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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

         Wednesday, September 28, 2011, Vol. 12, No. 192

                            Headlines



A U S T R I A

A-TEC INDUSTRIES: Nears Sale of Brixlegg Unit to Penta


B E L A R U S

B&B INSURANCE: A.M. Best Cuts Financial Strength Rating to 'C-'


F R A N C E

GROUPAMA SA: S&P Lowers Rating on Jr. Subordinated Debt to 'BB+'
* FRANCE: Denies Plan to Inject Up to EUR15 Bil. Into Major Banks


G E R M A N Y

DECO 7: S&P Lowers Rating on Class H Notes to 'D'
GERMAN RESIDENTIAL: Moody's Cuts Rating on Class D Notes to 'Ba3'


G R E E C E

* GREECE: Moody's Cuts Deposit & Debt Ratings of Eight Banks


I R E L A N D

ALLIED IRISH: Wants Higher Salary Cap for New Chief Executive
ANGLO IRISH: To Put Up to 150 Houses & Apartments for Sale
AQUILAE CLO: S&P Raises Rating on Class E Notes to 'B+'
D2 PROPERTY: Posts EUR981,641 Loss in 2010
DR DEVELOPMENTS: High Court Rules on Liquidators' Sale Fees


I T A L Y

SARGRANTINO ITALY: Fitch Affirms Rating on Class E Notes at 'Bsf'


L U X E M B O U R G

CHC HELICOPTER: Moody's Lowers CFR to B2; Outlook Negative
GATEWAY III: Moody's Raises Rating on Class D1 Notes to 'Ba3'


N E T H E R L A N D S

HIGHLANDER CLO: Moody's Upgrades Rating on Class E Notes to 'Ba3'
HIGHLANDER EURO: Moody's Lifts Rating on Class D Notes to 'Ba1'
JUBILEE CDO: Moody's Upgrades Rating on Class E Notes to 'Caa1'
OPERA FINANCE: S&P Cuts Ratings on Three Note Classes to 'CCC-'
SILVER BIRCH: Moody's Upgrades Rating of Class D Notes to 'B1'


N O R W A Y

HUNSFOS FABRIKKER: To File for Bankruptcy; Ceases Operations


P O R T U G A L

CARAVELA SME: Moody's Confirms Rating on E Notes at 'B1'


S P A I N

TDA CCM: Moody's Ups Rating on Class C Notes to 'Aa2' From 'Ba3'
* MADEIRA REGION: Moody's Cuts Long-Term Issuer Rating to 'B3'


S W I T Z E R L A N D

PETROPLUS HOLDINGS: S&P Lowers Corporate Credit Rating to 'B'


U N I T E D   K I N G D O M

CAMBRIDGE INTEGRATED: To Enter Into Voluntary Insolvency
NATIONAL BANK: Fitch Affirms Individual Rating at 'D'
NEW MCCOWANS: May Be Rescued by Ambrosia Holdings
NEWGATE FUNDING: S&P Affirms Rating on Class E Notes at 'B+'
SONEX COMMUNICATIONS: Goes Into Administration, 14 Stores at Risk

ST. BLAISE: Goes Into Administration, Unable to Complete Project
STAG BIDCO: S&P Assigns 'B+' Long-Term Corporate Credit Rating
TOKIO MARINE: U.S. Court Recognizes Case as Foreign Proceeding
* UNITED KINGDOM: Some Retailers Could Go Bust Before Christmas


X X X X X X X X

* EUROPE: IMF Calls for Bank Capital Injections Amid Debt Crisis




                            *********


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A U S T R I A
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A-TEC INDUSTRIES: Nears Sale of Brixlegg Unit to Penta
------------------------------------------------------
According to Bloomberg News' Zoe Schneeweiss, Wiener Zeitung,
citing unidentified people close to Penta Investments Ltd.,
reported that A-Tec Industries AG is near an agreement to sell
its Montanwerke Brixlegg minerals & metals unit to Penta.

Bloomberg notes that the Vienna-based paper said the contract was
expected to be completed yesterday.  Wiener Zeitung, as cited by
Bloomberg, said it is not necessary that it is signed today, when
A-Tec shareholders gather at an extraordinary meeting.

On Oct. 22, 2010, the Troubled Company Reporter-Europe, citing
Bloomberg News, related that A-Tec sought court clearance to
reorganize debt after losing access to its line of credit because
of an Australian power-station project's financial difficulties.
A-Tec said in an Oct. 20 statement that it had filed for self-
administered reorganization proceedings at the Vienna Commercial
Court and appointed trustees for bondholders, Bloomberg
disclosed.  The company has a EUR798 million (US$1.11 billion)
revolving credit facility and EUR302 million in outstanding
bonds, according to Bloomberg data.

A-TEC Industries AG engages in plant construction, drive
technology, machine tools, and minerals and metals businesses in
Europe and internationally.  The company is based in Vienna,
Austria.


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B E L A R U S
=============


B&B INSURANCE: A.M. Best Cuts Financial Strength Rating to 'C-'
---------------------------------------------------------------
A.M. Best Europe - Rating Services Limited has downgraded the
financial strength rating to C- (Weak) from C (Weak) and issuer
credit rating (ICR) to "cc" from "ccc+" of B&B Insurance Co.,
OJSI (B&B) (Belarus).  Both ratings have been removed from under
review with developing implications and assigned a negative
outlook.

Concurrently, A.M. Best has withdrawn the ratings at the
company's request to no longer participate in A.M. Best's
interactive rating process.

The downgrades and negative outlook on the ratings of B&B reflect
the absence of sufficient information to assess the company.  As
a result, significant uncertainty exists as to the strength of
B&B's risk-adjusted capitalization, which has been maintained at
a consistently weak level and subject to considerable volatility,
in view of the significant growth and poor underwriting
performance of the company over the last few years.  In addition,
the Belarusian economy has experienced significant deterioration
over the year, increasing the potential for further weakening in
B&B's risk-adjusted capitalization.

Following the announcement of AXA Central & Eastern Europe, a
subsidiary of the French-based insurance and financial services
provider, AXA S.A., of its intention to acquire 80% of B&B, A.M.
Best has been unable to assess any potential benefits to B&B.


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


GROUPAMA SA: S&P Lowers Rating on Jr. Subordinated Debt to 'BB+'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term
counterparty credit and insurer financial strength ratings on
France-based composite insurer Groupama S.A. and its related
subsidiaries to 'BBB' from 'BBB+', and removed them from
CreditWatch with negative implications. "The ratings had been
placed on CreditWatch on Sept. 13, 2011, reflecting our view that
adverse and volatile capital markets may be weakening Groupama's
financial profile, in particular capital adequacy. The outlook is
negative," S&P said.

"We also lowered our ratings on Groupama's junior subordinated
debt to 'BB+' from 'BBB-'," S&P related.

"At the same time, we lowered our long- and short-term
counterparty credit ratings on Groupama Banque to 'BBB-/A-3' from
'BBB/A-2' and removed them from CreditWatch, where they were
placed on Sept. 13, 2011, with negative implications. The outlook
is negative," S&P said.

"The rating action reflects our belief that, despite management's
planned actions to improve Groupama's financial profile, it is
unlikely that its capital adequacy will be restored and
maintained at levels commensurate with 'BBB+' ratings over the
next two years," S&P related.

"We believe that the recent negative capital market developments
have undermined Groupama's already weak capital adequacy,
according to Standard & Poor's risk-based insurance capital
model. In our view, Groupama's credit risk has also increased
because of the group's sizable exposure to sovereign bonds, in
particular those of Greece (CC/Negative/C) and Portugal
(BBB-/Negative/A-3), which represented 7.8% and 3.3% of the
group's shareholder's funds on June 30, 2011, after taxes and
profit sharing," S&P stated.

"We have assessed actions that management plans to take in the
short term to restore capital adequacy that include asset hedging
and reinsurance solutions. We believe these actions will have a
material positive impact on capital adequacy and represent a
positive development in the group's financial risk tolerance. We
also note that Groupama's reported underwriting earnings for the
first half of 2011, with a net combined ratio of 99.6% and new
business margins of 0.7%, are well on track to meet our full-year
expectations. That said, management's actions and improving
earnings in our view will likely not be enough to restore capital
adequacy to levels commensurate with 'BBB+' ratings, according to
Standard & Poor's risk-based insurance capital model. We also
believe that adverse and highly volatile capital markets continue
to weigh on Groupama's financial profile and exacerbate
challenges in restoring its capitalization," S&P related.

"The negative outlook reflects continuing pressure on Groupama's
financial profile and our view of execution risk associated with
management's strategic actions to improve capital adequacy. We
will continue to assess management's actions, including effective
implementation of the above-mentioned measures and potential
additional measures that Groupama could take to improve capital
adequacy," S&P said.

"Our expectations for Groupama's underwriting earnings in 2011
remain unchanged: new business margins of 0.7%, an operating
return on embedded value of about 5% in life business, and a net
combined ratio of about 102% according to our computation and
excluding major natural catastrophes in the property/casualty
business," S&P stated.

"We could lower the ratings if Groupama's capitalization further
deteriorates, especially if Groupama is not successful in
implementing its actions to restore capital adequacy or if
management reverted to its pre-existing financial risk tolerance.
We might also revise the ratings if the company is obliged to
further significantly write down investments, especially because
of its exposure to lower-rated sovereigns, which could result in
weaker earnings and lower life crediting rates on investment-type
policies," S&P related.

"We could revise the outlook to stable chiefly if management
successfully executes the actions it has planned and takes
additional measures to substantially enhance capital adequacy and
limit future volatility," S&P added.


* FRANCE: Denies Plan to Inject Up to EUR15 Bil. Into Major Banks
-----------------------------------------------------------------
Ruadhan Mac Cormaic at The Irish Times reports that France has
denied reports that it had drafted a plan to inject up to EUR15
billion into its major banks amid fears over their heavy exposure
to Greek debt.

According to The Irish Times, The Journal du Dimanche on Sunday
reported that the state offered a EUR10-15 billion bank
recapitalization at a meeting earlier this month with senior
officials from five institutions: BNP Paribas, Societe Generale,
Credit Agricole, Banque Populaire-Caisse d'Epargne and Credit
Mutuel.

A sharp drop in the share prices of French banks since the
beginning of the summer has led to speculation that the state may
have to intervene and set up a recapitalization fund, as it did
during the 2008 global banking crisis, The Irish Times states.

Citing anonymous sources in the banking sector and "close to the
Elysee", the paper claimed the offer was made at a meeting at the
finance ministry on September 11, but was opposed by BNP Paribas,
The Irish Times discloses.

The Elysee Palace and the finance ministry both denied the
report, the president's office saying such a plan was "absolutely
not" in preparation and that the banks were well-funded, The
Irish Times notes.

The Irish Times relates that Banque de France governor Christian
Noyer said the country's banks could handle any risk from their
exposure to Greek sovereign debt with six months' profits.  "They
are very solid.  They have a solid capital base, comparable to
other European banks and they are profitable . . . None of them
is hiding any toxic assets," The Irish Times quotes Mr. Noyer as
saying.

Asked to comment on the recapitalization reports, Mr. Noyer, as
cited by The Irish Times, said: "There is no plan, and we don't
need one."  However, he added that if banks expressed the need
for it, or in the case of an "extraordinary event", they could
appeal to a public support mechanism created in 2008, The Irish
Times notes.

Meanwhile, Christian Plumb and Julien Ponthus at Reuters report
investors and analysts who think a government bailout for the
troubled French banking sector is increasingly likely are
focusing on what form any aid could take, even as banks continue
to deny they need state help.  According to Reuters, the
possibility of a bailout jumped from speculation to something
much more concrete at the weekend after Mr. Noyer said in an
interview that a support mechanism set up in 2008 could be used
to shore up banks' capital in case of an "extraordinary event".

On Monday, at least five different analyst research notes
discussed the increasing likelihood of a government move to
inject capital into BNP Paribas (BNPP.PA), Societe Generale and
Credit Agricole, Reuters recounts.

"We believe the longer the crisis continues, the greater the
likelihood that the French government will opt for some form of
market 'shock therapy' to reintroduce confidence in the French
banks' viability," Reuters quotes HSBC analysts as saying in one.

In the government's last rescue after the 2008 financial crisis,
the banks raised capital by selling preferred shares that were
not convertible into ordinary shares, Reuters discloses.

According to Reuters, RBS analysts wrote in a note that some form
of injection that does not involve common shares is likely
because the French government does not want to get involved in
day-to-day management decisions at the banks.

Another form of intervention that would fall short of a capital
injection would be some form of "liquidity support" in which the
government would provide guarantees for senior debt, similar to
those provided by the 2008 SFEF facility, Reuters states.

Still, any kind of French move to revive its banks could fall
short given euro zone strains hitting funding conditions, Reuters
notes.


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


DECO 7: S&P Lowers Rating on Class H Notes to 'D'
-------------------------------------------------
Standard & Poor's Ratings Services lowered to 'D (sf)' from 'B-
(sf)' its credit rating on DECO 7 - Pan Europe 2 PLC's class H
notes. "Our ratings on all other classes of notes are
unaffected," S&P said.

The rating action follows DECO 7 - Pan Europe 2's failure to pay
interest in full on the note interest payment date (IPD) in July
2011, due to the transfer of the Karstadt Kompakt loan to special
servicing. The loan has not received rental income since 2008,
following the administration of Hertie department stores that
leased all of the retail properties (see 'Ratings Lowered On
Classes B, C, D, F, G, And H In DECO 7-Pan Europe 2's CMBS
Transaction; Remaining Ratings Affirmed,' Sept. 13, 2010)," S&P
related.

In this transaction, the liquidity facility arrangements allow
the issuer to make a drawing if there are insufficient funds to
pay senior expenses. However, for this to happen, the issuer
would have to have zero income. In this case, the senior expenses
(including the special servicing fees) rank senior to the
interest payments on the bonds, and because the loans still pay
interest, the issuer has enough funds to cover the senior
expenses. Consequently, the expenses drawing provision under the
liquidity facility does not kick in and thus the increased
expenses mean that the issuer's income is not sufficient to cover
the increased expenses plus the note interest. Therefore, the
issuer pays costs first and then partially pays interest with a
shortfall on the most junior class H notes. The interest
shortfall provision under the facility does not kick in either,
because there is no loan interest shortfall.

On the July 2011 note IPD, the increased costs from special
servicer fees led to a shortfall in the interest payment on the
class H notes. "We believe these costs will cause further
interest shortfalls for the foreseeable future, and at least
until the currently specially serviced loan has been worked out.
We have therefore lowered to 'D (sf)' our rating on the class H
notes," S&P related.

"The current quarterly special servicing shortfall is GBP221,108,
which will amount to approximately GBP885,000 per year. Even
assuming that the shortfalls continue and occur until close to
the note maturity (Jan. 1, 2018), in view of the size of the
class H tranche (GBP35,606,761) we do not anticipate that these
fees will have any effect on the class G notes," S&P said.

DECO 7-Pan Europe 2 closed in March 2006 and was originated and
is serviced by Deutsche Bank AG (London branch). It is backed by
six loans secured over properties in Germany, Switzerland, and
the Netherlands.


GERMAN RESIDENTIAL: Moody's Cuts Rating on Class D Notes to 'Ba3'
-----------------------------------------------------------------
Moody's Investors Service has downgraded these classes of CMBS
Notes issued by German Residential Asset Note Distributor p.l.c.
(amounts reflect initial outstandings):

Issuer: German Residential Asset Note Distributor p.l.c.

