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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, April 30, 2009, Vol. 10, No. 84

                            Headlines

A U S T R I A

ARTE CATERING: Claims Registration Period Ends May 4
FRANZ KERN: Claims Registration Period Ends May 5
RAKO ANLAGENBAU: Claims Registration Period Ends May 4
OESTERREICHISCHE BUERGERMEISTER: Claims Registration Ends May 26


B E L G I U M

TELENET BIDCO: Fitch Lifts Long-Term Issuer Default Rating to 'BB'


C Y P R U S

RITZIO INTERNATIONAL: Moody's Junks Corporate Family Rating


F R A N C E

ALCATEL-LUCENT: Inks US$1.7 Bil. Contract in China
EUROSTYLE: Evry Court Approves GMD's Takeover Offer
THOMSON SA: Gets Reprieve From Main Creditors
TREES SA: Moody's Lifts Rating on Series 87 Loan Facility to 'B2'


G E R M A N Y

CHRYSLER LLC: PBGC, Daimler Agree on US$600MM Infusion on Pensions
ESCADA AG: At Risk of Going Insolvent if Restructuring Fails
KG FUND: Fondshaus Pulls Plug After Charterer Not Found
PB CONSUMER: Moody's Assigns 'Ba1' Rating on Class E Notes


I R E L A N D

CHARTBUSTERS LTD: Commercial Court Approves Survival Scheme


I T A L Y

CHRYSLER LLC: Fiat Says It Won't Use Bankruptcy to Acquire Firm
CHRYSLER LLC: Lenders Back US$2BB Cash Payment for US$6.8BB Debt
CHRYSLER LLC: MoFo Lawyers Talk About Bankruptcy Issues
SAFILO SPA: Moody's Cuts Corporate Family Rating to 'B3'


K A Z A K H S T A N

ATYRAU AUTO: Creditors Must File Claims by June 5
DAULET JSC: Creditors Must File Claims by June 5
JANA-TALAP CJSC: Creditors Must File Claims by June 5
MASTER STROY & K: Creditors Must File Claims by June 5
ORU EKIBASTUZ: Creditors Must File Claims by June 5


K Y R G Y Z S T A N

KERAMET CO: Creditors Must File Claims by May 15
PLAST COMPANY: Creditors Must File Claims by May 15
SUKULUK KULDJA: Creditors Must File Claims by May 15


L I T H U A N I A

UAB MEDICINOS: Fitch Affirms Individual Rating at 'D/E'


N E T H E R L A N D S

ING GROEP: Will Not Pay Final Dividend for 2008


P O L A N D

POLSKI KONCERN: Fitch Affirms LT Issuer Default Rating at 'BB+'


R O M A N I A

* Fitch Affirms 'BB+' Long-Term Currency Rating on City of Oradea


R U S S I A

BRAND DEVELOPMENT: Nonpayment of Loans Cue S&P's 'D' Rating
EVRAZ GROUP: In Refinancing Talks; 2008 Net Profit Down 11%
GAZBANK AKB: Moody's Affirms 'E+' Bank Financial Strength Rating
INVESTBANK: S&P Affirms 'ruBB' Russian National Scale Rating
INVESTMENT OJSC: Fitch Affirms Issuer Default Ratings at 'B'

LESTA LLC: Creditors Must File Claims by May 24
MEZHTOPENERGOBANK: Moody's Cuts NSR to Ba1 on Asset Deterioration
MOSCOW BANK: Moody's Affirms 'E+' Bank Financial Strength Rating
RENOVA HOLDINGS: S&P Withdraws 'BB' Corporate Credit Rating
SHCHEKINSKIY DAIRY: Creditors Must File Claims by May 24

SMOLENSKIY COLD: Creditors Must File Claims by May 24
STANDART-STROY LLC: Creditors Must File Claims by May 24
SUKHINICHI-LES LLC: Kaluzhskaya Bankruptcy Hearing Set August 25


S L O V E N I A

ABANKA VIPA: Moody's Gives Negative Outlook to 'D+' BFSR


S W E D E N

SKANDINAVISKA ENSKILDA: To Join Swedish Govt's Guarantee Program


S W I T Z E R L A N D

IMMOBILIEN, MEYER - MUELLER: Claims Filing Deadline is May 6
INVEST ALLIANCE: Creditors Must File Proofs of Claim by May 6
MTS MINING: Creditors Have Until May 6 to File Proofs of Claim
REBIMMO BAU: Proof of Claim Filing Deadline is May 6
SCHREIBER – TARAG JSC: Claims Filing Deadline is May 6


U K R A I N E

AGRO-DELTA-PLUS LLC: Creditors Must File Claims by May 10
EFES BUILDING: Creditors Must File Claims by May 10
SESA-TRADE KIEV: Creditors Must File Claims by May 10
VALESCO LLC: Court Starts Bankruptcy Supervision Procedure
VESTA 2002: Court Starts Bankruptcy Supervision Procedure


U N I T E D   K I N G D O M

BAR ROOM: Goes Into Administration; Three Bars Closed
BRITISH AIRWAYS: S&P Corrects Rating on Senior Unsec. Debt Rating
BRIXTON PLC: Explores Options to Strengthen Balance Sheet
LEGG MASON: Moody's Cuts Credit Rating to 'Ba' on Fund Liquidation
REGENT INNS: Seeks Delisting from the London Stock Exchange

TATA STEEL: Marcegaglia May Scrap Plan to Buy UK Plant

* Upcoming Meetings, Conferences and Seminars


                         *********


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


ARTE CATERING: Claims Registration Period Ends May 4
----------------------------------------------------
Creditors owed money by Arte Catering LLC have until May 4, 2009,
to file written proofs of claim to the court-appointed estate
administrator:

         Dr. Georg Schuchlenz
         Wienergasse (Eingang Glasergasse 2)
         9020 Klagenfurt
         Austria
         Tel: 0463/51 65 30
         Fax: 0463/516530-73
         E-mail: office@dr-schuchlenz.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 11:30 a.m. on May 11, 2009, for the
examination of claims at:

         Land Court of Klagenfurt
         Meeting Room 225
         Second Floor
         Klagenfurt
         Austria


FRANZ KERN: Claims Registration Period Ends May 5
-------------------------------------------------
Creditors owed money by Franz Kern LLC  have until May 5, 2009, to
file written proofs of claim to the court-appointed estate
administrator:

         Mag. Volker Leitner
         Wiener Strasse 3
         3100 St. Poelten
         Tel: 02742/35 43 55
         Fax: 02742/35 14 35
         E-mail: office@gpls.at


Creditors and other interested parties are encouraged to attend
the creditors' meeting at 3:30 p.m. on May 26, 2009, for the
examination of claims at:

         Land Court of St. Poelten
         Room 216
         Second Floor
         St. Poelten
         Austria


RAKO ANLAGENBAU: Claims Registration Period Ends May 4
------------------------------------------------------
Creditors owed money by Rako Anlagenbau LLC  have until May 4,
2009, to file written proofs of claim to the court-appointed
estate administrator:

         Dr. Gerd Kapeller
         Kardinalschuett 9
         9020 Klagenfurt
         Austria
         Tel: 0463/59 09 46
         Fax: 0463/590946-11
         E-mail: office@ra-kapeller.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting at 9:30 a.m. on May 11, 2009, for the
examination of claims at:

         Land Court of Klagenfurt
         Meeting Room 225
         Second Floor
         Klagenfurt
         Austria


OESTERREICHISCHE BUERGERMEISTER: Claims Registration Ends May 26
----------------------------------------------------------------
Creditors owed money by Oesterreichische Buergermeister – Zeitung
LLC have until 3:10 p.m. on May 26, 2009, to file written proofs
of claim to the court-appointed estate administrator:

         Mag. Dr. Ulla Reisch
         Kremser Gasse 4
         3100 St. Poelten
         Austria
         Tel: 02742/35 15 50
         Fax: 02742/35 15 50-5
         E-mail: office.st.poelten@ulsr.at

Creditors and other interested parties are encouraged to attend
the creditors' meeting on the same date at the same time for the
examination of claims at:

         Land Court of St. Poelten
         Room 216
         Second Floor
         St. Poelten
         Austria


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B E L G I U M
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TELENET BIDCO: Fitch Lifts Long-Term Issuer Default Rating to 'BB'
------------------------------------------------------------------
Fitch Ratings has upgraded Belgium-based Telenet BidCo NV's Long-
term Issuer Default Rating to 'BB' from 'BB-' (BB minus).  The
rating has a Stable Outlook.  Fitch has meanwhile affirmed
Telenet's Short-term IDR at 'B', and upgraded the company's EUR2.3
billion senior secured credit facilities to 'BB+' from 'BB'.

"The upgrade reflects the agency's view that Telenet exhibits a
strong operational profile, highly visible revenue and cash flow
and a financial policy that is likely to see the company de-
leverage well over the next 12-24 months," said Stuart Reid, a
Senior Director in Fitch's European TMT team.  "Relative to other
'BB' range cable operators, Fitch believes that Telenet has one of
the most defensible positions given its strong mix of basic TV
revenues combined with a high level of broadband and telephony
penetration.  These qualities have led to low levels of customer
churn, strong revenue per subscriber and high earnings margins."

As the cable operator in the northern region of Flanders, Fitch
estimates Telenet's network covers around 60% of the population,
with approximately 2.7 million homes within its franchise areas.
The Interkabel transaction, which closed in October last year,
brought approximately 800,000 homes and 760,000 basic TV customers
into Telenet's consolidation perimeter, whereas previously the
company had been selling broadband, telephony and point-to-point,
but not basic broadcast TV services to homes in the so-called
"Partner Network".  The Interkabel deal gave Telenet the right to
exploit its full range of triple/quad play services to these
homes.  In Fitch's view, the transaction removed a distinction in
the way services were marketed across these homes, paving the way
for an improved revenue generating unit per subscriber metric over
time, as well as adding a healthy basic TV revenue and earnings
stream to Telenet's income and cash flow statements (with basic TV
customers boosted to 2.4 million).

Fitch considers Belgacom, the country's incumbent telecom, to have
responded well to the ongoing attrition of its traditional voice
business through the development of a credible IPTV (internet
protocol TV) product, enabling its own triple-play offering.  The
level of mobile only homes in Belgium is also quite high relative
to other markets and this will continue to impact telephony
subscribers in the market generally.  Further facilities-based
competition is, however, quite limited in Belgium, while Fitch
believes the less developed state of the cable networks in the
southern region of Wallonia has produced a lower level of
competitive intensity across the country compared with some other
European markets.  The high level of basic cable coverage, which
is built-out across approximately 80% of the country, and
relatively low basic TV charges, lends a utility-like quality to
the TV component of the service offer.  High levels of broadband
and telephony penetration at Telenet, the company is the market
leader in broadband within its service footprint and the national
market number two in telephony, provide the company with a
somewhat unique combination of high customer penetration,
relatively high blended average revenue per user and low churn.
This contrasts with markets like Spain where higher blended ARPUs
reflect good levels of broadband and telephony penetration, but
where TV has in Fitch's view been a less significant driver.
Combined with lower levels of network build, cable does not
exhibit quite the same utility-like quality in that market which
consequently has a higher level of churn and where revenues are
therefore less visible than in Telenet's case.

Telenet's leverage (net debt/EBITDA) has increased over the past
two years, reflecting management's decision to recapitalize in
2007 and subsequent M&A activity in 2008 (the Interkabel deal
included a cash payment of EUR230 million and the assumption of
EUR195 million in capital leases).  Leverage, using Fitch's
approach to EBITDA, at YE08 rose to just under 4.6x from 4.4x at
YE07.  However, the business generates good levels of free cash
flow, while Fitch believes future M&A opportunities will be
limited and Telenet's distribution policy is likely to remain
cautious as long as refinancing conditions for leveraged borrowers
remain expensive and/or difficult.  The agency therefore expects
de-leveraging to be quite strong, with leverage, likely to be
maintained at the lower end of the publicly stated target of
between 4.0x-5.0x and that FCF will likely drive the metric below
4.0x by YE09; which are levels that are consistent with the
current rating.

Business risks include the potential for ARPU compression due to
the economic slowdown and the possibility that the regulator could
grant forced access to the cable network to Telenet's competitors
due to the cable networks' breadth of coverage and penetration in
Belgium.  In the event that credit markets improve, the potential
for higher shareholder distributions could lead to a more
leveraged balance sheet.


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C Y P R U S
===========


RITZIO INTERNATIONAL: Moody's Junks Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service has downgraded to Caa2 from B3 the
corporate family and probability of default ratings of Ritzio
International Limited, and the senior unsecured rating of the
existing US$280 million Loan Participation Notes due 2010, and
left the ratings on review for downgrade pending the outcome of
the imminent liquidity issues and ultimate refinancing risks.

The rating action takes into account several factors: (i) limited
visibility with regard to the cash flow generation by the company
in the coming 12 to 18 months; (ii) the significant devaluation of
the hryvnia, the national currency of Ukraine, the company's
largest country of operations, versus the currency in which its
debt is denominated; (iii) uncertainty with regard to the
company's ability to sustainably meet financial covenants on its
Loan Participation Notes due to the deterioration of its
performance, and (iv) limited fixed asset and property base
providing for a modest recovery rate in default.

Moody's believes that there remains a risk of a liquidity
shortfall in July 2009 and January 2010, when semi-annual coupon
payments on the LPN are due, and further notes the refinancing
risk of the principal amount of debt which matures July 2010.

The corporate family rating of Ritzio International may come under
further downward pressure should the company fail to alleviate
pending liquidity issues, potentially through a re-negotiation of
the terms of the Notes with the noteholders, substantially reduce
debt service, or re-capitalize the company to accommodate the
negative changes in the business profile.  Moody's will examine
any restructuring of the debt structure or covenants to assess
whether it would amount to a default under Moody's definition.

Moody's previous rating action on Ritzio was on June 29, 2007,
when the rating agency assigned a B3 corporate family rating to
Ritzio International and a provisional (P)B3 rating to the
proposed Notes issue.

Ritzio International Limited is a gaming operator in Europe, Latin
America, CIS and the Baltics, primarily operating slot machine
halls.  The Cyprus-based company is 100% owned by Ritzio
Entertainment Group, a leading Russian gaming operator whose
business beyond July 1, 2009, is threatened to be discontinued by
the new Russian gaming legislation.  Ritzio International reported
revenue of US$354.5 million and Operating profit before
depreciation, amortization and financing costs of US$88 million
for the first nine months of 2008.


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


ALCATEL-LUCENT: Inks US$1.7 Bil. Contract in China
--------------------------------------------------
Alcatel-Lucent disclosed that it has inked two framework
agreements valued US$1.7 billion in total with China Mobile and
China Telecom, to provide network upgrades, integration and
maintenance services in 2009.  As the leading operators in China,
China Mobile and China Telecom were granted 3G licenses in January
2009, for TD-SCDMA and CDMA/EV-DO technologies, respectively.  The
agreements were secured through Alcatel-Lucent Shanghai Bell,
Alcatel-Lucent's Chinese flagship company.

The contracts were signed on April 27 in Washington D.C. in the
presence of Li Yue,Vice President of China Mobile, Wu Andi, Chief
Financial Officer of China Telecom and Mary Chan, President,
Alcatel-Lucent's 4G/LTE end-to-end solutions and Dave Geary,
President of Alcatel-Lucent's Wireline networks activities.

Under an agreement valued approximately US$1 billion with China
Mobile Alcatel-Lucent will provide its industry-leading GSM/EDGE
solutions, TD-SCDMA wireless networking equipment, optical,
microwave and IP transmission offerings, IP service routers,
application platforms and related services

In a comparable agreement with China Telecom, valued at
approximately US$700 million, Alcatel-Lucent will supply its 3G
CDMA/EV-DO networking equipment, application platforms, optical
and IP transmission platforms, IP service routers and network
maintenance services to support the rollout of the company’s 3G
wireless broadband network.

