Bloomberg News, Ford creditors are likely to receive
some, or even all, of the proceeds from any sale of Volvo, which
it pledged as part of the collateral it put up for US$23 billion
in loans it secured in 2006.

Sale of Volvo, whose U.S. sales fell 64 percent last year and
had a pretax loss of US$736 million in the fourth quarter, will
follow Ford's sale of Jaguar and Land Rover to India's Tata Motors
Ltd. for US$2.4 billion last June and its Aston Martin luxury line
for US$931 million to a group of investors in May of 2007.

                       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.

                         *     *     *

Moody's Investors Service in December 2008 lowered the Corporate
Family Rating and Probability of Default Rating of Ford Motor
Company to Caa3 from Caa1 and lowered the company's Speculative
Grade Liquidity rating to SGL-4 from SGL-3.  The outlook is
negative.  The downgrade reflects the increased risk that Ford
will have to undertake some form of balance sheet restructuring in
order to achieve the same UAW concessions that General Motors and
Chrysler are likely to achieve as a result of the recently-
approved government bailout loans.  Such a balance sheet
restructuring would likely entail a loss for bond holders and
would be viewed by Moody's as a distressed exchange and
consequently treated as a default for analytic purposes.


GENERAL MOTORS: Sichuan Auto Wants to Buy Hummer Vehicle Unit
-------------------------------------------------------------
Sichuan Auto Industry Group Co. wants to buy General Motor Corp.'s
Hummer sport-utility vehicle unit, Shanghai Daily reports, citing
people familiar with the matter.

According to Shanghai Daily, GM CEO Rick Wagoner has said that GM
was considering options for Hummer, including a sale.  Shanghai
Daily quoted GM's Shanghai-based spokesperson Henry Wong as
saying, "Meetings and discussions with potential investors are
ongoing.  We will not discuss whom the potential investors are."

Citing sources, Bloomberg News relates that Sichuan Auto may pay
up to US$500 million for the Hummer.  The sources said that
Sichuan Auto will get financing from state-owned banks, Shanghai
Daily states.

Shanghai Daily reports that Sichuan Auto sales official Zhou Liya
has denied any knowledge of the firm's bidding for Hummer.

                       Bankruptcy Option

Josh Mitchell at Dow Jones Newswires relates that Rep. Sander
Levin said on Monday that the government has told GM to address
the possibility of firm's eventually filing for bankruptcy
protection in its progress report, which would also describe will
restructure to ensure its long-term viability.  The report quoted
Rep. Levin as saying, "They've been asked to address the issue of
bankruptcy in their plan but not to have that as an alternative
plan.  That's my understanding."

According to Dow Jones, Rep. Levin said that he and other auto-
industry allies in the Congress believe that a bankruptcy filing
by an automaker would be disastrous to the auto industry and the
economy.

      GM Won't Leave Saab Unprotected, Says Swedish Gov't

Citing a Swedish senior government official, Love Liman at Reuters
reports that the Swedish government is confident that GM won't
leave its Swedish carmaker Saab unprotected under the terms of a
restructuring plan it will submit to the U.S. government.

Reuters relates that the Swedish government is offering GM state
support as the company plans to sell its Saab unit as part of a
possible Chapter 11 bankruptcy filing that would create a new
firm.  According to Reuters, the Swedish government is in talks
with GM to stop the sale.

According to Reuters, Swedish Industry Ministry state secretary
Joran Hagglund said that he didn't expect GM's restructuring plan
to include a proposal for Saab and other non-core assets to be
liquidated or sold under protection of a bankruptcy court.

Mr. Hagglund, Reuters says, has denied a report from public
service broadcaster SVT that talks between the government and GM
had collapsed.  "It is of course the case that GM has a fair bit
on its hands back home, which affects how much time and effort
they can put into this.  But we are continuing the discussions and
we will have to see how they formulate the plan that they are to
present tomorrow [Tuesday]," Reuters quoted Mr. Hagglund as
saying.

      U.S. Gov't Urged to Push Carmakers Into Bankruptcy

Michael J. de la Merced at The New York Times relates that Edward
I. Altman, a Max L. Heine professor of finance at New York
University's Stern School of Business, is calling for the Obama
administration to push the automakers into bankruptcy, which could
ensure that taxpayers remain first in line for repayment.

Citing a person familiar with the matter, The NY Times states that
the Treasury Department has hired Rothschild, and two law firms,
Cadwalader, Wickersham & Taft and Sonnenchein, Nath & Rosenthal,
as advisers to ensure that taxpayers would be the first ones to
get repaid.

According to The NY Times, Mr. Altman proposes that the government
force GM into bankruptcy, then provide debtor-in-possession
financing for the firm, probably through a bank or finance firm
like General Electric's GE Capital.

                   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.

GM Europe is based in Zurich, Switzerland, while General Motors
Latin America, Africa and Middle East is headquartered in
Miramar, Florida.

As reported in the Troubled Company Reporter on Nov. 10, 2008,
General Motors Corporation's balance sheet at Sept. 30, 2008,
showed total assets of US$110.425 billion, total liabilities of
US$170.3 billion, resulting in a stockholders' deficit of
US$59.9 billion.

                       *     *     *

As reported in the Troubled Company Reporter on Nov. 11, 2008,
Standard & Poor's Ratings Services lowered its ratings, including
the corporate credit rating, on General Motors Corp. to 'CCC+'
from 'B-' and removed them from CreditWatch, where they had been
placed with negative implications on Oct. 9, 2008.  S&P said that
the outlook is negative.

Fitch Ratings, as reported in the Troubled Company Reporter on
Nov. 11, 2008, placed the Issuer Default Rating of General Motors
on Rating Watch Negative as a result of the company's rapidly
diminishing liquidity position.  Given the current liquidity level
of US$16.2 billion and the pace of negative cash flows, Fitch
expects that GM will require direct federal assistance over the
next quarter and the forbearance of trade creditors in order to
avoid default.  With virtually no further access to external
capital and little potential for material asset sales, cash
holdings are expected to shortly reach minimum required operating
levels.  Fitch placed these on Rating Watch Negative:

-- Senior secured at 'B/RR1';
-- Senior unsecured at 'CCC-/RR5'.

As reported in the Troubled Company Reporter on June 24, 2008,
DBRS has placed the ratings of General Motors Corp. and General
Motors of Canada Limited Under Review with Negative Implications.
The rating action reflects the structural deterioration of the
company's operations in North America brought on by high oil
prices and a slowing U.S. Economy.


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


BETREUUNGSANGEBOTE OTTO: Creditors Must File Claims by Feb. 25
--------------------------------------------------------------
Creditors owed money by LLC OMJA Betreuungsangebote Otto Mathys
are requested to file their proofs of claim by Feb. 25, 2009, to:

         Otto Mathys
         Liquidator
         Ziegelei 2
         3672 Oberdiessbach
         Switzerland

The company is currently undergoing liquidation in Oberdiessbach.
The decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Nov. 27, 2008.


BURRI SUN-GLASSES: Deadline to File Proofs of Claim Set Feb. 22
---------------------------------------------------------------
Creditors owed money by LLC Burri Sun-Glasses are requested to
file their proofs of claim by Feb. 22, 2009, to:

         Heinz Burri
         Liquidator
         Föhrenweg 1
         4704 Niederbipp
         Switzerland

The company is currently undergoing liquidation in Niederbipp.
The decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Dec. 12, 2008.


ERWIN DUSS: Creditors Have Until February 25 to File Claims
-----------------------------------------------------------
Creditors owed money by JSC Erwin Duss are requested to file their
proofs of claim by Feb. 25, 2009, to:

         Schachenstrasse 17
         6010 Kriens
         Switzerland

The company is currently undergoing liquidation in Kriens.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Dec. 16, 2008.


FAFF LLC: Proof of Claim Filing Deadline Set February 23
--------------------------------------------------------
Creditors owed money by LLC Faff are requested to file their
proofs of claim by Feb. 23, 2009, to:

         Fredy Schneider
         Stapflerstrasse 6
         4524 Gunsberg
         Switzerland

The company is currently undergoing liquidation in Gunsberg.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Dec. 24, 2008.


ORBISM LLC: Creditors' Proofs of Claim Due by February 25
---------------------------------------------------------
Creditors owed money by LLC Orbism are requested to file their
proofs of claim by Feb. 25, 2009, to:

         JSC TBO Treuhand
         Christoph Lautenschlager
         Liquidator
         Wannacherstrasse 53
         8907 Wettswil
         Switzerland

The company is currently undergoing liquidation in Zurich.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Dec. 15, 2008.


SAUBER LIEGENSCHAFTEN: February 25 Set as Claims Deadline
---------------------------------------------------------
Creditors owed money by JSC Sauber Liegenschaften are requested to
file their proofs of claim by Feb. 25, 2009, to:

         JSC Walder Kistler & Partner
         Esslingerstrasse 17
         8618 Oetwil am See
         Switzerland

The company is currently undergoing liquidation in Illnau-
Effretikon ZH.  The decision about liquidation was accepted at an
extraordinary shareholders' meeting held on Dec. 19, 2008.


WATER PARTNERS: Creditors Must File Proofs of Claim by Feb. 23
--------------------------------------------------------------
Creditors owed money by JSC Water Partners Brand are requested to
file their proofs of claim by Feb. 23, 2009, to:

         Dr. Peter Pestalozzi
         Liquidator
         Lowenstrasse 1
         8001 Zurich
         Switzerland

The company is currently undergoing liquidation in Zurich.  The
decision about liquidation was accepted at an extraordinary
shareholders' meeting held on Dec. 29, 2008.


=============
U K R A I N E
=============


AVANT LLC: Creditors Must File Claims by March 1
------------------------------------------------
Creditors of LLC Avant (EDRPOU 32917430) have until March 1, 2009,
to submit proofs of claim to:

         State tax inspection in Pechersky district
         Insolvency manager
         Leskovaya St. 2
         Kiev
         Ukraine

The Economic Court of Kiev has begun bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No 15/896-?.

The Court is located at:

         The Economic Court of Kiev
         B. Hmelnitskiy street 44-b
         01030, Kiev
         Ukraine

The Debtor can be reached at:

         LLC Avant
         Novopechersky lane 19, b. 3
         01042 Kiev
         Ukraine


AZOVSTAL JSC: S&P Puts 'B' Corp. Credit Rating on Negative Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services said it placed its 'B' long-
term corporate credit rating on Ukrainian steel producer JSC
Azovstal Iron and Steel Works on CreditWatch with negative
implications, following the similar action on Ukraine (foreign
currency B/Watch Neg/B, local currency B+/Watch Neg/B).

S&P also placed the 'B-' rating on the senior unsecured debt
issued by Azovstal Capital B.V. on CreditWatch negative.  The
recovery rating is unchanged at '5', indicating S&P's expectation
of modest (10%-30%) recovery for senior noteholders in the event
of a payment default.

"The CreditWatch placement reflects our concerns over the impact
that the deteriorating economic situation in Ukraine may have on
Azovstal's credit quality, and notably on its liquidity," said
Standard & Poor's credit analyst Andrey Nikolaev.

"We will resolve the CreditWatch within the next two weeks
following the resolution of the CreditWatch placement of the
sovereign rating, focusing on the impact it may have on Azovstal's
liquidity and ability to roll over its trade finance lines from
Western banks," said Mr. Nikolaev.  The foreign currency rating on
the company will be constrained by the transfer and convertibility
assessment on Ukraine, but will not necessarily be capped by the
foreign currency rating on the sovereign.


DNEPRO-ELIT LLC: Court Starts Bankruptcy Supervision Procedure
--------------------------------------------------------------
The Economic Court of Kiev has begun bankruptcy supervision
procedure on LLC Dnepro-Elit (EDRPOU 33103251).