   -- EUR3209M Class A, Downgraded to Aa3 (sf); previously on
      Apr 8, 2010 Downgraded to Aa1 (sf)

   -- EUR428M Class B, Downgraded to A3 (sf); previously on
      Apr 8, 2010 Downgraded to A1 (sf)

   -- EUR869M Class C, Downgraded to Baa3 (sf); previously on
      Apr 8, 2010 Downgraded to Baa2 (sf)

   -- EUR577M Class D, Downgraded to Ba3 (sf); previously on
      Apr 8, 2010 Downgraded to Ba1 (sf)

   -- EUR133M Class E, Downgraded to B1 (sf); previously on
      Apr 8, 2010 Downgraded to Ba2 (sf)

   -- EUR200M Class F, Downgraded to B2 (sf); previously on
      Apr 8, 2010 Downgraded to Ba3 (sf)

   -- EUR236M First Further Class A, Downgraded to Aa3 (sf);
      previously on Apr 8, 2010 Downgraded to Aa1 (sf)

   -- EUR32M First Further Class B, Downgraded to A3 (sf);
      previously on Apr 8, 2010 Downgraded to A1 (sf)

   -- EUR74M First Further Class C, Downgraded to Baa3 (sf);
      previously on Apr 8, 2010 Downgraded to Baa2 (sf)

   -- EUR42M First Further Class D, Downgraded to Ba3 (sf);
      previously on Apr 8, 2010 Downgraded to Ba1 (sf)

   -- EUR15M First Further Class F, Downgraded to B2 (sf);
      previously on Apr 8, 2010 Downgraded to Ba3 (sf)

Moody's withdrew the provisional rating of the Class C Treasury
Notes issued by German Residential Asset Note Distributor P.L.C.
on October 28, 2008.

RATINGS RATIONALE

The key parameters in Moody's analysis are the default
probability of the securitized loans (both during the term and at
maturity) as well as Moody's value assessment for the properties
securing these loans. Moody's derives from those parameters a
loss expectation for the securitized pool. Based on Moody's
revised assessment of the parameters, the loss expectation for
the pool has increased since the last review in April 2010.

The rating action takes into account Moody's updated central
scenarios as described in Moody's Special Report "EMEA CMBS: 2011
Central Scenarios".

The rating downgrades are mainly due to Moody's concerns about
the increased refinancing default risk and the uncertainty around
the timely repayment of the notes by the legal final maturity
date of the notes given the size of the issuance.

The size of the EUR4.7 billion issuance will be the key challenge
for the refinancing in 2013. Financing for multifamily portfolios
is in general more easily available compared to other property
types as evidenced by other refinancings this year, but neither
the lending nor the capital markets currently offer sufficient
depths for such a high debt amount. Moody's does not expect a
significant recovery of the lending market in the next two years
as per its EMEA CMBS 2011 Central Scenario. The issuance shows a
current Moody's loan to value (LTV) ratio of 77.0% including
prior ranking debt.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term. From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the
current review. Even so, deviation from the expected range will
not necessarily result in a rating action. There may be
mitigating or offsetting factors to an improvement or decline in
collateral performance, such as increased subordination levels
due to amortization and loan re- prepayments or a decline in
subordination due to realized losses.

Primary sources of assumption uncertainty are the current
stressed macro-economic environment and continued weakness in the
occupational and lending markets. Moody's anticipates (i) delayed
recovery in the lending market persisting through 2012, while
remaining subject to strict underwriting criteria and heavily
dependent on the underlying property quality, (ii) values will
overall stabilize but with a strong differentiation between prime
and secondary properties, and (iii) occupational markets will
remain under pressure in the short term and will only slowly
recover in the medium term in line with the anticipated economic
recovery. Overall, Moody's central global scenario remains
'hooked-shaped' for 2011; Moody's expects sluggish recovery in
most of the world's largest economies, returning to trend growth
rate with elevated fiscal deficits and persistent unemployment
levels.

MOODY'S PORTFOLIO ANALYSIS

The transaction follows the principles of a secured loan
structure. The Issuer used the issuance proceeds of each class of
Notes to purchase REF Notes (equivalent to loans) from 31 REF
Note Issuers (equivalent to borrowers) in a corresponding
aggregate amount. Despite the 31 individual REF Note Issuers and
the fact that the security structure does not provide for cross-
collateralization between the REF Note Issuers, the structure is
effectively a single borrower deal. In addition to the interest
payment obligations with respect to the REF Notes, each REF Note
Issuer has also entered into a global facility agreement, in
which global LTV targets are defined that have to be met by the
borrower group as a whole. Two holding companies, both
subsidiaries of DAIG that ultimately own each REF Note Issuer and
their general partners, guarantee the obligations under the
global facility agreement.

As of the July 2011 interest payment date, the transaction's
total pool balance was EUR4.73 billion down by 19% since closing
considering the tap issuance in October 2006. The prepayment
proceeds were allocated pro-rata to the transaction. As a result,
the senior classes of Notes have not benefited from an increase
in subordination levels since closing.

The current net cash flows are above Moody's expectations as of
its last review in April 2010 mainly due to increased disposals
and rent increases. In its last review, Moody's revised its base
case and assumed lower net cash flows going forward, implying
lower property sales and giving some benefit for the anticipated
reduction of overhead costs as per the sponsor's business plan.
The current covenant compliant ICR has decreased to 1.27x from
1.43x at closing. However, this is still well above the ICR
covenant of 1.05x. The ICR is based on the net operating income,
which includes besides rental income also net sales proceeds
above the required release prices.

Moody's expected that the REF Note Issuers would have to dispose
properties or to inject equity in order to meet their debt
service obligations (including the required amortization to
remain LTV covenant compliant). Through the increased
amortization from excess cash flow, the currently reported LTV
decreased to 74.8%, which is above the covenant level of 77.0%
and at the level of the target LTV. Moody's expects the
transaction to amortize further to slightly below the LTV
covenant of 73.5% based on the UW property value.

Moody's major concern is the size of the transaction which makes
a refinancing at the scheduled loan maturity in 2013 very
difficult given the current refinancing conditions for such a
large loan. Considering the limited time for a refinancing or a
work-out of the loan, Moody's sees an increased risk that the
notes will not be repaid by the legal final maturity date in
2016. Moody's expected LTV of 74.6% at loan maturity is high but
makes the leverage not the main concern. Therefore the
refinancing and timing concerns are to some degree independent of
the leverage of the transaction. The senior classes have moderate
note to value levels, but timing concerns drive the downgrades to
a larger degree than the leverage of the notes.

The future rating development depends mainly on the actions taken
by the sponsor. According to special notices, the sponsor will
present a proposal to amend the current transaction documentation
including some kind of extension at loan and/ or note level.
Moody's continues to expect the Sponsor to be proactive in
working on a refinancing solution.

RATING METHODOLOGY

The methodologies used in this rating were Moody's Approach to
Real Estate Analysis for CMBS in EMEA: Portfolio Analysis (MORE
Portfolio) published in April 2006 and Update on Moody's Real
Estate Analysis for CMBS Transactions in EMEA published in June
2005.

The updated assessment is a result of Moody's on-going
surveillance of commercial mortgage backed securities (CMBS)
transactions. Moody's prior review is summarized in a Press
Release dated April 8, 2010. The last Performance Overview for
this transaction was published on August 15, 2011.


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G R E E C E
===========


* GREECE: Moody's Cuts Deposit & Debt Ratings of Eight Banks
------------------------------------------------------------
Moody's Investors Service downgraded the long-term deposit and
senior debt ratings of eight rated Greek banks by two notches.
National Bank of Greece SA (NBG), EFG Eurobank Ergasias SA
(Eurobank), Alpha Bank AE (Alpha), Piraeus Bank SA (Piraeus),
Agricultural Bank of Greece (ATE) and Attica Bank SA downgraded
to Caa2 from B3. Emporiki Bank of Greece (Emporiki) and General
Bank of Greece (Geniki) downgraded to B3 from B1. All of the
banks' long-term deposit and debt ratings carry a negative
outlook.

The rating actions conclude the review for possible downgrade
Moody's initiated on July 25, 2011. The full list of affected
ratings may be found at the end of this press release.

RATINGS RATIONALE

RATIONALE FOR DOWNGRADE OF DOMESTICALLY OWNED GREEK BANKS

The main factors driving the rating actions on domestically owned
Greek banks are:

(1) The impact of recent impairments of Greek government bonds
(GGBs), and the increasing risk of significant additional
impairments of GGBs, on banks' capital levels.

(2) The expected impact of the deteriorating domestic economic
environment on non-performing loans (NPLs) and potential
additional provisioning costs from the upcoming diagnostic asset
quality study, initiated by BoG and to be conducted by external
consultants (BlackRock).

(3) Declines in deposit bases and still fragile liquidity
positions, as illustrated by limited remaining eligible
collateral for funding from the European Central Bank (ECB) and
the recent activation of Emergency Liquidity Assistance (ELA) by
the Bank of Greece (BoG).

First, Greek banks' direct holdings of GGBs, which in most cases
exceed 150% of Tier 1 capital, expose system capital levels to
the risk of material reductions. All Greek banks have indicated
their intention to participate in the Institute of International
Finance (IIF) debt-exchange by recording impairments of up to 21%
(net present value loss estimated by the IIF) in their half-year
2011 results. Consequently, all rated Greek banks reported
significant losses in the first half of the year, which further
strains their overall financial position.

Although the capital position of Greek banks appears adequate
(Tier 1 ratio of 11.1% for the system at the end of March 2011,
prior to recording the above impairments), Moody's believes that
solvency levels are at risk from further write-downs on their GGB
holdings. As indicated by the Ca rating assigned to Greece, the
government faces significant solvency challenges and historical
experience shows that small sovereign debt restructurings have
often been followed by larger sovereign defaults. Moody's
believes that private creditors may incur substantial economic
losses on their GGB holdings beyond the terms of the current debt
exchange and that any possible unfavorable developments regarding
the implementation of the EUR109 billion second support package
from the Troika (consisting of the European Commission, ECB and
the IMF) would have further negative repercussions on the banking
system's solvency.

Second, the deteriorating operating environment, with a deeper-
than-expected recession now forecast, is likely to further
increase the level of non-performing loans (NPLs) in the system,
which stood at an already high 11.5% at the end of March 2011.
The Greek economy declined by 7.3% year-on-year in the second
quarter of 2011, while unemployment currently stands at 16%. In
line with Moody's recent revision of GDP growth projections to -
5.4% for 2011, from -3.4%, Moody's expects operating conditions
to continue to exert significant pressure on banks' profitability
and asset-quality metrics.

Moreover, the diagnostic asset quality study initiated by BoG
with the assistance of external consultants (BlackRock) could
lead to additional provisioning requirements for Greek banks, due
to either higher level of problematic exposures detected in their
books, or increased estimated credit losses from their existing
NPLs.

Finally, liquidity and funding positions of Greek banks are
increasingly fragile. Further funding from the European Central
Bank (ECB), which amounted to EUR96.3 billion at the end of July
2011 (24% of system liabilities), is constrained by banks'
limited remaining eligible collateral. As a result of tightening
liquidity conditions, BoG recently activated the Emergency
Liquidity Assistance (ELA) mechanism, which has been used by
certain Greek banks. Moody's expects that more Greek banks will
make use of the ELA for their funding needs in the near-term.

Underlying the above trends are the system's declining deposit
bases. Despite a slowdown of deposit outflows since the
announcement of the IIF exchange proposal on 21 July 2011,
private-sector deposits have declined by 10% in the first seven
months of the year, and by 23% since December 2009. Moody's
expects that banks' deposit balances will remain vulnerable to a
loss of confidence among depositors and the drawdown of savings
in the current severe recessionary environment. Moody's believes
that further adverse developments at the sovereign level could
lead to a rapid acceleration of deposit outflows.

MERGER OF ALPHA BANK WITH EFG EUROBANK ERGASIAS

Although the recently announced merger of Alpha Bank and EFG
Eurobank Ergasias has some potential positive elements for the
credit standing of the future joint entity (see "Alpha Bank's
Proposed Merger with EFG Eurobank Ergasias Is Credit Positive"
published by Moody's on September 5, 2011), Moody's believes that
these are offset by the currently fragile operating environment.
From a credit perspective, the near term risks in the form of
possible systemic shocks outweigh the potential future benefits
emanating from this merger. The merger process is expected to be
completed by the end of 2011, although Moody's notes that there
is still an element of implementation risk considering the
currently very difficult market conditions in Greece.
Consequently, Moody's has lowered the standalone credit strength
of both Alpha Bank and EFG Eurobank Ergasias, in line with the
corresponding standalone rating of the other rated Greek banks.

EXTERNAL SUPPORT FROM TROIKA AND HFSF

While revising downward its ratings on Greek banks, Moody's also
recognizes the continued potential for the Troika to extend
systemic support to the Greek banks in case of need, as well as
potential capital support through the Hellenic Financial
Stability Fund (HFSF), which has EUR10 billion available for this
purpose (likely to rise to EUR30 billion). Moody's assessment of
the likelihood of systemic support being provided if necessary
results in a one notch of uplift in the senior debt and deposit
ratings of the domestically owned banks from their standalone
credit strength. Moody's view of the likelihood of potential
systemic support reflects the incentive to try to avoid the
highly de-stabilizing impact of systemic Greek banking defaults
on both the domestic economy and European capital markets.

RATIONALE FOR THE DOWNGRADE OF FOREIGN-OWNED SUBSIDIARIES

The main triggers for the rating actions on foreign-owned banks
-- Emporiki Bank of Greece, long-term deposit and senior debt
ratings downgraded to B3 from B1 (majority owned by Credit
Agricole SA (Aa2/C, both long term and standalone ratings on
review for possible downgrade)) and General Bank of Greece SA,
long-term deposit rating downgraded to B3 from B1 (majority owned
by Societe Generale (Aa3/C+, negative outlook on long-term
rating/stand alone rating on review for possible downgrade)) --
are similar to those of the domestically owned banks, but with
different weightings to the credit drivers. These banks maintain
relatively low direct exposures to GGBs compared with system
averages and do not depend on ECB funding. Nevertheless, these
banks display very weak asset-quality indicators relative to
other rated Greek banks and have been loss-making since 2008,
rendering them vulnerable to further deterioration in the
operating environment. Furthermore, a loss in market confidence
and contagion would likely also impact these banks in terms of
deposit outflows. Accordingly, in the current situation, Moody's
considers the standalone credit strength of these banks to be in
line with that of the domestically owned banks.

The ratings of Emporiki and Geniki continue to receive
significant uplift from Moody's assessment of a very high
probability of capital and liquidity support from their French
parents, if necessary. The parents continue to provide strong
support in an increasingly uncertain and difficult operating
environment, which is reflected in these banks' long term ratings
being rated three notches higher than their standalone credit
strength. Any sign of weakening support from the parent banks
would lead to a readjustment of this rating uplift.