Leveraging Alcatel-Lucent's industry leading technologies and
solutions, China mobile and China Telecom will be able to further
enhance their network capacity and performance, helping them
provide end-users with a wide variety of high-quality mobile
services.

"We are honored to have been selected as a major provider of
cutting-edge solutions for China Mobile and China Telecom.
Alcatel-Lucent Shanghai Bell is fully committed to supporting
their rapid transformation to 3G, and their smooth evolution to
LTE/4G in the future," said Olivia Qiu, head of Alcatel-Lucent
activities in East Asia and President of Alcatel-Lucent Shanghai
Bell.  "The agreements also set the stage for future collaboration
with these customers on the ongoing improvement of their
networks."

                   About Alcatel-Lucent SA

France-based Alcatel-Lucent SA (Euronext Paris and NYSE: ALU) --
http://www.alcatel-lucent.com/-- provides product offerings that
enable service providers, enterprises and governments worldwide,
to deliver voice, data and video communication services to end
users.  In the field of fixed, mobile and converged broadband
networking, Internet protocol (IP) technologies, applications and
services, the company offers the end-to-end product offerings that
enable communications services for residential, business customers
and customers.  It has operations in more than 130 countries.  It
has three segments: Carrier, Enterprise and Services.  The Carrier
segment is organized into seven business divisions: IP, fixed
access, optics, multicore, applications, code division multiple
access networks and mobile access.  Its Enterprise business
segment provides software, hardware and services that interconnect
networks, people, processes and knowledge.  Its Services business
segment integrates clients' networks.  In October 2008, the
company completed the acquisition of Motive, Inc.

                         *     *     *

As reported in the Troubled Company Reporter-Europe on March 5,
2009, Standard & Poor's Ratings Services lowered to 'B+' from
'BB-' its long-term corporate credit ratings and senior unsecured
ratings on France-based telecom equipment and services supplier
Alcatel Lucent and its subsidiary Alcatel-Lucent USA Inc.
(formerly Lucent Technologies Inc.).  The 'B' short-term rating on
Alcatel Lucent has been affirmed.  The outlook is negative.


EUROSTYLE: Evry Court Approves GMD's Takeover Offer
---------------------------------------------------
Plasteurope reports that the insolvency court in Evry has approved
Group Mecanique Decoupage's takeover offer for Verrieres-le-
Buisson, France-based automotive supplier Eurostyle.

According to the report, the takeover deal provides for the loss
of 400 of the 1,030 jobs at Eurostyle's four French sites.

The report says according to unconfirmed rumors, GMD, based in
Saint-Etienne, France, intends to invest around EUR30 million in
Eurostyle, which filed for protection from creditors in October
2008.


THOMSON SA: Gets Reprieve From Main Creditors
---------------------------------------------
Dominique Vidalon at Reuters reports that Thomson SA on Monday
said it obtained a waiver from its main creditors until June 16 to
restructure its debt.

According to the report, the company now has until its June 16
annual shareholders meeting to continue discussions on its balance
sheet restructuring.

Citing Frederic Rose, Thomson's chief executive, the report
discloses the group's senior creditors include some 20 banks and
30 bondholders who could have demanded the reimbursement of some
EUR2.9 billion of gross debt from April 30 following the covenant
breach.  The report relates Mr. Rose has said talks with creditors
covered several options, including the possibility for creditor
banks to exchange debt for equity.  He reiterated that such an
exchange was among the options under review, the report recounts.

The report states the group's cash position at end-March 2009
stood at EUR586 million and its net financial debt as of
March 31 was EUR2.357 billion.  The group's first-quarter revenue
was EUR915 million, up 8.5% at current currency and up 3.1 percent
at constant currency, despite a difficult market climate, the
report says.  The report notes in its Monday statement Thomson
said the group's overall profitability in the first quarter also
showed "a material improvement".

                     About Thomson SA

Thomson SA -- http://www.thomson.net/-- is a France-based Company
that provides technology, services, and systems to Media &
Entertainment (M&E) clients, including content creators, content
distributors and broadcasters.  It has three principal operating
divisions: Services, Systems (previously Systems & Equipment) and
Technology.  The remaining activities are regrouped in two
additional segments: Other and Corporate.  The Services Division
offers end-to-end management of video-related services for its
customers in the M&E industries.  Systems division plays a role in
supplying hardware and software technology for the M&E industries
in the areas of production, delivery, management, transmission,
and access.  Technology division includes activities, such as
corporate research; Silicon Solutions: Integrated Circuit design
and tuners, and Software & Technology Solutions: video and audio
security solutions, and other technologies.  In December 2008, the
Company sold its digital film equipment product line.

                         *     *     *


As reported in the Troubled Company Reporter-Europe on Feb. 3,
2009, Moody's Investors Service lowered to Caa3 from B1 the
Corporate Family Rating for Thomson S.A. and to C from Caa1 the
junior subordinated rating for Thomson's perpetual junior
subordinated bonds.  The outlook on the ratings is negative.


TREES SA: Moody's Lifts Rating on Series 87 Loan Facility to 'B2'
-----------------------------------------------------------------
Moody's Investors Service announced it has upgraded its rating of
a loan facility granted to TREES S.A. under Series 87.

The transaction is a managed synthetic CDO referencing corporate
assets, 42% European and 54% North American.  The rating action is
a response to the amendment dated 28 January 2009 that increased
the Credit Enhancement Amount from EUR150 million to EUR225
million.

Moody's initially analyzed and continues to monitor this
transaction using primarily the methodology and its supplements
for corporate synthetic CDOs as described in Moody's Special
Reports and press releases below:

  -- Moody's Approach To Rating Corporate Collateralized Synthetic
     Obligations (December 2008)

The rating action is:

TREES S.A.:

(1) Series 87 -- Loan Facility

  -- Current Rating: B2
  -- Prior Rating: Caa1
  -- Prior Rating Date: 10 March 2009, downgraded to Caa1 from Ba2


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


CHRYSLER LLC: PBGC, Daimler Agree on US$600MM Infusion on Pensions
------------------------------------------------------------------
The Pension Benefit Guaranty Corporation unveiled a term sheet
agreement with Daimler AG on additional protections for the
pension plans of Daimler's former Chrysler North America division.

Under the agreement, also signed by Chrysler and its controlling
owner, Cerberus, Daimler will contribute US$200 million dollars
into the pension plans immediately upon final execution of the
agreement.  Daimler also will pay US$200 million into the plans in
2010 and again in 2011.

In addition, if the Chrysler pensions terminate before August 2012
and are trusteed by the PBGC, Daimler will pay US$200 million to
the PBGC insurance program.  The agreement replaces the US$1
billion termination guarantee negotiated by the PBGC at the time
of Daimler's sale of Chrysler in 2007.

The agreement closes out Daimler's 19.9% share of Chrysler, and
waives repayment of Daimler's outstanding loans to Chrysler.

The PBGC is a federal corporation created under the Employee
Retirement Income Security Act of 1974.  It currently guarantees
payment of basic pension benefits earned by 44 million American
workers and retirees participating in over 29,000 private-sector
defined benefit pension plans.  The agency receives no funds from
general tax revenues.  Operations are financed largely by
insurance premiums paid by companies that sponsor pension plans
and by investment returns.

                        About Chrysler

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

In 2007, Cerberus Capital Management LP acquired an 80.1% stake in
Chrysler for US$7.2 billion.  Daimler AG kept a 19.9% stake.  Late
in 2008, Daimler attempted to sell its remaining stake to
Cerberus, but talks have been stalled.

A report by The Wall Street Journal in March 2009 said Cerberus is
set to shed its stake in Chrysler as part of the conditions
surrounding the company's bailout arrangement with the U.S.
government.  An anonymous source within the Obama administration
told WSJ Cerberus' equity stake no longer holds value.  The source
told WSJ Cerberus will still hold on to a controlling stake in
Chrysler Financial, but its stake in the automaker itself will
likely be eviscerated.

Pursuant to the U.S. Government's Automotive Industry Financing
Program, the U.S. Department of the Treasury made emergency loans
to General Motors Corp., Chrysler Holding LLC, and Chrysler
Financial Services Americas LLC.  The Treasury purchased senior
preferred stock from GMAC LLC.  In exchange, Chrysler and GM
submitted restructuring plans to the Treasury on February 17,
2009.  Upon submission, President Obama's Designee on the Auto
Industry determined that the restructuring plans did not meet the
threshold for long-term viability.  However, on March 30, 2009,
both GM and Chrysler were granted extensions to complete the
restructuring plans to comply with the requirements set forth
under the Automotive Industry Financing Program.

The Government has told Chrysler it would provide up to US$6
billion in financing if Chrysler and Fiat SpA could complete a
deal by the end of April -- on top of the US$4 billion Chrysler
has already received.  Fiat originally agreed to take 35% of
Chrysler, but it was subsequently reduced to 20%.

GM faces a June 1 deadline to complete restructuring plans that
satisfy the government's auto task force.  So far, GM has received
US$13.4 billion in federal loans.

The Office of the Special Inspector General for the Troubled Asset
Relief Program has said GM may receive up to US$5 billion and
Chrysler up to US$500 million in additional working capital.  The
additional loans are part of the modification to the existing loan
program.

GM and Chrysler admitted in their viability plans submitted in
February that they considered bankruptcy scenarios, but ruled out
the idea, citing that a Chapter 11 filing would result to
plummeting sales, more loans required from the U.S. government,
and the collapse of dealers and suppliers.

A copy of the Chrysler viability plan is available at:

              http://ResearchArchives.com/t/s?39a3

                          *     *     *

As reported by the Troubled Company Reporter on April 14, 2009,
Standard & Poor's Ratings Services lowered its issue-level ratings
on Chrysler's senior secured first-lien term loan due 2013 to 'CC'
(the same as the 'CC' corporate credit rating on Chrysler) from
'CCC'.  The recovery rating was revised to '4' from '1',
indicating S&P's view that lenders can expect average (30% to 50%)
recovery in the event of a payment default.  The corporate credit
rating is unchanged, at 'CC', which reflects S&P's view of the
likelihood of default -- from either a bankruptcy or a distressed
debt exchange.

Moody's Investors Service said February 18 that the risk of a
bankruptcy filing by GM and Chrysler remains high.  The last
rating action on GM and Chrysler was a downgrade of their
Corporate Family Ratings to Ca on December 3, 2008.


ESCADA AG: At Risk of Going Insolvent if Restructuring Fails
------------------------------------------------------------
Reuters reports that Escada AG's chief executive, Bruno Saelzer,
on Tuesday said that the company will face insolvency if its plan
to raise fresh cash, replace a bond and renegotiate credit lines
fails.

Reuters relates Mr. Saelzer told shareholders at the company's
annual meeting on Tuesday "The only alternative would be Escada's
insolvency."

                      Refinancing Package

As reported in the Troubled Company Reporter-Europe on April 28,
2009, Reuters said Escada last week launched a broad refinancing
package.

In an April 23 press release Escada said to ensure its survival,
the company requires around EUR30 million to cover its liquidity
demands for the current fiscal year, plus a significant reduction
of the group's debt and a secured mid- to long-term financial
platform for the group.

According to Reuters, Escada plans to raise around EUR30 million
in a capital increase in July.  The company, Reuters said, is also
asking creditors to take a cut in bond repayments and is
negotiating with banks on existing and new credit lines.  Reuters
noted the company said details were "still being fine-tuned".

Reuters discloses Mr. Saelzer said "Escada will not survive if one
of the groups does not participate".

                      Capital Increase

On March 19, 2009, the Troubled Company Reporter-Europe, citing
Reuters, reported that German billionaire brothers Wolfgang and
Michael Herz plan to participate in a capital increase at Escada
after the fashion group reported wider fourth quarter and full
year losses.  The Herz family holds a combined 24.9 percent stake
in the company but still aims to keep its shareholding below 30
percent, Reuters said citing a person familiar with the matter.
Reuters disclosed the source said the Herz brothers want other
shareholders to take up new Escada shares in proportion to their
percentage stakes.  Reuters noted according to the company,
shareholders Wolfgang and Michael Herz are willing to invest up to
EUR20 million if they get permission from the German financial
watchdog BaFin to forego a takeover offer for the remaining
shareholders.

                         Wider Losses

Escada's net loss in the three months through January swelled to
EUR6.3 million (US$8.2 million) from EUR4 million a year earlier,
Bloomberg News reported citing a company statement.  Sales for the
current quarter fell 7.5 percent to EUR131.5 million.  Net loss in
the fiscal year that ended Oct. 31 widened to EUR70.3 million from
EUR27 million and sales fell 15 percent to EUR582.5 million, the
report said.

                         About Escada AG

Headquartered in Aschheim, Germany, ESCADA AG (FRA:ESC) --
http://www.escada.com/--  is a fashion group engaged in women's
designer fashion.  Under its core brand ESCADA, the Company sells
women's designer fashions for daytime, evening, business, leisure,
sports, wellness and special occasions, as well as couture.  The
fashion range is supplemented with accessories like handbags,
shoes and small leather goods.  Fragrances, eyewear, kids wear and
jewelry from licensed partners are also sold under the ESCADA
brand.  Through its wholly owned subsidiary, PRIMERA AG, the
Company additionally sells the mid-priced brands apriori, BiBA,
cavita and Laurel. ESCADA AG has 194 own shops and 226 franchise
shops in approximately 60 countries.  Its manufacture capacities
are mainly outsourced to partner operations, located in Germany,
Italy, Eastern Europe and Asia.


KG FUND: Fondshaus Pulls Plug After Charterer Not Found
-------------------------------------------------------
GERMAN KG financier Fondshaus Hamburg has decided to stop
marketing KG fund No 38, one of its closed-end shipping funds,
after it failed to find a charterer for one of the vessels
financed by the fund, Patrick Hagen at Lloyd's List reports.

According to the report, Fondshaus Hamburg could not find
employment for the 2006-built Johannesburg.  The report says this
meant the fund, which was set up to invest in one car carrier and
two containerships of 2,900 teu and 3,400 teu respectively, could
not achieve the dividend payments forecast in the prospectus.

The report discloses a total of 120 investors put a EUR4 million
into the fund.  Fondshaus, however, said that investors would get
their full money back, including share premium and a proportionate
5% interest payment for 2009, the report notes.  Ahrenkiel, the
report relates, will now take the vessel onto its books.

The report recalls in November Fondshaus Hamburg tried to rescue
the fund by taking out an additional loan of up to US$15 million
from parent company Ahrenkiel.  However, the company was overly
optimistic about the development of charter market, the report
states.


PB CONSUMER: Moody's Assigns 'Ba1' Rating on Class E Notes
----------------------------------------------------------
Moody's Investors Service has assigned these definitive ratings to
five classes of asset-backed notes issued by PB Consumer 2009-1
GmbH:

  -- Aaa to the EUR865,800,000 Class A Floating Rate Asset Backed
     Notes;

  -- Aa2 to the EUR39,900,000 Class B Floating Rate Asset Backed
     Notes;

  -- A2 to the EUR26,000,000 Class C Floating Rate Asset Backed
     Notes;

  -- Baa2 to the EUR14,000,000 Class D Floating Rate Asset Backed
     Notes; and

  -- Ba1 to the EUR16,000,000 Class E Floating Rate Asset Backed
     Notes;

PB Consumer 2009-1 GmbH is the third public term securitization of
unsecured consumer loans in Germany.

Moody's has analyzed the PB Consumer 2009-1 GmbH transaction with
the "lognormal" rating methodology applied to granular ABS
portfolios.  The ratings address the expected loss posed to
investors by the legal final maturity of the notes.  In Moody's
opinion, the structure allows for timely payment of interest and
ultimate payment of principal with respect to the notes by the
legal final maturity.  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 will monitor this transaction on an ongoing basis.


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


CHARTBUSTERS LTD: Commercial Court Approves Survival Scheme
-----------------------------------------------------------
Mary Carolan at the Irish Times reports that the Commercial Court
has approved a scheme aimed at ensuring the survival of 28
Chartbusters home entertainment stores employing 172 people.