The Temporary Insolvency Manager is:

         M. Titarenko
         Office 18
         Saksagansky St. 24
         Kiev
         Ukraine

The Court is located at:

         The Economic Court of Kiev
         B. Hmelnitskiy street 44-b
         01030 Kiev
         Ukraine

The Debtor can be reached at:

         LLC Dnepro-Elit
         Khreschatik St. 1, b. 2
         01001 Kiev
         Ukraine


DOBROBUD LLC: Creditors Must File Claims by March 1
---------------------------------------------------
Creditors of LLC Building Company Dobrobud (EDRPOU 31812691) have
until March 1, 2009, to submit proofs of claim to:

         M. Titarenko
         Insolvency manager
         Office 18
         Saksagansky St. 24
         Kiev
         Ukraine

The Economic Court of Kiev has begun bankruptcy proceedings
against the company after finding it insolvent. The case is
docketed under Case No 15/38-?.

The Court is located at:

         The Economic Court of Kiev
         B. Hmelnitskiy street 44-b
         01030, Kiev
         Ukraine

The Debtor can be reached at:

         LLC Building Company Dobrobud
         Druzhba narodov boulevard 19
         01042 Kiev
         Ukraine


DOPOMOGA LLC: Creditors Must File Claims by March 1
---------------------------------------------------
Creditors of LLC DOPOMOGA (EDRPOU 31567677) have until March 1,
2009, to submit proofs of claim to:
         V. Kirik
         Insolvency manager
         Office 127
         Architect Verbitsky  St. 28
         Kiev
         Ukraine

The Economic Court of Kiev has begun bankruptcy proceedings
against the company after finding it insolvent. The case is
docketed under Case No 15/687-?.

The Court is located at:

         The Economic Court of Kiev
         B. Hmelnitskiy street 44-b
         01030, Kiev
         Ukraine

The Debtor can be reached at:

         LLC Dopomoga
         Nimanskaya St. 10
         01103 Kiev
         Ukraine


ELDORADO-DN5 LLC: Court Starts Bankruptcy Supervision Procedure
---------------------------------------------------------------
The Economic Court of Kiev has begun bankruptcy supervision
procedure on LLC Eldorado-DN5 (EDRPOU 32560630).

The Temporary Insolvency Manager is:

         Arbitral manager V. Evstafyeva
         Post Office Box 1523
         49023 Dnepropetrovsk
         Ukraine

The Court is located at:

         The Economic Court of Dnepropetrovsk region
         Kujbishev St. 1a
         49600 Dnepropetrovsk
         Ukraine

The Debtor can be reached at:

         LLC Eldorado-DN5
         Gagarin avenue 29
         49000 Dnepropetrovsk
         Ukraine


INDUSTRIAL ENERGY: Court Starts Bankruptcy Supervision Procedure
----------------------------------------------------------------
The Economic Court of Kiev has begun bankruptcy supervision
procedure on LLC Ukrainian Industrial Energy (EDRPOU 24933430).

The Temporary Insolvency Manager is:

         M. Titarenko
         Office 18
         Saksagansky St. 24
         Kiev
         Ukraine

The Court is located at:

         The Economic Court of Kiev
         B. Hmelnitskiy street 44-b
         01030 Kiev
         Ukraine

The Debtor can be reached at:

         LLC Ukrainian Industrial Energy
         Chigorin St. 57
         01011 Kiev
         Ukraine


INTERTECHBUILDING LLC: Court Starts Bankruptcy Procedure
--------------------------------------------------------
The Economic Court of Kiev has begun bankruptcy supervision
procedure on LLC Building Company Intertechbuilding (EDRPOU
35223732).

The Temporary Insolvency Manager is:

         Arbitral manager O. Chabak
         Kuybishev St. 20A
         Borzna
         16400 Chernigov region
         Ukraine

The Court is located at:

         The Economic Court of Kiev
         B. Hmelnitskiy street 44-b
         01030, Kiev
         Ukraine

The Debtor can be reached at:

         LLC Building Company Intertechbuilding
         Bulgakov St. 16
         03134 Kiev
         Ukraine


OUR SHOP: Creditors Must File Claims by March 1
-----------------------------------------------
Creditors of LLC OUR SHOP (EDRPOU 32555055) have until March 1,
2009, to submit proofs of claim to:

         State tax inspection in Pechersky district
         Insolvency manager
         Leskovaya St. 2
         Kiev
         Ukraine

The Economic Court of Kiev has begun bankruptcy proceedings
against the company after finding it insolvent. The case is
docketed under Case No 44/31-?.

The Court is located at:

         The Economic Court of Kiev
         B. Hmelnitskiy street 44-b
         01030, Kiev
         Ukraine

The Debtor can be reached at:

         LLC Our Shop
         Office 66
         Moscow St. 41/8
         01015 Kiev
         Ukraine


PRODUCER CENTER: Creditors Must File Claims by March 1
-----------------------------------------------------
Creditors of LLC Producer Center Ukraine of XXI Century (EDRPOU
30522221) have until March 1, 2009, to submit proofs of claim to:

         M. Titarenko
         Insolvency manager
         Office 18
         Saksagansky St. 24
         Kiev
         Ukraine

The Economic Court of Kiev has begun bankruptcy proceedings
against the company after finding it insolvent. The case is
docketed under Case No 28/94-?.

The Court is located at:

         The Economic Court of Kiev
         B. Hmelnitskiy street 44-b
         01030, Kiev
         Ukraine

The Debtor can be reached at:

         LLC Producer Center Ukraine of XXI Century
         Chigorin St. 14
         01042 Kiev
         Ukraine


PROFICENTER LLC: Creditors Must File Claims by March 1
----------------------------------------------------
Creditors of LLC Proficenter (EDRPOU 31776800) have until March 1,
2009, to submit proofs of claim to:

         O. Agafonov
         Insolvency Manager
         Post Office Box 88
         01024 Kiev
         Ukraine

The Economic Court of Kiev has begun bankruptcy proceedings
against the company after finding it insolvent.  The case is
docketed under Case No 15/434-?.

The Court is located at:

         The Economic Court of Kiev
         B. Hmelnitskiy street 44-b
         01030, Kiev
         Ukraine

The Debtor can be reached at:

         LLC Proficenter
         Anri Barbus St. 11, b. 2
         03150 Kiev
         Ukraine


TECHNICAL EXPORT: Court Starts Bankruptcy Supervision Procedure
---------------------------------------------------------------
The Economic Court of Kiev has begun bankruptcy supervision
procedure on LLC Technical Export (EDRPOU 24933430).

The Temporary Insolvency Manager is:

         V. Letskan
         Office 42
         Dovzhenko St. 16V
         Kiev
         Ukraine

The Court is located at:

         The Economic Court of Kiev
         B. Hmelnitskiy street 44-b
         01030 Kiev
         Ukraine

The Debtor can be reached at:

         LLC Technical Export
         Pervomaysky St. 11
         01023 Kiev
         Ukraine


UKRAINE AUTO: Fitch Junks Rating on Class B Notes from 'B-'
-----------------------------------------------------------
Fitch Ratings downgraded Ukraine Auto Loan Finance No. 1 Plc and
assigned a Distressed Recovery Rating to the Class B rating:

  -- Class A (ISIN XS0364719640) downgraded to 'BB' from 'BB+';
     Outlook Negative

  -- Class B (ISIN XS0364720143) downgraded to 'CCC' from 'B-' (B
     minus), assigned Distressed Recovery 'DR4'

The actions follow the downgrade of Ukraine's sovereign rating and
Country Ceiling to 'B' (on February 12, 2009), both of which are
key reference points used in Fitch's structured finance criteria.
Therefore, the downgrade is primarily driven by negative macro
trends, rather than by an observed deterioration in the
performance of the underlying collateral.  However, the agency
believes borrowers in the securitized portfolio face increasing
financial difficulties, particularly if the negative macro trends
are sustained.

The transaction funds a portfolio of auto loans originated within
the Ukraine by CJSC Privatbank (rated 'B'/Outlook Negative), the
largest privately-owned bank in the country.  It closed in May
2008 and is still in its revolving period, allowing additional
purchases until May 2009 unless an early amortization is
triggered.

The loans funded are denominated and disbursed in US$.  This
introduces two risks that, in the agency's view, are on the rise.
First, given the economic stresses, authorities may restrict or
suspend the expatriation of foreign currency, leading to a
liquidity shock to the issuer.  The Class A notes benefit from a
cash reserve and a transfer & convertibility insurance sized to
cover 18 months of interest payments.  In Fitch's view this
supports a three-notch uplift above the Country Ceiling.  The
downgrade of the Class A notes therefore maintains this
differential above the new Country Ceiling.

Second, as economic conditions deteriorate, the government may
attempt to alleviate the financial burden of household borrowers
by, for example, a forced redenomination of US$ loans, such as
those funded by this securitization, into the local currency.
Depending on the conversion rate used and the subsequent exchange
rate movements, such intervention could lead to collections
falling short of their expected amounts in US$ terms.  The Ukraine
Auto Loan Finance No. 1 Plc transaction has no structural
protection against this risk.

The downgrade also reflects a revision of the assumptions on the
rating default and loss rates.  Loss assumptions for the 'BB+'
scenario are now applicable at a 'BB' level to maintain the three-
notch gap above the sovereign's rating in line with Fitch's rating
criteria.  As the available enhancement has not increased since
closing, the Class A note rating was downgraded accordingly.

The Class B notes can withstand a cumulative default rate of 6.8%
with a recovery rate of 36%, which Fitch deems sufficient to
support a 'CCC' rating at this stage.  At the same time, Fitch has
assigned a 'DR4' rating to the Class B notes to reflect average
recovery prospects.  This is mainly supported by the relatively
thick size of the tranche, which represents 17% of total
outstanding notes.

While the transaction's seasoning is too short to derive any
meaningful performance information, the agency will continue to
monitor economic developments and their potential impact on the
transaction.


UKRAINE MORTGAGE: Fitch Cuts Rating on Class A Notes to 'BB'
------------------------------------------------------------
Fitch Ratings downgraded both classes of Ukraine Mortgage Loan
Finance No. 1 Plc.  The Outlooks are Negative.

  -- Class A (ISIN XS0285818075) downgraded to 'BB' from 'BB+' (BB
     plus); Outlook Negative

  -- Class B (ISIN XS0285819123) downgraded to 'B-' (B minus) from
     'B'; Outlook Negative.

The action follows the downgrades of Ukraine's sovereign rating
and Country Ceiling (both were downgraded to 'B' /Outlook Negative
on February 12, 2009), which are key reference points used in
Fitch's structured finance criteria for emerging markets.  The
rating actions are primarily driven by negative macro trends,
rather than an observed deterioration in the performance of the
underlying collateral.

The issuance funds a portfolio of mortgage loans originated within
Ukraine by CJSC Privatbank ('B'/Outlook Negative), the largest
privately owned bank in the country.

The Class A notes have been downgraded to maintain the three-notch
differential above the Country Ceiling.  The three-notch uplift
reflects the benefits of political insurance and a cash reserve,
which together would cover the senior fees and class A interest
for a period of 18 months if transfer & convertibility
restrictions are imposed.  The Country Ceiling reflects Fitch's
expectations on the likelihood of T&C restrictions being imposed
by local authorities.

The downgrade also reflects higher loss severity assumptions for
the notes.  Fitch has tested each class of notes at the new stress
levels.  The test results show that class A is able to withstand a
weighted average foreclosure frequency of 58% and a weighted
average market value decline of 78.7% which would equate to a
weighted average recovery rate of 15.1%.  At the same time, class
B notes were not able to withstand the 'B' rating level stresses,
which prompted the agency to downgrade the notes to 'B-' (B
minus).  At 'B-' (B minus) rating level class B is able to
withstand a WA FF of 27.8% and a WA MVD of 61.5%, which equates to
a WA RR of 42%.

