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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 9, 2015, Vol. 16, No. 178

                            Headlines

A U S T R I A

BAUMAX: Creditors Agree to Write Off 40% of Debts
FORNAX 2006-2: Fitch Lowers Rating on Class F Notes to 'CCsf'


B E L G I U M

MINERVA NV: Bike Trading Acquires Assets Following Bankruptcy


G E R M A N Y

IMTECH DEUTSCHLAND: Sale Expected in November, Administrator Says
VOITH GMBH: Moody's Lowers Rating on Sr. Unsecured Notes to Ba1


G R E E C E

GREECE: Tsipras Pledges to Fight for Better Bailout Terms
GREEK BANKS: Moody's Confirms Caa2 Ratings on Mortgage Bonds


I C E L A N D

GLITNIR BANK: Creditors Approve to Pay Gov't ISK200 Billion


I R E L A N D

QUIRINUS LOAN NO. 23: Fitch Affirms 'Dsf' Rating on Cl. F Debt


I T A L Y

VINCENZO ZUCCHIA: Sept. 15 Mascioni Bid Submission Deadline Set


K A Z A K H S T A N

KAZAKH BANKS: Moody's Takes Rating Actions on Five Institutions


N O R W A Y

LOCK LOWER: S&P Affirms 'B+' Counterparty Rating, Outlook Stable


R U S S I A

AEROFLOT PJSC: Fitch Lowers LT Foreign Currency IDR to 'B+'
ANGARA PAPER: Krasnoyarsk Court Opens Bankruptcy Proceedings
BANK SMOLEVICH: Put Under Provisional Administration
PROFIT BANK: Placed Under Provisional Administration
RESO-LEASING: S&P Assigns 'BB-/B' Counterparty Credit Ratings

RUSSIAN STATE TRANSPORT: S&P Affirms 'B+/B' CCRs


U N I T E D   K I N G D O M

WARWICK FINANCE: Moody's Assigns (P)B3 Rating to Class F Notes
WARWICK FINANCE: S&P Assigns Prelim. BB Rating to Class F Notes


                            *********



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A U S T R I A
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BAUMAX: Creditors Agree to Write Off 40% of Debts
-------------------------------------------------
Angelika Gruber and Michael Shields at Reuters report that
creditors of BauMax have agreed to write off 40% of the struggling
company's debts.

According to Reuters, one of two sources familiar with the
situation said the write-off provides EUR400 million (US$447
million) in debt relief, confirming a report by the Austria Press
Agency.

BauMax's creditor banks include Raiffeisen, Erste Group and Bank
Austria, Reuters discloses.

The agreement would clear the way for German home-improvement
retailer Obi to take over most of BauMax's sites, Reuters notes.

BauMax, which like other home-improvement chains in Europe, has
suffered from weak housing markets, is implementing a
restructuring plan agreed with its creditor banks, Reuters
relates.

BauMax is an Austrian home-improvement chain.


FORNAX 2006-2: Fitch Lowers Rating on Class F Notes to 'CCsf'
-------------------------------------------------------------
Fitch Ratings has taken multiple rating actions on the notes of
Fornax (Eclipse 2006-2) as follows:

  EUR16 million class C (XS0267554508) affirmed at 'A+sf' Outlook
  Stable

  EUR19.9 million class D (XS0267554920) affirmed at 'BBBsf';
  Outlook changed to Negative from Stable

  EUR24.8 million class E (XS0267555570 affirmed at 'B-sf';
  Outlook changed to Negative from Stable

  EUR16.8 million class F (XS0267555737) downgraded to 'CCsf' from
  'CCCsf'; Recovery Estimate (RE) revised to 50% from 90%

  EUR6.7 million class G (XS0267556032) affirmed at 'Dsf'; RE 0%

This transaction is a securitization of 19 commercial mortgage
backed loans originated by Barclays Bank PLC. There are currently
four loans remaining in the portfolio, three are in special
servicing and the remaining one is performing. Loan collateral is
domiciled in Germany, Italy and Austria.

KEY RATING DRIVERS

The main rating drivers are the performance of Cassina Plaza and
Kingbu loans, which alongside the ATU Austria loan, have been in
default for several years. The Cassina Plaza loan remains the most
problematic given its collateral is a tertiary quality Italian
office with little visibility over occupational demand after
contracted income rolls in just under three years. Each year that
passes without resolution contributes to falling value in Fitch's
estimation, largely driving today's negative rating action. Only
the Bielefield/Berlin loan remains in primary servicing.

The transaction has switched to sequential principal payment due
to a breach of a number of triggers (most notably a notes write-
down). While the repayment in full of the Century Plaza loan since
September 2014 is credit-positive, its impact on the ratings is
minimal given it was the smallest loan.

Within special servicing both the ATU Austria and Kingbu loans
have amortized through cash sweep (and also asset sales in the
case of Kingbu), with principal falling by 31% and 43%
respectively. Although properties are being liquidated from the
Kingbu portfolio, the rate of sale is slow, raising doubts about
eventual proceeds from the remaining assets (being standalone
restaurants). In the ATU Austria loan, the sole tenant, ATU,
recently extended its leases to 2030 from 2020, mitigating
refinancing risk albeit only in proportion to the credit standing
of the tenant.

The Cassina Plaza loan makes up 47% of the remaining portfolio and
defaulted at maturity in November 2013. It entered standstill, and
was subsequently extended until October 2015. The office is in a
peripheral location within the province of Milan. The last
reported occupancy was 67%, with the rent roll dominated by Nokia
Siemens (contributing 50%, with two years remaining until break).
The special servicer has entered into a consensual sale framework
agreement with the borrowers and a liquidator has now been
appointed, creating downside risk to the valuation.

RATING SENSITIVITIES
A failure to hasten recoveries from out-of-town properties such as
those securing the ATU and Kingbu loans, as well as a lack of
visibility and considerable downside risk on the Cassina Plaza
loans, could both lead to negative rating action, particularly on
the notes with Negative Outlooks.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relation
to this rating action.

DATA ADEQUACY

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pools and the transaction. There were no findings that were
material to this analysis. Fitch has not reviewed the results of
any third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

Fitch did not undertake a review of the information provided about
the underlying asset pools ahead of the transaction's initial
closing. The subsequent performance of the transaction over the
years is consistent with the agency's expectations given the
operating environment and Fitch is therefore satisfied that the
asset pool information relied upon for its initial rating analysis
was adequately reliable.



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B E L G I U M
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MINERVA NV: Bike Trading Acquires Assets Following Bankruptcy
-------------------------------------------------------------
Bike Europe reports that Bike Trading NV, owned by Filip
Carpentier, acquired all assets of Minerva NV which was declared
bankrupt on June 25, 2015.

The takeover includes the brand names Minerva, Scoppio, Pure
Passion, Pure Comfort and Columbus, Bike Europe discloses.  The
company name of Bike Trading will be changed into Minerva BT NV,
Bike Europe says.

Only three years ago, Minerva invested in a new building with a
large warehouse to be ready for the future, Bike Europe recounts.

"A substantial costs increase in combination with a disappointing
2013 season in terms of sales caused a downward spiral which
resulted in the bankruptcy," Bike Europe quotes Minerva CEO Peter
Bruggeman as saying last June.

The company was not fit for a restart and Bruggeman started
looking for take-over candidates, Bike Europe relays.

Minerva NV is a Belgian bicycle manufacturer.



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G E R M A N Y
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IMTECH DEUTSCHLAND: Sale Expected in November, Administrator Says
-----------------------------------------------------------------
Reuters reports that Imtech Deutschland, the German unit of
bankrupt Dutch engineering services company Royal Imtech, is
expected to be sold in November.

"The aim is to sign the sales contract for the whole unit or major
parts shortly after ordinary insolvency proceedings have been
opened in early November," Reuters quotes Peter-Alexander
Borchardt, Imtech Germany's insolvency administrator, as saying.

The sale of the German unit started on Aug. 18 and Mr. Borchardt
said that 40 parties -- mostly competitors, including German
construction firms -- had signed confidentiality agreements and
been given access to the unit's accounts, Reuters relates.

First offers have already been made, Mr. Borchardt, as cited by
Reuters, said, declining to name any potential bidders.

Imtech Germany filed for insolvency on Aug. 6, and the parent
company followed suit a week later, capping a long slide that
began in 2013 after accounting irregularities were uncovered at
its Polish and German operations, Reuters recounts.

                      About Royal Imtech

Royal Imtech N.V. is a European technical solutions provider in
the fields of electrical and mechanical solutions and automation.
With around 22,000 employees working in seven divisions, Imtech
achieves annual revenue of approx. 4 billion euro.  Imtech holds
attractive positions in the buildings and industrial markets in
the Netherlands, Belgium, Luxembourg, Germany (Insolvency),
Austria, Eastern Europe, Sweden, Norway, Finland, UK, Ireland and
Spain, as well as in the European market for traffic & infra and
in the global marine market.

Royal Imtech N.V. related that, upon the request of
administrators, the Rotterdam District Court has declared it
bankrupt ('failliet') as of August 13, 2015.  In addition, Imtech
Capital B.V., Imtech B.V. and Imtech Group B.V. also have been
declared bankrupt as of August 13, 2015.  The administrators
during the suspension of payments have been appointed as trustees
in bankruptcy.  Royal Imtech N.V. was granted suspension of
payments ('surseance van betaling') on August 11, 2015.


VOITH GMBH: Moody's Lowers Rating on Sr. Unsecured Notes to Ba1
---------------------------------------------------------------
Moody's Investors Service has downgraded Voith GmbH's senior
unsecured notes to Ba1 from Baa3.  Concurrently, Moody's has
assigned a Ba1 Corporate Family Rating and a Ba1-PD Probability of
Default Rating to Voith.  The outlook on all the ratings is
stable. The rating action concludes the review for possible
downgrade of Voith's ratings that Moody's initiated on June 5,
2015.