The report relates Mr. Justice Peter Kelly noted that while the
scheme effectively allows the group to "walk away" from pre-
examinership debts amounting to some EUR15 million in the event of
a winding up, it at least meant creditors would get more than if
the company was put into liquidation.

The scheme, the report discloses, provides creditors will receive
at most 10 per cent of their dividend, while many will receive
between just 2.5 per cent and 5 per cent.  The scheme also
provides for new investment of EUR700,000 and for a new management
structure at Chartbusters with its founder Richard Murphy exiting
the group by December 31 and ceasing to have any shareholding, the
report states.  According to the report, the majority
shareholding, 51 per cent, will be held by John McCabe, and the
remaining 49 per cent will be held by Catherine Kenny and Anthea
Jordan.

The report says court protection for Chartbusters was lifted at
noon yesterday.

As reported in the Troubled Company Reporter-Europe on April 28,
2009, the Irish Times said the court lifted court protection for
one of the companies in the group, a non-trading leasehold holding
company, Stanway Holdings Ltd (SHL).

Rossa Fanning, for examiner Neil Hughes, as cited in the report,
said the order lifting court protection for SHL might affect "at
worst" 15 jobs in two stores in Phibsboro and Tallaght.

                    About Chartbusters

Based in Dublin, Ireland, Chartbusters Ltd., ran 37 home
entertainment stores and employed 267 workers as of January 2009.
Chartbusters was incorporated in July 1993 and started with two
stores in Blanchardstown and Tallaght.  By 2002, it had 50 stores
grossing a profit of EUR11 million.

On Jan. 29, 2009, the TCR-Europe, citing the Irish Times, reported
that Mr. Justice Peter Kelly granted court protection to
Chartbusters.  Mr. Justice Kelly appointed Neil Hughes as examiner
to the company.  Mr. Justice Kelly, as cited in the report, said
the company was insolvent and would have a shortfall between
assets and liabilities of some EUR246,000 as a going concern and
of some EUR4.8 million if wound up.  The judge, the report noted,
agreed to appoint an examiner after reports from the independent
account and interim examiner expressed the view the company had a
reasonable prospect of survival if certain conditions, including
the closure of 17 of its 37 stores, are met.


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


CHRYSLER LLC: Fiat Says It Won't Use Bankruptcy to Acquire Firm
---------------------------------------------------------------
Luca Ciferri at Automotive News reports that Fiat CEO Sergio
Marchionne said that he wouldn't use a Chrysler LLC bankruptcy to
acquire pieces of the Company.

Citing a person familiar with the matter, Automotive News relates
that Fiat wants to proceed with an alliance with Chrysler even if
the Company is forced into Chapter 11.  According to the report,
the source said that Fiat will continue to work closely with the
U.S. Treasury Department and will try to complete an agreement.

Automotive News states that if the alliance seems to secure
Chrysler's future, the Company would get up to US$6 billion in
additional loans from the government.  If the Company fails to
seal a deal with Fiat by Thursday, the government would cut off
the federal funding to the Company, the report says.

Mr. Marchionne, according to Automotive News, told analysts that
he believes that there would be an alliance, saying that he sees
"no reason why it cannot happen.  I can only confirm our
unwavering commitment to get this transaction done.  We see
benefits to both Fiat and to Chrysler."  Fiat's board gave an
"ample mandate" to seal the deal, Automotive News states, citing
Mr. Marchionne.

Reuters relates that lawmakers from Michigan urged Chrysler's
creditors to agree to concessions.  According to Reuters, Senator
Debbie Stabenow said that after the United Auto Workers union
accepted cuts, "it is now incumbent on the creditors, in
particular those that have taken public funds, to make some
concessions and be a part of the solution."  Creditors must look
"at the broad economic impact (of Chrysler collapsing) and not
just their own short-term financial interest," Dow Jones Newswires
reports, citing Rep. Mark Schauer.

                        About Chrysler

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

In 2007, Cerberus Capital Management LP acquired an 80.1% stake in
Chrysler for US$7.2 billion.  Daimler AG kept a 19.9% stake.  Late
in 2008, Daimler attempted to sell its remaining stake to
Cerberus, but talks have been stalled.

A report by The Wall Street Journal in March 2009 said Cerberus is
set to shed its stake in Chrysler as part of the conditions
surrounding the company's bailout arrangement with the U.S.
government.  An anonymous source within the Obama administration
told WSJ Cerberus' equity stake no longer holds value.  The source
told WSJ Cerberus will still hold on to a controlling stake in
Chrysler Financial, but its stake in the automaker itself will
likely be eviscerated.

Pursuant to the U.S. Government's Automotive Industry Financing
Program, the U.S. Department of the Treasury made emergency loans
to General Motors Corp., Chrysler Holding LLC, and Chrysler
Financial Services Americas LLC.  The Treasury purchased senior
preferred stock from GMAC LLC.  In exchange, Chrysler and GM
submitted restructuring plans to the Treasury on February 17,
2009.  Upon submission, President Obama's Designee on the Auto
Industry determined that the restructuring plans did not meet the
threshold for long-term viability.  However, on March 30, 2009,
both GM and Chrysler were granted extensions to complete the
restructuring plans to comply with the requirements set forth
under the Automotive Industry Financing Program.

The Government has told Chrysler it would provide up to US$6
billion in financing if Chrysler and Fiat SpA could complete a
deal by the end of April -- on top of the US$4 billion Chrysler
has already received.  Fiat originally agreed to take 35% of
Chrysler, but it was subsequently reduced to 20%.

GM faces a June 1 deadline to complete restructuring plans that
satisfy the government's auto task force.  So far, GM has received
US$13.4 billion in federal loans.

The Office of the Special Inspector General for the Troubled Asset
Relief Program has said GM may receive up to US$5 billion and
Chrysler up to US$500 million in additional working capital.  The
additional loans are part of the modification to the existing loan
program.

GM and Chrysler admitted in their viability plans submitted in
February that they considered bankruptcy scenarios, but ruled out
the idea, citing that a Chapter 11 filing would result to
plummeting sales, more loans required from the U.S. government,
and the collapse of dealers and suppliers.

A copy of the Chrysler viability plan is available at:

              http://ResearchArchives.com/t/s?39a3

                          *     *     *

As reported by the Troubled Company Reporter on April 14, 2009,
Standard & Poor's Ratings Services lowered its issue-level ratings
on Chrysler's senior secured first-lien term loan due 2013 to 'CC'
(the same as the 'CC' corporate credit rating on Chrysler) from
'CCC'.  The recovery rating was revised to '4' from '1',
indicating S&P's view that lenders can expect average (30% to 50%)
recovery in the event of a payment default.  The corporate credit
rating is unchanged, at 'CC', which reflects S&P's view of the
likelihood of default -- from either a bankruptcy or a distressed
debt exchange.

Moody's Investors Service said February 18 that the risk of a
bankruptcy filing by GM and Chrysler remains high.  The last
rating action on GM and Chrysler was a downgrade of their
Corporate Family Ratings to Ca on December 3, 2008.


CHRYSLER LLC: Lenders Back US$2BB Cash Payment for US$6.8BB Debt
----------------------------------------------------------------
The Wall Street Journal reports that Chrysler LLC's key lenders
have agreed to accept US$2 billion in cash in exchange for
US$6.8 billion in secured debt.

WSJ relates that some lenders involved are against the terms,
making the deal tentative.

Citing people familiar with the matter, WSJ states that Chrysler
is likely to file for bankruptcy protection, even agreements with
the United Auto Workers union, the lenders, and Fiat SpA are
reached, to clear liabilities including removing hundreds of auto
dealers from its sales network.  According to WSJ, some hedge
funds and smaller banks said that they wouldn't back a deal with
Chrysler.

WSJ says that parties including the administration appear
confident that Fiat will sign a merger deal with Chrysler by
Thursday.  According to WSJ, Fiat Vice Chairperson John Elkann
said that "the partnership can proceed even if we have to deal
with Chapter 11" and the final shareholding structure is still
being discussed.  As reported by the Troubled Company Reporter on
April 28, 2009, the UAW would eventually own 55% of the stock in a
restructured Chrysler, as agreed by the two parties.

Fiat won't invest any money in Chrysler as part of a potential
deal, but may eventually put money into Chrysler once an alliance
is forged, WSJ states, citing Mr. Elkann.  According to the
report, Fiat is being asked to take "a relatively small position"
in Chrysler to start, estimated at about 20%, which would rise as
Fiat introduces new technologies to Chrysler and meet certain, as-
yet unspecified obligations.

                        About Chrysler

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

In 2007, Cerberus Capital Management LP acquired an 80.1% stake in
Chrysler for US$7.2 billion.  Daimler AG kept a 19.9% stake.  Late
in 2008, Daimler attempted to sell its remaining stake to
Cerberus, but talks have been stalled.

A report by The Wall Street Journal in March 2009 said Cerberus is
set to shed its stake in Chrysler as part of the conditions
surrounding the company's bailout arrangement with the U.S.
government.  An anonymous source within the Obama administration
told WSJ Cerberus' equity stake no longer holds value.  The source
told WSJ Cerberus will still hold on to a controlling stake in
Chrysler Financial, but its stake in the automaker itself will
likely be eviscerated.

Pursuant to the U.S. Government's Automotive Industry Financing
Program, the U.S. Department of the Treasury made emergency loans
to General Motors Corp., Chrysler Holding LLC, and Chrysler
Financial Services Americas LLC.  The Treasury purchased senior
preferred stock from GMAC LLC.  In exchange, Chrysler and GM
submitted restructuring plans to the Treasury on February 17,
2009.  Upon submission, President Obama's Designee on the Auto
Industry determined that the restructuring plans did not meet the
threshold for long-term viability.  However, on March 30, 2009,
both GM and Chrysler were granted extensions to complete the
restructuring plans to comply with the requirements set forth
under the Automotive Industry Financing Program.

The Government has told Chrysler it would provide up to US$6
billion in financing if Chrysler and Fiat SpA could complete a
deal by the end of April -- on top of the US$4 billion Chrysler
has already received.  Fiat originally agreed to take 35% of
Chrysler, but it was subsequently reduced to 20%.

GM faces a June 1 deadline to complete restructuring plans that
satisfy the government's auto task force.  So far, GM has received
US$13.4 billion in federal loans.

The Office of the Special Inspector General for the Troubled Asset
Relief Program has said GM may receive up to US$5 billion and
Chrysler up to US$500 million in additional working capital.  The
additional loans are part of the modification to the existing loan
program.

GM and Chrysler admitted in their viability plans submitted in
February that they considered bankruptcy scenarios, but ruled out
the idea, citing that a Chapter 11 filing would result to
plummeting sales, more loans required from the U.S. government,
and the collapse of dealers and suppliers.

A copy of the Chrysler viability plan is available at:

              http://ResearchArchives.com/t/s?39a3

                          *     *     *

As reported by the Troubled Company Reporter on April 14, 2009,
Standard & Poor's Ratings Services lowered its issue-level ratings
on Chrysler's senior secured first-lien term loan due 2013 to 'CC'
(the same as the 'CC' corporate credit rating on Chrysler) from
'CCC'.  The recovery rating was revised to '4' from '1',
indicating S&P's view that lenders can expect average (30% to 50%)
recovery in the event of a payment default.  The corporate credit
rating is unchanged, at 'CC', which reflects S&P's view of the
likelihood of default -- from either a bankruptcy or a distressed
debt exchange.

Moody's Investors Service said February 18 that the risk of a
bankruptcy filing by GM and Chrysler remains high.  The last
rating action on GM and Chrysler was a downgrade of their
Corporate Family Ratings to Ca on December 3, 2008.


CHRYSLER LLC: MoFo Lawyers Talk About Bankruptcy Issues
-------------------------------------------------------
"With latest reports that Chrysler will be split up, with as much
as 55% of the company set to be transferred to the United
Autoworkers Union, it's apparent that the nation's third largest
automaker has made a last-second Hail Mary to avoid bankruptcy,"
lawyers in Morrison & Foerster's Bankruptcy & Restructuring
practice area say.

"But a Chapter 11 filing is still on the horizon for the long-
troubled company.  The UAW move, combined with the prospect of a
20% investment by Italy's Fiat, are big moves, but they may not be
enough to halt the company's downward trajectory," the lawyers
continue.

Attorneys in the bankruptcy group at Morrison & Foerster put
together an outlook assessment to help explain what businesses,
suppliers and car buyers can expect from a Chrysler Chapter 11
filing.

The attorneys write that unlike GM, Chrysler faces unique
outcomes, "namely, the possibility of a U.S. Government-backed
alliance with Fiat, a possible U.S. and Canadian debtor-in-
possession financing facility, and the possibility that Chrysler
could liquidate."

The U.S. Treasury set a May 1 deadline for Chrysler to present a
plan to avoid bankruptcy, which the company says it has
accomplished with the UAW deal.  But many critics say that may not
be enough: Bob Shulz, a Standard & Poor's senior auto analyst told
CNN that even if both GM and Chrylser steer past the deadlines
bearing down on them, that doesn't mean they will be able to avoid
bankruptcy indefinitely.

According to the Wall Street Journal, Fiat is hinting that with a
bankruptcy it could opt for a greater investment than 20%.  Fiat
CEO Sergio Marchionne has said Fiat was interested in Chrysler "in
its totality."

These issues will undoubtedly be playing out in coming weeks.

For additional information, contact:

         Karen Ostad, Esq.
         Morrison & Foerster
         1290 Avenue of the Americas
         New York, NY 10104-0050
         Telephone (212) 468-8000

               _______________________________

                       Preparing for a
               Chrysler LLC Bankruptcy Filing:
                Issues for Your Consideration
               _______________________________

This week, Chrysler LLC (together with its affiliates, "Chrysler")
announced a tentative deal with the United Auto Workers' union
(the "UAW").  The deal, which was reportedly negotiated among the
UAW, Chrysler, the U.S. Department of the Treasury ("Treasury"),
and Chrysler's potential suitor, Fiat SpA ("Fiat"), is a step
toward meeting the April 30, 2009 deadline imposed by the Obama
administration, by which time Chrysler is required to reach
agreements on cost-cutting deals with its unions, secured
creditors, and other stakeholders as a precondition for receiving
further Treasury assistance.  The tentative deal with the UAW --
the specific terms of which are undisclosed and depend on a union
member vote -- reportedly meets the terms imposed by Treasury in
the US$4 billion U.S. Government loan package received by Chrysler
in December 2008.

The UAW deal not only places additional pressure on Chrysler's
secured lenders, who have indicated that they would not consider
accepting equity in satisfaction of their approximate US$6.9
billion
claim without union concessions, but also furthers Chrysler's
potential acquisition by Fiat, whose representatives also stated
that union concessions were a precondition to any agreement.  The
Obama administration has stated that Chrysler is unsustainable on
a stand-alone basis, and over the past month, has placed
increasing pressure on Chrysler to strike a deal with Fiat.
According to recent reports, Treasury is pressing Chrysler to
prepare to file for bankruptcy in the next several days,
regardless of whether it meets the Obama administration's deadline
of reaching deals with its major creditor groups.