Fitch has maintained a Negative Outlook on both classes of notes
as further downgrades of the Ukraine's sovereign rating and
Country Ceiling are likely to trigger further downgrades of the
notes' ratings.

No defaults have been reported since January 2008, leaving the
cumulative default ratio stable at 1.81%.  The latest investor
report shows a sharp increase in the portion of loans in arrears
by more than 60 days, which as of January 2009 stood at 1.34% of
the outstanding collateral balance.  As a comparison the average
portion of loans that were more than 60 days delinquent in during
2008 amounted to approximately 0.43% of the outstanding collateral
balance.

Fitch will continue to closely monitor Ukraine's economic
developments and their potential impact on the ratings of the
notes.


UKRAINIAN AGROIMPEKS: Creditors Must File Claims by March 1
-----------------------------------------------------------
Creditors of LLC UKRAINIAN AGROIMPEKS (EDRPOU 31405671) have until
March 1, 2009, to submit proofs of claim to:

         M. Titarenko
         Insolvency manager
         Office 18
         Saksagansky St. 24
         Kiev
         Ukraine

The Economic Court of Kiev has begun bankruptcy proceedings
against the company after finding it insolvent. The case is
docketed under Case No 15/894-?.

The Court is located at:

         The Economic Court of Kiev
         B. Hmelnitskiy street 44-b
         01030, Kiev
         Ukraine

The Debtor can be reached at:

         LLC Ukrainian Agroimpeks
         Ivanov St. 10
         01010 Kiev
         Ukraine


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


ASHTEAD GROUP: Moody's Gives Negative Outlook; Holds 'Ba3' Rating
-----------------------------------------------------------------
Moody's Investors Service changed the ratings outlook of Ashtead
Group plc to negative from stable.  It also affirmed Ashtead's Ba3
corporate family rating and probability of default rating; the Ba2
ratings on the group's US$1750 million asset-based loan; and the
B1 ratings on the group's second-lien notes.

The negative ratings outlook primarily reflects the deteriorating
outlook for the non-residential construction industry, from which
Ashtead derives about 90% of its revenue.  It also reflects the
fact that the average life of the fleet will age as the company
focuses on debt reduction through the downturn; as well as likely
reduced availability on the ABL as equipment values fall.

As a late-cycle industry, the severity of the economic downturn is
not yet reflected in the company's results.  However, Moody's
notes the increased pressure on the industry in terms of lower
utilization rates, yields and secondary market equipment values.
Although Ashtead is well-placed within its peer group and is
taking positive actions to position the company appropriately for
the difficult operating environment, Moody's believes that the
pace of changing market dynamics, and the potential impact on
Ashtead, now render the stable outlook inappropriate.

Ashtead's adjusted leverage is moderate (3.1x at October 31,
2008).  The average age of its equipment fleet at that date was 32
months, and this provides the company with flexibility to defer
capital expenditure for some considerable period, applying free
cash flow mostly to reduce debt.  Ashtead anticipates generating
GBP200 million free cash flow (after equipment disposals) in
2008/09, and GBP100 million free cash flow in 2009/10; and it is
targeting reduction in net debt from GBP1076 million at October
31, 2008, to GBP962 million in April 2009 and then GBP860 million
by April 2010 (all numbers at constant exchange rates).  Free cash
flow generation will be supported by the cost reduction measures
announced, including disposal of 7% of its rental fleet; which
should help support fleet utilization.  Although falling equipment
values will impact disposal proceeds, Moody's does not anticipate
that having a disproportionate impact upon the company's expected
free cash flow generation and debt reduction plans.

Ashtead's liquidity is primarily through its ABL facility, which
matures in August 2011. Liquidity is currently solid, with undrawn
availability of US$764 million at October 31, 2008.  Although ABL
availability depends on the value of the underlying assets --
which are likely to decline through 2009 - Moody's believes that
availability should continue to exceed US$500 million until at
least the next annual rental equipment revaluation due in November
2009.  As the second-lien notes do not mature until 2015/16, all
debt reduction from free cash flow should be applied to the ABL;
which is also covenant-free as long as availability exceeds US$125
million.

Should Ashtead be successful in achieving its debt reduction
targets while maintaining solid availability under the ABL
facility, it will emerge from the downturn with a smaller, more
aged fleet.  The company -- together with its competitors - will
face difficult timing decisions as to when to recommence growth
capital expenditure for the economic recovery.  Although these
industry risks are already incorporated in the Ba3 corporate
family rating, the potentially elevated nature of this economic
downturn exacerbates them.

Moody's may take further rating action if the negative market and
credit trends appear to continue, and particularly if there is
heightened concern over availability under the ABL which provides
the company's liquidity.  Specific triggers include the reduction
of ABL availability towards US$500 million; free cash flow
generation being materially below the company's current guidance;
or adjusted leverage rising to about 3.25x.  Material asset
writedowns could also prompt rating action.

The last credit rating announcement for Ashtead Group plc was on
August 1, 2007, when the corporate family rating was upgraded to
Ba3 from B1.

Ashtead is a UK-listed equipment rental company, with revenue for
the year ending April 2008 of about GBP1 billion.


BLUEBIRD HOLDINGS: In Administration; Deloitte Appointed
--------------------------------------------------------
Julia Branson and Richard Hawes were appointed joint
administrators to Bluebird Holdings Ltd on February 5, 2009.
Bluebird is the owner of a freehold hotel recently developed in
Stevenage.  The hotel is a Holiday Inn franchise.  For the
avoidance of doubt the Inter Continental Hotel Group which owns
the Holiday Inn trademark is not in administration.

The company employs 54 staff.

Richard Hawes, joint administrator and partner at Deloitte
comments: "We are continuing to trade the business as usual, with
Chardon Management managing the day to day activities of the
hotel, while we seek to sell the business as a going concern.
Bluebird is a brand new facility with state of the art features
and we are confident that we will find a suitable buyer."


CASTLE HOLDCO: Noteholders to Inject Fresh Equity to Countrywide
----------------------------------------------------------------
Castle HoldCo 4, Ltd on Tuesday, February 17, said that it has
received a proposal for a scheme of arrangement from a group of
holders of its Senior Secured Notes and Senior Notes.  The Scheme
would provide Countrywide with fresh equity capital and a
substantially reduced level of indebtedness.  The Scheme would
result in GBP75 million of additional equity capital and a
reduction of indebtedness outstanding to GBP175 million, including
the repayment in full of the Company's revolving credit facility
and related hedging liabilities.

The Noteholder Group has agreed to support the Scheme and to
contribute additional equity capital.  In addition to agreements
from the Noteholder Group, Castle Holdco 4 received agreements in
principle to support the Scheme from other holders of Senior
Secured Notes and Senior Notes contacted by the Noteholder Group.
The noteholders indicating support for the Scheme represent 56.7%
of the total outstanding Senior Secured Notes and 53.9% of the
total outstanding Senior Notes.

                     Need for the Scheme

Castle Holdco 4 took on GBP740 million of debt in connection with
its acquisition of Countrywide plc in May 2007.

Since that point, Countrywide has been adversely affected by the
unprecedented combination of falling house transaction volumes and
the severe curtailment of mortgage lending.  Although Countrywide
has implemented significant cost savings, the Noteholder Group has
concluded that the current capital structure, and in particular
the level of debt, is no longer sustainable, and that a
significant recapitalization of the Company's balance sheet is
necessary to enable Countrywide to fulfill its potential.

Therefore, the Noteholder Group has indicated that they believe
action is necessary in order to preserve the long term viability
of the Countrywide business.  The Scheme has been developed in
order to:

    * deleverage the business and create a sustainable capital
      structure;

    * maximize recoveries for existing lenders and noteholders
      based on the seniority of their claims; and

    * position Countrywide to expand its operations by
      opportunistically acquiring attractive estate agency
      businesses that may become available given depressed
      industry conditions.

                Comments of Lead Investors

In putting forward the proposal, the lead investors of the
Noteholder Group commented as follows:

"We are pleased to invest in the future of the Company," said Marc
Rowan, a founding partner of Apollo Management, L.P.  "Countrywide
is the undisputed leader in the estate agency business with a
world-class management team.  The proposed transaction would
ensure that the Company is well placed to maintain its position
and to become a consolidator in the industry.'

Caleb Kramer, portfolio manager at Oaktree, said: "Countrywide
enjoys a strong market position in a sector that has suffered
tremendous volatility in the last eighteen months.  The Company
requires new funding and a less leveraged capital structure to
prosper in a period of economic uncertainty.  Oaktree is a long-
term investor and the fresh capital that we would invest as part
of the proposed restructuring demonstrates our commitment to the
Company and its goal of maximizing value for its customers,
employees, and investors."

                     Terms of the Scheme

Under the Scheme, a new holding company ('Holdco') of Castle
Holdco 4 would be created.  Holdco would be capitalized through a
number of sources:

    * holders of the Senior Secured Floating Rate Notes due 2014
      would convert the debt owed to them by Castle Holdco 4 into
     (i) 35% of the ordinary share capital in Holdco, and (ii) new
      10% senior secured notes issued by Castle Holdco 4 with an
      aggregate face value of GBP175 million and flexibility over
      the timing of interest payments;

    * holders of the 9 7/8% Senior Notes due 2015 would convert
      the debt owed to them by Castle Holdco 4 into 5% of the
      ordinary share capital in Holdco;

    * a group of existing investors in the Company would provide
      an equity injection of GBP75 million in cash in return for
      60% of the ordinary share capital in Holdco; and

    * the lenders under the GBP100 million revolving credit
      facility would be repaid in full.

The proceeds of the New Equity, together with cash on balance
sheet at closing of the Scheme would be used to fund the repayment
of the revolving credit facility, associated hedging liabilities,
and the costs and expenses associated with the Scheme, as well as
to provide working capital to fund ongoing operations.  The New
Equity would be provided by funds managed by Apollo, Oaktree,
Alchemy Special Opportunities and Polygon.

                    Independent Committee

An independent committee of the Board has been formed to consider
the Scheme and has appointed financial advisers to assist it with
the analysis of the terms of the Scheme.

Taking into account the level of support from noteholders for the
Scheme, the terms of the Scheme, the financial position of the
Company, the state of the financial markets and depressed industry
conditions, the Independent Committee believes that the Scheme
would benefit the Company and the Countrywide business through a
significant reduction in debt and debt service costs, increased
flexibility around interest payments and a fresh injection of
equity capital.

Based on a preliminary assessment of the Scheme with its financial
advisers, Tri-Artisan Partners Advisors Europe LLP, the
Independent Committee supports the Scheme and, subject to the
satisfactory outcome of more detailed analysis with its financial
advisers, intends to approve the filing of the Scheme.

If approved, it is expected that the Scheme would be filed in
March and completed during the second quarter.  Further details
about the Scheme will be announced in due course.

            Castle HoldCo 4 to Defer Payment of
              Coupon on Senior Secured Notes

Under the terms of the Scheme the coupon payment due Tuesday,
February 17, on the Senior Secured Notes would be waived.  The
Company therefore proposes to defer payment of this coupon during
the applicable 30 day grace period.

Slaughter and May and Tri-Artisan are acting for the Company and
Halliwells LLP are acting for the Independent Committee in
connection with the Scheme.  The holders of the Senior Secured
Notes and Senior Notes are represented by Freshfields Bruckhaus
Deringer LLP, Linklaters LLP and Wachtell, Lipton, Rosen & Katz
and advised by Lazard & Co., Limited.  In addition, Lucid Issuer
Services Limited is expected to be retained to assist in
contacting additional noteholders.

                 About CastleHoldCo 4 Ltd

Castle HoldCo 4, Ltd  is the ultimate holding company for
Countrywide plc, which provides all services relating to
residential property in the United Kingdom - including Estate
Agency, Mortgage and related Financial Services, Lettings,
Conveyancing and Surveying.