RATINGS RATIONALE

"We have downgraded Voith to Ba1, because of the company's
weakening capital structure and cash flow generation, which is
predominantly driven by weak operations in its Paper division that
is currently being restructured", says Martin Fujerik, Moody's
lead analyst for Voith.  For the 12 month to March 2015 period,
Voith's Moody's-adjusted debt/EBITDA stood at 7.2x, its Moody's-
adjusted EBITA margin at 2.3% and its Moody's-adjusted retained
cash flow/net debt at 9.7%.  Even after taking into account
material restructuring costs of around EUR140 million booked in
personnel costs in the first half of the 2014-15 fiscal year
ending 30 September 2015 (FY2014-15), its adjusted debt/EBITDA
ratio of around 5x exceeds the trigger we set for a downgrade.

The major contributor to a heightened leverage is Voith's Paper
division (27% of group revenues in FY2013-14, and historically one
of the strongest profit contributors), which is facing structural
changes in some of its end markets.  Demand from the graphic grade
paper machines has fallen dramatically in the last couple of years
as digital media devices are increasingly replacing printed
newspapers, magazines and books; a trend, which is unlikely to
reverse.  Voith's management has taken measures to adjust
production capacities and to strengthen its position in the Asian
mid-market segment, with focus shifting towards boards, packaging
and tissue products with stronger underlying growth, but also with
more competition from Chinese players.

After three years of restructuring totaling some EUR160 million in
the division until FY2013-14, the Paper division is showing the
first signs of stabilization, albeit at a very low level (profit
from operations margin, as defined and reported by Voith, at
around 2%).  Another EUR110 million has been provided for in the
H1 FY2014-15 in the division and a further reduction of headcount
of 900 employees is envisaged, which will lead to more
restructuring.

The rating agency cautions that these charges are yet to be paid,
which is likely to lead to negative free cash flow generation in
the next 12-18 months.  The visibility for successful turnaround
still remains low and Moody's believes it will take longer than
12-18 months until the business sustainably returns to a
meaningful profitability without further restructuring needs,
which is key for deleveraging.

The elevated leverage is also partially owing to a significant
working capital increase that resulted in cash outflows of more
than EUR200 million in the H1 FY2014-15, which was financed by a
drawdown of bilateral credit facilities.  The working capital
build up was partially triggered by lower advance payments, given
that the order intake in Voith Hydro, which usually benefits from
initial advance payments, declined by around 50% year-on-year.

However, Moody's believes that such a decline is not the start of
a longer-term trend and Voith will be able to partially improve
order intake in the next 12-18 months, thereby reversing the
negative working capital movement, even though the overall
activity in the hydro market is likely to remain subdued.

Despite the increase in short-term debt, Moody's views Voith's
liquidity as good, benefitting, among other lines, from an undrawn
revolving credit facility of EUR770 million, which is without
covenants and repeating material adverse change clause.  Voith
also benefits from sizable alternative liquidity sources, some of
which may be monetized to restore the capital structure towards
the levels prior the acquisition of its 25% stake in KUKA AG (Ba2
positive) for around EUR500 million in December 2014.  Voith has
already announced a sale of its Industrial Services division that
could raise proceeds of up to EUR500 million in the next 12-18
months according to Moody's estimates, which the rating agency
incorporated into the rating decision.  However, Moody's believes
that the investment in KUKA is of strategic nature and Voith will
try to retain its stake.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's expectation that over the next
12-18 months Voith's credit metrics will substantially improve
towards Moody's-adjusted debt/EBITDA of 4x and RCF/net debt in
high-teens in percentage terms, which is in line with a Ba1
rating.

WHAT COULD CHANGE THE RATING UP/DOWN

Moody's could upgrade Voith to investment grade, if its Paper
business returns to a meaningful profitability without requiring
further restructuring, which would translate to a group Moody's-
adjusted EBITA margin in the high single digits, Moody's-adjusted
debt/EBITDA below 3.5x and Moody's adjusted RCF/net debt above
20%.  An upgrade would also require a return to sustainable
positive free cash flow generation.

Moody's could downgrade Voith's ratings, if its Moody's-adjusted
debt/EBITDA stays sustainably above 4.5x, Moody's-adjusted RCF/net
debt well below 20%, free cash flow remains negative for a
prolonged period of time or if its liquidity profile deteriorates.

PRINCIPAL METHODOLOGIES

The principal methodology used in these ratings was Global
Manufacturing Companies published in July 2014.

Voith GmbH is a diversified mechanical engineering group organised
into four divisions: Voith Paper, Voith Turbo, Voith Hydro (a
65/35 joint-venture with Siemens Aktiengesellschaft, (A1 stable)
and Voith Industrial Services.  Voith employed some 39,000 people
in more than 50 countries and generated EUR5.3 billion in FY2013-
14.  The group is privately owned by descendants of the Voith
family, but has been led by non-family senior managers for decades



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G R E E C E
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GREECE: Tsipras Pledges to Fight for Better Bailout Terms
---------------------------------------------------------
Nektaria Stamouli at The Wall Street Journal reports that Greece's
former Prime Minister Alexis Tsipras pledged to continue fighting
for better bailout terms from the country's creditors, as opinion
polls show that his left-wing Syriza party is tied with
conservative rival New Democracy two weeks before snap elections.

Mr. Tsipras unveiled his re-election manifesto in an effort to
revive flagging voter enthusiasm for Syriza, which while in
government from January to August failed to deliver on its promise
to overturn the tough austerity policy demanded by Greece's
creditors and ended up signing a new, retrenchment-heavy bailout
program, the Journal relates.

According to the Journal, during his speech at Thessaloniki's
annual international trade fair on Sept. 6, the Syriza leader said
that the bailout deal Greece struck with creditors in July leaves
scope to substitute some harsh fiscal measures with other policies
that achieve the same fiscal targets.  The agreement, he said, "is
a text deliberately open on certain issues and offers the
possibility of finding equivalent measures through negotiation,"
the Journal notes.

Mr. Tsipras cited creditors' commitment to granting Greece debt
relief as his government's biggest achievement, the Journal
relates.

"We have compromised but we have not been compromised,"
Mr. Tsipras, as cited by the Journal, said of the bailout he
agreed to, which led to a split in Syriza.  "We decided to put the
country above our own party."

Syriza's popularity in surveys has slipped since the party split
last month, with rebels against Mr. Tsipras's U-turn on the
bailout agreement forming a breakaway antiausterity party, the
Journal discloses.

No longer able to run against Greece's bailout deal, Mr. Tsipras
is now instead promising to uphold it while softening its edges,
the Journal states.


GREEK BANKS: Moody's Confirms Caa2 Ratings on Mortgage Bonds
------------------------------------------------------------
Moody's Investors Service on Sept. 7, 2015 confirmed the Caa2
ratings of the following five Greek mortgage covered bond
programmes, which were formerly on review for downgrade:

   -- Direct Issuance Global programme issued by Alpha Bank AE
      (deposits Caa3, adjusted baseline credit assessment (BCA)
      ca, counterparty risk (CR) assessment Caa3(cr));

   -- Covered Bonds I programme and Covered Bonds II programme,
      issued by Eurobank Ergasias S.A. (deposits Caa3, adjusted
      BCA ca, CR assessment Caa3(cr));

   -- Global covered bond programme and Covered Bond Programme II
      issued by National Bank of Greece S.A. (deposits Caa3,
      adjusted (BCA) ca, CR assessment Caa3(cr)).

The confirmations conclude the rating review, which Moody's
initiated on July 3, 2015.

RATINGS RATIONALE

The confirmations follow the rating actions on the relevant
issuers, as our methodology links the covered bonds' ratings to
those of their respective issuers.  Greece's Caa2 country ceiling
constrains the covered bonds' ratings at Caa2.

KEY RATING ASSUMPTIONS/FACTORS

Moody's determines covered bond ratings using a two-step process:
an expected loss analysis and a timely payment indicator (TPI)
framework analysis.

EXPECTED LOSS: Moody's uses its Covered Bond Model (COBOL) to
determine a rating based on the expected loss on the bond.  COBOL
determines expected loss as (1) a function of the probability that
the issuer will cease making payments under the covered bonds (a
CB anchor event); and (2) the stressed losses on the cover pool
assets following a CB anchor event.

The cover pool losses are an estimate of the losses that Moody's
currently models following a CB anchor event.  Moody's splits
cover pool losses between market risk and collateral risk.  Market
risk measures losses stemming from refinancing risk and risks
related to interest-rate and currency mismatches (these losses may
also include certain legal risks).  Collateral risk measures
losses resulting directly from the cover pool assets' credit
quality. Moody's derives collateral risk from the collateral
score.

The CB anchor for all of the programmes is the CR assessment plus
one notch, i.e., Caa2(cr).  The CR assessment reflects an issuer's
ability to avoid defaulting on certain senior bank operating
obligations and contractual commitments, including covered bonds.
Moody's may use a CB anchor of the CR assessment plus one notch in
the European Union, or otherwise where an operational resolution
regime is particularly likely to ensure continuity of covered bond
payments.

TPI FRAMEWORK: Moody's assigns a "timely payment indicator" (TPI),
which measures the likelihood of timely payments to covered
bondholders following a CB anchor event.  The TPI framework limits
the covered bond rating to a certain number of notches above the
CB anchor.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:

The CB anchor is the main determinant of a covered bond
programme's rating robustness.  A change in the level of the CB
anchor could lead to an upgrade or downgrade of the covered bonds.
The TPI Leeway measures the number of notches by which Moody's
might lower the CB anchor before the rating agency downgrades the
covered bonds because of TPI framework constraints.

A multiple-notch downgrade of the covered bonds might occur in
certain limited circumstances, such as (1) a sovereign downgrade
negatively affecting both the CB Anchor and the TPI; (2) a
multiple-notch downgrade of the CB Anchor; or (3) a material
reduction of the value of the cover pool.

RATING METHODOLOGY

The principal methodology used in these ratings was "Moody's
Approach to Rating Covered Bonds," published in August 2015.



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I C E L A N D
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GLITNIR BANK: Creditors Approve to Pay Gov't ISK200 Billion
-----------------------------------------------------------
According to Bloomberg News' Omar R. Valdimarsson, RUV, citing
Steinunn Gudbjartsdottir, head of the bank's winding up committee,
reported that creditors of failed lender Glitnir Bank hf approved
to pay Icelandic Treasury ISK200 billion in form of stability
contribution which will allow them to sidestep the island's
capital controls.

Iceland's government has given the creditors of the failed banks
until the end of this year to reach settlement or face an exit tax
equal to about US$6.2 billion, Bloomberg relates.