This briefing highlights some of the major issues expected from a
significant number of clients -- including creditors and potential
investors -- will confront in a Chrysler bankruptcy filing.
Although many of the complex issues in any Chrysler filing would
be similar to those highlighted last week in the briefing
regarding a potential General Motors Corp. (together with its
affiliates, "GM") bankruptcy filing, there are several differences
that warrant consideration -- namely, the possibility of a U.S.
Government-backed alliance with Fiat, a possible U.S. and Canadian
debtor-in-possession ("DIP") financing facility, and the
possibility that Chrysler could liquidate.  President Obama
described some of these differences when comparing the two
automakers on March 30, 2009:

The situation at Chrysler is more challenging.  It's with deep
reluctance but also a clear-eyed recognition of the facts that
we've determined, after careful review, that Chrysler needs a
partner to remain viable.  Recently, Chrysler reached out and
found what could be a potential partner -- Fiat, where the current
management team has executed an impressive turnaround.  Fiat is
prepared to transfer its cutting-edge technology to Chrysler and,
after working closely with my team, has committed to build --
building new fuel-efficient cars and engines right here in the
United States.  We've also secured an agreement that will ensure
that Chrysler repays taxpayers for any new investments that are
made before Fiat is allowed to take a majority ownership stake in
Chrysler.[1]

If Chrysler and Fiat succeed in reaching an agreement in the next
several days, Treasury will provide Chrysler with what it deems
"adequate capital to continue operations," including possibly
lending up to US$6 billion to finance the Fiat acquisition.[2]
Under this scenario -- and assuming the reported agreements with
both the UAW and Canadian Auto Workers' union (the "CAW") are
approved -- Fiat may wish to complete its alliance with Chrysler
as part of a Chrysler bankruptcy filing.  But even if Chrysler
fails to reach an out-of-court agreement with its major creditor
constituents by April 30th, the Obama administration has made
clear that in the absence of any other viable partnership, the
U.S. Government "will not be able to justify investing additional
tax dollars to keep Chrysler in business."[3] If no viable
restructuring plan emerges, Chrysler will likely be forced to
liquidate its assets piecemeal as part of a bankruptcy filing.

That the U.S. Government has taken an active role in steering
Chrysler's survival is an understatement.  As with any GM filing,
a Chrysler filing would involve a significant number of complex
issues, a broad range of parties, and a host of legal issues never
before faced by U.S. bankruptcy courts.  Regardless of the
specific posture of any Chrysler bankruptcy filing (i.e.,
restructuring with a strategic partner vs. liquidation), its
proposed features will likely present significant opportunities
for clients, especially for those who identify and grasp key
issues early on.

The few publicly available details surrounding Chrysler's
reorganization plan remain in flux.  This briefing is a
preliminary overview based on the collective knowledge of a
variety of automobile industry-related issues and expertise in the
secondary loan trading market, as well as broad-based expertise in
"mega"-sized bankruptcy cases across various jurisdictions (U.S.
and foreign).  This briefing does not constitute legal advice and
is not intended to provide a comprehensive summary of all issues
that may arise in any Chrysler bankruptcy, or all issues relevant
to each of the firm's clients.

1. Debtor-in-Possession ("DIP") Financing Issues

                   U.S./Canadian DIP Sponsorship

One unique feature of any Chrysler filing will involve the extent
of the role of Treasury and the Canadian government either as DIP
lenders (possibly in conjunction with agent/conduit lenders who
are experienced in structuring DIP loans) or as providers of
credit support.  A DIP loan could total US$20 billion according to
Bloomberg reports.  As DIP lenders, the Canadian and U.S.
Governments (together, the "Governments") would play a significant
role in directing the management of Chrysler's bankruptcy case and
would presumably be entitled to a "super priority" claim, required
to be paid before all other administrative claims and secured
claims.[4]  Indeed, there appears to be no question about
Chrysler's need for DIP financing.  As of December 6, 2008,
Chrysler stated that without the DIP funding, it would need to
liquidate, closing 29 factories, firing 53,000 workers, and
cutting off US$7 billion in payments to suppliers.[5]

In addition to "super priority" status, the Governments (and any
conduit lender) would be able to charge fees and dictate many of
the terms of borrowings (including related performance milestones
and covenants).  The Governments may require the grant of a
security interest in Chrysler's unencumbered assets, wherever
located, including leasehold interests.  There may be DIP
agreement provisions that allow the Governments to have unfettered
control over any unencumbered property.  The terms of the DIP will
be determined very shortly after a bankruptcy filing.  Therefore,
it will be critical for parties to understand how the proposed DIP
structure works, what assets it seeks to encumber (in the U.S. and
abroad), and whether the proposed liens will "prime" existing
liens and claims.

            Loan Trading Issues Involving Chrysler Debt

Financial institutions currently trading Chrysler debt (or
potentially trading a DIP loan backed by the Governments) will
also need to have a comprehensive understanding of any Chrysler
DIP facility, especially because its terms may impact a lender's
ability to continue trading Chrysler debt.  Assuming the Chrysler
DIP facility looks to recent multi-billion dollar bankruptcy
court-approved DIP facilities as a guide, it may allow existing
lenders to participate in the funding of the DIP loan.  Should
this occur, the DIP facility may contain both a new money loan
component and a roll-up loan component, allowing existing and
eligible lenders to put up additional cash and reap certain DIP
lender benefits, including lucrative new terms.

Participation in DIP facilities can be problematic for certain
entities, including CDO/CLO funds.  If a Chrysler DIP facility
seeks the participation of existing lenders (or potentially new
investors), parties in the secondary loan market should understand
not only how their rights as a prepetition lender may be affected,
but also whether they will be able to clear the hurdles necessary
to participate.

Existing lenders should also understand how a Chrysler DIP
facility will treat existing senior secured debt.  The
unprecedented nature of a Chrysler bankruptcy filing will raise a
host of novel questions for both existing and potential DIP
lenders.  For example, will existing lenders be treated as a
separate and superior tranche in a DIP facility?  Will they be
entitled to full voting rights on most issues concerning the DIP
facility?  Given the likelihood that the Governments will fund
and/or guarantee most of any Chrysler DIP facility, to what extent
will the Governments exert pressure on existing Chrysler lenders
(some of whom are recipients of U.S. Government bailout monies) as
a means of steering a Chrysler bankruptcy case?  One thing is
clear: Whatever priority structure is proposed in the DIP facility
will be announced in the first days of a bankruptcy filing, and
vigilance is needed for existing lenders to protect their rights.

2. Liquidation Issues and Acquisition Opportunities

        Fiat Acquisition/Reorganization vs. Liquidation

If Chrysler and Fiat reach an agreement this week, Fiat may
purchase its stake in Chrysler through a "Section 363" bankruptcy
sale (described in further detail below) as part of Chrysler's
Chapter 11 filing.  There is a track record for approving such
large Section 363 acquisitions within a relatively brief time
period, especially due to the constraints of emergency funding.
As recently as last September, for example, Barclays plc received
bankruptcy court approval within three days of the Lehman Brothers
Holdings Inc. ("Lehman") bankruptcy filing to purchase, among
other things, Lehman's banking and trading units for US$250
million.
Less accelerated, but still swift: UBS's multi-billion dollar
acquisition of Enron Corp.'s trading business, and American
Airlines' multibillion-dollar acquisition of TWA.

Generally, Chapter 11 permits businesses an opportunity to
reorganize and continue functioning while coming up with a
reorganization strategy or "plan."  The plan requires agreement by
various creditor constituencies, under specifically prescribed
thresholds, before it can be approved by a bankruptcy court.  Even
if Chrysler were unable to garner sufficient support from its
creditors for a proposed plan, it may be possible for Chrysler to
get its plan approved over the objection of creditors.  In either
scenario, the DIP lending agreement in place would, at a minimum,
be designed to allow Chrysler to consummate its alliance with Fiat
and provide bridge funding until such time as Chrysler can obtain
bankruptcy court approval of its plan of reorganization.

If, however, no viable restructuring plan or alternative partner
emerges before April 30th and Chrysler is unable to reach a deal
with lenders who are collectively owed approximately US$6.9
billion,
Chrysler is likely to face liquidation either through a Chapter 7
filing, or a liquidating Chapter 11 case.  If Chrysler files for
Chapter 7 liquidation, it will be forced to sell any non-exempt
assets to pay its creditors.  A Chapter 7 trustee would be
appointed by the court, and the trustee would ensure that any
proceeds from the sale of secured assets are paid to secured
creditors.  To the extent any assets and/or residual cash remains
after secured creditors are paid, those assets and cash will be
pooled together to pay off any unsecured creditors, including
trade creditors and equity holders -- i.e., Cerberus Capital
Management, a private equity fund that owns an 80% stake in
Chrysler as a result of Cerberus's 2007 takeover of Chrysler from
Daimler-Benz.

Alternatively, Chrysler may file a Chapter 11 liquidation case if
it can demonstrate that the sale of its assets will result in a
higher recovery for creditors than a Chapter 7 liquidation.
Should Chrysler file a liquidating plan as part of its Chapter 11
case, such plan would likely allow Chrysler to liquidate its
business under more economically advantageous circumstances than a
Chapter 7 liquidation.  It might also permit creditors to take a
more active role in fashioning the liquidation of the assets and
the distribution of the proceeds than a Chapter 7 case.

Regardless of the form of any Chrysler bankruptcy liquidation,
there will be significant opportunities for investors to bid on
Chrysler assets and brands in bankruptcy sales.  If Chrysler is
able to forge a deal with Fiat, Fiat will buy only the assets and
operations its wants -- reportedly, the JEEP brand -- potentially
leaving less desirable assets, including unwanted brands,
affiliates, factories, plants, and health care obligations, in the
"old Chrysler," which would be liquidated over months or years.
If these plans take hold, old Chrysler will be under significant
pressure to sell assets promptly pursuant to a series of "Section
363" bankruptcy sales, giving potential investors another
opportunity to buy Chrysler assets at significant cost savings and
obtain various other potential benefits.

                         Sale Process

Section 363 bankruptcy sales could present a golden opportunity
for investors, including non-U.S. investors, focused on purchasing
hard assets, equity, technology, brands, and other intellectual
property, and/or other intangible assets.  In a typical Section
363 sale, assets generally are transferred on an "as-is" basis
without warranties, but free of liens, adverse interests, and
claims.  The buyer would purchase only those assets and related
contracts it actually wants, and leave behind unwanted assets.
For example, assets can be sold free and clear of a lender's
security interest and most other creditor claims, although the
lender's security interest likely will attach to the seller's
proceeds from the sale.  In addition, most bankruptcy sales also
allow the buyer to cut off claims for "successor liability," which
could otherwise arise in sales outside of bankruptcy.  Not all
liabilities are cut off, however.  Certain types of environmental
claims, for example, may be brought against transferees of the
relevant asset.

In a typical Section 363 sale, an interested buyer enters into an
asset purchase agreement with the debtor(s).  The debtor then
files a motion with the bankruptcy court to approve the agreement,
subject to higher and better offers that may be received in an
auction-like process before a hearing to approve the agreement.
The interested buyer is known as a "stalking horse."  The stalking
horse buyer normally negotiates various deal protections for
itself, including a break-up fee designed to compensate the buyer
if it is outbid.  In addition, a stalking horse buyer will
negotiate auction procedures specifying how competing bids will be
made, including limitations on due diligence for competing bids.
For these reasons, there can be distinct advantages to being a
stalking horse bidder.

Many Section 363 sales are accomplished within an average of 30-45
days, although some sales may take up to 90 days.  In either
situation, the winning bidder often is the buyer with the best
ability to quickly evaluate the desired assets and react quickly
to competing bids from other parties, usually on the same day.
Indeed, the key to reaping the benefits of a Section 363 sale
involves knowing how to identify strategically sound opportunities
and using the bankruptcy process as a powerful tool to help manage
the sale process.  Advance preparation is critical.  With the
appropriate protections and procedures in place, investors will be
able to obtain desirable assets in a Chrysler bankruptcy in a
cost-efficient and relatively quick manner.

3. Pension Plan Issues

Similar to GM, Chrysler reportedly faces a significant shortfall
on its pension plan.  Stakeholders are gearing up for what could
be a significant battle in bankruptcy court. On April 16, 2009,
reports indicated that the Pension Benefit Guaranty Corporation
(the "PBGC"), aquasi-governmental corporation created by Congress
in 1974 to protect pension programs of bankrupt companies, had
retained a law firm to advise it on Chrysler's unfunded pension
liability.

As of November 30, 2008, Chrysler had a reported US$9.3 billion
unfunded pension plan liability, as calculated by the PBGC on a
termination basis.  If Chrysler were to terminate its pension
plans, the PBGC would cover approximately US$2.2 billion of the
shortfall, leaving US$7.3 billion in lost benefits.  GM's pension
plan alone, if terminated, could potentially sink the PBGC.  A
Chrysler pension plan termination could likely have the same
effect, meaning that bailout of the PBGC might be required before
either a Chrysler or a GM case could be resolved.  So far, it
appears that Chrysler has reached a preliminary agreement with the
UAW in the U.S.  Based on published reports, that the deal would
give the UAW Chrysler equity in exchange for part of the US$10.1
billion Chrysler is required to pay into a union-run trust
designed to take over retiree health care costs in 2010.
Depending on the terms of the deal, the UAW could become
reorganized Chrysler's biggest shareholder.

According to recent reports, it also appears that the CAW reached
a preliminary cost-cutting deal with Chrysler, which is expected
to save Chrysler about US$198 million annually.  Besides a
reduction
in health-care benefits (among other features), the CAW agreement
is reported to involve the creation of a trust fund that will
recover retiree health care costs.

Even if the UAW and CAW workers ultimately ratify these
agreements, there is still a possibility that Chrysler will file
for bankruptcy, especially if Chrysler's secured lenders believe
they will obtain greater in recovery in a bankruptcy case than
they would if they voluntarily waived a portion of their US$6.9
billion claim outside bankruptcy.  Should a bankruptcy filing
occur, Chrysler, like GM, may look to prior bankruptcy precedent,
such as the landmark LTV Corporation steel company bankruptcy, for
specific guidance on the treatment of pension plans in and after
bankruptcy.  If so, there is a possibility that after any
bankruptcy filing, Chrysler/Fiat will take back responsibility for
its pension plans, negotiate new terms with the UAW and the CAW,
and agree to make up a large portion of lost benefits.[6] For
creditors-at-large, this means that if Chrysler decides to unwind
its pension plan, the significant costs associated with such
termination might not be dischargeable in a Chrysler bankruptcy,
and Chrysler might require additional funding from the U.S.
Government and/or any DIP lenders to cover these costs.

4. Vendor Issues

                     Critical Vendor Status

Chrysler trade creditors and vendors are likely to wonder whether
a Chrysler filing will result in a significant delay in payment on
a prepetition invoice.  Under the critical vendor doctrine,
however, during the first days of its bankruptcy case, Chrysler
may request that the bankruptcy court authorize it to make
immediate payment of certain vendors' prepetition claims (both
domestic and foreign), in exchange for a commitment by vendors to
continue to sell to Chrysler on a post-petition basis under the
same or better terms.

A request to make payments to critical vendors will be carefully
scrutinized.  Approval of such a request would have the effect of
elevating the priority of an otherwise non-priority prepetition
claim, ensuring payment in full.  A request to pay the prepetition
claims of critical vendors will be subject to the approval of the
bankruptcy court upon notice to creditors, including the DIP
lender(s), the unsecured creditors' committee, and other parties
in interest.   In making its determination, the court will
analyze, among other things, whether: (i) the vendor's contract
was terminated before the bankruptcy filing or whether the
automatic stay of the bankruptcy filing requires the vendor to
continue its supply to the debtor despite nonpayment of the
prepetition invoice; (ii) the vendor is holding critical finished
goods or supplies on which the vendor can assert a lien to satisfy
its prepetition invoice; and (iii) the vendor is in a foreign
jurisdiction and if it is not paid may not be able to be compelled
to continue to supply.

                            Reclamation

In addition to the possible critical vendor protections, Chrysler
suppliers may also be able to take advantage of Bankruptcy Code
provisions enacted in 2005 that give priority to reclamation
claims.  These claims arise under state law and are governed by
Section 546(c) of the Bankruptcy Code.

Reclamation generally refers to a trade creditor's right to
reclaim goods shipped on credit to an insolvent customer shortly
before the customer files for bankruptcy.  For example, where a
debtor receives goods while insolvent within 45 days before the
petition date, a seller has 45 days after receipt of the goods to
demand reclamation.  If this period expires before the
commencement of a debtor's case, a seller has 20 days after the
petition date to assert the reclamation claim.  If a seller of
goods fails to provide notice of the reclamation claim, the seller
may assert an administrative expense claim -- i.e., a claim that
is paid in full after bankruptcy court approval -- for the value
of any goods received by the debtor within 20 days before the
petition date.  Accordingly, reclamation treatment may result in a
creditor obtaining a more favorable recovery on its prepetition
unsecured claim than the creditor would have received as a general
unsecured creditor.