CASTLE HOLDCO: Moody's Reviews 'Caa3' Rating for Possible Cut
-------------------------------------------------------------
Moody's Investors Service has placed on review for possible
downgrade the Caa3 corporate family rating and probability of
default rating of Castle Holdco 4 Ltd., which is the ultimate
holding company for Countrywide plc, the provider of residential
property services in the UK.  Concurrently, Moody's has also
placed on review for possible downgrade the B2 rating of the
GBP100 million revolving credit facility, the Caa3 rating on the
GBP470 million Senior Secured notes, the Ca rating on the
GBP170 million Senior Notes.

The rating action follows an announcement from the company that it
has deferred the coupon payment due on its Secured Senior Notes
while it considers, during the 30-day grace period, a proposal for
a scheme of arrangement from a group of note holders of its Senior
Secured Notes and Senior Notes.  The purpose of the scheme of
arrangement is to reduce Countrywide's indebtedness and raise
additional equity capital.

Moody's understands that the terms of the scheme are:

  - A new holding company of Castle Holdco 4 would be created.  A
    group of existing investors in the company would provide an
    equity injection of GBP75 million in return for 60% of the
    ordinary share capital of Holdco.

  - The existing GBP470 million Senior Secured Notes would be
    replaced with (i) 35% of the ordinary share capital in Holdco,
    and (ii) a new 10% Senior Secured Notes issued by Castle
    Holdco 4 with an aggregate face value of GBP175 million and
    flexibility over the timing of interest payments.

  - The GBP170 million Secured Notes due 2015 would be converted
    into 5% of the ordinary share capital of Holdco.

  - The lenders under the GBP100 million revolving credit facility
    would be repaid in full.

To approve the scheme of arrangement the company needs the consent
of a requisite majority of noteholders.  The scheme already has
considerable support; the company's press release revealed that
the noteholders already indicating support for the scheme
represent 56.7% of the total outstanding Senior Secured Notes and
53.9% of the total outstanding Senior Notes.  If approved, the
scheme is expected to be filed in March and completed during the
second quarter of the fiscal year 2009.

In assessing whether a payment default has occurred, Moody's
ignores forbearance agreements, such as the deferral of interest
payments or extensions to grace periods.  Therefore, should the
noteholders agree to defer the payment of interest beyond the 30-
day grace period and interest is not paid on or before March 19,
2009, the agency would nevertheless consider this a default.  The
review for possible downgrade will enable us to monitor the
March 19 deadline for the 30 day grace period and see what steps
that are taken by the company and the noteholders.

Debt affected:

  * Castle Holdco 4 Ltd revolving credit facility rated B2, senior
    secured notes rated Caa3 and senior notes rated Ca have been
    placed on review for possible downgrade.

The last rating action for Castle Holdco 4 was December 5, 2008
when the corporate family rating and probability of default rating
were downgraded to Caa3 from Caa1 with negative outlook.

Countrywide plc is the leading residential property service agency
in the UK, providing estate agency services, surveying, financial
services, commercial and residential lettings and residential
property conveyancing.  In the first nine months of 2008, the
company reported revenues of GBP327 million and negative EBITDA
(before exceptionals) of approximately GBP8.5 million.


CASTLE HOLDCO: S&P Downgrades Corporate Credit Rating to 'SD'
-------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered to 'SD' from
'CCC' its long-term corporate credit rating on Castle HoldCo 4,
the holding company for U.K.-based real-estate services provider
Countrywide PLC, following the group's failure to honor its coupon
payment due under its senior secured notes and its proposed scheme
of arrangement.

At the same time, Standard & Poor's lowered its senior secured
bank loan rating on Castle HoldCo 4's GBP100 million revolving
credit facility to 'C' from 'B-'; its senior secured debt rating
on the GBP470 million floating-rate notes due 2014 to 'D' from
'CCC'; and its senior unsecured ratings on the company's
GBP170 million notes to 'C' from 'CC'.

"The downgrades reflect Castle HoldCo 4's announcement that it did
not make its coupon payment due on its senior secured notes," said
Standard & Poor's credit analyst Mohammed Fayek.  "Although the
company proposed to defer payment of this coupon during the
applicable 30-day grace period, the rating action indicates that
in S&P's opinion the company is unlikely to make
the coupon payment within this time frame given its proposed
scheme of arrangement."

S&P lowered the corporate credit rating on Castle Holdco 4 to 'SD'
and not 'D' because S&P understands, based on information
received, that the company has not defaulted on other financial
commitments.


GRACECHURCH CORPORATE: Moody's Reviews Ratings on 2007-1 Notes
--------------------------------------------------------------
Moody's Investors Service has placed the ratings of the notes
issued by Gracechurch Corporate Loans Series 2007-1 under review
for possible downgrade.

The rating action has been prompted by the continued deterioration
in the marco-economic conditions and expectations of further
contraction in GDP output in 2009 in the UK.  Additionally, the
review is caused by Moody's continued analysis of the borrower
financial data on the portfolio.  Moody's is especially assessing
data which relates to 2005 and before on a substantial part of the
portfolio which may prove very sensitive under the calculation of
Moody's 1-year-EDF.  Moody's understands that Barclays Bank is
preparing the most up-to-date borrower financial data for the
portfolio.

Moody's notes that as of January 2009, the total amount of
defaulted reference obligations was GBP2.2 million, relating to
four borrowers (0.06% of the total pool balance as of January 2009
compared with 0% as of January 2008).  If no Principal Deficiency
Ledger exists as of January 2009, the trend of defaulted reference
obligations is negative as most of the defaults occurred in 2008.
An increase in the defaulted reference obligation rate is expected
given the high correlation between the GDP growth rate and the
company liquidation rate in the UK.

Moreover, the severe downturn in Britain's housing market may lead
to worse portfolio credit quality assumptions than initially
expected, with 19.89% of the exposure related to borrowers
operating in the Building and Real Estate sector.

Consequently, the initial average equivalent Moody's rating of the
underlying portfolio set at closing as a range of Ba1 and Ba2 will
likely be revised.

Gracechurch Corporate Loans Series 2007-1 is a fully funded
synthetic transaction, arranged by Barclays Capital, in which
investors are exposed to the credit risk related to a portfolio of
loans extended by Barclays Bank PLC (Aa3/C/Prime-1) to UK small
and medium-sized companies.  The credit risk transferred by
Barclays Bank PLC through this transaction is related to a total
portfolio of GBP3.5 billion.  This reference pool initially
comprised 1434 separate obligors.  The revolving period will end
in February 2010.

The average life of the outstanding portfolio is 4.83 years, with
the longest maturity 18.20 years.  As of January 2009, the
reference pool comprised 1544 separate obligors with the highest
obligor concentration being 0.7%.

Moody's expects to conclude the rating review after receipt of
additional information by Barclays Bank PLC namely relating to the
up-to-date credit quality of the underlying borrowers.  A detailed
assessment of the effects of the performance on the outstanding
ratings will be conducted considering also the updated borrower
credit quality.

Moody's assigned definitive ratings in February 2007. Moody's
ratings address the expected loss posed to investors by the legal
final maturity of the notes.  Moody's ratings address only the
credit risks associated with the transaction.  Other non-credit
risks have not been addressed, but may have a significant effect
on yield to investors.

Moody's initially analysed and currently monitors this transaction
using the rating methodology for general ABS of SMEs in EMEA and
for CDO Synthetic.

Moody's is closely monitoring the transaction.

Detailed list of rating actions:

  - GBP1,046,000,000 Class A1 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned Aaa;

  - EUR1,058,750,000 Class A2 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned Aaa;

  - US$2,290,000,000 Class A3 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned Aaa;

  - GBP106,750,000 Class AB1 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned Aaa;

  - EUR103,750,000 Class AB2 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned Aaa;

  - GBP32,600,000 Class B1 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned Aa2;

  - EUR65,150,000 Class B2 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned Aa2;

  - US$10,000,000 Class B3 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned Aa2;

  - GBP36,400,000 Class C1 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned A2;

  - EUR70,600,000 Class C2 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned A2;

  - US$23,000,000 Class C3 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned A2;

  - GBP33,000,000 Class D1 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned Baa3;

  - EUR40,250,000 Class D2 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned Baa3;

  - GBP43,100,000 Class E1 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned Ba2;

  - EUR40,950,000 Class E2 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned Ba2;

  - GBP28,050,000 Class F1 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned B2;

  - EUR26,500,000 Class F2 Secured Floating Rate Notes, Placed
    Under Review for Possible Downgrade; Previously on 15
    February, 2007 Assigned B2;


GRACECHURCH CORPORATE: Moody's Reviews Ratings on 2005-1 Notes
--------------------------------------------------------------
Moody's Investors Service has placed the ratings of the notes
issued by Gracechurch Corporate Loans Series 2005-1 under review
for possible downgrade.

The rating action has been prompted by the continued deterioration
in economic conditions and expectations of further contraction in
GDP output in 2009 in the UK.

Moody's notes that as of January 2009, the total amount of
defaulted reference obligations was GBP87 million, relating to 16
borrowers (1.74% of the total pool balance as of January 2009
compared with 0.62% as of December 2007).  If no Principal
Deficiency Ledger exists as of January 2009, the defaulted
reference obligations trend is negative, as 64.3% of those
defaults occurred in 2008.  An increase in the default rate of the
underlying reference obligations is expected given the high
correlation between the GDP growth rate and the company
liquidation rate in the UK.

Moreover, the severe downturn in Britain's housing market may lead
to worse portfolio credit quality assumptions than initially
expected, with 15.62% of the exposure related to borrowers
operating in the Building and Real Estate sector.

As a consequence, the initial average equivalent rating of the
pool set between Ba1 and Ba2 will likely be revised.

Gracechurch Corporate Loans Series 2005-1 is a fully funded
synthetic transaction, arranged by Barclays Bank PLC (Aa3/C/Prime-
1), in which investors are exposed to the credit risk related to a
portfolio of loans extended by Barclays to UK SME companies.  The
credit risk transferred by Barclays Bank PLC through this
transaction is related to a total portfolio of GBP5.0 billion.
This reference pool initially comprised 577 separate obligors.
The three-year revolving period ended in December 2008 and the
transaction is now entering its amortization period.

The average life of the outstanding portfolio is 3.12 years, with
the longest maturity 16.29 years.  As of December 2008, the
reference pool comprised 622 separate obligors with the highest
obligor concentration rate being at 0.74%.

Moody's expects to conclude the rating review after receipt of
additional information and a detailed assessment of the effects of
the deteriorating performance on the outstanding ratings.

Moody's assigned definitive ratings in December 2005.  Moody's
ratings address the expected loss posed to investors by the legal
final maturity of the notes.  Moody's ratings address only the
credit risks associated with the transaction. Other non-credit
risks have not been addressed, but may have a significant effect
on yield to investors.

Moody's currently monitors this transaction using the rating
methodology for Synthetic CDO.

Moody's is closely monitoring the transaction.