THE SPECIFIC RATING CHANGES IMPLEMENTED ARE:

National Bank of Greece SA, NBG Finance plc, and National Bank of
Greece Funding Limited:

- Bank Financial Strength Rating (BFSR) affirmed at E, now
  mapping into a Baseline Credit Assessment (BCA) of Caa3 from
  Caa1

- Long-term deposit ratings and senior unsecured debt ratings
  downgraded to Caa2 from B3

- Subordinated debt ratings downgraded to Ca from Caa2

- Backed (government-guaranteed) senior unsecured ratings
  downgraded to Caa2 from B3

- Preferred stock (Hybrid Tier 1) confirmed at Ca (hyb)

All the above ratings, except the BFSR, have a negative outlook

EFG Eurobank Ergasias SA, EFG Hellas plc, EFG Hellas (Cayman
Islands) Limited, and EFG Hellas Funding Limited:

- BFSR affirmed at E, now mapping into a BCA of Caa3 from Caa1

- Long-term deposit ratings and senior unsecured debt ratings
  downgraded to Caa2 from B3

- Subordinated debt ratings downgraded to Ca from Caa2

- Backed (government-guaranteed) senior unsecured MTN downgraded
  to Caa2 from B3

- Preferred stock (Hybrid Tier 1) confirmed at Ca (hyb)

All the above ratings, except the BFSR, have a negative outlook

Alpha Bank AE, Alpha Credit Group plc and Alpha Group Jersey
Limited:

- BFSR affirmed at E, now mapping into a BCA of Caa3 from Caa1

- Long-term deposit ratings and senior unsecured debt ratings
  downgraded to Caa2 from B3

- Subordinated debt ratings downgraded to Ca from Caa2

- Backed (government-guaranteed) senior unsecured ratings
  downgraded to Caa2 from B3

- Preferred stock (Hybrid Tier 1) confirmed at Ca (hyb)

All the above ratings, except the BFSR, have a negative outlook

Piraeus Bank SA, Piraeus Group Finance plc, and Piraeus Group
Capital Limited:

- BFSR affirmed at E, now mapping into a BCA of Caa3 from Caa1

- Long-term deposit and senior unsecured debt ratings downgraded
  to Caa2 from B3

- Backed (government-guaranteed) senior unsecured ratings
  downgraded to Caa2 from B3

- Subordinated debt ratings downgraded to Ca from Caa2

- Preferred stock (Hybrid Tier 1) confirmed at Ca (hyb)

All the above ratings, except the BFSR, have a negative outlook

Agricultural Bank of Greece SA and ABG Finance International plc:

- BFSR affirmed at E, now mapping into a BCA of Caa3 from Caa1

- Long-term deposit and senior unsecured debt ratings downgraded
  to Caa2 from B3

- Subordinated debt ratings downgraded to Ca from Caa2

All the above ratings, except the BFSR, have a negative outlook

Attica Bank SA and Attica Funds plc:

- BFSR affirmed at E, now mapping into a BCA of Caa3 from Caa1

- Long-term deposit ratings downgraded to Caa2 from B3

- Subordinated debt ratings downgraded to Ca from Caa2

All the above ratings, except the BFSR, have a negative outlook

Emporiki Bank of Greece SA and Emporiki Group Finance plc:

- BFSR affirmed at E, now mapping into a BCA of Caa3 from Caa1

- Deposit and senior debt ratings downgraded to B3 from B1

- Subordinated debt ratings downgraded to Caa1 from B2

All the above ratings, except the BFSR, have a negative outlook

General Bank of Greece SA:

- BFSR affirmed at E, now mapping into a BCA of Caa3 from Caa1

- Deposit ratings downgraded to B3 from B1

All the above ratings, except the BFSR, have a negative outlook

All banks affected by the review are headquartered in Athens,
Greece:

- National Bank of Greece SA reported total assets of EUR119.2
  billion as of June 2011

- EFG Eurobank Ergasias SA reported total assets of EUR81.9
  billion as of June 2011

- Alpha Bank SA reported total assets of EUR63.4 billion as of
  June 2011

- Piraeus Bank SA reported total assets of EUR57.0 billion as of
  June 2011

- Agricultural Bank of Greece SA reported total assets of EUR28.8
  billion as of June 2011

- Emporiki Bank of Greece SA reported total assets of EUR27.3
  billion as of June 2011

- Attica Bank SA reported total assets of EUR4.6 billion as of
  June 2011

- General Bank of Greece SA reported total assets of EUR4.0
  billion as of June 2011

The methodologies used in these ratings were Bank Financial
Strength Ratings: Global Methodology published in February 2007,
Incorporation of Joint-Default Analysis into Moody's Bank
Ratings: A Refined Methodology published in March 2007 and
Moody's Guidelines for Rating Bank Hybrid Securities and
Subordinated Debt published in November 2009.


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


ALLIED IRISH: Wants Higher Salary Cap for New Chief Executive
-------------------------------------------------------------
Lara Marlowe at The Irish Times reports that Minister for Finance
Michael Noonan on Sunday said Allied Irish Banks has submitted an
application to the Department of Finance to negotiate a salary
higher than the EUR500,000 cap set on bankers' pay for its new
chief executive.

According to The Irish Times, Mr. Noonan said his department
would consider the application as a matter of courtesy, but
seemed negatively predisposed: "They'd want to make an extremely
good case before we'll change."

Mr. Noonan noted that AIB is 98% owned by the State, and that
Government salaries, including the Taoiseach's, are capped at
EUR200,000, The Irish Times discloses.  He said the EUR500,000
cap on bankers' pay was "two and a half times what the Taoiseach
gets," The Irish Times relates.

The Department of Finance has received a shortlist of candidates
for the position, The Irish Times discloses.  Mr. Noonan would
not say how many candidates there are, or how many of them are
not Irish citizens, The Irish Times notes.

AIB, The Irish Times says, may argue that banking salaries have
recovered and EUR500,000 is not enough.

                About Allied Irish Banks, p.l.c.

Allied Irish Banks, p.l.c. -- http://www.aibgroup.com/-- is a
major commercial bank based in Ireland.  It has an extensive
branch network across the country, a head office in Dublin and a
capital markets operation based in the International Financial
Services Centre in Dublin.  AIB also has retail and corporate
businesses in the UK, offices in Europe and a subsidiary company
in the Isle of Man and Jersey (Channel Islands).

Since the onset of the global and Irish financial crisis, AIB's
relationship with the Irish Government has changed significantly.

As at Dec. 31, 2010, the Government, through the National Pension
Reserve Fund Commission ("NPRFC"), held 49.9% of the ordinary
shares of the Company (the share of the voting rights at
shareholders' general meetings), 10,489,899,564 convertible non-
voting ("CNV") shares and 3.5 billion 2009 Preference Shares.  On
April 8, 2011, the NPRFC converted the total outstanding amount
of CNV shares into 10,489,899,564 ordinary shares of AIB, thereby
increasing its holding to 92.8% of the ordinary share capital.

In addition to its shareholders' interests, the Government's
relationship with AIB is reflected through formal and informal
oversight by the Minister and the Department of Finance and the
Central Bank of Ireland, representation on the Board of Directors
(three non-executive directors are Government nominees),
participation in NAMA, and otherwise.

As reported by the TCR on May 31, 2011, KPMG, in Dublin, Ireland,
noted that there are a number of material economic, political and
market risks and uncertainties that impact the Irish banking
system, including the Company's continued ability to access
funding from the Eurosystem and the Irish Central Bank to meet
its liquidity requirements, that raise substantial doubt about
the Company's ability to continue as a going concern.

The Company reported a net loss of EUR10.16 billion on
EUR1.84 billion of interest income for 2010, compared with a net
loss of EUR2.33 billion on US$2.87 billion of interest income for
2009.


ANGLO IRISH: To Put Up to 150 Houses & Apartments for Sale
----------------------------------------------------------
Emmet Oliver and Charlie Weston at Irish Independent report that
Anglo Irish Bank is preparing to put up to 150 houses and
apartments Irish Nationwide seized or accepted from borrowers on
to the property market.

The bank, nationalized since January 2009, is trying to clean up
the Irish Nationwide (INBS) mortgage book and the disposals are
part of an attempt to cut Irish Nationwide's remaining exposures
to the residential market, Irish Independent notes.  Anglo took
over ownership of Irish Nationwide earlier this year, Irish
Independent recounts.

It is understood the properties are a mixture of houses and
apartments in locations all over the country, according to Irish
Independent.

Some of them are the result of house repossessions, while others
are believed to be the result of buy-to-let investors voluntarily
surrendering their properties, according to Irish Independent.
Others are the result of enforcement against some developers by
INBS, Irish Independent says.

The last annual report of Irish Nationwide said the building
society had about EUR9.7 million worth of residential property,
Irish Independent discloses.  It described these houses and
apartments as collateral, but gave no information about how the
properties were taken over, Irish Independent notes.

Anglo has invited outsourcing companies to apply to manage the
disposal of the residential properties, Irish Independent says.
Whoever wins this contract is also expected to repair some of the
properties before they are offered for sale, Irish Independent
states.

                     Irish Nationwide Merger

As reported by the Troubled Company Reporter-Europe on July 1,
2011, BreakingNews.ie related that The European Commission
cleared a bailout plan for Anglo Irish Bank and the Irish
Nationwide Building Society.  BreakingNews.ie disclosed that the
proposal, which was submitted for approval in January, provides
for the merger of the two troubled institutions and their winding
down over the next 10 years.  Anglo Irish and Irish Nationwide
jointly received EUR34.7 billion in capital injections from the
State to cover losses on property loans, BreakingNews.ie noted.

Anglo Irish Bank Corp PLC -- http://www.angloirishbank.com/--
operates in three core areas: business lending, treasury and
private banking.  The Bank's non-retail business is made up of
more than 11,000 commercial depositors spanning commercial
entities, charities, public sector bodies, pension funds, credit
unions and other non-bank financial institutions.  The Company's
retail deposits comprise demand, notice and fixed term deposit
accounts from personal savers with maturities of up to two years.
Non-retail deposits are sourced from commercial entities,
charities, public sector bodies, pension funds, credit unions and
other non-bank financial institutions.  In addition, at Sept. 30,
2008, its non-retail deposits included deposits from Irish
Life Assurance plc.  The Private Bank offers tailored products
and solutions for high net worth clients and operates the Bank's
lending business in Ireland and the United Kingdom.


AQUILAE CLO: S&P Raises Rating on Class E Notes to 'B+'
-------------------------------------------------------
Standard & Poor's Ratings Services raised its credit ratings on
all rated classes of notes in Aquilae CLO II PLC.

Specifically, S&P has raised its ratings on:

    Class A, to 'AA+ (sf)' from 'AA (sf)';
    Class B, to 'AA (sf)' from 'A (sf)';
    Class C, to 'A (sf)' from 'BBB (sf)';
    Class D, to 'BBB- (sf)' from 'BB+ (sf)'; and
    Class E, to 'B+ (sf)' from 'CCC (sf)'.

"The rating actions follow our assessment of the transaction's
performance using data from the latest available trustee report
(dated Aug. 10, 2011), in addition to our cash flow analysis. We
have taken into account recent developments in the transaction
and reviewed the transaction under our 2010 counterparty criteria
('Counterparty And Supporting Obligations Methodology And
Assumptions,' published Dec. 6, 2010) and our cash flow criteria
('Update To Global Methodologies And Assumptions For Corporate
Cash Flow And Synthetic CDOs,' published Sept. 17, 2009)," S&P
related.

"From our analysis, we have observed that the credit quality of
the portfolio has improved. There has been a fall in assets that
we consider to be rated 'CCC+', 'CCC', or 'CCC-', and there are
no defaults. Credit enhancement for all classes of notes, and the
weighted-average spread earned on the collateral pool, have
increased. We have also observed from the trustee report that the
overcollateralization test results for all classes have improved.
These factors, in our view, support higher ratings on the class
A, B, C, D, and E notes," S&P said.

"We subjected the capital structure to a cash flow analysis to
determine the break-even default rate for each rated class. In
our analysis, we used: the reported portfolio balance that we
consider to be performing; cash; the current weighted-average
spread; and the weighted-average recovery rates that we
considered appropriate. We incorporated various cash flow stress
scenarios using various default patterns, levels, and timing for
each liability rating category, in conjunction with different
interest stress scenarios," S&P said.

"The trustee has confirmed to us that currently there are no
non-euro-denominated assets in the portfolio," according to S&P.

"In our opinion, the credit enhancement available to each tranche
is consistent with a higher rating than previously assigned,
taking into account our credit and cash flow analyses and our
2010 counterparty criteria. We have therefore raised our ratings
on the class A to E notes," S&P related.

"Class E was constrained by the application of the largest
obligor default test, a supplemental stress test we introduced in
our 2009 criteria update for corporate collateralized debt
obligations (CDOs) (see 'Update To Global Methodologies And
Assumptions For Corporate Cash Flow And Synthetic CDOs,'
published Sept. 17, 2009)," S&P said.

"We have applied our 2010 counterparty criteria and, in our view,
the participants to the transaction are appropriately rated to
support the ratings on the notes (see 'Counterparty And
Supporting Obligations Methodology And Assumptions,' published on
Dec. 6, 2010)," S&P related.

Ratings List

Aquilae CLO II PLC
EUR316.5 Million Floating-Rate and Deferrable Floating-Rate Notes

Ratings Raised

Class          Rating
          To             From

A         AA+ (sf)       AA (sf)
B         AA (sf)        A (sf)
C         A (sf)         BBB (sf)
D         BBB- (sf)      BB+ (sf)
E         B+ (sf)        CCC (sf)


D2 PROPERTY: Posts EUR981,641 Loss in 2010
------------------------------------------
Ciaran Hancock at The Irish Times report that D2 Property
Management Ltd's latest accounts revealed that it made a loss of
EUR981,641 in 2010 and had net liabilities at the year-end of
EUR5.1 million.

As reported in the Troubled Company Reporter-Europe on July 4,
2011, Focal News Point said that D2 Property Management Ltd.,
owned by David Arnold and Property Developer and Deirdre Foley, a
financier, is in receivership to Royal Bank of Scotland.  The
report related that the company owed GBP10.1 million to the Royal
Bank Of Scotland (RBS) Ireland now merged with Lloyds.  The debt
was due for repayment in December 2010, further inspections of
accounts revealed that the Anglo Irish Bank was owed EUR11.8
million, according to Focal News Point.

Unnamed sources indicated that the company was about to emerge
from receivership as an agreement had been struck between its
owners and the bank, according to The Irish Times.  The report
notes that this could not be confirmed with either side but it is
understood a deal has been reached that will involve some
repayment to the bank and a schedule relating to outstanding
sums.

The Irish Times says that the accounts state that the company's
future as a going concern was dependent on the "availability of
ongoing financial support" from its bankers and a "successful
conclusion to the receivership process."   The directors believe
"appropriate support and funding" would be made available for a
period of "at least 12 months from the date of the approval of
the financial statements [Sept. 11, 2011]," the report relates.

The Irish Times says that a note to the accounts states
discussions were "ongoing" with the receiver -- Michael McAteer
of Grant Thornton -- and the bank in relation to its loan.

D2 Property Management's accounts show it also owed EUR14.5
million to the National Asset Management Agency (NAMA) relating
to a loan with Anglo Irish Bank that was transferred to the
agency in July 2010, The Irish Times notes.

The Irish Times discloses that D2 Property Management's main
investments were in Victoria SA, an entity involved in the GBP175
million purchase of 1-19 Victoria Street in London, and the Scott
Portfolio Unit Trust, which itself was placed into receivership
with Grant Thornton.  The Scott trust owns 15 properties leased
as bank branches to Halifax, which is owned by Bank of Scotland.

D2 Property Management is a wholly owned subsidiary of D2 Private
Ltd.  The investment vehicle is owned by developer David Arnold
and financier Deirdre Foley.


DR DEVELOPMENTS: High Court Rules on Liquidators' Sale Fees
-----------------------------------------------------------
InsolvencyJournal.ie reports that in the High Court recently
there was a ruling on the liquidator of DR Developments (Youghal)
Limited whereby he cannot charge fees for selling houses on
behalf of AIB without firstly obtaining a Court order before the
sale.

The liquidator, Gerard Murphy of Gerard Murphy & Company, was
appointed official liquidator to the company on May 17, 2010, on
foot of a petition from Healy Bros Limited, InsolvencyJournal.ie
recounts.  Some of the assets included a semi complete
development and small site in Youghal, InsolvencyJournal.ie
notes.

The liquidator had sought court approval to sell the assets of
the company for AIB, or approval of the sale arrangements when
finalized with the bank, InsolvencyJournal.ie recounts.  The
judge, as cited by InsolvencyJournal.ie, said there were
arrangements in relation to the discharge of legal costs
regarding the sale.

Mrs. Justice Finlay Geoghegan ruled that where a liquidator was
doing work for an institution which has a charge it would not be
fitting for the liquidator to be paid for such work out of assets
that may be accessible to creditors, InsolvencyJournal.ie
relates.


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


SARGRANTINO ITALY: Fitch Affirms Rating on Class E Notes at 'Bsf'
-----------------------------------------------------------------
Fitch Ratings has affirmed Sagrantino Italy S.r.l.'s notes as
follows:

  -- EUR67.3m class B (IT0004294838) affirmed at 'AAsf'; Outlook
     Stable

  -- EUR48m class C (IT0004294846) affirmed at 'Asf'; Outlook
     Stable

  -- EUR24.5m class D (IT0004294853) affirmed at 'BBBsf'; Outlook
     Negative

  -- EUR32.7m class E (IT0004295025) affirmed at 'Bsf'; Outlook
     Negative

The affirmation reflects the performance reported since the last
rating action. Recovery rates on secured claims (41.2%) remain in
line with Fitch's expectations, while delays experienced in the
recovery process have already been taken into account in past
rating actions.  However, cumulative collections remain
approximately 40% lower than the amount anticipated at closing
(December 2007) by the servicer, Prelios Credit Servicing
('RSS2+IT'/'CSS2+IT'), which is also lower than Fitch's original
base case projection.  Net collections recorded in the past two
interest payment dates (IPD) have worsened compared to the
previous 12-month period (EUR51m versus EUR79m), although not so
much as to warrant a negative rating action.