At a minimum, in preparation for a Chrysler bankruptcy filing,
trade creditors should be able to identify their Chrysler
counterparties, including any guarantors, under their respective
agreements.  In order to reap any reclamation claim benefits,
trade creditors will need to act quickly, understand any specific
Chrysler reclamation procedures that Chrysler may seek to have the
court approve in its bankruptcy case (such as requiring the filing
of a reclamation proof of claim), and keep accurate records
detailing the shipment to and receipt of any goods by Chrysler.

               Treatment of Executory Contracts

Under the Bankruptcy Code, Chrysler will be obligated to preserve
and maximize the value of its estate by rejecting burdensome
executory contracts and assuming (and in some cases also
assigning) beneficial ones.  Essentially, executory contracts are
contracts on which performance remains due, to some extent, by
Chrysler and the counterparty to the contract.  Examples include
employment contracts, maintenance agreements, service contracts,
supply contracts, typical lease agreements, and franchise
agreements. [7]

Assumption of an executory contract (or unexpired lease) occurs
when a debtor elects to remain obligated under the terms and
provisions of the agreement and, in exchange, is entitled to enjoy
the benefits of the agreement.  Assumption of a contract elevates
a creditor's current and future damage claims to administrative
expense priority status (meaning they get paid in full).  Except
in certain situations dealing with personal service contracts and
intellectual property licenses, if an executory contract or
unexpired lease is assumed, it may also be assigned to a third
party, provided that the prepetition payment defaults are cured
and adequate assurance of the purchaser's future performance is
given.  Rejection of an executory contract occurs when the debtor
elects to terminate the agreement and thereby forfeit the benefits
of the agreement.  Apart from certain kinds of executory contracts
that the Bankruptcy Code requires to be assumed or rejected within
a specific time period (such as a lease for nonresidential real
property), most debtors do not assume or reject an executory
contract until either a plan of reorganization is confirmed or the
executory contract is sold pursuant to a Section 363 sale.

                 Rejection of Supply Contracts

Many Chrysler vendors across the U.S. and the world are also in a
precarious financial situation.  A Chrysler filing and a rejection
of their supply contracts could potentially put these vendors into
bankruptcy. [8]  Although Chrysler could decide to renegotiate or
reject certain supply contracts in order to lower its own cost-of-
goods, given the financial stress that the supply chain is already
experiencing, Chrysler will have to make sure that its decision to
reject supply contracts does not have the "domino" effect of
driving suppliers out of business and thereby jeopardizing
production.

If Chrysler decides to reject a supply contract, it has the
practical effect of terminating the contract, giving rise to a
prepetition rejection damages claim.  Chrysler must reject the
contract in its entirety, and unless the contract or lease is
subject to a special rule (e.g., involving a non-residential real
estate lease), Chrysler may assume or reject a supply contract at
any time before confirmation of its plan.

              Auto Supplier Support Programs

As a means of reassuring Chrysler suppliers, Treasury released a
statement on April 8, 2009, regarding the launch by Chrysler and
GM of their respective Auto Supplier Support Programs (the
"ASSP").  Although the specific details of these programs are
presently unknown, it appears the ASSP apply to any receivable
created with respect to goods shipped after March 19, 2009, made
on qualifying commercial terms.  Backed by Treasury, the ASSP are
designed to help stabilize the auto supply base and restore credit
flows in the automotive sector.  According to Treasury, the ASSP
will provide supply companies with access to liquidity and protect
American jobs while giving Chrysler and GM reliable access to the
parts they need.  Please contact us if you would like notice of
any developments on the ASSP.

5. Impact of a Chrysler LLC Bankruptcy Filing on Chrysler
Affiliates

A bankruptcy filing by Chrysler will not necessarily include a
filing of all of Chrysler's domestic or foreign subsidiaries or
other affiliates.  Non-debtor affiliates will be empowered to
continue doing business in the ordinary course.  Even creditors of
entities not seeking bankruptcy protection should evaluate their
contracts and pay attention to the requests for relief made in a
Chrysler bankruptcy case.  Chrysler may seek court approval to
sell its stock in and/or the assets of its domestic and foreign
affiliates.  In addition, a DIP financing request may be
conditioned on a pledge of assets and/or a guaranty of a Chrysler
affiliate that is not a debtor in the bankruptcy case.

Footnotes

     [1] See http://tinyurl.com/czm5kh

     [2] See id.

     [3] See id.

     [4] An open question remains regarding the relative priority
         of the Chrysler bailout funds totaling US$4 billion to
         date.

     [5] See http://tinyurl.com/c5zxj5

     [6] LTV eventually sought bankruptcy protection again and
         liquidated in 2002, at which point the PBGC assumed the
         company's pension liabilities.

     [7] Although collective bargaining agreements are no longer
         considered executory contracts, Sections 1113(b) and (c)
         of the Bankruptcy Code set forth the statutory
         requirements for judicial approval or rejection of a
         collective bargaining agreement.

     [8] In addition to supply contracts, Chrysler would have the
         ability to renegotiate or reject burdensome dealership
         and franchise agreements, thereby streamlining its
         dealership network.  To the extent Chrysler intends to
         sell off some of its brands in a Section 363 sale,
         dealers whose agreements are rejected would have
         unsecured claims that would likely be dealt with as part
         of any Chrysler prepackaged plan.

                         About Chrysler

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

In 2007, Cerberus Capital Management LP acquired an 80.1% stake in
Chrysler for US$7.2 billion.  Daimler AG kept a 19.9% stake.  Late
in 2008, Daimler attempted to sell its remaining stake to
Cerberus, but talks have been stalled.

A report by The Wall Street Journal in March 2009 said Cerberus is
set to shed its stake in Chrysler as part of the conditions
surrounding the company's bailout arrangement with the U.S.
government.  An anonymous source within the Obama administration
told WSJ Cerberus' equity stake no longer holds value.  The source
told WSJ Cerberus will still hold on to a controlling stake in
Chrysler Financial, but its stake in the automaker itself will
likely be eviscerated.

Pursuant to the U.S. Government's Automotive Industry Financing
Program, the U.S. Department of the Treasury made emergency loans
to General Motors Corp., Chrysler Holding LLC, and Chrysler
Financial Services Americas LLC.  The Treasury purchased senior
preferred stock from GMAC LLC.  In exchange, Chrysler and GM
submitted restructuring plans to the Treasury on February 17,
2009.  Upon submission, President Obama's Designee on the Auto
Industry determined that the restructuring plans did not meet the
threshold for long-term viability.  However, on March 30, 2009,
both GM and Chrysler were granted extensions to complete the
restructuring plans to comply with the requirements set forth
under the Automotive Industry Financing Program.

The Government has told Chrysler it would provide up to US$6
billion in financing if Chrysler and Fiat SpA could complete a
deal by the end of April -- on top of the US$4 billion Chrysler
has already received.  Fiat originally agreed to take 35% of
Chrysler, but it was subsequently reduced to 20%.

GM faces a June 1 deadline to complete restructuring plans that
satisfy the government's auto task force.  So far, GM has received
US$13.4 billion in federal loans.

The Office of the Special Inspector General for the Troubled Asset
Relief Program has said GM may receive up to US$5 billion and
Chrysler up to US$500 million in additional working capital.  The
additional loans are part of the modification to the existing loan
program.

GM and Chrysler admitted in their viability plans submitted in
February that they considered bankruptcy scenarios, but ruled out
the idea, citing that a Chapter 11 filing would result to
plummeting sales, more loans required from the U.S. government,
and the collapse of dealers and suppliers.

A copy of the Chrysler viability plan is available at:

               http://ResearchArchives.com/t/s?39a3

                           *     *     *

As reported by the Troubled Company Reporter on April 14, 2009,
Standard & Poor's Ratings Services lowered its issue-level ratings
on Chrysler's senior secured first-lien term loan due 2013 to 'CC'
(the same as the 'CC' corporate credit rating on Chrysler) from
'CCC'.  The recovery rating was revised to '4' from '1',
indicating S&P's view that lenders can expect average (30% to 50%)
recovery in the event of a payment default.  The corporate credit
rating is unchanged, at 'CC', which reflects S&P's view of the
likelihood of default -- from either a bankruptcy or a distressed
debt exchange.

Moody's Investors Service said February 18 that the risk of a
bankruptcy filing by GM and Chrysler remains high.  The last
rating action on GM and Chrysler was a downgrade of their
Corporate Family Ratings to Ca on December 3, 2008.


SAFILO SPA: Moody's Cuts Corporate Family Rating to 'B3'
--------------------------------------------------------
Moody's Investors Service has downgraded Safilo S.p.A.'s Corporate
Family Rating to B3 from B2, the Probability of Default Rating to
Caa1 from B2 and the senior unsecured rating on the EUR195 million
notes due 2013 issued by Safilo Capital International SA to Caa2
from Caa1.  Ratings remain under review for further possible
downgrade where they were placed on February 13, 2009.

"The rating action reflects Moody's concerns on the liquidity
profile of Safilo and on the medium term sustainability of the
company's capital structure.  The action also reflects the rating
agency expectation that operating performances of the company will
remain under pressure during FYE December 2009, with financial
leverage in particular, measured as Debt to EBITDA, adjusted for
operating leases and pension liabilities, expected well above 6x
at year end", said Paolo Leschiutta, a Vice President -- Senior
Analyst in Moody's Corporate Finance Group and responsible for
Safilo.  "Moody's current assessment of Safilo's ratings assumes
ongoing bank support to amend existing covenant structure and
incorporate Moody's understanding that the company is looking into
measures to stabilize its capital structure, but, nonetheless it
also reflects the potential negative impact of ongoing softness in
the eyewear industries and on consumer spending in general",
continued Mr. Leschiutta.

Moody's recognizes that the company is planning to reduce costs
through workforce reduction and optimization of production
processes with the aim to partially compensate for operating
margins pressure deriving from lower demand.  Moody's, however,
notes how certain costs, like marketing expenditure, offer a lower
degree of flexibility over the short term, and how certain
decision might be more difficult to be implemented and be
effective over the short term.  As a result of this, together with
the ongoing difficult market conditions, cash generation from
operating activity is likely to remain subdued.  The company has
also stated its intention not to pay any dividend and to reduce
capital investments during 2009.  Nevertheless, Moody's would
expect moderate negative free cash flow absorption that, together
with lower profitability, is likely to result in key credit
metrics in line with a weak single-B name.

In addition, Moody's questions the sustainability of the company's
capital structure in consideration of the main bank facility
amortizing schedule and the expectation that cash generation over
the coming months will be affected by weaker operating
performances likely to result in negative free cash flow.  Moody's
therefore continues its review for possible downgrade.  The review
will mainly focus on the company's ability to improve its
liquidity profile over the short term, mainly through obtaining
covenant amendment, and to secure an adequate capital structure
going forward.

Safilo's CFR of B3, one notch higher than the PDR of Caa1,
reflects Moody's expectation that the family recovery rate in case
of default might be above the standard 50% average implied by
Moody's Loss Given Default Model in recognition of the strong
brand value of Safilo's activities and the potential upside of a
new partner entering the capital structure.  Safilo's rating,
nevertheless reflects the company's position as the number one
luxury eyewear manufacturer in the world, its good business
diversification by geographic area and business segment, and its
strong portfolio of brands that compensate for the exposure to the
cyclical fashion industry and mitigate the risk of license
termination.  Furthermore, some of its product licenses have been
recently renewed (including the important one with Gucci).
However, Moody's notes that Safilo's relatively low business risk
profile is weakened by the deterioration in the general economic
environment, which is resulting in lower demand in specific
markets, as well as by the company's relatively high operating
leverage and a degree of negative movement in foreign exchange
rates.

Downgrades:

Issuer: Safilo S.p.A.

  -- Corporate Family Rating, Downgraded to B3 from B2
  -- Probability of Default Rating, Downgraded to Caa1 from B2

Issuer: Safilo Capital International SA

  -- Senior Unsecured Regular Bond, Downgraded to Caa2 (LGD5, 78%)
     from Caa1

The last rating action on Safilo was implemented on February 13,
2009, when Moody's downgraded its CFR and PDR to B2 from B1 and
the rating on the notes issued by Safilo Capital International SA
to Caa1 from B3 placing ratings on review for further possible
downgrade.  Safilo's ratings were assigned by evaluating factors
Moody's believe are relevant to the credit profile of the issuer,
such as (i) the business risk and competitive position of the
company versus others within its industry, (ii) the capital
structure and financial risk of the company, (iii) the projected
performance of the company over the near to intermediate term, and
(iv) management's track record and tolerance for risk.  These
attributes were compared against other issuers both within and
outside of Safilo's core industry and the company's ratings are
believed to be comparable to those of other issuers of similar
credit risk.

Headquartered in Padua, Italy, Safilo S.p.A. is the world's
leading manufacturer of high-end and luxury eyewear, generating
approximately EUR1.15 billion of revenues during FY 2008.  It has
been listed on the Italian Stock Exchange since December 2005,
with almost 60% of floating shares.  The company operates in more
than 30 countries and sells its products in over 130 countries,
offering a strong portfolio of both owned and licensed brands.


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


ATYRAU AUTO: Creditors Must File Claims by June 5
-------------------------------------------------
The Specialized Inter-Regional Economic Court of Atyrau commenced
bankruptcy proceedings against LLP Atyrau Auto Vaz on March 13,
2009.

Creditors have until June 5, 2009, to submit proofs of claim to:

         The Specialized Inter-Regional
         Economic Court of Atyrau
         Satpaev Str. 3
         Atyrau
         Kazakhstan


DAULET JSC: Creditors Must File Claims by June 5
------------------------------------------------
The Specialized Inter-Regional Economic Court of Akmola commenced
bankruptcy proceedings against JSC Daulet on March 20, 2009.

Creditors have until June 5, 2009, to submit proofs of claim to:

         The Specialized Inter-Regional
         Economic Court of Akmola
         Gorky Str. 37
         Kokshetau
         Akmola
         Kazakhstan


JANA-TALAP CJSC: Creditors Must File Claims by June 5
-----------------------------------------------------
The Specialized Inter-Regional Economic Court of Akmola commenced
bankruptcy proceedings against CJSC Jana-Talap on March 20, 2009.

Creditors have until June 5, 2009, to submit proofs of claim to:

         The Specialized Inter-Regional
         Economic Court of Akmola
         Gorky Str. 37
         Kokshetau
         Akmola
         Kazakhstan


MASTER STROY & K: Creditors Must File Claims by June 5
------------------------------------------------------
The Specialized Inter-Regional Economic Court of Almaty commenced
bankruptcy proceedings against LLP Master Stroy & K on March 20,
2009.

Creditors have until June 5, 2009, to submit proofs of claim to:

         The Specialized Inter-Regional
         Economic Court of Almaty
         Tauelsyzdyk Str. 53
         Taldykorgan
         Almaty
         Kazakhstan


ORU EKIBASTUZ: Creditors Must File Claims by June 5
---------------------------------------------------
The Specialized Inter-Regional Economic Court of Pavlodar
commenced bankruptcy proceedings against LLP Oru Ekibastuz on
Feb. 27, 2009.