                      About Glitnir Banki

Headquartered in Reykjavik, Iceland, Glitnir banki hf --
http://www.glitnir.is/-- offers an array of financial services
to corporation, financial institutions, investors and
individuals.

Judge Stuart Bernstein of the U.S. Bankruptcy Court for the
Southern District Court of New York granted Glitnir permission to
enter into a proceeding under Chapter 15 of the U.S. bankruptcy
code on January 6, 2008.



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I R E L A N D
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QUIRINUS LOAN NO. 23: Fitch Affirms 'Dsf' Rating on Cl. F Debt
--------------------------------------------------------------
Fitch Ratings has affirmed Quirinus (European Loan Conduit No. 23)
Plc as follows:

  EUR72.8 m million Class A (XS0259561925) affirmed at 'BBsf';
  Outlook Negative

  EUR4.7 million m Class B (XS0259562576) affirmed at 'BB-sf';
  Outlook Negative

  EUR5.7 million Class C (XS0259562907) affirmed at 'Bsf'; Outlook
  Negative

  EUR7.7 million Class D (XS0259563202) affirmed at 'CCCsf';
  Recovery Estimate (RE) revised to 60% from 25%

  EUR8.8 million Class E (XS0259563624) affirmed at 'CCsf'; RE
  revised to 45% from 35%

  EUR6.5 million Class F (XS0259564192 affirmed at 'Dsf'; RE
  revised to 50% from 5%

Quirinus is a securitization originally of 10 commercial mortgage
loans made by Morgan Stanley for EUR700.8 million. Eight have been
resolved since the deal closed in 2005, with all but one repaying
in full. The Fairacre Retail Loan incurred a final loss
represented by a write-down (a non-accruing interest amount) of
EUR338,000 on the class F notes. Despite this reflecting an actual
economic loss for the class F notes, it was not deemed a principal
loss for the purposes of the sequential pay test.

KEY RATING DRIVERS

The affirmation reflects the stable performance of the German
retail collateral securing the two remaining loans. However, while
there are signs of increased investor appetite in the sector, and
some improvement in occupancy in the portfolios, the Negative
Outlook continues to reflect the downside risk associated with
resolving the loans. Neither is believed to have sustainable loan-
to-value ratios (LTV) below 100%, despite reasonably favorable
conditions in place at present. Fitch has not received updated
valuations.

Prior to a pool level sequential test breach, the chosen
interpretation of the principal pay rules (in relation to
voluntary repayments) limits the scope for de-risking of the
senior notes. Junior notes stand to receive a share of principal
receipts from amortization, cash sweep, prepayment or full
repayment. Loan recovery funds will be allocated in a "capped
sequential" way, with proceeds flowing sequentially to note
classes up to their defined allocated amount for the respective
loan.

The EUR83.2 million Eurocastle loan is secured by a diverse
portfolio of 41 retail warehouses located throughout Germany, with
several sites housing dominant grocers in remote areas. Vacancy
has remained relatively stable (5%) throughout the year while
lease renewals led to a slight decrease of the weighted average
lease term from 4.07 to 3.61 years. Fitch estimates the
sustainable LTV to be approximately 125%.

The EUR23.2 million H&B3 portfolio, comprising five German retail
warehouse assets, was marketed for sale following the loan's
transfer to special servicing upon defaulting at maturity in
October 2012. As no meaningful bids were received, the special
servicer instructed its agent, Knight Frank, to focus on lease
renewals and readying the portfolio for sale. Vacancy remains low
(2%), while several lease extensions have improved the weighted
average lease term from 4.2 to 4.36 years. Despite this, the loan
remains distressed, with Fitch estimating a sustainable LTV of
120%. In ordinary conditions, Fitch would expect losses of around
EUR4m.

The more positive sentiment for German CRE portfolios, as
reflected by falls in prime yields also for retail warehouses,
raises the possibility of decent amounts of principal being
returned to investors. Fitch sees some scope for the performing
Eurocastle loan to repay by its maturity (February 2016). The
prospects for H&B3 generating material proceeds in the same period
are weaker, in Fitch's view, as the sponsor is not engaged and the
loan has been in special servicing for some time. If Eurocastle
repays in full without further developments on H&B3 -- more likely
now than at the last rating action -- 8% of proceeds are expected
to be allocated to the class F notes, 5.5% to the class D notes
and 1% to the class E notes. This would be sufficient to lead to
an almost full recovery of the class F notes, as reflected in the
increase in its RE.

However, there is uncertainty around not only the timing but also
the status of the loans when they come to repay: should Eurocastle
default (triggering a change in principal allocation) and Fitch's
sustainable values begin to move more firmly into view, zero
recoveries would be expected for the class D, E and F notes.
Accounting for this uncertainty explains the unusual pattern of
REs for the class D, E and F notes, while also warranting the
Negative Outlooks on the senior classes.

RATING SENSITIVITIES

The different principal pay regimes create considerable
uncertainty regarding the potential for recoveries for the most
junior tranches. A full repayment of the Eurocastle loan while
there was no sequential breach could lead to both the class D and
F notes paying in full.

A failure to realise meaningful recoveries from any of the two
loans over the next 12 months along with deterioration in
operating performance or investment conditions could prompt
negative rating action.

Fitch estimates 'Bsf' recoveries to be approximately EUR82m.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relation
to this rating action.

DATA ADEQUACY

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pool and the transaction. There were no findings that were
material to this analysis. Fitch has not reviewed the results of
any third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

Fitch did not undertake a review of the information provided about
the underlying asset pool ahead of the transaction's initial
closing. The subsequent performance of the transaction over the
years is consistent with the agency's expectations given the
operating environment and Fitch is therefore satisfied that the
asset pool information relied upon for its initial rating analysis
was adequately reliable.

Overall, Fitch's assessment of the information relied upon for the
agency's rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.



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VINCENZO ZUCCHIA: Sept. 15 Mascioni Bid Submission Deadline Set
---------------------------------------------------------------
Vincenzo Zucchia Spa, as part of the procedure pursuant to
art. 161, par. 6, bankruptcy petition n. 11/2015 before the Court
of Busto Arsizio, has expressed its interest in receiving bids for
the purchase of the stake it holds -- equal to 71.65% of the share
capital -- in Mascioni Spa, based in Cuvio (VA), share capital of
EUR5,000,000.00, active on its own behalf or on behalf of third
parties in the manufacture and finishing of fabrics.

The bidders for the purchase of the stake must send their bids no
later than 12:00 a.m. on September 15, 2015 to the certified
e-mail address cp11.2015bustoarsizio@pecconcordati.it

Under the supervision of the Official Receiver, the Company,
having received the bids and verified their validity (also in
light of the clarifications that may be requested from the
bidders), will decide, where there are several bids, to use an
appropriate competitive bidding process.  Only those bidders who
have sent valid bids by the foregoing deadline will be admitted to
this phase.

The publication of this invitation to bid and the receipt of any
bids does not give rise to obligations and/or commitments on part
of the Procedure, the Official Receiver, the Court and/or of
Vincenzo Zucchi Spa to assume any rights or claims, for any reason
or cause, from the parties interested in the purchase.  This
invitation does not represent a public offering pursuant to art.
1336 of the Italian Civil Code, nor a solicitation of public
savings.

For information, contact the Official Receiver, Carlo Alberto
Canziani, at carlo.canziani@canzianiandpartners.com so he can
provide the bidders with the contact details of the person in
charge in the Company to discuss the matter with.



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


KAZAKH BANKS: Moody's Takes Rating Actions on Five Institutions
---------------------------------------------------------------
Moody's Investors Service on Sept. 7, 2015 took rating actions on
five Kazakh financial institutions.  Moody's downgraded the
Baseline Credit Assessments (BCAs) and long-term senior unsecured
debt and deposit ratings of ATF Bank, Kazkommertsbank and Eurasian
Bank.  It has also downgraded the BCA of SB Sberbank JSC, affirmed
its deposit ratings and changed the outlook on those ratings to
negative from stable.  Moody's has affirmed and also changed to
negative from stable the outlook on Halyk Savings Bank of
Kazakhstan's long-term debt and deposit ratings.

The rating actions reflect the financial institutions' high
exposure to foreign-currency lending and/or limited buffers to
absorb the expected deterioration in their asset quality and
follows the recent and pronounced depreciation of the country's
currency, the tenge.

Many of the banks have foreign-currency loans to corporations and
small and midsize enterprises that do not generate earnings in
foreign currencies or that have not hedged their exposure.  The
currency depreciation will have an impact on the borrowers'
ability to service their foreign-currency loans, and will likely
affect asset quality.  The inflationary effect of a weaker
currency could result in additional pressure on asset quality,
particularly for the retail and SME segment because it erodes
individuals' real purchasing power.  The currency depreciation
also lowers banks' capital adequacy levels as risk-weighted assets
-- the denominator of capital adequacy ratios -- will increase in
local-currency terms.

RATINGS RATIONALE

  -- KAZKOMMERTSBANK

The downgrades of Kazkommertsbank's Baseline Credit Assessment to
caa2 from caa1, senior unsecured debt ratings to Caa2 from Caa1
and long-term deposit ratings to B3 from B2 with a negative
outlook, reflect the bank's very high level of problem assets that
are only partially covered by loan loss reserves, high exposure to
foreign-currency lending, and weak buffers to absorb the expected
increase in loan loss reserves and risk-weighted assets.  A large
portion of the bank's problematic exposures was recently
transferred to BTA Bank (BTA) and deconsolidated.  Although
Kazkommertsbank's NPLs dropped following this transfer, the
underlying positive impact on the bank's asset quality was limited
as Kazkommertsbank remains exposed to BTA.

According to the bank's H1 2015 unaudited IFRS consolidated
report, 43% of Kazkommertsbank's gross loans are loans to BTA.
These are mostly collateralized by problematic exposures and
relatively illiquid real estate assets transferred to BTA from
Kazkommertsbank.  According to the regulatory filings at end-June
2015, another 17% of Kazkommertsbank's gross loans were overdue by
more than one day.  Based on the abovementioned profile
Kazkommertsbank's loan book displays significant risks.  Loan loss
reserves amounting to 17% of gross loans will likely be
insufficient to cover these risks, especially in the context of
the recent tenge depreciation, the high share of the bank's
foreign-currency-denominated loans(51% as at year-end 2013; the
most recent publicly available data), and ongoing deterioration in
the operating environment.  As a result, and when combined with
the rise in risk-weighted assets stemming from the currency
depreciation, will depress the bank's total regulatory capital,
which was at 13.7% at the end of July this year.