As of the July 2011 IPD, the portfolio's reported gross book
value (GBV) was EUR1,214 million, down from EUR2,576 million at
closing.  Since closing, the total recovery on fully closed
claims amounts to EUR260 million on a GBV of EUR1,000 million.
Meanwhile, recoveries on unsecured loans amount to only 5.2%,
although the proportion of unsecured loans remaining in the
portfolio by GBV has fallen to 10%, from 28% at closing.

The transaction is a securitization of 11 portfolios of non-
performing loans (NPLs) originated in Italy by a number of banks
and financial institutions, most of which had been securitized
under public deals with some private deals.  The portfolio is
mainly concentrated in central and southern Italy, with the
majority of claims backed by loans advanced to corporate
borrowers.


===================
L U X E M B O U R G
===================


CHC HELICOPTER: Moody's Lowers CFR to B2; Outlook Negative
----------------------------------------------------------
Moody's Investors Service downgraded CHC Helicopter S.A.'s
ratings and changed the outlook to negative. The Corporate Family
Rating (CFR), Probability of Default Rating (PDR) and the $1.1
billion senior secured first lien notes rating were downgraded to
B2 from B1. The super-senior secured revolving credit facility
rating was downgraded to Ba2 from Ba1. CHC Helicopter S.A. is a
subsidiary of 6922767 Holding S.a.r.l. (collectively CHC). This
concludes the review of CHC that began on April 8, 2011.

Downgrades:

   Issuer: 6922767 Holding S.a.r.l.

   -- Probability of Default Rating, Downgraded to B2 from B1

   -- Corporate Family Rating, Downgraded to B2 from B1

   Issuer: CHC Helicopter S.A.

   -- Senior Secured Bank Credit Facility, Downgraded to Ba2 from
      Ba1

   -- Senior Secured Regular Bond/Debenture, Downgraded to B2,
      LGD4, 53% from B1, LGD3, 47%

Outlook Actions:

   Issuer: 6922767 Holding S.a.r.l.

   -- Outlook, Changed To Negative From Rating Under Review

   Issuer: CHC Helicopter S.A.

   -- Outlook, Changed To Negative From Rating Under Review

RATINGS RATIONALE

The downgrade and negative outlook reflect the company's volatile
operating results and expectation of continued high leverage, and
the ongoing need to re-finance leases, although progress has been
made on this front over the past several months, and the ongoing
need to arrange financing for new aircraft orders and to
refinance or extend existing leases. The company's current
management team is focused on reducing costs, entering economic
contracts and establishing a framework to fully collect on the
full terms of contracts, areas that have taken a back seat to
outright growth in the past. This ongoing restructuring while the
company continues to grow and reposition its business will take
time to implement. Moody expects variable earnings and cash flow
and continued high leverage during this period.

CHC has greatly reduced its exposure to required lease covenant
waivers and amendments and expiring leases over the past several
months, but will continue to face lease maturities. Current
liquidity is sufficient to meet lease maturities that are not
renewed for the remainder of fiscal 2012.

The B2 CFR reflects CHC's high leverage, a complex portfolio of
aircraft operating lease agreements, a complex corporate
structure and inherent cyclicality in the oil and gas services
sector. The B2 CFR favorably reflects CHC's longstanding customer
relationships and three to five year contracts with highly rated
oil and gas companies in its offshore oil and gas support
business, which comprises about 75% of revenue, and the
government contracts in the search and rescue (SAR) and emergency
medical services businesses. The rating also considers CHC's
large fleet of high quality medium and heavy aircraft, its
geographic diversity, and that approximately 66% of CHC's flying
revenue is derived from fixed monthly fees.

CHC finances about 63% of its fleet of 265 aircraft with off-
balance sheet operating leases and sociated asset value
guarantees adding US$1.1 billion to reported fiscal 2011 debt. In
combination with an unfunded pension obligation of US$90 million,
CHC's adjusted debt totals approximately US$2.5 billion, and debt
to adjusted EBITDA a very high 7x.

CHC has adequate liquidity. Internally generated cash flow and
cash balances should cover working capital requirements and capex
for aircraft lease financing and aircraft lease buyouts through
fiscal 2012 (April 30, 2012). Moody estimates negative free cash
flow for the company's 2012 fiscal year of about US$140 million.
As of July 31, 2011, the company had approximately US$44 million
of cash and US$155 million available (after letters of credit)
under its US$330 million revolving credit facility, which matures
in 2015. Moody believes this availability may be reduced as of
mid-September 2011 due to utilization to buy out certain leases,
but in combination with the proceeds of asset sales will be
sufficient to cover the negative free cash flow and the buyout of
expiring leases, if necessary. The revolver has one financial
covenant (maximum super senior debt/EBITDA of 2.5x), with which
the company should be comfortably in compliance in 2011 and 2012.
However, the company has restrictive covenants on certain of its
aircraft lease facilities.

The negative outlook could be changed to stable when it is clear
that the company's financing needs, both in terms of new aircraft
financing and existing lease covenant compliance and renewals,
can be comfortably met over a forward looking period of at least
18 months, and when leverage as measured by debt to EBITDA
appears poised to reduce below the 6x range. A rating upgrade
would be dependent on leverage trending to the 5x range and a
forward view of two to three years of stability in each of the
company's lease portfolio, management and execution of the
business plan. The rating could be downgraded if leverage does
not appear to be headed below 6.5x through fiscal 2013 or if the
company again finds itself requiring multiple covenant amendments
and waivers and lease renewals.

The principal methodology used in rating 6922767 Holding S.a.r.l.
was the Global Oilfield Services Rating Industry Methodology
published in December 2009. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in
the U.S., Canada and EMEA published in June 2009.

CHC Helicopter S.A. and 6922767 S.a.r.l. are registered in
Luxemburg and headquartered in Vancouver, British Columbia.
Collectively they are a significant provider of helicopter
services to the offshore exploration and production industry,
with operations in over 26 countries.


GATEWAY III: Moody's Raises Rating on Class D1 Notes to 'Ba3'
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Gateway III -- EUR CLO S.A. and withdrawn the ratings
of one combination note:

   -- EUR219M Class A1 Floating Rate Notes due 2022, Upgraded to
      Aa1 (sf); previously on Jun 22, 2011 Aa3 (sf) Placed Under
      Review for Possible Upgrade

   -- EUR25M Class A1-D Delayed Draw Floating Floating Rate Notes
      due 2022, Upgraded to Aa1 (sf); previously on Jun 22, 2011
      Aa3 (sf) Placed Under Review for Possible Upgrade

   -- EUR15M Class A2 Zero Coupon Accreting Notes due 2022,
      Upgraded to Aa1 (sf); previously on Jun 22, 2011 Aa3 (sf)
      Placed Under Review for Possible Upgrade

   -- EUR25M Class A3 Revolving Floating Notes due 2022, Upgraded
      to Aa1 (sf); previously on Jun 22, 2011 Aa3 (sf) Placed
      Under Review for Possible Upgrade

   -- EUR25M Class B Floating Rate Notes due 2022, Upgraded to A2
      (sf); previously on Jun 22, 2011 Baa2 (sf) Placed Under
      Review for Possible Upgrade

   -- EUR31M Class C Floating Rate Notes due 2022, Upgraded to
      Baa3 (sf); previously on Jun 22, 2011 Ba3 (sf) Placed Under
      Review for Possible Upgrade

   -- EUR23.5M Class D1 Floating Rate Notes due 2022, Upgraded to
      Ba3 (sf); previously on Jun 22, 2011 Caa1 (sf) Placed Under
      Review for Possible Upgrade

   -- EUR1M Class D2 Floating Rate Notes due 2022, Upgraded to
      Ba3 (sf); previously on Jun 22, 2011 Caa1 (sf) Placed Under
      Review for Possible Upgrade

   -- EUR13.5M Class E Floating Rate Notes due 2022, Upgraded to
      B1 (sf); previously on Jun 22, 2011 Caa3 (sf) Placed Under
      Review for Possible Upgrade

   -- EUR6M (Rated Outstanding Balance EUR 4.6M) Class X
      combination Notes due 2022, Upgraded to Ba1 (sf);
      previously on Jun 22, 2011 B2 (sf) Placed Under Review for
      Possible Upgrade

   -- EUR15M (Rated Outstanding Balance EUR 11.9M) Class V
      combination Notes due 2022, Upgraded to Aaa (sf);
      previously on Jun 22, 2011 Aa1 (sf) Placed Under Review for
      Possible Upgrade

   -- EUR10M Class W combination Notes due 2022, Withdrawn (sf);
      previously on Jun 22, 2011 B1 (sf) Placed Under Review for
      Possible Upgrade

The ratings of the Combination Notes address the repayment of the
Rated Balance on or before the legal final maturity. For Classes
X, the 'Rated Balance' is equal at any time to the principal
amount of the Combination Note on the Issue Date increased by the
Rated Coupon of 0.25% per annum respectively, accrued on the
Rated Balance on the preceding payment date minus the aggregate
of all payments made from the Issue Date to such date, either
through interest or principal payments. For Class V, the 'Rated
Balance' is equal at any time to the principal amount of the
Combination Note on the Issue Date minus the aggregate of all
payments made from the Issue Date to such date, either through
interest or principal payments. The Rated Balance may not
necessarily correspond to the outstanding notional amount
reported by the trustee.

The withdrawal of the rating of Class W Combination Notes follows
the exchange of the EUR10,000,000 Class W Combination Notes for
its corresponding components, EUR5,000,000 Class B Notes and
EUR5,000,000 Class E Notes on September 28, 2010.

The ratings on the Class U combination Notes, which are backed by
securities issued by the Federal National Mortgage Association,
rated Aaa by Moody's, are unaffected. However, Moody's notes here
that these Class U Combination Notes should previously have been
placed on watch for possible downgrade on July 13, 2011 and
subsequently confirmed on August 2, 2011, along with the
watchlisting and subsequent confirmation of the rating of Federal
National Mortgage Association, in connection with the
watchlisting and subsequent confirmation of the rating of the
Government of the United States of America.

RATINGS RATIONALE

Gateway III -- EUR CLO S.A., issued in April 2006, is a single
currency Collateralised Loan Obligation ("CLO") backed by a
portfolio of mostly high yield European and US loans. The
portfolio is managed by Pramerica Investment Management Inc.,
which succeeded GSCP LP as portfolio manager of this transaction
in April 2010. This transaction will be in reinvestment period
until May 15, 2012. It is predominantly composed of senior
secured loans.

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The actions also reflect
consideration of an increase in the transaction's
overcollateralization ratios and deleveraging of the senior notes
since the rating action in December 2009.

The actions reflect key changes to the modeling assumptions,
which incorporate (1) a removal of the temporary 30% default
probability macro stress implemented in February 2009, (2)
increased BET liability stress factors as well as (3) change to a
fixed recovery rate modeling framework. Additional changes to the
modeling assumptions include (1) standardizing the modeling of
collateral amortization profile, and (2) changing certain credit
estimate stresses aimed at addressing the lack of forward looking
indicators as well as time lags in receiving information required
for credit estimate updates.

Moody's notes that the Class A notes have been paid down by
approximately 6% or EUR11.9 million since the rating action in
December 2009. As a result of the deleveraging the
overcollateralization ratios of the rated notes have improved
since the rating action in December 2009. The Class AB, Class C,
Class D and Class E overcollateralization ratios are reported at
126.3%, 114.2%, 106.2% and 102.9%, respectively, versus November
2009 levels of 117.4%, 106.7%, 99.5% and 96.8%, respectively. All
related overcollateralization tests are currently in compliance
except that of Class E, which is still failing by 0.5% in
absolute terms. In particular, the Class E overcollateralization
ratio has increased due to the diversion of excess interest to
deleverage the Class E notes in the event of a Class E
overcollateralization test failure, in particular on the May 2009
payment date, when EUR3.5 million of interest proceeds reduced
the outstanding balance of the Class E Notes by 32%. Moody's also
notes that since the May 2009 payment date, that the Class E
Notes have been deferring interest in a cumulative amount of
EUR1.1 million. Classes C and D are no longer deferring interest
and all of their previously deferred interest has been paid in
full.

Reported WARF has increased from 2,890 to 3,284 between
November 2009 and August 2011. However, this reported WARF
overstates the actual deterioration in credit quality because of
the technical transition related to rating factors of European
corporate credit estimates, as announced in the press release
published by Moody's on September 1, 2010. Additionally,
defaulted securities total about EUR11.8 million of the
underlying portfolio compared to EUR18.1 million in November
2009.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as the portfolio par amount, WARF,
diversity score, and weighted average recovery rate, may be
different from the trustee's reported numbers. In its base case,
Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of
EUR282.3 million, defaulted par of EUR13.3 million, a weighted
average default probability of 24.7% (consistent with a WARF of
3,273), a weighted average recovery rate upon default of 44.5%
for a Aaa liability target rating, a diversity score of 42 and a
weighted average spread of 3.03%. The default probability is
derived from the credit quality of the collateral pool and
Moody's expectation of the remaining life of the collateral pool.
The average recovery rate to be realized on future defaults is
based primarily on the seniority of the assets in the collateral
pool. For a Aaa liability target rating, Moody's assumed that
86.3% of the portfolio exposed to senior secured corporate assets
would recover 50% upon default, while the remainder non first-
lien loan corporate assets would recover 10%. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also relevant factors.
These default and recovery properties of the collateral pool are
incorporated in cash flow model analysis where they are subject
to stresses as a function of the target rating of each CLO
liability being reviewed.

The deal is allowed to reinvest and the manager has the ability
to deteriorate the collateral quality metrics' existing cushions
against the covenant levels. However, in this case given the
limited time remaining in the deal's reinvestment period, Moody's
analyzed the transaction assuming weighted average spread levels
consistent with the midpoint between reported and covenanted
values and a diversity score consistent with the actual diversity
score of the portfolio.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy 2) the large
concentration of speculative-grade debt maturing between 2012 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

1) Deleveraging: The main source of uncertainty in this
transaction is whether delevering from unscheduled principal
proceeds will continue and at what pace. Deleveraging may
accelerate due to high prepayment levels in the loan market
and/or collateral sales by the manager, which may have
significant impact on the notes' ratings.

2) Moody's also notes that around 74% of the collateral pool
consists of debt obligations whose credit quality has been
assessed through Moody's credit estimates.

3) Recovery of defaulted assets: Market value fluctuations in
defaulted assets reported by the trustee and those assumed to be
defaulted by Moody's may create volatility in the deal's
overcollateralization levels. Further, the timing of recoveries
and the manager's decision to work out versus sell defaulted
assets create additional uncertainties. Moody's analyzed
defaulted recoveries assuming the lower of the market price and
the recovery rate in order to account for potential volatility in
market prices.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011.

Moody's modeled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in June 2011. [In addition, due to the low
diversity of the collateral pool, Moody's CDOROMTM was used to
simulate default scenarios then applied as an input in the cash
flow model.

The cash flow model used for this transaction, whose description
can be found in the methodology listed above, is Moody's CDOEdge
model.

In addition to the quantitative factors that are explicitly
modeled, qualitative factors are part of the rating committee
considerations. These qualitative factors include the structural
protections in each transaction, the recent deal performance in
the current market environment, the legal environment, specific
documentation features, the collateral manager's track record,
and the potential for selection bias in the portfolio. All
information available to rating committees, including
macroeconomic forecasts, input from other Moody's analytical
groups, market factors, and judgments regarding the nature and
severity of credit stress on the transactions, may influence the
final rating decision.