Detailed list of rating actions:

  - GBP1,000,000,000 Class A1 Floating Rate Asset-Backed Notes,
    Placed Under Review for Possible Downgrade; Previously on 9
    December 2005 Assigned Aaa;

  - EUR1,850,000,000 Class A2 Floating Rate Asset-Backed Notes,
    Placed Under Review for Possible Downgrade; previously, on
    December 9, 2005 Assigned Aaa;

  - US$3,700,000,000 Class A3 Floating Rate Asset-Backed Notes,
    Placed Under Review for Possible Downgrade; Previously on 9
    December 2005 Assigned Aaa;

  - GBP43,000,000 Class AB1 Floating Rate Asset-Backed Notes,
    Placed Under Review for Possible Downgrade; Previously on 9
    December 2005 Assigned Aaa;

  - EUR39,000,000 Class AB2 Floating Rate Asset-Backed Notes,
    Placed Under Review for Possible Downgrade; Previously on 9
    December 2005 Assigned Aaa;

  - US$18,000,000 Class AB3 Floating Rate Asset-Backed Notes,
    Placed Under Review for Possible Downgrade; Previously on 9
    December 2005 Assigned Aaa;

  - GBP43,000,000 Class B1 Floating Rate Asset-Backed Notes,
    Placed Under Review for Possible Downgrade; Previously on 9
    December 2005 Assigned Aa2;

  - EUR66,000,000 Class B2 Floating Rate Asset-Backed Notes,
    Placed Under Review for Possible Downgrade; Previously on 9
    December 2005 Assigned Aa2;

  - US$20,000,000 Class B3 Floating Rate Asset-Backed Notes,
    Placed Under Review for Possible Downgrade; Previously on 9
    December 2005 Assigned; Aa2

  - GBP17,000,000 Class C1 Floating Rate Asset-Backed Notes,
    Placed Under Review for Possible Downgrade; previously, on
    December 9, 2005 Assigned A2;

  - EUR46,000,000 Class C2 Floating Rate Asset-Backed Notes,
    Placed Under Review for Possible Downgrade; Previously on 9
    December 2005 Assigned A2;

  - US$20,000,000 Class C3 Floating Rate Asset-Backed Notes,
    Placed Under Review for Possible Downgrade; Previously on 9
    December 2005 Assigned A2;

  - GBP50,000,000 Class D1 Floating Rate Asset-Backed Notes,
    Placed Under Review for Possible Downgrade; Previously on 9
    December 2005 Assigned Baa2;

  - EUR73,000,000 Class D2 Floating Rate Asset-Backed Notes,
    Placed Under Review for Possible Downgrade; Previously on 9
    December 2005 Assigned Baa2;

  - GBP80,000,000 Class E Floating Rate Asset-Backed Notes, Placed
    Under Review for Possible Downgrade; Previously on 9 December
    2005 Assigned Ba2;

  - GBP70,000,000 Class F Floating Rate Asset-Backed Notes, Placed
    Under Review for Possible Downgrade; Previously on 9 December
    2005 Assigned B2.

Date of previous rating action: no previous rating action since
initial rating assignment in December 2005.


ITV PLC: Mulls Disposal of Friends Reunited
-------------------------------------------
ITV plc may sell Friends Reunited, its social networking
operation, and other digital assets amid slump in advertising
revenues, Amanda Andrews at The Daily Telegraph reports.

The report notes a firm decision on the disposal of Friends
Reunited has not yet been made.

ITV, the report recalls, acquired Friends Reunited for GBP175
million in 2006.  However, the report states according to some
industry sources its value has fallen in recent years as social
networks such as Facebook have gained in popularity, and the group
has stopped charging for access to the website in the hope of
attracting advertising pounds.

                             Job Cuts

The report discloses ITV, which employs about 5,000 people, is
planning to cut its workforce by 10% as part of its latest
efficiency drive.  The plans, the report says, are being examined
ahead of ITV's full-year results on March 4.

The report relates like other broadcasters and media companies,
ITV is being hit by the sharp slowdown in advertising spending.

                          About ITV plc

ITV plc -- http://www.itvplc.com/–- is a United Kingdom-based
advertising funded broadcaster.  The Company also operates as an
advertising funded media owner in the United Kingdom across all
media, including television, radio, press, cinema, outdoor and the
Internet.  As a producer, ITV makes hours of network television.
Its digital channels include ITV2, ITV3, ITV4 and Citv.  ITV also
makes programs for the BBC, Channel 4, five, Sky and other
broadcasters.  ITV produces programs watched on screens from San
Francisco to Sydney.  In addition, it produces a range of products
related to ITV programs, such as digital video disks (DVDs) and
computer games.  Its online properties include itv.com,
itvlocal.com and Friends Reunited

                          *     *     *

As reported in the TCR-Europe on Jan. 29, 2009, Standard & Poor's
Ratings Services placed its 'BB+' long-term corporate credit and
senior unsecured debt ratings on U.K. private TV broadcaster ITV
PLC on CreditWatch with negative implications.

At the same time, S&P affirmed its 'B' short-term corporate credit
rating on ITV.  The '4' recovery rating on all of the group's
outstanding bonds is unchanged.   The '4' recovery rating
indicates S&P's expectation of average (30%-50%) recovery for
unsecured creditors in the event of a payment default.


LITTLEHAMPTON SAILING: Appoints Administrators from Baker Tilly
---------------------------------------------------------------
Andrew White and Susan Agnes Maund of Baker Tilly Restructuring
and Recovery LLP were appointed joint administrators of
Littlehampton Sailing and Motor Club Ltd. on Feb. 3, 2009.

The company can be reached through Baker Tilly Restructuring and
Recovery LLP at:

         International House
         Queens Road
         Brighton
         East Sussex BN1 3XE
         England


LLOYDS BANKING: Fitch Downgrades Individual Ratings
---------------------------------------------------
Fitch Ratings has affirmed the Long-term and Short-term Issuer
Default Ratings of the Lloyds Banking Group plc and its
subsidiaries, Lloyds TSB bank plc, HBOS plc and Bank of Scotland
plc at 'AA-' (AA minus) and 'F1+,' respectively.  The IDR
affirmations reflect Fitch's view that, while the group's credit
risk profile on a standalone basis will likely deteriorate over
the near-term, given likely challenges to profitability and weaker
capitalization, these risks are mitigated by the very strong
probability of government support.  The IDR Outlooks are Stable,
reflecting Fitch's view of continued UK government support being
available for the group.

In Fitch's rating criteria, a bank's standalone risk is reflected
in Fitch's individual ratings and the prospect of external support
is reflected in Fitch's support ratings.  Collectively these
ratings drive Fitch's long- and short-term IDRs.

The agency has downgraded LBG's, LTSB's and BOS's Individual
ratings to 'C/D' from 'B/C', 'B/C' from 'B' and 'C/D' from 'C'
respectively.  All three Individual ratings have been placed on
Rating Watch Negative.  The downgrades on the Individual ratings
reflect Fitch's concern about the significant deterioration in
certain portfolios within BOS's corporate banking and treasury
units and higher risk parts of its residential mortgage portfolio,
together with the agency's expectation that problems are likely to
continue to increase in a weakening operating environment,
severely challenging profitability and weakening capitalization
over the coming 12-18 months.  The Rating Watch Negative on the
Individual ratings reflects ongoing uncertainty around these
exposures and group capitalization.

At the same time, LBG's Support rating has been upgraded to '1'
from '5' and its Support Rating Floor revised to 'AA-' (AA minus)
from 'No Floor', reflecting Fitch's view that support from the UK
authorities will be channelled through LBG.  Other Support ratings
and Support Rating Floors have been affirmed.  The enlarged Lloyds
Banking Group is 43.4% owned by the UK government, which underpins
Fitch's continued view of the very strong likelihood of support
for the group, and supports a Stable Outlook to the group's IDRs.

Fitch has also downgraded the preference shares issued by Lloyds
Banking Group plc and Lloyds TSB Bank plc to 'BB' from 'A-' (A
minus) and those issued by Bank of Scotland plc to 'BB' from
'BBB'.  All rated preference shares remain on Rating Watch
Negative.  Fitch's downgrade of preference shares issued by group
entities reflects the agency's view that the possibility of coupon
deferral has increased, and that further pressure on capital
ratios and/or additional injection of state funds would make such
a scenario more likely.  Fitch has maintained these instruments on
RWN to reflect continued uncertainty.  Although Fitch believes
that, on a standalone basis, Lloyds TSB Bank has greater financial
flexibility the agency does not consider that a material
distinction would be made within the group in any decision or
requirement to defer a coupon.  Fitch's hybrid capital rating
criteria (July 2005) do not assume that government support would
be forthcoming for these instruments.

The rating action has no impact on the rating of the covered bonds
issued by LTSB, BOS and Bank of Scotland Intelligent Finance, all
of which are rated 'AAA'.

On January 19, 2009, Fitch announced rating actions across the
various rated entities within the Lloyds Banking Group following
legal completion of the acquisition by Lloyds TSB Group plc of
HBOS plc.  Those rating actions reflected the potential
implications on the enlarged group's credit profile of owning the
weaker and lower-rated HBOS and the significant challenges the
group faces in integrating the significantly larger HBOS group
during a period of extraordinary financial market turbulence.  At
the same time Fitch noted that the future direction of the group's
Individual ratings would be dependent, amongst other factors, upon
the pace and severity of continued operating environment pressure.

The February 13, 2009 announcement by Lloyds Banking Group of an
expected pre-tax loss for 2008 at HBOS of approximately GBP10
billion is worse than expected by Fitch.  Although Fitch
understands that this is partly attributable to the application of
more conservative provisioning criteria across the HBOS
portfolios, it reflects continued deterioration in those HBOS
portfolios that are proving vulnerable to a weakening economy in
general and property markets in particular.

Although Lloyds TSB Group had navigated its way through the
financial crisis in relatively good shape, the enlarged group is
significantly more exposed to elements of the UK economy that have
deteriorated rapidly and where further weakening over the next 12-
18 months seems likely.  In particular, HBOS's very substantial
exposure to the property investment, development, house building
and leveraged buyout sectors remain material concerns, and its
retail mortgage portfolio contains around GBP60 billion buy-to-let
and self-cert mortgages that, in Fitch's opinion, are likely to
deteriorate faster and more severely than its prime book.

Over the medium-term Fitch expects Lloyds Banking Group to
reposition the former HBOS businesses to a lower risk footing and
to reshape the enlarged group's liability base to reduce its
vulnerability to short-term funding markets in a 'post-guarantee'
funding environment.  However, this evolution will take some time
to achieve and in the meantime the agency believes that the group
will continue to face significant pressures.  Fitch expects group
profitability to be severely challenged and for capitalization to
continue to weaken, subject to potential mitigation measures
announced by the UK authorities that have the potential to support
capitalization either directly through additional state
injections, or through the purchase or protection of troubled
assets.

Rating actions taken:

Lloyds Banking Group plc

  -- Long-term IDR: affirmed at 'AA-' (AA minus); Outlook is
     Stable

  -- Short-term IDR: affirmed at 'F1+'

  -- Senior unsecured debt: affirmed at 'AA-' (AA minus)

  -- Subordinated debt: affirmed at 'A+'

  -- Preference shares: downgraded to 'BB' from 'A-' (A minus);
     remains on Rating Watch Negative

  -- Individual rating: downgraded to 'C/D' from 'B/C'; on Rating
     Watch Negative

  -- Support rating: upgraded to '1' from '5'

  -- Support Rating Floor: revised to 'AA-' (AA minus) from 'NF'.

Lloyds TSB Bank plc

  -- Long-term IDR: affirmed at 'AA-' (AA minus); Outlook is
     Stable

  -- Short-term IDR and debt: affirmed at 'F1+'

  -- Commercial paper: affirmed at 'F1+'

  -- Guaranteed debt: affirmed at 'AAA'

  -- Senior unsecured debt: affirmed at 'AA-' (AA minus)

  -- Subordinated debt: affirmed at 'A+'

  -- Preference shares: downgraded to 'BB' from 'A-' (A minus);
     remains on Rating Watch Negative

  -- Individual rating: downgraded to 'B/C' from 'B'; on Rating
     Watch Negative

  -- Support rating: affirmed at '1'

  -- Support Rating Floor: affirmed at 'AA-' (AA minus).