Creditors have until June 5, 2009, to submit proofs of claim to:

         The Specialized Inter-Regional
         Economic Court of Pavlodar
         Djambulskaya Str. 6
         Pavlodar
         Kazakhstan


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


KERAMET CO: Creditors Must File Claims by May 15
------------------------------------------------
Joint Kyrgyz-Turkish LLC Keramet Co Inc has shut down.  Creditors
have until May 15, 2009, to submit proofs of claim to:

         Fabrichnaya Str. 87
         Karl Marks
         Alamudun District
         Chui
         Kyrgyzstan


PLAST COMPANY: Creditors Must File Claims by May 15
---------------------------------------------------
Kyrgyz Iranian LLC Persian Plast Company has shut down.  Creditors
have until May 15, 2009, to submit proofs of claim to:

         Matyev Str. 19a
         Bishkek
         Kyrgyzstan


SUKULUK KULDJA: Creditors Must File Claims by May 15
----------------------------------------------------
Joint Kyrgyz Chinese LLC Sukuluk Kuldja has shut down.  Creditors
have until May 15, 2009, to submit proofs of claim to:

         Pionerskaya Str. 101
         Voenno-Antonovka
         Chui
         Kyrgyzstan


=================
L I T H U A N I A
=================


UAB MEDICINOS: Fitch Affirms Individual Rating at 'D/E'
-------------------------------------------------------
Fitch Ratings has affirmed Lithuania-based UAB Medicinos Bankas's
ratings and simultaneously withdrawn them.  The agency will no
longer provide rating or analytical coverage of UAB Medicinos
Bankas.

Rating actions on UAB Medicinos Bankas are:

  -- Long-term Issuer Default Rating: affirmed at 'B-' (B minus);
     Outlook Negative and withdrawn

  -- Short-term IDR: affirmed at 'B' and withdrawn

  -- Individual Rating: affirmed at 'D/E' and withdrawn

  -- Support Rating: affirmed at '5' and withdrawn

  -- Support Rating Floor: affirmed at 'No Floor' and withdrawn


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


ING GROEP: Will Not Pay Final Dividend for 2008
-----------------------------------------------
Bart Koster at Dow Jones Newswires reports that ING groep NV will
not pay a final dividend for 2008.

Dow Jones relates ING shareholders agreed Monday at the annual
general meeting to waive a final dividend as proposed by the
company's board.

According to Dow Jones, ING told shareholders at the AGM that it
is difficult to foresee whether it will be in a position to pay a
dividend in 2009.  ING, as cited by Dow Jones, however, said if it
resumes dividends it will continue do so in direct relation to
underlying cash earnings.

ING, which received a capital injection from the Dutch government
of EUR10 billion on Oct. 19, booked a net loss of EUR729 million
in 2008, Dow Jones discloses.

Netherlands-based ING Groep N.V. (NYSE:ING) --
http://www.ing.com/-- is a global financial institution offering
banking, investments, life insurance and retirement services.  The
Company serves more than 85 million private, corporate and
institutional customers in Europe, North and Latin America, Asia
and Australia.  ING has six business lines: Insurance Europe,
Insurance Americas, Insurance Asia/Pacific, Wholesale Banking,
Retail Banking and ING Direct.  In October 2008, ING Groep N.V.’s
subsidiary, ING Direct UK, acquired the savings deposits division
of Kaupthing Edge, a subsidiary of Kaupthing Bank and Heritable
Bank.  In July 2008, the Company completed the acquisition of
CitiStreet LLC, a retirement plan and benefit service and
administration company in United States.  In November 2008, ING
Groep N.V. increased its stake in joint venture Billington
Holdings PLC from 50% to 100%.  In February 2009, the Company
announced that it closed the sale of its Taiwanese life insurance
business to Fubon Financial Holding Co. Ltd.


===========
P O L A N D
===========


POLSKI KONCERN: Fitch Affirms LT Issuer Default Rating at 'BB+'
---------------------------------------------------------------
Fitch Ratings has affirmed Polish oil refining and marketing
company Polski Koncern Naftowy ORLEN S.A.'s Long-term foreign and
local currency Issuer Default Ratings at 'BB+' and the company's
Short-term foreign and local currency IDRs at 'B'.  Fitch has also
affirmed PKN's foreign and local currency senior unsecured ratings
at 'BB+'.  The agency has simultaneously removed all the ratings
from Rating Watch Negative, which was assigned on January 23,
2009, pending a financial covenant issue, and assigned Stable
Outlooks to the Long-term foreign and local currency IDRs.

The rating action reflects PKN's reduced liquidity risk as it has
resolved the covenant issue which was related to a number of bank
loans accounting for the majority of the company's debt.  PKN
announced on April 27, 2009, that it had signed waivers with its
lending banks.  The lending banks agreed to PKN's temporary breach
of financial ratios, including net debt/EBITDA, for the period
ended December 31, 2008, and the period ended June 30, 2009.
Following the waivers, the amounts outstanding under the loan
agreements are no longer repayable on demand and, should it need
to, PKN is now able to utilise the undrawn portion under the
facilities.

The waivers have mitigated any immediate refinancing risk for PKN,
which was caused by 2008 inventory holdings losses triggering bank
covenants.  It appears, however, that covenant definitions have
not been amended, leaving a possibility for the same process to
re-occur in the future should oil price dynamics repeat the
pattern seen in 2008.

The company currently has considerable financial headroom in the
'BB+' rating category, and the increased credit margin on the
loans, imposed in return for the waivers, is partially offset by
lower base interest rates.  The increased loan margins are well
within the range contained in Fitch's sensitivities for PKN, and
the agency believes that further inventory holdings losses of the
quantum seen in 2008 are unlikely to materialize during 2009.


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


* Fitch Affirms 'BB+' Long-Term Currency Rating on City of Oradea
-----------------------------------------------------------------
Fitch Ratings has affirmed the City of Oradea's ratings at Long-
term foreign currency 'BB+', Long-term local currency 'BBB-' (BBB
minus) and Short-term foreign currency 'B'.  The Outlooks for both
Long-term ratings are Negative.

The ratings of Oradea reflect its sound financial performance and
good management practice.  They also reflect Romania's
institutional framework which provides state support and control
for Romanian cities but limited budgetary flexibility.  In
addition, the ratings take into account an increase of debt,
accompanied by a significant rise in debt service, over the coming
years, and a weakening economic environment in Romania, all of
which are reflected in the Negative Outlook on Oradea's ratings.
Further significant increases in debt alongside a deteriorating
operating performance beyond expectations could lead to negative
rating pressure.  Any negative rating action on Romania would
affect Oradea's ratings as well.

The operating balance deteriorated to 10.6% in 2008, from 21% in
2007, as significantly higher personnel costs (due to wage
increases) resulted in weaker debt coverage ratios, with operating
balance covering interest costs about 3x, down from 9.9x in 2007.
Although the city's budget plan envisages an improvement in the
average balance to around 15% for 2009-2012, the current economic
downturn has led Fitch to expect a reduction in tax revenues and
transfers from the state.  Oradea's debt coverage ratio remains
good, despite an expected significant increase in debt to about
RON240m by 2010 from RON136m in 2008.  The debt/current balance
ratio in 2008 remained strong for the rating category at about
five years and is expected to improve to 4.0 years by 2009.
Refinancing risk is mitigated by a long-term amortization debt
structure though there is increased exposure to interest rate and
currency fluctuations due to variable-rate borrowing and a higher
share of euro-denominated loans since 2008.

Financial rigidity remains high, as the state appropriates VAT
(33% of Oradea's current revenue in 2008), and controls the
personal income tax base and rate as well as other local tax
rates.  Furthermore, the state controls the main expenditure
drivers such as staff salaries and sets quality standards for
public services provided by the city.  Romania's highly
centralized budgetary system ensures adequate support and control
from the central government; the latter supports several local
infrastructure projects by providing additional subsidies, and
oversees the city's finances, including debt approval.

The city's expenditure flexibility is also limited by further
investments to improve the local infrastructure.  However, some
flexibility on capital expenditure exists, as the city may
postpone projects where funding is not assured or if budgetary
pressure arises.  Total spending should be about RON256 million
during 2009-2011, of which about 50% will be debt-financed.  The
availability of EU funds, especially from 2010, should help limit
pressure on debt-financed investments, keeping debt under control.

Oradea is located in north-west Romania, and is the capital and
the largest city of Bihor County, with about 207,000 residents.
The city's strategic location near the Hungarian border and the
comparatively wealthy economy by national standards underpin
budgetary revenue, with locally generated PIT and local taxes
accounting for about 50% of operating revenue in 2008.


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


BRAND DEVELOPMENT: Nonpayment of Loans Cue S&P's 'D' Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it had lowered its
long-term corporate credit rating on Russian fresh produce
distributor Brand Development Inc. to 'D' from 'CCC+'.  At the
same time, the Russia national scale rating was lowered to 'D'
from 'ruBB'.

"After the information appeared in an article published by
Kommersant newspaper on April 24, 2009, Sunway's management
confirmed to us that it had missed scheduled payments of interest
and principal on its bank loans and that Sunway was unlikely to
make timely and full payments on its remaining debt, including
US$27 million still outstanding after a put option on its total
US$50 million credit linked notes issue maturing in May 2009,"
said Standard & Poor's credit analyst Anton Geyze.

Sunway's management also confirmed that it had filed for
liquidation of its two key operating subsidiaries, Sunway-group
and Rusagro.

According to Sunway's latest audited financials for the year ended
June 30, 2008, its reported debt totaled US$262 million.


EVRAZ GROUP: In Refinancing Talks; 2008 Net Profit Down 11%
-----------------------------------------------------------
Evraz Group is in talks with state-owned bank VEB to refinance
US$1 billion in loans due this year, Alfred Kueppers at Reuters
reports citing Pavel Tatyanin, the company's senior vice-president
for finance.

Reuters relates Mr. Tatyanin told reporters during a conference
call "We have US$1 billion of VEB debt coming due in the fourth
quarter and we are reviewing options as to how we can refinance".

Evraz has US$3.0 billion of debt maturing this year, Reuters says
citing materials published on the company's Web site,
www.evraz.com.

                          Job Cuts

Reuters discloses Evraz Chief Executive Alexander Frolov said
during the same conference call the company may cut up to 300 jobs
in North America, where it employs about 5,000 people, as it
closes some smaller steel-rolling shops.

                         Net Profit

Evraz's 2008 net profit declined by 11% to US$1.87 billion due to
US$1.86 billion in writedowns and a tough fourth quarter for steel
makers, Reuters states.  According to Reuters, Evraz said the
writedowns were a result of goodwill impairments, inventory
revaluation and foreign exchange losses.

Reuters notes analysts had expected a net profit of US$3.37
billion, excluding the writedowns.

                           About Evraz

Headquartered in Luxembourg, Evraz Group S.A. (LSE:EVR) --
http://www.evraz.com/-- manufactures and distributes steel and
related products.  In addition, the Company owns and operates
certain mining assets.  Its steel production and mining
facilities are mainly located in the Russian Federation.  It
operates three steel mills in Russia, one mill in the Sverdlovsk
region and two mills in the Kemerovo region.

                         *     *     *

As reported by the Troubled Company Reporter-Europe on Dec. 3,
2008, Moody's downgraded CFR of Evraz from Ba2 to Ba3, at the same
time the rating of Senior Unsecured Notes totaling US$300 million
due in 2009 was affirmed at Ba2 reflecting its guarantee package,
the ratings of Senior Unsecured Notes totaling US$2750 million due
in 2013, 2015, and 2018 was changed from Ba3 to B1.  The outlook
of all ratings is stable.

As reported in the TCR-Europe on Nov. 18, 2008, Standard & Poor's
Ratings Services affirmed its 'BB-' long-term corporate credit,
bank loan, and senior unsecured debt ratings on Evraz Group S.A.

S&P also revised its outlook on Evraz and its core subsidiary
Mastercroft Ltd. to stable from positive due to the sharp
deterioration in market conditions in the global steel sector and
the group's high levels of short-term debt.


GAZBANK AKB: Moody's Affirms 'E+' Bank Financial Strength Rating
----------------------------------------------------------------
Moody's Investors Service has downgraded the long-term local and
foreign currency deposit ratings of Gazbank to B3 from B2.  The
outlook on the deposit ratings has been changed to negative.  At
the same time, Gazbank's bank financial strength rating E+ as well
as its Not-Prime short-term local and foreign currency deposit
ratings were affirmed.  Concurrently, Moody's Interfax Rating
Agency downgraded the bank's long-term national scale rating to
Baa3.ru from Baa1.ru.  The NSR carries no specific outlook.

According to Moody's and Moody's Interfax, the B3/Not Prime/E+
global scale ratings reflect Gazbank's global default and loss
expectation, while the Baa3.ru NSR reflects the relative ranking
of the bank's credit quality only to its domestic peers.

"The rating action is driven by a combination of (i) increased
riskiness of Gazbank's lending operations, which has already
resulted in rise of single-borrower concentration and lending to a
distressed construction and real estate sectors; and (ii) the
generally deteriorating macroeconomic environment in Russia, which
is additionally aggravated by the impairments in Samara region's
key sectors, namely car manufacturing, and oil production and
refining.  Moody's cautions that these factors might translate
into significant deterioration of the bank's asset quality,
capital adequacy and profitability in the course of 2009," said
Maxim Bogdashkin, a Moscow-based Moody's Analyst, and lead analyst
for this issuer.

The rating agency notes, that Gazbank's liquidity is likely to be
sufficient to meet all repayment needs in the near term.  At the
same time, the bank's reliance on large corporate depositors and
high share of retail deposits render its liquidity sensitive to
possible significant withdrawals.

According to Moody's asset quality stress-tests, Gazbank's capital
adequacy (total capital adequacy stood at 13% as of YE2008) might
be materially impaired by expected asset quality deterioration.

A further downgrade of Gazbank's ratings might occur as a result
of higher-than-expected deterioration of the bank's assets,
reducing both the asset quality and capital adequacy to levels no
longer consistent with the current rating.  However, such events
are unlikely in the medium term and significantly depend on the
duration of Russia's economic downturn.

A revision of Gazbank's negative rating outlook to stable could be
driven by successful decrease in the bank's loan book
concentrations, provided that asset quality, capital adequacy and
liquidity remain strong.

Moody's previous rating action on Gazbank was on October 24, 2005,
when the rating agency assigned B2/Not Prime/E+ ratings with
stable outlook to the bank.

Headquartered in Samara, Gazbank had total assets of RUB30.0
billion (US$1.0 billion) and equity of RUB3.4 billion (US$115.2
million) according to the bank's IFRS as of YE2008.


INVESTBANK: S&P Affirms 'ruBB' Russian National Scale Rating
------------------------------------------------------------
Standard & Poor's Ratings Services said that it had affirmed its
'ruBB' Russian national scale rating on INVESTBANK.  The rating
was subsequently withdrawn at the bank's request.

"As a result of the withdrawal, INVESTBANK will no longer be
subject to Standard & Poor's surveillance," said Standard & Poor's
credit analyst Sergey Voronenko.  There are no outstanding issues
rated.


INVESTMENT OJSC: Fitch Affirms Issuer Default Ratings at 'B'
------------------------------------------------------------
Fitch Ratings has affirmed Russian-based OJSC Investment Company
IC Russ-Invest's (IC Russ-Invest) ratings at Long-term Issuer
Default 'B', National Long-term 'BBB-(BBB minus)(rus)' and Short-
term IDR 'B'.  The Outlooks for the Long-term IDR and National
Long-term rating are Stable.

The ratings reflect IC Russ-Invest's high exposure to Russian
market risk, resulting in potential earnings volatility, and
potential corporate governance concerns that surround a small
company owned by management.  The ratings also reflect the absence
of any debt or material other (for example, bank or repo) external
finance at IC Russ-Invest.  The company has confirmed to Fitch
that this is likely to continue at least for the medium-term.

Fitch notes that IC Russ-Invest's balance sheet was almost 83%
equity-financed at end-2008 under Russian Accounting Standards.
This means that the company's equity base provides a significant
cushion for its few creditors. Fitch notes that the company
generates almost all of its revenues from the trading of RUB-
denominated equities and bonds.  Consequently, its exposure to
market risk is exceptionally high and its earnings are volatile.

Downward rating pressure could result from material changes in
leverage or capital management.  Upside rating potential is
limited in the weak market environment, given IC Russ-Invest's
size and its reliance on proprietary trading, with its focus being
the Russian market.