On the positive side, substantial amounts of long-term borrowings
recently obtained from the National Distressed Assets Fund at
rates much below the market average will support Kazkommertsbank's
loss-making operations.

  -- HALYK SAVINGS BANK OF KAZAKHSTAN (HALYK)

The change in the outlook to negative from stable on Halyk's long-
term debt and deposit ratings reflects our expectation that the
recent tenge depreciation and adverse market conditions may
pressure Halyk's relatively strong financial metrics.
Particularly, Moody's expects: (1) the currently strong
profitability to normalize at a lower level because of increased
credit costs; and (2) high capital adequacy level to decline as
the local currency depreciation inflates risk-weighted assets.
Halyk reported that 27% of its net loans were denominated in
foreign currencies as at end-June 2015; some of these borrowers do
not have exports as a major revenue source.

The affirmation of the bank's debt and deposit ratings reflects
the bank's relatively strong financial metrics with robust buffers
to absorb mounting asset-quality pressure.  As at end-July 2015,
Halyk reported regulatory Tier 1 capital adequacy ratio (k1-2) at
19.1% while its loan loss reserves covered NPLs (overdue by more
than 90 days) by over 100%.  In addition, Halyk's profitability is
sufficiently strong to absorb an expected increase in credit
costs.  Halyk reported a 3.9% return on-average assets in H1 2015
under IFRS.  In the past 12 months, Halyk also attracted
substantial amounts in long-term, tenge-denominated bonds which
should support its net interest margin amid a challenging
operating environment, the dollarization of customer deposits and
an overall increase in funding costs.

  -- ATF BANK

The downgrades of ATF Bank's Baseline Credit Assessment to caa3
from caa2, senior unsecured debt ratings to Caa3 from Caa2 and
long-term deposit ratings to Caa2 from Caa1 with a negative
outlook reflect the bank's high exposure to foreign-currency
lending, very high level of non-performing loans (NPLs), which are
only partially covered by loan loss reserves, and weak buffers to
absorb the expected increase in loan loss reserves and risk-
weighted assets.

In accordance with ATF Bank's most recent IFRS report for H1 2015,
46% of ATF Bank's net loans were denominated in foreign currencies
as at end-June 2015, while 21.6% of loans were overdue by more
than 90 days.  As a result of the recent tenge depreciation, the
ongoing deterioration in the operating environment and loan loss
reserves at only 12.8% of gross loans, asset erosion risks have
now substantially increased while the bank's capital buffers
appear to be modest.  ATF Bank's return on average assets was just
0.5% in H1 2015, which is insufficient to absorb the expected
deterioration in the bank's assets.  While ATF Bank's total
regulatory capital adequacy will be supported by the substantial
amounts in subordinated debt raised in recent months, its Tier 1
capital adequacy ratio was at 10.1% as of end-June 2015.  The
latter represents a modest level in the context of asset quality
risks and the depreciation, which will inflate risk-weighted asset
and weaken capital adequacy metrics.

  -- SB SBERBANK JSC

The change in outlook to negative from stable on SB Sberbank's
deposit ratings is driven by the downgrade of the bank's
standalone BCA to b3 from b2 and current negative outlook on the
ratings of the parent, Russian Sberbank (Ba1/Ba2 negative; ba2).
The downgrade of SB Sberbank's BCA reflects negative pressure on
the bank's standalone credit profile from adverse market
conditions, including a surge in problem loans, low loan loss
reserves coverage and expectations for higher credit losses, which
would constrain profitability.

SB Sberbank's problem loans (including individually impaired and
90+ overdue loans assessed on a collective basis) increased to
22.2% as of 1H2015 from 14.4% as of YE2014, whereas NPLs overdue
more than 90 days increased to 6% as of 1H2015 from 4% as of
YE2014, according to the bank's IFRS.  Loan loss reserves
accounted for 4.8% as of 1H2015.  Moody's expects further
deterioration in the bank's asset quality amid the seasoning of
the bank's loan book accelerated by the recent tenge depreciation.
32% of the bank's loan book is denominated in foreign-currency,
out of which around 37% don't have export revenues.

Given the currently insufficient loan loss reserve coverage of
total problem loans, the bank will likely need to create
additional provisions, which will further constrain its
profitability.  In addition, an increase in funding costs
resulting from an expected higher rates environment will add
further pressure on the bank's gradually declining net interest
margin (4.8% as of 1H2015).  Following the revaluation of foreign-
currency assets and an increase in credit losses, Moody's
estimates that the bank's capitalization could decline by about 2-
3% under rating agency's assumption.  Although the drop could be
partially offset if the bank were to request capital support from
its parent -- Russian Sberbank.  Moody's continues to incorporates
a very high probability of affiliate support for SB Sberbank from
Russian Sberbank, resulting in three notches uplift from the
bank's b3 BCA.

  -- EURASIAN BANK

The downgrades of Eurasian Bank's Baseline Credit Assessment to
caa1 from b2, senior unsecured debt ratings to Caa1 from B2 and
long-term deposit ratings to Caa1 from B2 with a negative outlook
reflect the severe and rapid deterioration of the bank's loan
book, as evidenced by the sharp rise in overdue loans to 22.1% as
at end-June 2015, from 14.7% as at end-December 2014.  In Moody's
view, Eurasian Bank's relatively low buffers are insufficient to
withstand the impact of the expected loan book deterioration on
capital adequacy metrics.  As at end-June 2015, the bank reported
loan loss reserves at 5.7% of gross loans, total regulatory
capital adequacy ratio(k2) at 12%, and 0.5% return on average
assets.  The ongoing asset quality erosion increases the
likelihood that Eurasian Bank's already modest regulatory capital
ratios might rapidly deteriorate in the next 12 to 18 months.  The
depreciation of the local currency and ongoing deterioration in
the operating environment could have an immediate impact on
capital adequacy metrics and further accelerate asset quality
weaknesses.

Although Eurasian Bank's shareholders might provide additional
support to improve the bank's capital adequacy, Moody's considers
such support might not fully mitigate abovementioned risks and
ring-fence the bank's capital from a rapid erosion.

WHAT COULD MOVE THE RATINGS UP/DOWN

The ratings of the financial institutions affected by the rating
action could be lowered in case the risk absorption capacity and
financial fundamentals of the affected entities erode beyond
Moody's current expectations, as a result of the recent events.
Conversely, improvements in Kazakhstan's economic growth prospects
could stabilize the ratings at current levels.

LIST OF AFFECTED RATINGS

These rating actions were taken:

KAZKOMMERTSBANK

   -- BCA and Adjusted BCA were downgraded to caa2 from caa1;
   -- Long-term LC and FC Deposit ratings were downgraded to B3
      from B2, outlook was revised to negative;
   -- Short-term LC and FC Deposit ratings were affirmed at NP;
   -- Long-term FC Senior Unsecured ratings were downgraded to
      Caa2 from Caa1, outlook was revised to negative;
   -- Long-term FC Senior Unsecured medium term note program
      rating was downgraded to (P)Caa2 from (P)Caa1;
   -- Long-term FC BACKED Senior Unsecured rating was downgraded
      to Caa2 from Caa1, outlook was revised to negative;
   -- Long-term FC BACKED Subordinate rating was downgraded to
      Caa3 from Caa2;
   -- Long-term FC BACKED Junior Subordinated rating was
      downgraded to Ca(hyb) from Caa3(hyb);
   -- Long-term Counterparty Risk Assessment was downgraded to
      B2(cr) from B1(cr);
   -- Short-term Counterparty Risk Assessment was affirmed at
      NP(cr).

Outlook, changed to Negative from Stable

HALYK SAVINGS BANK OF KAZAKHSTAN

   -- BCA and Adjusted BCA were affirmed at ba3;
   -- Long-term LC and FC Deposit ratings were affirmed at Ba2,
      outlook was revised to negative;
   -- Short-term LC and FC Deposit ratings were affirmed at NP;
   -- Long-term LC and FC Senior Unsecured ratings were affirmed
      at Ba3, outlook was revised to negative
   -- Long-term FC BACKED Senior Unsecured rating was affirmed at
      Ba3, outlook was revised to negative
   -- Long-term Counterparty Risk Assessments were affirmed at
      Ba1(cr);
   -- Short-term Counterparty Risk Assessments were affirmed at
      NP(cr).

Outlook, changed to Negative from Stable

ATF BANK

   -- BCA and Adjusted BCA were downgraded to caa3 from caa2;
   -- Long-term LC and FC Deposit ratings were downgraded to Caa2
      from Caa1, outlook remained negative;
   -- Short-term LC and FC Deposit ratings were affirmed at NP;
   -- Long-term FC Senior Unsecured rating was downgraded to Caa3
      from Caa2, outlook remained negative;
   -- Long-term FC Junior Subordinate rating was affirmed at
      Ca(hyb);
   -- Long-term Counterparty Risk Assessment was downgraded to
      Caa1(cr) from B3(cr);
   -- Short-term Counterparty Risk Assessment was affirmed at
      NP(cr).

Outlook, remains Negative

EURASIAN BANK

   -- BCA and Adjusted BCA were downgraded to caa1 from b2;
   -- Long-term LC and FC Deposit ratings were downgraded to Caa1
      from B2, outlook was revised to negative;
   -- Short-term FC Deposit rating was affirmed at NP;
   -- Long-term LC Senior Unsecured rating was downgraded to Caa1
      from B2, outlook was revised to negative;
   -- Long-term LC Subordinate rating was downgraded to Caa2 from
      B3;
   -- Long-term Counterparty Risk Assessment was downgraded to
      B3(cr) from B1(cr);
   -- Sort-term Counterparty Risk Assessment was affirmed at
      NP(cr).

Outlook, changed to Negative from Stable

SB SBERBANK JSC

   -- BCA downgraded to b3 from b2;
   -- Adjusted BCA affirmed at ba3;
   -- Long-term LC and FC Deposit ratings were affirmed at Ba3,
      outlook revised to negative;
   -- Short-term LC and FC Deposit ratings were affirmed at NP;
   -- Long-term Counterparty Risk Assessments were affirmed at
      Ba2(cr);
   -- Short-term Counterparty Risk Assessments were affirmed at
      NP(cr).