HBOS plc:

  -- Long-term IDR: affirmed at 'AA-' (AA minus); Outlook is
     Stable

  -- Short-term IDR and debt: affirmed at 'F1+'

  -- Senior unsecured debt: affirmed at 'AA-' (AA minus)

  -- Subordinated debt: affirmed at 'A+'

  -- Support rating: affirmed at '1'

Bank of Scotland plc:

  -- Long-term IDR: affirmed at 'AA-' (AA minus); Outlook is
     Stable

  -- Short-term IDR and debt: affirmed at 'F1+'

  -- Commercial paper: affirmed at 'F1+'

  -- Guaranteed debt: affirmed at 'AAA'

  -- Senior unsecured debt: affirmed at 'AA-' (AA minus)

  -- Subordinated debt: affirmed at 'A+'

  -- Preference shares: downgraded to 'BB' from 'BBB'; remains on
     Rating Watch Negative

  -- Individual rating: downgraded to 'C/D' from 'C'; on Rating
     Watch Negative

  -- Support rating: affirmed at '1'

  -- Support Rating Floor: affirmed at 'AA-' (AA minus).


LOANMAKERS LTD: Taps Joint Administrators from BDO Stoy
-------------------------------------------------------
Dermot Justin Power and Patrick Alexander Lannagan of BDO Stoy
Hayward LLP were appointed joint administrators of Loanmakers Ltd.
on Feb. 3, 2009.

The company can be reached through BDO Stoy Hayward LLP at:

         Commercial Buildings
         11-15 Cross Street
         Manchester
         M2 1BD
         England


MILFORD GROUP: Appoints Joint Administrators from Grant Thornton
----------------------------------------------------------------
Martin Gilbert Ellis and Leslie Ross of Grant Thornton UK LLP were
appointed joint administrators of Milford Group Ltd. on Feb. 4,
2009.

The company can be reached at:

         Milford Group Ltd.
         Orion House
         854 Brighton Road
         Purley
         Surrey
         CR8 2BH
         England


ROYAL BANK: Business Plan Considers 20,000 More Job Cuts
--------------------------------------------------------
Iain Dey at The Sunday Times reports Royal Bank of Scotland
intends to cut a further 10,000 to 20,000 jobs as part of its
cost-cutting measures.

The report recalls RBS already axed 13,000 jobs internationally
since last April, including 3,000 in its investment-banking
business.  It announced 2,300 British job cuts last week, the
report adds.

According to the report, RBS head Stephen Hester is finalizing
details of a business plan ahead of the bank's announcement of its
results next week.

The plan, which is expected to strip hundreds of millions from the
bank's global cost base over the next three to five years, include
withdrawal from several emerging markets and the disposal of
businesses now deemed to be non-core, the report discloses.

The report relates RBS is mulling selling off parts of ABN Amro.
RBS, the report recounts, acquired ABN in 2007 as part of a three-
way consortium with Spain's Santander and Belgian bank Fortis.

RBS, the report says, is expected to reveal losses and impairments
of GBP8 billion and up to GBP20 billion in goodwill writedowns
related to the ABN deal.

The report notes Mr. Hester and his advisers remain in talks with
the Treasury over the government's asset-protection scheme, the
insurance deal designed to protect the bank from further losses.

                      Government Stake Sale

As reported in TCR-Europe on Jan. 21, 2009, RBS said it has
reached agreement with HM Treasury and UK Financial Investments to
replace the GBP5 billion of preference shares it holds with new
ordinary shares.

With the deal, the U.K. government's share of RBS will increase to
70% from 58%, the Wall Street Journal noted.

Eligible RBS shareholders will be able to apply to subscribe for
approximately GBP5 billion of new ordinary shares pro rata to
their existing shareholdings at a fixed price of 31.75 pence per
share.  This represents an 8.5 per cent discount to the closing
price on January 16, 2009.

The new ordinary shares will be offered to shareholders and new
investors on the same basis as the Offer in November 2008.  The
ordinary shares offer is fully underwritten by HMT.  The proceeds
of the issue will be used to fully redeem the preference shares
held by HMT.

                            About RBS

The Royal Bank of Scotland Group plc (NYSE:RBS) --
http://www.rbs.com/-- is a holding company of The Royal Bank of
Scotland plc (Royal Bank) and National Westminster Bank Plc
(NatWest), which are United Kingdom-based clearing banks.  The
company's activities are organized in six business divisions:
Corporate Markets (comprising Global Banking and Markets and
United Kingdom Corporate Banking), Retail Markets (comprising
Retail and Wealth Management), Ulster Bank, Citizens, RBS
Insurance and Manufacturing.  On October 17, 2007, RFS Holdings
B.V. (RFS Holdings), a company jointly owned by RBS, Fortis N.V.,
Fortis SA/NV and Banco Santander S.A. (the Consortium Banks) and
controlled by RBS, completed the acquisition of ABN AMRO Holding
N.V. (ABN AMRO).  In July 2008, the company disposed its entire
interest in Global Voice Group Ltd.


RTA COLLECTIONS: Brings In Joint Administrators from PKF
--------------------------------------------------------
Jonathan David Newell and Kerry Franchina Bailey of PKF (UK) LLP
were appointed joint administrators of RTA Collections Ltd. on
Jan. 30, 2009.

The company can be reached through PKF (UK) LLP at:

         5 Temple Square
         Temple Street
         Liverpool L2 5RH
         England


STL SYSTEMS: Taps Joint Administrators from PKF
-----------------------------------------------
Charles William Anthony Escott and Ian Schofield of PKF (UK) LLP
were appointed joint administrators of STL Systems UK Ltd. on
Jan. 22, 2009.

The company can be reached at:

         STL Systems UK Ltd.
         3 Greengate
         Cardale Park
         Harrogate
         HG3 1GY
         England


TRANS-FORM KITCHENS: Calls In Joint Administrators from PKF
-----------------------------------------------------------
David Sydney Merrygold and Brian James Hamblin of PKF (UK) LLP
were appointed joint administrators of Trans-Form Kitchens (East
Anglia) Ltd. on Jan. 30, 2009.

The company can be reached through PKF (UK) LLP at:

         16 The Havens
         Ransomes
         Europark
         Ipswich
         Suffolk
         IP3 9SJ
         England


WIGAN PIER: Taps Joint Administrators from PKF
----------------------------------------------
Kerry Franchina Bailey and Jonathan David Newell of PKF (UK) LLP
were appointed joint administrators of Wigan Pier Ltd. on Feb. 2,
2009.

The company can be reached through PKF (UK) LLP at:

         Sovereign House
         Queen Street
         Manchester
         M2 5HR
         England


* S&P Puts Low-B Ratings on 34 Tranches From 31 CLOs on WatchNeg.
-----------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on 104
tranches in 31 European cash flow leveraged loan collateralized
loan obligation transactions on CreditWatch negative.

The actions follow a preliminary review of the impact of recent
developments on European CLOs, including the rapid and widespread
deterioration in the credit quality of many collateral portfolios
that S&P has observed in recent weeks.  S&P currently expects this
trend to continue.

Several European CLOs have also experienced par value losses
following the default of portfolio holdings or through sales of
credit risk assets.  Portfolio credit deterioration and par losses
increase the risk that CLO cash flows will not be sufficient in
S&P's opinion to repay all rated issuance in full, putting
downward pressure on the ratings.

In addition to credit deterioration, overcollateralization test
ratios in many CLOs have fallen, and in a limited number of cases
the ratios now breach transaction-specific overcollateralization
trigger levels.  Falling overcollateralization ratios have been
caused not only by portfolio losses, but also by the treatment of
certain assets in the calculation of overcollateralization test
ratios, typically those rated below 'B-' and those purchased at a
deep discount to par.

In determining whether to place a CLO tranche rating on
CreditWatch, S&P took into consideration a number of factors
including but not limited to:

  -— S&P's rated overcollateralization metric, which provides an
     estimate of the stability of the ratings currently assigned
     to cash flow collateralized debt obligation tranches based on
     output from Standard & Poor's CDO Evaluator model and a
     simplified cash flow analysis;

  -— The percentage of assets (including the change in the
     percentage of assets) rated below 'B-' in CLO portfolios and
     the percentage of loan defaults already experienced in CLO
     collateral portfolios;

  -— Changes in the level of overcollateralization available to
     support each tranche since origination, or since the last
     rating action; and

  -— The concentration of exposures to individual obligors in the
     collateral portfolio.

Of the 104 tranches placed on CreditWatch, two were rated 'AAA',
five were in the 'AA' band, 16 were in the 'A' rating band, 46 in
the 'BBB' band, 33 in the 'BB' band, and two in the 'B' band.
When resolving the CreditWatch placements, S&P will complete a
full analysis of each affected transaction, affirming or adjusting
the ratings of all rated issuance.

              Ratings Placed On Creditwatch Negative

                   AIG MezzVest Investments Ltd.

              Class          To                  From
              -----          --                  ----
              A1             AAA/Watch Neg       AAA
              A2             AAA/Watch Neg       AAA
              B              AA/Watch Neg        AA
              C              A/Watch Neg         A
              D              BBB/Watch Neg       BBB

                       Ares Euro CLO I B.V.

              Class          To                  From
              -----          --                  ----
              D              BBB/Watch Neg       BBB
              E              BB/Watch Neg        BB
              F              B/Watch Neg         B

                         Avoca CLO V PLC

              Class          To                  From
              -----          --                  ----
              E              BB/Watch Neg        BB
              F              B/Watch Neg         B
              Q Combo        BBB/Watch Neg       BBB
              R Combo        BBB+/Watch Neg      BBB+
              S Combo        BBB/Watch Neg       BBB

                        BACCHUS 2006-1 PLC

              Class          To                  From
              -----          --                  ----
              C              A/Watch Neg         A
              D              BBB-/Watch Neg      BBB-
              E              BB-/Watch Neg       BB-

                        BACCHUS 2007-1 PLC

              Class          To                  From
              -----          --                  ----
              B              AA/Watch Neg        AA
              C              A/Watch Neg         A
              D              BBB-/Watch Neg      BBB-
              E              BB-/Watch Neg       BB-

                     CELF Loan Partners B.V.

              Class          To                  From
              -----          --                  ----
              D              BBB/Watch Neg       BBB

                    CELF Loan Partners II PLC

              Class          To                  From
              -----          --                  ----
              D              BBB-/Watch Neg      BBB-

                       Clarenville CDO S.A.

              Class          To                  From
              -----          --                  ----
              B              A-/Watch Neg        A-
              C              BBB/Watch Neg       BBB

                       CLAVOS Euro CDO Ltd.

              Class          To                  From
              -----          --                  ----
              III            A/Watch Neg         A
              IV             BBB-/Watch Neg      BBB-
              V              BB-/Watch Neg       BB-

                   Dalradian European CLO II B.V.

              Class          To                  From
              -----          --                  ----
              D              BBB-/Watch Neg      BBB-
              E              BB-/Watch Neg       BB-

                      Eaton Vance CDO X PLC

              Class          To                  From
              -----          --                  ----
              E-1            BB-/Watch Neg       BB-
              E-2            BB-/Watch Neg       BB-

                      Euro Atlantis CLO Ltd.

              Class          To                  From
              -----          --                  ----
              C              A/Watch Neg         A
              D              BBB/Watch Neg       BBB

                      Eurocredit CDO IV B.V.

              Class          To                  From
              -----          --                  ----
              B-1            A-/Watch Neg        A-
              B-2            A-/Watch Neg        A-
              C-1            BBB/Watch Neg       BBB
              C-2            BBB/Watch Neg       BBB
              P Combo        BBB/Watch Neg       BBB
              Q Combo        BBB+/Watch Neg      BBB+
              R Combo        BBB/Watch Neg       BBB
              S Combo        BBB/Watch Neg       BBB

                      Euro-Galaxy II CLO B.V.

              Class          To                  From
              -----          --                  ----
              E              BB-/Watch Neg       BB-

                         Harvest CLO I S.A.

              Class          To                  From
              -----          --                  ----
              D              BBB/Watch Neg       BBB
              E              BB/Watch Neg        BB
              Q (combo)      BB/Watch Neg        BB
              R (combo)      BB-/Watch Neg       BB-
              U (combo)      BB-/Watch Neg       BB-

                   Highlander Euro CDO III B.V.