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


HIGHLANDER CLO: Moody's Upgrades Rating on Class E Notes to 'Ba3'
-----------------------------------------------------------------
Moody's Investors Service has confirmed and upgraded the ratings
of these notes issued by Highlander Euro CLO IV B.V

   -- EUR305M Class A Senior Secured Floating Rate Notes due
      2016, Upgraded to Aaa (sf); previously on Jun 22, 2011 Aa3
      (sf) Placed Under Review for Possible Upgrade

   -- EUR22.5M Class B Senior Secured Floating Rate Notes due
      2016, Upgraded to A1 (sf); previously on Jun 22, 2011 Baa2
      (sf) Placed Under Review for Possible Upgrade

   -- EUR17M Class C Senior Secured Deferrable Floating Rate
      Notes due 2016, Upgraded to Baa1 (sf); previously on
      Jun 22, 2011 Ba2 (sf) Placed Under Review for Possible
      Upgrade

   -- US$23.2M Class D Senior Secured Deferrable Floating Rate
      Notes due 2016, Upgraded to Ba1 (sf); previously on Jun 22,
      2011 B3 (sf) Placed Under Review for Possible Upgrade

   -- US$20.1M Class E Senior Secured Deferrable Floating Rate
      Notes due 2016, Upgraded to Ba3 (sf); previously on Jun 22,
      2011 Caa2 (sf) Placed Under Review for Possible Upgrade

RATINGS RATIONALE

Highlander Euro CLO IV B.V issued in June 2008, is a multi
currency Collateralised Loan Obligation ("CLO") backed by a
portfolio of mostly senior secured European loans. The portfolio
is managed by Highland Capital Management Limited and has been in
its amortization period since June 2010.

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011.

The actions reflect key changes to the modelling assumptions,
which incorporate (1) a removal of the temporary 30% default
probability macro stress implemented in February 2009, (2)
increased BET liability stress factors as well as (3) change to a
fixed recovery rate modelling framework. Additional changes to
the modelling assumptions include (1) standardizing the modelling
of collateral amortization profile and (2) changing certain
credit estimate stresses aimed at addressing the lack of forward
looking indicators as well as time lags in receiving information
required for credit estimate updates.

Moody's notes that the class A notes have been paid down by
approximately EUR98.45 million since the rating action in
June 2009. As a result of the deleveraging overcollateralization
ratios have increased. As of the trustee report dated July 2011,
the class A/B, class C, class D and class E overcollateralization
ratio are reported at 139.63%, 129.94%,121.82% and 116.86%
respectively, versus June 2009 levels of 127.22%, 120.92%,115.33%
and 110.89% respectively.

In particular, the Class E overcollateralization ratio has
increased due to the diversion of excess interest to deleverage
the Class E notes in the event of a Class E overcollateralization
test failure. Such interest proceeds has reduced the outstanding
balance of the Class E Notes by US$4.33 million.

Reported WARF has increased from 2442 to 2601 between June 2009
and July 2011. This change in reported WARF overstates the actual
credit quality deterioration because of the technical transition
related to rating factors of European corporate credit estimates,
as announced in the press release published by Moody's on
September 1, 2010.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as the portfolio par amount, WARF,
diversity score, and weighted average recovery rate, may be
different from the trustee's reported numbers. In its base case,
Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of EUR 322.38
million, a weighted average default probability of 30.65%
(consistent with a WARF of 3502), a weighted average recovery
rate upon default of 47.34% for a Aaa liability target rating, a
diversity score of 26 and a weighted average spread of 2.98%. The
default probability is derived from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The average recovery rate to be realized on
future defaults is based primarily on the seniority of the assets
in the collateral pool. For a Aaa liability target rating,
Moody's assumed that 93% of the portfolio exposed to senior
secured corporate assets would recover 50% upon default, while
the remainder non first-lien loan corporate assets would recover
10%. In each case, historical and market performance trends and
collateral manager latitude for trading the collateral are also
relevant factors. These default and recovery properties of the
collateral pool are incorporated in cash flow model analysis
where they are subject to stresses as a function of the target
rating of each CLO liability being reviewed.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy 2) the large
concentration of speculative-grade debt maturing between 2012 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

1) Deleveraging: The main source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will continue and at what pace. Deleveraging may
accelerate due to high prepayment levels in the loan market
and/or collateral sales by the manager, which may have
significant impact on the notes' ratings.

2) Moody's also notes that around 63% of the collateral pool
consists of debt obligations whose credit quality has been
assessed through Moody's credit estimates. Large single exposures
to obligors bearing a credit estimate have been subject to a
stress applicable to concentrated pools as per the report titled
"Updated Approach to the Usage of Credit Estimates in Rated
Transactions" published in October 2009.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011.

Moody's modelled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in June 2011.

The cash flow model used for this transaction, whose description
can be found in the methodology listed above, is Moody's EMEA
Cash-Flow model.

In addition to the quantitative factors that are explicitly
modelled, qualitative factors are part of the rating committee
considerations. These qualitative factors include the structural
protections in each transaction, the recent deal performance in
the current market environment, the legal environment, specific
documentation features, the collateral manager's track record,
and the potential for selection bias in the portfolio. All
information available to rating committees, including
macroeconomic forecasts, input from other Moody's analytical
groups, market factors, and judgments regarding the nature and
severity of credit stress on the transactions, may influence the
final rating decision.


HIGHLANDER EURO: Moody's Lifts Rating on Class D Notes to 'Ba1'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Highlander Euro CDO II

Issuer: Highlander Euro CDO II B.V.

   -- EUR479.5M Class A Primary Senior Secured Floating Rate
      Notes due 2022, Confirmed at Aa1 (sf); previously on
      Jun 22, 2011 Aa1 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR56M Class B Primary Senior Secured Floating Rate Notes
      due 2022, Upgraded to A2 (sf); previously on Jun 22, 2011
      Baa2 (sf) Placed Under Review for Possible Upgrade

   -- EUR42M Class C Primary Senior Secured Deferrable Floating
      Rate Notes due 2022, Upgraded to Baa2 (sf); previously on
      Jun 22, 2011 Ba3 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR28M Class D Primary Senior Secured Deferrable Floating
      Rate Notes due 2022, Upgraded to Ba1 (sf); previously on
      Jun 22, 2011 Caa1 (sf) Placed Under Review for Possible
      Upgrade

Issuer: Highlander Euro CDO II (Cayman) Ltd

   -- EUR3M Class C Secondary Senior Secured Deferrable Floating
      Rate Notes due 2022, Upgraded to Baa2 (sf); previously on
      Jun 22, 2011 Ba3 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR2.5M Class D Secondary Senior Secured Deferrable
      Floating Rate Notes due 2022, Upgraded to Ba1 (sf);
      previously on Jun 22, 2011 Caa1 (sf) Placed Under Review
      for Possible Upgrade

   -- EUR24.5M Class E Secondary Senior Secured Deferrable
      Floating Rate Notes due 2022, Upgraded to Ba3 (sf);
      previously on Jun 22, 2011 Caa3 (sf) Placed Under Review
      for Possible Upgrade

   -- EUR7M Class X Secondary Combination Securities due 2022,
      Upgraded to Ba1 (sf); previously on Jun 22, 2011 B1 (sf)
      Placed Under Review for Possible Upgrade

The ratings of the Combination Note address the repayment of the
Rated Balance on or before the legal final maturity. For Classes
X, the 'Rated Balance' is equal at any time to the principal
amount of the Combination Note on the Issue Date increased by the
Rated Coupon of 0.25% per annum respectively, accrued on the
Rated Balance on the preceding payment date minus the aggregate
of all payments made from the Issue Date to such date, either
through interest or principal payments. The last confirmed Rated
Balance notional for Class X is the December 2009 notional of
EUR5.67 million.

RATINGS RATIONALE

Highlander Euro CDO II issued in December 2006, is a single
currency Collateralised Loan Obligation ("CLO") backed by a
portfolio of mostly senior secured European loans. The
transaction is managed by Highland Capital Management and will be
in reinvestment period until December 26, 2013.

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011.

The actions reflect key changes to the modelling assumptions,
which incorporate (1) a removal of the temporary 30% default
probability macro stress implemented in February 2009, (2)
increased BET liability stress factors as well as (3) change to a
fixed recovery rate modelling framework. Additional changes to
the modelling assumptions include (1) standardizing the modelling
of collateral amortization profile and (2) changing certain
credit estimate stresses aimed at addressing the lack of forward
looking indicators as well as time lags in receiving information
required for credit estimate updates.

The overcollateralization ratios of the rated notes have remained
relatively unchanged since the rating action in December 2009.
The class A/B, class C, class D and class E overcollateralization
ratios are reported at 123.69%, 114.69%, 109.39% and 105.14%
respectively, versus October 2009 levels of 123.79%, 114.79%,
109.48% and 105.22%, respectively. All related
overcollateralization tests are currently in compliance.

Reported WARF has only marginally decreased from 2452 to 2418
between October 2009 and August 2011.

However, the reported WARF understates the actual improvement in
credit quality because of the technical transition related to
rating factors of European corporate credit estimates, as
announced in the press release published by Moody's on
September 1, 2010.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as the portfolio par amount, WARF,
diversity score, and weighted average recovery rate, may be
different from the trustee's reported numbers. In its base case,
Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of EUR 673 million,
defaulted par of EUR 1.2 million, a weighted average default
probability of 24.21% (consistent with a WARF of 2904), a
weighted average recovery rate upon default of 47.38% for a Aaa
liability target rating, a diversity score of 32 and a weighted
average spread of 2.85%. The default probability is derived from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average
recovery rate to be realized on future defaults is based
primarily on the seniority of the assets in the collateral pool.
For a Aaa liability target rating, Moody's assumed that 91% of
the portfolio exposed to senior secured corporate assets would
recover 50% upon default, while 5.5% exposed to non first-lien
loan corporate assets would recover 10%. In each case, historical
and market performance trends and collateral manager latitude for
trading the collateral are also relevant factors. These default
and recovery properties of the collateral pool are incorporated
in cash flow model analysis where they are subject to stresses as
a function of the target rating of each CLO liability being
reviewed.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy 2) the large
concentration of speculative-grade debt maturing between 2012 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

1) Moody's also notes that around 42% of the collateral pool
consists of debt obligations whose credit quality has been
assessed through Moody's credit estimates. Large single exposures
to obligors bearing a credit estimate have been subject to a
stress applicable to concentrated pools as per the report titled
"Updated Approach to the Usage of Credit Estimates in Rated
Transactions" published in October 2009.

2) Recovery of defaulted assets: Market value fluctuations in
defaulted assets reported by the trustee and those assumed to be
defaulted by Moody's may create volatility in the deal's
overcollateralization levels. Further, the timing of recoveries
and the manager's decision to work out versus sell defaulted
assets create additional uncertainties.

3) Weighted average life: The notes' ratings are sensitive to the
weighted average life assumption of the portfolio, which may be
extended due to the manager's decision to reinvest into new issue
loans or other loans with longer maturities and/or participate in
amend-to-extend offerings.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011.

Moody's modelled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in June 2011.

The cash flow model used for this transaction, whose description
can be found in the methodology listed above, is Moody's EMEA
Cash-Flow model.

In addition to the quantitative factors that are explicitly
modelled, qualitative factors are part of the rating committee
considerations. These qualitative factors include the structural
protections in each transaction, the recent deal performance in
the current market environment, the legal environment, specific
documentation features, the collateral manager's track record,
and the potential for selection bias in the portfolio. All
information available to rating committees, including
macroeconomic forecasts, input from other Moody's analytical
groups, market factors, and judgments regarding the nature and
severity of credit stress on the transactions, may influence the
final rating decision.


JUBILEE CDO: Moody's Upgrades Rating on Class E Notes to 'Caa1'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Jubilee CDO VI:

   -- EUR21M Class D Senior Secured Deferrable Floating Rate
      Notes due 2022, Upgraded to B1 (sf); previously on
      Jun 22, 2011 B2 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR17M Class E Senior Secured Deferrable Floating Rate
      Notes due 2022, Upgraded to Caa1 (sf); previously on
      Jun 22, 2011 Caa3 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR3.15M Class Q Combination Notes due 2022, Upgraded to
      Ba3 (sf); previously on Jun 22, 2011 B2 (sf) Placed Under
      Review for Possible Upgrade

   -- EUR6M Class S Combination Notes due 2022, Upgraded to Baa3
      (sf); previously on Jun 22, 2011 Ba2 (sf) Placed Under
      Review for Possible Upgrade

Moody's also has confirmed the ratings of the following notes
issued by Jubilee CDO VI:

   -- EUR25M Class A1-b Senior Secured Floating Rate Notes due
      2022, Confirmed at Aa3 (sf); previously on Jun 22, 2011 Aa3
      (sf) Placed Under Review for Possible Upgrade

   -- EUR12.5M Class A2-b Senior Secured Floating Rate Notes due
      2022, Confirmed at Aa3 (sf); previously on Jun 22, 2011 Aa3
      (sf) Placed Under Review for Possible Upgrade

   -- EUR13M Class A3 Senior Secured Floating Rate Notes due
      2022, Confirmed at Aa1 (sf); previously on Jun 22, 2011
      Aa1 (sf) Placed Under Review for Possible Upgrade

   -- EUR32M Class B Senior Secured Floating Rate Notes due 2022,
      Confirmed at Baa1 (sf); previously on Jun 22, 2011
      Baa1 (sf) Placed Under Review for Possible Upgrade

   -- EUR27M Class C Senior Secured Deferrable Floating Rate
      Notes due 2022, Confirmed at Ba1 (sf); previously on
      Jun 22, 2011 Ba1 (sf) Placed Under Review for Possible
      Upgrade

The ratings of the Combination Notes address the repayment of the
Rated Balance on or before the legal final maturity. For Classes
S, the 'Rated Balance' is equal at any time to the principal
amount of the Combination Note on the Issue Date increased by the
Rated Coupon of 0.25% per annum respectively, accrued on the
Rated Balance on the preceding payment date minus the aggregate
of all payments made from the Issue Date to such date, either
through interest or principal payments. For Class Q, the 'Rated
Balance' is equal at any time to the principal amount of the
Combination Note on the Issue Date minus the aggregate of all
payments made from the Issue Date to such date, either through
interest or principal payments. The Rated Balance may not
necessarily correspond to the outstanding notional amount
reported by the trustee.

The rating of Class R has been withdrawn as the notes have been
split back to its component notes.

RATINGS RATIONALE

Jubilee CDO VI, issued in August 2006, is a single currency
Collateralised Loan Obligation ("CLO") backed by a portfolio of
mostly high yield European loans. The portfolio is managed by
Alcentra Ltd. This transaction will be in reinvestment period
until September 20, 2012. It is predominantly composed of senior
secured loans.

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011.

The actions reflect key changes to the modeling assumptions,
which incorporate (1) a removal of the temporary 30% default
probability macro stress implemented in February 2009, (2)
increased BET liability stress factors as well as (3) change to a
fixed recovery rate modeling framework. Additional changes to the
modeling assumptions include changing certain credit estimate
stresses aimed at addressing the lack of forward looking
indicators as well as time lags in receiving information required
for credit estimate updates.

The overcollateralization ratios of the rated notes have improved
since the rating action in December 2009. The Class A/B, Class C.
Class D and Class E overcollateralization ratios are reported at
130.95%, 119.97%, 112.63% and 107.31%, respectively, versus
October 2009 levels of 128.42%, 117.65%, 110.45% and 105.23%,
respectively, and all related overcollateralization tests are
currently in compliance.