IC Russ-Invest is a former voucher fund with a shareholder base of
more than 2.2 million individuals, although management owns a
controlling stake.  The company's main activity is trading on its
own account.  It invests in RUB-denominated securities that are
mostly traded on either RTS or MICEX.

Rating actions are:

  -- Long-term foreign currency IDR affirmed at 'B' Outlook Stable

  -- Short-term foreign currency IDR affirmed at 'B'

  -- National Long-term Rating affirmed at 'BBB-(BBB minus)(rus)';
     Outlook Stable


LESTA LLC: Creditors Must File Claims by May 24
-----------------------------------------------
Creditors of LLC Lesta (TIN 3508005389, PSRN 1033500821452)
(Forestry) have until May 24, 2009, to submit proofs of claims to:

         V. Babkov
         Temporary Insolvency Manager
         Post User Box 381
         170100 Tver
         Russia
         Tel: (4822) 74–32-88

The Arbitration Court of Vologodskaya will convene at 10:00 a.m.
on June 17, 2009, to hear bankruptcy supervision procedure on the
company.  The case is docketed under Case No. ?13–2221/2009.

The Debtor can be reached at:

         LLC Lesta
         Sovetskiy Prospect 28
         Vytegra
         Vologodskaya
         Russia


MEZHTOPENERGOBANK: Moody's Cuts NSR to Ba1 on Asset Deterioration
-----------------------------------------------------------------
Moody's Investors Service has downgraded to Ba1.ru from Baa3.ru
national scale rating of Mezhtopenergobank, reflecting the bank's
ongoing asset quality deterioration driven by the worsening
macroeconomic environment in Russia.

Moody's notes that MTEB's asset quality is particularly vulnerable
to exposure to distressed sectors, such as real estate and
construction in which the bank has material exposures (ca. 140% of
total equity).  MTEB's asset quality has already started to
demonstrate deterioration, reflected in the substantial volume of
restructured loans granted to the real estate and construction
sector, which is likely to result in a higher level of overdue
loans in the near term.  This situation is aggravated by
significant concentrations of the loans in proportion to equity
(e.g. top 20 loans accounted for ca. 180% of total equity) thus
placing additional pressure on economic capital.  These factors
are expected to translate into a deterioration of MTEB's financial
fundamentals over the course of 2009.

Moody's believes that substantial increase of loan loss provision
charges and credit losses in the medium term will weaken the
bank's capital position.

Moody's previous rating action on MTEB was on September 28, 2007,
when a first-time national scale rating was assigned to the bank.

Domiciled in Moscow, Russia, MTEB reported total assets of RUB10.1
billion (US$298 million) under Russian Accounting Standards as at
April 1, 2009.


MOSCOW BANK: Moody's Affirms 'E+' Bank Financial Strength Rating
----------------------------------------------------------------
Moody's Investors Service has downgraded the long-term local and
foreign currency deposit ratings of Moscow Bank for Reconstruction
and Development to B2 from B1.  Concurrently, the bank's foreign
currency senior unsecured debt rating was downgraded to B2 from
B1, while its subordinate debt rating was downgraded to B3 from
B2.  The outlook on all of MBRD's debt and deposit ratings is
negative.  MBRD's bank financial strength rating of E+ was
affirmed with stable outlook; its short-term local and foreign
currency deposit ratings of Not Prime were also affirmed.

These rating actions conclude the review for possible downgrade
commenced by the rating agency on October 20, 2008, in respect of
MBRD's debt and deposit ratings after the Ba3 corporate family and
senior unsecured ratings of JSFC Sistema -- MBRD's parent -- had
been placed on review for possible downgrade.

On April 21, 2009, Moody's finalized its review for Sistema's
ratings whereby its corporate family rating was downgraded to B1
from Ba3, while the senior unsecured rating of the existing US$350
million bond of Sistema Capital SA was downgraded to B2 from Ba3,
with negative outlook on both the above-mentioned ratings.

"The rating agency will continue to maintain its previous
assumptions of a moderate probability of parental support from
Sistema to MBRD, in case of need, as well as a high degree of
interdependence between the parent and the subsidiary, as
evidenced by deep involvement of MBRD in providing financial
services to Sistema companies and its high reliance on funding
inflowing from the related parties," said Olga Ulyanova, a Moscow-
based Moody's Assistant Vice-President/Analyst and lead analyst
for MBRD.  "At the same time, these assumptions, in combination
with the lowered rating of the parent, do not now result in any
uplift of MBRD's deposit ratings from its Baseline Credit
Assessment of B2, as specified by Moody's Joint-Default Analysis
Methodology," Ms Ulyanova adds.

Besides the support considerations, Moody's also said that the
deteriorating economic and operating environment currently exerts
negative pressure on MBRD's stand-alone credit strength
potentially leading to weakening of the bank's asset quality and
decline of profitability metrics, which have already been somewhat
modest to date.  Moody's cautions that a number of sizeable
corporate loans, especially to finance and real estate sectors
(these accounted for 32% and 12%, respectively, of the total gross
loan book at 30 June 2008, some being loans to related parties)
may become non-performing, while the retail loan portfolio is also
likely to show greater losses going forward.  Moody's said that
the bank may, as a result, become more weakly positioned within
its current BFSR rating category, and that this contributes to the
negative outlook on the bank's debt and deposit ratings.  The
rating agency added that it will closely monitor these trends in
the coming months.

More positively, the rating agency notes a new capital injection
in the amount of RUB6.75 billion (approximately US$230 million)
made by the shareholders in December 2008 which may partially help
to absorb the increasing credit losses and also addresses the
recent consolidation by MBRD of its sister Dalcombank, whose
operational integration is likely to further drain resources.

Domiciled in Moscow, Russia, MBRD reported -- as at June 30, 2008
-- total IFRS assets of US$6.2 billion and total shareholders'
equity of US$304 million.  Net income for the first six months of
2008 amounted to USD$4 million.


RENOVA HOLDINGS: S&P Withdraws 'BB' Corporate Credit Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it had withdrawn its
'BB' corporate credit ratings and 'ruAA' Russia national scale
rating on Russia-based operating holding company Renova Holdings
Ltd. at the company's request.

The company had no rated debt issues outstanding.


SHCHEKINSKIY DAIRY: Creditors Must File Claims by May 24
--------------------------------------------------------
Creditors of OJSC Shchekinskiy Dairy Plant (TIN 7118004517, PSRN
1027101507344) have until May 24, 2009, to submit proofs of claims
to:

         D. Zubanov
         Temporary Insolvency Manager
         Office 1
         Frunze Str. 7
         300041 Tula
         Russia

The Arbitration Court of Tulskaya will convene on Aug. 17, 2009,
to hear bankruptcy supervision procedure on the company.  The case
is docketed under Case No. ?68–138/09.


SMOLENSKIY COLD: Creditors Must File Claims by May 24
-----------------------------------------------------
Creditors of OJSC Smolenskiy Cold Storage Facility have until
May 24, 2009, to submit proofs of claims to:

         S. Shirokov
         Temporary Insolvency Manager
         Office 900
         Dokhturova Str. 3
         214000 Smolensk
         Russia

The Arbitration Court of Smolenskaya will convene at 10:00 a.m. on
July 9, 2009, to hear bankruptcy supervision procedure on the
company.  The case is docketed under Case No. ?62–900/2009.

The Debtor can be reached at:

         OJSC Smolenskiy Cold Storage Facility
         Oktyabrya Str. 46
         214010 Smolensk
         Russia


STANDART-STROY LLC: Creditors Must File Claims by May 24
--------------------------------------------------------
Creditors of LLC Standart-Stroy-Komplekt (Construction) have until
May 24, 2009, to submit proofs of claims to:

         N. Raykov
         Insolvency Manager
         Lenina prospect 22A
         Petrozavodsk
        Russia

The Arbitration Court of Murmanskaya commenced bankruptcy
proceedings against the company after finding it insolvent.  The
case is docketed under Case No. ?42–6250/2008.

The Debtor can be reached at:

         LLC Standart-Stroy-Komplekt
         Polyarnoy Pobedy Str. 6
         Murmansk
         Russia


SUKHINICHI-LES LLC: Kaluzhskaya Bankruptcy Hearing Set August 25
----------------------------------------------------------------
The Arbitration Court of Kaluzhskaya will convene at 2:30 p.m. on
Aug. 25, 2009, to hear bankruptcy supervision procedure on LLC
Sukhinichi-Les (TIN 4017004096, PSRN 1024000808644) (Lumbering,
Construction).  The case is docketed under Case No. ?23–487/09?-8–
37.

The Temporary Insolvency Manager is:

         N. Storozhenko
         Stroiteley Str. 5/2
         Mstikhino
         248915 Kaluga
         Russia

The Debtor can be reached at:

         LLC Sukhinichi-Les
         Lenina Str. 104
         Sukhinichi
         249275 Kaluzhskaya
         Russia


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


ABANKA VIPA: Moody's Gives Negative Outlook to 'D+' BFSR
--------------------------------------------------------
Moody's Investors Service has changed the outlook on the A3 long-
term deposit rating and D+ bank financial strength rating of
Abanka, to negative.

According to Moody's, this action reflects mounting concerns about
the effect of a deepening recession in Europe on the quality of
the bank's loans and on earnings.  "Moody's recognizes that
Abanka's financial condition is currently sound, but considers
that the impact of the current recession has not yet been fully
reflected in the bank's balance sheet and income statement.  The
rising unemployment rate and the fall in exports and industrial
production are factors that are likely to increase the volume of
delinquent loans in the Slovenian banking system," said George
Chrysaphinis, a Limassol-based Moody's Vice President-Senior
Analyst, and lead analyst for this issuer.

Over the next few months, Moody's will be assessing in more detail
the extent of possible asset quality deterioration and
provisioning needs over the duration of the recession and their
impact on solvency.  The rating agency will also consider Abanka's
medium-term earnings outlook within the context of more difficult
international funding markets and risk re-pricing.  Moody's could
downgrade the bank's ratings if it concludes that provisioning
requirements are likely to consume a large proportion of -- or
even exceed -- the bank's 2009 and 2010 earnings.

Commenting on Abanka's loss-absorption capacity, Moody's said that
at the end of December 2008 the bank reported a consolidated Basel
II Tier 1 capital ratio of 10.25%, while the pre-provision return
on risk-weighted assets ratio was just under 1.2%.  The sum of the
bank's Tier 1 capital and excess provisions (over and above fully
provisioned non-performing loans) was equivalent to about 14% of
the loan book.

Moody's added that concerns about Abanka's ability to refinance
some of its international borrowings in the coming months have
been eased by the adoption of comprehensive measures by the
Slovenian government to assist Slovenian banks in accessing
international markets.  These measures include parliamentary
approval for the provision of funding guarantees, the issue of
benchmark government bonds and direct deposits by the Treasury.
Moreover, Moody's notes that although Abanka exhibits a high
dependence on market funding, it also maintains a high level of
liquid (ECB-eligible) assets that mitigate liquidity risk.

Moreover, Moody's added that Abanka's A3 long-term deposit rating
is based on the D+ BFSR (equivalent to a Baseline Credit
Assessment of Baa3) and also on the assumption of a very high
likelihood of systemic support for the bank in case of need.  A
move lower down the D+ BFSR category would therefore lead to a
one-notch downgrade in the deposit rating.  Moody's assumptions
about the likelihood of support are based on the bank's minority
indirect government ownership and on its very high systemic
importance.  Abanka is the third-largest bank in Slovenia with a
market share of 7.6% in retail deposits.

The outlook on the ratings of These debt, rated Baa3 by Moody's,
has also been changed to negative:

  -- EUR120 million preferred stock loan participation notes

Moody's last rating action on Abanka was on April 24, 2007, as
part of the agency's implementation of its refined joint default
analysis and updated bank financial strength rating methodologies.

Headquartered in Ljubljana, Slovenia, Abanka reported consolidated
total assets of EUR3.91 billion at December 31, 2008.


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


SKANDINAVISKA ENSKILDA: To Join Swedish Govt's Guarantee Program
----------------------------------------------------------------
Anna Molin at Dow Jones Newswires reports that Skandinaviska
Enskilda Banken AB will apply to join the Swedish government's
guarantee program after higher loan losses in the Baltics and a
good-will write-down in Ukraine resulted in a 44% drop in first
quarter net profit.

According to the report, SEB's net profit fell to SEK1.03 billion
(US$124.3 million) from SEK1.85 billion a year earlier, while the
bank's loan losses and provisions for potential future loan losses
soared to SEK2.39 billion in the first quarter, compared with a
SEK368 million charge a year earlier.  SEB attributed the increase
to loan-loss reserves in the Baltics, which pushed the bank to a
quarterly loss in all three countries in the region, the report
notes.

"We are expecting a continued harsh development in the Baltic
countries and have continued to build up reserves," the report
quoted Annika Falkengren, SEB's chief executive, as saying.

The report relates Ms. Falkengren said Friday joining the Swedish
government's guarantee plan will give the bank the same funding
advantages enjoyed by international competitors tied to similar
programs and may lower funding costs.

Headquartered in Stockholm, Sweden, Skandinaviska Enskilda Banken
AB (SEB) -- http://www.sebgroup.com-- is a northern European
financial group for corporate customers, institutions and private
individuals.  Its activities mainly comprise banking services, but
SEB also carries out life insurance operations.  SEB serves
approximately 2,500 corporate customers and institutions, 400,000
small and medium-sized companies and more than five million
private customers.  The Company operates through four divisions:
Merchant Banking, offering integrated investment and corporate
banking solutions; Retail Banking, comprising SEB's retail
operations in Sweden, Germany and the Baltic Countries, as well as
the card business; Wealth Management, including the Institutional
Clients business area and the Private Banking business area, and
Life, responsible for SEB's life insurance activities.  The
Company operates in the Nordic and Baltic countries, Germany,
Poland, Russia and Ukraine.


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


IMMOBILIEN, MEYER - MUELLER: Claims Filing Deadline is May 6
------------------------------------------------------------
Creditors of Immobilien, Meyer-Mueller JSC are requested to file
their proofs of claim by May 6, 2009, to:

         Dr. Thomas Waber
         Stampfenbachstrasse 48
         8021 Zurich
         Switzerland

The company is currently undergoing liquidation in Ruemlang.  The
decision about liquidation was accepted at an extraordinary
general meeting held on Jan. 30, 2009.


INVEST ALLIANCE: Creditors Must File Proofs of Claim by May 6
-------------------------------------------------------------
Creditors of Invest Alliance JSC are requested to file their
proofs of claim by May 6, 2009, to:

         Interis JSC
         Liquidator
         Loewenstrasse 20
         8001 Zurich
         Switzerland

The company is currently undergoing liquidation in Zürich.  The
decision about liquidation was accepted at an extraordinary
general meeting held on Feb. 25, 2009.


MTS MINING: Creditors Have Until May 6 to File Proofs of Claim
--------------------------------------------------------------
Creditors of MTS Mining & Technical Services JSC are requested to
file their proofs of claim by May 6, 2009, to:

         Hubmann Andreas
         Liquidator
         Baarermattstrasse 3
         6340 Baar
         Switzerland

The company is currently undergoing liquidation in Baar.  The
decision about liquidation was accepted at an extraordinary
general meeting held on March 11, 2009.


REBIMMO BAU: Proof of Claim Filing Deadline is May 6
----------------------------------------------------
Creditors of Rebimmo Bau JSC are requested to file their proofs of
claim by May 6, 2009, to:

         Gallus Johann Schmid
         Liquidator
         Hauptstrasse 19
         5084 Rheinsulz AG
         Switzerland

The company is currently undergoing liquidation in Reinach BL.
The decision about liquidation was accepted at an extraordinary
general meeting held on March 19, 2009.