              Class          To                  From
              -----          --                  ----
              D              BBB-/Watch Neg      BBB-
              E              BB-/Watch Neg       BB-

                         Hudson CLO 1 B.V.

              Class          To                  From
              -----          --                  ----
              A-3            A/Watch Neg         A
              B-1            BBB-/Watch Neg      BBB-
              B-2            BB-/Watch Neg       BB-

                     Intercontinental CDO S.A.

              Class          To                  From
              -----          --                  ----
              B-1            A-/Watch Neg        A-
              B-2            A-/Watch Neg        A-
              C              BBB/Watch Neg       BBB
              D              BB+/Watch Neg       BB+
              Comb I         BBB-/Watch Neg      BBB-
              Comb II        BBB-/Watch Neg      BBB-
              Comb III       A-/Watch Neg        A-
              Comb IV        A-/Watch Neg        A-
              Comb V         A-/Watch Neg        A-

                         KINTYRE CLO I PLC

              Class          To                  From
              -----          --                  ----
              C def          A/Watch Neg         A
              D def          BBB-/Watch Neg      BBB-
              E def          BB-/Watch Neg       BB-

             Leveraged Finance Europe Capital III B.V.

              Class          To                  From
              -----          --                  ----
              D              BBB-/Watch Neg      BBB-
              E              BB-/Watch Neg       BB-

             Leveraged Finance Europe Capital IV B.V.

              Class          To                  From
              -----          --                  ----
              II             AA/Watch Neg        AA
              III            A/Watch Neg         A
              IV             BBB-/Watch Neg      BBB-
              V              BB-/Watch Neg       BB-

                          Malin CLO B.V.

              Class          To                  From
              -----          --                  ----
              D              BBB-/Watch Neg      BBB-
              E              BB-/Watch Neg       BB-

                        Mercator CLO I PLC

              Class          To                  From
              -----          --                  ----
              B-1 Def        BBB/Watch Neg       BBB
              B-2 Def        BB-/Watch Neg       BB-

                      Mercator CLO III Ltd.

              Class          To                  From
              -----          --                  ----
              B-1 def        BBB-/Watch Neg      BBB-
              B-2 def        BB-/Watch Neg       BB-

                  NAC EuroLoan Advantage I Ltd.

              Class          To                  From
              -----          --                  ----
              B              AA/Watch Neg        AA
              C              A/Watch Neg         A

                        Neptuno CLO II B.V.

              Class          To                  From
              -----          --                  ----
              E              BB-/Watch Neg       BB-

                       Neptuno CLO III B.V.

              Class          To                  From
              -----          --                  ----
              E              BB-/Watch Neg       BB-

                     North Westerly CLO I B.V.

              Class          To                  From
              -----          --                  ----
              III-A          BBB/Watch Neg       BBB
              III-B          BBB/Watch Neg       BBB
              III-C          BBB/Watch Neg       BBB
              IV-A           BB-/Watch Neg       BB-
              IV-B           BB-/Watch Neg       BB-

                    North Westerly CLO II B.V.

              Class          To                  From
              -----          --                  ----
              D-1            BB-/Watch Neg       BB-
              D-2            BB-/Watch Neg       BB-
              Q (Comb)       BB+/Watch Neg       BB+
              R (Comb)       BBB/Watch Neg       BBB
              S (Comb)       BB/Watch Neg        BB
              T (Comb)       BBB/Watch Neg       BBB
              U (Comb)       BBB/Watch Neg       BBB
              X (Comb)       BBB/Watch Neg       BBB

                        Partholon CDO I PLC

              Class          To                  From
              -----          --                  ----
              C-1            BBB-/Watch Neg      BBB-
              C-2            BBB-/Watch Neg      BBB-

                    Petrusse European CLO S.A.

              Class          To                  From
              -----          --                  ----
              D-1            BBB/Watch Neg       BBB
              D-2            BBB/Watch Neg       BBB
              D-3            BBB/Watch Neg       BBB
              E-1            BB-/Watch Neg       BB-
              E-2            BB-/Watch Neg       BB-
              E-3            BB-/Watch Neg       BB-
              P Comb Nts     AA/Watch Neg        AA
              Q Comb Nts     BBB/Watch Neg       BBB
              R Comb Nts     BBB/Watch Neg       BBB

Note that the apparent alphabetical cut-off in the list of
transactions placed on CreditWatch is purely incidental.


* Fitch Assigns Loss Severity Ratings to Structured Finance Deals
-----------------------------------------------------------------
Fitch Ratings announced that it is to assign Loss Severity ratings
to structured finance transactions.  The latest in a series of
steps by Fitch to enhance the quality and transparency of its
credit ratings, LS ratings are designed to complement traditional
debt ratings, giving an indication of the relative degree of risk
that a security might suffer a high loss severity in the event
that the security defaults.

"Since Fitch first proposed a Loss Severity rating scale in July
2008, Fitch have received numerous comments indicating that this
scale would give users of structured finance ratings the most
valuable additional analytical insight," says Stuart Jennings,
structured finance risk officer for the EMEA region at Fitch
Ratings.  "The aim of the scale is to complement the existing
Long-term credit ratings for structured finance securities which
exclusively address the probability of default of a security, the
so-called 'first dollar of loss.'"

"LS Ratings represent a distinct structured finance rating scale
and help differentiate such securities from other debt securities,
such as corporate bonds," says Glenn Costello, structured finance
risk officer for the Americas at Fitch.  "This is an issue that
has been highlighted in recent months, particularly by the
regulatory community."

Fitch already has a separate Recovery Rating scale.  Recovery
Ratings are assigned to securities that are deemed to be
distressed (rated 'C' to 'CCC'), where there is a real prospect of
default.  As a relative measure, the LS rating differs to the RR
scale.  RRs provide an ordinal opinion based on absolute
recoveries or loss severity, rather than relative recoveries or
loss severity as would be indicated by the LS rating.

Fitch recognizes that the provision of two scales - one relative,
one absolute - addressing recovery given default may be confusing
to users.  For this reason, LS ratings will only be assigned to
securities which are not deemed to be distressed.  This will mean
that only securities rated in the 'AAA' to 'B' categories will be
assigned a LS rating.  In the event that a security becomes
distressed and the Long-term rating is lowered to the 'CCC' to 'C'
range, then the LS rating will be withdrawn and a RR rating will
be assigned.

A clear and concise simple indicator, the LS rating scale will
consist of five rating categories from 'LS-1' to 'LS-5'.  It is
likely that the vast majority of Fitch-rated transactions will be
assigned LS ratings within 12 months.


* E&Y Says Loss of Client Biggest Risk for Telecoms Sector in 2009
------------------------------------------------------------------
Losing ownership of the client to non-traditional players is the
biggest risk for the telecoms sector this year, according to the
2009 Ernst & Young Telecoms business risk report.

The annual top ten ranking by leading sector analysts, published
in conjunction with strategy consultancy Oxford Analytica, reveals
that as non-traditional players, such as internet companies, cable
providers and equipment manufacturers have become new partners and
competitors, they are battling to control the same clients as
traditional telecoms operators.  This in turn is creating
competition that is both intensifying and becoming much more
complex.

Vincent de La Bachelerie, global telecommunications leader at
Ernst & Young, said: "There are a number of factors that have
driven this risk up to the top of the list.  As the market becomes
more global and prepaid packages more common, customers are
becoming increasingly anonymous.  In addition, new entrants such
as internet companies are competing to 'own' the client by
delivering alternative services and modes of communication.
Losing ownership of the client means losing touch, losing loyalty,
losing a share of value added and ultimately, losing the client
entirely.

"Companies are responding to this trend by developing new
competencies and shifting to software-based and transaction-based
services.  In addition, telecoms companies need to regain loyalty,
not only as network service providers, but as brands in their own
right."

              Overall Telecoms Services to Decline
                      Amid Current Slowdown

The current slowdown is expected to bring about a certain decline
in overall telecoms services, especially for the latest high-tech
services.  Also, a growing threat is posed in some emerging
markets where telecoms operators that provide high-quality
services face increasing competition from companies with new, low-
cost business models.

In the current economic conditions, it is unsurprising that for
mature market operators efficiency is a priority.  Adequately
forecasting and measuring returns from technology and
infrastructure investments, as well as ensuring that new business
models would generate sustainable cash flows, become even more
critical in this environment.

"Traditional telecoms companies looking to continue their growth
plans and move into emerging markets must look at new strategies
that reduce costs and maintain a competitive advantage against
these new players," Mr. La Bachelerie continued.  "An inability to
do so may expose operators to increased risks, particularly when
they are even more vulnerable if weakened or distracted by the
economic downturn."

The 2009 top 10 telecoms risk rankings are:

   1. Losing ownership of the client

   2. Regulation and compliance

   3. Inaccuracy in forecasting returns from technology and
      infrastructure investments

   4. Failure to generate sustainable cash flows from new
      business models

   5. Inability to manage consolidation and mergers & acquisitions

   6. Attracting and managing talent and intellectual capital

   7. Inappropriate processes and systems to support new business
      strategies
   8. Poorly-managed strategic partnerships

   9. Privacy and security risks

  10. Inability to contain and reduce costs

Other key findings:

    * Regulatory risks gained importance as the adoption of new
      technologies such as 3G, and the growing interest in
      entering into emerging markets has brought about new
      regulatory challenges.

    * Poorly-managed strategic partnerships is seen as an
      increasing risk as partnerships between telecoms operators
      and various third parties become necessary to achieve goals,
      such as operating in certain geographies, sharing networks
      and developing new solutions or devices.  Many of these
      partnerships are often complex and based on untested models
      and companies unable to appropriately manage strategic
      partnerships are at risk of damaging their reputation if
     they get into conflict with their partners.

    * Attracting and managing talent is a new top risk this year.
      The evolution of new business challenges is requiring a new
      set of skills that exceed those needed in the past.  This
      challenge is compounded by the strong competition around the
      world in terms of talent capture and retention and
      development of intellectual capital.

"Many risks the sector is facing are linked to balancing the need
to remain competitive through new service offering, strategic
partnerships and cost cutting, while fighting the economic perils
of a downturn and new players entering the market all at the same
time," Mr. La Bachelerie said.

"Business risks change with market conditions, so it's important
that companies take a strategic view of the risks they are facing
and ensure that plans evolve with the current business
environment.  In volatile times, this discipline is more important
than ever."


* E&Y Says Companies Face Rapidly Changing Business Environment
---------------------------------------------------------------
An Ernst & Young report released Monday, "Opportunities in
Adversity", highlights how nearly 350 major global corporates are
adapting their business strategies to a deep international
recession and how their key priorities are evolving for the next
12 months.

             How International Companies Respond
          as Stress Rises and Slowdown Intensifies

* Cutting costs internally and freeing up cash

The starting point for any business is cash and many corporates
have already drastically tightened their belts.  Nearly 40% of the
companies surveyed felt that had been a significant deterioration
in the business environment in their individual sectors with over
a third noting competitors withdrawing and a rise in bankruptcies.
More than two thirds have already implemented increased frequency
of reporting risk to their boards.

The drive to cut costs has already impacted internal business
strategy.  Over 80% of respondents have already undertaken a major
costs saving analysis, nearly two thirds had instigated a
headcount reduction program and over half had rationalized their
IT spend.  European companies were more likely than their US
counterparts to look to cut costs on Real Estate and IT rather
than cutting direct or indirect employee costs.

The credit crunch has forced companies to seek alternative ways of
improving liquidity.  Nearly half of all companies had disposed of
or shut down parts of their business and 43% were looking at
alternate short term finance facilities while 23% were considering
options to renegotiate their debt covenants as well as proactively
communicating with lenders, analysts and rating agencies and
considering renegotiating debt covenants.  Barely a quarter said
the availability of cash was not an issue.