Outlook, changed to Negative from Stable

The principal methodology used in these ratings was Banks
published in March 2015.



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


LOCK LOWER: S&P Affirms 'B+' Counterparty Rating, Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' long-term
counterparty credit rating on Norway-based credit management
service provider Lock Lower Holding AS (Lindorff) and its fully
owned subsidiary Lock AS.  The outlook is stable.

At the same time, S&P affirmed its 'BB' rating on Lindorff's super
senior revolving credit facility (RCF) with a recovery rating of
'1', indicating S&P's expectation of very high recovery (90%-100%)
in the event of a payment default.

S&P also affirmed its 'BB-' rating on the group's senior secured
notes.  The recovery rating remains '2', reflecting S&P's
expectation of substantial recovery (70%-90%; lower half of the
range) in the event of a default.

Similarly, S&P has affirmed its 'B-' rating on the senior
unsecured notes, with the recovery rating remaining '6' to
indicate S&P's estimate of negligible recovery (0%-10%) in the
event of a default.

"The affirmation of our corporate credit rating on Lindorff
follows the group's issuance of EUR230 million of senior secured
bonds, a tap under its existing programs, through its subsidiary
Lock AS.  We expect Lindorff will use the proceeds to reduce
almost in full the outstanding balance on the group's super senior
RCF.  In our view, therefore, the transaction has very limited
impact on Lindorff's financial risk profile, given that the new
debt will be used to pay down outstanding debt.  The addition of
the secured notes to the debt profile does not change our leverage
projections meaningfully, and we continue to estimate that
Lindorff's key financial ratios in 2015 will be closer to metrics
consistent with our "highly leveraged" financial risk category.
We assume debt to EBITDA (adjusted for portfolio amortization)
will be about 5.5x and funds from operations (FFO) to debt will be
about 10% in the next 12-18 months.  We believe this financial
profile reflects its ownership by a financial sponsor favoring
structurally high leverage," S&P noted.

"However, we expect Lindorff will gradually reduce leverage (debt
to EBITDA) to levels commensurate with our "aggressive" financial
risk category.  This reflects our expectation that the acquired
portfolios will provide incremental positive cash flows over the
medium term, and we assume modest new usage of debt.  However, the
uncertainty around the relative debt reduction and what we view as
a long transition phase constitutes an additional risk factor.  We
therefore continue to make a one-notch negative adjustment to the
'bb-' anchor," S&P said.

"We have revised our approach to the recovery expectations for the
group, and we now take the combined value of the two major
operating segments to derive the enterprise value.  Previously, we
considered that Lindorff would have difficulty selling its
collection business in a default scenario and only included the
estimated value of the purchased debt portfolio.  This approach
was conservative, and, based on a broader peer comparison, we now
believe that including a combination of the two segments better
reflects the group's fundamental value.  However, the change in
our approach does not lead to a significant valuation difference,
since the purchased debt portfolio still constitutes the majority
of the derived enterprise value," S&P said.

S&P continues to assess Lindorff's business risk profile as
"fair," reflecting the group's sector concentration in financial
services debt and the industry's exposure to regulatory risk
balanced by its strong footprint within its industry.  Lindorff's
business risk profile compares favorably with those of its
monoline peers, given its geographic diversification and balanced
product mix between the servicing and purchasing of debt.

The stable outlook on Lindorff reflects S&P's expectation that the
group will continue expanding its business franchise with a
relatively even split between collections and debt purchasing.
S&P expects sustained growth in revenues from both the purchased-
debt and collections businesses without a proportional increase in
issued debt, which will gradually improve debt cash-flow coverage
and leverage metrics.  Moreover, S&P anticipates that there will
continue to be no material barriers to cash flow within the group,
and that the "restricted group," as defined in the financing
structure, will remain unchanged.

"We could lower the ratings if the ratios of debt to adjusted
EBITDA and FFO to debt do not improve over the next one to two
years and remain above 5x and less than 12%, respectively.  This
is because we would then likely view the group as having a
structurally more leveraged profile imposed by its financial
sponsor.  We also note the low ratio of tangible equity to debt,
as the company carries a fair amount of goodwill on its balance
sheet due to its recent takeover by Nordic Capital.  As such, if
there were significant goodwill impairments, we would also
consider a negative rating action.  Additionally, we could lower
the ratings if we saw evidence of failure in the group's control
framework, adverse changes in the regulatory environment, or lower
collections than in our forecasts," S&P said.

While S&P views an upgrade as remote over the next one to two
years, it could consider raising the rating if it observed a
material reduction in leverage, aided by sustained growth in
adjusted EBITDA and cash flow that placed Lindorff's financial
metrics firmly in line with S&P's "aggressive" financial risk
category (debt to EBITDA in the 4x-5x range and FFO to debt of
12%-20%).  This could lead S&P to remove the negative one-notch
adjustment under its comparable ratings analysis.



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


AEROFLOT PJSC: Fitch Lowers LT Foreign Currency IDR to 'B+'
-----------------------------------------------------------
Fitch Ratings has downgraded Public Joint Stock Company
Aeroflot -- Russian Airlines' (Aeroflot) Long-term foreign
currency Issuer Default Rating (IDR) to 'B+' from 'BB-' and placed
it on Rating Watch Negative (RWN).

Aeroflot's rating downgrade reflects our expectations of weakening
credit metrics over 2015-2017, principally due to rouble
devaluation and lower yields. The RWN reflects the expected
negative impact of Aeroflot's announced acquisition of a majority
stake in OJSC Transaero Airlines on its already stretched
financial profile, at least in the short-term. In resolving the
RWN Fitch will assess Aeroflot's ability to restructure
Transaero's debt and operations.

Aeroflot's business profile is supported by the company's fairly
diversified route network, favorable hub position, competitive
cost structure and its strong market position on the domestic
market. The 'B+' rating incorporates a single-notch uplift for
state support.

KEY RATING DRIVERS

FX Drives Financials Deterioration

Aeroflot's credit metrics significantly deteriorated in 2014 and
Fitch expects its financial profile to remain weak over 2015-2017,
breaching Fitch's negative rating guidelines, despite a forecast
gradual improvement over 2015-2017. Funds from operations (FFO)
adjusted gross leverage rose to 7.5x in 2014 from 5x in 2013 and
we expect it to slowly decline to below 7x by 2017 (excluding the
impact of the planned acquisition). FFO fixed charge cover dropped
to 1.8x in 2014 from 2.2x in 2013 and we forecast that it will
remain below 1.5x until 2017.

The worsening credit metrics are driven by the sharp rouble
devaluation contributing to a rise in debt levels, and pressure on
yields due to economic decline and currency devaluation. We also
expect additional financing to be incurred in 2015 to cover the
company's cash obligations under its fuel and FX hedging
contracts. Our forecast small improvement in Aeroflot's FFO gross
leverage over 2015-2017 reflects capacity expansion, deployment of
new, more cost-efficient aircraft, more favorable oil prices and
expected slow recovery in yields from 2016.

Transaero's Acquisition Negative in Short-term

The RWN primarily reflects Aeroflot's planned acquisition of 75% +
one share in financially troubled Transaero. "We expect this
transaction to have an immediate negative impact on Aeroflot's
financial profile because Transaero is highly leveraged and has
lower yields than Aeroflot. Aeroflot expects to acquire the
majority stake in Transaero for a symbolic RUB1. However, we
estimate that the consolidation of Transaero's debt, which stood
at RUB107bn at end-2014, will add about 0.75x-1x to Aeroflot's FFO
adjusted gross leverage."

The RWN resolution is dependent on Aeroflot's treatment of
Transaero's debt -- for example whether the debt will be
restructured as part of the acquisition or fully consolidated by
Aeroflot -- and plans for operational restructuring of Transaero.
The latter may involve cancelling overlapping and/or loss-making
routes, Transaero continuing to operate as a standalone subsidiary
within Aeroflot Group or being fully integrated into Aeroflot's
operations, including being absorbed into the Aeroflot brand.
While Aeroflot has some track record of successful integration of
acquired assets, the execution risk in this transaction is high
due to the relatively large size of Transaero and its high
indebtedness. The acquisition of Transaero will increase
Aeroflot's market share to 43% based on 2014 data for passenger
traffic but further benefits and synergies are uncertain.

Yields and Margins under Pressure

"We forecast Aeroflot will continue to see a decline in yields in
2015 by 26% yoy in dollar terms, which reflects the full-year
effect of the currency devaluation and Russia's economic downturn,
making passengers more price-sensitive. This follows a 15% drop in
yields in 2014. In 2014, yields measured in dollar terms fell on
both domestic and international destinations with the largest
decline observed on European and Middle Eastern and African
destinations."

Yields are likely to continue to fall sharply in 2015 on the
international destinations but we expect some rebound on the
domestic and CIS destinations in rouble terms. We expect a gradual
increase from 2016 with the yields in dollar terms returning to
2014 levels by 2019.

High FX Exposure

Almost all of Aeroflot's debt (93% at end-1H15) is denominated in
USD, as a large portion of its debt (82% at end-1H15) represents
finance leases for aircraft purchases. In contrast only 33.6% of
its revenue in 2014 was earned in USD or EUR (based on Aeroflot
Airline's statistics). While an additional 30.2% of revenue was
linked to EUR, ticket prices were set in RUB and their increase
remained significantly short of mitigating the impact of the
rouble devaluation. In addition, over 50% of operating costs are
denominated in USD or EUR, further contributing to the currency
mismatch and, consequently, weaker financials.

Domestic Passengers Drive Traffic

"We expect Aeroflot's revenue-passenger-kilometres (RPK) in 2015
to maintain the rate of growth attained in 2014, driven primarily
by expected continued strong domestic passenger traffic growth.
While we expect a moderate increase in international scheduled
flights, this will be offset by a forecast further drop in
passenger traffic on charter flights and the CIS destinations. We
expect the increase in RPK to accelerate from 2016 and project a
8.8% CAGR over 2014-2019, which is well below the 2010-2014 growth
rates, reflecting the planned capacity expansion and sluggish
economic growth."