Reported WARF has increased from 2799 to 3008 between October
2009 and August 2011. However, this reported WARF overstates the
actual deterioration in credit quality because of the technical
transition related to rating factors of European corporate credit
estimates, as announced in the press release published by Moody's
on September 1, 2010. Additionally, defaulted securities total
about EUR 2.4 million of the underlying portfolio compared to
EUR7.3 million in October 2009.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as the portfolio par amount, WARF,
diversity score, and weighted average recovery rate, may be
different from the trustee's reported numbers. In its base case,
Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of EUR393 million,
defaulted par of EUR2.4 million, a weighted average default
probability of 25.78% (consistent with a WARF of 3316), a
weighted average recovery rate upon default of 41.41% for a Aaa
liability target rating, a diversity score of 33 and a weighted
average spread of 3.0%. The default probability is derived from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average
recovery rate to be realized on future defaults is based
primarily on the seniority of the assets in the collateral pool.
For a Aaa liability target rating, Moody's assumed that 78% of
the portfolio exposed to senior secured corporate assets would
recover 50% upon default, while the remainder non first-lien loan
corporate assets would recover 10%. Because approximately 8% of
non first lien loans assets in the portfolio are second-lien
loans, Moody's also considered a scenario with a slightly higher
weighted average recovery rate assuming that the second-lien
loans would recover 25% upon default instead of 10%. In each
case, historical and market performance trends and collateral
manager latitude for trading the collateral are also relevant
factors. These default and recovery properties of the collateral
pool are incorporated in cash flow model analysis where they are
subject to stresses as a function of the target rating of each
CLO liability being reviewed.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and] 2) the large
concentration of speculative-grade debt maturing between 2012 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

1) Moody's also notes that around 59% of the collateral pool
consists of debt obligations whose credit quality has been
assessed through Moody's credit estimates. Large single exposures
to obligors bearing a credit estimate have been subject to a
stress applicable to concentrated pools as per the report titled
"Updated Approach to the Usage of Credit Estimates in Rated
Transactions" published in October 2009.

2) Recovery of defaulted assets: Market value fluctuations in
defaulted assets reported by the trustee and those assumed to be
defaulted by Moody's may create volatility in the deal's
overcollateralization levels. Further, the timing of recoveries
and the manager's decision to work out versus sell defaulted
assets create additional uncertainties. Moody's analyzed
defaulted recoveries assuming the lower of the market price and
the recovery rate in order to account for potential volatility in
market prices.

3) Weighted average life: The notes' ratings are sensitive to the
weighted average life assumption of the portfolio, which may be
extended due to the manager's decision to reinvest into new issue
loans or other loans with longer maturities and/or participate in
amend-to-extend offerings.

4) Other collateral quality metrics: The deal is allowed to
reinvest and the manager has the ability to deteriorate the
collateral quality metrics' existing cushions against the
covenant levels. Moody's analyzed the impact of assuming lower of
reported and covenanted values for weighted average rating factor
and weighted average spread. However, as part of the base case,
Moody's considered spread level higher than the covenant levels
due to the large difference between the reported and covenant
levels.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011. Please see the Credit Policy page on www.moodys.com
for a copy of this methodology.

Moody's modeled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in June 2011.

The cash flow model used for this transaction, whose description
can be found in the methodology listed above, is Moody's CDOEdge
model.

In addition to the quantitative factors that are explicitly
modeled, qualitative factors are part of the rating committee
considerations. These qualitative factors include the structural
protections in each transaction, the recent deal performance in
the current market environment, the legal environment, specific
documentation features, the collateral manager's track record,
and the potential for selection bias in the portfolio. All
information available to rating committees, including
macroeconomic forecasts, input from other Moody's analytical
groups, market factors, and judgments regarding the nature and
severity of credit stress on the transactions, may influence the
final rating decision.


OPERA FINANCE: S&P Cuts Ratings on Three Note Classes to 'CCC-'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
Opera Finance (Uni-Invest) B.V.'s class A, B, and C notes. "At
the same time, we affirmed the rating on the class D notes," S&P
said.

"We last took rating action on March 17, 2011 (see 'Ratings
Lowered On All Notes In Dutch CMBS Transaction Opera Finance
(Uni-Invest)'), when we lowered the ratings to reflect our view
that the notes are not likely to repay on or before the note
maturity date on Feb. 15, 2012," S&P said.

S&P has taken its rating action in the context of increased
credit risk since then:

    The time to legal final maturity, which is now less than six
    months away;

    The reported loan-to-value (LTV) ratio, which has increased;

    The current status of the servicer's workout;

    Suspended asset sales since February 2011; and

    "A further decline in property investment activity in the
    Dutch market since our previous rating action," S&P said.

Opera Finance (Uni-Invest) is a single-loan transaction secured
by office, retail, industrial, and residential properties
throughout the Netherlands. "The LTV ratio is 94.5%, up from 73%
when we last took rating action, based on values calculated by CB
Richard Ellis Ltd. (CBRE) in 2011," S&P related.

The loan matured in February 2010 when it was transferred into
special servicing, and it was in standstill until February 2011.
Eurohypo AG is the special servicer, and has the right to enforce
the loan and sell the properties that secure the loan.

"This is a large loan, being in the top 30 by loan size out of
600 loans backing the European commercial mortgage-backed
securities (CMBS) transactions we rate (excluding nonperforming
loan transactions, small loan transactions, and commercial real
estate collateralized debt obligations [CRE CDOs])," S&P stated.

"This is also a large pool of assets, and there were 207
properties securing the loan when we last took rating action in
March 2011. Only four assets have been sold since then, and the
current loan balance is GBP609.2 million (against GBP612.9
million in March 2011). Most assets are average or below-average
quality, in our view, and only two properties account for more
than EUR20 million in value (5% of the remaining property pool) -
- so there is little value concentration and little scope for any
windfall recovery amounts," S&P related.

"The special servicer has decided to auction the entire
portfolio, rather than selling the assets one by one. It is in
the early stages of what could be a lengthy auction process. Some
buyer interest has been reported so far. However, even if a buyer
is found for the assets, we consider that the time to note
maturity will likely be too short to conclude a sale, especially
with the due diligence that will be required for such a large
number of assets. In addition, we do not know if the confidential
bids made by interested parties are close to the current note
balance," S&P related.

"Demand for Dutch real estate assets is reported to have declined
since our previous rating action, due to German funds being less
active in the Dutch market and general investor concerns over
higher vacancy, as reported by CBRE. In CBRE's view, the outlook
is that the market will be dominated by domestic investors and
smaller transactions. This is likely to exacerbate the
difficulties the special servicer may face," S&P said.

"In view of these factors, as well as the short time left to note
maturity, we believe the likelihood that the issuer will not meet
its obligations under the notes at note maturity has increased
further since our previous rating action in March 2011. We have
therefore lowered to 'CCC- (sf)' our ratings on the class A, B,
and C notes, and have affirmed the 'CCC- (sf)' rating on class D.
If the notes are not fully repaid at legal final maturity in
February 2012, we would lower our ratings on all classes to 'D
(sf)'," S&P said.

"Lastly, we note that the current order of the priority of
payments among the noteholders is on a pro rata basis. However,
based on our understanding of the transaction documents, if there
is a default at legal final maturity in February 2012, the order
of the priority of payments will switch to sequential. In such a
scenario, the senior noteholders would receive principal payments
first, at the expense of the junior noteholders," S&P related.

Ratings List

Class             Rating
           To                From

Opera Finance (Uni-Invest) B.V.
GBP1,008.9 Million Commercial Mortgage-Backed Floating-Rate Notes

Ratings Lowered

A          CCC- (sf)         B (sf)
B          CCC- (sf)         B- (sf)
C          CCC- (sf)         CCC (sf)

Rating Affirmed

D          CCC- (sf)


SILVER BIRCH: Moody's Upgrades Rating of Class D Notes to 'B1'
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Silver Birch CLO I B.V.:

   -- EUR205.5M Class A Senior Secured Floating Rate Notes due
      2020, Upgraded to Aaa (sf); previously on Jun 22, 2011 Aa1
      (sf) Placed Under Review for Possible Upgrade

   -- EUR18M Class B Senior Secured Floating Rate Notes due 2020,
      Upgraded to Aa2 (sf); previously on Jun 22, 2011 A2 (sf)
      Placed Under Review for Possible Upgrade

   -- EUR21M Class C Senior Secured Deferrable Floating Rate
      Notes due 2020, Upgraded to Baa1 (sf); previously on
      Jun 22, 2011 Ba1 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR18M Class D Senior Secured Deferrable Floating Rate
      Notes due 2020, Upgraded to B1 (sf); previously on
      Jun 22, 2011 Caa1 (sf) Placed Under Review for Possible
      Upgrade

   -- EUR7.5M Class E Senior Secured Deferrable Floating Rate
      Notes due 2020, Confirmed at Caa3 (sf); previously on
      Jun 22, 2011 Caa3 (sf) Placed Under Review for Possible
      Upgrade

RATINGS RATIONALE

Silver Birch CLO I B.V., issued in June 2005, is a single
currency Collateralised Loan Obligation ("CLO") backed by a
portfolio of mostly European senior secured loans. The
reinvestment period for Silver Birch ended in August 2010.

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The actions also reflect
consideration of an increase in the transaction's
overcollateralization ratios due to deleveraging of the senior
notes since the rating action in Nov 2010.

The actions reflect key changes to the modelling assumptions,
which incorporate (1) a removal of the temporary 30% default
probability macro stress implemented in February 2009, (2)
increased BET liability stress factors as well as (3) change to a
fixed recovery rate modelling framework. Additional changes to
the modelling assumptions include changing certain credit
estimate stresses aimed at addressing the lack of forward looking
indicators as well as time lags in receiving information required
for credit estimate updates.

Moody's notes that the Class A notes have been paid down by
approximately 46% or EUR 94.2 million since the rating action in
Nov 2010. As a result of the deleveraging, the
overcollateralization ratios have increased since the rating
action in Nov 2010. As of the latest trustee report dated
August 31, 2011, the Class A/B and Class C overcollateralization
ratios are reported at 139.43% and 119.72%, respectively, versus
Nov 2010 levels of 122.01% and 111.46%, respectively. All related
overcollateralization tests are currently in compliance.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as the portfolio par amount, WARF,
diversity score, and weighted average recovery rate, may be
different from the trustee's reported numbers. In its base case,
Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of EUR184.8
million, defaulted par of EUR8.7 million, a weighted average
default probability of 22.28% (consistent with a WARF of 3335), a
weighted average recovery rate upon default of 46.92%for a Aaa
liability target rating, a diversity score of 20 and a weighted
average spread of 3.09%. The default probability is derived from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average
recovery rate to be realized on future defaults is based
primarily on the seniority of the assets in the collateral pool.
For a Aaa liability target rating, Moody's assumed that 92.29% of
the portfolio exposed to senior secured corporate assets would
recover 50% upon default, while the remainder non first-lien loan
corporate assets would recover 10%. In each case, historical and
market performance trends and collateral manager latitude for
trading the collateral are also relevant factors. These default
and recovery properties of the collateral pool are incorporated
in cash flow model analysis where they are subject to stresses as
a function of the target rating of each CLO liability being
reviewed.

The underlying collateral pool in this transaction exhibits a low
level of diversity. In order to capture the potential impact
resulting from asset heterogeneity within the pool, Moody's
supplemented its BET analysis by using CDOROMTM in order to
simulate default scenarios. Those default scenarios have then
been applied as an input in the cash flow model.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2012 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

1) Moody's also notes that 54% of the collateral pool consists of
debt obligations whose credit quality has been assessed through
Moody's credit estimates. Large single exposures to obligors
bearing a credit estimate have been subject to a stress
applicable to concentrated pools as per the report titled
"Updated Approach to the Usage of Credit Estimates in Rated
Transactions" published in October 2009.

2) Deleveraging: The main source of uncertainty in this
transaction is whether delevering from unscheduled principal
proceeds will continue and at what pace. Deleveraging may
accelerate due to high prepayment levels in the loan market
and/or collateral sales by the manager, which may have
significant impact on the notes' ratings.

3) Recovery of defaulted assets: Market value fluctuations in
defaulted assets reported by the trustee and those assumed to be
defaulted by Moody's may create volatility in the deal's
overcollateralization levels. Further, the timing of recoveries
and the manager's decision to work out versus sell defaulted
assets create additional uncertainties. Moody's analyzed
defaulted recoveries assuming the lower of the market price and
the recovery rate in order to account for potential volatility in
market prices.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011.

Moody's modelled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in June 2011.

The cash flow model used for this transaction, whose description
can be found in the methodology listed above, is Moody's EMEA
Cash-Flow model.

In addition to the quantitative factors that are explicitly
modelled, qualitative factors are part of the rating committee
considerations. These qualitative factors include the structural
protections in each transaction, the recent deal performance in
the current market environment, the legal environment, specific
documentation features, the collateral manager's track record,
and the potential for selection bias in the portfolio. All
information available to rating committees, including
macroeconomic forecasts, input from other Moody's analytical
groups, market factors, and judgments regarding the nature and
severity of credit stress on the transactions, may influence the
final rating decision.


===========
N O R W A Y
===========


HUNSFOS FABRIKKER: To File for Bankruptcy; Ceases Operations
------------------------------------------------------------
EUWID reports that Hunsfos Fabrikker AS is going to file for
bankruptcy.

According to EUWID, one month after the company had initiated
debt restructuring proceedings with the supervision of the court
of Kristiansand on August 23, the creditor's committee decided to
discontinue operations with immediate effect.  Since no guarantee
for a restart of production is given, all employees have been
given notice, EUWID says.

EUWID relates that Hunsfos Fabrikker had been ailing due to high
raw material and energy prices and due to the strength of the
Norwegian Kroner.

In August, the company's management had still been optimistic
about the debt restructuring, but according to CEO Mark Gooseman,
support from the customers has been insufficient and has not met
the management's and the creditors commitee's requirements, EUWID
reports.

Founded in 1886 and based in Vennesla, Norway, Hunsfos Fabrikker
AS manufactures Machine Glazed (MG) Papers and other paper
products in Europe. It offers fine paper, sulphite packaging
paper, and wallpapers.  Hunsfos Fabrikker AS operates as a
subsidiary of Bavaria Industriekapital AG.


===============
P O R T U G A L
===============


CARAVELA SME: Moody's Confirms Rating on E Notes at 'B1'
--------------------------------------------------------
Moody's Investors Service has confirmed the ratings of the notes
issued by Caravela SME No.1 Limited (Caravela SME 1), a
Portuguese small and medium-sized enterprise asset-backed
securities (SME ABS) originated by Banco Comercial Portugues,
S.A. (BCP). Moody's had downgraded the ratings of these notes and
maintained them on review for downgrade on June 29, 2011 due to
revised expectations for the portfolio performance and increasing
counterparty risks resulting from numerous structural linkages
with BCP (rated Ba1 on review for downgrade).

RATINGS RATIONALE

The rating confirmation mainly reflects: (1) the recent
transaction amendments designed to reduce operational risks and
increase credit enhancement and (2) the implementation of trigger
breach remedies provided in the transaction documents to reduce
counterparty exposures. In addition, Moody's has revised its
expectation for the portfolio performance and exposure to
commingling risk, following changes in the portfolio composition.

Moody's believes that the linkage between the ratings of BCP and
those of the transaction has reduced through the implementation
of trigger breach remedies and restructuring amendments. As the
transaction now benefits from an independent transaction manager
and high credit enhancement (defined as 40-45% for SME ABS), in
addition to sufficient liquidity, it is consistent with a maximum
rating of A3 (sf) under Moody's criteria for Portuguese ABS
transactions, as most recently discussed in the press release
"Moody's downgrades Portuguese ABS and RMBS structured finance
transactions", published on 15 July 2011.

The changes in the portfolio composition that result from the
early amortization and partial replenishment under the
transaction restructuring were overall neutral for the
transaction ratings. The decrease in the proportion of short-term
commercial papers as a result of the restructuring, combined with
the transfer of the fund account bank recently implemented as a
result of a trigger breach (see details below) have reduced the
commingling exposure. At the same time, the change in the
portfolio composition has resulted in a marginal increase in the
transaction default probability.

-- Transaction restructuring to reduce operational risks and
   increase credit enhancement

The issuer restructured the transaction and replaced BCP in its
role as transaction manager with Deutsche Bank (Aa3/P-1) on 20th
September. The transaction manager is the entity responsible to
make payments to the issuers creditors, including noteholders on
behalf of the issuer. In addition, the credit enhancement for
class A notes has increased to 40% on the latest payment date on
20th September by using around EUR 810 million collection amount
to amortize the class A notes instead of replenishing the
portfolio.