SCHREIBER – TARAG JSC: Claims Filing Deadline is May 6
------------------------------------------------------
Creditors of Schreiber – Tarag JSC are requested to file their
proofs of claim by May 6, 2009, to:

         Bernhard Schreiber
         Albisblick 49
         6319 Allenwinden
         Switzerland

The company is currently undergoing liquidation in Baar.  The
decision about liquidation was accepted at an extraordinary
general meeting held on March 10, 2009.


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


AGRO-DELTA-PLUS LLC: Creditors Must File Claims by May 10
---------------------------------------------------------
Creditors of LLC Agro-Delta-Plus (code EDRPOU 35612052) have until
May 10, 2009, to submit proofs of claim to:

         Columbus Trade Limited Company
         Insolvency Manager
         Post Office Box 166
         03087 Kiev
         Ukraine

The Economic Court of Kiev commenced bankruptcy proceedings
against the company on Feb. 24, 2009.

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 Agro-Delta-Plus
         Grushevsky Str. 9/1
         Brovary
         07400 Kiev
         Ukraine


EFES BUILDING: Creditors Must File Claims by May 10
---------------------------------------------------
Creditors of LLC Efes Building (code EDRPOU 33477659) have until
May 10, 2009, to submit proofs of claim to:

         S. Sautenko
         Insolvency Manager
         Office 47
         Geroyev Truda Str. 58
         Kharkov
         Ukraine

The Economic Court of Kharkov commenced bankruptcy proceedings
against the company on April 21, 2009.  The case is docketed under
Case No. B-24/43-09.

The Court is located at:

         The Economic Court of Kharkov
         Svoboda Square 5
         61022 Kharkov
         Ukraine

The Debtor can be reached at:

         LLC Efes Building
         Office 507
         Dragomirovskaya Str. 36
         Kharkov
         Ukraine


SESA-TRADE KIEV: Creditors Must File Claims by May 10
----------------------------------------------------
Creditors of Subsidiary Company Sesa-Trade Kiev (code EDRPOU
33225460) have until May 10, 2009, to submit proofs of claim to:

         M. Sikalo
         Insolvency Manager
         Office 18
         Girshman Str. 14
         61002 Kharkov
         Ukraine

The Economic Court of Kharkov region commenced bankruptcy
proceedings against the company on March 31, 2009.  The case is
docketed under Case No. B-19/36-09.

The Court is located at:

         The Economic Court of Kharkov
         Svoboda Square 5
         61022 Kharkov
         Ukraine


VALESCO LLC: Court Starts Bankruptcy Supervision Procedure
---------------------------------------------------------
The Economic Court of Kharkov commenced bankruptcy supervision
procedure on LLC Valesco (code EDRPOU 35352367).

The Insolvency Manager is:

         M. Kosinevsky
         Office 40
         12th of April Str. 22
         61089 Kharkov
         Ukraine

The Court is located at:

         The Economic Court of Kharkov
         Svoboda Square 5
         61022 Kharkov
         Ukraine

The Debtor can be reached at:

         LLC Valesco
         Pushkinskaya Str. 104D
         61023 Kharkov
         Ukraine


VESTA 2002: Court Starts Bankruptcy Supervision Procedure
---------------------------------------------------------
The Economic Court of Kharkov region commenced bankruptcy
supervision procedure on LLC Vesta 2002 (code EDRPOU 35699547).

The Insolvency Manager is:

         M. Kosinevsky
         Office 40
         12th of April Str. 22
         61089 Kharkov
         Ukraine

The Court is located at:

         The Economic Court of Kharkov
         Svoboda Square 5
         61022 Kharkov
         Ukraine

The Debtor can be reached at:

         LLC Vesta 2002
         Office 507
         Krasnoshkolnaya Naberezhnaya Str. 16
         61010 Kharkov
         Ukraine


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


BAR ROOM: Goes Into Administration; Three Bars Closed
-----------------------------------------------------
Birmingham-based Bar Room Bar Ltd has gone into administration as
a result of cash-flow difficultes, Daniel Binns at Guardian
reports.

Nick Cropper, Ryan Grant and Anne O'Keefe of Zolfo Cooper have
been appointed as joint administrators of the bar operator, which
employs 250 people, Guardian discloses.  Hamish Champ at The
Publican reports that three bars –- in Borehamwood, Sutton and
Southampton -– have already been closed by Zolfo Cooper with the
loss of 50 jobs.  According to Guardian, the joint administrator
intend to continue trading 10 of the bars while exploring a range
of possible opportunities including selling all or part of the
business as a going concern, which could help secure ongoing
employment for 200 staff.

The Publican recalls Bar Room Bar was founded in 2007 by Tony and
Ross Sanders, who acquired the sites from the Orchid Pub Group,
together with the brand name 'Bar Room Bar', for GBP20 million.


BRITISH AIRWAYS: S&P Corrects Rating on Senior Unsec. Debt Rating
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it corrected an error
in respect of the senior unsecured debt rating of U.K.-based
airline British Airways PLC.

The error affected the rating on BA's senior unsecured corporate
debt, as well as the rating on its US$115 million Series 1998 New
York City Industrial Development Agency Special Facility Revenue
Bonds due 2032 and its Us$85 million Series 2002 New York City
Industrial Development Agency Special Facility Revenue Bonds due
2032.  The two latter bonds (together, Special Facility Bonds) are
guaranteed by BA.  S&P's correction reflects BA's speculative-
grade status and the application of S&P's Recovery Rating criteria
to BA's senior unsecured debt.

In a recent article titled "British Airways Long-Term Rating Cut
to 'BB+' As Losses Weaken Financial Profile; Ratings remain on
CreditWatch Negative," published March 6, 2009, on RatingsDirect,
BA's senior unsecured debt rating was incorrectly stated as 'BB-'
instead of 'BB+'.  At the same time, the rating on the Special
Facility Bonds was also incorrectly stated at 'BB-' instead of
'BB+'.  This release corrects that error.  All ratings on BA and
its related entity, British Airways Finance (Jersey) L.P., remain
on CreditWatch with negative implications, where they were
originally placed on Jan. 27, 2009.  S&P expects to resolve the
CreditWatch in the coming weeks.

Under S&P's criteria, recovery ratings are undertaken on
speculative-grade issuers to address expected recovery prospects.
The assigned issue rating is based on the corporate credit rating
and adjusted, if appropriate, per the recovery rating and notched
according to recovery prospects.  In BA's case, a recovery rating
of '4' is assigned to the senior unsecured debt, indicating S&P's
expectation of average (30%-50%) recovery in the event of a
payment default.

As BA is no longer investment grade, the recovery rating
methodology described above should have been applied rather than
S&P's notching criteria for investment-grade companies.  Under
this criteria, up to two notches can be subtracted from the
corporate credit rating level if claims that rank ahead of a given
debt issue reach the 30% level.

It is S&P's view that the Special Facility Bonds have similar
recovery prospects to the unsecured debt issue and should be rated
at the same level.  This reflects that bondholders are secured by
a pledge of lease rental payments made by BA.

                           Ratings List

                       British Airways PLC

      Corporate Credit Rating         BB+/Watch Neg/--
       Senior Unsecured (1 issue)     BB+/Watch Neg
       Recovery Rating                4

               British Airways Finance (Jersey) L.P.

        Preferred Stock* (1 issue)     B+/Watch Neg

  * Guaranteed by British Airways PLC.
  NB: This list does not include all ratings affected.


BRIXTON PLC: Explores Options to Strengthen Balance Sheet
---------------------------------------------------------
Anita Likus at Dow Jones Newswires reports that Brixton plc is
exploring options including an equity issue, disposals and debt
refinancing, to strengthen its balance sheet to avoid breaching
covenants.

However, Dow Jones says the company offered little progress on
avoiding covenant breach, which disappointed investors.  Dow Jones
relates the company reported lower lettings and higher vacancy
rates in the first quarter-trading.

Dow Jones discloses Arbuthnot analyst Nan Rogers expects the
company to breach the 175% bond covenant in 2010, when she expects
gearing to rise to just over 200%.  Mr. Rogers, as cited by Dow
Jones, said Brixton's portfolio has to fall in value by only 10%
from its December-level to breach the asset cover ratio on its
bank facilities.

"It is clear that the company needs to raise money but as the
shares are trading at an 80% discount to trough Net Asset Value,
it is a little difficult to see how this could be accomplished,"
Dow Jones quoted Mr. Rogers as saying.

Dow Jones states according to JP Morgan's head of European
property Harm Meijer, "the most likely way out may be a
debt/equity swap, which would be devastating for current
shareholders".

Brixton, Telegraph.co.uk notes, had net debt of GBP862 million at
the end of 2008 and its next covenant test is due on June 30.
Telegraph.co.uk recalls the company has lost 80pc of its market
value since the start of the year on fears that it could breach
its covenants.

                       About Brixton plc

Brixton plc -- http://www.brixton.plc.uk/-- is a United Kingdom-
based real estate investment trust.  The Company operates as a
specialist owner of industrial and warehousing space in the United
Kingdom. It owns and/or manages in excess of 19 million square
feet in over 1,300 units in nearly 90 estates.  During the year
ended December 31, 2007, it acquired Pisces Industrial Estate,
Trafford Park; Heathrow International Trading Estate; Rockware
Avenue, Greenford; Severnside Trading Estate and Europa Way,
Trafford Park; Jupiter House, Poyle; Oldfield Lane, Greenford;
Mercury Centre and Riverside Cargo Centre, Heathrow, and Heathrow
Gateway.


LEGG MASON: Moody's Cuts Credit Rating to 'Ba' on Fund Liquidation
------------------------------------------------------------------
Moody's Investors Service downgraded to Ba from Aa the credit
rating of the Legg Mason Sterling Money Fund and placed it on
review for further possible downgrade.  The credit ratings of the
Legg Mason Euro Money Fund and the Legg Mason US Dollar Money Fund
and the market risk ratings of all three funds have also been
placed on review for possible downgrade.  All of the funds are
variable net asset value enhanced cash-type funds and are managed
by Western Asset Management Company, a subsidiary of Legg Mason
Inc (A3, on review for possible downgrade).

The current ratings of the funds are:

  -- Legg Mason US Dollar Money Fund: Baa/MR4, credit and market
     risk ratings on review for possible downgrade

  -- Legg Mason Euro Money Fund: Aa/MR3, credit and market risk
     ratings on review for possible downgrade

  -- Legg Mason Sterling Fund: Ba/MR2, credit and market risk
     ratings on review for possible downgrade

The downgrade of the Sterling Fund follows Legg Mason's letter to
shareholders on April 14 2009, informing them that their ability
to redeem their units from the fund was suspended and that the
fund would be liquidated and proceeds would be returned to them by
May 15, 2009.  The credit ratings of the other two funds were also
placed on review for possible downgrade as in Moody's view, the
suspension of redemptions in those funds prior to their closure on
May 29, 2009, is possible.  The review of the funds' credit
ratings reflects Moody's concern regarding the impact of the
liquidation of the funds on investors' ability to redeem their
shares on demand.

Moody's placement of all three funds' market risk ratings on
review for possible downgrade was prompted by the decision of Legg
Mason Inc. (the fund sponsor) to liquidate the funds.  All assets
held by the funds will be sold and proceeds will be returned to
the unit holders.  The three bond funds hold variable proportions
of cash, bonds and asset-backed securities.  Although the assets
held by the funds are likely to generate proceeds comparable to
the prices at which they are carried by the funds, some assets,
especially non-agency mortgage-backed securities and ABS, could
potentially realize cash proceeds below their currently marked
prices, due to stressed liquidity conditions.  This might
negatively affect the funds' NAV and thus result in lower market
risk ratings.

Moody's notes that as of March 31, 2009, by market value, the Legg
Mason US Dollar Money Fund held 10% of its assets in non-agency
MBS and ABS, while the Sterling and Euro funds held 5.5% and 6.8%
respectively.

The previous rating actions on the funds were:

  -- Legg Mason US Dollar Money Fund: Downgraded to Baa/MR4 on 13
     February 2009

  -- Legg Mason Euro Money Fund: Downgraded to Aa/MR3 on 7
     November 2008

  -- Legg Mason Sterling Money Fund: Downgraded to Aa/MR2 on 7
     November 2008


REGENT INNS: Seeks Delisting from the London Stock Exchange
-----------------------------------------------------------
Regent Inns plc confirmed it is delisting from the London Stock
Exchange, caterersearch.com reports.

According to caterersearch.com, the company believes it could save
around GBP200,000 by delisting.

"The private company arena is now the most practical one for
Regent and will provide a more suitable environment in which to
manage the company," caterersearch.com quoted Jim Glover, non-
executive chairman of Regent Inns, as saying.  "After much
consideration, the board now regards the delisting to be in the
best interests of the shareholders of Regent as a whole.  It is
recommending this course of action to shareholders accordingly."

The company's shareholders will vote on the proposal at a May 14
meeting, Liverpool Daily Post discloses.  The delisting, if
approved by shareholders, is expected to take effect at 8:00 a.m.
on June 15, 2009, caterersearch.com notes.

caterersearch.com says shares in the company lost more than 30% of
their value in trading ahead of the market's close Friday last
week on news of the delisting.

caterersearch.com recalls in February the company admitted it was
unlikely to survive unless it rebuilds its flagging sales.
Morning Advertising states Regent said trading had "not materially
changed" with like-for-like sales down 11.4% for the period from
December 28.  The company, caterersearch.com relates, posted an
annual loss of GBP58.1 million last October.

Regent Inns plc -- http://www.regentinns.co.uk-- is engaged in
the business of creating and managing licensed bars, restaurants
and entertainment venues within the United Kingdom.  The Company
operates in two segments: Entertainment bars and restaurants.  Its
entertainment bars comprises three brands: Walkabout, Jongleurs
and Bar Risa.  Walkabouts are large scale, Australian-themed
venues focused on late-night entertainment and sport.  All
Jongleurs venues operate in conjunction with Bar Risa's or
Walkabout venues under common management and administrative
control.  Its restaurants include Old Orleans and Asha's The
Company's wholly owned subsidiaries include Regent Inns Walkabout
Limited, Regent Inns Bar Risa Limited, Old Orleans Limited, Regent
Inns Property Limited and Regent Inns Finance Limited.  In March
2009, the Company completed the disposal of Brandasia Limited.
The business being disposed of comprises an Indian restaurant
based in Birmingham.


TATA STEEL: Marcegaglia May Scrap Plan to Buy UK Plant
------------------------------------------------------
Thomas Biesheuvel at Bloomberg News reports that according to the
Financial Times, Marcegaglia SpA may withdraw plans to acquire
Tata Steel Ltd.'s plant because of overcapacity in the industry.

Bloomberg News relates the FT said Steno Marcegaglia, chairman of
the Italian company, decided it no longer makes sense to buy the
Teeside plant in northeast England from Tata's European unit,
Corus.

                     About Tata Steel Limited

Headquartered in Mumbai, India, Tata Steel Limited --
http://www.tatasteel.com/--  is a diversified steel producer.
It has operations in 24 countries and commercial presence in
over 50 countries.  Its operations predominantly relate to
manufacture of steel and ferro alloys and minerals business.
Other business segments comprises of tubes and bearings.  Tata
Metaliks Limited, which is engaged in the business of
manufacturing and selling pig iron, became a subsidiary of the
Company with effect from Feb. 1, 2008.

                        *     *     *


As reported in the Troubled Company Reporter-Asia on April 7,
2009, Fitch Ratings downgraded Tata Steel Limited's Long-term
foreign currency Issuer Default Rating to 'BB+' from 'BBB-' (BBB
minus), and its National Long-term rating to 'AA(ind)' from
'AAA(ind)'.  Simultaneously, Fitch also downgraded Tata Steel U.K.
Ltd's Long-term foreign currency IDR to 'B+' from 'BB'.  The
Outlook on all the ratings continues to be Negative.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------
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 10-13, 2009
ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS
    25th Annual Bankruptcy & Restructuring Conference
       The Ritz-Carlton Orlando Grande Lakes
          Orlando, Florida
             Contact: http://www.aria.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.


                 * * * End of Transmission * * *