Diversified Network and Well-Developed Hub

Aeroflot's business profile is commensurate with the 'BB' rating
category due to its fairly diversified route network, high
frequency of international flights, favorable hub position and its
position as Russia's largest airline and flagship carrier and a
medium-sized airline among European peers. The implementation of
the multi-brand strategy within Aeroflot Group in co-operation
with regional subsidiaries provides the group with greater
operational flexibility without diluting Aeroflot's brand and
enables the group to target multiple customer and geographic
segments, adapt more quickly to customer demands and utilize
feeder traffic from regional airline subsidiaries.

Rating Uplift for State Support

Aeroflot's rating of 'B+' continues to incorporate a single-notch
uplift to its standalone 'B' rating for state support. Fitch
considers the strategic, operational and, to a lesser extent,
legal ties between Aeroflot and its parent, the Russian Federation
(51.2% direct ownership and 7.8% indirect ownership) as fairly
strong under the agency's parent and subsidiary rating linkage
methodology.

There are no formal legal ties, such as guarantees or cross
default provisions, but Aeroflot remains on the list of Russia's
strategic enterprises. Its operational and financial strategies
are overseen by the government and it is viewed as a means of
promoting and developing Russia's aviation market. To date, there
has been little evidence of tangible financial support, except for
royalties, which include bilateral pool agreements with other
airlines as well as intergovernmental agreements.

KEY ASSUMPTIONS

Fitch's key assumptions within our rating case for the issuer
include:

-- Russian GDP decline of 3.5% in 2015 and growth of 1% in 2016
-- Capex in line with the company's forecast
-- RPK growth at a 8.8% CAGR over 2014-2019, reflecting capacity
    expansion
-- Drop of yields in dollar terms in 2015 by 26% yoy and a slow
    recovery from 2016
-- Estimated cash payments under the FX and fuel hedging
    contacts of RUB33.1 billion in 2015 and RUB2.9 billion in
    2016, funded by additional borrowings

RATING SENSITIVITIES

"We will review the ratings once we have more details on the
Transaero acquisition."

Negative: Future developments that could lead to negative rating
action include:

-- Further material deterioration of the credit metrics (eg FFO
    adjusted gross leverage well above 6.0x and FFO fixed charge
    cover below 1.25x on a sustained basis) due to Transaero
    acquisition, further rouble devaluation, protracted downturn
    in the Russian economy, drop in yields or overly ambitious
    fleet expansion.
-- Weakening of state support.

Positive: Future developments that could lead to positive rating
action include:

-- Evidence of stronger state support.
-- Improvement of the financial profile (eg FFO adjusted gross
    leverage below 5.0x and FFO fixed charge cover above 1.5x on
    a sustained basis) due to acquisition of Transaero without
    its debt, yield recovery, successful integration of the
    acquired assets, moderation of investments in the fleet
    and/or drop in fuel prices.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity

"We view Aeroflot's liquidity as adequate. Its cash of RUB47.9
billion at end-1H15 and available credit lines of RUB23.1 billion
were sufficient to cover short-term debt obligations of RUB43
billion at end-H115. The company's debt repayment schedule is
fairly well balanced. Some RUB5 billion domestic bonds fall due in
2016."

"We expect Aeroflot to generate negative free cash flow (FCF) over
2015-2016 due to its high capex (including finance leases). About
a third of Aeroflot's cash position at end-2014 was held in USD
and EUR and most of the cash was held at Sberbank (BBB-/Negative)
and Bank BFA."

Weak Transaero's Liquidity

Transaero's short-term debt stood at RUB40.4 billion against cash
of RUB0.5 billion at end-2014. If Transaero's debt is not
restructured and fully consolidated by Aeroflot, it will put
significant pressure on the latter's liquidity position.

Hedging Losses

To mitigate its exposure to volatile fuel prices and FX risk,
Aeroflot undertook several fuel and FX hedging contracts with
Russian banks, primarily VTB and Sberbank. As a result of oil
price drop and currency devaluation, the company has to make cash
payments under its hedging contracts estimated at RUB33.1 billion
for 2015 and RUB2.9 billion for 2016.

Aeroflot hedged 55% of group's fuel consumption for 2015 and 0%
for 2016. As part of the restructuring of the hedging contracts
agreed with the banks, the company procured credit lines from the
banks sufficient to cover its cash obligations under the hedging
agreements over 2015-2016. This further exacerbates Aeroflot's
already stretched credit metrics, but improves liquidity.

FULL LIST OF RATING ACTIONS

  Long-term foreign currency IDR: downgraded to 'B+' from 'BB-';
  placed on RWN

  Long-term local currency IDR: downgraded to 'B+' from 'BB-';
  placed on RWN

  National Long-term rating; downgraded to 'A-(rus)' from
  'A+(rus)'; placed on RWN

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

  Short-term local currency IDR: affirmed at 'B'

  National Short-term rating: downgraded to 'F2(rus)' from
  'F1(rus)'; placed on RWN

  Foreign and local currency senior unsecured rating: downgraded
  to 'B+/RR4' from 'BB-'; placed on RWN

  National senior unsecured rating: downgraded to 'A-(rus)' from
  'A+(rus)'; placed on RWN


ANGARA PAPER: Krasnoyarsk Court Opens Bankruptcy Proceedings
------------------------------------------------------------
EUWID reports that the Arbitrage Court of the Region of
Krasnoyarsk in Russia has opened bankruptcy proceedings against
Angara Paper.

Angara Paper has accumulated debts of RUR470 million (EUR6.2
million), EUWID says, citing court information.

Angara Paper aimed to build a new giant pulp mill in Lesosibirsk
in the Krasnoyarsk region with a total capacity of 1.2 million
tpy, EUWID discloses.  Construction of the Angara hardwood pulp
mill was initially scheduled to begin in early 2013, with
production start up slated for 2017, EUWID notes.

Angara Paper is a paper company based in Russia.


BANK SMOLEVICH: Put Under Provisional Administration
----------------------------------------------------
The Bank of Russia, by its Order No. OD-2371 dated September 8,
2015, revoked the banking license of Roslavl-based credit
institution PJSC Commercial Bank Smolevich from September 8, 2015.

The Bank of Russia took such an extreme measure -- revocation of
the banking license -- because of the credit institution's failure
to comply with federal banking laws and Bank of Russia
regulations, capital adequacy below 2%, decrease in equity capital
below the minimal amount of the authorized capital established as
of the date of the state registration of the credit institution
and application of supervisory measures envisaged by the Federal
Law "On the Central Bank of the Russian Federation (Bank of
Russia)".

PJSC Bank Smolevich implemented high-risk policy connected with
placement of funds into low-quality assets.  As a result of
meeting the supervisor's requirements on creating provisions
adequate to the risks assumed, the credit institution lost its
equity capital.

The management and owners of the credit institution did not take
measures to normalize its activities.  In these circumstances,
pursuant to Article 20 of the Federal Law "On Banks and Banking
Activities", the Bank of Russia revoked the banking license from
the credit institution.

The Bank of Russia, by its Order No. OD-2372 dated September 8,
2015, appointed a provisional administration to PJSC Bank
Smolevich for the period until the appointment of a receiver
pursuant to the Federal Law "On Insolvency (Bankruptcy)" or a
liquidator under Article 23.1 of the Federal Law "On Banks and
Banking Activities".  In accordance with federal laws, the powers
of the credit institution's executive bodies are suspended.

PJSC Bank Smolevich is a member of the deposit insurance system.
The revocation of banking license is an insured event envisaged by
Federal Law No. 177-FZ "On Insurance of Household Deposits with
Russian Banks" regarding the bank's obligations on deposits of
households determined in accordance with the legislation.

According to the financial statements, as of August 1, 2015, PJSC
Bank Smolevich ranked 548th by assets in the Russian banking
system.


PROFIT BANK: Placed Under Provisional Administration
----------------------------------------------------
The Bank of Russia, by its Order No. OD-2373 dated September 8,
2015, revoked the banking license of Moscow-based credit
institution Commercial Bank Profit Bank, LLC, from September 8,
2015.

The Bank of Russia took such an extreme measure -- revocation of
the banking license -- because of the credit institution's failure
to comply with federal banking laws and Bank of Russia regulations
and application of supervisory measures envisaged by the Federal
Law "On the Central Bank of the Russian Federation (Bank of
Russia)".

CB Profit Bank LLC implemented high-risk lending policy and failed
to create loss provisions adequate to the risks assumed.  Meeting
the supervisor's requirements on creating provisions adequate to
the risks assumed by the bank resulted in a loss of most of its
equity capital, and accordingly grounds for implementing
insolvency (bankruptcy) prevention measures.  Besides, the credit
institutions failed to timely meet its obligations to creditors
and did not comply with restrictions on certain operations imposed
by the supervisor.  The management and owners of the credit
institution did not take measures to normalize its activities.

The Bank of Russia, by its Order No. OD-2374 dated September 8,
2015, appointed a provisional administration to CB Profit Bank LLC
for the period until the appointment of a receiver pursuant to the
Federal Law "On Insolvency (Bankruptcy)" or a liquidator under
Article 23.1 of the Federal Law "On Banks and Banking Activities".
In accordance with federal laws, the powers of the credit
institution's executive bodies are suspended.

According to the financial statements, as of August 1, 2015, CB
Profit Bank LLC ranked 631st by assets in the Russian banking
system.


RESO-LEASING: S&P Assigns 'BB-/B' Counterparty Credit Ratings
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-/B' long- and
short-term counterparty credit ratings to Russia-based RESO-
Leasing.  The outlook is stable.  At the same time, S&P assigned
its 'ruAA-' Russia national scale rating to the company.

The ratings on RESO-Leasing factor in S&P's view of the
structurally high economic and industry risk faced by leasing
companies operating in Russia.  The ratings reflect the 'b' anchor
that S&P assigns to Russian nonbank financial institutions
(NBFIs), as well as the company's "moderate" business position,
"strong" capital, leverage, and earnings, "moderate" risk
position, and "adequate" funding and liquidity, as S&P's criteria
define these terms.  The ratings also incorporate three notches of
uplift from S&P's assessment of its 'b-' stand-alone credit
profile (SACP), owing to S&P's expectation of extraordinary
support from its parent, Russian insurer OSAO RESO Garantia, which
is the fourth-largest Russian insurance company based on gross
premiums written.  S&P views RESO-Leasing as a "strategically
important" subsidiary of RESO Garantia.