-- Implementation of trigger breach remedies to reduce the
   counterparty risk

BCP has various roles in this transaction, including originator,
servicer, swap counterparty and collection account bank. Since
the rating downgrade of BCP to A3/P-2 on July 14, 2010, BCP has
been below the required rating for eligibility as fund account
bank and swap counterparty. The issuer appointed Banco Santander
S.A. (Aa2/P-1) as fund account bank on September 20. According to
the swap agreement, BCP is required to continue posting
collateral until a replacement or guarantor is in place. Based on
the provided information, Moody's understands that BCP has been
posting collateral on a weekly basis and it will be shortly
replacing itself as swap counterparty with a highly rated
counterparty, on swap terms broadly similar to the current ones.

The issuer has also entered into a contingent liquidity facility
agreement with BCP on September 20, 2011 as a result of the
contingent liquidity event due to the loss its P-1 rating by BCP
on July 14, 2010. The commitment provided by BCP is EUR3.4
million (representing 0.2% of the current outstanding notes) and
it has been drawn on the execution date.

The issuer has entered into a subordinated loan agreement with
BCP on 20th September and opened a set-off reserve account to
cover for the set-off exposure that it has calculated to comply
with the transaction the documentation, following the contingent
set-off event triggered when BCP lost its Prime-2 rating on
April 6, 2011. The initial set-off reserve amount is EUR40
million (1.8% of the current outstanding notes).

-- Revised expectations for the portfolio performance

As part of its rating review, Moody's has used the "top-down"
approach to derive the default-rate assumption, whereby an
average through-the-cycle rating for Portuguese SMEs is
determined and the rating is then adjusted on a loan-by-loan
basis by considering various factors, including the borrower
sector, repayment profile and the broader economic environment.
In addition, Moody's reassessed the risk associated with
portfolio quality changes after the repayment of short-term
commercial papers.

As a result, Moody's has increased its cumulative mean default
assumption to 15% from 13.3% of the current portfolio balance,
corresponding to an average rating proxy of B2 for the portfolio,
under the revised remaining weighted-average life assumption of
3.4 years. Given the high borrower concentrations in the
portfolio, Moody's used a Monte Carlo simulation in CDOROM to
derive the gross default distribution. Moody's assumptions for
the average recovery rate and constant prepayment rate (CPR)
remain unchanged at 30% and 10%, respectively.

The considerations on operational risk described in this press
release complement the methodologies used to rate this
transactions.

The methodologies used in this rating were Moody's Approach to
Rating CDOs of SMEs in Europe published in February 2007,
Refining the ABS SME Approach: Moody's Probability of Default
assumptions in the rating analysis of granular Small and Mid-
sized Enterprise portfolios in EMEA published in March 2009 and
Moody's Approach to Rating Granular SME Transactions in Europe,
Middle East and Africa published in June 2007.

Other factors used in this rating are described in "Global
Structured Finance Operational Risk Guidelines: Moody's Approach
to Analyzing Performance Disruption Risk", published in June
2011.

Moody's uses its excel-based cash flow model, Moody's ABSROM(TM),
as part of its quantitative analysis of the transaction.

Moody's ratings address the expected loss posed to investors by
the legal final maturity of the notes. Moody's ratings address
only the credit risks associated with the transaction.

Other, non-credit risks have not been addressed but may have a
significant effect on yield to investors.

LIST OF SECURITIES AFFECTED

Issuer: Caravela SME No.1 Limited

   -- EUR2184M A Notes, Confirmed at A3 (sf); previously on Jun
      29, 2011 Downgraded to A3 (sf) and Remained On Review for
      Possible Downgrade

   -- EUR52.5M B Notes, Confirmed at Baa2 (sf); previously on Jun
      29, 2011 Downgraded to Baa2 (sf) and Remained On Review for
      Possible Downgrade

   -- EUR172.5M C Notes, Confirmed at Baa3 (sf); previously on
      Jun 29, 2011 Downgraded to Baa3 (sf) and Remained On Review
      for Possible Downgrade

   -- EUR105M D Notes, Confirmed at Ba1 (sf); previously on Jun
      29, 2011 Downgraded to Ba1 (sf) and Remained On Review for
      Possible Downgrade

   -- EUR193.5M E Notes, Confirmed at B1 (sf); previously on Jun
      29, 2011 Downgraded to B1 (sf) and Remained On Review for
      Possible Downgrade

The date on which some Credit Ratings were first released goes
back to a time before Moody's Investors Service's Credit Ratings
were fully digitized and accurate data may not be available.
Consequently, Moody's Investors Service provides a date that it
believes is the most reliable and accurate based on the
information that is available to it.


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


TDA CCM: Moody's Ups Rating on Class C Notes to 'Aa2' From 'Ba3'
----------------------------------------------------------------
Moody's Investors Service has upgraded the class C notes issued
by TDA CCM EMPRESAS 1, Fondo de Titulizacion de Activos (TDA CCM
EMPRESAS 1), Spanish SME ABS to Aa2(sf), on review for downgrade,
from Ba3(sf).

RATINGS RATIONALE

The upgrade reflects the fact that the class C notes, which are
the only ones still outstanding in the transaction, are fully
collateralized by cash, which is deposited on two accounts held
at Instituto de Credito Oficial (ICO, Aa2/P-1, on review for
possible downgrade). According to the July 2011 investor report,
the amounts available to repay the notes include principal and
interests collected of EUR9 million (held on the collection
Account held at ICO) and the reserve fund amount of EUR71.9
million (held on the deposit account held at ICO). As of
July 2011, the Class C notes balance represented EUR66.5 million.

The notes are also backed by a portfolio of SME loans of poor
credit quality. Notwithstanding the poor performance of the
securitized pool, the rated notes can be ultimately redeemed in
full by the cash available on the two accounts. As a result,
Moody's rating of the class C notes is now directly linked to the
rating of the entity where the reserve fund is deposited.
Therefore the conclusion of Moody's rating review for this
transaction will reflect the conclusion of its rating review for
ICO.

-- Reserve fund

As of July 2011, the reserve fund represented EUR71.9 million and
is deposited at ICO. The transaction documents contemplates that
upon the loss of its short-term rating of Prime-1 by the account
holder, it would need to be replaced by a Prime-1 rated bank.
This trigger has already been breached since the closing of the
transaction and the account holder was effectively transferred
from Caja Madrid (now part of Bankia Baa2/P-2) to ICO on 3 May
2011.

The reserve can contractually amortize down to a floor of Euro 55
million provided that on the previous payment date, the reserve
fund was fully funded, and that delinquencies in excess of 90
days do not exceed 2% of the outstanding loans balance. Moody's
considers that these conditions are very unlikely to be met given
the poor performance of the pool. However, if the reserve fund
were to amortize, Moody's believes that this would happen at a
time when the balance of the Class C notes had reduced to a level
close to or below the amortization floor of the reserve fund, and
the full cash collateralization of the Class C notes would
therefore be maintained.

-- Performance

Historically, this transaction has performed substantially worse
than Moody's Spanish SME delinquency index ("Spanish SME June
2011 Indices", published August 2011). As of June 2011, 90- to
360-day delinquencies represented 6.15% of the current pool
balance, compared with an index average of 2.35%. As of July
2011, cumulative write offs stood at 11.7% of the original pool
balance. Adding the cumulative amounts of loans in the 90-120
days delinquency buckets, Moody's finds a cumulative 90 days
delinquency proxy amounting to 24.6% of the original pool
balance. This compares to an initial default assumption of 21.0%,
while the pool factor is at 17% of the original balance. Given
that the portfolio has a seasoning of 2.5years, this implies a
pool quality of Caa1 to date.

In addition, the portfolio is highly concentrated, with the
largest borrower contributing 12.6% of the portfolio outstanding
balance, and the largest 5 and largest 10 borrowers contributing
30.4% and 38.1%, respectively.

-- TRANSACTION

TDA CCM EMPRESAS 1 is a securitization of loans granted to
Spanish SMEs originated by CCM, now part of Liberbank (Baa1/P-2).
In July 2011, the portfolio comprised 1,155 borrowers. Most of
the loans were originated between 2006 and 2008. The portfolio is
essentially exposed to the regions of Castilla la Mancha and
Madrid.

RATINGS LIST

Issuer: TDA CCM EMPRESAS 1, Fondo de Titulizacion de Activos

   -- EUR100M C Notes, Upgraded to Aa2 (sf) and Placed Under
      Review for Possible Downgrade; previously on Dec 22, 2008
      Definitive Rating Assigned Ba3 (sf)

The methodologies used in this rating were "Moody's Approach to
Rating CDOs of SMEs in Europe," published in February 2007,
"Refining the ABS SME Approach: Moody's Probability of Default
assumptions in the rating analysis of granular Small and Mid-
sized Enterprise portfolios in EMEA," published in March 2009,
and "Moody's Approach to Rating Granular SME Transactions in
Europe, Middle East and Africa," published in June 2007. Please
see the Credit Policy page on www.moodys.com for a copy of these
methodologies.


* MADEIRA REGION: Moody's Cuts Long-Term Issuer Rating to 'B3'
--------------------------------------------------------------
Moody's Investors Service has downgraded the long-term issuer
rating of the region of Madeira to B3 from B1 following concerns
over the region's poor governance and management as well as its
weak budget execution. The rating action concludes a review for
possible downgrade commenced on July 7. The rating remains on
review for further possible downgrade.

RATINGS RATIONALE

The downgrade reflects Moody's concerns over the region's poor
governance and management as well as its weak budget execution,
which were heightened by the Ministry of Finance's publication of
a press release revealing "grave irregularities" in the region's
budget reporting. Madeira has failed to report around EUR1.2
billion (approximately 130% of the region's annual revenue) in
commercial liabilities over the last few years. This adds to the
EUR568 million (around 65% of the region's revenue) to be
recorded in the regional deficit and debt for H1 2011, which was
already announced in early September by the Portuguese Finance
Minister.

Given the magnitude of the amounts disclosed, Moody's believes
that Madeira will continue experiencing budget pressure for some
time, as absorbing those liabilities into its budgets is likely
to take several years. When including these unfunded liabilities
in the region's debt metrics -- as these obligations will most
likely have to be funded through the recourse to financial debt
-- Madeira's net direct and indirect debt stock would soar to
more than five times its revenue by the end of 2011. This
represents a substantial increase from the already high debt
ratio of roughly 380% of revenue recorded at the end of 2009
driven mainly by the significant debt of regional companies.
Moreover, Moody's notes that the region's high funding
requirements will prove difficult to fund via bonds or even long-
term loans at an affordable cost, should the current market
sentiment towards Portuguese issuers be further protracted,
therefore rendering essential the central government's support in
resolving this matter.

FACTORS TO BE CONSIDERED IN THE REVIEW

Moody's understands that Madeira has solicited the collaboration
of the central government to develop a restructuring plan. The
central government is currently scrutinizing the region's
finances and over the next few weeks, a clearer picture of the
regional accounts and that of its related companies will emerge.
Thereafter, the central government is expected to propose
concrete measures to redress the financial position of the
region, including a timetable for it to repay its newly disclosed
commercial obligations.

Moody's review will focus on the content of this package. Moody's
will examine the measures to be applied in order to rein in costs
and bolster revenue (such as the suspension of investment
programs, scope and scale of potential tax hikes) in order to
assess the implementation risks in the context of the region's
track record of poor fiscal discipline. The timeframe of this
rebalancing plan and the involvement of the central government in
its realization will also be critical to Moody's analysis.

WHAT COULD CHANGE THE RATING UP/DOWN

Following the review described above, Moody's could downgrade
Madeira's ratings further if its analysis indicates an
unrealistic plan to redress its fiscal and debt challenges.

Stabilization of the outlook or an upgrade of the rating would
require the region's financial pressures to ease substantially;
this would occur if the central government were to take a more
direct and effective role in assisting the region to address its
fiscal and debt challenges.

METHODOLOGY

The methodologies used in this rating were Regional and Local
Governments Outside the US published in May 2008, and The
Application of Joint-Default Analysis to Regional and Local
Governments published in December 2008.


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


PETROPLUS HOLDINGS: S&P Lowers Corporate Credit Rating to 'B'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on Switzerland-based refiner Petroplus
Holdings AG to 'B' from 'B+'. The outlook is stable.

"We have lowered our senior unsecured debt rating on notes
totalling US$1.6 billion and a US$150 million convertible bond
issued by Petroplus Finance Ltd. (Bermuda), a group finance
subsidiary, to 'B-' from 'B'. The recovery ratings of '5' on all
instruments remain unchanged," S&P said.

"The rating action reflects the poor market conditions for
European refiners and our concerns about Petroplus' medium-term
potential to generate meaningful free operating cash flow (FOCF)
and the group's less than adequate liquidity. It follows a weak
operating performance in the first half of 2011, and reflects
credit metrics that are not consistent with the previous 'B+'
rating," S&P related.

Petroplus posted adjusted clean EBITDA of only US$175 million
(adjusted for inventory impact) in the first six months of 2011.
"In our view profitability and cash flows ratios were extremely
weak in the period. This was largely a result of depressed
refining margins and low utilization rates following planned
turnarounds and unplanned refinery maintenance. While FOCF in the
second quarter was supported by high working capital inflow, we
are concerned about future FOCF generation. Because of high,
mostly non-deferrable, capital spending of $300 million, we
believe the group will find it difficult to demonstrate any
structural improvement in the current environment. In the first
six months of 2011, we estimate that debt to EBITDA was above 6x
and funds from operations (FFO) to debt was about 7.5%. We
understand that utilization rates were particularly low due to
maintenance in the fist half of 2011, and consequently expect a
degree of recovery in EBITDA in the second half of 2011. While we
think margins may improve somewhat, we do not anticipate any
major improvement in industry conditions," S&P stated.

"For 2011, our base-case credit scenario assumes EBITDA of US$400
million-US$450 million. This is based on higher utilization rates
in the second half of the year and a gradual improvement in crack
spreads. FOCF is likely to be negative, and we do not rule out
further covenant breaches. We now expect near-term FFO to debt of
about 10% and debt to EBITDA at or above 5x. On June 30, 2011,
adjusted debt stood at $2.2 billion (after our standard
adjustments for operating leases, pensions, and trade receivables
sold)," S&P stated.

The ratings continue to reflect Petroplus' exposure to the highly
competitive northwest European refining environment, the current
deep cyclical downturn, the group's below-average profitability,
and its currently very weak credit metrics. Factors supporting
the ratings include the group's experienced management team and
related management actions -- such as cost cutting initiative and
the group's favorable debt maturity profile; the first major
debt maturities do not occur until 2014.

"The stable outlook reflects a degree of flexibility provided by
the group's long-ended debt maturity profile, with the first
large maturity in 2014. That said, we expect Petroplus' profits
and free cash flow in 2011-2012 to remain weak in light of the
currently difficult industry environment," S&P added.


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


CAMBRIDGE INTEGRATED: To Enter Into Voluntary Insolvency
--------------------------------------------------------
StockMarketWire.com reports that Xchanging plc said the residue
of Cambridge Integrated Services Group Inc. will now be wound
down by means of voluntary insolvency.

The Board of Directors of CISGI has elected to put CISGI into an
Assignment for the Benefit of Creditors, effective on September
26, 2011, and assigned all of its assets and liabilities to
Lawrence M. Adelman, as the CISGI insolvency trustee, according
to StockMarketWire.com.

CISGI sold its US workers' compensation business and third party
administration operations on May 31, 2011 to Sedgwick Claims
Management Services, Inc. for GBP13.6 million,
StockMarketWire.com discloses.

The sale included virtually all the contracts, assets, employees,
current liabilities and future service obligations of CISGI,
leaving certain residual liabilities and non-operational assets
in the remaining legal entity, StockMarketWire.com says.

Cambridge Integrated Services Group Inc. is a unit of Xchanging
plc, a business process and technology services provider and
integrator.


NATIONAL BANK: Fitch Affirms Individual Rating at 'D'
-----------------------------------------------------
Fitch Ratings has affirmed London-based National Bank of Egypt
UK's (NBE UK) Long-term Issuer Default Rating (IDR) at 'BB' with
a Negative Outlook, its Short-term IDR at 'B', Individual Rating
at 'D' and Support Rating of '3'.