Scott Halliday UK Country Managing Partner at Ernst & Young, said,
"This is an important snap shot of domestic and global corporates
already facing up to a credit crunch and thinking how to respond
to a recession.  But the business world has experienced serious
downturns before and there are opportunities to learn from past
crises.  There will inevitably be losers over the next 12 months
but equally there will be a significant minority of clear
winners."

* Hitting customers and suppliers equally hard

The companies surveyed have already been keeping a close eye on
both their customers and their supply chain.  And with good
reason, as over half had seen a deterioration in creditworthiness
of customers (nearly 60% in Europe) while over half said that some
key customers are in distress, and that there was an increase in
the time lag between customer order and cash collection.

Companies have adapted their strategies to fit with this new
environment with nearly three quarters showing an increased focus
on key accounts and over 40% developing new products.  A third
said that fears about existing customers meant they had broadened
their customer basis and a third said they had terminated
contracts with customers they perceived as high risk.

In terms of suppliers, respondents were split equally between two
very different strategies.  Half the companies surveyed have
narrowed their supplier base to obtain more favourable prices or
terms while the other half have broadened the supplier base to
reduce the impact of the failure of a key supplier.  The majority
of companies are already communicating more proactively with
suppliers, half were negotiating payment terms with suppliers more
frequently and over a quarter of companies said key suppliers were
experiencing financial distress.

Steve Varley, Head of Advisory at Ernst & Young said, "Now is not
the time for companies to be conservative or inactive.  Research
from previous recessions has shown that the companies who will
emerge the strongest will be those that clearly identified
opportunities to sustain their development during the downturn and
that took strategic decisions that distinguished them from their
competitors.  A period of crisis can provide an opportunity to
drive change more rapidly and effectively than a period of
prosperity."

* Corporates battening down the hatches

Companies were also asked about their top strategic priorities
over the next 12 months.  The vast majority highlighted protecting
assets, performance improvement and restructuring their business.
In terms of cash management two thirds of those surveyed were
considering top down review of current cash management and of cash
flows, half building working capital measures into performance
objectives of management and 36% considering possible assets that
can be turned into cash.

         Where Companies Look to Save Cash in the Future

There were some fairly consistent messages around where companies
will continue to look for savings.  Corporates said they expected
significant or reasonable savings in their supply chain operations
(58%), their sales and marketing (42%), Operations (56%) and IT
functions (43%).

In strategic terms 40% of Global companies and 53% of European
ones said they were actively considering selling non-core or non-
performing business, an increased use of shared services centre
(27%), increased use of outsourcing (31%), making strategic
alliances (30%) and moving operations to lower cost locations
(31%).  Companies particularly saw an increased role for
outsourcing for their IT, Logistics and Human Resources.

However a reasonable proportion of corporates saw the recession as
an opportunity to expand with 34% globally and 38% in Europe
thinking of making strategic acquisitions.

Jon Hughes, UK Transaction Advisory Services Leader at Ernst &
Young says, "Whether companies are looking to sell parts of their
businesses to raise cash to help through a difficult period or are
they are actively looking to buy distressed assets from their
competitors the same basic rules apply.  Be prepared, be flexible,
think the unthinkable and take decisive action."

                 Emerging Markets and Growth

While most developed markets were either perceived as stagnant or
in decline companies still saw major opportunities in emerging
markets.  China (59%), India (45%), South East Asia (26%) and
Eastern Europe (31%) were the areas of the world that most global
companies believed would have the best growth opportunities.  US
companies tended to favor South East Asia over India while for
European companies the reverse was true.  Some 18% of companies
expect significant growth still in emerging markets in the near
future; the majority (57%) expect growth to continue but at a
slower pace than over the last two years and 25% growth to slow
significantly.

Scott Halliday adds, "Companies are completely right to still
believe in the opportunities of the emerging markets.  To put this
into context a recent Ernst & Young ITEM Club report highlighted
that Brazil, Russia, India and China will contribute 40% of global
economic growth between 2009 and 2020."

                    Opportunities in Adversity

The Economist Intelligence Unit on behalf of Ernst & Young
surveyed in January 2009, 337 board members of international
corporates, over half of which had turnover of US$10 billion plus,
on how the downturn had impacted on their strategic objectives and
the way they do business.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------
Feb. 25-27, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Valcon
       Four Seasons, Las Vegas, Nevada
          Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 2, 2009
ASSOCIATION OF INSOLVENCY AND RESTRUCTURING ADVISORS
    Chicago Regional Conference
       Union League Club of Chicago, Chicago, Illinois
          Contact: 1-541-858-1665; http://www.airacira.org/

Mar. 13, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Bankruptcy Battleground West
       Beverly Wilshire, Beverly Hills, California
          Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 14-16, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Conrad Duberstein Moot Court Competition
       St. John's University School of Law, New York City
          Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 1-4, 2009
AMERICAN BANKRUPTCY INSTITUTE
    27th Annual Spring Meeting
       Gaylord National Resort & Convention Center,
       National Harbor, Md.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 16-19, 2009
COMMERICAL LAW LEAGUE OF AMERICA
    2009 Chicago/Spring Meeting
       Westin Hotel on Michigan Ave., Chicago, Ill.
          Contact: (312) 781-2000; http://www.clla.org/

Apr. 17-18, 2009
NATIONAL ASSOCIATION OF BANKRUPTCY TRUSTEES
    NABT Spring Seminar
       The Peabody, Orlando, Florida
          Contact: http://www.nabt.com/

Apr. 20, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Consumer Bankruptcy Conference
       John Adams Courthouse, Boston, Massachusetts
          Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 27-28, 2009
TURNAROUND MANAGEMENT ASSOCIATION
    Corporate Governance Meetings
       Intercontinental Hotel, Chicago, Illinois
          Contact: www.turnaround.org

Apr. 28-30, 2009
TURNAROUND MANAGEMENT ASSOCIATION
    TMA Spring Conference
       Intercontinental Hotel, Chicago, Illinois
          Contact: www.turnaround.org

May 1, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Nuts and Bolts for Young Practitioners
       Alexander Hamilton Custom House, New York City
          Contact: 1-703-739-0800; http://www.abiworld.org/

May 4, 2009
AMERICAN BANKRUPTCY INSTITUTE
    New York City Bankruptcy Conference
       New York Marriott Marquis, New York City
          Contact: 1-703-739-0800; http://www.abiworld.org/

May 7-8, 2009
RENASSANCE AMERICAN MANAGEMENT, INC.
    6th Annual Conference on
    Distressted Investing - Europe
       The Le Meridien Piccadilly Hotel, London, U.K.
          Contact: 1-903-595-3800 or
                   http://www.renaissanceamerican.com/

May 7-10, 2009
AMERICAN BANKRUPTCY INSTITUTE
    27th Annual Spring Meeting
       Gaylord National Resort & Convention Center
       National Harbor, Maryland
          Contact: http://www.abiworld.org/

May 12-15, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Litigation Skills Symposium
       Tulane University, New Orleans, La.
          Contact: http://www.abiworld.org/

May 14-16, 2009
ALI-ABA
    Chapter 11 Business Reorganizations
       Langham Hotel, Boston, Massachusetts
          Contact: http://www.ali-aba.org

June 11-14, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Central States Bankruptcy Workshop
       Grand Traverse Resort and Spa
          Traverse City, Michigan
             Contact: http://www.abiworld.org/

June 21-24, 2009
INTERNATIONAL ASSOCIATION OF RESTRUCTURING, INSOLVENCY &
    BANKRUPTCY PROFESSIONALS
       8th International World Congress
          TBA
             Contact: http://www.insol.org/

July 16-19, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Northeast Bankruptcy Conference
       Mt. Washington Inn
          Bretton Woods, New Hampshire
             Contact: http://www.abiworld.org/

July 29-Aug. 1, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Southeast Bankruptcy Conference
       The Westin Hilton Head Island Resort & Spa,
       Hilton Head Island, S.C.
          Contact: http://www.abiworld.org/

Aug. 6-8, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Mid-Atlantic Bankruptcy Conference
       Hotel Hershey, Hershey, Pa.
          Contact: http://www.abiworld.org/

Sept. 10-11, 2009
AMERICAN BANKRUPTCY INSTITUTE
    Complex Financial Restructuring Program
       Hyatt Regency Lake Tahoe, Incline Village, Nevada
          Contact: http://www.abiworld.org/

Sept. 10-12, 2009
AMERICAN BANKRUPTCY INSTITUTE
    17th Annual Southwest Bankruptcy Conference
       Hyatt Regency Lake Tahoe, Incline Village, Nevada
          Contact: http://www.abiworld.org/

Oct. 2, 2009
AMERICAN BANKRUPTCY INSTITUTE
    ABI/GULC "Views from the Bench"
       Georgetown University Law Center, Washington, D.C.
          Contact: http://www.abiworld.org/

Oct. 5-9, 2009
TURNAROUND MANAGEMENT ASSOCIATION
    TMA Annual Convention
       Marriott Desert Ridge, Phoenix, Arizona
          Contact: 312-578-6900; http://www.turnaround.org/

Oct. 20, 2009
AMERICAN BANKRUPTCY INSTITUTE
    NCBJ/ABI Educational Program
       Paris Las Vegas, Las Vegas, Nev.
          Contact: http://www.abiworld.org/

Dec. 3-5, 2009
AMERICAN BANKRUPTCY INSTITUTE
    21st Annual Winter Leadership Conference
       La Quinta Resort & Spa, La Quinta, California
          Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 29-May 2, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Annual Spring Meeting
       Gaylord National Resort & Convention Center, Maryland
          Contact: 1-703-739-0800; http://www.abiworld.org/

June 17-20, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Central States Bankruptcy Workshop
       Grand Traverse Resort and Spa, Traverse City, Michigan
          Contact: 1-703-739-0800; http://www.abiworld.org/

July 7-10, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Northeast Bankruptcy Conference
       Ocean Edge Resort, Brewster, Massachusetts
          Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Southeast Bankruptcy Conference
       The Ritz-Carlton Amelia Island, Amelia, Fla.
          Contact: http://www.abiworld.org/

Aug. 5-7, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Mid-Atlantic Bankruptcy Workshop
       Hyatt Regency Chesapeake Bay, Cambridge, Maryland
          Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 4-8, 2010
TURNAROUND MANAGEMENT ASSOCIATION
    TMA Annual Convention
       JW Marriott Grande Lakes, Orlando, Florida
          Contact: http://www.turnaround.org/

Dec. 2-4, 2010
AMERICAN BANKRUPTCY INSTITUTE
    22nd Annual Winter Leadership Conference
       Camelback Inn, Scottsdale, Arizona
          Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 31-Apr. 3, 2011
AMERICAN BANKRUPTCY INSTITUTE
    Annual Spring Meeting
       Gaylord National Resort & Convention Center, Maryland
          Contact: 1-703-739-0800; http://www.abiworld.org/

June 9-12, 2011
AMERICAN BANKRUPTCY INSTITUTE
    Central States Bankruptcy Workshop
       Grand Traverse Resort and Spa
          Traverse City, Michigan
             Contact: http://www.abiworld.org/

Dec. 1-3, 2011
AMERICAN BANKRUPTCY INSTITUTE
    23rd Annual Winter Leadership Conference
       La Quinta Resort & Spa, La Quinta, California
          Contact: 1-703-739-0800; http://www.abiworld.org/

                            *********

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

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

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

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

                            *********


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

Troubled Company Reporter -- Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA.  Valerie C. Udtuhan, Marites O. Claro, Rousel Elaine
C. Tumanda, Pius Xerxes V. Tovilla, Joy A. Agravante, Marie
Therese V. Profetana and Peter A. Chapman, Editors.

Copyright 2009.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$625 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for members
of the same firm for the term of the initial subscription or
balance thereof are US$25 each. For subscription information,
contact Christopher Beard at 240/629-3300.


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