According to S&P's methodology, it adds three notches of support
to RESO-Leasing's SACP because S&P believes that the subsidiary is
unlikely to be sold; is important, although not integral, to the
group's strategy; represents a material part of the group (12% of
assets and 16% of capital in 2014); and is a substantial
contributor to group profits (about one quarter).  RESO-Leasing is
ultimately wholly owned by RESO Garantia and benefits from the
long-term commitment of senior group management and group's
shareholders, which have shown an observable track record of
support.  RESO-Leasing is successful at what it does, with a five-
year average return on equity of 10% as of year-end 2014, although
this is weaker than the 20% ratio displayed by its parent.

RESO-Leasing is a midsize leasing company, with assets of Russian
ruble (RUB) 11 billion (about $180 million), that specializes in
the financial leasing of cars.  As of June 30, 2015, 61% of its
leasing portfolio consisted of passenger cars and another 22% of
trucks.  Despite its relatively small size, RESO-Leasing has a
good niche market position in the Russian car leasing market
(ranked No. 5 in the market with a 1% market share in terms of
total leasing volume in Russia and a 9% market share in passenger
cars leasing).

S&P considers RESO-Leasing's business position to be moderate,
reflecting a monoline business model that is prone to cyclical
fluctuations of the domestic economy.  However, S&P takes a
positive view of the company's focused strategy, satisfactory
track record of profits, and stable management team.

In S&P's view, RESO-Leasing's business stability benefits from its
good sales network across the country as well as its established
ties with all major car dealers.

S&P views RESO-Leasing's capital, leverage, and earnings as
strong, despite the high economic risk S&P sees in Russia.  S&P's
risk-adjusted capital ratio for RESO-Leasing, before
diversification adjustments, stood at 13.2% in 2014.  S&P believes
that shareholders will continue operating the company at this
capitalization level without sizable dividends.  S&P believes the
company, similar to its peers, will feel the weight of weak
economic conditions in Russia, in particular depressed prices in
the second-hand car market.

"Our moderate risk position assessment reflects our view of
balanced single-name diversification relative to peers' and the
secured nature of the exposure.  However, we see risks stemming
predominantly from car leasing exposure, considering the flagging
car market in Russia, as well as from exposure to clients in the
small and midsize enterprise segment.  We positively note that
top-20 lessors accounted for only 4% of total gross leases as of
Dec. 31, 2014, which is better than that of peers.  Although not
very different from that of peers, we consider that a level of
loan loss reserves to gross receivables at 3.2% as of March 31,
2015, is modest, given Russia's weak economic conditions, and we
observe that credit losses in the leasing portfolio are
increasing.  We observe an average of 1.4% of new loan loss
provisions to average gross receivables in the last five year,
compared with 6.1% for the first quarter of 2015.  We expect that
credit costs could be 5%-6% in 2015-2016, which is in line with
that of peers and the system average," S&P said.

In S&P's view, RESO-Leasing's funding profile benefits from a
significant track record of ongoing support from RESO Garantia,
and S&P do not expect this will change.  Total funding from RESO
Garantia accounted for about 40% of RESO-Leasing's total debt
funding as at March 31, 2015.

S&P expects that RESO-Leasing will aim to place a debut bond with
a total volume of about RUB3 billion to substitute existing group
funding.  S&P expects that RESO Garantia will continue to monitor
closely RESO-Leasing's liquidity (acting as an external treasury)
and will provide support in particular for the projected bond's
potential bullet repayments.

RESO-Leasing's ratio of broad liquid assets to short-term
liabilities -- calculated under standard assumptions--is
relatively low, with a stable funding ratio of about 60%-65% for
the last couple of years.  This is because S&P's standard
calculation does not include short-term leasing exposure in liquid
assets.  At the same time, S&P notes that the company adequately
balances the maturity of its assets and liabilities, effectively
managing its liquidity gap.

The stable outlook on RESO-Leasing mirrors that on RESO Garantia.
It also balances the increasing challenges the company could face
as a result of deteriorating operating conditions in Russia with
continued ongoing support from its parent and the entity's strong
capital position.

S&P could lower the ratings on RESO-Leasing if S&P sees a
weakening of its strategic importance to RESO Garantia, such as a
partial disposal or a sustainably lower contribution to profits.
S&P do not believe at this stage that its assessment of RESO-
Leasing's SACP could deteriorate significantly to S&P's 'CCC'
category, even considering tough economic conditions in Russia.

S&P believes that ratings upside is distant, as the current rating
is limited by the rating on RESO Garantia.


RUSSIAN STATE TRANSPORT: S&P Affirms 'B+/B' CCRs
------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its
'B+/B' long- and short-term counterparty credit ratings on Russian
State Transport Leasing Co. (STLC).  The outlook is stable.  S&P
also affirmed its 'ruA+' Russia national scale rating on the
company.

The rating action reflects S&P's view of the benefits to STLC of
its increasing importance to the Russian government and temporary
boost to capitalization metrics following a Russian ruble (RUB) 30
billion capital injection, balanced by growing risks stemming from
operating leasing activity as well as uncertainties on medium-term
business strategy.

The affirmation takes into account S&P's view of:

   -- The increasing likelihood of extraordinary government
      support, due to STLC's growing role in the implementation
      of Russia's import substitution strategy in the aviation
      segment.  S&P now assess STLC's likelihood of receiving
      extraordinary government support as "moderately high."

   -- STLC's temporary improvement in capitalization metrics,
      with a stable overall credit profile.  The government's
      RUB30 billion capital increase for the leasing of Sukhoi
      Superjet aircraft sufficiently cushions the increasing
      risks associated with the weaker profitability prospects,
      as S&P expect the aircraft to be leased at below-market
      rates.  However, there are potential additional risks
      related to this project connected to liquidity, asset
      quality, and the expected still-weak economic climate in
      Russia in 2015-2016, which put pressure on STLC's overall
      profitability.

   -- Ongoing talks around the acquisition of TransFin-M by STLC,
      adding uncertainty to the company's medium-term business
      strategy.  The combination of these three factors means
      that S&P's overall assessment of STLC's creditworthiness
      under its criteria is unchanged.

S&P expects STLC to play a key role in the development of the
commercialization of Sukhoi Superjets, leasing these to potential
buyers.  The project is important to Russia's overall strategy of
import-substitution, and the government is active in supporting
it.  Other government-related leasing companies remain under
sanctions and might not have the capacity or willingness to step
in, making STLC a more important leasing tool for the government,
in S&P's view.

Therefore, according to S&P's criteria for rating government-
related entities, it now believes that STLC has an "important"
role for the government.  S&P continues to believe that STLC has
"strong" links with government, as it don't expect any plans to
privatize the company until at least 2018.  Consequently, S&P now
assess the likelihood of extraordinary support from the government
as "moderately high."

In order to implement the project, STLC plans to complete a
RUB30 billion capital increase by end-September 2015, fully
subscribed by the government, and at the same time signed an
agreement to acquire 32 Sukhoi Superjets to be leased.  S&P
anticipates that its operating leasing portfolio will increase
progressively by about 60% per year in line with the project, and
that the successful implementation of the project would require
additional funding.  S&P believes that STLC is likely to post
losses in 2015 and 2016, driven by the increasing cost of funding,
while providing below-market rates on its leasing portfolio.  S&P
also expects STLC to face high credit losses on its financial
leasing portfolio and additional losses on the residual value of
its repossessed assets.

"We estimate that the third-quarter capital increase, in addition
to the RUB4.9 billion injection completed in January, will
temporarily boost STLC's capitalization by almost 3x.  We
anticipate that the risk-adjusted capital (RAC) ratio will likely
exceed 15% at end-2015, up from 5.2% at end-2014.  However, the
increasing growth of the leasing portfolio, the weak economic
environment in Russia, and our expectation that STLC's
profitability will be weak lower our projected RAC ratio closer to
10% at end-2016, under our base-case scenario.  We believe that,
in the next couple of years, STLC will likely use excess capital
to cover additional credit losses or to grow its business by
acquisitions.  We expect that our RAC ratio will not remain
sustainably above 10% in the next 18 months.  Consequently, we
have revised our assessment of capital, leverage, and earnings
upward to "adequate" from "moderate," but not higher.  This
assessment remains a neutral rating factor," S&P said.

"We see risks of a more aggressive growth strategy should STLC use
its excess capital to expand its business.  We understand that,
among other business development projects, STLC is discussing the
potential acquisition of another leasing company -- TransFin-M --
by the end of 2016.  Such an operation could potentially double
the company's financial leasing portfolio and strengthen its
market position, potentially improving its business profile.
However, the impact on the company's financial and liquidity
profile will largely depend on the transaction structure, and
might be negative.  So far, we don't expect the transaction -- if
it goes through -- to have a positive effect on the overall
creditworthiness of STLC -- but we note that there is material
uncertainty surrounding the outcome of the current negotiations,"
S&P noted.

S&P continues to believe that STLC has an "adequate" business
position, "moderate" risk position, and "adequate" funding and
liquidity.  S&P continues to incorporate one notch of uplift in
the rating for our comparable ratings adjustment, reflecting
STLC's good competitive position in the Russian leasing market
compared with peers.

At the same time, in light of worsening economic prospects in
Russia and vulnerable operating conditions for Russian leasing
companies, S&P's revision of STLC's capital, leverage, and
earnings assessment to "adequate" from "moderate" does not result
in an improvement of STLC's stand-alone credit profile, which
remains at 'b'.  Additionally, the revision of the likelihood of
extraordinary government support to "moderately high" from
"moderate" does not increase the uplift over the SACP, according
to S&P's criteria.  S&P continues to incorporate one notch of
government support into the ratings.

The stable outlook reflects S&P's view that the ratings are
unlikely to change in the next 18 months.  In S&P's view, ongoing
liquidity and capital support from the government will
sufficiently cushion increasing risks stemming from the company's
increasing share of operating leasing and possible mergers or
acquisitions.  S&P forecasts that its RAC ratio will remain close
to 10% and not be sustainably above this figure.