The Long- and Short-Term IDRs, as well as the Support Rating of
NBE UK reflect Fitch's view of the moderate probability of
support for the bank, ultimately from the Egyptian authorities,
via its 100% owner, National Bank of Egypt (NBE; 'BB'/Negative),
and are aligned with those of NBE and the Egyptian sovereign
('BB'/Negative).  The Outlook also moves in tandem with that of
the parent and the sovereign.

NBE UK's Individual Rating reflects its balance sheet liquidity
and improving levels of capitalization.  However, it also
recognizes the bank's limited franchise, constrained
profitability and high concentrations on both sides of the
balance sheet.  Downside risk to the Individual Rating would
arise if pressure to maintain or increase profitability resulted
in a higher risk strategy.  However, Fitch considers this an
unlikely scenario in the short term.  A continuation of the
positive trend, regarding risk profile, profit generation and
capitalization, could provide some upside potential to the
Individual Rating in the medium term.

Following the impact of the financial crisis in 2009, NBE UK
revised its strategy which now centers on improving asset quality
and off-balance sheet profit generation.  At end-FY11, 82% of the
balance sheet was rated investment grade.  Operating
profitability improved markedly, driven by a strong increase in
fee income and write backs.

NBE UK's funding base is highly concentrated, as the 10 largest
depositors represented more than three-quarters of non-equity
funding at end-FY11.  However, deposits have been stable through
the crisis and NBE UK has long-standing relationships with these
depositors.  Liquidity also benefits from the bank's new strategy
as NBE UK has built up a liquidity buffer equivalent to 28% of
end-FY11 total assets in the form of 'AAA'-rated securities.

Fitch believes that NBE UK is well capitalized.  Driven by the
full retention of FY11 profits and shrinking risk weighted
assets, NBE UK reported a Fitch Capital Ratio of 31.5% at end-
FY11.  Additionally, NBE UK drew down a US$30 million, 10-year
subordinated loan from its parent company in November 2010 which
qualifies as Tier 2 capital.

NBE UK provides general banking services to private and public
sector customers, particularly within the Egyptian community in
the United Kingdom.  The bank is active in the interbank, trade
finance, foreign exchange and syndicated loan markets as well as
investing in bonds and floating rate notes.


NEW MCCOWANS: May Be Rescued by Ambrosia Holdings
-------------------------------------------------
BBC News reports that New McCowans, which went into
administration on Friday, could be rescued by the same investors
who saved the company five years ago.

According to BBC, Ambrosia Holdings, whose investment saved the
company in 2006, said it still believed it was a "viable
business" with a "strong brand".

Administrators Grant Thornton are understood to be considering at
least two other offers, BBC discloses.

Manoli Vaindirlis, from Ambrosia Holdings, said New McCowans was
still a flourishing arm of the group it became part of in August
2006, BBC relates.  Mr. Vaindirlis, as cited by BBC, said he
hoped to hear from Grant Thornton within the next couple of days.

New McCowans Ltd. is a sugar-based confectionery company that
manufactures a diverse range of products that appeal to a wide
range of consumers and age groups and delivers those products
under the McCowan, Millar and Millar McCowan brands.


NEWGATE FUNDING: S&P Affirms Rating on Class E Notes at 'B+'
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its credit ratings on
all outstanding classes of notes issued by Newgate Funding PLC
series 2006-1. "At the same time, we withdrew our rating on the
class Q notes, which have repaid in full," S&P related.

The affirmations are due to relatively stable collateral
performance and increasing levels of credit enhancement.

Severe arrears (more than 90 days) remain high at 26.9% in
September 2011, compared with 26.4% in September 2010. "In our
analysis, we assume that a high percentage of these loans will
ultimately default. However, the performing assets have generated
sufficient interest to pay the liabilities, cover losses, top up
the reserve fund, and yield annualized excess spread of 1.55%
in September 2011. Part of this excess spread was used to fully
redeem the class Q notes," S&P said.

"Although credit enhancement has increased for all classes of
notes, prepayments remain low and we expect them to remain low in
the near term, which will limit further deleveraging," S&P
related.

"We expect severe arrears to remain high, as there are a number
of downside risks for nonconforming borrowers. These include
rising inflation, weak economic growth, high unemployment, and
fiscal tightening. On the positive side, we expect interest rates
to remain low for the foreseeable future," S&P said.

Newgate Funding series 2006-1 is a U.K. nonconforming residential
mortgage-backed securities (RMBS) transaction securitizing loans
originated by Mortgages 1 Ltd.

Ratings List

                 Rating
Class       To            From

Newgate Funding PLC
EUR117.5 Million, GBP503.95 Million Mortgage-Backed Floating-Rate
Notes Series 2006-1

Ratings Affirmed

A4          AA- (sf)
Ma          AA- (sf)
Mb          AA- (sf)
Ba          AA- (sf)
Bb          AA- (sf)
Ca          A+ (sf)
Cb          A+ (sf)
D           BBB- (sf)
E           B+ (sf)

Rating Withdrawn

Q           NR            BB (sf)

NR--Not rated.


SONEX COMMUNICATIONS: Goes Into Administration, 14 Stores at Risk
-----------------------------------------------------------------
Caroline Donnelly at CRN News reports that Sonex Communications
has gone into administration putting the future of its 14 stores
in the United Kingdom at risk.

Sonex Communications appointed London-based administrator BDO LLP
on September 13, and is responsible for running 14 of the 108
Sony Centres in the UK, according to CRN News.

The report notes that Sonex Communications' most recent financial
results revealed that the firm made a pre-tax loss of GBP2.7
million in the 12 months to March 2010.  CRN News relates that
the company's turnover also slumped by GBP7 million to GBP23.8
million during the same period.

This was despite the firm embarking on a series of cost-cutting
measures over the past year, which includes withdrawing its Sony
Centre concessions from 13 Debenhams stores, the report relays.

CRN News discloses that the accompanying Companies House report
suggested that Sonex Communications has become the latest victim
of the slowdown in high street spending on consumer electronics,
which has recently blighted sales at Dixons Retail and Argos.

In a statement, Sony UK confirmed Sonex Communications' slide
into administration, but stressed that it was business as usual
for the stores it operates, the report adds.

Sonex Communication is a high street electronics retailer.  It
also operates a similar retail outlet called Sonex Presents Sony.


ST. BLAISE: Goes Into Administration, Unable to Complete Project
----------------------------------------------------------------
burnham-on-sea.com reports that St. Blaise has been unable to
complete the Marine Cove project after it went into
administration.  The report relates that Sedgemoor District
Council confirmed that the company has called in administrators.

Harley Cook, Sedgemoor's parks and open spaces officer, told the
news agency in an interview that that it was unfortunate that the
company wasn't able to finish the whole project, which is already
90% done.  The report relates that Mr. Cook said recent update
may delay the opening of the park by a couple of months.

Headquartered in Dorset, St. Blaise specializes in the repair and
conservation of historic buildings.


STAG BIDCO: S&P Assigns 'B+' Long-Term Corporate Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' long-term
corporate credit rating to U.K.-based roadside assistance
provider Stag Bidco Ltd. (the RAC). "At the same time, we
assigned our 'B+' issue rating to Stag Bidco's GBP620 million
senior term and revolving secured facilities. We assigned a
recovery rating of '3' to these facilities, indicating our
expectation of meaningful (50%-70%) recovery for lenders in the
event of a payment default," S&P related.

"The rating on the RAC reflects our view of the group's
satisfactory business risk profile, supported by its position as
the U.K.'s second-largest provider of car breakdown and roadside
assistance services; its lower-risk membership-based operating
model; national scale and strong U.K. brand recognition;
relatively limited exposure to macroeconomic cycles; and the high
barriers to entry typical of this market. The rating also
reflects our view of the RAC's highly leveraged capital structure
as a result of its recent sale by Aviva PLC (A/Stable/--) to
private equity investor The Carlyle Group (Carlyle)," S&P said.

For the financial year ended Dec. 31, 2010, the RAC had stand-
alone pro forma turnover of GBP416.7 million, with sales growth
of 3.3%. Standard & Poor's-adjusted EBITDA (adjusted for leases
and nonrecurring insurance broking losses) was GBP87.2 million,
resulting in a strong adjusted EBITDA margin of 20.9%.

The GBP1 billion leveraged buyout of the RAC by Carlyle from
Aviva closed on July 18, 2011. The transaction valued the RAC at
an agreed enterprise value/EBITDA purchase multiple of 11x. "The
transaction is funded by GBP520 million of seven-year
nonamortizing senior bank debt; about a GBP430 million
noncash-interest shareholder loan (which, in line with our
standard treatment of such instruments, we do not view as
permanent capital); and common equity," S&P said.

"In our opinion, even taking a conservative view of future growth
prospects, the RAC should be able to maintain the financial
flexibility necessary to service its newly highly leveraged debt
structure. This reflects the group's solid operating track
record, positive free cash flow generation, and our view of the
stability of its individual membership business model. It also
reflects the absence of near-term refinancing challenges,
provided that the group maintains adequate headroom under its
tightening financial covenants," S&P related.

"We could lower the ratings if poor trading were to weaken the
group's liquidity position such that headroom under financial
covenants fell to less than 10%, EBITDA cash interest coverage
fell to less than 3x, or if funds from operations to net debt
(adjusted for leases and the shareholder loan) fell to less than
5%," S&P stated.

"Ratings upside is possible in the medium term, in our view, if
the RAC maintains steady debt deleveraging (to less than 5x
including the shareholder loan). However, we do not anticipate
this material a change unless the shareholder loan is replaced
with common equity," S&P added.


TOKIO MARINE: U.S. Court Recognizes Case as Foreign Proceeding
--------------------------------------------------------------
The Hon. Martin Glenn of the U.S. Bankruptcy Court Southern
District of New York, on Sept. 8, 2011, recognized the Chapter 15
case of Tokio Marine Europe Insurance Limited as a foreign
proceeding pursuant to Section 1517(a) of the U.S. Bankruptcy
Code and within the meaning of Section 101(23).

David McGuigan, in his capacity as the duly appointed foreign
representative of Tokio Marine which is subject to an adjustment
of debt proceeding and bound by that certain Scheme of
Arrangement pursuant to Part 26 of the Companies Act 2006 for the
Scheme Company sanctioned by the High Court of Justice of England
and Wales on April 15, 2011, filed the verified petition under
Chapter 15 for recognition of a foreign proceeding.

The Court ordered that the Scheme Company is entitled to all the
relief equivalent to that afforded to a Debtor in a foreign main
proceeding under section 1520 pursuant to sections 1521(a) and
(b) of the Bankruptcy Code.

           About Tokio Marine Europe Insurance Limited

United Kingdom-based Tokio Marine Europe Insurance Limited
provides insurance solutions, risk engineering and claims
management in Europe.

David McGuigan filed for Chapter 15 protection (Bankr. S.D.N.Y.
Case No. 11-13420) in behalf of the Debtor on July 18, 2011.  Lee
Stein Attanasio, Esq., at Sidley Austin LLP represents the Debtor
in its restructuring efforts.  The Debtor has estimated assets
and debts of more than $100 million.  The Company did not file a
list of creditors together with its petition.


* UNITED KINGDOM: Some Retailers Could Go Bust Before Christmas
---------------------------------------------------------------
Louisa Peacock at The Telegraph reports that experts have warned
that a wave of high-street retailers could hit the wall before
Christmas as they struggle to meet their next quarterly rental
payment due this week.

The Telegraph says that many shops stand on "shaky ground" ahead
of the looming "rent day", which falls on September 29 and comes
each year in late March, June, September and December.  According
to the report, a potent mix of factors including dismal August
sales, the rise in online shopping, tighter credit terms from
suppliers and the unpredictable British weather present a huge
challenge for ailing retailers this autumn as banks decide
whether to extend their backing for a further quarter or throw in
the towel.

The Telegraph relates that Ashley Katz, insolvency partner at law
firm Mayer Brown, said September 29 would be the "day of
reckoning" for many high-street retailers.  "The banks will spend
the coming days weighing up whether their retailer borrowers are
sustainable; if the answer to this question is 'no' then we may
see more casualties on the high street before Christmas," the
report quotes Mr. Katz as saying.

A number of high-street chains have gone bust in the past shortly
after rent day, including Whittard of Chelsea and record shop
Zavvi, The Telegraph notes.

Place North West News made a similar report citing law firm Irwin
Mitchel as saying that the forthcoming rent 'quarter day' for
many retailers and landlords on September 29, could see more
high-street companies fall into administration.  Andy Bell, a
partner at the Manchester office of Irwin Mitchell, points to the
difficulties experienced by landlords and tenants following
June's quarter day -- when a number of high profile retailers
went into administration, according to the report.  "There is
often much speculation concerning rent quarter days, but the
events of the summer certainly showed what a huge impact they can
actually have. . . . Retail tenants keen to make the most of the
lucrative Christmas market are desperate to ensure problems
caused by September's rent payment don't cause their businesses
to fail.  Clinton Cards' request to the landlords of their 700-
plus stores to pay two thirds of their September quarter payment
two weeks early and the remaining one third, two weeks late is a
good example of a tenant looking to work with a landlord for a
deal that could be in the interests of both parties," Place North
West News quoted Mr. Bell as saying.  The report relates Mr. Bell
said: "Landlords will be keeping a close eye on developments,
particularly in light of what happened with the administration of
TJ Hughes. . . . Administrators must pay rent as it falls due if
they use the premises for the benefit of the creditors.  However,
in the case of TJ Hughes, which went into administration six days
after the June quarter payment date, the administrators have
argued that they don't have to pay rent until the September
quarter payments fall due. . . . The landlords argue that
administrators shouldn't be able to avoid liability for rent by
timing their appointment just after the quarterly rent falls due.
Landlords are bracing themselves for whether anything similar
happens in early October.  In better economic times, quarter days
would come and go with little excitement.  Now, both landlords
and tenants approach these dates with meticulous financial
planning as their competitors and funders watch with interest."


===============
X X X X X X X X
===============


* EUROPE: IMF Calls for Bank Capital Injections Amid Debt Crisis
----------------------------------------------------------------
Sandrine Rastello at Bloomberg News reports that the
International Monetary Fund said the European debt crisis has
generated as much as EUR300 billion (US$410 billion) in credit
risk for European banks, calling for capital injections to
reassure investors and support lending.

The IMF, as cited by Bloomberg, said that political squabbling in
Europe over ways to fight contagion and delays in implementing
agreed measures are raising concern about the risk of government
defaults.  Bloomberg notes that the IMF said banks, in turn face
"funding challenges" because investors are concerned financial
institutions will potentially show losses on government bonds
holdings, and reliance by some on the European Central Bank for
liquidity.

"A number of banks must raise capital to help ensure the
confidence of their creditors and depositors," the IMF wrote in
its Global Financial Stability Report released on Sept. 21.
"Without additional capital buffers, problems in accessing
funding are likely to create deleveraging pressures at banks,
which will force them to cut credit to the real economy."

Bloomberg relates that the fund said its assessment of the
potential credit risks of European banks isn't a calculation of
their capital needs, which would require a "fully fledged stress
test."  It said its analysis was based on published data from the
European Banking Authority's stress test and Bank for
International Settlements figures, Bloomberg notes.

According to Bloomberg, Jon Peace, an analyst for Nomura
International Plc in London, wrote in a note to investors on
Sept. 7 that banks in the region may face a EUR400 billion
capital shortfall, factoring in another recession and a 21%
impairment on Greek, Irish, Italian, Portuguese and Spanish debt.



                            *********

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 U. Pascual, Marites O. Claro, Rousel Elaine T.
Fernandez, Joy A. Agravante, Psyche A. Castillon, Julie Anne G.
Lopez, Ivy B. Magdadaro, Frauline S. Abangan and Peter A.
Chapman, Editors.

Copyright 2011.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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The TCR Europe subscription rate is US$625 per half-year,
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or balance thereof are US$25 each.  For subscription information,
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