S&P could upgrade STLC if we see that its capitalization will be
sustainably stronger, with the RAC ratio remaining above 10%.
This could happen if S&P sees the company pursuing a prudent
organic growth strategy, with higher profitability or a smaller
portfolio than S&P's base-case expectations.

S&P could lower the ratings if it sees an increasing likelihood
that STLC's asset quality or liquidity will deteriorate.
Specifically, S&P could revise down its assessment of risk
position or liquidity if additional risks materialize, stemming
from the leasing of Sukhoi Superjets.  S&P could also lower the
ratings if sovereign and economic risks increase in Russia.  S&P
could also lower the ratings if STLC completes the acquisition of
Transfin-M on conditions that it considers unfavorable to its
financial profile, unless this is offset by additional government
support.



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


WARWICK FINANCE: Moody's Assigns (P)B3 Rating to Class F Notes
--------------------------------------------------------------
Moody's Investors Service has assigned provisional long-term
credit ratings to notes to be issued by Warwick Finance
Residential Mortgages Number Two PLC:

  GBP1394.7 mil. Class A mortgage backed floating rate notes due
   Sept. 2049, Assigned (P)Aaa (sf)

  GBP100.2 mil. Class B mortgage backed floating rate notes due
   Sept. 2049, Assigned (P)Aa1 (sf)

  GBP74.2 mil. Class C mortgage backed floating rate notes due
   Sept. 2049, Assigned (P)A1 (sf)

  GBP64.9 mil. Class D mortgage backed floating rate notes due
   Sept. 2049, Assigned (P)Baa2 (sf)

  GBP51.9 mil. Class E mortgage backed floating rate notes due
   Sept. 2049, Assigned (P)Ba2 (sf)

  GBP63.1 mil. Class F mortgage backed floating rate notes due
   Sept. 2049, Assigned (P)B3 (sf)

Moody's has not assigned ratings to the Principal Residual
Certificates or Revenue Residual Certificates.

The portfolio backing this transaction consists of UK non-
conforming and buy-to-let residential loans originated by Platform
Funding Limited and GMAC-RFC Limited.

RATINGS RATIONALE

The ratings take into account the credit quality of the underlying
mortgage loan pool, from which Moody's determined the MILAN Credit
Enhancement and the portfolio expected loss, as well as the
transaction structure and legal considerations.  The expected
portfolio loss of [5.0]% and the MILAN required credit enhancement
of [19]% serve as input parameters for Moody's cash flow model and
tranching model, which is based on a probabilistic lognormal
distribution.

Portfolio expected loss of [5.0]%: this is lower than most other
pre-crisis non-conforming pools in the UK and is based on Moody's
assessment of the lifetime loss expectation taking into account:
(i) the originators' better than average historical performance,
(ii) the current macroeconomic environment in the UK, (iii) the
strong collateral performance to date along with an average
seasoning of [8.2] years; and (iv) benchmarking with similar UK
non-conforming transactions.

MILAN CE of [19.0]%: this is broadly in line with other UK non-
conforming transactions and follows Moody's assessment of the
loan-by-loan information taking into account the historical
performance and the pool composition including [26.3]% buy-to-let
loans and [7.8]% loans to borrowers with prior County Court
judgments (CCJs).

The transaction will benefit from a reserve fund that will be
funded to [2.0]% of the initial portfolio balance.  The reserve
fund will amortize to [3.0]% of the current portfolio balance once
six years have elapsed since closing.  The reserve fund can be
used to cover the PDL on all rated notes, but it can only be used
to cover interest on the B to F classes of notes when certain
conditions are met.

The transaction will also benefit from a liquidity reserve in the
event the reserve fund is used to cover losses on the portfolio.
The liquidity reserve is available only to cover shortfalls in
senior fees and interest payments on Classes A and B.  When the
reserve fund falls below [1.5]% of the outstanding portfolio
balance, the liquidity reserve will build up to [2.2]% of the
outstanding balance of Classes A and B by trapping principal
receipts.  The liquidity reserve will amortize to [2.2]% of the
outstanding balance of Classes A and B.

Operational Risk Analysis: Western Mortgage Services Limited
("WMS", not rated) will be acting as servicer.  In order to
mitigate the operational risk, Homeloan Management Limited ("HML",
not rated) is appointed as a back-up servicer, and there will be a
back-up servicer facilitator.  The transaction benefits from an
independent cash manager, Citibank, N.A. (London Branch) (A1/(P)P-
1).  To ensure payment continuity over the transaction's lifetime
the transaction documents incorporate estimation language whereby
the cash manager can use the three most recent servicer reports to
determine the cash allocation in case no servicer report is
available.  The transaction also benefits from principal to pay
interest for the Classes A to F.

Interest Rate Risk Analysis: The interest rate risk in the
transaction will be unhedged.  In mitigation the transaction
contains a requirement for the servicer to not reduce SVR margin
over 3 months Libor below a minimum level of [2.0]%.  There are no
fixed rate loans in the portfolio, but only SVR linked ([24.8]% of
the portfolio), Bank of England Base rate linked ([48.0]% of the
portfolio) and 3 months Libor linked loans ([27.2]% of the
portfolio), therefore the transaction is only exposed to basis
risk but not fixed-floating risk.

The provisional ratings address the expected loss posed to
investors by the legal final maturity of the Notes.  Moody's
issues provisional ratings in advance of the final sale of
securities, but these ratings represent only Moody's preliminary
credit opinions.  Upon a conclusive review of the transaction and
associated documentation, Moody's will endeavor to assign
definitive ratings to the Notes.  A definitive rating may differ
from a provisional rating.  Other non-credit risks have not been
addressed, but may have a significant effect on yield to
investors.

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
January 2015.

The analysis undertaken by Moody's at the initial assignment of
ratings for an RMBS securities may focus on aspects that become
less relevant or typically remain unchanged during the
surveillance stage.

Factors that would lead to an upgrade or downgrade of the rating:

Significantly different loss assumptions compared with our
expectations at close due to either a change in economic
conditions from our central scenario forecast or idiosyncratic
performance factors would lead to rating actions.  For instance,
should economic conditions be worse than forecast, the higher
defaults and loss severities resulting from a greater
unemployment, worsening household affordability and a weaker
housing market could result in downgrade of the ratings.
Deleveraging of the capital structure or conversely a
deterioration in the notes available credit enhancement could
result in an upgrade or a downgrade of the rating, respectively.

Stress Scenarios:

Moody's Parameter Sensitivities: If the portfolio expected loss
was increased from [5.0]% to [8.75]% of current balance, and the
MILAN CE was increased from [19.0]% to [26.6]%, the model output
indicates that the Class A notes would still achieve Aaa(sf)
assuming that all other factors remained equal.  Moody's Parameter
Sensitivities quantify the potential rating impact on a structured
finance security from changing certain input parameters used in
the initial rating.

Moody's Parameter Sensitivities provide a quantitative/model-
indicated calculation of the number of rating notches that a
Moody's structured finance security may vary if certain input
parameters used in the initial rating process differed.

The analysis assumes that the deal has not aged and is not
intended to measure how the rating of the security might migrate
over time, but rather how the initial rating of the security might
have differed if key rating input parameters were varied.
Parameter Sensitivities for the typical EMEA RMBS transaction are
calculated by stressing key variable inputs in Moody's primary
rating model.


WARWICK FINANCE: S&P Assigns Prelim. BB Rating to Class F Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary credit
ratings to Warwick Finance Residential Mortgages Number Two PLC's
class A to F notes.  At closing, Warwick Finance Residential
Mortgages Number Two will also issue unrated principal and revenue
residual certificates.

Warwick Finance Residential Mortgages Number Two is a
securitization of a pool of prime, nonconforming, and buy-to-let
residential mortgage loans.  The loans are secured on first-
priority charges over freehold and leasehold properties in
England, Wales, and Northern Ireland, or first-ranking standard
securities over heritable and long-leasehold properties in
Scotland.

Of the collateral pool, 70.80% was originated in 2006 and 2007.
GMAC-RFC Ltd. (now called Paratus AMC Ltd.) originated 61.81% and
Platform Funding Ltd. (PFL) originated 38.19%.  At closing, the
issuer will purchase the portfolio from the sellers (PFL, Mortgage
Agency Services Number Four Ltd., and Mortgage Agency Services
Number Five Ltd.) and will obtain the beneficial title to the
mortgage loans.

Western Mortgage Services Ltd. (WMS) a former wholly owned
subsidiary of The Co-operative Bank PLC will act as servicer for
all of the loans in the transaction.  On Aug. 1, 2015, Capita PLC
acquired 100% of the shares in WMS from Britannia Treasury
Services Ltd. (a subsidiary of The Co-operative Bank).  WMS will
continue to service third-party portfolios, including Warwick
Finance Residential Mortgages Number One PLC's and Warwick Finance
Residential Mortgages Number Two's portfolios.

S&P's preliminary ratings reflect its assessment of the
transaction's payment structure, cash flow mechanics, and the
results of S&P's cash flow analysis to assess whether the rated
notes would be repaid under stress test scenarios.  Subordination,
the principal residual certificates, the general reserve fund, the
excess available revenue receipts, and the liquidity reserve fund
(only for the class A and B notes) provide credit enhancement to
the notes.  Taking these factors into account, S&P considers the
available credit enhancement for the rated notes to be
commensurate with the preliminary ratings that S&P has assigned.

RATINGS LIST

Warwick Finance Residential Mortgages Number Two PLC
Mortgage-Backed Floating-Rate Notes And Principal And Revenue
Residual Certificates

Class            Prelim.          Prelim.
                 rating            amount
                                 (mil. GBP)
A                AAA (sf)             TBD
B                AA (sf)              TBD
C                A+ (sf)              TBD
D                A (sf)               TBD
E                A- (sf)              TBD
F                BB (sf)              TBD
Principal RC     NR                   TBD
Revenue RC       NR                   TBD

RC--Residual certificates.
NR--Not rated.
TBD--To be determined.


                            *********

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.

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.


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

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Valerie U. Pascual, Marites O. Claro, Rousel Elaine T. Fernandez,
Joy A. Agravante, Ivy B. Magdadaro, and Peter A. Chapman, Editors.

Copyright 2015.  All rights reserved.  ISSN 1529-2754.

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

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

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for members
of the same firm for the term of the initial subscription or
balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000 or Nina Novak at
202-362-8552.


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